Earnings release
Page 1
- 1 - Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. ʮ̡ (Incorporate d in Hong Kong with limited liability under the Companie s Ordinance) StockC odes: 00883 (HKD counter) and 80883 (RMB counter) CNOOC Limited ANNOUNCEMENT First Quarterly Report of 2025 This announcement is made by CNOOC Limited pursuant to the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) and Rules 13.09 and 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited. The financial data of the Company for the first quarter of 2025 are unaudited and have been prepared in accordance with Chinese Accounting Standards for Business Enterprises (“CAS”). The board of directors (the “Board”), the directors, and senior management of CNOOC Limited (the “Company”) warrant that there are no material omissions from, or misrepresentation or misleading statements contained in this quarterly report, and jointly and severally assume full responsibility for the truthfulness, accuracy and completeness of the information contained in this quarterly report. Mr. Zhou Xinhuai, Vice Chairman and Chief Executive Officer, Ms. Mu Xiuping, Chief Financial Officer and Ms. Wang Yufan, Manager of Financial Department of the Company, hereby warrant that the financial information contained in this quarterly report is true, accurate and complete. Whether the first quarterly financial statements were audited □ Yes ✓No
Page 2
- 2 - I. KEY FINANCIAL DATA 1.1 Key Financial Data Prepared under CAS (I) Key Financial Data and Financial Indicators RMB Million Items The reporting period The corresponding period of last year Increase/decrease as compared with the corresponding period of last year (%) Revenue 106,854 111,468 -4.1 Net profit attributable to equity shareholders of the Company 36,563 39,719 -7.9 Net profit after deducting non-recurring profit/loss items attributable to equity shareholders of the Company 37,027 39,475 -6.2 Net cash flows from operating activities 57,274 59,978 -4.5 Basic earnings per share (RMB Yuan/share) 0.77 0.84 -8.3 Diluted earnings per share (RMB Yuan/share) 0.77 0.84 -8.3 Weighted average return on net assets (%) 4.78 5.79 Decreased by 1.01 percentage points At the end of this reporting period At the end of last year Increase/decrease at the end of the reporting period compared with the end of last year (%) Total assets 1,102,706 1,056,281 4.4 Equity attributable to equity shareholders of the Company 783,824 747,548 4.9 Note: “The reporting period” refers to the three-month period from the beginning of the quarter to the end of the quarter, the same applies to the below.
Page 3
- 3 - (II) Non-recurring Profit/Loss Items ✓Applicable □ Not applicable RMB Million Non-recurring profit/loss items Amount for the reporting period Loss on disposal of assets -704 Fair value changes on financial assets 197 Gain from disposal of financial assets 4 Donation expenses -90 Other non-operating income and expenses 14 Less: Effect of income tax -115 Effect of non-controlling interests Total -464 Reasons for the recognition of items with significant amount not yet listed in “Explanatory Announcement No. 1 on Disclosure of Information by Companies with Publicly Issued Securities – Non-recurring Profit or Loss” as non-recurring profit or loss and the classification of non-recurring profit or loss items listed in “Explanatory Announcement No. 1 on Disclosure of Information by Companies with Publicly Issued Securities – Non-recurring Profit or Loss” as recurring profit or loss items. □ Applicable ✓Not applicable (III) Changes in Key Accounting Data and Financial Indicators and Reasons for Such Changes □ Applicable ✓Not applicable 1.2 Differences between Domestic and Overseas Accounting Standards There is no difference between the key accounting data and financial indicators prepared under the International Financial Reporting Standards Accounting Standards/Hong Kong Financial Reporting Standards Accounting Standards and the data in 1.1(Ⅰ) Key Financial Data and Financial Indicators prepared under CAS.
Page 4
- 4 - 1.3 Income, Capital Expenditures and Realised Prices RMB Million For the three months (January to March) ended 31 March (Unaudited) 2025 2024 Increase/decrease as compared with the corresponding period of last year (%) Revenue 106,854 111,468 -4.1 Oil and Gas Sales 88,268 89,977 -1.9 Including: Crude and liquids 74,633 78,203 -4.6 Natural gas 13,635 11,774 15.8 Capital Expenditures Exploration 4,419 4,849 -8.9 Development 17,585 17,471 0.7 Production Capitalization 5,333 6,400 -16.7 Others 376 294 27.9 Total 27,713 29,014 -4.5 Average Realised Price Crude and liquids (US$/barrel) 72.65 78.75 -7.7 Natural gas (US$/mcf) 7.78 7.69 1.2
Page 5
- 5 - II. INFORMATION OF SHAREHOLDERS (I) Total Number of Ordinary Shareholders and Number of Preferred Shareholders with Restored Voting Rights and Shareholdings of the Top Ten Shareholders Share Total number of ordinary shareholders at the end of the reporting period 233,407 Total number of preferred shareholders with restored voting rights at the end of the reporting period (if any) N/A Shareholdings of the top ten shareholders (excluding lending shares through short selling and refinancing) Name of shareholders Nature of shareholder Number of shares held Percentage of Shareholdings (%) Number of shares with selling restrictions Pledged, marked or frozen shares Condition of shares Number of shares CNOOC (BVI) Limited State-owned legal person 28,772,727,268 60.54 – None – HKSCC Nominees Limited Other 15,603,322,167 32.83 – Unknown – Guoxin Investment Co., Ltd. State-owned legal person 210,433,927 0.44 – None – China National Petroleum Corporation State-owned legal person 185,185,185 0.39 – None – Sinopec International Energy Investment Co., Ltd. State-owned legal person 185,185,185 0.39 – None – Guoxin Development Investment Management Company Limited (ʮ̡) State-owned legal person 138,888,888 0.29 – None – China National Aviation Fuel Group Limited State-owned legal person 81,985,292 0.17 – None – China Energy Capital Holdings Co., Ltd. State-owned legal person 73,148,148 0.15 – None – China State-owned Enterprises Mixed Ownership Reform Fund Co., Ltd. (ϞՓ ʮ̡) State-owned legal person 61,994,000 0.13 – None – National Social Security Fund — 109 Portfolio Other 57,691,405 0.12 – None –
Page 6
- 6 - Shareholdings of the top ten shareholders with non-restricted conditions of sale Name of shareholders Number of circulating shares without restricted conditions of sale held Class and number of shares Class of shares Number CNOOC (BVI) Limited 28,772,727,268 Overseas listed foreign shares 28,772,727,268 HKSCC Nominees Limited 15,603,322,167 Overseas listed foreign shares 15,603,322,167 Guoxin Investment Co., Ltd. 210,433,927 RMB ordinary shares 210,433,927 China National Petroleum Corporation 185,185,185 RMB ordinary shares 185,185,185 Sinopec International Energy Investment Co., Ltd. 185,185,185 RMB ordinary shares 185,185,185 Guoxin Development Investment Management Company Limited (ʮ̡) 138,888,888 RMB ordinary shares 138,888,888 China National Aviation Fuel Group Limited 81,985,292 RMB ordinary shares 81,985,292 China Energy Capital Holdings Co., Ltd. 73,148,148 RMB ordinary shares 73,148,148 China State-owned Enterprises Mixed Ownership Reform Fund Co., Ltd. (ʮ̡) 61,994,000 RMB ordinary shares 61,994,000 National Social Security Fund — 109 Portfolio 57,691,405 RMB ordinary shares 57,691,405 Description of the connected relationship or action in concert between the above shareholders 1. Among the top ten shareholders and top ten shareholders with non-restricted conditions of sale, CNOOC (BVI) Limited is the controlling shareholder of the Company. Guoxin Investment Co., Ltd. and Guoxin Development Investment Management Company Limited (ʮ̡) are controlled by China Reform Holdings Corporation Ltd.. Save as aforesaid, the Company is not aware of any connected relationship or acting-in-concert relationship among the other top ten shareholders and top ten shareholders with non-restricted conditions for sale. 2. The Personal Data (Privacy) Ordinance (Chapter 486 of the Laws of Hong Kong) requires that, for the purpose of collecting personal data, the data subject shall be informed as to whether such data collection is mandatory. Under the Rules Governing the Listing of Securities on the Hong Kong Stock Exchange and the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong), no disclosure of information is required for shareholders holding less than 5% of the Company’s ordinary shares. Based on the aforementioned provisions, the Company did not disclose the shareholding information of shareholders who hold less than 5% of the Company’s ordinary shares. 3. HKSCC Nominees Limited is a wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited. It holds Hong Kong shares of the Company on behalf of other corporate or individual shareholders as an agent. Explanation of the top ten shareholders and the top ten shareholders not subject to trading moratorium engaging in the margin trading and short selling and refinancing business (if any) Not applicable Note: As of the end of the reporting period, the 233,407 holders of ordinary shares comprise 231,765 holders of A shares and 1,642 holders of Hong Kong shares.
Page 7
- 7 - (II) Shareholders with a shareholding of more than 5%, the top ten shareholders and the top ten shareholders with non-restricted tradable shares participating in the lending of shares for short selling and refinancing business □ Applicable ✓Not applicable (III) Changes in the top ten shareholders and the top ten shareholders with non-restricted tradable shares from the previous period due to the lending/return for short selling and refinancing □ Applicable ✓Not applicable III. BUSINESS REVIEW Other important information on the Company’s operation during the reporting period that needs to be brought to the attention of investors ✓Applicable □ Not applicable In the first quarter of 2025, China’s economy grew steadily, with gross domestic product (GDP) growth of 5.4% year over year (“YoY”). International oil prices surged and fell, with the average price of Brent crude oil standing at US$74.98 per barrel, a YoY decrease of 8.3%. The Company continued to increase reserves and production, and reduce costs and enhance quality and efficiency, leading to a steady growth in production and strengthening its cost competitiveness. During the first quarter of 2025, the Company achieved a total net production of 188.8 million barrels of oil equivalent (“BOE”), representing an increase of 4.8% YoY. In particular, the net production from China increased by 6.2% YoY to 130.8 million BOE, driven by increased production from oil and gas fields such as Bozhong 19-6; overseas net production increased by 1.9% YoY to 58.0 million BOE, driven by production growth from projects such as Mero2 in Brazil. For the first quarter of 2025, the Company made two new discoveries and successfully appraised 14 oil and gas- bearing structures. In particular, a new discovery of Weizhou 10-5 was made, revealing the vast exploration prospects of the buried hills in the Beibu Gulf Basin; Suizhong 36-1 South was successfully appraised, which is expected to become a medium-sized oil field. In terms of development and production, new projects including Panyu 10/11 Blocks Joint Development Project, Bozhong 26-6 Oilfield Development Project (Phase I), Caofeidian 6-4 Oilfield Comprehensive Adjustment Project, Wenchang 19-1 Oilfield Phase II Project and Buzios7 Project in Brazil commenced production, and other new projects are progressing smoothly. The unaudited oil and gas sales revenue of the Company reached approximately RMB88.27 billion for the first quarter of 2025, representing a decrease of 1.9% YoY, mainly due to the decrease in realised oil prices. The higher oil and gas sales volumes partially offset the impact of the decrease in realised oil prices. Net profits attributable to equity shareholders of the Company amounted to RMB36.56 billion, representing a YoY decrease of 7.9%. All-in cost was US$27.03 per BOE, representing a YoY decrease of 2.0%. During the quarter, the Company’s average realised oil price was US$72.65 per barrel, representing a decrease of 7.7% YoY, and the average realised gas price increased by 1.2% YoY to US$7.78 per thousand cubic feet. For the first quarter of 2025, the Company’s capital expenditures amounted to approximately RMB27.71 billion, decreased by 4.5% YoY as a result of decreased workloads of exploration and adjustment wells. In addition, CNOOC Limited subsidiary has completed closing of the Stock Purchase Agreement with INEOS Energy.
Page 8
- 8 - First Quarter Net Production Summary (Unaudited) Q1 2025 Q1 2024 Crude and Liquids Natural Gas Total Crude and Liquids Natural Gas Total (mm bbls) (bcf) (mm BOE) (mm bbls) (bcf) (mm BOE) China Bohai 58.6 25.4 62.8 54.3 18.6 57.4 Western South China Sea 9.8 81.0 23.7 9.2 65.2 20.5 Eastern South China Sea 28.8 37.2 35.0 29.6 40.9 36.4 East China Sea 0.7 23.3 4.6 0.7 18.5 3.8 Onshore 0.01 28.0 4.7 0.01 30.6 5.1 Subtotal 97.9 194.9 130.8 93.8 173.7 123.2 Overseas Asia (excluding China) 5.4 21.7 9.3 4.3 18.2 7.5 Oceania 0.3 11.8 2.6 0.4 13.0 2.9 Africa 3.6 1.9 3.9 4.8 1.5 5.0 North America (excluding Canada) 5.2 8.7 6.6 5.0 9.0 6.5 Canada 8.6 – 8.6 9.0 – 9.0 South America 22.3 13.9 24.7 21.0 13.9 23.4 Europe 2.2 0.2 2.2 2.6 0.3 2.6 Subtotal 47.6 58.1 58.0 46.9 55.9 56.9 Total* 145.5 253.0 188.8 140.7 229.5 180.1 * Including our interest in investees on equity method, which is approximately 4.9 mmboe in Q1 2025 and approximately 5.0 mmboe in Q1 2024. IV. QUARTERLY FINANCIAL STATEMENTS (I) Type of Audit Opinion □ Applicable ✓Not applicable
Page 9
- 9 - (II) Financial Statements Quarterly financial statements prepared in accordance with CAS Consolidated Balance Sheet 31 March 2025 Prepared by: CNOOC Limited RMB million Unaudited Item 31 March 2025 31 December 2024 Current assets: Cash at bank and on hand 188,734 154,196 Financial assets held for trading 41,683 45,771 Derivative financial instruments 63 4 Notes receivable 108 160 Trade receivables 50,205 32,918 Financing receivable 518 583 Prepayments 3,474 2,924 Other receivables 5,537 5,608 Including: Interest receivable Dividends receivable 205 206 Inventories 5,811 5,732 Assets held for sale 12,408 Other current assets 3,636 4,305 Total current assets 299,769 264,609 Non-current assets: Debt investment 8,790 8,504 Long-term equity investments 48,473 48,491 Other equity instruments investments 18 18 Fixed assets 6,626 6,739 Construction in progress 157,486 157,278 Oil and gas properties 477,384 468,393 Right-of-use assets 10,758 10,670 Intangible assets 3,618 3,762 Goodwill 15,264 15,285 Long-term prepaid expenses 720 767 Deferred tax assets 25,213 25,465 Other non-current assets 48,587 46,300 Total non-current assets 802,937 791,672 Total assets 1,102,706 1,056,281
Page 10
- 10 - Item 31 March 2025 31 December 2024 Current liabilities: Short-term borrowings 4,314 4,303 Derivative financial instruments 64 12 Trade payables 66,050 59,685 Contract liabilities 1,485 508 Employee benefits payable 2,638 2,302 Taxes payable 22,275 19,949 Other payables 10,179 8,905 Including: Interest payable Dividends payable Liabilities held for sale 5,166 Non-current liabilities due within one year 18,314 18,045 Total current liabilities 125,319 118,875 Non-current liabilities: Long-term borrowings 5,476 5,786 Bond payable 55,322 55,457 Lease liabilities 8,295 8,296 Long-term payable 3,217 3,167 Provisions 103,178 99,740 Deferred tax liabilities 13,225 12,521 Other non-current liabilities 2,890 3,003 Total non-current liabilities 191,603 187,970 Total liabilities 316,922 306,845 Shareholders’ equity: Share capital 75,180 75,180 Capital reserve 2,853 2,851 Other comprehensive income 9,055 9,427 Special reserve 97 15 Surplus reserves 70,000 70,000 Retained earnings 626,639 590,075 Equity attributable to equity shareholders of the Company 783,824 747,548 Non-controlling interests 1,960 1,888 Total shareholders’ equity 785,784 749,436 Total liabilities and shareholders’ equity 1,102,706 1,056,281 Chief Executive Officer: Zhou Xinhuai Chief Financial Officer: Mu Xiuping Manager of Financial Department: Wang Yufan
Page 11
- 11 - Consolidated Income Statement January to March 2025 Prepared by: CNOOC Limited RMB million Unaudited Item Q1 2025 Q1 2024 I. Total revenue 106,854 111,468 Including: Revenue 106,854 111,468 II. Total costs of sales 56,530 59,520 Including: Costs of sales 48,462 51,914 Taxes and surcharges 5,006 5,074 Selling expenses 938 884 General and administrative expenses 1,648 1,622 Research and development expenses 321 336 Finance expenses 155 -310 Including: Interest expenses 452 462 Interest income 1,134 1,480 Add: Other income 37 38 Investment income (“-” for losses) -637 577 Including: Income from investment in associates and joint ventures -49 276 Gains on fair value change (“-” for losses) 197 56 Credit reversal (“-” for losses) 2 -1 Asset impairment losses (“-” for losses) 2 -24 Gains on disposal of assets (“-” for losses) 2 3 III. Operating profit (“-” for losses) 49,927 52,597 Add: Non-operating income 37 39 Less: Non-operating expenses 132 99 IV. Profit before income tax (“-” for total losses) 49,832 52,537 Less: Income tax expenses 13,231 12,811
Page 12
- 12 - Item Q1 2025 Q1 2024 V. Net profit (“-” for net losses) 36,601 39,726 (I) Classification by the continuity of operation 1. Net profit from continuous operations (“-” for net losses) 36,601 39,726 2. Net profit from discontinued operations (“-” for net losses) (II) Classification by ownership 1. Net profit attributable to equity shareholders of the Company (“-” for net losses) 36,563 39,719 2. Non-controlling interests (“-” for net losses) 38 7 VI. Other comprehensive income, net of tax -372 151 (I) Other comprehensive income attributable to equity shareholders of the Company, net of tax -372 151 1. Items that may not be reclassified to profit or loss 83 -241 (1) Change on remeasurement of defined benefit plan 83 -60 (2) Other comprehensive income under equity method that may not be transferred to profit or loss (3) Change in fair value of other equity instruments investments -181 (4) Change in fair value of enterprise’s own credit risk 2. Items that will be reclassified to profit or loss -455 392 (1) Other comprehensive income under equity method that may be transferred to profit or loss -1 1 (2) Change in fair value of other debt investment (3) Amount included in other comprehensive income upon reclassification of financial assets (4) Credit impairment provision for other debt investment (5) Cash flow hedge reserve 52 60 (6) Exchange differences on translation of foreign operations -506 331 (7) Others (II) Other comprehensive income attributable to non-controlling interests, net of tax
Page 13
- 13 - Item Q1 2025 Q1 2024 VII. Total comprehensive income 36,229 39,877 (I) Total comprehensive income attributable to equity shareholders of the Company 36,191 39,870 (II) Total comprehensive income attributable to non-controlling interests 38 7 VIII. Earnings per share: (I) Basic earnings per share (RMB Yuan/share) 0.77 0.84 (II) Diluted earnings per share (RMB Yuan/share) 0.77 0.84 Chief Executive Officer: Zhou Xinhuai Chief Financial Officer: Mu Xiuping Manager of Financial Department: Wang Yufan
Page 14
- 14 - Consolidated Statement of Cash Flows January to March 2025 Prepared by: CNOOC Limited RMB million Unaudited Item Q1 2025 Q1 2024 I. Cash flows from operating activities: Cash received from the sales of goods or rendering of services 105,861 113,672 Refund of tax 126 Cash received from other operating activities 37 18 Subtotal of cash inflow from operating activities 105,898 113,816 Cash paid for goods and services -23,940 -26,733 Cash paid to and on behalf of employees -2,540 -2,466 Taxes paid -22,054 -24,544 Cash paid for other operating activities -90 -95 Subtotal of cash outflow from operating activities -48,624 -53,838 Net cash flow from operating activities 57,274 59,978 II. Cash flows from investing activities: Cash received from disposal of investments 18,638 13,790 Cash received from investment income 692 1,493 Net cash recovered from disposal of fixed, intangible and other long-term assets 6 Subtotal of cash inflow from investing activities 19,336 15,283 Cash paid for acquisition of fixed assets, intangible assets and other long-term assets -25,311 -28,520 Cash paid for acquisition of investments -29,433 -20,647 Subtotal of cash outflow from investing activities -54,744 -49,167 Net cash flow from investing activities -35,408 -33,884
Page 15
- 15 - Item Q1 2025 Q1 2024 III. Cash flows from financing activities: Cash received as capital contributions 33 21 Including: Cash received from non-controlling interests’ capital contribution to subsidiaries 33 21 Cash received from borrowings 9 1,331 Subtotal of cash inflow from financing activities 42 1,352 Cash paid for debt repayment -1,160 -1,629 Cash paid for distribution of dividends or profits and payment of interest -676 -879 Subtotal of cash outflow from financing activities -1,836 -2,508 Net cash flow from financing activities -1,794 -1,156 IV. Effect of foreign exchange rate changes, net 47 30 V. Net increase in cash and cash equivalents 20,119 24,968 Add: Cash and cash equivalents at beginning of the period 81,284 133,439 VI. Cash and cash equivalents at the end of the period 101,403 158,407 Chief Executive Officer: Zhou Xinhuai Chief Financial Officer: Mu Xiuping Manager of Financial Department: Wang Yufan
Page 16
- 16 - (III) Opening Balance Adjustments of Financial Statements from the First Adoption of New Accounting Standards or Interpretations of Accounting Standards in 2025 □ Applicable ✓Not applicable By Order of the Board CNOOC Limited Xu Yugao Joint Company Secretary Hong Kong, 29 April 2025 As at the date of this announcement, the Board comprises: Non-executive Director Wang Dehua Executive Directors Zhou Xinhuai (Vice Chairman) Yan Hongtao Mu Xiuping Independent Non-executive Directors Chiu Sung Hong Qiu Zhi Zhong Lin Boqiang Li Shuk Yin Edwina