CSO’s to Government: Probe GNPC’s transaction with Aker Energy

GNPC and Aker deal -CSO

Some Civil Society Groups working on Extractives, Anti-Corruption and Good Governance in the country are calling for a Parliamentary probe into the transaction between the Ghana National Petroleum Corporation and Aker Energy.

It follows the request cited in a memo for the approval of a US$1.65 billion blank cheque for the Government to finalize negotiations with Aker Energy to acquire 37 percent interest in DWT/CTP and 70 percent interest in SDWT.

According to the Memo, US$1.3 billion is for acquiring Aker’s interest, and US$350 million is for the development cost of Pecan phase 1 to first oil.

However, a statement issued by the fifteen CSO’s believe the deal lacks some transparency.

According to the statement GNPC has so far failed to drill a single well after being allocated with about US$1 billion.

“So far, about US$1 billion has been given to the Corporation, but it has failed to drill one well. The country needs a clear pathway for supporting the national oil company, rather than using billions of dollars of the public’s money in risky bets that might instead go to support Ghana’s health, education and economic development. “

“Otherwise, the guise of the energy transition will only be a smokescreen to waste more resources and line the pockets of foreign companies and people who may be short[1]changing the country deliberately, “the statement said.

“We, therefore, request Parliament to institute a full-scale investigation into the transaction to verify the actual cost incurred by Aker so far on the Blocks, clarify the inconsistencies in the presentations by GNPC and allow for open consultation and hearing to provide opportunities for independent expert opinions. We also urge the media to provide adequate space and time for a thorough examination of the issue in the country’s supreme interest.” It added.

Below is the statement

PRESS STATEMENT By Alliance of CSOs working on Extractives, Anti-Corruption and Good
Governance
Attention:

  1. The Rt. Hon. Speaker of Parliament
    Parliament of the Republic of Ghana
    Parliament House, Accra-Ghana
  2. The Country Director, IMF
  3. The Country Director, The World Bank
  4. The Ambassador, Embassy of the Kingdom of Norway
    PARLIAMENT MUST INVESTIGATE THE GNPC TRANSACTION WITH AKER ENERGY
    GHANA
    The attention of the undersigned members of the Alliance of Civil Society
    Organizations (CSOs) working on Extractives, Anti-Corruption and Good
    Governance has been drawn to a proposed transaction between Ghana
    National Petroleum Corporation (GNPC) and Aker Energy for a farm-in to two
    oil blocks operated by Aker Energy Ghana limited.
    The Corporation and Government cite “energy transition” as the anchor for
    the decision. We agree that the energy transition requires an appropriate
    policy response, which Ghana may be running late on, but cannot be a guise
    for poor decisions that threaten the country’s economic and fiscal outlook. We
    are also not opposed in principle Government increasing its stake in natural
    resource ownership. However, we are concerned about this specific
    transaction.
    After analysing the proposals by GNPC and Government, we are clear in our
    minds that the transactions, if approved, will short-change Ghana. Therefore,
    we request Parliament to intervene, given that the deal has gone through all
    the relevant branches of the Executive1, ostensibly glossing over important
    threats of the transaction to the country’s fiscal situation.

Background

1 Attorney General, EMT, Cabinet, Ministry of Finance and Ministry of Energy.
Aker Energy made a comeback to Ghana in 2017 through two acquisitions;
South Deep Water Tano (SDWT) block, which Aker exited after its agreement
with Ghana was abrogated in 2009, and 50 percent stake in the Deep Water
Tano/ Cape Three Point (DWT/CTP) block. Subsequently, Aker dominated the
policy environment with enormous demand on Government to amend the
governance architecture of the upstream sector for what it deemed an
importation of efficient strategy that has worked well for the company in its
home country. These demands dominated discussion in the energy sector,
particularly because Aker’s demands became the Government’s call.
Within two years, Aker pushed for and got:

  1. The Petroleum (Exploration and production) Act, 2016 (Act 919) and its
    regulations amended to allow companies to hold on to contract areas
    at the Energy Minister’s discretion rather than automatically relinquishing
    part of exploration blocks as practiced before the entrance of Aker.
  2. Two Petroleum agreements for Aker amended to limit the regulatory
    powers of the Petroleum Commission (PC) on the activities of the
    company.
  3. Reduced the participation of GNPC Explorco on the SDWT block and
    capture the amendments to the law and regulations in the agreements.
    After getting the State to bend to its demand, Aker has for the past year, been
    looking for buyers to sell its stake in Ghana without success. It, however,
    emerged in the second quarter this year that discussions were underway with
    GNPC for “Resource Backed Lending” (RBL), but not much detail(s) were
    available to the public for input. However, the Minister of Energy’s submission
    of a memo to Parliament on 30 July 2021 on the transaction provides some
    information to prompt questioning and investigation into the entire transaction.
    In the Memo presented by the Energy Minister and approved by Cabinet, the
    lawmakers are requested to approve a US$1.65 billion blank cheque for the
    Government to finalize negotiations with Aker Energy to acquire 37 percent
    interest in DWT/CTP and 70 percent interest in SDWT. According to the Memo,
    US$1.3 billion is for acquiring Aker’s interest, and US$350 million is for the
    development cost of Pecan phase 1 to first oil.
    For a US$1.65 billion transaction, any prudent investor in the upstream oil and
    gas business cannot accept the quality and content of the Memo and the
    supporting documents presented to Parliament (the primary investor in this
    case). This generates several questions that should elicit adequate probing to
    safeguard the interest of the country.
    Key Questions
    We recognised the many questions that can be raised on the transaction as
    presented to Parliament. However, we focus on six key questions that expose
    the transaction to be in the opposite trajectory to the interest of the country as
    follows:
  4. Are the fields really worth US$2 billion?
    GNPC’s proposal cites valuations from third-party analysts. However, the
    valuations ignore the possibility that the oil price might not be as high as
    assumed, that reserves might be less than assumed or that costs might be
    higher than assumed. Before development, there is very little certainty about
    these factors.
    For instance, Globally, Ernst & Young found that 65 percent of big upstream
    projects ran over budget— (and) by a hefty 53 percent on average. Another
    study noted that all successful new oil producers in Africa, Ghana included,
    netted less revenue than they expected, partly due to higher costs. GNPC
    should be familiar with this reality, given Ghana’s experience with all three
    producing fields.
    All good analysts will present different valuations given different prices and
    other assumptions. Instead, this proposal ignores this practice.
  5. How much value is assigned to unconfirmed SDWT reserves that may not
    be developed?
    One of the main uncertainties is how much actual oil can commercially be
    extracted from the field. The proposal provides little information on how these
    prospects are being valued because a lot more work that is technical remains
    undone. Why is the GNPC betting on these prospects that have not been
    appraised? The SDWT discoveries risk not being developed if purchased by
    GNPC. According to the Commission, the water depth is currently between
    2700 to 3500 meters with initial discovery information of 127 million barrels of oil
    equivalent. According to Aker in their Appraisal Program submitted to the
    Petroleum Commission in 2019, there is currently no qualified technology for
    such a depth of water and hence will require the development of technology,
    an independent qualification or approval of such technology before use in
    SDWT. This will require further investments by GNPC to improve on reserves that
    have not been estimated as part of this deal. In essence, it may not be
    commercially viable to develop SDWT, Nyankon discovery, with just an initial
    estimation of 127 million barrels. Yet, Aker is selling those resources to GNPC as
    part of the transaction with a promise to fast track the development by 2024.
  6. Do Aker’s cost claims add up?
    Aker claims it has invested about US$800 million so far on the blocks in a
    document submitted to Parliament. While GNPC claims it has verified the
    expenditures, it still appears inflated if juxtaposed against the amount of work
    done by Aker and the value of its acquisition three years ago. Aker Acquired
    Hess’s interest in the DWT/CTP for US$100m in 2018. Before selling its interest to
    Aker, Hess had appraised the field with estimated recoverable oil of 450 million
    barrels. In total, Hess drilled 12 wells (seven exploratory wells and five appraisals
    well). With that amount of work done, the highest valuation Hess got was
    about US$400 million in 2016 when it farmed out 40 percent to Lukoil and Fuel
    Trade for the entire field. Akers claim it has spent about US$420 million on five
    well drilled on the two blocks. In another document presented to the country’s
    Economic Management Team (EMT), the US$420 million relates only to the
    three wells on DWT/CTP. Given that the DWT/CTP cost is shared among the
    partners of the block the total expenditure claims for the wells could be in the
    region of US$600 or US$750 million compared with US$400 million by Hess for 12
    wells, depending on which of the documents used. This is very high regardless
    of which of the information is used.
    The remaining US$280million must be accounted for properly. GNPC claims
    that money was used for “certain activities essential for establishing resource in
    the blocks”. This is overly ambiguous and cannot be accepted as a cost with
    this kind of description which questions the distinction between that activity
    and data acquisition and studies done as part of exploration and appraisal.
  7. Is Aker getting a great deal at the expense of Ghana?
    It is worth asking why Aker has struggled to find investors to develop these fields.
    If few others find the fields attractive, why should GNPC? GNPC is providing a
    better deal to Aker than it could find elsewhere to raise capital to invest and
    bear risk. This proposal gives Aker the funds to procure an FPSO at US$600
    million and lease to the project for risk-free benefits, finance its development
    cost for the minimal stake at US$140 million and keep US$560 million in the bank.
    With these high-cost claims, Aker makes a profit of about US$500 million on the
    proposed acquisition value of US$1.3 billion. If the cost is imposed at US$965
    million as presented to the EMT, Aker still makes about US$350 million of profit
    for selling part of its stake in the blocks. The gains for Aker increase
    astronomically when analyzed on additional information we have, which
    suggest that the cost of US$420 million being pushed on GNPC is the cost
    available to the Commission for the entire field, and the prorated cost for
    GNPC should instead be about US$155 million for the stake.
  8. Whose money is it any way?
    One of the main costs that the proposal ignores is the cost of capital. By
    lending this money, the government is increasing the national debt by 5 per
    cent and could increase Ghana’s sovereign debt costs while redirecting
    money that could have benefited other sectors of society. Some of these may
    have greater long term growth potential and more ability to transform
    Ghanaian’s everyday lives and economic prospects than oil and gas, which
    creates relatively few jobs for citizens and provided the biggest benefit to a
    relatively small group of people—for instance, those who work for companies
    that receive “local content” subcontracts on projects.
    The government could charge a high interest to GNPC, but the proposal
    ignores this cost. GNPC is making a risky bet, but betting the public’s money,
    not their own.
  9. Is it worthwhile, realistic—or even advisable—for GNPC to pay so much
    public money for the chance to become an “operator”?
    GNPC is attempting to convince Parliament that it will learn to become a
    world-class upstream operator through this acquisition. However, the structure
    of the transaction only makes GNPC Explorco a relatively passive “joint
    operator”, with limited opportunity to learn by doing. The proposals we have
    seen don’t accurately detail how Aker would transfer the needed skills,
    knowledge or technology into Ghanaian hands. Instead, it proposes setting up
    a Special Purpose Vehicle (SPV), which Aker will control with 60 percent
    interest, and GNPC Explorco will have 40 per cent. This structure cannot make
    GNPC the operator it wants to become as the SPV is not the same as Explorco.
    Conclusion
    The Memo to Parliament is a significant eye-opener for well-meaning
    Ghanaians to closely monitor the relationship between Aker and the State.
    GNPC has failed to examine the issues in the transaction properly. The decision
    to support GNPC to become an operator is not a new conversation. Ten years
    ago the country decided to support GNPC to become an operator by
    allocating a portion of oil revenue. So far, about US$1 billion has been given to
    the Corporation, but it has failed to drill one well. The country needs a clear
    pathway for supporting the national oil company, rather than using billions of
    dollars of the public’s money in risky bets that might instead go to support
    Ghana’s health, education and economic development. Otherwise, the guise
    of the energy transition will only be a smokescreen to waste more resources
    and line the pockets of foreign companies and people who may be shortchanging the country deliberately.
    We, therefore, request Parliament to institute a full-scale investigation into the
    transaction to verify the actual cost incurred by Aker so far on the Blocks, clarify
    the inconsistencies in the presentations by GNPC and allow for open
    consultation and hearing to provide opportunities for independent expert
    opinions. We also urge the media to provide adequate space and time for a
    thorough examination of the issue in the country’s supreme interest.
    Member Organisations:
  10. Africa Centre for Energy Policy (ACEP)
  11. Centre for Extractives and Development Africa (CEDA)
  12. National Coalition on Mining (NCOM)
  13. IMANI Centre for Policy and Education
  14. Integrated Social Development Centre (ISODEC)
  15. Publish What You Pay Ghana (PWYP)
  16. Ghana Anti-Corruption Coalition (GACC)
  17. Institute for Energy Security (IES)
  18. Civil Society Platform on Oil and Gas (CSPOG)
  19. CSOs Open Licensing Monitoring Group
  20. Natural Resource Governance Institute (NRGI)
  21. Chamber of Petroleum Consumers Ghana (COPEC)
  22. TAMA Foundation
  23. Oil Watch Ghana
  24. Institute of Energy Policies and Research (INSTEPR)

Fred Dzakpata

Gh Extractives

Ghextractives.com is an independent multimedia portal that seeks to provide credible information and news content to readers especially players in the extractive sector in Ghana, Africa and beyond. It also provides a unique platform for players in the energy sector to market their products and reach a wider audience

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