REX INTERNATIONAL HOLDING LIMITED ANNUAL REPORT 2023 DRILLING DOWN SPREADING OUT
CONTENTS 01 CORPORATE PROFILE 02 GROUP STRUCTURE 03 FINANCIAL HIGHLIGHTS 04 LETTER TO SHAREHOLDERS 09 CORPORATE DATA 10 BOARD OF DIRECTORS 15 SENIOR MANAGEMENT - CORPORATE 18 SENIOR MANAGEMENT - OPERATIONS 20 MILESTONES 24 OPERATIONS REVIEW 41 TECHNOLOGY-BASED SUBSIDIARIES 45 RESERVES AND RESOURCES 50 FINANCIAL REVIEW 52 INVESTOR RELATIONS & COMMUNICATIONS 54 SUSTAINABILITY REPORT 97 CORPORATE GOVERNANCE REPORT 148 FINANCIAL STATEMENTS 235 STATISTICS OF SHAREHOLDINGS 237 NOTICE OF ANNUAL GENERAL MEETING PROXY FORM
A multinational oil exploration and production company listed on Singapore Exchange's Mainboard Rex International Holding Limited (“Rex International Holding”, “Rex” or the “Company”, and together with its subsidiaries, the “Group”) is a multinational oil exploration and production (“E&P”) company listed on the Mainboard of the Singapore Exchange Securities Trading Limited. The Group has interests in exploration and production licences in Oman, Norway and Benin, and holds operatorship for the assets in Oman and Benin. The Group de-risks its portfolio of exploration and development assets using its proprietary liquid hydrocarbon indicator Rex Virtual Drilling technology, which can identify liquids in the sub-surface using seismic data. Since the Company’s listing in July 2013, the Group has achieved four offshore discoveries, one in Oman and three in Norway. VISION Rex International Holding's vision is to be a leading independent energy company with an international portfolio of concessions and energy-related businesses driven by technology and scientific innovation. VALUES INNOVATION Game-changing, environmentally friendly technologies that will transform the energy industry. INTEGRITY Trustworthy in both words and actions, in all business dealings. ENTREPRENEURSHIP Our forward-looking, agile and entrepreneurial team aims to create long-term value for all stakeholders. CORPORATE PROFILE 1 Rex International Holding Limited
1 offshore concession 1 offshore concessions OMAN BENIN TECHNOLOGY SERVICES COMMERCIAL DRONES MED-TECH/LIFE SCIENCE REX TECHNOLOGY INVESTMENTS PTE. LTD. 100% XER TECHNOLOGIES PTE. LTD. 53.33% MOROXITE T AB 70% OIL & GAS EXPLORATON & PRODUCTION 15 offshore concessions NORWAY LIME PETROLEUM AS 91.65% MASIRAH OIL LTD 91.81% AKRAKE PETROLEUM BENIN SA 70% Annual Report 2023 2 All percentages represent effective equity interest in significant and core entities held by the Group as at 20 March 2024. REX INTERNATIONAL HOLDING LIMITED GROUP STRUCTURE
GROUP FINANCIAL HIGHLIGHTS US$’000 FY2023 FY2022 Revenue from sale of crude oil and gas 207,015 170,259 Adjusted EBITDA# 93,817 61,654 (Loss)/profit for the year, net of tax (69,362) 353 Total comprehensive loss for the year, net of tax (71,847) (4,704) Loss per share (US cents) (4.91) (0.08) US$’000 31 Dec 2023 31 Dec 2022 Non-current assets 403,500 427,964 Current assets 209,723 240,594 Total assets 613,223 668,558 Non-current liabilities 365,245 336,169 Current liabilities 133,211 143,906 Total liabilities 498,456 480,075 Net asset value (“NAV”)* 114,767 188,483 Total equity 114,767 188,483 NAV per share (US cents) 8.81 14.47 # Adjusted EBITDA = Earnings – depletion of oil & gas properties – depreciation – amortisation of intangibles – taxes – interest expense and income – impairment loss on exploration & evaluation assets – impairment loss on oil & gas properties – impairment of goodwill *Net asset value as disclosed above includes non-controlling interests 3 Rex International Holding Limited
DRILLING DOWN, SPREADING OUT DEAR SHAREHOLDERS, IN 2024, REX IS DRILLING DOWN ON ITS CORE OIL & GAS BUSINESS STRATEGY AND GROWING PRODUCTION AND ITS ASSET PORTFOLIO IN EXISTING AND NEW GEOGRAPHIES Oil price hovered around US$801 a barrel during the year 2023, a good level for Rex. Major events during the year that affected market sentiment and oil prices include, among other things, the continuation of the Russia-Ukraine conflict and the outbreak of war in Gaza which led to geopolitical tensions in the Middle East in early-20242. In February 2024, Standard Chartered argued that oil fundamentals were in better shape than the market was giving it credit for, and the market was heavily discounting geopolitical risks. According to J.P. Morgan, the oil market outlook "continues to project a tightening market with prices rising from here by another $10 by May (2024)", assuming that OPEC+ leaders will unwind 400,000 barrels per day of cuts from April 2024 and has assigned no risk premium from the Middle East turmoil.3 For 2024, the International Energy Agency (IEA) has revised up its oil demand growth forecast by 130,000 barrels per day (bpd) to 1.1 million bpd, mainly driven by an improved GDP outlook, while the Organization of the Petroleum Exporting Countries (OPEC) kept its projection unchanged at 2.3 million bpd.4 FY2023 Financial Results For the year ended 31 December 2023 (“FY2023”), the Group recorded revenue of US$207.02 million, from the sale of crude oil from the Yumna Field (after the Oman government 1 FactSet data 2 Upstream - Oil price jitters on concerns over fresh US-UK airstrikes on Houthi rebels, 23 January 2024 3 World Oil, Oil Markets Are Much Tighter Than Oil Prices Suggest, 11 Feb 2024 4 Reuters, World oil demand next year to rise faster than expected, IEA says, 15 Dec 2023 bpd: barrels per day 4 Annual Report 2023
take), and the Brage and Yme Fields. This was a 22 per cent increase from revenue of US$170.26 million in the year ended 31 December 2022 (“FY2022”). Adjusted EBITDA* for FY2023 was a positive US$93.82 million, as compared to an adjusted EBITDA of US$61.65 million in FY2022. The Group recorded loss after tax of US$69.36 million in FY2023, as compared to profit after tax of US$0.35 million in FY2022. As at 31 December 2023, the Group’s cash and cash equivalents and quoted investments totalled US$114.04 million (31 December 2022: US$138.80 million); with cash and cash equivalents at US$95.44 million (31 December 2022: US$115.76 million); and quoted investments at US$18.60 million (31 December 2022: US$23.04 million). The Group’s revenue in FY2023 was higher than that in FY2022 from the sale of crude oil from the Brage and Yme Fields in Norway and the Yumna Field in Oman, due mainly to an overall increase in production in Norway and the inclusion of oil liftings from the Yme Field in Norway from January 2023. The increase in revenue was partially offset by a decrease in the volume of oil lifted and sold from the Yumna Field in FY2023, due to production stoppages for planned maintenance of production facilities and unforeseen operational issues in Oman. These factors, including depletion from produced oil and gas, non-cash goodwill impairment for the Yme Field transaction, and impairment of oil & gas properties and exploration & evaluation assets, contributed to the Group’s FY2023 loss after tax. Nonetheless, the Group posted a strong positive adjusted EBITDA, a healthy cash flow from operations and a good cash position for FY2023. Norway: Achieving Operator Status and Production Milestone Lime Petroleum AS ("LPA") had an eventful 2023, marked by its pre-qualification as an operator on the Norwegian Continental Shelf (NCS), a production milestone, a discovery in a producing asset and funds raised from two tap issues. The pre-qualification as operator, after 10 years of prequalification as partner company on the NCS, is testament to LPA’s success in building a competent organisation for all major functional areas, from a pure oil & gas exploration company to one with production assets. In 2023, production from Norway, net to LPA, increased approximately 170 per cent year-on-year to a total of about 2.38 MMboe, following the addition of production from the Yme Field; compared to production of 0.88 MMboe5 from only the Brage Field in 2022. Net production from the Brage and Yme Fields crossed the milestone of 10,000 boepd for the first time in November 2023 and continued into January in 2024. LPA capped the year with its acquisition of a 17 per cent interest in the Brasse Field, at which commercial production is expected to start in 2027, at very favourable conditions. 2P reserves net to LPA for the Brage and Yme Fields were 9.12 MMboe as at 31 December 2022. LPA has produced 2.38 MMboe in the full year of 2023. Following the 2023 revisions, the 2P reserves net to LPA for the Brage and Yme Fields as at 31 December 2023 totalled 7.67 MMboe. 2C contingent resources net to LPA for the Brage and Yme Fields totalled 5.04 MMboe as at 31 December 2022. With the addition of the newly acquired Brasse Field and the applicable revisions and other changes in 2023, total 2C contingent resources net to LPA in these three fields has risen by approximately 89 per cent to 9.54 MMboe as at 31 December 2023. In 2023, LPA carried out two tap issues and raised a total of NOK 300 million, bringing the total amount of its bond to NOK 1,250 million (approximately US$120.2 million). Amortisation started in July 2023, and as at end-2023, the outstanding amount was approximately US$101 million. Amortisation in 2024 will total about NOK 375 million (approximately US$36.1 million). * Adjusted EBITDA = Earnings – depletion of oil & gas properties – depreciation – amortisation of intangibles – taxes – interest expense and income – impairment loss on exploration & evaluation assets – impairment loss on oil & gas properties – impairment of goodwill 5 Source: Norwegian Offshore Directorate MMboe: millions of barrels of oil equivalent boepd: barrels of oil equivalent per day 5 Rex International Holding Limited
Oman: Remedial Measures Taken to Address Operational Issues In 2023, gross production in Oman totalled about 1.03 MMstb. Production volumes in 2023 were below expectations due to natural declines, and sporadic shutdowns due to unforeseen operational issues, for which appropriate measures had been taken to restart production as soon as was practicable. A drilling rig for a multi-well programme comprising the drilling of one in-field well and workover for two existing production wells, has been secured in the first quarter of 2024. In early 2023, the completion of a drilling campaign which consisted of a workover Yumna-3 well to replace the electrical submersible pump and drilling of the Yumna-4 production well, was announced. A larger flowline was installed and maintenance works on the Mobile Offshore Production Unit (MOPU) were carried out in August 2023. In the third week of September 2023, gas lift was installed in Yumna-3 as a remedial measure for an unplanned electrical failure of the Electrical Submersible Pump (ESP) in end-June 2023, while the damaged flowline, discovered in late October 2023, was replaced and production restarted in December 2023. Spreading Out to Different Geographies The Rex Group has been on the lookout for new assets in different regions to mitigate geographical concentration risks, increase group production numbers and replenish reserves and resources in the Group’s current producing assets. In 2023, following the Group’s relinquishment of the Rhu-Ara and the Diwangsa Clusters Production Sharing Contracts in Malaysia, Akrake Petroleum Benin SA (“Akrake”), an indirect wholly-owned subsidiary of Porto Novo Resources Ltd, Rex's 70 per cent-owned indirect subsidiary, signed a production sharing contract (“PSC”) for operatorship and a 76 per cent* working interest in Block 1, Sèmè Field in Benin, West Africa. The Group intends to commission a reserves report and file a Field Development Plan in 2024 to restart production in the previously producing field as soon as possible. In January 2024, an exclusive corporate finance advisor has been appointed, to support in capital fundraising, as well as corporate and asset transaction efforts at the subsidiary level. Business Diversification: No Change to the Company’s Risk Profile While the Company’s strategic focus remains on its core business as an oil & gas exploration and production company, it also recognises the long-term trend away from fossil fuels. As a sustainable business diversification strategy, the Group seizes business opportunities to invest in projects that have business potential with limited risks, without any material change to the Company’s business profile and risks. As part of this strategy, pursuant to an addendum to the conditional share purchase agreement which was signed in end-December 2022, Moroxite T AB ("Moroxite T"), a medical technology/life science company, became a 70 per cent indirectly owned subsidiary of Rex in 2023. Corporate Actions: Dividend, Capital Reduction, Continued Board Renewal Dividend of 0.5 Singapore cents per ordinary share for the financial year ended 31 December 2022 was paid on 24 May 2023. The Company’s proposed capital reduction to cancel the share capital of the Company that had been lost or was unrepresented by available assets to the extent of US$168,096,000, was 99.99 per cent approved by shareholders at an Extraordinary General Meeting held on 20 January 2023. The Company’s board renewal process progressed into 2023. Following the appointment of three new directors in 2022, we welcomed Ms Beverley Smith and Mr Pong Chen Yih to the Rex Board as independent non-executive directors on 1 August 2023. Ms Smith’s appointment is a positive addition to female representation on our Board. We believe that our Board’s bench strength will be bolstered by her technical expertise, extensive industry experience and network, and Mr Pong’s counsel and perspectives on commercial dealings, business best practices and corporate governance. Mr John d'Abo was redesignated as Executive Vice Chairman from independent non-executive director. MMstb: millions of stock tank barrels * Subject to the Benin government's entitlements under the PSC. 6 Annual Report 2023
7 Rex International Holding Limited The Rex Group has been on the lookout for new assets in different regions to mitigate geographical concentration risks, increase group production numbers and replenish reserves and resources in the Group’s current producing assets. Yumna Field, Oman
Four long-serving directors – Mr Dan Broström, Dr Karl Lidgren, Mr Sin Boon Ann and Dr Christopher Atkinson – have elected to retire from the Board with effect from 25 April 2024, to pass the baton of board leadership. My fellow directors and I are honoured to have served and helped shape the Company’s vision, ethos and strategic direction over the years. On behalf of the Company, we would like to thank each of these directors for their commitment and counsel during this time. Looking Ahead For 2024, the focus will be on increasing production in Norway and Oman, and preparing a Field Development Plan to restart production in Benin. Efforts will be made to increase production and reserves in Oman and Norway. 2023’s Climate Change Conference (COP28) in Dubai concluded with a historic agreement by 198 parties to deliver a new era of climate action, including an unprecedented reference to transitioning away from all fossil fuels to enable the world to reach net zero by 2050.6 In these circumstances, Rex will adhere to strict environmental, social and governance (ESG) rules in the respective jurisdictions where it has oil & gas operations and will continue to explore carbon capture opportunities. 6 COP28, COP28 delivers historic consensus in Dubai to accelerate climate action, 13 December 2023 However, given Rex’s limited resources, rather than competing with big energy firms on capital intensive renewables like solar, wind and nuclear, the Company will continue to be highly selective when investing in low-risk projects that have business potential that do not materially change the Company’s business and risk profile. Acknowledgements We would like to thank our Board for their service, contribution and guidance, and our colleagues for their dedication and efforts during another challenging year. We would also like to express our appreciation to our shareholders for their support and patience. Dan Broström Executive Chairman Måns Lidgren Chief Executive Officer 20 March 2024 8 Annual Report 2023
CORPORATE DATA DIRECTORS Board Of Directors Dan Broström, Executive Chairman John d’Abo, Executive Vice Chairman Dr Karl Lidgren, Executive Director Sin Boon Ann, Lead Independent Director Dr Christopher Atkinson, Independent Director Mae Heng, Independent Director Dr Mathias Lidgren, Non-Independent Non-Executive Director Beverley Smith, Independent Director Pong Chen Yih, Independent Director BOARD COMMITTEES Nominating Committee Sin Boon Ann, Chairman Dr Karl Lidgren Dr Mathias Lidgren Pong Chen Yih Remuneration Committee Sin Boon Ann, Chairman Dan Broström Mae Heng Audit Committee Mae Heng, Chairperson Sin Boon Ann Dan Broström Company Secretaries Kong Wei Fung Cheok Hui Yee Registered Office 9 Raffles Place #26-01 Tower 1 Republic Plaza, Singapore 048619 Telephone: (65) 6557 2477 Facsimile: (65) 6438 3164 Website: https://www.rexih.com Email: ir@rexih.com; info@rexih.com Reg. No.: 201301242M Auditors Deloitte & Touche LLP 6 Shenton Way OUE Downtown 2 #33-00 Singapore 068809 Audit Partner: Yang Chi Chih (Appointed in 2023) Share Registrar Tricor Barbinder Share Registration Services (A division of Tricor Singapore Pte. Ltd.) 9 Raffles Place #26-01 Tower 1 Republic Plaza, Singapore 048619 Telephone: (65) 6236 3333 Principal Bankers Barclays Bank PLC National Bank of Oman Skandinaviska Enskilda Banken AB Union Bancaire Privée (Europe) S.A. United Overseas Bank Limited 9 Rex International Holding Limited
Mr Dan Broström, 80, has been with the Group since 2011. He was appointed as an Executive Director on 11 January 2013 and re-elected to the Board on 28 April 2023. Prior to joining the Company, Mr Broström was a senior partner at MVI Holdings Ltd between 1993 and 2005, where as a consultant, he assisted Swedish companies in setting up businesses in Singapore through fund-raising activities and sourcing for suitable business partners. From 1990 to 1993, Mr Broström was the chief executive officer at Hufvudstaden UK Ltd, a real estate company. Before Hufvudstaden UK Ltd, Mr Broström worked in the shipping industry, where he was based in London and held the position of chief executive officer of Brostrom UK Ltd for the period from 1980 to 1987. Mr Broström has a degree in Economics from Stanford University in the United States of America, and a Bachelor of Arts in Economics from Gothenburg University in Sweden. Mr Broström will not be seeking re-election at the forthcoming annual general meeting (“AGM”) of the Company, to be held on 25 April 2024, and will retire as Chairman & Executive Director of the Company after the conclusion of the AGM. Following the conclusion of the forthcoming AGM, Mr Broström will also cease to be a member of the Audit and Remuneration Committees. DAN BROSTRÖM Chairman and Executive Director Member, Remuneration and Audit Committees BOARD OF DIRECTORS John d'Abo, 55, was appointed as an Independent Non-Executive Director on 4 May 2022 and was re-elected to the Board on 28 April 2023. He was redesignated as Vice Chairman and Executive Director on 1 August 2023. He is also a board member of Moroxite Holding Pte. Ltd. and Xer Technologies Pte. Ltd., subsidiaries of the Group. John d'Abo has over 30 years of executive experience in global investment banks and associated businesses mainly in Southeast Asia, advising listed companies on fund-raising in both equity and debt and corporate advisory, during which he established relationships with a wide array of companies and investors across multiple sectors. His investment banking career of 23 years includes stints at Royal Bank of Canada Capital Markets (Hong Kong), Royal Bank of Scotland (Hong Kong), Credit Suisse (Hong Kong), CLSA Asia-Pacific Markets (Hong Kong and New York) and HSBC James Capel (London). He is the founder and current Director of Erland Advisors Ltd. Mr d'Abo holds a Bachelor of Arts with joint honours in French and Spanish from the University of Bristol, United Kingdom. JOHN D'ABO Vice Chairman and Executive Director 10 Annual Report 2023
Dr Karl Lidgren, 76, was appointed as a Non-Independent Non-Executive Director on 1 May 2013 and was re-designated as a Non-Independent Executive Director on 15 January 2015. He was last re-elected to the Board on 29 April 2022. Dr Lidgren and his brother, Mr Hans Lidgren, have since the 1980s, utilised satellite altimeter data in oil exploration activities which enabled major oil and gas findings. A founder of Rex International Holding, Dr Lidgren represents the interests of Limea Ltd on the Company’s Board of Directors. Dr Lidgren graduated from Lund University in Sweden in 1970 with a degree in Economics. Upon graduation, he taught in Lund University until 1972 before taking on the role of an investigator for the Swedish Government from 1972 to 1980. He concurrently obtained a Doctor of Philosophy in Economics from Lund University in 1976. Dr Lidgren taught in Lund University as a Professor from 1980 until his retirement in 2000. Dr Lidgren will not be seeking re-election at the AGM of the Company, to be held on 25 April 2024, and will retire as Executive Director of the Company after the conclusion of the AGM. Following the conclusion of the forthcoming AGM, Dr Lidgren will also cease to be a member of the Nominating Committee. DR KARL LIDGREN Non-Independent Executive Director Member, Nominating Committee Mr Sin Boon Ann, 66, was appointed as an Independent Non-Executive Director on 26 June 2013 and was appointed as the Lead Independent Director on 24 February 2014. He was re-elected to the Board on 28 April 2023. He received his Bachelor of Arts and Bachelor of Laws (Honours) from the National University of Singapore in 1982 and 1986 respectively, and a Master of Laws from the University of London in 1988. Mr Sin was admitted to the Singapore Bar in 1987 and was a member of the teaching staff of the law faculty, National University of Singapore from 1987 to 1992. Mr Sin joined Drew & Napier LLC in 1992. He was the Deputy Managing Director of Drew & Napier’s Corporate and Finance Department and the Co-head of the Capital Markets Practice before he retired to be a consultant with the firm in March 2018. Mr Sin was a Member of Parliament for Tampines GRC from 1996 to 2011. In appreciation of his valuable public services rendered to the Ministry of Home Affairs, Mr Sin was conferred the Singapore National Day Award - “The Public Service Star (Bintang Bakti Masyarakat)” in 2018 and “The Public Service Medal (Pingat Bakti Masyarakat)” in 2013 by the President of Singapore. Additionally, in recognition of his constant support and contributions to the Labour Movement, Mr Sin received the NTUC May Day Award – “Distinguished Service Award” in 2018, “Meritorious Service Award” in 2013 and “Friends of Labour Award” in 2003. Mr Sin has notified the Board that he wishes to step down from the Board following the conclusion of the forthcoming AGM, in support of the Board renewal process. Following the conclusion of the forthcoming AGM, Mr Sin will also cease to be Chairman of the Nominating and Remuneration Committees, and a member of the Audit Committee. SIN BOON ANN BBM, PBM Lead Independent Non-Executive Director Chairman, Nominating and Remuneration Committees Member, Audit Committee 11 Rex International Holding Limited
Ms Mae Heng, 53, was appointed as an Independent Non-Executive Director on 4 May 2022 and was re-elected to the Board on 28 April 2023. Ms Heng has over 16 years of experience working at Ernst & Young Singapore. She is an Independent Non-Executive Director of Grand Venture Technology Limited, Chuan Hup Holdings Limited, HRnetGroup Limited and Ossia International Limited, and is chairperson or a member of these companies’ various board committees. Ms Heng also holds directorships in her family-owned investment holding companies. She was also the former Audit Committee Chairman of an SGX-listed acquisition company, a real estate developer, an online travel company, as well as a Bursa-listed pharmaceutical company. Ms Heng holds a Bachelor of Accountancy from the Nanyang Technological University. She is a Fellow Chartered Accountant with the Institute of Singapore Chartered Accountants and an ASEAN Chartered Professional Accountant. MAE HENG Independent Non-Executive Director Chairperson, Audit Committee Member, Remuneration Committee Dr Christopher Atkinson, 66, was appointed as an Independent Non-Executive Director on 6 January 2015 and was re-elected to the Board on 29 April 2022. He is also an independent Board member of Masirah Oil Ltd and of Lime Petroleum AS, subsidiaries of the Group. Dr Atkinson is a professional geologist with over 35 years of experience in the upstream oil & gas sector. He is currently the founder and Chairman of Helios Aragon Pte Limited, and a director of Far East Gold Limited. Prior to this, Dr Atkinson was a founding investor in several exploration and production start-up ventures in Southeast Asia, the UK and Canada. He has also worked for Shell International Petroleum Company and was a 15-year career veteran with the Atlantic Richfield Company (ARCO), where his last held position was Vice President of Exploration, Europe/North Africa. Dr Atkinson holds a Doctor of Philosophy in Geology and a Bachelor of Science (1st Class Honours) Geology from the University of Wales, Swansea. He has been a Fellow of the Geological Society of London since 1996 and is a Life Member of the Petroleum Exploration Society of Southeast Asia, where he served as President from 2002 to 2003. Dr Atkinson will not be seeking re-election at the forthcoming AGM of the Company to be held on 25 April 2024, and will retire as Independent Non-Executive Director of the Company after the conclusion of the AGM. DR CHRISTOPHER ATKINSON Independent Non-Executive Director 12 Annual Report 2023
Dr Mathias Lidgren, 42, was appointed as a Non-Independent Non-Executive Director on 4 May 2022 and was re-elected to the Board on 28 April 2023. He is also a board member of Moroxite Holding Pte. Ltd., and Moroxite T AB, both subsidiaries of the Group. Dr Mathias Lidgren represents the interests of Limea Ltd., the controlling shareholder of the Company. He has been a practising medical doctor since 2013 and has worked for the National Health Service (NHS), United Kingdom, the Hôpitaux Universitaires de Genéve, Geneva, Switzerland, and the Sahlgrenska University Hospital, Gothenburg, Sweden. He is currently practising at Skane University Hospitals in Lund, Sweden, and is also a post-doctoral researcher in the Division of Molecular Medicine and Gene Therapy, Department of Laboratory Medicine in Lund University, Sweden. Dr Lidgren currently holds directorships in Propatria AB, Rotationsplast i Munka-Ljung by AB, Caithness Fastighets AB, Forvaltningsaktiebolaget Maple, Trolleholms Slott AB, Captiosus AB and Strominnate Therapeutics AB; companies in Sweden involved in a range of businesses including real estate, manufacturing and medicine. He is also Chief Medical Officer of Moroxite T AB. Dr Lidgren holds a Doctor of Philosophy in Health Economics from the Karolinska Institutet, Sweden, a Master of Arts in Genetics, as well as a medical degree (MB BChir) from the University of Cambridge, United Kingdom and a Bachelor of Science in Business Administration (BSBA) from the International University of Monaco. His medical degree is recognised by the Commission des professions médicales, Switzerland and Socialstyrelsen, Sweden. He is licensed to practice medicine in the canton of Geneva, Switzerland and in Sweden. He is also a board-certified specialist in clinical genetics in Sweden. DR MATHIAS LIDGREN Non-Independent Non-Executive Director Member, Nominating Committee Ms Beverley Smith, 58, was appointed as an Independent Non-Executive Director on 1 August 2023. She is a professional geologist with more than 30 years’ experience in the oil & gas industry. She currently holds positions as a Non-Executive Director and chairperson of the HSSE (Health, Safety, Security & Environment) sub-committee and a member of the Reserves, Compensation and Governance sub-committees for the AIM-listed and TSX-listed Touchstone Exploration Inc. She is also an independent Board member of Lime Petroleum AS, a subsidiary of the Group. Prior to these, Ms Smith was a Non-Executive Director of AIM-listed Hurricane Energy Plc and filled in as the interim Chief Executive Officer for three months. Ms Smith was also a 26-year career veteran with the BG Group Plc, where her last held position was Vice President of Exploration and Growth (Europe), after stints in BG Nigeria, BG Algeria and BG China. Ms Smith holds a Master of Science in Petroleum Geology from the University of London, United Kingdom (UK) and a Bachelor of Science in Geology (Honours) from the University of Exeter, UK. She is a Fellow, Chartered Geologist of the Geological Society of London, and served as President of the Petroleum Exploration Society of Great Britain (PESGB) (now known as the Geoscience Energy Society of Great Britain (GESGB)) from 2019 to 2022. She had also voluntarily served as a Director of POWERful Women, a professional initiative that seeks to advance the leadership and development of senior women across the UK’s energy sector, and as a Trustee of the Etches Collection, a unique and valuable collection of fossils from the Jurassic Sea. She was also Chair of the Board of Trustees of the non-government funded INPUT Diabetes Charity for five years. BEVERLEY SMITH Independent Non-Executive Director 13 Rex International Holding Limited
Mr Pong, 48, was appointed as an Independent Non-Executive Director on 1 August 2023. Mr Pong has over 20 years of experience handling complex legal and financial advisory work in relation to domestic and international corporate finance and capital markets transactions. He is also an independent board member of Moroxite Holding Pte. Ltd., and Rex Technology Investments Pte. Ltd.; subsidiaries of the Group. He has successfully listed over 45 companies on the Singapore Exchange. He is a Director and the Chief Operating Officer of Novus Corporate Finance Pte. Ltd., an accredited issue manager for the Singapore Exchange Mainboard listings and a Full Sponsor for Catalist. He is presently an independent director of HRnetGroup Limited, Figtree Holdings Limited and Grand Venture Technology Limited. Mr Pong was previously the Head of the Singapore Domestic Capital Markets Group in Baker McKenzie and prior to that, a partner in the Equity Capital Markets Group in WongPartnership LLP. He regularly speaks at local and overseas conferences and seminars on topics such as capital raising and listing requirements. Mr Pong holds a Bachelor of Laws (Honours) from the National University of Singapore. PONG CHEN YIH Independent Non-Executive Director Member, Nominating Committee 14 Annual Report 2023
Mr Måns Lidgren is the Chief Executive Officer and is responsible for overseeing the strategic positioning and business expansion of the Group, including making major business and finance decisions. Prior to joining the Company in January 2013, Mr Lidgren was interim chief executive officer and director of Lime Petroleum Plc from August 2011 to December 2012 and chief financial officer of his family’s business from August 2009 to August 2011. He has seven years of experience in financial structuring, mergers & acquisitions, investments and business development. From January 2008 to August 2009, Mr Lidgren was vice president of business development under the private banking division of Credit Suisse, where he managed his own client portfolio and acted as a broker for sourcing of new business and pre-screened business proposals. From 2002 to 2007, he joined his family business in private investments first as a business analyst in 2002, and subsequently a merger & acquisitions manager in 2003 and 2004. From 2005 to 2007, he assumed the position of senior investment manager in his family’s business, and carried out portfolio management, liaison with partner banks and private equity transactions. Upon his graduation, Mr Lidgren also provided consultancy services to Global Responsibility, an organisation that seeks to promote responsible citizenship worldwide, where he helped companies communicate their efforts in environmental, health and safety issues. Mr Lidgren holds a Bachelor of Science and a Master of Science, both in Business Administration and Economics, from Lund University, Sweden. MÅNS LIDGREN Chief Executive Officer Mr Svein Kjellesvik is the Chief Operating Officer and Executive Chairman of the Group’s subsidiary, Lime Petroleum AS. He is responsible for the Group's overall operations, including the integration of new business development plans into the Group's operations. Prior to joining the Company, Mr Kjellesvik has been an independent entrepreneur and he has been involved in the start-up of Rex Middle East Ltd (formerly known as Rex Oil & Gas Ltd) and Lime Petroleum Plc. Before retiring from Schlumberger in 2002, Mr Kjellesvik has held leading positions in Schlumberger's seismic division and corporate headquarters. He has also been the President of their Global Marine Seismic Division. Mr Kjellesvik has played leading roles in key innovations in the seismic industry which includes multi-cable 3D seismic, 4 component seismic, and seismic 4D. Mr Kjellesvik holds a Master degree in Applied Geophysics from the Norwegian Institute of Technology (NTH) in Trondheim and is a member of the Society of Exploration Geophysicists, the European Association of Petroleum Geoscientists and the American Association of Petroleum Geoscientists. SVEIN KJELLESVIK Chief Operating Officer SENIOR MANAGEMENT (CORPORATE) 15 Rex International Holding Limited
Mr Per Lind is the Chief Financial Officer overseeing the Group's finance, legal, administration and group structural matters. He also works with the CEO in business development. He has been a board member of Masirah Oil Ltd since 2015, Rex Technology Investments Pte Ltd since 2020, and Porto Novo Resources Ltd and Akrake Petroleum Holding Ltd since the companies' incorporation in 2023, all of which are subsidiaries of the Group. He is also a member of the Joint Management Committee of Block 50 Oman. Prior to joining the Company, from 2009 to 2013, he was Vice President, Investments at Tangerine Time, a Singapore-based investment company investing in real estate and financial services in Singapore, India and the UK. Before being Senior Vice President of Finance in AEP Investment Management, a Singapore-based investment management company in 2008, Mr Lind spent five years as Director of Finance & Corporate Development with 1st Software Corporation Ltd, a software company listed on the mainboard of the Singapore Exchange from 2003 to 2008. He had also worked for six years in the London and Singapore offices of Merchant Venture Investments, an international federation of private equity investors. Mr Lind graduated with a degree in business administration and economics in 1996 from the School of Business, Economics and Law at the Gothenburg University in Sweden. PER LIND Chief Financial Officer Mrs Lina Berntsen is the Chief Technology Officer and co-ordinates the use of Rex Technologies for the Group. She has also been a board member and employee of Equus Consulting AB, the Group's indirect subsidiary that provides advanced mathematical analysis, since 2013. Mrs Berntsen re-joined the Group in 2012 as the Rex Virtual Drilling Specialist to Lime Petroleum Norway AS (now known as Lime Petroleum AS). Prior to this from 2011 to 2012, she provided consultancy services to the Group as a Technology Specialist at Equus Consulting AB. From 2010 to 2011, Mrs Berntsen was the Rex Virtual Drilling Specialist for Rex Oil & Gas Ltd. and oversaw the operations and coordinated analyses in relation to the use of Rex Virtual Drilling. Prior to this, Mrs Berntsen was Development Engineer in Gambro Lundia AB, a global medical technology company, where she was responsible for product development and design control relating to dialysis technology. She was previously the Marketing Coordinator in biotechnology company Chemel AB, where she also worked on product development. Mrs Berntsen holds a Master of Science in Chemical Engineering from the University of Lund, Sweden. LINA BERNTSEN Chief Technology Officer 16 Annual Report 2023
Ms Mok Lai Siong is the Chief Communications Officer and is responsible for the Group’s strategic communications with shareholders, potential investors, analysts and the media, as well as for sustainability reporting, branding and marketing. Ms Mok has over 28 years of experience in communications and investor relations in multinational listed firms. Prior to joining the Company, she was Group General Manager, Corporate Communications & Investor Relations for the then Singapore mainboard-listed conglomerate WBL Corporation from 2010 to 2013. From 2007 to 2010, Ms Mok worked in YTL Starhill REIT Management, the manager of Starhill Global REIT, where her last held position was Senior Vice President, Investor Relations & Corporate Communications. She has also held positions in CapitaLand, OverseaChinese Banking Corporation, Overseas Union Bank, Pidemco Land and the National University of Singapore. Ms Mok holds a Master of Business (International Marketing) degree from the Curtin University of Technology, Australia, and a Bachelor of Arts degree in English and Philosophy from the National University of Singapore. MOK LAI SIONG Chief Communications Officer 17 Rex International Holding Limited
SENIOR MANAGEMENT (OPERATIONS) SVEIN KJELLESVIK Lime Petroleum AS – Chairman LARS HÜBERT Lime Petroleum AS – Chief Executive Officer Mr Svein Kjellesvik was appointed Chairman of Lime Petroleum AS (“LPA”) on 19 April 2016. He was appointed Executive Chairman of LPA on 1 June 2017. Please refer to page 15 for more details. Mr Hübert has some 25 years’ extensive experience in the oil industry, with a focus on the Norwegian Continental Shelf, ranging from rank exploration to production and operations. He was appointed as Chief Executive Officer of Lime Petroleum AS (LPA") in 2019. Prior to his appointment as Chief Executive Officer, Mr Hübert joined LPA in 2014 as Chief Geologist, and was appointed Exploration Manager in 2018. He was also an Exploration Manager for San Leon Energy in Warsaw, Poland before joining LPA. He started his career with Exxon in New Orleans, and was responsible for Exxon’s first horizontal well in the Gulf of Mexico. Mr Hübert has also held various positions in Halliburton, Rock Solid Images and Legends Exploration. Mr Hübert holds a Bachelor of Science (Geology) from the University of Oslo, Norway, a Master of Science (Geology) from the University of Wyoming, US, and a Master of Business Administration from Heriot-Watt University, UK. 18 Annual Report 2023
HANS LIDGREN Masirah Oil Ltd – Chairman Mr Hans Lidgren is one of the founders of the Rex Group. Limea Ltd, in which Mr Lidgren has a 50 per cent interest, is a majority shareholder of Rex International Holding Limited. Mr Lidgren has extensive experience in the oil & gas industry. Since the early 1980s, Mr Lidgren has utilised satellite altimeter data in oil exploration activities which enabled major oil and gas findings. He made way for major findings such as the Haltenbanken area in Norway and the Bukha field in Oman. The Haltenbanken area was only discovered in the 1980s after Mr Lidgren’s surveys showed positive satellite altimetry results as to the presence of oil and gas. Mr Lidgren also developed the Rex Technologies, comprising Rex Gravity, Rex Seepage, Rex Gas Indicator and Rex Virtual Drilling, the Rex Group’s proprietary liquid hydrocarbon indicator. Mr Mike Hopkinson has more than 30 years of upstream experience in many different international locations. He is skilled at all engineering and operations aspects of the petroleum business, from exploration, through development and production. His experience includes onshore, offshore, both shallow and deep water, developments. Project locations include UK North Sea, Gulf of Mexico, Ghana, Equatorial Guinea, Ukraine, Georgia, Ecuador and Guatemala. Prior to joining Masirah Oil Ltd, Mr Hopkinson was the Energy Transition Coordinator for Cox Oil in Dallas, Texas, USA. He started his career in 1985 as Operations Engineer with Marathon Oil Company in Aberdeen, Scotland. After transferring to the USA, Mr Hopkinson has also held various upstream oil & gas positions in Kosmos Energy Inc., Caelus Energy LLC, Energy Resource Technology (a Helix company) and Triton Energy Inc., all of which are based in Texas, USA, with international and domestic operations. Mr Hopkinson holds a Master of Science in Petroleum Engineering from Imperial College, UK, and a Bachelor of Science (Honours) in Engineering with Business Studies from the University of Portsmouth, UK. MIKE HOPKINSON Masirah Oil Ltd – General Manager 19 Rex International Holding Limited
20 Annual Report 2021 2023 9 January Masirah Oil Ltd (“MOL”) announces the completion of the 4Q 2022 drilling campaign which consisted of a workover (replacement of the electrical submersible pump) of the Yumna-3 well and drilling of the Yumna-4 well. 11 January Lime Petroleum AS (“LPA”) raises NOK 250 million (approximately US$25.3 million) by tapping on its existing Lime Petroleum AS FRN Senior Secured Bond Issue 2022/2025 with ISIN NO0012559246 (the “Bond”) in accordance with the loan agreement for the Bond (the “Tap Issue”). After the Tap Issue is carried out, the total outstanding amount pertaining to the refinancing of the previous senior secured bonds and for LPA's acquisition of a 10 per cent interest in the Yme Field, as well as general working capital purposes, is NOK 1,200 million (approximately US$121.4 million). 11 January LPA participates in the drilling of an exploration well targeting the Gjegnalunden prospect in the North Sea licence PL867, in which it has a 20 per cent interest. 13 January LPA is awarded offered participating interests in two new offshore licences, in the 2022 Awards in Predefined Areas (“APA 2022”) round in Norway: 50 per cent in PL1178 in the North Sea, and 30 percent in PL1190 in the Norwegian Sea. 10 February A minor discovery is made in the PL867 Gjegnalunden well, in which LPA has a 20 per cent interest. LPA continues to work with the well results to identify further resources in PL867, and to also evaluate these results against the prospectivity in the neighbouring PL818 licence with the Orkja prospect, in which LPA has a 30 per cent share.* 2 March A summary Qualified Person’s Report (QPR) for the Yumna Field in Block 50 Oman is issued. 7 March Rex’s Proposed Capital Reduction becomes effective. 21 March Summary Independent QPRs for the Yme and Brage Fields in Norway are issued. 28 March LPA is pre-qualified as an operator on the Norwegian Continental Shelf (NCS) by the Norwegian Ministry of Petroleum and Energy. MILESTONES * Please refer to page 30 for further updates on these licences. Annual Report 2023
21 Rex International Holding Limited 18 April LPA raises NOK 50 million (approximately US$4.8 million) through the tap mechanism in its existing Senior Secured Bond with ISIN NO0012559246. After the tap issue is carried out, the total outstanding amount is NOK 1,250 million (approximately US$120.2 million). 21 April For Rex’s joint venture Crescent Marine Holding Ltd's (“CMH”) proposed purchase of its second asset - a tanker including refurbishment and renovation costs, as well as other costs associated with the purchase of bunker fuel, etc - for up to US$22 million, Rex, as its investment, shall provide security to allow for debt financing from a third party (equivalent to up to US$17.6 million or 80 per cent of the Full Investment) to CMH. 24 May A final dividend of 0.5 Singapore cents per ordinary share for the financial year ended 31 December 2022 is paid out. 28 July Rex entered into an addendum to the conditional share purchase agreement (the “Agreement”) with Moroxite AB (“MA”) to purchase the shares of Moroxite T AB (“Moroxite T”). Following from this, the consideration to purchase 70 per cent of issued share capital of Moroxite T, comprising 700 shares, is at a nominal consideration of SEK 0.70 (approximately US$0.07), with a commitment to invest up to an additional SEK 43.2 million (approximately US$4.12 million), subject to the fulfilment of certain conditions. 1 August Rex appoints two new directors to the Board as part of its Board renewal process. The new directors are Ms Beverley Smith, Independent Non-Executive Director, and Mr Pong Chen Yih, Independent Non-Executive Director and member of the Nominating Committee. Mr John d’Abo is redesignated from Independent Non-Executive Director to Executive Vice Chairman and ceases to be a member of the Nominating Committee and the Remuneration Committee. Ms Mae Heng is appointed as a member of the Remuneration Committee. Yumna Field, Oman
31 August Rex’s wholly-owned subsidiary Pantai Rhu Energy Sdn. Bhd. relinquishes the Rhu-Ara and the Diwangsa Clusters Production Sharing Contracts (“PSCs”) and ceases to be operator of the PSCs. 6 September Moroxite T announces that during the first half of 2023, it has beefed up its management team, filed its 7th patent, completed scientific studies and has two more ongoing scientific studies. 27 October A new discovery of between 0.2 and 0.5 million Sm3 of recoverable oil (or 1.25 to 3.1 MMbbl of recoverable oil) was proven in the Brage Field, Norway, in which LPA holds a 33.8434 per cent interest. As such, the discovery will add 0.4 to 1 MMbbl of oil reserves in the Brage Field net to LPA. 7 November LPA farms in to a total 17 per cent interest in PL740 Brasse Field in the Norwegian North Sea, resulting in some 4 MMboe of contingent resources net to LPA. 21 December Rex International Holding Ltd (incorporated in the British Virgin Islands) (“RIHBVI”) enters into a joint venture (“Joint Venture”) agreement with Monarch Marine Holding Ltd ("MMH"), for carrying out the business of owning and operating offshore oil and gas assets in West Africa. In connection with the Joint Venture, the Company received confirmation that Porto Novo Resources Ltd had been incorporated on 19 December 2023 in the British Virgin Islands. Porto Novo Resources Ltd is now an indirect subsidiary of the Company, 70 per cent held by RIHBVI and 30 per cent held by MMH. MILESTONES MMbbl: millions of barrels MMboe: millions of barrels of oil equivalent 22 Annual Report 2023
22 December Rex announces that Akrake Petroleum Benin SA, an indirect wholly-owned subsidiary of Porto Novo Resources Ltd, Rex's 70 per cent-owned indirect subsidiary, is signing a Production Sharing Contract (PSC) for operatorship and a 76 per cent* working interest in Block 1, Sèmè Field in Benin, West Africa. 29 December LPA’s farm-in to a 17 per cent interest in PL740 Brasse Field in the Norwegian North Sea, is completed. Yumna Field, Oman * Subject to the Benin government's entitlements under the PSC. 23 Rex International Holding Limited
OPERATIONS REVIEW In 2023, the Group announced the completion of the workover of a well and the drilling of a new producer well in Oman. In Norway, the Group’s subsidiary was pre-qualified as an operator on the Norwegian Continental Shelf, carried out two tap issues of its bonds, added 0.4 to 1 MMbbl of net oil reserves through a new discovery in the Brage Field, and farmed into a 17 per cent interest in PL740 Brasse Field in the Norwegian North Sea. In Benin, West Africa, Rex’s indirect subsidiary is awarded a Production Sharing Contract, including operatorship, of the discovered Sèmè Field in Block 1. 24 Annual Report 2023
Rex International Holding Limited 25
OVERVIEW According to the Norwegian Offshore Directorate (NOD), a total of about 233 million Sm³ o.e. was produced – equivalent to about four million barrels o.e. per day in 2023, same as in 2022. At the end of 2023, 92 fields were in operation, 27 projects were under development and many leased wells were drilled in the Norwegian Continental Shelf. In 2023, subsidiary Lime Petroleum AS marked several milestones, including being pre-qualified as an operator on the Norwegian Continental Shelf, and having net production from the Brage and Yme Fields crossing 10,000 barrels of oil equivalent per day (boepd) for the first time in November. The company carried out two tap issues and raised a total of NOK 300 million, bringing the total amount of its bond to NOK 1,250 million (approximately US$120.2 million). Amortisation started in July 2023, and at the end of 2023, the outstanding amount was approximately US$101 million. The company also participated in drillings which resulted in a discovery in the Brage Field which will add 0.4 to 1 MMbbl of oil reserves net to Lime Petroleum AS, and a minor discovery in the Gjegnalunden exploration prospect in the North Sea licence PL867*. The company capped the year with its acquisition of a 17 per cent interest in the Brasse Field, at which commercial production is expected to start in 2027. Production is at a high level and will peak in 2025. Johan Castberg is expected to come on stream towards the end of 2024, which will provide significant production growth until 2025. As a result of high development activity on the shelf, oil & gas production is expected to be stable over the next few years. Without new fields or major investments on existing fields, production from the Norwegian shelf will decline. The new fields that come on stream compensate in the short term for lower production from aging fields. MMbbl : millions of barrels Sm³ : standard cubic metres o.e. : oil equivalent Sources: NOD website: http://www.sodir.no/ Norwegian Offshore Directorate, The shelf in 2023: High activity and major investments, 11 January 2024 Norwegian Offshore Directorate, Facts and figures, 15 January 2024 * Please refer to page 30 for further updates on this licence NORWAY 26 Annual Report 2023
NORWAY SWEDEN FINLAND NORWEGIAN SEA 50 km N PL838 PL1190 N NORTH SEA 50 km PL185 PL740 PL053B PL1178 PL055 PL055B PL055E Brage Field N NORWEGIAN SEA 50 km PL841 N BARENTS SEA 50 km PL850 PL820SB PL316 PL316B PL1093 PL820S NORTH SEA 50 km N PLO55D 27 Rex International Holding Limited
In 2023, 34 exploration wells were spudded, which is at the same level as in recent years. There were 14 discoveries: 11 in the North Sea, two in the Norwegian Sea and one in the Barents Sea. Resource growth from discoveries made in 2023 is approximately 50 million standard cubic metres of oil equivalents (Sm3 o.e.). In January 2023, 25 companies were offered interests in a total of 47 production licences in predefined areas (APA) 2022. When the application deadline for APA 2023 expired in August 2023, the authorities had received applications from 25 companies. Norwegian petroleum activities are subject to a stringent framework for emissions to air and discharges to sea. New fields are either developed with an alternative power supply or tied back to existing infrastructure. The industry is also making good progress in energy efficiency measures to help reduce emissions even while production increases. There is also growing interest in acreage for injection and storage of CO2. In 2023, three licences were awarded pursuant to the Regulations relating to the utilisation of subsea reservoirs on the continental shelf for storage of CO2 and about the transport of CO2 on the continental shelf. A total of seven licences, one exploitation licence and six exploration licences have been awarded. All of Norway's oil reserves are located offshore on the Norwegian Continental Shelf, which is divided into three sections: the North Sea, the Norwegian Sea, and the Barents Sea. The bulk of Norway's oil production occurs in the North Sea. New exploration and production activity is taking place further north in the Norwegian Sea and Barents Sea. STRATEGY Lime Petroleum AS (“LPA”) was established in 2012 with offices at Skøyen in Oslo. The company was pre-qualified in February 2013 as a partner company and in March 2023 as an operator on the Norwegian Continental Shelf (NCS). LPA has since built a portfolio of assets focusing on mature areas. LPA’s strategy for organic and inorganic growth includes participating in licensing rounds, exploration activities, and actively seeking acquisitions of producing fields and development projects. Exploration activities are focused on high-impact targets within mature areas of the NCS, while LPA's acquisition strategy is to select assets with cash flow and upside potential. Brage Field, Norway Photo courtesy of Okea ASA 28 Annual Report 2023
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