PERC 17-Q 2022 3rd Quarter

Emerson T. Azul

From: ICTD Submission <ictdsubmission+canned.response@sec.gov.ph>

Sent: Monday, November 14, 2022 1:37 PM

To: Emerson T. Azul

Subject: Re: CGFD_PetroEnergy Resources Corporation_SEC Form 17-Q_3rd Qtr 2022_ 11142022

CAUTION: This email originated from outside of the organization. Do not click links or open attachments unless you recognize the sender and know the content is safe.

Yourreport/documenthasbeenSUCCESSFULLYACCEPTEDbyICTD. (SubjecttoVerificationand ReviewoftheQualityoftheAttachedDocument) Officialcopyofthesubmitteddocument/reportwith BarcodePage(ConfirmationReceipt)willbemadeavailableafter15daysfromreceiptthroughtheSEC ExpressSystemattheSECwebsiteatwww.sec.gov.ph

NOTICE

PleasebeinformedthatpursuanttoSECMemorandumCircularNo.3,seriesof2021,scannedcopiesofthe printedreportswithwetsignatureandpropernotarizationshallbefiledinPORTABLEDOCUMENT FORMAT(PDF)SecondaryReportssuchas:17-A,17-C,17-L,17-Q,ICASR,ICA-QR, ICA-AR,23-A, 23-B,I-ACGR,ACGR,MonthlyReports,QuarterlyReports, Letters,OPC(ALTERNATENOMINEE),GISG,52-AR, IHAR,AMLA-CF,NPM,NPAM,BP-FCLC,CHINESEWALL,39-AR,36-AR,PNFS,MCG, S10/SEC-NTCE-EXEMPT, throughemailat

ictdsubmission@sec.gov.ph

Note:Allsubmissionsthroughthisemailarenolongerrequiredtosubmitthehardcopythrumail,eFAST orover-the-counter.

Forthoseapplicationsthatrequirepaymentoffilingfees,thesestillneedtobefiledandsentviaemailwith theSECRESPECTIVEOPERATINGDEPARTMENT.

Further,notethatotherreportsshallbefiledthrutheELECTRONICFILINGANDSUBMISSION TOOL(eFAST)suchas:AFS,GIS,GFFS,LCFS, LCIF,FCFS.FCIF,IHFS,BDFS,PHFSetc.ANO, ANHAM,FS-PARENT, FS-CONSOLIDATED,OPC_AO,AFSWITHNSPOFORM1,2,3AND4,5,6,AFSWITHNSPOFORM 1,2,3(FOUNDATIONS)

FORMC28,pleasegotoSECwebsite:

https://apps010.sec.gov.ph

For yourinformationandguidance.

Thankyouandkeepsafe.

SECURITIESANDEXCHANGECOMMISSION SECFORM17-Q

QUARTERLYREPORTPURSUANTTOSECTION11 OFTHESECURITIESREGULATIONCODE(SRC) ANDSRCRULE17(a)-1(b)(2)THEREUNDER

1. 30September2022 Forthequarterlyperiodended

2. SECIdentificationNumber ASO94-08880

4. PetroEnergyResourcesCorporation Exactnameofregistrantasspecifiedinitscharter

5. Manila,Philippines

3. BIRTaxIdentificationNo.004-471-419-000

6. (SECUseOnly) Province,countryorotherjurisdiction IndustryClassificationCode: ofincorporation

7. 7th FloorJMTCondominium,ADBAvenue,PasigCity 1605 Addressofprincipaloffice PostalCode

8. (632) 8637-2917 Registrant’stelephonenumber,includingareacode

9. NotApplicable Formername,formeraddressandformerfiscalyear,ifchangedsincelastreport

10. SecuritiesregisteredpursuanttoSections8and12oftheCode,orSection4and8oftheRSA

11. AreanyorallofthesecuritieslistedonthePhilippineStockExchange? AllissuedandoutstandingcommonsharesarelistedinthePhilippineStockExchange.

12. Indicatebycheckmarkwhethertheregistrant:

a. hasfiledallreportsrequiredtobefiledbySection11oftheSecuritiesRegulationCode(SRC)and SRCRule11(a)-1thereunderandSections26and141oftheCorporationCodeofthePhilippines, duringthepreceding12months(orforsuchshorterperiodtheregistrantwasrequiredtofilesuch reports)

Yes [/]

b. hasbeensubjecttosuchfilingrequirementsforthepast90days

Yes [/]

PETROENERGYRESOURCESCORPORATIONANDSUBSIDIARIES

UNAUDITEDCONSOLIDATEDSTATEMENTSOFFINANCIALPOSITION

PETROENERGYRESOURCESCORPORATIONANDSUBSIDIARIES

UNAUDITEDCONSOLIDATEDSTATEMENTSOFINCOME (AmountsinPhilippinePeso)

PETROENERGYRESOURCESCORPORATIONANDSUBSIDIARIES

UNAUDITEDCONSOLIDATEDSTATEMENTSOFCOMPREHENSIVEINCOME (AmountsinPhilippinePeso)

PETROENERGYRESOURCESCORPORATIONANDSUBSIDIARIES

UNAUDITEDCONSOLIDATEDSTATEMENTSOFCHANGESINEQUITY (InPhilippinePeso)

REMEASUREMENTOFNETACCRUEDRETIREMENTLIABILITY

Balanceatbeginningofyear(4,570,914)(8,924,964)(8,924,964)

Remeasurementgain(loss)onaccruedretirementliability117,301-4,354,050 (4,453,613)(8,924,964)(4,570,914)

SHAREINOCIOFAJOINTVENTURE

Balanceatbeginningofyear(617,375)(263,445)(263,445)

ShareinothercomprehensiveincomeofaJointVenture--(353,930) (617,375)(263,445)(617,375)

CUMULATIVETRANSLATIONADJUSTMENT

Balanceatbeginningofyear114,499,681114,499,681114,499,681

Movementofcumulativetranslationadjustment--114,499,681114,499,681114,499,681

PARENT'SOTHEREQUITYRESERVES80,049,23880,049,23880,049,238 6,015,175,7075,571,275,4065,577,277,173

TOTALEQUITYATTRIBUTEDTOEQUITYHOLDERSOFPARENT

NONCONTROLLINGINTEREST

Balanceatbeginningofyear2,736,537,4872,583,102,2542,583,102,254

Netincome210,833,893220,954,920340,010,558

Remeasurementlossondefinedbenefitobligation115,441-6,837,600

ShareinothercomprehensiveincomeofaJointVenture--(39,325)

Cashdividends(48,000,000)(102,473,600)(201,673,600) 2,902,236,8212,701,583,5742,736,537,487

PETROENERGYRESOURCESCORPORATION

PETROENERGYRESOURCESCORPORATIONANDSUBSIDIARIES NOTESTOCONSOLIDATED FINANCIALSTATEMENTS

1. CorporateInformation

a. Organization

PetroEnergy Resources Corporation (“PERC” or “PetroEnergy” or the “Parent Company”) is a publicly-listed domestic corporation. Its registered office and principal place of business is 7thFloor,JMTBuilding,ADBAvenue,OrtigasCenter,PasigCity.

PERCwasorganized onSeptember29, 1994asPetrotech Consultants,Inc. to providespecialized technicalservicestoitsthenparentcompany,PetrofieldsCorporation,andtocompaniesexploring foroilinthePhilippines.

In 1997, PERC simultaneously adopted its present name and changed its primary purpose to oil exploration and development and mining activities. Subsequently in 1999, PERC assumed Petrofields’ oil exploration contracts in the Philippines and the Production Sharing Contract coveringtheEtamediscoveryblockinGabon,WestAfrica.

On August 11, 2004, PERC’s shares of stock were listed at the Philippine Stock Exchange (PSE) bywayofintroduction.

In 2009, followingtheenactment of Republic Act No. 9513, otherwiseknownasthe“Renewable EnergyAct of 2008”(RE Law), PERC amended its articlesof incorporationto include amongits purposes the business of generating power from renewable sources such as, but not limited to, biomass,hydro,solar,wind,geothermal,oceanandsuchotherrenewablesourcesofpower.

On March 31, 2010, PERC incorporated PetroGreen Energy Corporation (“PetroGreen” or “PGEC”), its 90%-owned subsidiary, to act as its renewable energy arm and holding company. PGECventuredintorenewableenergydevelopmentandpowergenerationthroughitssubsidiaries andaffiliate:(a)MaibararaGeothermal,Inc.(“MGI”,65%-owned)-ownerandRenewableEnergy (RE) developer of the 20 MW Maibarara Geothermal Power Project (MGPP-1) in Santo Tomas, Batangasanditsexpansion,the12MWMGPP-2;(b)PetroSolarCorporation(“PetroSolar”,56%owned)-ownerandREdeveloperofthe50MWDC TarlacSolarPowerProject(TSPP-1)inTarlac City and its 20 MWDC expansion (TSPP-2); and (c) PetroWind Energy, Inc. (“PetroWind”, 40%owned associate) - owner and developer of the 36 MW Nabas Wind Power Project (NWPP-1) in NabasandMalay,Aklan.

MGI and PetroSolar are effectively indirect subsidiaries of PetroEnergy through PetroGreen. PetroGreenownsmajorityofthevotingpower ofMGIand PetroSolar. PetroEnergy, PetroGreen, MGI and PetroSolar are collectively referred to as the “Group” and were incorporated in the Philippines.

b. NatureofOperations

The Group’s two (2) main energy businesses are: (1) upstream oil exploration and development, and (2) powergeneration from renewable energyresourcessuch as, (a)geothermal, (b) solar, and (c)wind,throughtheGroup’saffiliate,PetroWind.

Upstream Oil Exploration and Development

Petroleum production is on-going in the Etame (Gabon) concession, while the other petroleum concessions in the Philippines are still in the advanced exploration stages or pre-development stages.

Renewable Energy

Geothermal Energy

Thegeothermalprojectsarethe20MWMGPP-1inSto.Tomas,Batangasthatstartedcommercial operations on February 8, 2014 and its expansion, the 12 MW MGPP-2 that started commercial operationsonApril30,2018.

Solar Energy

TheSolarpowerprojectsarethe50MWDC TSPP-1in TarlacCity,Tarlacthatstartedcommercial operations on February 10, 2016 and its 20 MWDC expansion (TSPP-2) which has been commissioned and tested on April 22, 2019 and is now awaiting the issuance of a Certificate of Compliance(COC)fromtheEnergyRegulatoryCommission(ERC).

The ERC issued a Provisional Approval to Operate (PAO) for TSPP-2 on December 16, 2021, subject toPSC’scompliancewith 1)publicofferingrequirementand2)termsunder PSC’sPointto-Point application, once approved. The said PAO is valid until December 15, 2022, and sets TSPP-2’sWESMCODtoJanuary25,2022.

Wind Energy

The wind energy project is the 36-MW NWPP-1 in Nabas, Aklan, where PetroWind has a wind farm.ItstarteditscommercialoperationsonJune10,2015.

c. ApprovalofConsolidatedFinancialStatements

The accompanying consolidated financial statements were approved and authorized for issue by theBoardofDirectors(BOD).

2. BasisofPreparation BasisofPreparation

Theaccompanyingconsolidatedfinancialstatementshavebeenpreparedunderthehistoricalcostbasis, except for financial assets carried at fair value through profit or loss (FVTPL) which are measured at fairvalueandcrudeoilinventorywhichisvaluedatnetrealizablevalue(NRV).

Thefinancial statements arepresented in Philippine Peso (PHPorP =), which isthe Parent Company’s functionalcurrency.AllamountsareroundedtothenearestPHPunlessotherwisestated.

StatementofCompliance

TheaccompanyingconsolidatedfinancialstatementshavebeenpreparedincompliancewithPhilippine FinancialReportingStandards(PFRS).

3. ChangesinAccountingPolicies

Theaccountingpoliciesadoptedareconsistentwiththoseofthepreviousfinancialyear,exceptthatthe Grouphas adoptedthefollowingnewaccountingpronouncements startingJanuary1,2022.Adoption of these pronouncements did not have any significant impact on the Group’s financial position or performance.

 Amendmentsto

PFRS3, Reference to the Conceptual Framework

The amendments are intended to replace a reference to the Framework for the Preparation and PresentationofFinancialStatements,issuedin1989,withareferencetotheConceptualFramework forFinancialReportingissuedinMarch2018withoutsignificantlychangingitsrequirements.The amendmentsaddedanexceptiontotherecognitionprincipleofPFRS3, Business Combinations to avoid the issue of potential ‘day 2’gains or losses arising for liabilities and contingent liabilities thatwouldbewithinthescopeofPAS37, Provisions, Contingent Liabilities and Contingent Assets orPhilippine-IFRIC21, Levies,ifincurredseparately.

Atthesametime,theamendmentsaddanewparagraphtoPFRS3toclarifythatcontingentassets donotqualifyforrecognitionattheacquisitiondate.

The amendments are effective for annual reporting periods beginningon or after January 1, 2022 andapplyprospectively.

 Amendmentsto

PAS16, Plant and Equipment: Proceeds before Intended Use

The amendments prohibit entities deducting from the cost of an item of property, plant and equipment,anyproceedsfromsellingitemsproducedwhilebringingthatassettothelocationand condition necessary for it to be capable of operating in the manner intended by management. Instead,anentityrecognizestheproceedsfromsellingsuchitems,andthecostsofproducingthose items,inprofitorloss.

TheamendmentiseffectiveforannualreportingperiodsbeginningonorafterJanuary1,2022and must be applied retrospectively to items of property, plant and equipment made available for use on or after the beginning of the earliest period presented when the entity first applies the amendment.

TheamendmentsarenotexpectedtohaveamaterialimpactontheGroup.

 AmendmentstoPAS37, Onerous Contracts – Costs of Fulfilling a Contract

Theamendmentsspecifywhichcostsanentityneedstoincludewhenassessingwhetheracontract isonerousorloss-making.Theamendmentsapplya“directlyrelatedcostapproach”.Thecoststhat relate directly to a contract to provide goods or services include both incremental costs and an allocation of costs directly related to contract activities. General and administrative costs do not relate directly to a contract and are excluded unless they are explicitly chargeable to the counterpartyunderthecontract.

Theamendments are effectivefor annualreportingperiodsbeginningonorafterJanuary1, 2022. The Group will apply these amendments to contracts for which it has not yet fulfilled all its obligationsatthebeginningoftheannualreportingperiodinwhichitfirstappliestheamendments.

 Annual Improvements to PFRSs 2018-2020Cycle

• Amendments to PFRS 1, First-time Adoption of Philippines Financial Reporting Standards, Subsidiary as a first-time adopter

The amendment permits a subsidiary that elects to apply paragraph D16(a) of PFRS 1 to measurecumulativetranslationdifferencesusingtheamountsreportedbytheparent,basedon theparent’sdateoftransitiontoPFRS.Thisamendmentisalsoappliedtoanassociateorjoint venturethat electstoapplyparagraphD16(a)ofPFRS1.

The amendment is effective for annual reporting periods beginning on or after January 1, 2022 with earlier adoption permitted. The amendments are not expected to have a materialimpactontheGroup.

• AmendmentstoPFRS9, Financial Instruments, Fees in the ’10 per cent’ test for derecognition of financial liabilities

The amendment clarifies the fees that an entityincludes when assessing whether the terms of a new or modified financial liability are substantially different from the terms of the original financialliability.Thesefeesincludeonlythosepaidorreceivedbetweentheborrowerandthe lender, including fees paid or received by either the borrower or lender on the other’s behalf. An entity applies the amendment to financial liabilities that are modified or exchanged on or after the beginning of the annual reporting period in which the entity first applies the amendment.

The amendment is effective for annual reporting periods beginning on or after January 1, 2022 with earlier adoption permitted. The Group will apply the amendments to financial liabilities that are modified or exchanged on or after the beginning of the annual reporting period in which the entity first applies the amendment. The amendments are not expectedtohaveamaterialimpactontheGroup.

• AmendmentstoPAS41, Agriculture, Taxation in fair value measurements

Theamendmentremovestherequirementinparagraph22ofPAS41thatentitiesexcludecash flows for taxation when measuring the fair value of assets within the scope of PAS41.

An entity applies the amendment prospectively to fair value measurements on or after the beginningofthefirstannualreportingperiodbeginningonorafterJanuary1,2022withearlier adoptionpermitted.TheamendmentsarenotexpectedtohaveamaterialimpactontheGroup.

NewAccountingStandards,InterpretationsandAmendmentsEffectiveSubsequentto

September30,2022.

Pronouncements issued but not yet effective are listed below. Unless otherwise indicated, the Group does not expect that the future adoption of the said pronouncements will have a significant impact on its consolidated financial statements. The Group intends to adopt the followingpronouncementswhentheybecomeeffective.

Effective beginning on or after January 1, 2023

 Amendments to PAS 12, Deferred Tax related to Assets and Liabilities arising from a Single Transaction

TheamendmentsnarrowthescopeoftheinitialrecognitionexceptionunderPAS12,sothatit no longer applies to transactions that give rise to equal taxable and deductible temporary differences.

The amendments also clarify that where payments that settle a liability are deductible for tax purposes, it isamatter ofjudgement (havingconsidered theapplicable taxlaw)whethersuch deductions are attributable for tax purposes to the liability recognized in the financial statements(andinterestexpense)ortotherelatedassetcomponent(andinterestexpense).

An entity applies the amendments to transactions that occur on or after the beginning of the earliestcomparativeperiodpresentedfor annualreportingperiodsonorafterJanuary1,2023.

 AmendmentstoPAS8, Definition of

Accounting Estimates

Theamendmentsintroduceanewdefinitionofaccountingestimatesandclarifythedistinction betweenchangesinaccountingestimatesandchangesinaccountingpoliciesandthecorrection of errors. Also, theamendments clarify that the effects on an accountingestimate of a change inaninputorachangein ameasurementtechniquearechangesinaccountingestimatesifthey donotresultfromthecorrectionofpriorperioderrors.

Anentityappliestheamendmentstochangesinaccountingpoliciesandchangesinaccounting estimates that occur on or after January 1, 2023 with earlier adoption permitted. The amendmentsarenotexpectedtohaveamaterialimpactontheGroup.

 AmendmentstoPAS1andPFRSPracticeStatement2, Disclosure of Accounting Policies

Theamendmentsprovideguidanceandexamplestohelpentitiesapplymaterialityjudgements to accounting policy disclosures. The amendments aim to help entities provide accounting policydisclosuresthataremoreusefulby:

o Replacingtherequirementforentitiestodisclosetheir‘significant’accountingpolicies witharequirementtodisclosetheir‘material’accountingpolicies,and

o Addingguidanceonhowentitiesapplytheconceptof materialityinmakingdecisions aboutaccountingpolicydisclosures

The amendments to the Practice Statement provide non-mandatoryguidance. Meanwhile, the amendments to PAS 1 are effective for annual periods beginning on or after January 1, 2023. Early application is permitted as long as this fact is disclosed. The amendments are not expectedtohaveamaterialimpactontheGroup.

Effective beginning on or after January 1, 2024

 AmendmentstoPAS1, Classification of Liabilities as Current or Non-current

Theamendments clarifyparagraphs69 to76of PAS1, Presentation of Financial Statements, tospecifytherequirementsforclassifyingliabilitiesascurrentornon-current.Theamendments clarify:

o Whatismeantbyarighttodefersettlement

o Thatarighttodefermustexistattheendofthereportingperiod

o Thatclassificationisunaffectedbythelikelihoodthatanentitywillexerciseitsdeferral right

o That only if an embedded derivative in a convertible liability is itself an equity instrumentwouldthetermsofaliabilitynotimpactitsclassification

The amendments are effective for annual reporting periods beginning on or after January 1, 2023 and must be applied retrospectively. However, in November 2021, the International Accounting Standards Board (IASB) tentatively decided to defer the effective datetonoearlierthanJanuary1,2024.

Deferred effectivity

 Amendments to PFRS 10, Consolidated Financial Statements, and PAS 28, Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

TheamendmentsaddresstheconflictbetweenPFRS10andPAS28indealingwiththelossof control of a subsidiary that is sold or contributed to an associate or joint venture. The

amendmentsclarifythatafullgainorlossisrecognizedwhenatransfertoanassociateorjoint venture involves a business as defined in PFRS 3. Any gain or loss resulting fromthe sale or contribution of assets that does not constitute a business, however, is recognized only to the extentofunrelatedinvestors’interestsintheassociateorjointventure.

OnJanuary13,2016,theFinancialReportingStandardsCouncildeferredtheoriginaleffective date of January 1, 2016 of the said amendments until the IASB completes its broader review oftheresearchprojectonequityaccountingthatmayresultinthesimplificationofaccounting forsuchtransactionsandofotheraspectsofaccountingforassociatesandjointventures.

TheGroupcontinuestoassesstheimpactoftheabovenewandamendedaccountingstandards and interpretations effective subsequent to 1st Quarter 2022 on the Group’s financial statements in the period of initial application. Additional disclosures required by these amendmentswillbeincludedinthefinancialstatementswhentheseamendmentsareadopted.

4. SummaryofSignificantAccountingPolicies

BasisofConsolidation

Theconsolidated financial statements comprise thefinancial statementsof the Group asat September 30,2022andDecember31,2021. Thefinancialstatementsofthesubsidiariesarepreparedinthesame reportingyearastheGroup’s,usingconsistentaccountingpolicies.

BelowaretheGroup’ssubsidiaries,whichareallincorporatedinthePhilippines,withtheirrespective percentageownershipasof September30,2022andDecember31,2021:

SubsidiariesareentitiescontrolledbyPERC.PERCcontrolsaninvesteeifandonlyif PERChas:

a) powerovertheinvestee(i.e.existingrightsthatgiveitthecurrentabilitytodirecttherelevant activitiesoftheinvestee);

b) exposure,or rights,tovariablereturnsfromitsinvolvementwiththeinvestee;and

c) theabilitytouseitspowerovertheinvesteetheamountoftheinvestor’sreturns.

WhenPERChaslessthanamajorityofthevotingorsimilarrightsofaninvestee,PERCconsidersall relevantfactsandcircumstancesinassessingwhetherithaspoweroveraninvestee,including:

a) thecontractualarrangementwiththeothervoteholdersof theinvestee;

b) rightsarisingfromothercontractualarrangements;and

c) theGroup’svotingrightsandpotentialvotingrights.

PERC re-assesses whether or not it controls an investee if facts and circumstances indicate that there arechangestooneormoreofthethreeelementsofcontrol.Consolidationsofasubsidiarybeginswhen PERC obtains control over the subsidiary and ceases when PERC loses control of the subsidiary.

Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated statement of comprehensive income from the date PERC gains control untilthedatePERCceasestocontrolthesubsidiary.

The consolidated financial statements are prepared using uniform accounting policies for like transactionsandothereventsinsimilarcircumstances.Adjustmentswherenecessaryaremadetoensure consistency with the policies adopted by the Group. All intra-group balances and transactions, intragroupprofitsandexpensesandgainsandlossesareeliminatedduringconsolidation.

Achangeintheownershipinterestofasubsidiary,withoutlossofcontrol,isaccountedforasanequity transaction, as transactions with the owners in their capacity as owners. For purchases from noncontrollinginterests, the differencebetween any consideration paid and therelevant shareacquired of thecarrying value of net assetsof the subsidiary is recorded in equity. Gainsor losseson disposals to non-controllinginterestsarealsorecordedinequity.

If theGrouplosescontroloverasubsidiary,it:

 derecognizesthe assets (including goodwill) and liabilities of the subsidiary, the carrying amount ofanynon-controllinginterestandthecumulativetranslationdifferencesrecordedinequity.

 recognizes the fair value of the consideration received, the fair value of any investment retained andanysurplusordeficitintheconsolidatedstatementofcomprehensiveincome.

 reclassifiestheparent’sshareofcomponentspreviouslyrecognizedinothercomprehensiveincome (OCI)totheconsolidatedstatementofcomprehensiveincomeorretainedearnings,asappropriate.

Non-controlling interests are presented separately from the Parent Company’s equity. The portion of profit or loss and net assets in subsidiaries not wholly owned are presented separately in the consolidatedstatementofcomprehensiveincomeandconsolidatedstatementofchangesinequity,and withinequityintheconsolidatedstatementoffinancialposition.

CashandCashEquivalents

Cash includes cash on hand and in banks. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash with original maturities of three (3) months or lessfromthedatesofacquisitionandthataresubjecttoaninsignificantriskofchangeinvalue.

FinancialInstruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liabilityor equityinstrumentofanotherentity.

Financial assets - Initial recognition and measurement

Financial assets are classified, at initial recognition, as subsequently measured at amortized cost, fair valuethroughothercomprehensiveincome(FVOCI),andFVTPL.

The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Group’s business model for managing them. The Group initially measuresafinancial assetatitsfairvalueplus,inthecaseofafinancialassetnotatfairvaluethrough profitorloss,transactioncosts.

InorderforafinancialassettobeclassifiedandmeasuredatamortizedcostorfairvaluethroughOCI, it needs to give rise to cash flow that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrumentlevel.

TheGroup’sbusinessmodelformanagingfinancialassetsreferstohowitmanagesitsfinancialassets in order to generate cash flows. The business model determines whether cash flows will result from collectingcontractualcashflows,sellingthefinancialassets,or both.

Subsequent measurement

Forpurposesofsubsequent measurement,financialassetsareclassifiedinfourcategories:

 Financialassetsatamortizedcost(debtinstruments)

 FinancialassetsatFVOCIwithrecyclingofcumulativegainsandlosses(debtinstruments)

 Financial assets designated at FVOCI with no recycling of cumulative gains and losses upon derecognition(equityinstruments)

 FinancialassetsatFVTPL

TheGrouphasnofinancialassetclassifiedasfinancialassetsatFVOCI.

Financial assets at amortized cost (debt instruments)

ThiscategoryisthemostrelevanttotheGroup.TheGroupmeasuresfinancialassetsatamortizedcost ifbothofthefollowingconditionsaremet:

 the financial asset is held within a business model with the objective to hold financial assets in ordertocollectcontractualcashflows;and

 thecontractualtermsofthefinancialassetgiveriseonspecifieddatestocashflowsthataresolely paymentsofprincipalandinterestontheprincipalamountoutstanding.

Financialassetsatamortizedcostaresubsequentlymeasuredusingtheeffectiveinterest(EIR)method and are subject to impairment. Gains and losses are recognized in profit or loss when the asset is derecognized,modifiedorimpaired.

TheGroup’sfinancialassetsatamortizedcostincludecashandcashequivalents,receivables,restricted cashandrefundabledeposits.

Financial assets at FVTPL

Financial assets at fair value through profit or loss include financial assets held for trading, financial assets designated upon initial recognition at fair value through profit or loss, or financial assets mandatorily required to bemeasured at fair value. Financial assets are classified as held for tradingif they are acquired for the purpose of selling or repurchasing in the near term. Derivatives, including separated embedded derivatives, are also classified as held for trading unless they are designated as effectivehedginginstruments.Financialassetswithcashflowsthatarenotsolelypaymentsofprincipal andinterestareclassifiedandmeasuredatfairvaluethroughprofitorloss,irrespectiveofthebusiness model. Notwithstanding the criteria for debt instruments to be classified at amortized cost or at fair valuethroughOCI,asdescribedabove,debtinstrumentsmaybedesignatedatfairvaluethroughprofit orlossoninitialrecognitionifdoingsoeliminates,orsignificantlyreduces,anaccountingmismatch.

Financialassetsatfairvaluethroughprofitorlossarecarriedintheconsolidatedstatementoffinancial position at fair value withnet changes in fair value recognized in the consolidated statement of profit orloss.

This category includes derivative instruments and listed equity investments which the Group had not irrevocably elected to classify at fair value through OCI. Dividends on listed equity investments are alsorecognizedasotherincomeintheconsolidatedstatementofprofitorlosswhentherightofpayment hasbeenestablished.

The Group’s financial assets at FVTPL includes marketable equity securities and investment in golf clubshares.

Impairment of financial assets

The Group recognizes an allowance for ECLs for all debt instruments not held at FVTPL. ECLs are basedonthedifferencebetweenthecontractualcashflowsdueinaccordancewiththecontractandall the cash flows that the Group expects to receive, discounted at an approximation of the original effectiveinterestrate.Theexpected cash flowswillincludecashflowsfromthesaleofcollateralheld orothercredit enhancementsthatareintegraltothecontractualterms.

ECLs are recognized in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from defaulteventsthatarepossiblewithinthenext12-months(a12-monthECL).Forthosecreditexposures for which there hasbeen a significant increase in credit risk sinceinitial recognition, alossallowance isrequiredforcreditlossesexpectedovertheremaininglifeoftheexposure,irrespectiveofthetiming ofthedefault(alifetimeECL).

The Group may consider a financial asset to be in default when internal or external information indicatesthattheGroupisunlikelytoreceivetheoutstandingcontractualamountsinfullbeforetaking into account anycredit enhancementsheld bytheGroup.Afinancialassetiswrittenoff whenthereis noreasonableexpectationofrecoveringthecontractualcashflows.

Financial Liabilities - Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at FVTPL, financial liabilitiesatamortizedcost(loansandborrowings)orasderivativesdesignatedashedginginstruments inaneffectivehedge,asappropriate.

All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings andpayables,netofdirectlyattributabletransactioncosts.

The Group’s financial liabilities include accounts payable and accrued expenses, excluding statutory liabilities,loanspayableandleaseliabilities.TheGroupdoesnothavefinancialliabilitiesatFVTPL.

Subsequent measurement

Afterinitialrecognition,interest-bearingloansandborrowingsaresubsequentlymeasuredatamortized cost using the EIR method. Gains and losses are recognized in profit or loss when the liabilities are derecognizedaswellasthroughtheEIRamortizationprocess.

Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included as finance costs in the statementofcomprehensiveincome.

DerecognitionofFinancialAssetsandFinancialLiabilities

Financial assets

Afinancialasset(or whereapplicable,apart of afinancialassetor partof agroupof similarfinancial assets)isderecognizedwhen:

 therightstoreceivecashflowsfromtheassethaveexpired;

 theGroupretainstherightstoreceivecash flowsfromtheasset,but hasassumed anobligationto paytheminfullwithoutmaterialdelaytoathirdpartyundera“pass-through”arrangement;or

 theGrouphastransferreditsrighttoreceivecashflowsfromtheassetandeither(a)hastransferred substantially all the risks and rewards of the asset, or (b) has neither transferred nor retained substantiallyalltherisksandrewardsoftheasset,buthastransferredcontroloftheasset.

WhentheGrouphastransferreditsrightstoreceivecashflowsfromanassetandhasneithertransferred nor retained substantially all therisksand rewardsof theasset nor transferred control of theasset, the asset is recognized to the extent of the Group’s continuing involvement in the asset. Continuing

involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group couldberequiredtorepay.

Financial liabilities

Afinancialliabilityisderecognizedwhen theobligationundertheliabilityisdischarged, cancelledor hasexpired.

Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modificationistreatedasaderecognitionoftheoriginalliabilityandtherecognitionofanewliability, andthedifferenceintherespectivecarryingamountsisrecognizedinprofitorloss.

Offsetting of Financial Instruments

Financial assets and financial liabilities are set off and the net amount is reported in the consolidated statement of financial position if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the asset and settle the liability simultaneously.

FairValueMeasurement

Fairvalueisthepricethat wouldbereceivedtosellanassetorpaidtotransferaliabilityinanorderly transactionbetweenmarketparticipantsatthemeasurementdate.Thefairvaluemeasurementisbased onthepresumptionthatthetransactiontoselltheassetortransfertheliabilitytakesplaceeither:

 Intheprincipalmarketfortheassetorliability,or

 Intheabsenceofaprincipalmarket,inthemostadvantageousmarketfortheassetorliability.

The principal or the most advantageous market must be accessible to by the Group. The fair value of anassetoraliabilityismeasuredusingtheassumptionsthatmarketparticipantswouldusewhenpricing theassetorliability,assumingthatmarketparticipantsactintheir economicbestinterest.

TheGroupusesvaluationtechniquesthatareappropriateinthecircumstancesandforwhichsufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizingtheuseofunobservableinputs.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorizedwithinthefairvaluehierarchy,describedasfollows,basedonthelowestlevelinputthatis significant tothefairvaluemeasurementasawhole:

 Level1-Quoted(unadjusted)marketpricesinactivemarketsforidenticalassetsorliabilities

 Level 2 - Valuationtechniquesfor whichthelowest level inputthatis significant tothefair value measurementisdirectlyorindirectlyobservable

 Level 3 - Valuationtechniquesfor whichthelowest level inputthatis significant tothefair value measurementisunobservable

Forassetsandliabilitiesthatarerecognizedinthefinancialstatementsonarecurringbasis,theGroup determines whether transfers have occurred between Levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole)attheendofeachreportingperiod.

CrudeOilInventory

CrudeoilinventoryisstatedatNRVatthetimeofproduction.NRVistheestimatedsellingpriceless cost to sell. The estimated selling price is the market values of crude oil inventory at the time of production.

OtherCurrentAssets

Thisaccountcomprisesrestrictedcash,suppliesinventory,prepaymentsandadvancestosuppliers.

Restrictedcash includestheamountoffundthattheGroupisrequiredtomaintainintheDebtService PaymentAccount(DSPA)andDebtServiceReserveAccount(DSRA)pursuanttotheOmnibusLoan and Security Agreement (OLSA) of MGI and PetroSolar, respectively. Restricted cash that are expected to be used for a period of no more than 12 months after the financial reporting period are classifiedascurrentassets,otherwise,theseareclassifiedasnoncurrentassets.

Suppliesinventoryreferstopartspurchasedforusedinoperations.Suppliesinventoryarestatedatthe lowerofcostorNRV.Costisdeterminedusingthespecificidentificationmethod.NRVisthecurrent replacementcostofsuppliesinventory.

Prepaymentsareexpensespaidinadvanceandrecordedasassetbeforetheseareutilized.Theprepaid expenses are apportioned over the period covered by the payment and charged to the appropriate accounts in profit or loss when incurred. Prepayments that are expected to be realized for a period of no morethan12months after the financial reporting period are classified as current assets, otherwise, theseareclassifiedasnoncurrentassets.

Advances to suppliers are reclassified to the proper asset or expense account and deducted from the supplier’sbillingsasspecifiedintheprovisionsofthecontract.

Property,PlantandEquipment

Property, plant and equipment, except for land, are stated at cost less accumulated depletion, depreciation and amortization and any accumulated impairment losses. Land is stated at cost less any accumulated impairment losses. The initial cost of the property, plant and equipment consists of its purchase price, including any import duties, taxes and any directly attributable costs of bringing the assetstoitsworkingconditionandlocationforitsintendeduseandabandonmentcosts.

Expenditures incurred after the fixed assets have been put into operation, such as repairs and maintenance, are normally charged to the consolidated statement of comprehensive income in the period in which the costs are incurred. In situations where it can be clearly demonstrated that the expenditureshaveresultedinanincreaseinthefutureeconomicbenefitsexpectedtobeobtainedfrom the use of an item of property, plant and equipment beyond its originally assessed standard of performance,theexpendituresarecapitalizedasanadditionalcostofproperty,plantandequipment.

Depreciation of an item of property, plant and equipment begins when it becomes available for use, i.e., when it is in the location and condition necessary for it to be capable of operating in the mannerintendedbymanagement.Depreciationceasesattheearlierofthedatethattheitemisclassified as held for sale (or included in a disposal group that is classified as held for sale) in accordance with PFRS 5, Non-current Assets Held for Sale and Discontinued Operations, and the date the asset is derecognized.

Wells,platformsandotherfacilitiesrelatedtooiloperationsaredepletedusingtheunits-of-production method computed based on estimates of proved reserves. The depletion base includes the exploration anddevelopmentcostoftheproducingoilfields.

Landimprovementsconsist of betterments, site preparationand siteimprovements that readyland for itsintendeduse. Theseincludeexcavation,non-infrastructureutilityinstallation,driveways,sidewalks, parkinglots,andfences.

Property, plant and equipment are depreciated and amortized using the straight-line method over the estimatedusefullivesoftheassetsasfollows:

The useful lives and depletion, depreciation and amortization methods are reviewed periodically to ensure that the period and method of depletion, depreciation and amortization are consistent with the expectedpatternofeconomicbenefitsfromitemsofproperty,plantandequipment.

Construction in progress represents property, plant and equipment under construction and is stated at cost. This includes the cost of construction to include materials, labor, professional fees, borrowing costs and other directly attributable costs. Construction in progress is not depreciated until such time theconstructioniscompleted.

Fully depreciated assets are retained in the accounts until they are no longer in use and no further depreciationiscreditedorchargedtocurrentoperations.

When the assets are retired or otherwise disposed of, the cost and the related accumulated depletion, depreciationand amortizationandanyaccumulated impairmentlossesareremovedfromtheaccounts andanyresultinggainorlossisrecognizedinprofitorloss.

BorrowingCosts

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarilytakes asubstantial periodof timeto get readyforitsintendeduseor salearecapitalizedas partof thecost oftheasset.All other borrowingcosts areexpensedin theperiodin whichtheyoccur. Borrowingcostsconsistofinterestandothercoststhatanentityincursinconnectionwiththeborrowing offunds.

DeferredOilExplorationCosts

PERCfollowsthefullcostmethodofaccountingforexplorationcostsdeterminedonthebasisofeach SC area. Under thismethod, all exploration costs relatingtoeach SC are tentativelydeferred pending determinationofwhethertheareacontainsoilreservesincommercialquantities.

Deferredoil andgasexplorationcostsare assessed ateachreportingperiodfor possibleindicationsof impairment. This is to confirm the continued intent to develop or otherwise extract value from the discovery. Whenthisisno longerthecaseor isconsidered as areaspermanently abandoned,thecosts are written off through the consolidated statement of comprehensive income. Exploration areas are considered permanently abandoned if the related permits of the exploration have expired and/or there arenodefiniteplansforfurtherexplorationand/ordevelopment.

The exploration costs relating to the SC where oil in commercial quantities are discovered are subsequently reclassified to “Wells, platforms and other facilities” shown under “Property and equipment”accountintheconsolidatedstatementsoffinancialpositionuponsubstantialcompletionof thedevelopmentstage.

DeferredDevelopmentCosts-GeothermalincludedinOtherNoncurrentAssets

Allcostsincurredinthegeologicalandgeophysicalactivitiessuchascostsoftopographical,geological and geophysical studies, rights of access to properties to conduct those studies, salaries and other expenses of geologists, geophysical crews, or others conducting those studies are charged to profit or lossintheyearsuchcostsareincurred.

Iftheresultsofinitialgeologicalandgeophysicalactivitiesrevealthepresenceofgeothermalresource that will require further exploration and drilling, subsequent exploration and drilling costs are accumulatedanddeferredunderthe“Othernoncurrentassets”accountintheconsolidatedstatementof financialposition.

Thesecostsincludethefollowing:

 costsassociatedwiththeconstructionoftemporaryfacilities;

 costsofdrillingexploratoryandexploratorytypestratigraphictestwells,pendingdeterminationof whetherthewellscanproduceprovedreserves;and

 costs of local administration, finance, general and security services, surface facilities and other local costs in preparing for and supporting the drill activities, etc. incurred during the drilling of exploratorywells.

If tests conducted on the drilled exploratory wells reveal that these wells cannot produce proved reserves, the capitalized costs are charged to expense except when management decides to use the unproductivewellsforrecyclingorwastedisposal.

Once the project’s technical feasibility and commercial viability to produce proved reserves are established, the exploration and evaluation assets shall be reclassified to “Property, plant and equipment”anddepreciatedaccordingly.

DeferredDevelopmentCosts-SolarandWindPowerProjectincludedinOtherNoncurrentAssets

These arecostsincurredinthedevelopmentofthesolarplantexpansionproject.Costsarecapitalized if the technological and economic feasibility is confirmed, usually when a project development has reached a defined milestone according to an established project management model. These costs includethefollowing:

 costsincurredfortheexpansionofthesolarplantproject

 costs of administration, finance, general and security services and other costs attributed to the expansionoftheproject.

Deferred development costs of the Solar and Wind Power Project is recognized under “Other noncurrent assets” in the statement of financial position. Once the project’s technical feasibility and commercial viability has been established, development costs shall be reclassified to “Property, plant andequipment”anddepreciatedaccordingly.

InvestmentinaJointVenture(JV)

AJVisatypeofjointarrangementwherebythepartiesthathavejointcontrolofthearrangementhave rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the partiessharingcontrol. Investment in aJV is accounted for under the equitymethod of accounting.

Undertheequitymethod,theinvestmentinaJVisinitiallyrecognizedatcost.Thecarryingamountof the investment is adjusted to recognize changes in the Group’s share of net assets of the JV since the acquisitiondate.

The consolidated statement of comprehensive income reflects the Group’s share of the financial performance of the joint venture. Any change in OCI of those investees is presented as part of the Group’sOCI.Inaddition,whentherehasbeenachangerecognizeddirectlyintheequityoftheJV,the Group recognizesitsshare of anychanges, whenapplicable, in the consolidatedstatement of changes inequity. Unrealized gainsand lossesfromtransactionsbetween the GroupandtheJV areeliminated totheextentoftheinterestoftheJV.

Theaggregate of the Group’ssharein profit or loss of a JVisshown under “Other income (charges)” intheconsolidatedstatementofcomprehensiveincomeandrepresentsprofitorlossaftertaxandnoncontrollinginterestsinthesubsidiariesoftheJV.

The financial statements of the JV are prepared in the same reporting period of the Group. When necessary,adjustmentsaremadetobringtheaccountingpoliciesinlinewiththoseoftheGroup. After application of the equity method for the investment in a JV, the Group determines whether it is necessarytorecognizeanimpairmentlossonitsinvestmentinaJV.Ateachreportingdate,theGroup determines whether there is objective evidence that the investment in JV is impaired. If there is such evidence, the Group calculates the amount of impairment as the difference between the recoverable amount of the JV and its carrying value, then recognizes the loss in the consolidated statement of comprehensiveincome.

Upon lossofjoint controlovertheJV,theGroup measures andrecognizesanyretained investment at itsfairvalue.Anydifferencebetweenthecarryingamountofthejointventureuponlossofjointcontrol and the fair value of the retained investment and proceeds from disposal is recognized in the consolidatedstatementofcomprehensiveincome.

ContractAssets

A contract asset is recognized for the earned consideration for goods or services transferred to a customerbeforethecustomerpaysorbeforepaymentisdue.Contractassetsaremeasuredatthepresent valueof futurecollectionsto bereceivedoveraperiodof time.Contractassetsthatareexpectedtobe receivedwithin12monthsafterthefinancialreportingperiodareclassifiedascurrentassets,otherwise, theseareclassifiedasnoncurrentassets.

IntangibleAssets

Intangibleassetsacquiredseparatelyaremeasuredoninitialrecognitionatcost.Thecostofintangible assetsacquiredistheir fairvalueasatthedateofacquisition.Followinginitialrecognition,intangible assetsarecarriedatcostlessaccumulatedamortizationandaccumulatedimpairmentlosses,ifany.

Intangible assets with finite lives are amortized over their useful economic lives and assessed for impairmentwheneverthereisanindicationthattheintangibleassetmaybeimpaired.Theamortization periodandtheamortizationmethodforanintangibleassetwithafiniteusefullifearereviewedatleast at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset is accounted for by changing the amortizationperiodormethod,asappropriate,andaretreatedaschangesinaccountingestimates.

The amortization expense on intangible assets with finite lives is recognized in the consolidated statement of comprehensive income in the expense category consistent with the function of the intangibleassets.

Intangible assets are amortized using the straight-line method over the estimated useful lives of the assetsasfollows:

Gainsorlossesarisingfromderecognitionofanintangibleassetaremeasuredasthedifferencebetween the net disposal proceeds and the carrying amount of the asset and are recognized in the consolidated statementofcomprehensiveincomewhentheassetisderecognized.

InvestmentProperties

Investment properties consist of land held for capital appreciation. Land is stated at cost less any impairmentinvalue.

The initial cost of the investment properties comprises its purchase price and any directly attributable costs of bringing the asset to its working condition. Expenditures incurred after the investment properties have been put into operation, such as repairs and maintenance, are normally charged to expenseintheyearwhencostsareincurred.Insituationswhereitcanbeclearlydemonstratedthatthe expenditureshaveresultedinanincreaseinthefutureeconomicbenefitsexpectedtobeobtainedfrom theuseofanitemofinvestmentpropertiesbeyonditsoriginallyassessedstandardofperformance,the expendituresarecapitalizedasanadditionalcostofinvestmentproperties.

Investment property is derecognized when either it has been disposed of or when the investment property is permanently withdrawn from use and no future economic benefit is expected from its disposal. Any gains or losses on the retirement or disposal of investment properties are recognized in theconsolidatedstatementofcomprehensiveincomeintheyearofretirementordisposal.

Transfers aremadetoinvestmentpropertieswhen,and onlywhen, thereisachangein use,evidenced bytheendofowner-occupation,commencementofanoperatingleasetoanotherpartyorbytheendof construction or development. Transfers are made from investment properties when, and only when, there is a change in use, evidenced by commencement of owner-occupation or commencement of developmentwithaviewtosell.

InterestinJointOperations

Ajointoperationisajointarrangementwherebythe partiesthat havejoint controlof thearrangement haverightstotheassets,andobligationsfortheliabilities,relatingtothearrangement.

TheGrouprecognizedinrelationtoitsinterestinajointoperationits:

 assets,includingitsshareofanyassetsheldjointly

 liabilities,includingitsshareofanyliabilitiesincurredjointly

 revenuefromthesaleofitsshareoftheoutputarisingfromthejointoperation

 shareof therevenuefromthesaleoftheoutputbythejointoperation

 expenses,includingitsshareofanyexpensesincurredjointly

TheGroupaccountsfortheassetsit controlsandtheliabilitiesitincurs,theexpensesit incursandthe shareofincomethatitearnsfromthesaleofcrudeoilbythejointoperations.

TheGroup’sparticipatinginterestintheEtameblockinGabon,WestAfricaandparticipatinginterests inPhilippineservicecontracts(SCs)areclassifiedasjointoperations.

ImpairmentofNonfinancialAssets

The Group assesses at each reporting date whether there is an indication that an asset (e.g., property, plant and equipment, investment properties, deferred costs, intangible assets and right-of-use assets) may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independentofthosefromotherassetsorgroupofassets.

Wherethecarryingamountofanassetexceedsitsrecoverableamount,theassetisconsideredimpaired andiswrittendowntoitsrecoverableamount.Inassessingvalueinuse,theestimatedfuturecashflows are discounted to their present value using a discount rate that reflects current market assessments of thetime valueof money and the risksspecific to the asset. In determining fair valueless coststo sell, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quotedsharepricesforpubliclytradedcompaniesorotheravailablefairvalueindicators.

An assessment is made at each reporting date as to whether there is any indication that previously recognizedimpairmentlossesmaynolongerexistormayhavedecreased.Ifsuchindicationexists,the Groupmakesanestimateofrecoverableamount.Apreviouslyrecognizedimpairmentlossisreversed onlyiftherehasbeenachangeintheestimatesusedtodeterminetheasset’srecoverableamountsince thelastimpairmentlosswasrecognized. Ifthatisthecase,thecarryingamountoftheassetisincreased toits recoverable amount. That increasedamount cannot exceed the carrying amountthat wouldhave been determined, net of depletion, depreciation and amortization had no impairment loss been recognizedfortheassetinprioryears.

CapitalStockandAdditionalPaid-inCapital

The Group records common stock at par value and additional paid-in capital in excess of the total contributionsreceivedovertheaggregateparvaluesoftheequityshares.WhentheGroupissuesmore than one class of stock, a separate account is maintained for each class of stock and the number of sharesissued.Incremental costsincurreddirectly attributableto theissuanceofnew shares areshown in equity as a deduction from proceeds, net of tax. When any member of the Group purchases the Group’s capital stock (treasury shares), the consideration paid, includingany attributable incremental costs,isdeducted fromequityattributabletotheGroup’sequityholdersuntilthesharesarecancelled, reissued or disposed of. Where such shares are subsequently sold or reissued, any consideration received, net of any directly attributable incremental transaction costs and the related tax effects, is includedinequity.

RetainedEarnings

Retained earnings represent the cumulative balance of consolidated net income, effects of changes in accountingpolicyandothercapitaladjustments,netofdividenddeclaration.

CumulativeTranslationAdjustment

Cumulativetranslationadjustmentrepresentstheresultingexchangedifferencesintheremeasurement ofaccountsduetochangeinfunctionalcurrency.

EquityReserve

Equity reserve is made up of equity transactions other than equity contributions such as gain or loss resultingfromincreaseordecreaseofownershipwithoutlossofcontrol.

DividendDistribution

Cashdividendsoncapitalstockarerecognizedasaliabilityanddeductedfromretainedearningswhen approvedbytheBOD.

RevenueRecognition

Revenueisrecognizedwhenthecontrolofpetroleumandelectricityaretransferredtothecustomer at anamount thatreflectstheconsideration whichtheGroupexpectstobeentitledinexchangefor those goods and services. The Group has generally concluded that it is the principal in its revenue arrangements.

Electricity sales

Revenuesfrom saleof electricityusingrenewable energy are consummated and recognized over time whenevertheelectricitygeneratedbytheGroupistransmittedthroughthetransmissionlinedesignated bythebuyer,foraconsideration.

Oil revenues

Revenue from crude oil is recognized at a point in time when the control of the goods hastransferred fromthesellers(Consortium) tothebuyeratthedeliverypoint. Revenueismeasuredatthefair value oftheconsiderationreceived.

The revenue recognized from the sale of petroleum products pertains to the Group’s share in revenue from the joint operations. The revenue sharing is accounted for in accordance with PFRS 11, Joint Arrangements

Interest income

Interestincomeisrecognizedastheinterestaccruestakingintoaccounttheeffectiveyieldontheasset.

Dividend income

Dividendincomeisrecognizedaccordingtothetermsofthecontract,orwhentherightofthepayment hasbeenestablished.

ShareinNetIncomeofaJointVenture

Shareinnetincomeof ajointventurerepresentstheGroup’sshareinprofitorlossofitsjointventure, PWEI.

MiscellaneousIncome

MiscellaneousincomeisrecognizedwhentheGroup’srighttoreceivethepaymentisestablished.

CostsandExpenses

Cost of electricity sales

Costsofelectricitysalespertaintodirectcostsingeneratingelectricitypowerwhichincludeoperating and maintenance costs (O&M) for power plant and fluid collection and reinjection system (FCRS), depreciationandothercostsdirectlyattributedtoproducingelectricity.

Oil production

Oil production costs are amounts incurred to produce and deliver crude oil inventory, including transportation,storageandloading,amongothers.

Change in crude oil inventory

Change in crude oil inventory pertains to the movement of beginning and ending crude oil inventory chargedaspartofcostofsales.

General and administrative expenses

Generalandadministrativeexpensesconstitutecostsofadministeringthebusiness.

Costsandexpensesarerecognizedasincurred.

IncomeTaxes

Current Tax

Currenttaxassetsandliabilitiesforthecurrentandpriorperiodsaremeasuredattheamountexpected toberecoveredfromorpaidtothetaxationauthorities.Thetaxratesandtaxlawsusedtocomputethe amountsarethosethatareenactedorsubstantivelyenactedatthereportingdate.

Deferred Tax

Deferred tax is provided using the balance sheet liability method on all temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reportingpurposes.

Deferredtaxliabilitiesarerecognizedforalltaxabletemporarydifferencesexcepttotheextentthatthe deferredtax liabilitiesarise fromthe: a) initial recognitionof goodwill; orb) the initial recognition of an asset or liability in a transaction which is not: i) a business combination; and ii) at the time of the transaction,affectsneitheraccountingprofitnortaxableprofitorloss.

Deferredtaxassetsarerecognizedforalldeductibletemporarydifferenceswithcertainexceptions,and carryforward benefits of unused taxcredits from excess minimum corporate income tax (MCIT) over RCITandunusednetoperatinglosscarryover(NOLCO),totheextentthatitisprobablethatsufficient taxableincomewill beavailableagainstwhichthedeductibletemporarydifferencesand carryforward benefits of unused tax credits from excess MCIT and unused NOLCO can be utilized. Deferred tax assets,however,arenotrecognizedwhenitarisesfromthe:a)initialrecognitionofanassetorliability inatransaction thatisnot abusinesscombination; andb) atthetimeoftransaction, affectsneither the accountingincomenortaxableprofitorloss.

The carrying amounts of deferred tax assets are reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable income will be available to allow all or part of the deferred tax assets to be utilized. Unrecognized deferred tax assets are reassessed at each reportingdate, and arerecognized totheextent thatithasbecome probablethatfuturetaxableincome willallowthedeferredtaxassetstoberecovered.TheGroupdoesnotrecognizedeferredtaxassetsand deferredtaxliabilitiesthatwillreverseduringtheincometaxholiday(ITH).

Deferred tax assets and liabilities are measured at the tax rates that are applicable to the period when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted orsubstantivelyenactedasofthereportingdate.

Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss. Deferredtaxitemsarerecognizedincorrelationtotheunderlyingtransactioneither inprofitorlossor othercomprehensiveincome.

Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current taxliabilitiesand the deferredtaxes relateto the sametaxable entity andthesametaxationauthority.

Value-AddedTax(VAT)

Revenues,expensesandassetsarerecognizednetoftheamountofVAT,ifapplicable.

WhenVATonsalesofgoodsorservices(outputVAT)exceedsVATonpurchasesofgoodsorservices (input VAT), the excess is recognized as payable in the consolidated statement of financial position. On the other hand, if input VAT exceeds output VAT, the excess is recognized as an asset in the

consolidated statement of financial position as part of “Other noncurrent assets” to the extent of the recoverableamount.

Leases Group as a lessee

The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveystheright to controltheuse of anidentified asset fora period of time in exchange for consideration.

Right-of-use assets

The Group recognizes right-of-use assets at the commencement date of the lease. Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liability. The cost of right-of-use assets includes the amount of lease liability recognized, and lease payments made at or before the commencement date less any lease incentives receivedandestimateofcoststobeincurredbythelesseeindismantlingandremovingtheunderlying asset,restoringthesiteonwhichitislocatedorrestoringtheunderlyingassettotheconditionrequired bythetermsandconditionsofthelease,unlessthosecostsareincurredtoproduceinventories.

Unless the Group is reasonably certain to obtain ownership of the leased asset at the end of the lease term, the recognized right-of-use assets are depreciated on a straight-line basis over the shorter of its estimatedusefullifeandtheleaseterm,asfollows:

NumberofYears

Lease liabilities

At the commencement date of the lease, the Group recognizes lease liability measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penaltiesforterminatingalease,iftheleasetermreflectstheGroupexercisingtheoptiontoterminate. Thevariablelease paymentsthatdonot dependon anindexor arate arerecognizedas expensein the periodonwhichtheeventorconditionthattriggersthepaymentoccurs.

In calculating the present value of lease payments, the Group uses the incremental borrowing rate at thelease commencementdateiftheinterest rateimplicitintheleaseisnotreadilydeterminable.After the commencement date, the amount of lease liability is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liability is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed leasepaymentsora changeintheassessmenttopurchasetheunderlyingasset.

Short-term leases and leases of low-value assets

TheGroupappliestheshort-termleaserecognitionexemptiontoitsshort-termleases(i.e.,thoseleases thathavealeasetermof12monthsorlessfromthecommencementdateanddonotcontainapurchase option). It also applies to the leases of low-value assets recognition exemption to leases that are consideredoflowvalue(i.e.,belowP=250,000).Leasepaymentsonshort-termleasesandleasesoflowvalueassetsarerecognizedasexpenseonastraight-linebasisovertheleaseterm.

AccruedRetirement Liability

The net defined benefit liability or asset is the aggregate of the present value of the defined benefit obligation at the end of the reporting period reduced bythe fair value of plan assets (if any), adjusted

foranyeffectoflimitinganetdefinedbenefitassettotheassetceiling. Theassetceilingisthepresent value of any economic benefits available in the form of refunds from the plan or reductions in future contributionstotheplan.

The cost of providing benefits under the defined benefit plans is actuarially determined using the projectedunitcreditmethod.

Definedbenefitcostscomprisethefollowing:

 Servicecost

 Netinterestonthenetdefinedbenefitliabilityorasset

 Remeasurementsofnetdefinedbenefit liabilityorasset

Servicecostswhichincludecurrentservicecosts,pastservicecostsandgainsorlossesonnon-routine settlements are recognized as expense in the consolidated statement of comprehensive income. Past servicecostsarerecognizedwhenplanamendmentorcurtailmentoccurs.Theseamountsarecalculated periodicallybyindependentqualifiedactuaries.

Netinterestonthenetdefinedbenefitliabilityorassetisthechangeduringtheperiodinthenetdefined benefit liability or asset that arises from the passage of time which is determined by applying the discountratebasedongovernmentbondstothenetdefinedbenefitliabilityorasset.Netinterestonthe net defined benefit liability or asset is recognized as expense or income in the consolidated statement ofcomprehensiveincome.

Remeasurements comprising actuarial gains and losses, return on plan assets and any change in the effectoftheassetceiling(excludingnetinterestondefinedbenefitliability)arerecognizedimmediately inOCIintheperiodinwhichtheyarise. Remeasurementsarenotreclassifiedtoconsolidatedstatement ofcomprehensiveincomeinsubsequentperiods.

Planassetsareassetsthat areheldbyalong-termemployeebenefitfund.Planassetsarenotavailable to the creditors of the Group nor can they be paid directly to the Group. Fair value of plan assets is based on market price information. When no market price is available, the fair value of plan assets is estimated by discounting expected future cash flows using a discount rate that reflects both the risk associated with the plan assets and the maturity or expected disposal date of those assets (or, if they have no maturity, the expected period until the settlement of the related obligations). If the fair value oftheplanassetsishigherthanthepresentvalueofthedefinedbenefitobligation,themeasurementof theresultingdefined benefit asset is limited to thepresent value of economicbenefits available in the formofrefundsfromtheplanorreductionsinfuturecontributionstotheplan.

TheGroup’srighttobereimbursedofsomeoralloftheexpenditurerequiredtosettleadefinedbenefit obligationisrecognizedasaseparateassetatfairvaluewhenandonlywhenreimbursementisvirtually certain.

AssetRetirementObligation(ARO)

The Group records present value of estimated costs of legal and constructive obligations required to restore the oilfields and plant sites upon termination of its operations. The nature of these restoration activities includes dismantling and removing structures, rehabilitating settling ponds, dismantling operating facilities, closure of plant and waste sites, and restoration, reclamation and re-vegetation of affected areas. The obligation generally arises when the asset is constructed or the ground or environment at the sites are disturbed. When the liability is initially recognized, the present value of the estimated cost is capitalized as part of the carrying amount of the ARO assets (included under “Property,plantandequipment”)andAROliability.

Liability and capitalized costs included in oil properties is equal to the present value of the Group’s proportionate share in the total decommissioning costs of the consortium on initial recognition.

Additional costs or changes in decommissioning costs are recognized as additions or charges to the correspondingassetsandAROwhentheyoccur.

For closed sites or areas, changes to estimated costs are recognized immediately in the consolidated statement of comprehensive income. If the decrease in liability exceeds the carrying amount of the asset,theexcessshallberecognizedimmediatelyinprofitorloss.

Fortheoiloperation,theGroupdepreciatesAROassetsbasedonunits-of-productionmethod.

Fortherenewableenergy,theGroupdepreciatesAROassetsonastraight-linebasisovertheestimated usefullifeoftherelatedassetortheservicecontractterm,whicheverisshorter,orwrittenoffasaresult ofimpairmentoftherelatedasset.

TheGroupregularlyassessestheprovisionforAROandadjuststherelatedliabilityandasset.

ForeignCurrency-DenominatedTransactionsandTranslation

TheconsolidatedfinancialstatementsarepresentedinPHP,whichistheParentCompany’sfunctional and presentation currency. Transactions in foreign currencies are initially recorded in the functional currencyusingtheexchangerateatdateoftransaction.Monetaryassetsandliabilitiesdenominatedin foreigncurrenciesarereinstatedtothefunctionalcurrencyusingtheclosingexchangerateatreporting date.

All exchange differences are taken to the consolidated statement of comprehensive income. Nonmonetaryitemsthataremeasuredintermsofhistoricalcostinforeigncurrencyaretranslatedusingthe exchange rates as at the dates of initial transactions. Non-monetary items measured at fair value in a foreigncurrencyaretranslatedusingtheexchangeratesatthedatewhenthefairvaluewasdetermined.

EarningsPerShare

Basicearningspershareiscomputedonthebasisoftheweightedaveragenumberofsharesoutstanding during the year after giving retroactive effect to any stock split or stock dividends declared and stock rightsexercisedduringthecurrentyear,ifany.

Diluted earnings per share is computed on the basis of the weighted average number of shares outstandingduringtheyearplustheweightedaveragenumberofordinarysharesthatwouldbeissued ontheconversionofallthedilutivepotentialordinarysharesintoordinaryshares.

SegmentReporting

TheGroup’soperatingbusinessesareorganizedandmanagedseparatelyaccordingtothenatureofthe products and services provided, with each segment representing a strategic business unit that offers differentproductsandservices,servesdifferentmarketssubjecttodifferentrisksandreturns.Financial informationonbusinesssegmentsispresentedinNote27totheconsolidatedfinancialstatements.

ProvisionsandContingencies

ProvisionsarerecognizedwhentheGrouphasapresentobligation(legalorconstructive)asaresultof apast event,itisprobablethat anoutflowofresources embodyingeconomicbenefitswillberequired tosettletheobligationandareliableestimatecanbemadeoftheamountoftheobligation.Iftheeffect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, whereappropriate,therisksspecifictotheliability.

Wherediscountingisused,theincrease intheprovisionduetothepassageof timeisrecognizedasan interest expense.Provisionsarereviewedat eachreportingdateandadjustedtoreflectthecurrentbest estimate.

Contingent liabilities are not recognized in the financial statements. They are disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. Contingent assets are not recognized in the financial statements but are disclosed when an inflow of economic benefits is probable. Contingent assets are assessed continually to ensure that developments are appropriately reflected in the financial statements. If it has become virtually certain that an inflow of economic benefits will arise, the asset and the related income are recognized in the consolidated financial statements.

5. SignificantAccountingJudgments,EstimatesandAssumptions

Thepreparationofthe consolidatedfinancial statements in compliance with PFRS requirestheGroup to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, incomeand expenses and disclosureof contingent assetsand contingent liabilities. Futureevents may occurwhichwill causethe assumptionsusedinarrivingattheestimatestochange.Theeffectsof any changeinjudgments,estimatesandassumptionsarereflectedintheconsolidatedfinancialstatements, astheybecomereasonablydeterminable.

Judgments,estimatesandassumptionsarecontinuallyevaluatedandarebasedonhistoricalexperience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Judgments

In the process of applying the Group’s accounting policies, management has made the following judgments,apartfromthoseinvolvingestimations,whichhasthemostsignificanteffectontheamounts recognizedintheconsolidatedfinancialstatements:

Determination of Functional Currency

The Parent Company determines its functional currency based on economic substance of underlying circumstancesrelevanttotheParentCompany.Thefunctionalcurrencyhasbeen determinedtobethe PHPbasedontheeconomicsubstanceoftheParentCompany’sbusinesscircumstances.

Capitalization of Deferred Oil Exploration Costs and Deferred Development Costs

Initial capitalization of costs is based on management’s judgment that technological and economic feasibility is confirmed, usually when a product development project hasreached a defined milestone according to an established project management model. If the accounting policy on capitalization of developmentcostsarenotmet,suchcostsareexpensed.

AsofSeptember30,2022andDecember31,2021,thecarryingvalueofdeferredoilexplorationscosts amountedtoP=289.22millionand P =115.81million,respectively,andtheGroup’sdeferreddevelopment costs amounted to P =60.29 million and P =19.34 million as of September 30, 2022 and December 31, 2021.

Classification of Joint Arrangements

Judgment is required to determine when the Group has joint control over an arrangement, which requires an assessment of the relevant activities and when the decisions in relation to those activities require unanimous consent. The Group assesses their rights and obligations arising from the arrangementandspecificallyconsiders:

 thestructureofthejointarrangement-whetheritisstructuredthroughaseparatevehicle

 whenthearrangement isstructuredthrough aseparatevehicle,theGroupalsoconsidersthe rights

andobligationsarisingfrom:

 thelegalformoftheseparatevehicle

 thetermsofthecontractual arrangement

 otherfactsandcircumstances,consideredonacasebycasebasis

This assessment often requires significant judgment. A different conclusion about both joint control and whether the arrangement is a joint operation or a joint venture, may materially impact the accountingoftheinvestment.

The Group’s investment in PetroWind is structured in a separate incorporated entity. The Group and thepartiesto the agreementonly havetheright to thenet assets of the joint venturethrough theterms of the contractual arrangement. Accordingly, the joint arrangement is classified as a joint venture. As ofSeptember30,2022andDecember31,2021,theGroup’sinvestmentinajointventureamountedto P1.78billionandP =1.73billion,respectively.

The Group and the parties to the agreement in investment in Gabon, West Africa and investments in petroleumconcessionsinthePhilippineshavejointcontroloveritsrightstotheassetsandobligations fortheliabilities,relatingtothearrangement.Accordingly,thejointarrangementsareclassifiedasjoint operations.

EstimatesandAssumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reportingdate that have a significant risk of causing a material adjustment to thecarrying amounts of assetsandliabilitieswithinthenextfinancialyear arediscussedbelow.

Estimation of Geothermal Field Reserves

The Group performed volumetric reserve estimation to determine the reserves of the Maibarara geothermal field. Asa requirement for project financing, The Group engaged at itsown cost the New ZealandfirmSinclairKnightMerz(SKM) in2011toundertakeacomprehensivethird-partytechnical review of the Maibarara geothermal field. This review included analysis of the resource assessment performedin-housebytheGroupaswellasaseparateSKMreserveestimationandnumericalmodeling oftheMaibararareserves.

TheGroup’ssimulationindicatedamean(P50)provenreservesof27.8MWfor25years. Incontrast, SKMcalculated the P50 reserves at 44MW. At 90% probability(P90),thereserves calculated are 28 MWand12MWbySKMandtheGroup,respectively.SKMconcludedthattheapproachtakenbythe Group is conservative as it limits reservoir thickness to depths where a maximum thickness of 280°C willbeencounteredalthoughthemeasuredtemperaturereachedashighas324°C.Thereisreasonable confidence that the 20 MW (gross) plant development is feasible as the P90 level appears also conservativeaswiththeGroup’sapproach.Inaddition,SKMidentifiedindicatedreserves,translating to10MW-26MWintheareasouthofandoutsidethecurrentareaofdevelopment.

Also, there is a likely geothermal potential south of the proven area where two old wells were drilled andencounteredhighfluidtemperatures(T~300°C).MGIidentifiedthesouthernblockasaprobable reserve area. SKM in 2011 suggested that the southern block can be classified as Indicated Resource based on the Australian Code as high temperatures have been intersected by the two wells. SKM estimated that the stored heat in theSouthern Block hasa resourcepotential equivalent to 12 MW for aprojectlifeof25years.

An updated reservesestimation using thestored-heat calculation wasmade in 2015bytheGroupas a result of reservoir and production performance and the 2014 drilling campaign. The 2014 drilling proved that the current resource area can produce around 33.1 MW, more than enough to meet the steamrequirement of theexisting20 MWpower plant plusthe 12MW expansion power plant. Using

Monte Carlo simulation to estimate the reserves, the proven resource area has an 80% probability of deliveringbetween18.1MWto50.9MWovera25-yearoperatingperiod.ThisMonteCarlosimulation alsoshowedthattheexpectedmeanreservefortheprovenresourceareais30.4MWfor25years.

The Group engaged a U.S. firm Geothermal Science, Inc. (GSI) in 2015 to perform a third-party technicalappraisaloftheresourcefortheplanned12MWexpansion.Thisthird-partyreviewwasalso madeasarequirementfortheprojectfinancingofMGPP-2orM2.GSIadoptedthetechniquefromthe USGeologicalSurveyCircular 790inmakingtheprobabilisticcalculationofthegeothermal reserves atMaibarara.Basedonthisapproach,GSIestimatesthatMaibararahasaminimumorprovenreserves of 40.2 MW, P90 for 25 years plant life and Most Likely Reserve of 61.6 MW, P50 for 25 years of plantlife.

The Group commenced producing power commercially last February 8, 2014. To date, the current productionwellsofM1and M2arecapableofproducing32.3MW. Theseproductionwellsincluding thecomplementreinjectionwellsareconcentratedontheprovenresourcearea.

AsofSeptember30,2022andDecember31,2021,therehasbeennosignificantchangeintheestimated reserves that would affect the carrying value and useful life of the Group’s property, plant and equipment.

Estimation of Proved and Probable Oil Reserves

The Parent Company assesses its estimate of proved and probable reserves on an annual basis. The estimateisbasedonthetechnicalassumptionsandiscalculatedinaccordancewithacceptedvolumetric methods, specifically the probabilistic method of estimation. Probabilistic method uses known geological, engineering and economic data to generate a range of estimates and their associated probabilities.

All proved and probable reserve estimates are subject to revision, either upward or downward, based on new information, such as from development drilling and production activities or from changes in economicfactors,includingproductprices,contracttermsordevelopmentplans. Estimatesofreserves for undeveloped or partially developed fields are subject to greater uncertainty over their future life thanestimatesofreservesforfieldsthataresubstantiallydevelopedanddepleted.Estimatedoilreserves are utilized in the impairment testing and the calculation of depletion expense using the unit of productionmethodoftheinvestments.

As of September30, 2022 and December 31, 2021, the carrying valueof “Wells, Platforms and other Facilities”under “Property, Plant andEquipment” amountedtoP =693.98 million and P =658.72million, respectively.

Estimation of Useful Lives of Property, Plant and Equipment

TheGroupreviewsonanannualbasistheestimatedusefullivesofproperty,plantandequipmentbased on expected asset utilization as anchored on business plans and strategies that also consider expected futuretechnologicaldevelopmentsandmarketbehavior.

Itispossiblethatfutureresultsofoperationscouldbemateriallyaffectedbychangesintheseestimates broughtaboutbychangesinthefactorsmentioned.Areductionintheestimatedusefullivesofproperty, plantandequipmentwouldincreasetherecordeddepletion,depreciationandamortizationexpenseand decreasenoncurrentassets.

There is no change in the estimated useful lives of property, plant and equipment as of September 30, 2022 and December 31, 2021. As of September 30, 2022 and December 31, 2021, the Group’s depreciable property, plant and equipment amounted to P =7.06 billion and P =7.01 billion, respectively.

Impairment of Nonfinancial Assets

TheGroupassessesateachreportingdate,whetherthereisanindicationthatanassetmaybeimpaired. Ifanyindicationexists,orwhenannualimpairmenttestingforanassetisrequired,theGroupestimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cashgeneratingunit’s(CGU)fairvaluelesscostofdisposalanditsvalueinuse.

Facts and circumstances that would require an impairment assessment as set forth in PFRS 6, Exploration for and Evaluation of Mineral Resources, areasfollows:

 theperiodforwhichtheGrouphastherighttoexploreinthespecificareahasexpiredorwillexpire inthenearfuture,andisnotexpectedtoberenewed;

 substantive expenditure on further exploration for and evaluation of mineral resources in the specificareaisneitherbudgetednor planned;

 explorationforandevaluationofmineralresourcesinthespecificareahavenotledtothediscovery of commercially viable quantities of mineral resources and the entity has decided to discontinue suchactivitiesinthespecificarea;and

 sufficientdataexisttoindicatethat,althoughadevelopmentinthespecificareaislikelytoproceed, thecarryingamountoftheexplorationandevaluationassetisunlikelytoberecoveredinfullfrom successfuldevelopmentorbysale.

TherelatedbalancesoftheGroup’snonfinancialassetsasofSeptember30andDecember31follow:

TherearenoindicatorsofimpairmentthatwouldtriggerimpairmentreviewinSeptember30,2022and December31,2021other thanthosementionedbelow.

Gabon, WestAfrica

The Parent Company believes that the fluctuation in crude oil prices in the market, political risks in Gabon, discountratesandchangesin otherassumptionssuchaschangeinproductionprofilewhichis basedoncontinuedproductionuntilthetermoftheexistingPSCareindicatorsthattheassetsmightbe impairedorifthereisreversalofpriorimpairment loss.

In 2018, the Gabonese Government allowed the sixth amendment to the Exploration Production SharingContract(“EPSC”)that extendstheexploitationperiodfortheproductionlicensesbyten(10) years, or from September 2018 until September 2028, extendible by five (5) years and by a final extension of5 more years. The extension of the EPSC will allowthe consortium to maximize the use of the existing facilities that are already in place to increase or maintain production until the field’s extendedlife.

SC14-C2-West Linapacan

SC 14-C2 has not yet expired and was granted witha15-year extensionof theSC asapproved bythe DOE from December 18, 2010 to December 18, 2025. The SC 14-C2 consortium proceeded with a third-partytechnicalevaluationtoassesspotential productionopportunities.

SC6A-Octon-MalajonBlock

In March 31, 2021, Philodrill, theoperator, gavenoticeto the DOE that theJointVenturehas elected not to enter the 12th year of the final 15-year term of SC 61 and consequently surrender the Service Contract.Theamountofdeferredcostforthisservicecontract waswritten-offin2021.

Impairmentloss

In assessing whether impairment is required, the carrying value of the asset is compared with its recoverableamount.Therecoverableamountisthehigheroftheasset'sfairvaluelesscoststoselland value in use. Given the nature of the Parent Company's activities, information on the fair value of an assetisusuallydifficult toobtainunlessnegotiationswith potential purchasersor similartransactions are taking place. Consequently, unless indicated otherwise, the recoverable amount used in assessing theimpairmentlossisvalueinuse.

The Group used the discounted cash flow model in estimating value in use, using a discount rate of 10.00%in2021.

In 2021, the Parent Company recognized impairment loss (reversal of impairment loss) for the year ended December 31, 2021 (nil in September 30, 2022) on the investments of the following oil operations:

Thespecificaccountswherethenetimpairmentlosswasrecognizedfollow:

Estimating the incremental borrowing rate

The Group cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Groupwouldhavetopaytoborrowoverasimilarterm,andwithasimilarsecurity,thefundsnecessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBR therefore reflects what the Group ‘would have to pay’, which requires estimation when no observable rates are available or when they need to be adjusted to reflect the terms and conditions of thelease. TheGroupestimatestheIBRbyreferencetothePHBVALrate,adjustedbythecreditspread oftheGroupbasedoncurrentloanagreements.

The Group’s lease liabilities amounted to P =322.20 million and P =332.83 million as of September30,2022andDecember31,2021,respectively.

Estimation of Asset Retirement Obligations

The Group has various legal obligation to decommission or dismantle its assets related to the oil production, geothermal energy project and solar power project at the end of each respective service contract. Indeterminingtheamountofprovisionsforrestorationcosts,assumptionsand estimatesare requiredinrelationtotheexpectedcoststorestoresitesandinfrastructurewhensuchobligationexists. TheGrouprecognizesthepresentvalueoftheobligationtodismantleandcapitalizesthepresentvalue of this cost as part of the balance of the related property, plant and equipment, which are being depreciated and amortized on a straight-line basis over the useful life of the related assets (for the renewableenergy)andbasedonunits-of-productionmethodbasedonestimatesofprovedreserves(for theoiloperations).

Cost estimates expressed at projected price levels until dismantling date are discounted using rates ranging from 4.59% to 5.05% in 2021 to take into account the timing of payments. Each year, the provision is increased to reflect the accretion of discount and to accrue an estimate for the effects of inflation,withchargesbeingrecognizedasaccretionexpense.

Changesintheassetretirementobligationthatresultfromachangeinthecurrentbestestimateofcash flow required to settle the obligation or a change in the discount rate are added to (or deducted from) the amount recognized as the related asset and the periodic unwindingof the discount on the liability isrecognizedinprofitorlossasitoccurs.

While the Grouphas made its best estimate in establishingthe asset retirement obligation, because of potentialchangesintechnologyaswellassafetyandenvironmentalrequirements,plustheactualtime scaletocompletedecommissioningactivities,theultimateprovisionrequirementscouldeitherincrease or decrease significantly from the Group’s current estimates. The amounts and timing of recorded expensesforanyperiodwouldbeaffectedbychangesinthesefactorsandcircumstances.

AssetretirementobligationasofSeptember30,2022andDecember31,2021follows:

Recoverability of input VAT

TheGroupmaintainsanallowanceforinputVATbasedonanassessmentoftherecoverabilityofthese assets using the historical success rate of VAT refunded from the Bureau of Internal Revenue (BIR). A review is made by the Group on a continuing basis annually to determine the adequacy of the allowance for losses. Allowance for probable losses as of September 30, 2022 and December 31, 2021 amounted to P =11.53 million and P =10.39 million, respectively. The carrying value of input VAT amounted to ₱140.95 million and₱133.92million asof September 30, 2022 and December 31, 2021,respectively.

Recognition of deferred tax assets

TheGroupreviewsthecarryingamountsofdeferredtaxassetsateachreportingdateandreducesthem totheextent thatitis nolonger probablethatsufficient futuretaxable profit will beavailable toallow allor partofthedeferredtaxassetstobeutilized.

AsofSeptember30,2022andDecember31,2021,theGroupdidnotrecognizedeferredtaxassetson certain temporary differences, NOLCO and MCIT as the Group believes that it may not be probable that sufficient taxable income will be available in the near foreseeable future against which the tax

benefits can be realized prior to their expiration. As of September 30, 2022 and December 31, 2021 grossdeferredtaxassetsrecognizedamountedtoP =21.11 million.

6. CashandCashEquivalents

Cashinbanksearninterestattheprevailingbankdepositrates.Cashequivalentsaremadeforvarying periods of up to three months depending on the immediate cash requirements of the Group and earn interest attheprevailingshort-termdepositrates.

Interest income earned on cash and cash equivalents and restricted cash amounted to P =17.45millionandP =12.19millioninSeptember30,2022andDecember31,2021,respectively.

7. Receivables

Accountsreceivablesaregenerallyon30dayscreditterm.

Subscription receivable as of December 31, 2021 pertains to the receivable from EEI Power corporation in relation to equity cash call made by PGEC to be used for the funding of one of its renewableenergyprojects. EEIremittedtheamountonJanuary3,2022.

8. FinancialAssetsatFairValueThroughProfitorLoss

Net gain (loss) onfairvaluechangesonfinancialassetsatFVTPLincluded inprofit orlossamounted to(P=0.04)millionandP =0.06millioninSeptember30,2022andDecember31,2021.

Dividend income received from equity securities amounted to P =0.08 million and P =0.04 million in September30,2022andDecember31,2021,respectively.

9. OtherCurrentAssets

Restricted Cash

Restrictedcash includestheamountoffundthattheGroupisrequiredtomaintainintheDebtService Payment Account (DSPA) and Debt Service Reserve Account (DSRA) pursuant to the Project Loan Faciltiy Agreements, and Omnibus Loan and Security Agreement (OLSA) of MGI and PetroSolar, respectively. Restricted cash also includes the remaining unused portion of the Stock Rights Offering ProceedsheldunderanescrowaccountamountingtoP =154.55millionasofDecember31,2021.

As of September 30, 2022, the remaining SRO funds was withdrawn from the escrow account and placedundera regularinvestmentaccount.ThesaidamountisstillintendedtofinancetheCompany's investmentsinvariousrenewableenergyprojectsinthepipeline.

The restricted cash balance also includes escrow to secure payment and discharge of the Parent Company’s obligations and liabilities under the FPSO contract amounting to P =3.03 million as of September30,2022andDecember31,2021.

Supplies Inventory

Supplies inventory refers to purchased supplies and parts that are intended to be used for operations andmaintenance.

Prepaid Expenses

Prepaid expenses include variousprepaidinsurances, servicesandrent.Prepaid expenses alsoinclude advance payment for Real Property Taxes (RPT), Stand-by Letter of Credit (SBLC) charges and operationsandmaintenanceprofessionalfees.

Prepaid Taxes

Prepaidtaxespertaintocreditablewithholdingtaxesandprioryear’sincometaxcredit.

Advances to Suppliers

Advancestosupplierspertaintodownpaymentstovarioussuppliersforthepurchaseofmaterialsand servicesforthecurrentoperations.

10. Property,PlantandEquipment

30-Sep-2022(Unaudited)

31-Dec-21(Audited)

PowerplantsrepresentMGI’sgeothermalpowerplantandPetroSolar’sphotovoltaicplant.

TheGroup’sconstructioninprogressaccountasofDecember31,2021includescivilstructural,piping and mechanical works for M2, interconnection of MGPP to NGCP 69kV distribution line, design, facilitiesstudyandconstructionof70/77MVAMGI Substation relatedtoMGPP-1&2and Torishima enginedrivenpumptobeinstalledin2022.

ChangeinAROestimateandtransfersfromadvancestocontractors,deferredoilexplorationcostsand developmentcostsareconsideredasnoncashinvestingactivities.

Depletion of wells, platforms and other facilities is presented as a separate itemunder cost of sales in theconsolidatedstatementsofcomprehensiveincome.

AsofSeptember30,2022andDecember31,2021,theparticipatinginterestofPERCinvariousservice contractsareasareasfollows:

11. DeferredOilExplorationCosts

Themovementsindeferred oilexplorationcostsfollow:

In2021,theParentCompanyrecognizedaimpairmentlossof P =159.30millionandimpairmentreversal ofP =17.46millionoranetimpairmentlossofP =141.83million.

DetailsofdeferredoilexplorationcostsasofSeptember30,2022andDecember31,2021follow:

Accumulatedimpairmentlosses

PhilippineOilOperations-DevelopmentPhase

UndertheSCsenteredintowiththeDOEcoveringcertainpetroleumcontractareasinvariouslocations inthePhilippines,theparticipatingoilcompanies(collectivelyknownas“Contractors”)areobligedto provide,attheirsolerisk,theservices,technologyandfinancingnecessaryintheperformanceoftheir obligationsunderthesecontracts.TheContractorsarealsoobligedtospendspecifiedamountsindicated inthecontractindirectproportiontotheirworkobligations.

However,iftheContractorsfailtocomplywiththeirworkobligations,theyshallpaytothegovernment the amount they should have spent, but did not, in direct proportion to their work obligations. The participatingcompanieshaveOperatingAgreements amongthemselveswhichgoverntheir rightsand obligationsunderthesecontracts.

Thefullrecoveryofthesedeferredcostsisdependentuponthediscoveryofoilincommercialquantities fromanyofthepetroleumconcessionsandthesuccessoffuturedevelopmentthereof.

As of September 30, 2021and December 31, 2021, the participatinginterests of the Group invarious PetroleumSCareasareasfollows:

The investment in a joint venture represents PetroGreen’s 40% interest in PetroWind, a company incorporatedin thePhilippines. Theprimarypurpose ofPetroWind istocarryon thegeneralbusiness ofgenerating,transmittingand/ordistributingpowerderivedfromrenewableenergysources.

Themovementsinthecarryingvalueasof September 30,2022andDecember31,2021follow:

The carrying value of the investment in PetroWind is equivalent to the Group’s 40% share in PetroWind’sequity,plusthefairvalueadjustmentofP =764.49millionrecognizedwhentheGrouplost controloverPetroWindin2014.

12. InvestmentinaJointVenture

13. Leases

TheGroupenteredintoleasecontractsforofficespaces, landusedasgeothermalfieldandphotovoltaic (PV)solarpowerfacility.

The office space lease agreements are for a period of two (2) years and are renewable by mutual agreementof bothparties.

The land lease agreement (LLA) with NPC and PSALM for the geothermal field in Sto. Tomas, Batangas has a lease term of twenty-five (25) years, extendable for another 25 years upon mutual agreementof bothparties.

The two lease agreements with Luisita Industrial Park Corporation (LIPCO) for land used for the photovoltaicsolarpowerfacilityinTarlacareforaperiodof25years,renewablebymutualagreement of both parties, generally under the same terms and conditions, with escalation clause of 3% every 2 years.

The Group’s obligations under these leases are secured by the lessor’s title to the leased assets. The Groupisrestrictedfromassigningandsubleasingtheleasedassets.

TheGroupappliesthe‘short-termlease’and‘leaseoflow-valueassets’recognitionexemptionsforall otherleases,includingleasesofvehiclesandparkingslots.

Therollforwardanalysesof right-of-useassetsfollow:

Thedepreciationoftheright-of-useofthelandsinTarlacandBatangasarepresentedaspartof“Cost ofelectricitysales”whilethedepreciationoftheright-of-useofofficespacesarepresented aspartof “Generalandadministrativeexpenses”intheconsolidatedstatementofcomprehensiveincome.

14. InvestmentProperties

AsofSeptember30,2022andDecember31,2021,thisaccountconsistsoflandandparkinglotspace (locatedinTektite)withcostamountingtoP =1.61million.

Thefairvalueoftheinvestmentpropertiesof theGroupisbetweenPP=1milliontoPP=1.7millionasof September 30, 2022 and December 31, 2021. The Group determined the fair values of the Group’s investment properties on the basis of recent sales of similar properties in the same areas as the investment properties and taking into account the economic conditions prevailing at the time the valuationsweremade.

As of September 30, 2022 and December 31, 2021, the fair value of the investment properties is classifiedundertheLevel2category.

Exceptforinsignificantamountsofrealpropertytaxesontheinvestmentproperties,nootherexpenses were incurred, and no income was earned in relation to the investment properties in September 30, 2022,and2021.

15. OtherNoncurrentAssets

Input VAT

InputVATrepresentsVATpassedonfrompurchasesofgoodsandservicesthatcanbeclaimedagainst any future liability to the Bureau of Internal Revenue (BIR) for output VAT from sale of goods and services.

Input VAT also includesoutstanding input VAT claims that were applied byMGI for refund with the BIR.Asof September 30, 2022andDecember31,2021,MGI’soutstandinginputVATclaimswhich arestillpendingwiththeCTAandSCamountedtoP =126.96million.

Intangible assets

Intangible assets pertain to land rights, which refers to grant of easement of right of way entered by PetroSolar to construct, operate, maintain, repair, replace and remove poles, wire, cables, apparatus, and equipment and such other apparatus and structures needed for the transmission line. This also includessoftwarelicensesoftheGroup.

Restricted cash

Therestrictedcash pertainstotheParent Company’sshareintheescrowfundfortheabandonment of theEtame MarinePermit amountingtoP =51.35and P =44.18million(or$870,200)asofSeptember30, 2022andDecember31,2021,respectively.

Deferred development costs

These pertain to costs incurred for the exploration, development, production and expansion of renewableenergyprojects.

Others

Othernoncurrentassetspertaintononcurrentportionofprepaidinsurance,securitydeposits,advances tocontractorsandlotownersandnoncurrentreceivablefromACEN.

16. AccountsPayableandAccruedExpenses

Accountspayablemainlyconsistsofpayabletosuppliersandcontractorsthatarecurrentlyinvolvedin thedevelopment,constructionandoperationsofenergyprojects.

TheGroup’saccountspayableandaccruedexpensesareduewithinoneyear.

17. LoansPayable

TheGroup’sloanspayableasofSeptember30,2022andDecember31,2021follow:

PetroEnergy’s short-term loans payable PetroEnergy entered into unsecured loan agreements specifically to finance its Etame Expansion ProjectandinvestmentsinRenewableEnergyProjects.

OmnibusCreditLineAgreement(OCLA)withtheDevelopmentBankofthePhilippines(DBP)

On April 27, 2015, PetroEnergyentered into an OCLA with the DBP which provides a credit facility in the principal amount not exceedingPP=420.00 million. On January 19, 2021, the credit facility was decreasedtoPP=300.00million. LoanspayabletoDBPareasfollows:

AsofSeptember30,2022andDecember31,2021:

 PP=70 million with interest rate of 5.25% and initial maturity on May 16, 2022. This was rolledovertomatureonNovember11,2022.

Short-termLoanwithRizalCommercialBankingCorporation(RCBC)

On November 15, 2021, PetroEnergy obtained a P =120.00 million loan from RCBC with interest of 4.5%andinitial maturityonMay4,2022.Thiswasrolled-overtomatureonOctober31,2022.

Interest expenseof PetroEnergy relatedto these loans amountedto P =6.91 million and P =11.98 million inSeptember30,2022andDecember31,2021,respectively.Accruedinterestpayableamountedto P =1.18millionand P =1.21millionasofSeptember30,2022andDecember31,2021,respectively.

PetroGreen’s long-term loans payable

Long-termloanwithRCBC

OnNovember16,2020,PetroGreenobtained anewlong-termunsecuredloanwithRCBCamounting toP =400.00million.TheproceedsfromthisloanwasusedtopaytheoutstandingP =417.10millionloan from Chinabank. The new loan bears interest at a fixed rate of 4.74% payable semi-annually. The principalamountispayableinfiveequalannualinstallmentsstartingNovember11,2021.

As of September 30, 2022 and December 31, 2021, the outstanding balance of the loan, net of unamortizeddeferredfinancingcosts,amountedtoP =318.04millionandP =318.61million,respectively.

Interest expense of PetroGreen related to these loans amounted to P =12.58 million and P =20.40 million asofSeptember30,2022andDecember31,2021,respectively.Accruedinterestpayableamountedto P =5.16millionandP =1.70millionasofSeptember 30,2022andDecember31,2021,respectively.

MGI’s long-term loans payable ProjectLoanFacilityAgreementswithRCBC

OnMay19,2016,MGI,togetherwithPetroGreen,PHINMAandPNOCRCexecutedtheProjectLoan FacilityAgreementwithRCBCforaP =1,400.00millionprojectloantofinancethedesign,development andconstructionof MGPP-2orM2.

On September 5, 2016, MGI, together with PetroGreen, PHINMA and PNOC RC executed another Project Loan Facility Agreement with RCBC for a P =2,100.00 million project loan to consolidate the outstanding project loan for the design, development and construction of MGPP-1 or M1 under the 2011OLSAwithRCBCandBPI, theCompany'scorporateandworkingcapitalrequirements.

a. MGPP-1orM1newLoan

The new MGPP-1 or M1 loan amounting to P=2,100.00 million has a term of ten (10) years from the drawdown date of October 10, 2016. Interest and principal are payable semi-annually. nterest payments started on October 12, 2016, while the twenty (20) semi-annual principal payments startedonApril12,2017.

Interest rate is fixed for the first five (5) years from drawdown date, based on the sum of the prevailing 5-year fixed benchmark rate on the pricing date and the margin of 1.75% (the “Initial InterestRate”). Ontherepricingdate,theinterest fortheremainingfive(5)-yeartermof theloan willbethehigher of(i)thesumofthenprevailing5-yearfixedbenchmarkrateplusthemarginof 1.75%,or(ii)theinitialinterestrate.

Asof September30,2022andDecember31,2021,theoutstandingbalanceofthisloanamounted to ₱1,120.22 and P =1,226.17 million, respectively. Interest expense recognized from the new M1 LoanamountedtoP =54.94andP =82.86million,respectively.

b. MGPP-2orM2ExpansionLoan

The MGPP-2 or M2 Expansion Loan amounting to P =1,400.00 million has a term of twelve (12) years including thirty-six (36) months grace period from initial drawdown date of June 2, 2016. Interest and principal are payable semi-annually. Interest payment started on October 12, 2016, whiletheeighteen(18)semi-annualprincipalpaymentsstartedonOctober12,2019.

Interest rate isfixedfor the first seven (7) years from the initial drawdown date based on the sum of the prevailing 7-year fixed benchmark rate on thepricingdateand the applicable margin of(1) 2.25%per annum priortocommercialoperationsdate,or (2) 1.75% per annumfromandafter the CommercialOperationsDate(the“InitialInterestRate”).Forsubsequentdrawdowns,interestrate will be the three (3) –day simple average interpolated rate based on the remaining tenor and computedusingthestraight-linemethod. Ontherepricingdate,theinterestfortheremainingfive (5)-year term of the loan will be the higher of (i) the sum of the then prevailing 5-Year fixed benchmarkrateplustheapplicablemargin,or(ii)theweightedaverageinterestrateduringthefirst seven(7)yearsoftheloan.

Asof September30,2022andDecember31,2021,theoutstandingbalanceofthisloanamounted to₱1,036.27million andP=1,097.14million,respectively.Interestexpensefortheperiodamounted to₱57.30millionandP =83.46million,respectively.

Accrued interest payable on MGI loans amounted to P =62.60 million and P =31.66 million as of September30,2022andDecember31,2021,respectively.

The loan covenants covering the outstanding debt of MGI include, among others, the following conditions:maintenanceatalltimesofDebt-to-Equity(DE)Ratioofnotgreaterthan70:30,Default

Debt Service Coverage Ratio (DSCR) of at least 1.10x both until full payment of the Loans, and DividendDSCRofatleast1.20x.MGIisalso requiredtotransferintheDSPA equivalentto onesixth(1/6)oftheamountsufficienttopayfortheforthcomingdebt servicescheduledinApriland Octoberofeveryyearuntiltheloanisfullypaidoff.AsofSeptember30,2022andDecember31, 2021,MGIhasbeencompliantwiththeaboveconditions.

PetroSolar’s long-term loans payable OnNovember12,2015,thePetroSolar,togetherwithPetroGreenandEEIPC,asthirdpartymortgagors and pledgors, entered into a P =2,600.00 million OLSA with PNB and DBP specifically to partially financethedesign,development,procurement,construction,operationandmaintenanceofitsTSPP.

PetroSolarshallfullypaytheloanforthepro-rataaccountofeachlenderwithintwelve(12)yearsfrom and after the date of the initial drawdown Interest and principal are payable semi-annually. Interest payments startedonMay 27, 2016, whilethe twenty-two(22) semi-annual principal payments started onNovember27,2016.

Therateoftheinterestapplicabletothefacilityortherelevantpartthereofforeachinterestperiodshall befixed forthefirstsevenperiods(7)from theinitialdrawdowndate(the InitialInterest Rate). Prior to the FIT entitlement and collection of FIT revenues of the borrower, the rate shall be the higher of: (i) the aggregate of the seven (7) year PDST-R2 and the initial credit spread of 2.25%, or (ii) the minimuminterestrateof5.75%. UponFITentitlementofatleast40MWandcollectionofFITrevenues by the borrower equivalent to an aggregate of at least P =473.00 million within a period not exceeding twelve(12)consecutivemonths,therateshallbethehigherof(i)theweightedaverageinterestratein previousdrawdownslessthestepdowncreditspreadof0.25%,or(ii)minimuminterestrate,andwhich interestrateshallbeappliedbeginningthefollowingmonthimmediatelysucceedingthemonthwherein theaforesaidFITentitlementandFITrevenuecollectionthresholdsweresatisfied. PetroSolarmetthe criteria for FIT entitlement and aggregate collection of at least P =473 million within 12 months which resulted in a lower interest rate effective July 2017. The applicable interest rate for 2021 and 2020 is equalto6.71%.

The loan covenants covering the outstanding debt of PetroSolar include, among others, maintaining a debt-to-equity ratio of 75:25 and the DSPA required balance in accordance with the OLSA. As of September 30, 2022 and December 31, 2021, PetroSolar remained in compliance with the said loan covenants.

As of September 30, 2022 and December 31, 2021, the outstanding balance of this loan amounted to ₱1,119.51millionandP =1,228.64million,respectively.

InterestexpensePetroSolarrelatedtotheloansamountedtoP =89.64million,andP =104.23millionasof September 30, 2022, December 31, 2021, respectively. Accrued interest payable amounted to P =22.58 millionandP =6.90millionasofSeptember30,2022andDecember31,2021,respectively.

PetroSolar mortgaged all of its property and equipment related to TSPP-1 as collateral in connection withtheloan.

Deferred financing costs

Deferredfinancingcostsareincidentalcostsincurredinobtainingtheloanwhichincludesdocumentary stamp tax, transfer tax, chattel mortgage, real estate mortgage, professional fees, arranger’s fee and other costs directly attributable in obtaining the loan. The unamortized deferred financing costs is presented as a deduction from the loanspayable account and is amortized over the remainingterm of theloanusingtheeffectiveinterest ratemethod.

18. AssetRetirementObligation

TheGrouphasrecognizeditsshareintheabandonmentcostsassociatedwiththeEtame,Avoumaand Ebouri oilfieldslocated in Gabon, West Africa, geothermal field located in Sto. TomasBatangas, and photovoltaic(PV)solarpower facilityinTarlac.

Movementsinthisaccountfollow:

19. Equity

UndertheexistinglawsoftheRepublicofthePhilippines,atleast60%oftheParentCompany’sissued capital stock should be owned by citizensof thePhilippines for theParent Company toownand hold anymining,petroleumorrenewableenergycontractarea.AsofSeptember30,2022andDecember31, 2021,thetotalissuedandsubscribedcapitalstockoftheParentCompanyis99.77%Filipinoand0.23% non-Filipino.

AsofSeptember30,2022andDecember31,2021,paid-upcapitalconsistsof: Capitalstock-P =1parvalue Authorized-700,000,000shares

TheGroup’strackrecordofcapitalstockisfollows:

OnJuly26,2017,attheBODmeeting,theParentCompanywasauthorizedtoraiseapproximatelyone billionpesos(P=1,000,000,000)incapital,byofferingandissuingtoalleligiblestockholdersasofrecord date, the rights to subscribe up to all of the existing unissued common shares of the Parent Company (“StockRightsOffer”).

On September 29, 2017, the Parent Company filed its application for the listing and trading of rights shareswiththePSE.OnDecember13,2017,thePSEapprovedtheapplicationtolisttheRightsShares.

TherightsofferentitledeligiblestockholdersasofrecorddateofJanuary12,2018tosubscribetoone rightsshareforevery2.6sharesheldatanofferpriceofP =4.80pershare.

TherightsofferwasundertakenonJanuary22to26,2018.Followingthecloseoftheofferperiod,the Parent Company successfully completed the stock rights offer for 157,975,512 common shares with grossproceedsofP =758.28millionandwassubsequentlylistedonthePSEonFebruary2,2018.

The proceeds from the stock rights offer were used for the development and expansion plans of the Group’s renewable energy projects, general corporate requirements, and payments of loans and the relatedinterest.

Cumulative Translation Adjustment

In 2018, in relation to the change in business circumstances of the Parent Company, management changed its functional currency from United States Dollar (USD) to PHP effective January 31, 2018. All resulting exchange differences in the remeasurement of USD balances to PHP balances were recognizedas‘CumulativeTranslationAdjustment’.

Equity Reserve

OnJune9,2015,PetroEnergysoldits10%interestinPetroGreentoEEIPC,bringingitsownershipin PetroGreenfrom100%to90%.Thetransactionwasaccountedasanequitytransactionsincetherewas nochangeincontrol.

The effect of change in the ownership interest in PetroGreen on the equity attributable to owners of PetroEnergyissummarizedasfollows:

Considerationreceivedfromnon-controllinginterest

P =206,000,000

Carryingamountofnon-controllinginterestsold,netofrelatedcost (125,950,762)

Excessofconsiderationreceivedrecognizedinequity

Capital Management

P =80,049,238

Theprimaryobjectiveof theGroup’scapital managementistoensurethatit maintainsastrongcredit ratingandhealthycapitalratiosinordertosupportitsbusinessandmaximizeshareholders’value.

The Group manages its capital structure and makes adjustments to it, in light of changes in economic conditions.Tomaintainoradjust thecapitalstructure,theGroupmayincreaseitsdebtfromcreditors, adjustthedividendpaymenttoshareholdersorissuenewshares.

AsofSeptember30,2022andDecember 31,2021,theGroupmonitorscapitalusingadebt-to-equity ratio,whichistotalliabilitiesdividedbytotalequity.

TheGroup’ssourcesofcapitalasof September30,2022andDecember31,2021areasfollows:

Thetablebelowdemonstratesthedebt-to-equityratiooftheGroupasofSeptember30,2022and December31,2021:

BasedontheGroup’sassessment,thecapitalmanagementobjectivesweremetinSeptember 30, 2022andDecember31,2021.

20. RelatedPartyTransactions

Partiesareconsideredtoberelatedifonepartyhastheability,directlyorindirectly,tocontroltheother partyorexercisesignificantinfluenceovertheotherpartyinmakingfinancialandoperatingdecisions. Partiesareconsideredtoberelatedifonepartyhastheability,directlyorindirectly,tocontroltheother party in making financial and operating decisions or the parties are subject to common control or common significant influence (referred to as ‘Affiliates’). Related parties may be individuals or corporateentities.

Significant transactionswithrelatedpartiesareasfollows:

a. PetroEnergy has an Internal Audit Engagement arrangement with House of Investments, Inc. (HI).Feesarenon-interestbearingand aredueanddemandable.

b. PetroGreen charges rental fees to PetroWind amounting to P =71,429 every month. These are non-interestbearingandpayablewhendueanddemandable.

c. Timewriting fees are charged by PetroGreen for accounting, legal management and other supportservicesrenderedtoPetroWind.ManagementincomereferstochargesbyPetroEnergy toPetroWind.Thesearenon-interestbearingandaredueanddemandable.

d. Advancesrepresent reimbursementsofcostsandexpenses.

e. Electricity sales to ACEN is pursuant to the Electricity Supply Agreement. This is due and payable on the last business day of the month succeeding the billing period and non-interest bearingifpaidwithintheduedate.

f. In 2021,PetroGreenchargedEEIPowerCorporation(EEIPC) ₱610,000representingcharges fortheequityvaluationstudy.

g. The Group leased 77 hectares of land area from LIPCO. These are non-interest bearing and payablewhendueanddemandable.

h. On November 12, 2015, PetroSolar entered into a P =2.6 billion OLSA with PNB and DBP. PetroGreenandEEIPCsignedasthethirdpartymortgagorsandpledgors.

i. PetroWind executed an OLSA with DBP for a loan facility amounting to P =3.0 billion. PetroEnergy signed as guarantor and PetroGreen signed as guarantor, pledgor and third-party mortgagor.

j. On April 29, 2021, PGEC completed its first commercial and industrial (C&I) rooftop solar powerprojectfortheEnriqueT.YuchengcoBldg.inBinondo,Manila.

The building owner E.T. Yuchengco Inc. (ETY) and project owner PGEC signed a 15-year Rent-to-Own Agreement for a 140.8-kWp solar rooftop facility last January 14, 2021. The rental period commenced upon the project’s completion in April 2021. After said 15-year cooperationperiod,PGECwillturn-overthesaidrooftopsolarfacilitytoETYfreeofcharge.

21. FinancialInstruments

The Group’s principal financial instruments include cash and cash equivalents, financial assets at FVTPL,receivables,restrictedcash,loanspayable,accountspayable,accruedexpensesanddividends payable. The main purpose of these financial instruments is to fund the Group’s working capital requirements.

CategoriesandFairValuesofFinancialInstruments

AsofSeptember30,2022andDecember31,2021,thecarryingamountsoftheGroup’sfinancialassets andfinancialliabilitiesapproximatetheirfairvaluesexceptforloanspayableandleaseliabilities.The fair value of the loans payable as of December 31, 2021 amounted to P =4.13 billion compared to their carrying value of P =4.06 billion. As of September 30, 2022 and December 31, 2021, the fair value of leaseliabilitiesamountedtoP =408.61millioncomparedtothecarryingvalueof P =332.83,respectively.

ThemethodsandassumptionsusedbytheGroupinestimatingthefairvalueoffinancialinstruments are:

Financialinstruments

Cash and cash equivalents, restricted cash, receivables, accounts payable and accrued expenses, and short-term loans payable

Equity securities

Golf club shares

Long-term loans payable

Considerations

Duetotheshort-termnatureoftheinstruments, carryingamountsapproximatefairvaluesasatthe reportingdate.

Fairvaluesarebasedonpublishedquotedprices.

Fairvaluesarebasedonquotedmarketpricesat reportingdate.

Fairvalueisbasedonthediscountedvalueof expectedfuturecashflowsusingtheapplicable interestrateforsimilartypeofinstruments.Thefair valueisderivedusingtheprevailingPHBVALrate.

Lease liabilities

Estimatedfairvalueisbasedonthediscountedvalue offuturecashflowsusingtheprevailingPHBVAL rate.

Thefairvalueisbasedonthesourceofvaluationasoutlinedbelow:

 quotedpricesinactivemarketsforidenticalassetsorliabilities(Level 1);

 thoseinvolvinginputsotherthanquotedpricesincludedinLevel1thatareobservablefortheasset orliability,eitherdirectlyorindirectly(Level2);and

 those with inputs for the asset or liability that are not based on observable market data (unobservableinputs)(Level3).

As of September 30, 2022 and December 31, 2021, there were no transfers of financial instruments amongalllevels.

FinancialRiskManagementObjectivesandPolicies

The Group manages and maintains its own portfolio of financial instruments in order to fund its own operationsandcapitalexpenditures.Inherentinusingthesefinancialinstrumentsarethefollowingrisks onliquidity,marketandcredit.

Financial Risks

The main financial risks arising from the Group’s financial instruments are liquidity risk, market risk andcreditrisk.

Liquidity Risk

LiquidityriskistheriskthattheGroupisunabletomeetitsfinancialobligationswhendue.TheGroup monitorsitscashflowpositionandoverallliquiditypositioninassessingitsexposuretoliquidityrisk. The Group maintains a level of cash and cash equivalents deemed sufficient to finance its operations and to mitigatetheeffects of fluctuationin cash flows. To cover itsshort-termand long-termfunding requirements, the Group intends to use internally generated funds as well as to obtain loan from financialinstitutions.AsofSeptember30,2022andDecember31,2021,theGrouphasexistingcredit linefacilitiesfromwhichtheycandrawfundsfrom.

ThetablesbelowsummarizethematurityprofileoftheGroup’sfinancialassetsandfinancial liabilitiesasofSeptember30,2022andDecember31,2021basedoncontractual payments:

30-Sep-22(Unaudited)

b. Market Risk

Market risk is the risk of loss on future earnings, on fair values or on future cash flows that may resultfromchangesinmarketprices.Thevalueofafinancialinstrumentmaychangeasaresultof changesinequityprices,foreigncurrencyexchangesrates,interestratesandothermarketchanges.

ForeignExchangeRisk

Foreign currency risk is the risk that the value of the Group’s financial instruments denominated other than the Group’s functional currency diminishes due to unfavorable changes in foreign exchangerates.TheGroup’stransactionalcurrencyexposuresarisefromcashandcashequivalents, receivablesandaccountspayableandaccruedexpenses.

The Group’s foreign currency-denominated financial instruments as September 30, 2022 and December31,2021follow:

As of September 30, 2022 and December 31, 2021, the exchange rates used for conversion are ₱58.910andP =50.774per$1,respectively.

There is no other impact on the Group’s equity other than those already affecting income before incometax.

InterestRateRisk

The Group’s exposure to market risk for changes in interest rates relatesprimarily tothe Group’s loans payable. Interest rate of loans payable is fixed for the first five (5) years or first seven (7)yearsandwillberepricedthereafter.

There is no other impact on the Group’s equity other than those already affecting income before incometax.

c. Credit Risk

Credit risk is the possibility of loss for the Group if its receivable counterparties fail to discharge their contractual obligations. With respect to credit risk arising from the other financial assets of the Group, which comprise of cash and cash equivalents, receivables, financial assets at FVTPL, andrestrictedcash,theGroup’sexposuretocreditriskcouldarisefromdefaultofthecounterparty.

The Group trades only with recognized, creditworthy third parties. However, the Group’s credit

risk exposure is concentrated on a few counterparties as inherent in the oil exploration and production and renewable energy businesses. The Group has a well-defined credit policy and established credit procedures. In addition, receivable balances are being monitored on a regular basistoensuretimelyexecutionofnecessaryinterventionefforts.

The table below summarizes the Group’s gross maximum credit risk exposure from its financial instrumentsandcontractasset.Theseamountsaregrossofcollateralandcreditenhancements,but netofanyamountsoffsetandallowanceforimpairmentlosses:

Animpairmentanalysisisperformedateachreportingdateusingaprovisionmatrixtomeasure ECL.ThemechanicsoftheECLcalculationsandthekeyelementsare,asfollows:

a. Probability of default (PD) isanestimateofthelikelihoodofdefaultoveragiventimehorizon.

b. Exposure at default (EAD) is an estimate of the exposure at a future default date taking into accountexpectedchangesintheexposureafterthereportingdate.

c. Loss given default (LGD) isanestimateofthelossarisinginthecasewhereadefaultoccursat agiventime.

ECLsarerecognizedintwostages.Forcreditexposuresforwhichtherehasnotbeenasignificant increaseincreditrisksinceinitialrecognition,ECLsareprovidedforcreditlossesthatresultfrom default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespectiveofthetimingofthedefault(alifetimeECL).InitsECLmodels,theGroupreliesona broadrangeofforward-lookinginformationaseconomicinputs.

TheinputsandmodelsusedforcalculatingECLsmaynotalwayscaptureallcharacteristicsof the market at the date of the financial statements. To reflect this, qualitative adjustments or overlays areoccasionallymadeastemporaryadjustmentswhensuchdifferencesaresignificantlymaterial.

Thetablebelowshowsthe agingbyclassof assetfortheGroup’sfinancial and contractsasset as ofSeptember30,2022andDecember31,2021:

30-Sep-22

Morethan90

31-Dec-21(Audited)

Financial assets are classified as high grade if the counterparties are not expected to default in settlingtheirobligations.Thus,creditriskexposureisminimal.Financialassetsareclassifiedasa standard grade if the counterparties settle their obligation with the Group with tolerable delays. Lowgradeaccountsareaccounts,whichhaveprobabilityofimpairmentbasedon historicaltrend. These accounts show propensity of default in payment despite regular follow-up actions and extendedpaymentterms.TheGroup’scashinbanks,cashequivalents,accountsreceivable,interest receivableandrestrictedcashhavehighgradecreditquality.

22. SegmentInformation

For management purposes, theGroupisorganized into businessunitsbasedontheirproductsandhas fourreportablesegmentsasfollows:

 The oil production segment is engaged in the oil and mineral exploration, development and production.

 Thegeothermalenergysegmentdevelopsandoperatesgeothermalsteamfieldsandpowerplants.

 ThesolarenergysegmentcarriesoutsolarenergyoperationsoftheGroup.

 Otheractivitiespertaintoresearchandinvestmentactivities.

Nooperatingsegmentshavebeenaggregatedtoformtheabovereportableoperatingsegments. Management monitors theoperating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on operating profit or loss and is measured consistently with operating profit or loss in the consolidatedfinancialstatements.

31-Dec-2021(Audited)

InterGroupinvestments,revenuesandexpensesareeliminatedduringconsolidation.

23. Basic/DilutedEarningsPerShare

ThecomputationoftheGroup’searningspersharefollows:

equity

theParent

Earnings per share are calculated using the net income attributable to equity holders of the Parent Companydividedbytheweightedaveragenumberofshares.

PERCdoesnothavepotentiallydilutivecommonstock.

24. Non-controllingInterests

As of September 30, 2022 and December 31, 2021, non-controlling interests (NCI) pertain to the 10% shareholdingsofEEIPCinPetroGreen,totalshareholdingsofACEN(25%)andPNOC-RC(10%)inMGI and44%shareholdingsofEEIPCinPetroSolar.

AsofSeptember30,2022andDecember31,2021,theaccumulatedbalancesofandnetincomeattributable tonon-controllinginterestsareasfollows:

Accumulatedbalancesofnon-controlling interests:

attributabletonon-controlling interests:

25. Others

a. The Interim Financial Report (September 30, 2022) is in compliance with generally accepted accountingprinciples.

b. The same policies and methods of computation were followed in the preparation of the interim financialreportcomparedtotheDecember31,2021ConsolidatedAuditedFinancialStatements.

c. Nounusualitemoritemsaffectedtheassets,liabilities,equityand cashflowsoftheSeptember30, 2022FinancialStatements.

d. Earnings per share is presented on the face of the unaudited statements of income for the period endedSeptember30,2022andDecember31,2021.

e. NosignificanteventshappenedduringthequarterthatwillaffecttheSeptember30,2022Unaudited FinancialStatements.

f. There are no seasonal aspects that had a material effect on the financial condition or results of operationoftheCompany.

g. Thereisnoforeseeableeventthatwilltriggerdirectorcontingentfinancialobligationthatismaterial totheCompany,includinganydefaultofacceleratedobligation.

h. There are no material off-balance sheet transactions, arrangements, obligations and other relationshipsoftheCompanywithotherentitiesorpersonsthatwerecreatedduringtheperiod.

i. Therearenochangesinestimatesofamountsreportedinpriorperiodsofthecurrentfinancialyear or changesinestimatesof amountsreportedin prior financial years that could havematerial effect inthecurrentperiod.

j. OurCompanyhasnocontingent liabilitiesorassetsduringtheperiod.

Item2-Management’sDiscussionandAnalysis,and PlanofOperations

1.Management’sDiscussionandAnalysis(Amounts inPhilippinePesoP=)

1. ConsolidatedFinancialPosition(September30,2022andDecember31,2021)

Total assetsamounted to P =13.76 billionand P =13.215 billion asof September30, 2022 and December 31, 2021,respectively.BookvalueincreasedtoP =10.58/sharefromP =9.81/share.

Cash and cash equivalents consist of cash on hand, cash in banks and money market placements with original maturities of not more than three months. The 0.30% net increase from P =1.242 billion to P =1.246 billion is mainly due to collections from electricity sales and oil lifting proceeds net of payments for dividends,shareinGabonEtamecash callsandworkingcapitalrequirements.

The Receivables account mainly consist of receivables from electricity salesand lifting/sales of crude oil

revenue. The 27.93% increase is mainly due to higher outstanding receivables from electricity sales and higheroilliftingduringtheperiodduetohigheroilprices.

Financial assets at fair value through profit and loss (FVPL) decreased by 4.83% mainly due to the decreaseinthemarketpricesoftheinvestmentportfolio.

Crudeoil inventoryincreasedmainlyduetohighercrudeoilpricesof theremainingbarrelsleftunsold. Contractassets–currentportion increasedmainlyduetoreclassificationfromnoncurrentportion.

Other current assets consist of restricted cash, supplies inventory, prepaid expenses, and other current assets. Thebulk of the6.20% netincreaseis mainly due the fundingof the debt service payment account andotherprepaymentsfortheperiod.

Property,plantandequipment(PPE)amountedtoP =8.025billionandP =7.985billionasofSeptember30, 2022andDecember31,2021,respectively. The0.50%netincreaseismainlydueadditionalwellsdrilled in Gabon Etame oil field, net of the depreciation of the Renewable Energy Power Plants, other assets and depletionofoilassets.

Deferred oil exploration cost increased by 149.74% resulting from the continuous development of the Gabonoilfield.

Contract assets – net of current portion pertain to PSC’s receivable from TransCo, pertaining to FIT rate adjustment, which is currently recorded at net present value since this will be collected over five (5) years. Start of PSC’s collection is scheduled on year 2022. The 23.11% increase mainly pertains to the additionalset-upoftheFITarrearsduringtheperiod.

Investment in a joint venture refers to the remaining 40.00% shareholdings in PWEI. The 2.42% net increasefromP =1.735billiontoP =1.777billionmainlypertainstotheGroup’sshareinnetincomegenerated byPWEIduringtheperiod.

Rightofuseofasset–thisresultedfromthefirsttimeadoptionofthenewPFRS16–leasesin2019.The 4.02%declinepertainstotheamortizationoftheaccountduringtheperiod.

Deferred tax assets – net occurs due to timingdifferencesin recognizing temporarydeductible expenses and temporary taxable revenues such as accrued profit share, accretion expenses, accrued retirement liability, provision for probable losses, unrealized gains or losses and change in crude oil inventory. The 5.18%movementpertainstochangesinthetemporarydeductibleexpensesandtemporarytaxablerevenues duringtheperiod.

TheInvestmentproperties-netaccountremainsthesameasofSeptember30,2022.

Othernon-currentassetsincreasedby23.16%mainlyduetoadditionalexpensesfortheactivitiesforthe prospectiverenewableenergyprojects.

Accounts payable and accrued expenses increased by 65.07% mainly due to additional accruals made duringtheperiod,specificallyinterestexpenses.

CurrentportionofloanpayableandLoanspayable–netofcurrentportion,movementspertaintothe amortization of the deferred financing costs during the period. The decrease in non-current portion of the loanspayableismainlydue toreclassificationofthecurrentlymaturingdebts.

ThechangeintheLeaseliability-currentandnon-current portionismainlyduetothereclassification ofnon-currentportiontocurrentportion.

ThedecreaseintheIncometaxpayableaccountmainlypertainstothepaymentofannualincometax.

AssetretirementobligationamountedtoP =103.529millionandP =92.811millionasofSeptember30,2022 and December 31, 2021, respectively. The 11.55% increase mainlypertains to accretion made during the period.

Other non-current liabilities pertain to the Group’s accrued retirement liabilityaccount, net decrease of 7.65%ismainlyduetothepaymentofretirementfundsduringtheperiod.

Equity attributable to equity holders of the Parent Company amounted to P =6.015 billion or P =10.58 bookvalueshareandP =5.577billionorP =9.81bookvaluepershareasofSeptember30,2022andDecember 31, 2021, respectively. The 7.85% net increase is mainly due to continuous income generation from the RenewableEnergyoperationsandimprovedincomefromoiloperationsduetohighcrudeoilpricesduring theperiod.

Non-controllinginterest(NCI)pertainstothefollowing:

 10%shareof EEI-PCinPetroGreen;

 25%shareofACEN,the10%shareof PNOC-RC,and10% ofthe65%shareofEEI-PC(indirect)in MGI;

 44%shareof EEI-PC(direct)and10%of56%share(indirect)inPSC;

Non-controllinginterestincreasedby6.06%fromP =2.737billiontoP =2.902billionduetonetincomefrom REprojects.

2. ConsolidatedFinancialPerformance(forthequarterendingSeptember30,2022andSeptember30,2021)

The Group’s consolidated net income amounted to P =171.207 million and P =157.919 million for the 3rd quarter endingSeptember 30, 2022 and for the same period in 2021. While the consolidated net income attributabletoequityholdersoftheParentCompanyamountedtoP =111.030millionorP =0.195earnings per share for the 3rd quarter 2022 as compared with P=89.005 million or P =0.820 earnings per share for the sameperiodin2021.

The 8.41% and 24.75% increase in the consolidated net income and consolidated net income attributable to equity holders of the Parent company is mainly due to improvement of crude oil prices (from average $73.05/bbl to average $104.13/bbl); higher offtake rates for the TSPP2; and lower interest expenses resultingfrominstallment paymentofloans.

Revenues:

Electricity sales refer to sales from electricity power generation of MGPP and TSPP. The 11.63% net decrease is mainly due to MGI’s lower generation as result of well workover and geothermal reservoir constraints.

Oil revenues increased by 41.51% from P =120.167 million as of September 30, 2021 to P =170.042 million asofSeptember30,2022mainlyduetotheimprovementinthecrudeoilpricefromaverage$73.05/bblto averageof$104.13/bbl.

Otherrevenues mainlypertainsto MGI’s Meralco DWS chargespassedontoACENinaccordancewith theElectricitySupplyAgreement.TheincreasemainlypertainstoACEN'scumulativetradingtransactions withIEMOPandrelatedmarketfeessettledthroughMGI.

CostsandExpenses:

Costsofelectricitysalespertaintothedirectcostsofgeneratingelectricitypowerincludingoperatingand maintenancecosts(O&M)ofpowerplantandfluidcollectionandreinjectionsystem(FCRS),depreciation, and other costs directly attributed to producing electricity. The 6.75% decrease is mainly due to lower NGCPchargesfor AncillaryServices.

OtherCostof SalesmainlypertainstocounterbookingofaboveotherrevenuespassedontoACEN.

Oilproductionoperatingexpensesincreasedby36.64%mainlyduetotheincreaseinroyaltyexpenses inlinewiththerecoveryofthecrudeoilprices.

Anyoilproducedbutnotdeliveredisrecognizedascrudeoilinventoryvaluedatitscurrentcrudeoilprice (netrealizablevalue).ThemovementincrudeoilinventoryispresentedasChangeincrudeoilinventory

Change in crude oil inventory of negative P =16.397 million for the quarter ended September 30, 2022 pertainstotheincreaseinthebaseinventoryreckoningfromJune30,2022of89,507bblsto281,404bbls. While the P =4.380 million for the quarter ended September 30, 2021 pertains to the decrease in inventory barrelsreckoningfromJune30,2021of261,334bblsto191.610bbls.

General and administrative expenses, Other Income (Charges) and Provision for (Benefit from) IncomeTax:

General and administrative expenses (G&A) increased by 18.29% mainly due to higher expenses incurredduringtheperiodresultingfromtheeasementofthetravelrestrictionsbroughtaboutbytheCovid 19pandemic.

Other income (charges) amounted to (P=56.015) million and (P=70.511) million as for the quarter ended September 30, 2022 and September 30, 2021, respectively. Below presents the itemized discussion of the changesinother income(charges)–netaccount.

 218.64% increase in interest income due to higher average interest rates in the 3rd quarter 2022, comparedtosamequarterin2021;

 increaseinnetunrealizedforexgainsmainlyduetoconversionofUSDaccountstopeso;

 increasein the market values of theinvestments inFVPL, fromnet unrealized gain of P =0.123 million tounrealizedgainofP =0.245million;

 9.30% decline in interest expense fromP =83.050 million to P =75.330 million mainly due to installment

paymentof loans;

 354.53% decrease in share in Net income of an Associate from P =19.129 million to net loss of P =8.127 millionmainlyduetoPWEI’slowerwindspeedfortheperiod.

 IncreaseinmiscellaneousincomeismainlyduetoPGEC’shighertimewritingchargestoPWEI.

Provisionfor(benefitfrom)incometax: Provision for income tax pertainsto PSC’stax payable at 5% under the PEZAincentive, and MGI’sM1 Projecttaxpayable at 10%aftertheseven-yearincometaxholidaywhichendedonFebruary8,2021,under RE Law.

Net incomeattributableto Non-controlling interest (NCI) for the quarterended September 30, 2022 and sameperiod2021pertainstothefollowing:

 10%shareofEEI-PCinPetroGreen;

 25% share of ACEN 10% share of PNOC-RC, and 10% of the 65% share of EEI-PC (indirect) in Maibarara;

 44%shareofEEI-PC(direct)and10%of56%share(indirect)intoPetroSolar;

NetincomeattributabletoNon-controllinginterest amountedtoP =60.178millionandP =68.914millionfor thequarterendedSeptember30,2022andsameperiod in2021.

3. ConsolidatedFinancialPosition

TotalassetsamountedtoP =13.775billionandP =13.640billionasofSeptember30,2022andSeptember30, 2021,respectively.BookvalueincreasedtoP =10.58/sharefromP9.80/share.

Cash and cash equivalents consist of cash on hand, cash in banks and money market placements with original maturitiesofnotmorethanthreemonths.The 15.27%netdecreasefromP =1.470billiontoP =1.246 billion is mainly due to instalment payments of loan and working capital requirements net of collections fromelectricitysalesandcrudeoilliftingproceeds.

TheReceivablesaccountmainlyconsistsofreceivablesfromelectricitysalesand crudeoilrevenue. The 74.55%increaseismainlyduetohighercrudeoilpricesandPhp/USDforeignexchangeconversion.

Financial assetsatfairvaluethroughprofitandloss(FVPL) decreasedby3.49%fromP =7.481million toP =7.220millionmainlyduetothedeclineinthemarketpricesoftheinvestmentportfolio.

Crudeoil inventoryincreasedmainlyduetohigherbarrelsleftunsoldattheendoftheperiod.

ContractAssets–current increasedmainlyduetoadditionalset-upoftheFITarrearsduringtheperiod.

Other current assets consist of restricted cash, supplies inventory, prepaid expenses, and other current assets. The bulk of the 18.30% net decrease is mainly due to withdrawal of the remaining SRO escrow accountfromOthercurrentaccountsandputtingthesamein aregularinvestmentaccountundertheCash and Cash Equivalents. The said amount is still intended to finance the Company's investments in various renewableenergyprojectsinthepipeline.

Property,plantandequipment(PPE)amountedtoP =8.025billionandP =8.054billionasofSeptember30, 2022 and September 30, 2021, respectively. The 0.36 net decrease is mainly due the continuous depreciationoftheRenewableEnergyPowerPlants,otherassetsanddepletionofoilassets.

Deferred oil exploration cost amounted to P =289.219 million and P =226.022 million as of September 30, 2022andSeptember30,2021,respectively.The27.96%netincreaseisduetothecontinuousdevelopment oftheGabonoilfield.

Contractassetsnetofcurrent portionpertainstoPSC’sreceivablefromTransCo,pertainingtoFITrate adjustment,whichiscurrentlyrecordedatnetpresentvaluesincethiswillbecollectedoverfive(5)years. Start of PSC’s collection is scheduled in 2022. The 93.13% increase mainly pertains to additional FIT arrearsduringtheperiod.

Investment in a joint venture refers to the remaining 40.00% shareholdings of the Group in PWEI. The 4.52%netincreasefromP=1.700billiontoP =1.777billionmainlypertainstotheGroup’sshareinnetincome generatedbyPWEIduringtheperiod.

Rightofuseofasset–thisresultedfromthefirsttimeadoptionofthenewPFRS16–leasesin2019.The 5.55%declinepertainstotheamortizationoftheaccountduringtheperiod.

Deferred tax assets – net occurs due to timingdifferencesin recognizing temporarydeductible expenses and temporary taxable revenues such as accrued profit share, accretion expenses, accrued retirement liability, provision for probable losses, unrealized gains or losses and change in crude oil inventory. The movementpertainstochangesinthetemporarydeductibleexpensesandtemporarytaxablerevenuesduring theperiod.

TheInvestmentproperties-netaccountremainsthesameasofSeptember30,2022.

Othernon-current assets amountedtoP =454.310millionandP =377.419millionasofSeptember30,2022 andsameperiod2021.The20.37%increasemainlyaccountsforadditionstonewREProjects'development costs..

Accounts payable and accrued expenses increased by 46.48% mainly due to additional accruals made duringtheperiod.

CurrentportionofloanpayableandLoanspayable–netofcurrentportion, netdeclineof2.16%and 18.39% pertain to instalment payment of loans, net of amortization of the deferred financing costs during theperiod.

Lease liabilities – current portion declined mainly due to payments made during the period while, Lease liabilities–non-currentportionincreaseby6.93%mainlydueyear-endrecognitionandadjustmentoflease liabilitiespertainingtoTSPP-1.

Theincreasein the Income tax payable pertainsmainlyto monthly set-up provision for incometaxesfor MGIandPSC.

Asset retirement obligation amounted to P =103.529 million and P =115.705 million as of September 30, 2022 and 2021, respectively. The 10.52% decline pertains to lower updated cost estimates to retire the Group’stangibleassets.

Other non-current liabilities pertain to the Group’s accrued retirement liability account, net decrease of 39.15%ismainlyduetoactuarialadjustmentsmadeduringtheyear-endof2021.

Equity attributable to equity holders of the Parent Company amounted to P =6.015 billion or P =10.58 book value per share, and P =5.571 billion or P =9.64 book value per share as of September 30, 2022 and September 30, 2021, respectively. The9.80% net increase is mainlydueto continuousincome generation fromtheRenewableEnergyOperationsandOiloperations.

Non-controllinginterest(NCI)pertainstothefollowing:

 10%shareof EEI-PCinPetroGreen;

 25%shareofACEN,the10%shareof PNOC-RC,and10% ofthe65%shareofEEI-PC(indirect)in MGI;

 44%shareof EEI-PC(direct)and10%of56%share(indirect)inPSC;

Non-controllinginterestincreasedby7.43%fromP =2.902billiontoP =2.705billionduetonetincomefrom REprojects.

4. ConsolidatedResultsofOperation(fortheninemonthsendingSeptember30,2022andSeptember 30,2021)

Netunrealizedgain(loss)onfairvalue changesonfinancialassetsatFVPL Interestexpense

Revenues:

Electricity sales refer to sales from electricity power generation of MGPP and TSPP. The 7.51% net decreaseismainlyduetoMGPP’smajorplantmaintenanceactivitiesduringtheperiod.

Oil revenue increased by 71.34% from P =336.169 million to P =576.009 million as of September 30, 2022 andsameperiod2021,respectivelymainlyduetohigheraveragecrudeoilpriceof$109.08/bblascompared to$67.44/bbl.

Otherrevenues mainlypertainsto MGI’s Meralco DWS chargespassedontoACENinaccordancewith theElectricitySupplyAgreement.TheincreasemainlypertainstoACEN'scumulativetradingtransactions withIEMOPandrelatedmarketfeessettledthroughMGI.

Costsofelectricitysalespertaintothedirectcostsofgeneratingelectricitypowerincludingoperatingand maintenancecosts(O&M)ofpowerplantandfluidcollectionandreinjectionsystem(FCRS),depreciation, andothercostsdirectlyattributedtoproducingelectricity.

OtherCostof SalesmainlypertainstocounterbookingofaboveotherrevenuespassedontoACEN.

Increaseinoilproductionoperatingexpensesby42.77%ismainlyduetoincreaseinroyaltyexpensesin linewiththerecoveryofthecrudeoilprices.

The change in crude oil inventory resulted from the difference in the movements of the beginning and endingcrudeoilinventory.ChangeincrudeoilinventoryofnegativeP =17.306millionasofSeptember30, 2022 pertains to the increaseinthebase inventoryreckoningfromDecember31, 2021of 147,922 bblsto 281,404 bbls. While the ₱18.596 million as of September 30, 2021 pertains to the decrease in inventory barrelsreckoningfromDecember30,2020of637,600bblsto191.610bbls.

The 11.18% increase in general and administrative expenses (G&A) is mainly due to higher expenses incurredduringtheperiodresultingfromtheeasementofthetravelrestrictionsbroughtaboutbytheCovid 19pandemic.

Belowpresentstheitemizeddiscussionofthechangesinotherincome(charges):

 Increase in interest income of129.67%isdueto higher interest rateson moneymarket placements duringtheperiod;

 IncreaseinforexgainresultingfromthefluctuationsoftheUSDvs.Php;

 Higherunrealized lossonfairvaluechangesonFVPTLduetonegativemarketchangesofprices ofthestockinvestments;

 Decreaseininterestexpenseof11.31%isduetotheinstallmentpaymentofloan;

 DecreaseinshareinnetincomeofanAssociateof35.40isduetoPWEI'slowerwindspeedforthe period;and

 Increasein miscellaneousincomeof 59.72%ismainlydueto PGEC’shigher TimewritingCharges chargedtoPWEI.

As of September30, 2022net income attributedtotheparent company amounted toP =466.216 million ascomparedwithP =323.460millionforthesame periodin2021. Theincreaseof44.13%ismainlydueto therecoveryofcrudeoilpricesandhigherreturnsfromtheTSPP.

NetincomeattributabletoNon-controllinginterest(NCI)asofSeptember30,2022andsameperiod2021 pertainstothefollowing:

 10%shareofEEI-PCinPetroGreen;

 25% share of ACEN 10% share of PNOC-RC, and 10% of the 65% share of EEI-PC (indirect) in Maibarara;

 44%shareofEEI-PC(direct)and10%of56%share(indirect)intoPetroSolar;

NetincomeattributabletoNon-controllinginterest amountedtoP =210.834millionandP =220.955million forthequarterendedSeptember30,2022andsameperiod in2021.

MaterialCommitments

Aside from the committed developments of the prospective projects, there are no other foreseen material commitmentsduringtheperiod.

ProductivityProgram

The development of the prospective renewable energy projects will increase the Group’s capacity and powergeneration,whiletheprospectivefour-welldrillingprograminGabonEtame,aimedtosustainfield productiontoabove20,000BOPD.

ReceivableManagement

The group’s receivables are mainly due from sale of electricity to ACEN and Transco, and crude oil in Etame Gabon, through the consortium operator. Receivables are being recorded once sales are made. Paymentisreceived30-45daysfollowingthesaletransaction.

For electricity sales fromTSPP and NWPP, the payment for the Actual FIT Revenue is sourced from the FIT-All Fund, specifically the Actual FIT Differential (FD) and the Actual Cost Recovery Revenue (ACRR). TheFD is thedifference between the Actual FIT Revenue and theACRR andiscollected from on-gridconsumersasauniformchargeandappliedtoallbilledkilowatt-hours. ForFIT-EligibleREPlants connectedto theWholesale Electricity Spot Market (“WESM”), theACRR refers to the WESMproceeds remitted to the FIT-All Fund by the Independent Electricity Market Operator of the Philippines, Inc. (“IEMOP”), which took over the Philippine Electricity Market Corporation (“PEMC”) as operator of the electricity spot market. PWEI and PSC regularly receive both the ACRR and FD components within 45 daysafterbillingdate.

PWEI and PSC manage this risk through proper and meticulous allocation of funds, proper timing of expenditures, employment of cost-cutting measures, and sourcing short-term funding requirements from localbanksandinvestmenthousesorfromaffiliatedcompanies.

Fortheeighteen (18)yearssinceoilproductioninception,therewasnoeventthatthebuyerfailedtoremit the proceeds of the sale. However, the Group is willing to look for another buyer should there be some problemthatmayhappeninthefuture.

LiquidityManagement

Management of liquidity requiresa flow andstock perspective. Constraint such aspolitical environment, taxation,foreignexchange,interestratesandotherenvironmentalfactorscanimposesignificantrestrictions onfirmsinmanagementoftheirfinancialliquidity.

The Group considers the above factors and pays special attention to its cash flow management. The Company identifies all its cash requirements for a certain period and invests unrestricted funds to money marketplacementstomaximizeinterest earnings.

TheGroupdoesnotanticipateanycashfloworliquidityproblemswithinthenexttwelve(12)months. The Groupis not in default of any, note, loan, lease, or other indebtedness or financing arrangement requiring ittomakepayments.

InventoryManagement

The only inventory is the crude oil produced in Gabon. The buyer lifts certain volume and pays the same in 30 days. The operator sees to it that crude oilinventory does not reach 800,000 barrels at any one time toavoidoverflowandtogeneraterevenuestocoverproductioncosts.

CostReductionEfforts

Inordertoreducecosts,theGroupemploysatotalofonehundredthirtyeight(138)employeeswithmultitask assignments. The group also implements request for quotations to compare prices, quality of the

productsandservicesandnegotiatethepaymentterms.

TheCompany’sgeneralandadministrativeexpenseisequivalentto6.67%ofthetotalrevenue.

RateofReturnof EachStockholder

TheCompanyhasnoexistingdividend policy. However, theCompanyintendstodeclaredividendsinthe futureinaccordancewiththeCorporationCodeofthePhilippines.Dividenddeclaredformostrecentyears.

DividendsperShare

CashStock

April26,201210%May18,2012June14,2012

April26,201210%September21,2012October17,2012

July04,20135%July25,2013August20,2013

July26,20185%August24,2018September20,2018 July28,20225%August15,2022September8,2022

FinancialDisclosuresinviewofthecurrentglobalfinancialcondition:

The Company makes regular assessments of the Group’s financial risks exposures particularly on currency, interest credit, and market and liquidity risks. If any change thereof would materially affect the financial condition and results of operation of the Company, provide a discussion in the report on quantitative impact or such risks and include a description of enhancement in the company’s risk managementpoliciestoaddressthesame:

The Group’s principal financial instruments include cash and cash equivalents, trading and investment securities(financialassetsatFVPL)andreceivables.Themainpurposeofthesefinancialinstrumentsisto fundtheCompany’sworkingcapitalrequirements.

EffectoftheCovid19Pandemic:

TheGrouphassecuredlong-termofftakerates(forMGPP1&MGPP2)and FITrates(fortheTSPP1and NWPP)foritsRenewableEnergyoperations,thus,therevenuegenerationandeventualsalearenotaffected bythecurrentpandemic.

Aside from the hybrid work-from-home arrangement at the home office, there are no other significant impactcausedbythepandemic.

FinancialRiskManagementObjectivesandPolicies.

PleaserefertoNote21.

OperationsReviewandBusinessOutlook

A.OILEXPLORATION

ForeignOperations

Gabon,WestAfrica

Thedailyoilproductionofthefouroilfields(Ebouri,Etame,NorthTchibalaandAvouma)asofSeptember 30, 2022 ranged from 14,440 – 19,670 barrels of oil per day (BOPD). The fluctuations in the daily production were due to the following: 1) rig operations at Southeast Etame/North Tchibala (SEENT) PlatforminJuly,and2)platformreconfigurationworksatEtamePlatforminAugust.

The Etame Marin consortium is currently undertaking a 4-well drilling program, expected to boost daily production levels above ~20,000 BOPD and sustain economic life of the Etame Marin field. Facility reconfiguration works are being completed in parallel for the hook-up and commissioning of the new Floating, Storage and Offloading (FSO) vessel Teli, which will replace the outgoing Petroleo Nautipa FloatingProduction,StorageandOffloading(FPSO)vesselinearly-October2022.

Thetotal cargo lifted by theconsortiumin Q32022 amounted to 1.43 Million barrels of oil (MMBO). To date,theEtameMarinFieldhasproduced~129MMBOsinceinceptionin2002.

PhilippineOperations

ServiceContract14C2–WestLinapacan,NorthwestPalawan

For the quarter, the SC 14C2 consortium proceeded with a third-party technical evaluation of the West LinapacanAandBfields,toassesspotentialproductionopportunities.

ServiceContract75–OffshoreNorthwestPalawan

The Department of Energy (DOE) has yet to respond to Operator PXP Energy’s April 11, 2022 letter on thesuspensionofoffshoreexplorationactivities,includingtheprogrammed3Dseismicacquisitionsurvey, andthedeclarationofaneventofForceMajeureunder SC75asaresultofthesaidsuspension.

SummaryofPetroleumProperties:

TheCompany derives itspetroleumrevenuesfromitsGabonOperations. All contractual obligations with the Gabonese Government are complied with. One of the Company’s petroleum Service Contracts in the Philippines (SC 75) is in exploration stage and one (SC 14C2) contract is beingfarmed outto reduce risk inherenttothebusiness.

B.RENEWABLEENERGYPROJECTS

MaibararaGeothermalPowerProject

The20-MWMaibarara-1(MGPP-1)and12-MWMaibarara-2(MGPP-2)GeothermalPowerPlantsareon continuous operations. From July 01 – September 30, 2022, the combined net exported output is 49,577 MWh(32,561MWhfromMGPP-1and17,017MWhfromMGPP-2).

After workover operationson MGPP-2 production well MB-15Din June2022,new productionwell MB18DwasdrilledinSeptember2022.

NabasWindPowerProject

The36-MWNabas-1WindPowerPlant(NWPP-1)hasbeenoperatingnormally,andfortheperiodofJuly 01–September30,2022,thetotalnetenergyexportedtothegridreached12,492MWh.

For the planned 14-MW Nabas-2 Wind Power Project (NWPP-2), PetroWind Energy Inc. (PWEI) is carrying out thefollowing on-goingactivities; namely 1) finalization of major construction contracts, and 2)finallandleaseagreementonturbinetowersites.

OnSeptember28,2022,theDOEissuedtoPWEIitsCertificateofAwardforwinningthe20-MWVisayas windallocationoftheDOE’sGreenEnergyAuctionProgram(GEAP)fortheNWPP-2.

TarlacSolarPowerProject

The50-MWDC Tarlac-1(TSPP-1) and20-MWDC Tarlac-2(TSPP-2) SolarPower Plantsareoncontinuous operations.FromJuly01–September30,2022,thecombinednetexportedoutputis22,525MWh(15,835 MWhfromTSPP-1and6,689MWhfromTSPP-2).

PuertoPrincesaSolarPowerProject

PGECisstillexploringalternativeofftakearrangementsforthisproject.

SanVicenteWindHybridPowerProject

From July 01 – September 30, 2022, PetroGreen Energy Corp. (PGEC) is continuing with the wind measurement campaign for the San Vicente Wind Hybrid Power Project (SVWHPP), to assess the longtermwindresourcetosupportapotentialwind-hybridpowerprojectinSanVicente.

BugallonSolarPowerProject

PGECcompletedtheDistributionImpactStudy(DIS)fortheBugallonSolarPowerProject(BSPP),which iscurrentlybeingreviewedbyCentralPangasinanElectricCooperative(CENPELCO),awaitingapproval andofficialendorsementtotheNationalElectrificationAdministration(NEA)

PGEC also secured the Certificate of Non-Overlap (CNO) from the National Commission on Indigenous Peoples (NCIP) for the project, confirming that the project site is outside any ancestral domain and free fromanytribalclaims.PGECisalsoawaitingtheissuanceoftheprojectendorsementfromthePangasinan SangguniangPanlalawigan(SP),followingaprojectpresentationlastSeptember19.

DagohoySolarPowerProject

On September 27, 2022, PGEC held a ceremonial project launch for the planned Dagohoy Solar Power Project (DSPP) in Brgy. SanVicente, Dagohoy, Bohol. Theevent, witnessed byPGECsenior executives, Bohol Governor Hon. Aris Aumentado, Dagohoy Mayor Hon. Hermie Relampagos and other local officials,involvedthesymboliccapsulelayingoftheproject’sconceptualdesigns.

Meanwhile, PGEC is currently evaluating proposals for site development works on the project site while theprojectisstillqueuedwithNGCPfortheSystemImpactStudy(SIS).

Planofoperationsforthenext12months:

Gabon,WestAfrica

Crude production will continue from the existing and newly-drilled wells, as the Gabon Consortium is currentlyfirmingupthe most feasible Integrated Field Development Plan (IFDP) to extract theremaining recoverableoilvolumesuntilatleast2028.

SC14C2-WestLinapacan,NorthwestPalawan

OperatorPhilodrillwillconductfurtherG&Gactivitiestovalidatethefeasibilityofextractingtheremaining recoverablevolumesinWest Linapacan.

SC75-OffshoreNorthwestPalawan

TheSC75consortiumisawaitingfurtherinstructionsfromtheDOEoverthesuspended3Dseismicsurvey.

MaibararaGeothermalPowerProject

PowergenerationfrombothMaibarara-1andMaibarara-2willcontinue.

NabasWindPowerProject

Thewindfarmwill beincontinuousoperation.Fortheproject’s14-MWPhase2,remainingtasksonEPC contractfinalizationandlandleasearrangementswillcontinue.

TarlacSolarPowerProject

TSPP-1andTSPP-2willcontinuetosupplyelectricitytothegrid.

PuertoPrincesaSolarPowerProject

PGECisexploringalternativeofftakearrangementsforthisproject.

SanVicenteWindHybridPowerProject

PGEC will continue with pre-development activities, consisting of: 1) Wind measurement campaign, 2) LGUandregulatorypermittingworks,and3)technicalandeconomicfeasibilityworksforapotentialwindhybridsysteminSanVicente.

BugallonSolarPowerProject

PGEC is continuing with negotiations with the EPC contractor to finalize the project specifications for BSPP.

DagohoySolarPowerProject

PGECiscontinuingwithinitialsiteworksandotherpertinent permitsforDSPP.

PARTII-OtherInformation

The Company has no other information that need to be disclosed other than disclosures made under SEC Form17-C(ifany).

PETROENERGYRESOURCESCORPORATIONANDSUBSIDIARIES

SUPPLEMENTARYINFORMATIONANDDISCLOSURESREQUIREDON REVISEDSRCRULE68 SEPTEMBER30,2022

PhilippineSecuritiesandExchangeCommission(SEC)issuedtherevisedSecuritiesRegulationCodeRule SRCRule68whichconsolidatesthetwoseparaterulesandlabeledintheamendmentas“PartI”and“Part II”, respectively. It also prescribed the additional information and schedule requirements for issuers of securitiestothepublic.

Belowarethe additional information andschedules required byRevisedSRCRule 68 that arerelevant to theGroup.Thisinformationispresentedforpurposes offilingwith theSECand isnot requiredaspartof thebasicfinancialstatements.

ScheduleA.FinancialAssets

TheGroup isnot required todisclose thefinancialassetsinequitysecuritiesasthetotalfinancial assetsat fairvaluethroughprofitandlosssecuritiesamountingtoP =7.22milliondonotconstitute5%ormoreofthe totalcurrentassetsof theGroupasatSeptember30,2022.

Schedule B. Amounts Receivable from Directors, Officers, Employees, Related Parties andPrincipalStockholders(OtherthanRelatedParties)

As of September 30, 2022, there are no amounts receivable from directors, officers, employees, related partiesandprincipalstockholdersthataggregateseachtomorethanP =100,000or1%oftotal assetswhicheverisless.

Schedule C. Amounts Receivable from Related Parties which are Eliminated during the Consolidation of FinancialStatements

Thefollowingisthescheduleofreceivablesfromrelatedparties,whichareeliminatedintheconsolidated financialstatementsasatSeptember30,2022:

PleaserefertoNote25oftheConsolidatedFinancialStatements.

ScheduleD.Long-termDebt

PleaserefertotheConsolidatedAuditedFinancialStatement,Note17fordetailsoftheloans.

ScheduleE.IndebtednesstoRelatedParties(Long-TermLoansfromRelatedCompanies)

TheGrouphasnooutstandinglong-termindebtednesstorelatedpartiesasofSeptember30,2022.

ScheduleF.GuaranteesofSecuritiesofOtherIssuers

TheGroupdoesnothaveguaranteesofsecuritiesofotherissuersasofSeptember30,2022.

ScheduleG.Capital Stock

PETROENERGYRESOURCESCORPORATIONANDSUBSIDIARIES

SCHEDULEOFFINANCIALSOUNDNESSINDICATORS

AS OFSEPTEMBER 30,2022ANDDECEMBER 31, 2021

*Interest expense is capitalized as part of the construction-in-progress account under PPE.

**Earnings before interest, taxes, depreciation and amortization (EBITDA)

PETROENERGYRESOURCESCORPORATION

SCHEDULE OFRETAINED EARNINGSAVAILABLEFORDIVIDEND DECLARATION

PETROENERGY

RESOURCESCORPORATION REPORTONSROPROCEEDS

September30,2022

On July 26, 2017, at the BOD meeting, the Parent Company was authorized to raise approximately one billion pesos (P=1,000,000,000) in capital, by offering and issuing to all eligible stockholders as of record date, the rights to subscribe up to all of the existing unissued common shares of the Parent Company (“ StockRightsOffer”).

OnSeptember29,2017,theParentCompanyfileditsapplicationforthelistingandtradingofrightsshares withthePSE.OnDecember13,2017,thePSEapprovedtheapplicationtolisttheRightsShares.

The rights offer entitled eligible stockholders as of record date of January 12, 2018 to subscribe to one rightsshareforevery2.6sharesheldatanofferpriceofP =4.80pershare.

The rights offer was undertaken in January 22 to 26, 2018. Following the close of the offer period, the ParentCompanysuccessfullycompletedthestock rightsofferfor 157,975,512 commonshareswith gross proceedsofP =758.28millionandwassubsequentlylistedonthePSEonFebruary2,2018.

The proceeds from the stock rights offer will be used for the development and expansion plans of the Group’srenewableenergyprojectsandgeneralcorporaterequirements.

Thetablebelowshowsthegrossandnetproceeds;eachexpenditureitemwheretheproceedswereused:

PETROENERGYRESOURCESCORPORATIONANDSUBSIDIARIES MAP OFRELATIONSHIPSOFTHECOMPANIESWITHINTHEGROUP

BelowisamapshowingtherelationshipbetweenandamongtheGroupanditssubsidiariesasof September30,2022:

November 14, 2022