ANNUAL
REPORT
INCORPORATING
APPENDIX 4E
Annual Report 2022
This Annual Report 2022 is a summary of Woodside’s operations
and activities for the 12-month period ended 31 December 2022
and financial position as at 31 December 2022. Woodside
Energy Group Ltd (ABN 55 004 898 962) is the ultimate holding
company of the Woodside group of companies. In this report,
unless otherwise stated, references to ‘Woodside’, the ‘Group’,
the ‘company’, ‘we’, ‘us’ and ‘our’ refer to Woodside Energy
Group Ltd and its controlled entities, as a whole. The text does
not distinguish between the activities of the ultimate holding
company and those of its controlled entities. In this report,
references to a year are to the calendar and financial year ended
31 December 2022 unless otherwise stated.
All dollar figures are expressed in US currency, Woodside share,
unless otherwise stated.
On the cover
Export jetty, Karratha Gas Plant.
Forward-looking statements
This report contains forward-looking statements, greenhouse
gas emissions data, industry, market and competitive position
data and Woodside’s Financial Statements. Please refer to
section 6.9 - Information about this report for important
cautionary information relating to these matters.
Non-IFRS measures
Certain parts of this report contain financial measures that have
not been prepared in accordance with International Financial
Reporting Standards (IFRS) and are also ‘non-GAAP financial
measures’ (as defined in Item 10(e) of Regulation S-K under the
US Securities Act of 1933, as amended). Refer to section 6.7 -
Alternative performance measures for a reconciliation of these
measures to Woodside’s Financial Statements. These non-IFRS
financial measures are defined in section 6.8 - Glossary, units of
measure and conversion factors of this report.
Sustainable Development Report 2022 and
Climate Report 2022
A summary of Woodside’s sustainability approach, health and
safety performance and other information for the 12-month
period ended 31 December 2022 is included in our Sustainable
Development Report 2022.
A summary of Woodside’s climate change approach for the
12-month period ended 31 December 2022 is included in our
Climate Report 2022.
The Annual Report, Sustainable Development Report and
Climate Report together provide a complementary review of
Woodside’s business.
Acknowledging Country
Woodside recognises Aboriginal and Torres Strait Islander
peoples as Australia’s first peoples. We acknowledge the unique
connection that First Nations people have to land, waters and
the environment. We extend this recognition and respect to First
Nations peoples and communities around the world.
We are working with Green Reports™ on an initiative
ensuring that communications minimise environmental
impact and create a more sustainable future for the
community.
Appendix 4E
2022 2021
Results for announcement to the market
Revenue from ordinary activities Increased 142% to US$16,817 US$6,962 million
Profit from ordinary activities after tax attributable to members Increased 228% to US$6,498 US$1,983 million
Net profit for the period attributable to members Increased 228% to US$6,498 US$1,983 million
Dividends Amount Franked amount per security
Final dividend (US cents per share) Ordinary 144¢ Ordinary 144¢
Interim dividend (US cents per share) Ordinary 109¢ Ordinary 109¢
None of the dividends are foreign sourced
Previous corresponding period:
Final dividend (US cents per share) Ordinary 105¢ Ordinary 105¢
Interim dividend (US cents per share) Ordinary 30¢ Ordinary 30¢
Ex-dividend date 8 March 2023
Record date for determining entitlements to the final dividend 9 March 2023
Payment date for the final dividend 5 April 2023
31 December 2022 31 December 2021
Net tangible asset per ordinary security
1,2
$16.68 $13.86
1. Includes lease assets of $1,264 million and lease liabilities of $1,634 million (2021: $1,080 million and $1,367 million) as a result of AASB 16 Leases.
2. This is an alternative performance measure (APM) which is a non-IFRS measure that is unaudited. Woodside believes this non-IFRS measure provides useful performance information, however
it should not be considered as an indication of, or as a substitute for, statutory measures as an indicator of actual operating performance (such as net profit after tax or net cash from operating
activities) or any other measure of financial performance or position presented in accordance with IFRS. For more information on non-IFRS measures, including reconciliations to Woodside’s
Financial Statements, refer to section 6.7 - Alternative performance measures.
ii
| Annual Report 2022
Contents
1. Overview 4
1.1 About Woodside 4
1.2 2022 achievements 5
1.3 2022 summary 6
1.4 Chair’s report 8
1.5 Chief Executive Ocer’s report 10
1.6 Focus areas 12
1.7 Merger with BHP Petroleum 14
2. Financial performance and strategy 15
2.1 Financial overview 15
2.2 Strategy and capital management 18
2.3 Energy markets 21
2.4 Business model and value chain 22
3. Our business 23
3.1 Australian operations 23
3.2 International operations 25
3.3 Marketing and trading 26
3.4 Projects 27
3.5 Exploration and development 29
3.6 New energy and carbon solutions 30
3.7 Climate and sustainability 32
3.8 Risk factors 33
3.9 Reserves and Resources Statement 41
4. Governance 50
4.1 Corporate Governance Statement 50
Corporate governance at Woodside 50
Board of directors 51
Board committees 59
Executive Leadership Team 62
Promoting responsible and ethical behaviour 64
Risk management and internal control 66
Inclusion and diversity 67
Other governance disclosures 69
Shareholders 70
4.2 Directors’ report 71
4.3 Remuneration Report 75
Committee Chair’s letter 76
Remuneration Report (audited) 78
Glossary 98
5. Financial Statements 99
5.1 Financial Statements 99
6. Additional Information 165
6.1 Supplementary information on oil and gas - unaudited 165
6.2 Three-year financial analysis 171
6.3 Additional disclosures 176
6.4 Shareholder statistics 183
6.5 Business directory 193
6.6 Asset facts 194
6.7 Alternative performance measures 198
6.8 Glossary, units of measure and conversion factors 201
6.9 Information about this report 204
6.10 Ten-year comparative data summary 206
iiiWoodside Energy Group Ltd |
SECTION 1: OVERVIEW
1. For Woodside, a lower carbon portfolio is one from which the net equity scope 1 and 2 greenhouse gas emissions, which includes the use of osets, are being reduced towards
targets, and into which new energy products and lower carbon services are planned to be introduced as a complement to existing and new investments in oil and gas. Our Climate
Policy sets out the principles that we believe will assist us achieve this aim.
2. Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions
over 2016-2020 and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
3. Net equity greenhouse gas emissions are equal to Woodside’s equity share of gross greenhouse gas emissions reduced by the number of retired carbon credits.
4. Individual investment decisions are subject to Woodside’s investment targets. Not guidance. Potentially includes both organic and inorganic investment.
SECTION 1.1
About Woodside
We are a global energy company, founded in Australia with a spirit of
innovation and determination.
The world needs energy that is aordable, reliable and
lower carbon to support a successful energy transition. We
provide energy to heat and cool homes, keep lights on and
support industry.
We aim to thrive through the global energy transition with
a low cost, lower carbon, profitable, resilient and diversified
portfolio.
1
The merger with BHP’s petroleum business has increased
the scale and diversification of our global portfolio, which
includes oil and gas assets and interests in Australia, the
Gulf of Mexico, the Caribbean, Senegal and Timor-Leste.
We also have a focused exploration program.
Our focus in operations remains on safety, reliability,
eciency and environmental performance, leveraging
more than 35 years of operating experience.
We have growth opportunities across gas, oil and new
energy.
Woodside has several projects currently in execution
phase. The Scarborough and Pluto Train 2 projects in
Australia achieved a positive final investment decision
(FID) in November 2021 and are targeting first LNG cargo
in 2026. In Senegal, the Sangomar Field Development
Phase 1 is targeting first oil in late 2023. In the US Gulf of
Mexico, Shenzi North, a brownfield expansion of the Shenzi
oil project, is targeting first oil in 2024 and Mad Dog Phase
2, a development of the southern flank of the Mad Dog
field, is targeting start up in 2023. Woodside completed
front-end engineering design (FEED) for the Trion oil
project in 2022 and is aiming to be FID-ready in 2023.
Our marketing, trading and shipping activities enable us
to supply a diverse range of customers from our recently
expanded global portfolio.
Our climate strategy has two key elements: reducing
our net equity Scope 1 and 2 greenhouse gas emissions;
and investing in the products and services to help our
customers secure their energy needs and reduce their
emissions. We have targets to reduce our net equity Scope
1 and 2 greenhouse gas emissions by 15% by 2025 and 30%
by 2030, towards our aspiration to achieve net zero by
2050 or sooner.
2,3
We also have a target to invest $5 billion in new energy
products and lower carbon services by 2030.
4
Our new energy opportunities include the proposed
hydrogen and ammonia projects H2Perth and H2TAS in
Australia, and the proposed hydrogen projects H2OK in the
US and Southern Green Hydrogen in New Zealand.
We take a disciplined and prudent approach to investment
through our capital allocation framework, with the goal
to manage financial risks and maintain a resilient financial
position to allow us to optimise the value delivered from
our portfolio of opportunities.
Integrity, accountability and transparency drive our
environmental, social and governance (ESG) aspirations
and guide decision making at all levels of our business.
We strive to operate responsibly across our business
activities. Enduring and meaningful relationships with
communities are fundamental to our social performance.
We recognise that our success is driven by our people and
our culture. We value diversity and we strive to keep each
other safe.
4 | Annual Report 2022
» Merged with BHP’s
petroleum business.
» Continued project
execution of
Scarborough and
Sangomar Field
Development Phase 1.
» Completed sell down
of Pluto Train 2.
» Awarded H2OK
contracts for
alkaline electrolyser
equipment and
liquefaction units in
support of targeted
FID readiness in 2023.
NET PROFIT AFTER TAX
$
6.5
billion
SECTION 1.2
2022 achievements
UNDERLYING NET PROFIT AFTER TAX
1
$
5. 2
billion
PRODUCTION VOLUME
2
157.7
MMboe
OPERATING REVENUE
$
16.8
billion
FULL-YEAR DIVIDEND
253
US cps
FREE CASH FLOW
1,3
$
6.5
billion
DELIVERING ON OUR COMMITMENTS
142%
87%
669%
223%
73%
1. This is an alternative performance measure (APM) which is a non-IFRS measure that is unaudited. Woodside believes this non-IFRS measure provides useful performance information, however
it should not be considered as an indication of, or as a substitute for, statutory measures as an indicator of actual operating performance (such as net profit after tax or net cash from operating
activities) or any other measure of financial performance or position presented in accordance with IFRS. For more information on non-IFRS measures, including reconciliations to Woodside’s Financial
Statements, refer to section 6.7 - Alternative performance measures.
2. Includes production of 156.8 MMboe from Woodside reserves and 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the Pluto-KGP Interconnector.
3. Free cash flow of $6.5 billion includes the impact of collateral payments of $506 million against hedging activities. Without the collateral payments operating cash flow would be $9.3 billion and free
cash flow would be $7.1 billion.
228%
5Woodside Energy Group Ltd |
SECTION 1.3
2022 summary
Completed the transformational merger with BHP's petroleum business, delivered
record profit and production, and further strengthened the balance sheet.
Creating value
We delivered a record reported NPAT
of $6,498 million, underpinned by the
merger with BHP's petroleum business,
increased market oil and gas prices and
strong operational performance.
Earnings per share increased by 109%
to 430 US cents per share (cps) and
our full-year fully franked total dividend
increased by 87% to 253 US cps.
Financial strength
Our low level of net debt of $583 million
and gearing of 1.6%, below our target
gearing range of 10-20%, positions our
balance sheet for our expected future
capital expenditure.
2
Had the 2022 final
dividend been paid on 31 December 2022,
our gearing would increase to 9.0%.
We maintained our investment grade
credit rating and ended the period with
more than $10 billion of liquidity.
Consistent operations
Our operations maintained strong LNG
reliability. Total recordable injury rate
(TRIR) increased to 1.80 per million work
hours.
Our production cost and unit production
cost (UPC) increased following the
merger and start-up of the KGP-Pluto
Interconnector.
Woodside continues to be recognised for
strong sustainability performance.
Production
1
91.4
89.6
100.3
91.1
157.7
2018 2019 2020 2021 2022
MMboe
Reported net profit
after tax (NPAT)
1,364
343
1,983
6,498
(4,028)
2018 2019 2020 2021 2022
$ million
LNG reliability
TRIR is the total recordable injury rate per million work hours.
97.3
93.7
97.7 98.5
97.6
2018 2019 2020 2021 2022
Safety
2018 2019 2020 2021 2022
1.32
0.90
0.88
1.74
1.80
TRIR
Contractors
Employees
11
8
19
24
21
2
3 3
8
6
Gearing
2
12.1
14.4
21.9
1.6
24.4
2018 2019 2020 2021 2022
%%
Total recordable injuries
Liquidity
2018 2019 2020 2021 2022
$ million
3,918
6,952
6,125
10,239
6,704
1. Includes production of 156.8 MMboe from Woodside reserves and 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the Pluto-KGP Interconnector.
2. This is an alternative performance measure (APM) which is a non-IFRS measure that is unaudited. Woodside believes this non-IFRS measure provides useful performance information, however it should not be considered as an
indication of, or as a substitute for, statutory measures as an indicator of actual operating performance (such as net profit after tax or net cash from operating activities) or any other measure of financial performance or position
presented in accordance with IFRS. For more information on non-IFRS measures, including reconciliations to Woodside’s Financial Statements, refer to section 6.7 - Alternative performance measures.
3. As of 2022, Woodside received a Morgan Stanley Capital Internationals ESG Rating of AAA. Refer to the disclaimer on page 11 of the Sustainable Development Report 2022.
4. In October 2022, Woodside Energy Group Ltd received an ESG Risk Rating of 31.6 and was assessed by Sustainalytics to be at high risk of experiencing material financial impacts from ESG factors. Copyright ©2022 Sustainalytics.
All rights reserved. This publication contains information developed by Sustainalytics (www.sustainalytics.com). Such information and data are proprietary of Sustainalytics and/or its third-party suppliers (Third Party Data) and are
provided for informational purposes only. They do not constitute an endorsement of any product or project, nor an investment advice and are not warranted to be complete, timely, accurate or suitable for a particular purpose. Their
use is subject to conditions available at https://www.sustainalytics.com/legal-disclaimers.
6 | Annual Report 2022
Operating revenue
5,240
4,873
3,600
6,962
16,817
2018 2019 2020 2021 2022
$ million
Sales volume
89.2
97.4
106.8
111.6
168.9
2018 2019 2020 2021 2022
MMboe
Unit production
cost ($/boe)
BHP Petroleum
production cost
($ million)
WDS production
cost ($ million)
Interconnector
production cost
($ million)
Production cost
5.1
5.7
4.8
5.3
2018 2019 2020 2021 2022
Morgan Stanley
Capital International
3
Sustainalytics
4
Net debt
2
2,397
2,791
3,888
3,772
583
2018 2019 2020 2021 2022
$ million
Credit ratings
BBB+
S&P Global
Baa1
Moody’s
465
505
478
481
591
486
204
8.1
FULL-YEAR DIVIDEND
253
US cps
87%
EARNINGS PER SHARE
430
US cps
109%
RETURN ON EQUITY
17.9
%
3%
RETURN ON AVERAGE
CAPITAL EMPLOYED
25
%
9%
SHAREHOLDER
OUTCOMES
* Refer to Sustainable Development Report 2022
for ESG ratings.
All footnotes related to this page are displayed on the previous page.
7
Woodside Energy Group Ltd |
SECTION 1.4
Chair’s report
On behalf of the Board, I am pleased to report that 2022 was an historic year for
Woodside. We successfully completed the merger with BHP’s petroleum business,
delivered record profit and became an even more significant supplier of energy to a
world that needs it.
The combination of sustained high oil and gas prices coupled
with strong operational performance from our enlarged
portfolio contributed to a record reported annual net profit
after tax of $6,498 million. We are well positioned for major
capital investment through 2023 and 2024 and to return value
to shareholders. The Board has determined a fully-franked final
dividend of 144 US cents per share, resulting in a total full-year
dividend of 253 US cents per share.
Our merger with BHP’s petroleum business was completed
in June 2022, after gaining the approval of 98.7% of the
shareholders who voted on the transaction. The merger was a
momentous point in Woodside’s history. It brought together
the best of both organisations to create the largest energy
company listed on the Australian Securities Exchange and we
subsequently commenced trading with secondary listings on the
London Stock Exchange and the New York Stock Exchange. As a
global independent energy company, we have the scale, diversity
and resilience to provide value to shareholders and thrive
through the energy transition.
The past year was marked by turmoil in global energy markets,
with the impact of Russia’s invasion of Ukraine highlighting the
importance of energy security and aordability as the world
transitions to a lower carbon energy mix. An orderly energy
transition requires solutions that balance these three elements.
Forecasts indicate that the energy transition is unlikely to be
smooth and linear. An enormous amount of investment is
required in the coming decades to meet growing global demand,
particularly in developing economies with populations who are
aspiring for an improved quality of life and access to reliable
energy. The global energy transition could take a range of
dierent pathways, and many pathways modelled include strong
demand for natural gas. In order to embed new forms of energy
into the mix, the world will need to build almost entirely new
supply chains, whilst striving to maintain uninterrupted supply.
Woodside’s strategy in response to this challenge is unchanged.
We are focused on delivering reliable, aordable and lower
carbon energy today and into the future.
We intend to do this from our low cost, resilient, diversified and
profitable portfolio that enables us to adapt to the choices our
customers make as they also navigate the energy transition.
We will continue to work cooperatively with governments and
regulators as we deliver this energy, noting the importance of
stable policy settings to encourage investment in new supply
and reduce market volatility during this transition.
Delivering energy safely remains Woodside’s top priority. Our
personal safety outcomes in 2022 failed to improve against the
disappointing result in 2021. It is imperative we improve this in
2023.
We maintained high operational and process safety performance
both in Australia and globally as we integrated new assets and
personnel following the merger.
Good progress has also been made on our key growth projects
in 2022. Our Scarborough project in Australia is on track for first
LNG cargo in 2026 and the Sangomar development oshore
Senegal is expected to deliver first oil late 2023.
The completion of the merger also brought an expanded
development opportunity portfolio across oil, gas and new
energy. We have never had so many opportunities competing for
capital, and we are focused on high grading those opportunities
that will deliver the most value in accordance with our capital
allocation framework.
Opportunities in the oil portfolio that we are looking to unlock
include Trion, one of Mexico’s first deepwater developments, and
infill and tieback opportunities to Atlantis, Shenzi and Mad Dog
in the US Gulf of Mexico.
In gas, our opportunities include Calypso in Trinidad and Tobago,
Browse o the west coast of Australia, and Greater Sunrise in the
Timor Sea between Australia and Timor-Leste.
Woodside is also progressing opportunities in new energy
products, such as hydrogen and ammonia, and technologies
our customers need as they reduce their own emissions. We
are leveraging nearly four decades of experience as a safe and
reliable producer as we pursue these new energy opportunities.
8 | Annual Report 2022
The merger was a momentous
point in Woodside’s history. It
brought together the best of both
organisations to create the largest
energy company listed on the
Australian Securities Exchange
and we subsequently commenced
trading with secondary listings on
the London Stock Exchange and the
New York Stock Exchange.
—
Richard Goyder, AO
To date, Woodside has spent US$100 million towards our target
to invest US$5 billion in new energy products and lower carbon
services by 2030, including ordering key equipment for the
proposed H2OK hydrogen project in Oklahoma in the United
States. We are targeting our first new energy final investment
decision at H2OK in 2023.
1
We continue to make progress towards our 2025 and 2030
net equity Scope 1 and 2 greenhouse gas emissions reduction
targets.
2,3
On behalf of the Board, I would like to thank the entire Woodside
team for an excellent performance in 2022 and CEO Meg O’Neill
for her outstanding leadership. In a year of significant change,
our people have delivered impressive operational results
and strong progress on our growth projects and new energy
opportunities.
My thanks also go to my Board colleagues, who have been
tireless in their support of Woodside’s purpose and strategic
objectives. As a Board, we value the ongoing support of our
shareholders and are pleased to be able to reward that trust by
delivering increased returns to you in 2022.
Richard Goyder, AO
Chair of the Board
27 February 2023
1. Individual investment decisions are subject to Woodside’s investment targets. Not guidance. Potentially includes both organic and inorganic investment.
2. Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020
and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
3. Net equity greenhouse gas emissions are equal to Woodside’s equity share of gross greenhouse gas emissions reduced by the number of retired carbon credits.
9
Woodside Energy Group Ltd |
SECTION 1.5
Chief Executive Ocer’s report
The past year has been truly transformative for Woodside. The merged company has
delivered record profit driven by our larger, geographically diverse portfolio of high-
quality assets, and made significant progress on our growth projects.
In 2022 Woodside reported net profit after tax of $6,498 million,
driven by higher oil and gas prices and strong operational
performance from our global assets. Operating cash flow
increased by 132% to $8,811 million, strengthening Woodside’s
ability to fund our growth projects over the coming years and
supporting returns to shareholders.
We completed the merger with BHP’s petroleum business in
June 2022, increasing Woodside’s scale, diversity and financial
resilience and positioning us to implement our strategy to thrive
through the energy transition.
Woodside’s subsequent secondary listings on the London and
New York stock exchanges provided a greater global presence
and improved access to deep capital markets.
Woodside has implemented initiatives to deliver greater
than US$400 million annual synergies ahead of target.
1
The global energy security and aordability crises that unfolded
in 2022 resulted in unprecedented market volatility and shone
a spotlight on the challenge we all face as we strive to maintain
and improve global standards of living while reducing our
emissions. But what we can be confident of is that global
energy demand will continue to grow as the more than one
billion people who don’t currently have access to reliable and
aordable energy pursue aspirations for the same quality of life
that we enjoy.
That demand, and the role gas can play as a lower carbon source
of the energy the world needs, underpins our confidence in the
strategy we have set out and are pursuing. Liquefied natural gas
(LNG) is making a significant contribution to both global energy
security and decarbonisation. LNG is an important enabler for
increased renewables build-out, providing the baseload and
firming capacity required to address the intermittency of solar
and wind power.
The world’s demand for oil is also forecast to remain strong for
the next two decades in applications such as power generation,
transportation, manufacturing and other hard-to-abate sectors.
Post-merger, Woodside’s increased exposure to oil, which now
contributes approximately 30% of our production, is expected to
generate significant cash flow that will help fund our investments
in both conventional and new energy.
Delivering energy safely remains Woodside’s top priority and in
2022 we disappointingly recognised a total recordable injury rate
(TRIR) higher than target. Improving the safety performance
of our workforce will be a key focus area in 2023.
We continued to achieve high reliability across Woodside’s
operated assets in 2022.
When a supply crunch hit the eastern Australian energy market
in mid-year due to coal-fired power outages and a drop o in
renewables, Woodside played its part by delivering as many
molecules of its Bass Strait gas as possible to customers who
needed it.
In Western Australia, the successful start-up of the Pluto-
Karratha Gas Plant (KGP) Interconnector pipeline enabled
the accelerated production of 9.4 MMboe of Pluto gas using
emerging spare capacity at KGP.
Our international portfolio across the US Gulf of Mexico and
the Caribbean now includes interests in Shenzi, Atlantis, Mad
Dog, Angostura and Ruby. These low cost producing assets
have significant expansion potential in close proximity to
infrastructure and attractive markets.
We are investing in projects that will deliver production and
revenue for decades to come, providing a bright future for
Woodside.
At the Sangomar field in Senegal, the subsea installation
campaign got underway and development drilling progressed,
with seven of the planned 23 wells now complete. Work to
complete and commission Sangomar’s floating production
storage and ooading facility is currently underway in Singapore
ahead of targeted first oil towards the end of 2023.
Our Scarborough and Pluto Train 2 projects combined were
25% complete at year-end and remain on track for targeted
first LNG cargo in 2026. In 2022, fabrication of the floating
production unit topsides commenced, subsea trees were
delivered, pipeline manufacturing commenced, and we also
completed the first stage of the Pluto Train 2 construction
accommodation village in Karratha.
Meanwhile, Woodside’s pipeline of unsanctioned conventional
energy developments continued to be matured. These include
the Trion field oshore Mexico, where we have completed
front-end engineering design activities, issued tender packages
for competitive bids and are working on regulatory approval
submissions. We are aiming to be ready for a final investment
decision on Trion in 2023.
10 | Annual Report 2022
We are investing in projects that will
deliver production and revenue for
decades to come, providing a bright
future for Woodside.
—
Meg O’Neill
There has also been progress on the proposed Browse
project with the publication of the final Environmental Impact
Statement. At Sunrise in the Timor Sea, the joint venture has
agreed to undertake concept select studies while negotiations
continue between the governments of Timor-Leste and Australia
and the project proponents to agree a new production sharing
contract. At Calypso in the Caribbean, we are focused on
identifying the development concept and required commercial
alignment.
Woodside is managing our net equity Scope 1 and 2 greenhouse
gas emissions and investing in the products and services our
customers need to decarbonise.
In 2022, we achieved an 11% reduction in net equity Scope 1 and
2 emissions against our 2016-2020 starting base.
2
Our heritage
Woodside-operated assets developed decarbonisation plans
to identify and implement opportunities to reduce emissions,
and similar plans are expected to be developed this year for the
heritage BHP operated assets.
3
We have made progress on our hydrogen and ammonia
opportunities. At our most advanced, H2OK in Oklahoma in the
United States, we are aiming to be ready for a final investment
decision in 2023.
Woodside is developing a suite of carbon initiatives that could
be used as services to customers or to reduce and oset our
own emissions. In 2022 we were awarded multiple oshore
greenhouse gas assessment permits for future carbon capture
and storage opportunities. We also developed multiple
relationships to collaborate on technologies which convert
carbon to useful products.
Our record profit in 2022 also means we are delivering strong
returns through our payments to governments in Australia. Our
total Australian tax and royalty payments of A$2.7 billion in 2022
demonstrates that when Woodside and our industry performs
well, our contribution to government revenue is significant.
I am proud to reflect on an incredible year for Woodside, in
which our people achieved outstanding results while adapting to
significant change.
Woodside’s roots remain in Australia, but in 2022 we have
become a truly global business. I look forward in 2023 to the
new Woodside continuing to deliver what we have promised for
our shareholders, employees, partners and communities as we
execute our strategy to thrive through the energy transition.
Meg O’Neill
Chief Executive Ocer and Managing Director
27 February 2023
1. Pre-tax 100% basis. Excluding transition and separation costs. Net of any expected ongoing cost increases as a result of the merger.
2. Woodside’s net emissions reduction targets are for net equity Scope 1 and 2 greenhouse gas emissions, with a targeted reduction of 15% by 2025, 30% by 2030, with an aspiration of net zero by 2050.
Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020
and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
3. Heritage Woodside refers to Woodside’s assets prior to the merger with BHP’s petroleum business. Heritage BHP refers to the assets acquired through the merger with BHP’s petroleum business.
11
Woodside Energy Group Ltd |
H2Perth
Scarborough
Ngujima-Yin
FPSO
Okha FPSO
Wheatstone*/
Julimar-Brunello
North West
Shelf Project
Senegal
› Sangomar
East coast
Australia
› Bass Strait*
Timor-Leste
/Australia
› Sunrise
Caribbean
› Angostura
› Ruby
› Calypso
Pluto
Western
Australia
Browse
Timor Sea
Gulf Mexico
Shenzi
Mad Dog*
Atlantis*
Trion
Perth
Woodside
headquarters
› Pluto LNG
› Karratha Gas Plant
Karratha
› Macedon Gas Plant
› Wheatstone
Onslow
Pyrenees
FPSO
Macedon
H2Perth
H2TAS
Tokyo
Seoul
Singapore
Beijing
Melbourne
Southern
Green Hydrogen*
H2OK
Heliogen*
Gulf of
Mexico
› Shenzi
› Atlantis*
› Mad Dog*
› Trion
Western
Australia
› Pluto
› North West Shelf
› Wheatstone*/Julimar-Brunello
› Okha FPSO
› Ngujima-Yin FPSO
› Pyrenees FPSO
› Macedon
› Scarborough
› Browse
Houston
Houston
Perth
Refer to section 6.6 - Asset facts for
further detail on Woodside’s interests.
Primary product Phase
Gas Producing assets
Oil Projects
New energy opportunity
1
Developments
1
Key
* Non-operated.
1. Subject to FID and regulatory approvals.
2. Denotes marketing oces.
3. Denotes representative and liaison oces.
4. Natural gas liquids.
SECTION 1.6
Focus areas
Product share of
2022 annual production
LNG
(54%)
Pipeline
gas (18%)
NGLs
4
(3%)
Crude oil and
condensate
(25%)
12 | Annual Report 2022
H2Perth
Scarborough
Ngujima-Yin
FPSO
Okha FPSO
Wheatstone*/
Julimar-Brunello
North West
Shelf Project
Senegal
› Sangomar
East coast
Australia
› Bass Strait*
Timor-Leste
/Australia
› Sunrise
Caribbean
› Angostura
› Ruby
› Calypso
Pluto
Western
Australia
Browse
Timor Sea
Gulf Mexico
Shenzi
Mad Dog*
Atlantis*
Trion
Perth
Woodside
headquarters
› Pluto LNG
› Karratha Gas Plant
Karratha
› Macedon Gas Plant
› Wheatstone
Onslow
Pyrenees
FPSO
Macedon
H2Perth
H2TAS
Tokyo
Seoul
Singapore
Beijing
Melbourne
Southern
Green Hydrogen*
H2OK
Heliogen*
Gulf of
Mexico
› Shenzi
› Atlantis*
› Mad Dog*
› Trion
Western
Australia
› Pluto
› North West Shelf
› Wheatstone*/Julimar-Brunello
› Okha FPSO
› Ngujima-Yin FPSO
› Pyrenees FPSO
› Macedon
› Scarborough
› Browse
Houston
Houston
Perth
All footnotes are displayed on the prior page.
13
Woodside Energy Group Ltd |
The merger of Woodside and
BHP’s petroleum business completed
on 1 June 2022.
The merger completed following Woodside shareholder approval
on 19 May 2022, creating the largest energy company listed on
the Australian Securities Exchange (ASX).
1
On completion, Woodside acquired the entire share capital
of BHP Petroleum International Pty Ltd (BHPP) and issued
914,768,948 new Woodside shares to BHP, which BHP
distributed to its eligible shareholders. Woodside received
net cash of approximately $1.1 billion, which included the cash
remaining in BHPP bank accounts of $399 million immediately
prior to completion.
Trading of the new Woodside shares on the ASX and Woodside’s
American Depository Shares (ADS) on the New York Stock
Exchange (NYSE) commenced on 2 June 2022 under the ticker
WDS. On 6 June 2022, trading of Woodside shares commenced
on the Main Market for listed securities of the London Stock
Exchange (LSE).
Woodside has implemented initiatives to deliver greater than
US$400 million annual synergies ahead of target.
2
Strategic rationale for the merger
Portfolio
quality
Cash generation
and balance sheet
Shareholder
returns and
capital discipline
Development
optionality
Energy transition
leadership
Synergies
1. Based on market capitalisation and production, as of the date of this report.
2. Pre-tax 100% basis. Excluding transition and separation costs. Net of any expected ongoing cost increases as a result of the merger.
SECTION 1.7
Merger with BHP Petroleum
—
Shenzi platform
14 | Annual Report 2022
In 2022 we achieved a reported net profit after tax of $6,498 million and
an underlying net profit after tax of $5,230 million. The additional revenue
generated by a more diverse portfolio of assets following the merger with
BHP’s petroleum business, along with increased market pricing across all
products and strong operational performance, were key contributors to
the result.
Key metrics
The financial summary below includes both IFRS and non-IFRS measures. Woodside uses various alternative performance
measures (APM) which are non-IFRS measures to reflect our underlying performance. These measures are identified below
and are reconciled to Woodside’s Financial Statements in section 6.7 - Alternative performance measures.
2022 2021 2020
Operating revenue $ million 16,817 6,962 3,600
EBITDA excluding impairment
1
$ million 11,234 4,135 1,922
EBIT
1
$ million 9,186 3,493 (5,171)
Net profit after tax (NPAT)
2,3
$ million 6,498 1,983 (4,028)
Underlying NPAT
1
$ million 5,230 1,620 447
Net cash from operating activities $ million 8,811 3,792 1,849
Investment expenditure
1,4,5
$ million 4,441 2,727 2,013
Capital expenditure
1,4
$ million 4,023 2,631 1,901
Exploration expenditure
1,5
$ million 418 96 112
Free cash flow
1,6
$ million 6,546 851 (263)
Dividends distributed $ million 3,088 404 766
Final dividend determined US cps 144 105 12
Key ratios
Earnings US cps 430.0 206.0 (423.5)
Gearing
1
% 1.6 21.9 24.4
Production
7
Gas MMboe 113.8 73.3 80.3
Liquids MMboe 43.9 17.8 20.0
Total MMboe 157.7 91.1 100.3
Sales volumes
Gas MMboe 125.0 93.7 86.5
Liquids MMboe 43.9 17.9 20.3
Total MMboe 168.9 111.6 106.8
1. These are alternative performance measures (APM) which are non-IFRS measures that are unaudited. Woodside believes these non-IFRS measures provide useful performance
information, however they should not be considered as an indication of, or as a substitute for, statutory measures as an indicator of actual operating performances (such as net
profit after tax or net cash from operating activities) or any other measure of financial performance or position presented in accordance with IFRS. For more information on non-
IFRS measures, including reconciliations to Woodside’s Financial Statements, refer to section 6.7 - Alternative performance measures.
2. Net profit after tax attributable to equity holders of the parent.
3. The global operations eective income tax rate (EITR) is ~31%. The EITR is calculated as Woodside’s income tax expense or benefit divided by profit or loss before income tax.
EITR was ~32% for 2021 and ~21% for 2020.
4. Excludes exploration capitalised and the eect of Global Infrastructure Partners’ (GIP) additional contribution to Pluto Train 2.
5. Excludes prior period expenditure written o and permit amortisation and includes evaluation expense.
6. Cash flow from operating activities less cash flow from investing activities. Free cash flow of $6,546 million includes the impact of collateral payments of $506 million against
hedging activities. Without the collateral free cash flow would be $7,052 million.
7. Includes production of 156.8 MMboe from Woodside reserves and 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the
Pluto-KGP Interconnector.
SECTION 2.1
Financial overview
SECTION 2: FINANCIAL PERFORMANCE AND STRATEGY
15Woodside Energy Group Ltd |
NPAT reconciliation
The following table summarises the variance between the 2021 and 2022 results for the contribution of each line item to NPAT.
million Primary reasons for variance
2021 reported NPAT $1,983
Revenue from sale of hydrocarbons
Price $4,830
Higher market pricing across all products was also experienced in 2022. A 51% increase in
sales volumes due to the contribution of the BHP Petroleum assets, start-up of the Pluto-
KGP Interconnector and higher plant reliability resulted in higher operating revenue.
Volume $5,007
Other operating revenue $18
Primarily driven by additional processing and services revenue, oset by a decrease in
shipping and other revenue.
Cost of sales ($2,695)
Primarily driven by the additional volumes as a result of the merger with BHP’s petroleum
business and the start-up of the Pluto-KGP interconnector, as well as higher royalties and
excise costs as a result of higher pricing and associated revenue.
Other income $596 Primarily due to the sale of 49% of the Pluto Train 2 Joint Venture to GIP.
General administrative costs ($633)
Primarily due to transaction and integration costs as a result of the merger with BHP’s
petroleum business.
Other ($1,115)
Other includes higher losses on hedging activities and repurchase agreements, higher
movement on restoration due to an increase in the number of assets following the merger
with BHP Petroleum and increased exploration activity.
Income tax and PRRT ($1,345)
Increased taxes due to higher revenue oset by an increase in the Pluto PRRT deferred
tax asset (DTA) as a result of higher 2022 income, improved future price assumptions and
additional volumes processed through the Pluto-KGP Interconnector.
Impairment and impairment reversals ($148) Due to lower pre-tax impairment reversal recognised in 2022 compared to 2021.
2022 reported NPAT $6,498
2022 NPAT adjustments ($1,268)
Adjustment for merger transaction costs ($419 million) and Orphan Basin exit costs
($142 million) oset by Pluto PRRT DTA ($954 million), derecognition of the Corpus Christi
onerous contract provision ($245 million) and Wheatstone impairment reversal, net of tax
($630 million).
2022 underlying NPAT $5,230
1. Underlying NPAT is a non-IFRS measures. Refer to section 6.7 - Alternative performance measures for a reconciliation of these measures to Woodside’s Financial Statements.
2. Free cash flow is a non-IFRS measure. Refer to section 6.7 - Alternative performance measures for a reconciliation of these measures to Woodside’s Financial Statements.
3. Cash flow from operating activities less cash flow from investing activities. Free cash flow of $6,546 million includes the impact of collateral payments of $506 million against hedging activities.
Without the collateral free cash flow would be $7,052 million.
Capital management
Final dividend and dividend reinvestment plan
A 2022 fully franked final dividend of 144 US cps has been
determined. The value of the final dividend payment is
$2,734 million which represents approximately 80% of
underlying NPAT for the second half of 2022, reflecting
Woodside’s strong operational performance and the contribution
of BHP’s petroleum business following completion of the merger
on 1 June 2022.
1
The dividend reinvestment plan (DRP) has been suspended.
Liquidity and debt service
During the year, Woodside generated $8,811 million of cash flow
from operating activities and delivered positive free cash flow of
$6,546 million.
2,3
Woodside increased its standby debt facilities from
$3,100 million to $4,050 million and repaid $283 million of
maturing debt. At the end of the period, drawn debt was
$5,138 million and liquidity was $10,239 million.
Woodside’s primary sources of liquidity are cash and cash
equivalents, net cash provided by operating activities, unused
borrowing capacity under its bilateral facilities and syndicated
facilities, issuances of debt or equity securities, and other
sources, such as sales of non-strategic assets. Details of
Woodside’s credit facilities, including total commitments,
maturity and interest, and amount outstanding at 31 December
2022, can be found in section 5 - Financial Statements.
Woodside’s principal ongoing uses of cash are to meet working
capital requirements, fund debt obligations and to finance
Woodside’s capital expenditure and acquisitions. In our opinion,
working capital is sucient for our present requirements.
Woodside’s capital expenditure for 2023 is expected to be
between $6,000 million and $6,500 million primarily due to
Sangomar and Scarborough project expenditure. This excludes
the impact of any subsequent asset sell-downs or other
changes in equity. We expect the execution of Sangomar and
Scarborough to continue safely, targeting first oil in late 2023
and first LNG cargo in 2026 respectively.
Woodside has no o-balance sheet arrangements that have, or
are reasonably likely to have, a current or future material eect on
the Woodside’s financial condition, revenues or expenses, results
of operations, liquidity, capital expenditures or capital resources.
16 | Annual Report 2022
1. Credit ratings are forward-looking opinions on credit risk. S&P Global’s and Moody’s credit ratings express the opinion of each agency on the ability and willingness of Woodside to meet its financial
obligations in full and on time. A credit rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by an assigning rating
agency. Any rating should be evaluated independently of any other information.
2. Gearing and net debt are non-IFRS measures. Refer to section 6.7 - Alternative performance measures for a reconciliation of these measures to Woodside’s Financial Statements.
Liquidity Debt maturity profile
1. Undrawn debt facilities as at 31 December 2022 includes $2,050 million of bilateral
facilities and $2,000 million of syndicated facilities.
Balance sheet
Woodside’s commitment to an investment grade credit rating
remains unchanged and supports Woodside’s aims of providing
sustainable returns to shareholders and investing in future
growth opportunities, in accordance with our capital allocation
framework. Woodside’s credit ratings of BBB+ and Baa1 were
both rearmed in 2022 by S&P Global and Moody’s respectively.
1
Woodside’s gearing at the end of 2022 was 1.6%, below our
target range of 10% to 20%. Had the 2022 final dividend been
paid on 31 December 2022, our gearing would increase to 9.0%.
A low level of net debt positions Woodside’s balance sheet for
its expected future capital expenditure. As a result, Woodside’s
gearing may at times fall outside the target range of 10% to 20%
as the balance sheet is managed through the investment cycle.
2
Commodity price risk management
Woodside hedges to protect the balance sheet against downside
commodity price risk, particularly during periods of high capital
expenditure.
Woodside hedged approximately 17 MMboe of 2022 volumes.
The realised value of these oil price hedges was a pre-tax
expense of approximately $475 million.
As at 31 December 2022, Woodside has placed oil price hedges
for approximately 22 MMboe of 2023 production at an average
price of $75 per barrel.
Woodside has also placed hedges for Corpus Christi LNG
volumes to protect against downside pricing risk. These hedges
are Henry Hub and Title Transfer Facility (TTF) commodity
swaps. Approximately 49% of Corpus Christi volumes included
in stock in transit for 2022, approximately 82% of 2023 volumes
and approximately 29% of 2024 volumes have reduced pricing
risk as a result of hedging activities.
2018
2023 2024 2025 2026 2027 2028 2029 2030 2031
0
1
0.5
1.5
2
3.9
7.0
6.7
6.1
10.2
2019 2020
$ billion
$ billion
2021 2022
Cash Drawn Undrawn facilities Undrawn Liquidity
17Woodside Energy Group Ltd |
Woodside’s strategy is to thrive through the energy transition by building a low cost,
lower carbon, profitable, resilient and diversified portfolio.
1
Woodside’s strategy is underpinned by our focus on safe, reliable
and ecient operations, and disciplined capital allocation,
providing the foundation to progress key development projects
and to navigate the energy transition.
Woodside’s high cash generating portfolio is made up of quality
assets which have the scale, diversification and resilience to
deliver ongoing value. Our capital management framework seeks
to optimise value and shareholder returns and we are positioning
ourselves to be agile, flexible and adaptable as the world’s
energy mix evolves. We are navigating the energy transition
by building on our traditional energy capabilities and maturing
opportunities to produce lower carbon energy and provide
integrated carbon solutions which are customer-led and scalable.
The energy challenge faced by the world today is complex. The
world needs energy that is aordable, secure, reliable and lower
carbon to support a successful energy transition.
Woodside has a history of delivering strong margins from our
operations and we believe our conventional asset base which is
weighted to LNG will become increasingly attractive through the
energy transition.
OPTIMISE
VALUE AND
SHAREHOLDER
RETURNS
L
O
W
C
O
S
T
L
O
W
E
R
C
A
R
B
O
N
P
R
O
F
I
T
A
B
L
E
R
E
S
I
L
I
E
N
T
D
I
V
E
R
S
I
F
I
E
D
Woodside’s strategy
Energy aordability
Aordability is required for energy equity and a
stable energy transition
Energy security and reliability
Secure, reliable energy is essential for economic
growth and developing economies
Gas provides electricity grids with reliable
baseload and firming power, helping support
increased renewables deployment
Lower carbon energy mix
Emerging new energy markets will be balanced with
lower cost, lower carbon oil and gas
Elements for a stable energy transition
SECTION 2.2
Strategy and capital management
1. Please see section 6.8 - Glossary, units of measure and conversion factors for a definition of how Woodside uses the term lower carbon portfolio.
18
| Annual Report 2022
Capital allocation
Woodside’s disciplined capital allocation approach includes robust
assessment of opportunities, portfolio outcomes and shareholder
returns while maintaining focus on safe, reliable and ecient
operations.
Our investment decisions are informed by energy market
analysis including supply, demand and price outlooks. We test
the robustness of potential investments against a wide range of
scenarios to support our investment decisions with the goal of
remaining profitable and resilient through various commodity
cycles and climate outcomes.
A high performing culture, that includes an engaged,
accountable and diverse workforce with a responsible ESG
mindset, is critical to enabling us to deliver our vision and
strategy. Our strategic framework is underpinned by our focus
on safe and reliable operations, a strong balance sheet and
technology to enhance eciency and improve decision making
across the value chain.
Our capital allocation framework sets target investment criteria
for oil, gas and new energy opportunities. We use this capital
allocation framework to create a diversified and flexible portfolio,
which allows us to respond to changes in demand and supply for
our products.
OIL GAS NEW ENERGY
OFFSHORE PIPELINE LNG DIVERSIFIED
Focus
Generate high returns to
fund diversified growth,
focusing on high quality
resources
Leveraging infrastructure to
monetise undeveloped gas,
including optionality for hydrogen
New energy products and lower
carbon services to reduce customers’
emissions; hydrogen, ammonia,
CCUS
1
Characteristics
High cash generation
Shorter payback period
Quick to market
Stable long-term
cash flow profile
Resilient to
commodity pricing
Long-term cash flow
Strong forecast
demand
Upside potential
Developing market
Lower capital requirement
Lower risk profile
Opportunity
targets
IRR > 15%
Payback within 5 years
2
IRR > 12%
Payback within 7 years
2
IRR > 10%
Payback within 10 years
2
Emissions
reduction
30% net emissions reduction by 2030, net zero aspiration by 2050 or sooner
3
When assessing opportunities, we consider a broad range of portfolio evaluation and opportunity evaluation factors relevant to the
opportunity. These assessments can apply to acquisitions or divestments, and for evaluating the impact of a new project on the portfolio.
Breakeven
Earnings
per share
Risk
Free cash
flow
Payback
period
Funding
capacity
IRR/NPV
Emissions
profile
Strategic
fit
Portfolio evaluation considerations
4
Opportunity evaluation considerations
4
Growth opportunities are screened against portfolio metrics using price, scenario and climate analysis
1. CCUS refers to carbon capture utilisation and storage.
2. Payback refers to RFSU + X years.
3. Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020
and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
4. Illustrative of the considerations. Not an exhaustive list.
19
Woodside Energy Group Ltd |
Capital management
Our capital management framework provides us with the
flexibility to optimise value and shareholder returns delivered
from our portfolio of opportunities.
We consider a range of scenarios to inform our decision making
as we strive to balance a resilient financial position with strong
shareholder returns.
Our capital investment requirements are primarily funded by
our operating cash flows, which we augment or distribute with a
number of capital management levers:
• debt management, enabling continued access to premium
debt markets at a competitive cost to support our growth
activities and managing the debt maturity profile of our debt
portfolio. Our gearing target is 10-20% and we continue to
target maintaining an investment grade credit rating
• shareholder returns, to reward our shareholders appropriately.
Our dividend policy aims to pay a minimum of 50% of NPAT
excluding non-recurring items (underlying NPAT), with a
target payout ratio between 50% and 80%. Our dividend
reinvestment plan (DRP) has been suspended
• hedging, to protect the balance sheet against the commodity
cycle
• focused expenditure management, enabling prudent and
ecient deployment of capital to support delivery of our
operating asset and growth opportunities
• participating interest management, enabling us to balance
capital investment requirements, project execution risk and
long-term value. In January 2022 we completed the sale of a
49% non-operating participating interest in the Pluto Train 2
Joint Venture. In 2023 we continue to assess opportunities to
balance our participating interest in ventures, including the sell-
down of Scarborough.
Capital management framework
Optimise value and shareholder returns
Special dividends
Share buy-backs
Future investment
Safe, reliable
and low cost
operations
Investment
expenditure
Strong
balance
sheet
Dividend policy
(minimum 50%
payout ratio)
Investment grade
credit rating
Maintain dividend based on NPAT
excluding non-recurring items, targeting
50-80% payout ratio
Targeted
10-20% gearing
through the cycle
Excess
cash
20 | Annual Report 2022
The world is grappling with a global energy crisis as surging energy prices impact
economic conditions and disrupt customers’ expectations for reliable and aordable
energy. Heightened geopolitical tension, rerouting of energy flows and an uncertain
energy transition are contributing to a period of volatile energy prices.
Macroeconomic
The global economic rebound from the COVID-19 induced lows of
2020 is facing a weakened outlook as central banks in advanced
economies tighten monetary conditions in response to elevated
inflation levels. A broad-based global economic slowdown is
widely expected to continue through 2023. The International
Monetary Fund estimates in its World Economic Outlook report
released in January 2023 that global gross domestic product
(GDP) growth will slow from 3.4% in 2022 to 2.9% in 2023.
1
Oil
Oil markets oscillated through 2022 as the rebound in post
COVID-19 demand and sanctioned Russian supply put upward
pressure on prices, whilst weakening global macroeconomic
conditions and China’s ongoing management of COVID-19
weighed against demand. The Dated Brent price averaged
$101/bbl in 2022, a 43% increase from 2021.
2
Geopolitical
tensions have highlighted the importance of energy security and
further investment in low cost, lower emission developments to
meet medium-term global demand.
Liquefied natural gas
Global gas markets remain tight, as available LNG capacity
is unable to meet immediate demand requirements from the
unprecedented supply shock of reduced Russian supplies to
Europe. In 2022, North Asian LNG prices averaged $34/MMBtu,
more than doubling from 2021.
2
Woodside expects natural gas to play a critical role in the energy
transition across a range of sectors. Currently, less than half
of global natural gas supply is used in power generation. On a
lifecycle basis, natural gas emits approximately half the carbon
dioxide of coal to generate power. It also has the potential to
provide grid stability where needed, and may contribute to
improved local air quality.
According to Wood Mackenzie, global LNG demand is expected to
grow by more than 60% in volume between 2021 and 2040.
3
This
growth is driven across Asian and European nations, phasing out
Russian natural gas supply. Woodside expects more LNG projects
will be required to ensure adequate supply from the late-2020s,
requiring a sucient price to bring new liquefaction capacity to
the market.
Woodside’s competitive cost of supply, experienced
operatorship, balance sheet strength, and geographical
proximity to major buyers makes us well placed to meet
customers’ demand for reliable and secure LNG supply.
New energy products
Action to address climate change continues to strengthen against
the backdrop of ensuring reliable, secure and aordable energy.
Targets to accelerate a hydrogen economy are building, for
example the European Commission’s REPowerEU plan and the
pivotal United States’ Inflation Reduction Act incentivises the
production of lower carbon intensity energy. While the pace in
growth of new energy products demand is uncertain, Woodside
expects these to become a larger part of the future energy mix.
Australian domestic gas market
Supply and price challenges experienced during 2022
highlighted the central role of gas in Australia’s energy mix and
reinforced the importance of stable policy settings to support
new investment in gas supply and infrastructure.
In mid-2022, the east coast Australian gas market experienced a
price spike which was driven primarily by the market being unable
to respond to a sharp increase in gas demand caused by a colder
than average winter, intermittent renewables generation and
increased unreliability of coal generation. This price spike led to the
Australian Government passing legislation imposing a 12 month
price cap of A$12 per gigajoule in 2023 on new contract sales of
gas sold by east coast and Northern Territory gas producers to
customers and their aliates to wholesale customers in Australia.
The Western Australian gas market, with dierent infrastructure
constraints, demand profiles and regulatory frameworks has
not experienced the same supply and pricing issues. However,
the Australian Energy Market Operator (AEMO) has forecast a
small supply deficit for several years from 2023, until Woodside’s
Scarborough project is brought online.
As Australia rapidly reduces its reliance on coal for power
generation and develops large-scale renewable generation
and transmission infrastructure, Woodside expects gas to play
a critical role in ensuring reliable and aordable energy. With
further supply challenges forecast in coming years, any longer-
term solution to current pricing issues will require investment in
new gas infrastructure and supply.
1. Source: World Economic Outlook update (January 2023) - Inflation Peaking amid Low Growth.
2. Source: S&P Global
3. Source: Wood Mackenzie
SECTION 2.3
Energy markets
21Woodside Energy Group Ltd |
Woodside’s business model seeks to optimise returns across the value chain by
prioritising competitive growth opportunities; utilising our operational, development
and technological capabilities; and deepening relationships in energy markets with
strong demand growth.
2022 examples
Acquire, explore and develop
We grow our portfolio through acquisitions and exploration, based on a disciplined
approach to optimising shareholder value and appropriately managing risk. We look for
material positions in world-class assets and basins that are aligned with our capabilities
and existing portfolio. We are focused on value and look to generate low cost, lower
carbon development opportunities. During the development phase, we aim to maximise
value by selecting the most competitive concept for extracting, processing and delivering
energy to our customers.
Completed merger with BHP’s
petroleum business on 1 June
2022 and targeting FID readiness
for Trion and H2OK in 2023.
Project execution
We are building on more than 35 years of project execution expertise, investing in
opportunities in Australia and internationally. We have combined the extensive projects
experience of Woodside and BHP Petroleum across oil and gas. Woodside is benefitting
from the increased scope and scale of the new projects portfolio through knowledge
sharing across projects and our relationships with suppliers and contractors. We design and
execute projects with a focus on safety, cost and sustainability.
Continued project execution of
Scarborough and Sangomar Field
Development Phase 1.
Operate
Our operations are characterised by strong safety, reliability and environmental
performance in remote and challenging locations. In Australia, our operated assets include
the NWS Project and Pluto LNG. We also operate Macedon and three floating production
storage and ooading (FPSO) facilities, and have non-operated interests in Bass Strait and
Wheatstone. Internationally, we operate Shenzi in the Gulf of Mexico and Angostura and
Ruby in Trinidad and Tobago, and have non-operated interests in Atlantis and Mad Dog
in the Gulf of Mexico. We endeavour to adopt technology and a continuous improvement
mindset to support operational performance and optimise the value of our assets.
Increased production by
accelerating Pluto gas through
the Pluto-KGP Interconnector for
processing at NWS’s KGP.
Achieved reliability above 98% at
Pluto LNG and KGP.
Market
Our relationships with customers have been maintained through a track record of reliable
delivery since the NWS Project’s first LNG cargo was delivered to Japan in 1989. We are
building scale and flexibility in our portfolio by expanding our global marketing presence
and enabling further optimisation and short-term trading activities. We manage our LNG
portfolio by balancing contract term and price mix exposure; and timing of when we
place contracts to capture opportunities through the price cycle. We continue to look for
opportunities to collaborate with our customers on lower carbon energy solutions.
Entered into a long-term sale and
purchase agreement to supply
LNG to Europe. Also entered into
an otake agreement to access
low cost and flexible LNG supply
in the Atlantic basin.
Decommission
Decommissioning is integrated into project planning, from the earliest stages of
development through to the end of field life. We work with global contractors to
safely remove facilities and plug and abandon wells that are no longer required for our
operations. We work with regulators to deliver our decommissioning commitments.
Completed permanent plug and
abandonment (P&A) of four wells
in the Balnaves field. The Enfield
P&A campaign continued with five
wells permanently plugged and
13 xmas trees removed.
SECTION 2.4
Business model and value chain
22 | Annual Report 2022
SECTION 3: OUR BUSINESS
Woodside’s Australian portfolio consists of operated and non-operated
oil and gas projects across Australia. On completion of the merger with
BHP’s petroleum business, Woodside doubled its interest in the North West
Shelf Project and acquired interests in Bass Strait, Pyrenees and Macedon.
Woodside’s share of production from Australian operations was 136.6 MMboe
in 2022, a 50% increase compared to 2021.
1
Pluto LNG
Pluto LNG is a gas processing facility in the Pilbara region
of Western Australia, comprising an oshore platform and
one onshore LNG processing train.
Woodside’s share of Pluto production was 52.4 MMboe in
2022, an 18% increase compared to 2021. This increase was
driven by sustained high reliability of 98.3% for 2022, the
start up of the Pluto-KGP Interconnector ahead of schedule
and the commencement of operations on the first phase of
the Pyxis Hub.
Processing of Pluto gas at KGP commenced in March 2022,
resulting in the production of 13 additional LNG cargoes in
2022.
The Pyxis and Pluto North subsea tiebacks achieved steady
state operations in January 2022, followed by the successful
completion of the Xena-2 tieback in November 2022.
We continued to undertake safe and reliable operations at
Pluto LNG with no Tier 1 or 2 process safety events in 2022,
and strong safety performance while completing a high
level of maintenance work.
Woodside is pursuing the opportunity to reduce Scope 1
emissions at Pluto LNG by utilising solar energy from the
proposed Woodside Solar project.
Woodside celebrated in May 2022, the tenth anniversary of
the first LNG produced at Pluto and in November 2022, the
delivery of the asset’s 700th LNG cargo. In December 2022,
Pluto achieved the milestone of 50 million tonnes of LNG
produced since start up in 2012.
In 2023, a major turnaround is planned for Pluto LNG.
Woodside is operator and holds a 90% participating
interest.
North West Shelf Project
The NWS Project consists of three oshore platforms
and the onshore Karratha Gas Plant (KGP) which includes
five onshore LNG processing trains. It produces LNG,
condensate, pipeline gas and natural gas liquids (NGLs).
Woodside’s share of NWS Project production was
36.7 MMboe in 2022, a 49% increase compared to 2021.
This was driven by the increase of Woodside’s equity share
from 16.67% to 33.33% following completion of the merger.
In 2022, NWS also sustained high LNG reliability of 98.5%
and successfully completed a major turnaround on KGP
LNG Train 3 in May 2022.
The Greater Western Flank Phase 3 and Lambert Deep infill
projects started up ahead of schedule and under budget.
The successful delivery of the projects contributed to KGP
continuing to operate at near full production rates in 2022.
In September 2022, the NWS Project celebrated the
delivery of the 6,000th LNG cargo from KGP.
The NWS Project commenced tolling operations in March
2022 with the processing of gas delivered from Pluto
through the Pluto-KGP Interconnector. During the year,
9.4 MMboe of production was delivered through the
Interconnector. This is the first example of KGP processing
third-party gas by utilising spare capacity.
Woodside and NWS Project participants signed non-binding
agreements with Western Gas for processing 2-3 Mtpa
of Equus gas from 2027, initially through KGP and then
later through Pluto LNG. Discussions continue with other
resource owners for processing of additional third-party gas.
The NWS Project remains on track to accept Waitsia gas
for processing at KGP in the second half of 2023.
State and Commonwealth regulatory approval processes
continue for the North West Shelf Project Extension, which
supports long-term operations and processing of future
third-party gas resources at KGP.
Woodside is operator and holds a 33.33% participating interest.
SECTION 3.1
Australian operations
1. Includes production of 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the Pluto-KGP Interconnector.
23
Woodside Energy Group Ltd |
Wheatstone and Julimar-Brunello
Wheatstone is an LNG processing facility near Onslow, Western
Australia, comprising an oshore production platform and two
onshore LNG processing trains. It processes gas from several
oshore gas fields including Julimar and Brunello.
Woodside’s share of Wheatstone production was 12.2 MMboe in
2022, a decrease from 13.5 MMboe in 2021 primarily due to the
major facility turnaround in 2022.
The Julimar-Brunello Phase 2 project, which included the tieback
of the Julimar field to the Wheatstone platform, achieved steady-
state operations in Q1 2022.
Wheatstone safely completed the second phase of the multi-
year, major turnaround in May 2022. High-rate production trials
commenced in September 2022 to assess the feasibility of
increased domestic gas production capacity. Trials are expected
to conclude in Q2 2023.
Woodside completed concept select for Julimar-Brunello
Phase 3 and is maturing the project. The third phase of the
Julimar-Brunello project will involve the tieback of additional
production wells to the Wheatstone platform.
In 2023, Woodside is targeting FID readiness for Julimar-Brunello
Phase 3.
Woodside is operator and holds a 65% participating interest in
the Julimar-Brunello fields. Woodside holds a 13% non-operated
interest in the Wheatstone project.
Bass Strait
The Bass Strait is located in the south-east of Australia and
produces oil and gas through a network of oshore platforms,
pipelines and onshore processing facilities.
The Bass Strait assets include the Gippsland Basin Joint Venture
(GBJV) and Kipper Unit Joint Venture (KUJV), which were added
to Woodside’s portfolio on 1 June 2022.
Woodside’s share of production from the Bass Strait was
19.6 MMboe in 2022, driven by strong plant reliability and gas
demand.
The Bass Strait remains an important source of gas supply to
the Australian east coast. The GBJV continues to invest in gas
supply for the domestic market including taking a FID to develop
additional gas from the Gippsland Basin Kipper field in March 2022.
The GBJV is progressing carbon dioxide (CO
2
) emissions
reduction opportunities which include executing long-term
carbon dioxide supply contracts and progressing early front-
end engineering design (pre-FEED) studies to determine the
potential for carbon capture and storage in the Gippsland Basin.
The focus in 2023 is progressing execution of the Kipper
Compression project, facility optimisation with reducing
production rates and ongoing oshore decommissioning
obligations.
Woodside holds a 50% non-operating interest in the GBJV and a
32.5% non-operating interest in the KUJV.
Other oil and gas assets
Woodside operates three floating production storage and
ooading (FPSO) facilities o the north-west coast of Western
Australia. These are the Okha FPSO (Woodside interest: 50%),
Ngujima-Yin FPSO (Woodside interest: 60%) and Pyrenees FPSO
(Woodside interest: 40% in WA-43-L and 71.4% in WA-42-L).
Macedon (Woodside interest: 71.4%), also operated by
Woodside, is a gas project located near Onslow, Western
Australia which produces pipeline gas for the Western
Australian domestic gas market.
The Pyrenees FPSO and Macedon were added to Woodside’s
portfolio on 1 June 2022.
Woodside’s share of production from the FPSO assets was
10.6 MMboe, up from 8.6 MMboe in 2021.
Woodside’s share of production from Macedon was
5.1 MMboe since 1 June 2022. The Macedon facility delivered
approximately 18% of the Western Australian domestic gas
market supply in 2022.
Permanent plugging and abandonment of four wells in the
Balnaves field was successfully completed in November
2022. The well decommissioning activity was undertaken in
preparation for the removal of remaining subsea infrastructure.
Bumi Armada’s application to the High Court for special leave to
appeal a judgement of the Court of Appeal of Western Australia
in respect to its claim against Woodside following termination of
FPSO services in 2016 was dismissed in November 2022.
In 2023, a major dry-dock turnaround is planned on the Ngujima-
Yin FPSO.
24 | Annual Report 2022
Woodside’s international portfolio includes assets in the US Gulf of Mexico and the
Caribbean with embedded growth options. Woodside is focused on safe, low cost,
reliable operations and production optimisation.
Shenzi
Shenzi is a conventional oil and gas field developed through a
tension leg platform (TLP) located in the US Gulf of Mexico.
Woodside’s share of production from Shenzi was 6.2 MMboe
from 1 June 2022. A side track development well was brought
online in July 2022, increasing field production rates. A subsea
multi-phase pump was installed in April-May 2022 to improve
recovery from existing producing wells and future infill wells. The
B102 well was returned to service after an extended workover.
Shenzi North is a two-well subsea tieback to the Shenzi TLP
and is targeting first oil in 2024. The second development well
was drilled in 2022 and completion operations were ongoing
at year end. Completion operations will be followed by subsea
equipment installation and hook up.
In 2023, focus areas include infill maturation based on seismic
acquired in 2022 and tying in the Shenzi North project.
Woodside is operator and holds a 72% participating interest.
Atlantis
Atlantis is a conventional oil and gas development and is one of
the largest producing fields in the US Gulf of Mexico. The Atlantis
development includes a semi-submersible facility with 26 active
producer wells and two water injector wells.
Woodside’s share of production from Atlantis was 6.3 MMboe
from 1 June 2022. Ocean bottom node (OBN) seismic acquisition
was completed in June 2022, supporting optimisation of future
development opportunities.
A planned turnaround was completed in August 2022 with the
executed scopes expected to deliver increased facility reliability.
In 2023, the focus areas include maturing the scope of facilities
and water injection expansions and a horizontal well trial to
improve infill productivity.
Woodside holds a 44% non-operating interest.
Mad Dog
Mad Dog is a conventional oil and gas development located in
the US Gulf of Mexico. The Phase 1 development includes a spar
facility with drilling capability and 10 active producer wells.
Mad Dog Phase 2 is a development of the southern flank of
the Mad Dog field. It includes the installation of a new floating
production facility, Argos, with production capacity of up to
140,000 gross barrels of oil equivalent per day (100% project).
Start up is expected in 2023.
Woodside’s share of production from Mad Dog was 2.6 MMboe
from 1 June 2022. OBN seismic acquisition and analysis is in
progress to inform subsequent development phases.
In 2023, the focus areas include Mad Dog Phase 2 start up and
A-spar debottlenecking.
Woodside holds a 23.9% non-operating interest.
Angostura and Ruby
Greater Angostura includes the Angostura and Ruby
conventional oil and gas fields, located oshore Trinidad
and Tobago. The development includes an oshore central
processing facility and five wellhead platforms.
Woodside’s share of production from Greater Angostura was
5.8 MMboe from 1 June 2022. Woodside continues to pursue
opportunities to maximise value, and safely optimise production
and operating costs.
In 2023, focus areas include prioritisation of production
enhancement activities.
Woodside is operator and holds a 45% participating interest
in the Angostura field and a 68.5% participating interest in the
Ruby field.
SECTION 3.2
International operations
—
Shenzi platform
25Woodside Energy Group Ltd |
Woodside’s global portfolio has expanded following the merger with BHP’s
petroleum business, increasing our positions in the Asia-Pacific and Atlantic basins.
Woodside has a proven track record in our integrated shipping,
operations, marketing and trading activities across LNG,
condensate, crude and NGL cargoes.
Woodside’s LNG portfolio is managed through a mix of short,
mid and long-term contracts, supplied with cargoes sourced
from producing assets or purchased from third parties.
In the Asia-Pacific, the LNG portfolio has been supplemented
by Pluto gas transported through the Pluto-KGP Interconnector,
which has resulted in additional sales of uncontracted LNG
cargoes in a high-priced market. In 2022, Woodside’s exposure
of produced LNG to gas hub indices was 23%.
Woodside’s LNG trading activities seek to maximise value of our
LNG portfolio. Third-party cargoes are purchased from Corpus
Christi LNG through a long-term otake agreement and from the
prompt market through our relationships with other producers
and traders.
The marketing of crude, condensate and natural gas liquids is
predominately based on short-term sales and supplemented by
term arrangements.
Natural gas is sold domestically in both Western Australia and
the east coast of Australia. In Western Australia, Woodside’s
domestic gas obligations are met from multiple producing
assets. All production from Bass Strait is sold into the east coast
domestic market. From June to December 2022, Woodside
supplied approximately 86 petajoules (PJ) of natural gas from
the project, representing approximately 15% of all gas supplied to
the east coast market.
1
In 2023, almost 90% of Woodside’s equity
production from the Bass Strait has been sold under term sales
and any excess capacity is expected to be sold into domestic
spot markets. In the Western Australian market, Woodside
volumes accounted for approximately 14% of domestic gas
supplied in 2022.
In the Gulf of Mexico, crude oil is sold to refiners and traders on
the US Gulf Coast. In Trinidad and Tobago, crude oil is sold to
international markets and natural gas is sold into the domestic
market.
In 2022, Woodside entered into a long-term sale and purchase
agreement (SPA) with Uniper Global Commodities to supply
LNG from our global portfolio to Europe. Woodside also entered
into an otake agreement with Commonwealth LNG, to provide
low cost and flexible LNG for Woodside’s Atlantic position.
2
Woodside’s LNG shipping fleet includes six vessels under
long-term contracts and multiple vessels on short-term charter.
Woodside chartered an additional five new build LNG ships in
2022 to support the delivery of Scarborough LNG cargoes and
growth in trading activities. The new-build vessels are expected
to be delivered between 2024 and 2027.
SECTION 3.3
Marketing and trading
1. Approximately 24% on an annualised basis.
2. This will become fully eective upon the satisfaction of customary conditions including an armative FID on the project.
26
| Annual Report 2022
Woodside’s projects portfolio has increased scale and is underpinned by strong
project delivery capability.
Scarborough
The Scarborough gas field is located in the Carnarvon Basin,
approximately 375 km o the coast of Western Australia.
The field is being developed through new oshore facilities
connected by an approximately 430 km pipeline to a second
LNG train at the existing Pluto LNG onshore facility.
Development of Scarborough includes the installation of a floating
production unit (FPU) with eight wells drilled in the initial phase
and 13 wells drilled over the life of the Scarborough field.
Expansion of Pluto LNG includes the construction of a second
LNG train (Pluto Train 2), installation of additional domestic
gas processing facilities and supporting infrastructure and
modifications to the existing Pluto Train 1 to allow it to process
Scarborough gas.
Scarborough gas is expected to produce approximately
5 million tonnes per annum (Mtpa) of LNG from Pluto Train 2,
and up to 3 Mtpa of LNG from the existing Pluto Train 1. The
Scarborough reservoir contains less than 0.1% CO
2
. The lean
Scarborough gas composition is well suited to the design of
Pluto LNG.
The sale of a 49% non-operating participating interest in the Pluto
Train 2 Joint Venture to Global Infrastructure Partners (GIP) was
completed in January 2022.
Fabrication of the FPU topsides commenced in June 2022 and
FPU hull fabrication commenced in October 2022.
All phase 1 subsea production trees were delivered ahead of
the planned commencement of drilling operations in 2023.
Pipeline manufacturing commenced in February 2022 and
three shipments of linepipe were delivered to Indonesia for
application of insulation coating. Subsea flowline fabrication also
commenced in August 2022.
Pluto Train 2 site works commenced in June 2022, the
construction accommodation village became operational in
August 2022 and the Train 2 module fabrication activities
commenced in November 2022.
Front-end engineering design (FEED) activities for Pluto Train 1
modifications were completed in Q4 2022 and execution activities
are planned to commence in Q2 2023.
Woodside continues to work with Traditional Custodians to
identify, manage and protect heritage located near the project
footprint on the Burrup Peninsula.
1,2
The Scarborough Cultural
Heritage Management Plan was approved by the Western
Australian Department of Water and Environmental Regulation
in January 2023.
Woodside received the final primary approvals for Scarborough
in early 2022 from the Commonwealth-Western Australian Joint
Authority. This included the pipeline licence to construct and
operate the Scarborough pipeline in Commonwealth waters and
approval for the Scarborough Field Development Plan, enabling
Woodside to commence petroleum recovery operations.
Regulator assessment of secondary environmental approvals for
oshore project execution activities is ongoing.
The sell-down process for equity in the Scarborough Joint
Venture is progressing.
Woodside is targeting first LNG cargo in 2026.
Woodside is operator and holds a 100% participating interest in
Scarborough, 51% participating interest in Pluto Train 2 and 90%
participating interest in Pluto LNG.
Sangomar
Development of the oshore Sangomar field, containing both oil
and gas, is Senegal’s first oshore oil project.
The Sangomar Field Development Phase 1 is developing the
less complex reservoirs in the Sangomar field and testing other
reservoirs to support potential future phases.
Oil will be produced through a stand-alone FPSO facility with
supporting subsea infrastructure. It is designed to allow the tie-in
of subsequent phases.
The FPSO Léopold Sédar Senghor is a converted oil tanker with
new topsides, turret and mooring systems.
The construction phase for the FPSO facility was completed in
China. The FPSO facility was successfully relocated in December
2022 to Singapore to complete topsides integration and pre-
commissioning.
1. The Traditional Custodians are members of the local Aboriginal groups with traditional rights and responsibilities in relation to the land and water in which we operate.
2. Heritage is the places, objects, landscapes, traditions or other matters that have cultural significance to a community. Cultural significance is defined in the Burra Charter as ‘aesthetic, historic,
scientific, social or spiritual value for past, present or future generations. Cultural significance is embodied in the place itself, its fabric, setting, use, associations, meanings, records, related places and
related objects.’
SECTION 3.4
Projects
27Woodside Energy Group Ltd |
The drilling and completions campaign involves the drilling of
23 production, gas and water injection wells. The reinjection of
gas and water will help maximise the recovery of the oil and
enable gas to be stored for future use. At the end of 2022, seven
wells were complete, ten further wells partially complete and six
wells were still to spud.
A first drillship, the Ocean BlackRhino, commenced the drilling
campaign in July 2021 and was joined by a second drillship, the
Ocean BlackHawk, commencing operations in July 2022 using a
batch drilling approach to enable operational eciencies.
Subsea equipment fabrication is complete, and the subsea
installation campaign commenced in September 2022.
Woodside is committed to supporting the development of
local capabilities, supporting training initiatives, oering local
employment and business opportunities and supporting
capacity building within Senegal.
To date, over 4,400 local Senegalese people have worked on
the project and approximately 1,000 local businesses have been
engaged across the supply chain.
The Sangomar Field Development Phase 1 is targeting first oil in
late 2023.
Woodside is operator and holds an 82% participating interest in
the Sangomar exploitation area and a 90% participating interest
of the remaining Rufisque Oshore, Sangomar Oshore and
Sangomar Deep Oshore (RSSD) evaluation area.
Trion
The Trion project is an oil opportunity in Mexico and is located
in the Gulf of Mexico, approximately 180 km o the Mexican
coastline and 30 km south of the US/Mexico maritime border at
a water depth of approximately 2,500 metres. Trion will be one
of Mexico’s first deepwater oil developments and is targeting FID
readiness in 2023.
The selected concept for Trion is a subsea development
connected to a semi-submersible FPU capable of producing and
transferring 100,000 barrels of oil per day to a floating storage
and ooading (FSO) vessel. Oil from the FSO is expected to be
exported to the market, with excess gas transferred back via a
pipeline to existing oshore gas export infrastructure.
The main components of the reservoir development plan include
crestal gas injection, peripheral water injection, and phased
development drilling with 24 total wells. The field was appraised
with a total of six well penetrations.
A number of activities were completed during the year including
FPU FEED, oshore seabed surveys and OBN seismic data
interpretation while subsea hardware vendor engineering
commenced. Key tender packages were also issued for
competitive bids.
In 2023, the project is expected to progress the necessary
technical, commercial and regulatory work streams to support
FID readiness and commence execution activities if sanctioned.
Woodside is operator and holds a 60% participating interest.
—
Sangomar FPSO
28 | Annual Report 2022
Woodside’s portfolio of developments and targeted exploration program is focused on
identifying and addressing key technical and commercial elements to allow resources
to compete for capital.
Calypso
Calypso is located approximately 220 km o the coast of
Trinidad and comprises several gas discoveries in Block 23(a)
and Block TTDAA 14. Two appraisal wells were drilled in 2021 to
delineate the resource and provide information for development
studies. Appraisal results are being assessed in conjunction with
conceptual engineering studies. Woodside is operator and holds
a 70% participating interest.
Browse
The Browse development comprises the Calliance, Brecknock
and Torosa gas and condensate fields located approximately
425 km north of Broome, Western Australia.
The Browse Joint Venture (BJV) is evaluating the development
of these fields through the NWS Project’s KGP. Commercial
discussions continue between the Browse and NWS joint ventures.
The final Commonwealth Environmental Impact Statement
was published in September 2022 and regulatory approvals
processes are ongoing.
In 2022, the BJV determined that a carbon capture and storage
(CCS) solution to abate Browse reservoir CO
2
was feasible and
the CCS infrastructure has subsequently been incorporated into
the development concept. Woodside was awarded a greenhouse
gas assessment permit over the Calliance field in August 2022.
Woodside is operator and holds a 30.6% participating interest.
Liard
The Liard basin is located in British Columbia, western Canada.
Woodside is assessing development concepts for the resource.
Woodside is operator and holds a 100% participating interest in
28 leases, and a 50% non-operated interest in 11 leases.
1
Sunrise
The Sunrise development comprises the Sunrise and Troubadour
gas and condensate fields which are located approximately
450 km north-west of Darwin and 150 km south of Timor-Leste.
During 2022, the Sunrise Joint Venture (SJV) and Australian
and Timor-Leste Governments held two further Greater Sunrise
trilateral meetings to progress a new production sharing contract
(PSC). Subsequent to the quarter, retention lease renewals were
granted for Australian titles NT/RL2 and NT/RL4. Woodside is
operator and holds a 33.44% participating interest.
Myanmar
On 27 January 2022, Woodside decided to withdraw from its
interests in Myanmar. Some formal exit activities continue in
order to complete Woodside’s country exit.
Wildling
Wildling was a two-well tieback opportunity to the Shenzi
TLP in the central Gulf of Mexico. Drilling of an appraisal well
was completed in July 2022 and sub-commercial quantities of
hydrocarbons were encountered. The well was plugged and
abandoned, and Woodside does not plan to pursue any further
Wildling development activities in Blocks GC564 or GC520.
Exploration
Woodside is focused on accessing, testing and developing
low cost, lower carbon, value-adding opportunities with the
characteristics and project pace to be resilient through the
energy transition.
In the US Gulf of Mexico, Woodside completed a number of
cross assignments and farm outs with Shell, Oxy and Equinor
separately, which expanded the portfolio while managing capital
and risk. Woodside drilled the Hoodoo-1 well which did not find
hydrocarbons and participated in the non-operated Starman-1
well which found hydrocarbons below Woodside’s threshold for
a standalone development and is subject to ongoing analysis.
In Senegal, Woodside drilled a well to appraise a nearfield
tieback opportunity near the Sangomar field. The well
encountered gas at the appraisal target depth and was plugged
and abandoned as planned.
In the Caribbean, Woodside acquired exploration 3D seismic over
our Barbados acreage and completed a farm down agreement
with Shell. In Australia, 2D seismic was acquired oshore
northern Australia.
Additionally, Woodside has established acreage positions
in key areas viewed to be competitive and fast to market
including Egypt and Congo. In the Egyptian Red Sea, Woodside
participated in a 3D seismic acquisition over Blocks 3 and 4. In
Congo, Woodside completed a joint agreement with operator
Total Energies to farm down a joint 30% interest to Petronas.
Following completion of the merger with BHP’s petroleum
business, Woodside took decisive action to exit our exploration
positions in oshore Canada and the Republic of Korea.
SECTION 3.5
Exploration and development
1. Includes 9 titles acquired from Chevron Canada (via split-transfer) in 2021 awaiting execution by the British Columbia Ministry of Energy.
29
Woodside Energy Group Ltd |
Woodside’s new energy strategy is centred on building relationships across the value
chain and developing profitable solutions to meet customer requirements that have
the ability to scale to match the pace of the energy transition.
We target locations that have advantaged access to lower
cost renewables, enabling infrastructure or access to market.
Our competitive advantage is our experience as a safe and
reliable producer and supplier of bulk energy to customers
across the globe. Woodside has set a target to invest $5 billion in
new energy products and lower carbon services by 2030.
1
H2OK
H2OK is a proposed liquid hydrogen project to be located in
Ardmore, Oklahoma with a maximum design capacity of 90
tonnes per day (tpd) of liquid hydrogen through electrolysis,
initially targeting the heavy transport sector.
Woodside completed FEED activities in 2022 which have
matured the facility design, cost and schedule. In October 2022,
Woodside awarded a contract to supply 160MW of alkaline
electrolyser equipment and in December 2022 awarded a
contract for liquefaction units with a capacity of 60tpd.
Woodside is operator and holds a 100% participating interest.
H2Perth
H2Perth is a proposed hydrogen and ammonia production
facility to be located in Perth, Western Australia. Phase 1 of
the project is targeting up to 2,700 tpd of ammonia produced
through gas reforming and electrolysis. It is targeting supply
to local industry and international users. Subsequent phases
have the potential to expand to 8,900 tpd by increasing the
electrolysis component. Pre-FEED commenced in May 2022.
Woodside is operator and holds a 100% participating interest.
Hydrogen Refueller @H2Perth
In 2022, Woodside announced plans for a proposed self-
contained hydrogen production, storage and refuelling station
located adjacent to H2Perth, named the Hydrogen Refueller
@H2Perth. Initially, Woodside is targeting production of 0.2 tpd
of hydrogen, with the potential to scale up to a targeted 0.8 tpd.
Woodside is targeting the supply of hydrogen to industrial
customers and the public.
Woodside is operator and holds a 100% participating interest.
Southern Green Hydrogen
Woodside has been selected as the preferred partner for the
Southern Green Hydrogen project, a proposed hydrogen and
ammonia facility to be located in Southland, New Zealand. The
proposal is targeting up to 1,400 tpd of ammonia. Southern
Green Hydrogen is expected to utilise renewable power to
produce hydrogen and ammonia for export and domestic supply.
H2TAS
Woodside has a proposed renewable ammonia and hydrogen
production facility in the Bell Bay area of Tasmania. H2TAS
is planned to be a phased development, targeting an initial
capacity of up to 550 tpd of ammonia. Ammonia would be
produced through electrolysis, utilising a combination of wind
and hydroelectric power. Woodside continues to evaluate the
cost and schedule impacts of the renewable power solutions that
would enable the project to progress.
Woodside is operator and holds a 100% participating interest.
Heliogen
Woodside and Heliogen entered into a project agreement
in 2022 to deploy a 5 MW module of Heliogen’s artificial
intelligence-enabled concentrated solar energy technology in
California. In addition, Heliogen and Woodside have signed a
collaboration agreement to jointly market Heliogen’s renewable
energy technology in Australia.
Woodside Solar
Woodside is progressing the proposed Woodside Solar project,
a facility which would initially generate electricity from a solar
photovoltaic farm approximately 15 km south-west of Karratha
in Western Australia, complemented by a battery energy storage
system. The facility is expected to supply up to 100 MW of solar
energy with potential expansion to a maximum of 500 MW. It
could supply Pluto LNG (potentially reducing Woodside’s Scope 1
emissions) as well as other customers located near Karratha that
are connected to the North West Interconnected System (NWIS).
In 2022, Woodside entered a bilateral Indigenous Land Use
Agreement and a modern benefit sharing agreement with the
1. Individual investment decisions are subject to Woodside’s investment targets. Not guidance. Potentially includes both organic and inorganic investment.
SECTION 3.6
New energy and carbon solutions
30 | Annual Report 2022
Ngarluma Aboriginal Corporation, which holds the native title
rights on behalf of the Ngarluma people, for the land where
Woodside Solar is proposed. Woodside also executed options to
lease associated land within the Maitland Industrial Estate with
Development WA and has been progressing NWIS connection
and transmission access arrangements.
Woodside is operator and holds a 100% participating interest.
Carbon solutions
Some technologies can abate emissions from conventional
processes by capturing greenhouse gases and durably storing
them out of the atmosphere.
Osets
Woodside is developing a portfolio of carbon credits to
contribute to the achievement of its net equity Scope 1 and 2
greenhouse gas emissions targets. These carbon credits also
have the potential to be bundled with product sales to assist
customers with their carbon abatement.
Carbon capture and storage
Woodside, as a participant in various joint ventures, was
awarded three greenhouse gas assessment permits in 2022.
These permits enable carbon capture and storage assessments
in the Browse Basin (operated), Northern Carnarvon Basin
(operated) and Bonaparte Basin (non-operated).
One of these permits covers the depleted Angel gas field,
which could provide a storage reservoir for a multi-user carbon
capture and storage (CCS) project near Karratha in Western
Australia. This could be ideally located to aggregate emissions
from various existing industrial emissions sources on the
Burrup Peninsula. It could also have the potential to facilitate
the development of new industries, such as the production
of hydrogen and ammonia, by providing a local solution for
emissions. The size of the potential CCS facility is subject to the
completion of additional technical, regulatory and commercial
studies, but could have a processing capacity of up to 5 million
tonnes of carbon dioxide per annum.
Woodside is also a participant in the Gippsland Basin Joint
Venture, which is progressing a feasibility study into the
development of a south-east Australian carbon capture and
storage hub. This aims to utilise existing infrastructure to capture
and store CO
in the depleted Bream reservoir located oshore
Victoria.
Carbon to products
In 2022, Woodside launched a carbon capture and utilisation
(CCU) collaboration with US based technology developers
ReCarbon and LanzaTech to assess the viability of a proposed
CCU pilot facility in Perth, Western Australia. The proposed pilot
CCU facility would convert greenhouse gases into ethanol.
Woodside and LanzaTech also entered into a strategic
framework agreement, under which Woodside will collaborate
with LanzaTech to design, construct, own, maintain and
operate pilot facilities utilising LanzaTech’s CCU technologies.
LanzaTech’s skillset is in the fields of synthetic biology,
bioinformatics, artificial intelligence, and machine learning
coupled with engineering.
Woodside also announced plans to invest US$9.9 million in
String Bio Private Limited (String Bio), the developer of a
patented process for recycling greenhouse gases into products
such as livestock feed. Woodside and String Bio entered a
strategic development agreement to explore opportunities for
the potential commercial scale up of String Bio’s technology.
1. Woodside equity emissions abatement demand is based on current and sanctioned projects at current equity share as well as near and medium term net equity Scope 1 and 2 greenhouse gas
emissions targets. Refer to section 3.7 - Climate and sustainability for further information on Woodside’s net emissions reduction targets.
2. The greenhouse gas assessment permits are subject to commercial agreements and regulatory approvals.
OFFSETS
CARBON CAPTURE
AND STORAGE (CCS)
2
CARBON TO
PRODUCTS
FOCUS
Originate carbon credits and
purchase from select third
parties
Secure and accelerate CCS in
Australia and beyond
Invest in technology
advancement to convert carbon
into useful products
BENEFITS
Available at scale now
Potential for large scale CO
2
storage
Future conversion of carbon at
source of generation
PROGRESS
Executing plan to secure osets
to meet Woodside’s 2030 net
emissions reduction targets
1
Awarded three permits to
advance studies on carbon
capture and storage in Australia
Collaborations with String Bio,
ReCarbon and LanzaTech
31Woodside Energy Group Ltd |
Woodside aims to thrive through the energy transition by building a low cost, lower
carbon, profitable, resilient and diversified portfolio.
1
Climate and sustainability
considerations are integral to our success.
Climate
Our climate strategy is an integral part of our company strategy.
It has two key elements: reducing our net equity Scope 1 and
2 greenhouse gas emissions and investing in the products and
services that our customers need as they secure their energy
needs and reduce their emissions.
Our Climate Report 2022 includes a detailed description of
Woodside’s approach to climate change. Woodside considers
that the Climate Report contains disclosures consistent with
the four recommendations and 11 recommended disclosures of
the Task Force on Climate-related Financial Disclosure (TCFD),
noting its Guidance for all Sectors and Guidance for Non-
Financial Groups. We set out our TCFD-aligned disclosures in
this separate report to enable us to provide information for
interested stakeholders in a readily accessible way, alongside
Woodside’s climate-related plans, activities progress and data.
This Annual Report should therefore be read in conjunction with
Woodside’s Climate Report 2022.
Woodside has targets to reduce our net equity Scope 1 and 2
greenhouse gas emissions by 15% by 2025 and 30% by 2030,
towards our aspiration to achieve net zero by 2050 or sooner.
2,3
In 2022, Woodside’s net equity Scope 1 and 2 greenhouse gas
emissions totalled 4,615 kt CO
2
-e in 2022, which was 11% below
the starting base. To achieve this, 754 kt CO
2
-e of carbon credits
were retired.
Woodside plans to achieve these targets by avoiding greenhouse
gas emissions through the way we design our assets; reducing
greenhouse gas emissions through the way we operate our
assets; and originating and acquiring carbon credits to use as
osets for the remainder.
How we operate our facilities has a direct impact on our
progress towards our emission reduction targets. In 2022,
asset decarbonisation plans were developed for the heritage
Woodside assets, with the intention to extend these to
the heritage BHP operated assets.
4
These plans identify
opportunities to reduce emissions, such as energy eciency
projects, equipment modifications and lower carbon power.
In 2022, Woodside signed the Aiming for Zero Methane Emissions
Initiative, becoming the first Australasian company to do so.
The signatories to the Initiative state that they believe virtually all
methane emissions from the industry can and should be avoided.
Woodside has a target to invest $5 billion in new energy
products and lower carbon services by 2030, as part of our
Scope 3 emissions plan.
5
At the end of 2022, Woodside has
spent more than $100 million towards its $5 billion target. This
spend includes electrolysers and liquefaction equipment for the
proposed H2OK hydrogen project, the Heliogen pilot project, as
well as the investment in String Bio.
Sustainability
We apply an ESG mindset to guide decision making at all levels
of the business. Our activities and reporting continue to evolve in
response to the increasing focus on sustainability priorities.
We conduct a broad-based materiality assessment process each
year to inform our understanding of which sustainability topics are
relevant to our business activities and stakeholders. This includes
consideration of potential risks, opportunities and impacts.
Woodside is an active member of the Voluntary Principles on
Security and Human Rights Initiative. It is underpinned by risk
assessments, training, management of arrangements with
private security providers and where applicable arrangements
with public security.
Woodside has been a member of Extractive Industries
Transparency Initiative (EITI) since 2005 and became an EITI
Supporting Company in 2008. We are also an active member
in Senegal, Timor-Leste and Trinidad and Tobago multi-
stakeholder groups.
Our Sustainable Development Report 2022 outlines our
comprehensive approach to ESG performance and sustainability
and features our 2022 ESG topics. For more information, please
refer to our Sustainable Development Report 2022.
For more information on this topic, refer to Woodside’s
website for the Climate Report 2022 and the
Sustainable Development Report 2022
at woodside.com
1. Please see section 6.8 - Glossary, units of measure and conversion factors for a definition of how Woodside uses the term lower carbon portfolio.
2. Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020
and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
3. Net equity greenhouse gas emissions are equal to Woodside’s equity share of gross greenhouse gas emissions reduced by the number of retired carbon credits.
4. Heritage Woodside refers to Woodside’s assets prior to the merger with BHP’s petroleum business. Heritage BHP refers to the assets acquired through the merger with BHP’s petroleum business.
5. Individual investment decisions are subject to Woodside’s investment targets. Not guidance. Potentially includes both organic and inorganic investment.
SECTION 3.7
Climate and sustainability
32 | Annual Report 2022
Woodside recognises that risk is inherent in our business and the eective
management of risk is vital to deliver our strategic objectives, continued growth
and success.
We are committed to managing risks in a proactive and eective
manner as a source of competitive advantage.
Our approach is intended to protect us against potential
negative impacts and improve our resilience against emerging
risks. The objective of our risk management framework is
to provide a single consolidated view of risks across the
company to understand our full risk exposure and prioritise risk
management and governance.
For more information on our risk management process,
refer to our Risk Management Policy, which can be
found on our website at woodside.com
Woodside’s risk management process is presented as a set of
iterative steps that we undertake in a coordinated manner. The
process helps us implement risk management to eectively
identify, assess, and control risks, thereby enhancing the likelihood
of achieving our business objectives. The process involves:
• communication and consultation with key stakeholders
• define risk scope, context and criteria
• risk assessment
• risk treatment
• monitor and review risk management process
• record and report risks.
The process is defined in our risk management procedure which
is designed to provide a consistent process for the recognition
and management of risks that have the potential to materially
impact the achievement of Woodside’s business objectives.
The Audit & Risk Committee plays a crucial role in assisting the
Board meet its oversight responsibility in relation to Woodside’s
risk management procedures. Refer to section 4.1.3 - Board
committees for more information on the Audit & Risk Committee.
We categorise risks into three categories:
Strategic risks - Risks that could aect our organisation’s ability
to achieve its strategic objectives.
Entity risks - Risks that could aect our organisation’s ability to
achieve our business objectives. They can be positive, negative,
or both and can address, create, or result in opportunities and
threats.
Emerging risks - Risks defined as an external threat or
opportunity that has a high degree of uncertainty due to rapid
or non-linear evolution. They have the potential to materially
impact the achievement of strategic objectives.
Woodside’s risk appetite statement is a vital element of our
risk framework. The statement communicates the type and
amount of risk we are willing to take and accept in pursuit of our
strategic objectives. The statement is designed to enable our
organisation to make risk informed decisions.
SECTION 3.8
Risk factors
33Woodside Energy Group Ltd |
Overview of our strategic and material risk factors
Climate change
The global response to climate change is changing the way the world produces and consumes energy. The complex and pervasive nature of
climate change means transition risks are interconnected with and may amplify other risks. Additionally, the inherent uncertainty of potential
societal responses to climate change may create a systemic risk to the global economy. Climate change may also create significant physical
risks, such as increased frequency and severity of storms, wildfires, floods and other climatic events, as well as chronic shifts in temperature
and precipitation patterns.
How is this factor relevant to Woodside?
Woodside’s risks associated with climate change and the transition to a lower carbon economy include possible impacts to demand (and pricing)
for oil, gas and its substitutes, the policy and legal environment for its production, and Woodside’s reputation and the operating environment. We
may also face risks related to climate change’s potential to cause physical damage or disruptions to our assets or our supply chains.
Woodside is an energy company and in order for us to meet the needs of our current and future customers and the communities in which we
operate, we must forecast and manage several critical risks to evolve and prosper through this transition.
These elements include:
• the demand and pricing of oil and gas
• the regulation of oil and gas production and consumption
• the timing and rate of the global transition to a lower carbon economy
• public perception of Woodside and the broader oil and gas industry
• access to carbon credits or emission allowances
• uncertainties associated with changing weather patterns.
Examples of how this factor may impact Woodside
• Physical impacts on our assets or those of our suppliers or
customers caused by increased frequency or intensity of severe
weather events.
• Over or under investing in oil and gas reserves leading to an
imbalance between our supply and global demand.
• Failure to transition to new energy at a pace that serves the global
demand.
• Climate-driven changes to legislation or climate-related litigation
resulting in additional costs and adversely impacting Woodside’s
reputation.
• Low availability and high cost of emission allowances or carbon
credits impacting Woodside’s ability to meet its 2025 and 2030 net
emissions reduction targets.
1
• Reputational risks with respect to Woodside or the oil and gas
industry in general.
• Financial risks, including limits on availability of funding or changes
in financing terms for oil and gas projects.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, reduced
capacity to fund capital projects, delayed or suspended regulatory
approvals, legal liabilities and adverse impacts on Woodside’s
reputation, social licence to operate and on the delivery of our strategy.
How is Woodside managing these risks?
Woodside is actively engaged in reducing our emissions and improving
our energy eciency, while providing opportunities for our customers
and value chain participants to decarbonise, by supplying LNG and
developing innovative lower carbon solutions and markets with a goal
of growing a longer-term resilient portfolio.
We have near and mid-term emissions reduction targets with plans to
meet them.
1
We engage and advocate with key industry and governance
stakeholders. Our Climate Report includes further information on
Woodside’s approach to managing climate change risks.
For more information on this topic, refer to Woodside’s
website for the Climate Report 2022 at woodside.com
1. Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020
and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
34
| Annual Report 2022
Social licence to operate
Risks associated with actual or alleged deviation from social or business expectations of ethical behaviour (including breaches of laws or
regulations) and social responsibility (including environmental impact and community contribution), particularly as these expectations
evolve.
How is this factor relevant to Woodside?
Woodside relies on maintaining healthy relationships with our numerous stakeholders in order for us to achieve our objectives. Our employees,
host communities, Traditional Owners, government authorities, investors and other groups form significant relationships with our organisation.
These relationships are built on the trust that Woodside will meet our stakeholders’ expectations. We must also consider the role our commercial
agreements play in relation to human rights around the world, we have a responsibility to ensure the rights of all humans aren’t negatively aected
by our organisation.
Some of the most significant risks to our relationships with stakeholders include:
• engaging in activities that have real or perceived adverse impacts on the environment, biodiversity, human rights or cultural heritage
• failing to meet our climate reduction targets or investment targets in new energy
• inadequately responding to quickly evolving expectations of Woodside (including expectations that may significantly dier in the various
jurisdictions in which we operate).
Additionally, third-party risks that are outside of our control could negatively impact our reputation and licence to operate, such as oil spills or other
disasters or scandals that cause collateral damage to Woodside’s licence to operate via reputational damage to the oil and gas industry at large.
Failure to maintain healthy relationships with our various stakeholders may result in violation of local or national laws or regulations, significant
reputational damage, delayed approvals, civil suits and ultimately the deterioration of our licence to operate.
Examples of how this factor may impact Woodside
• Limited, delayed or failed approvals from local and national
government bodies.
• Lost or limited stakeholder support for our current business and
future opportunities.
• Risks related to class action lawsuits, litigation and activism,
including allegations of greenwashing.
• Reductions in the availability, or less favourable terms, of financing.
• Decreased ability to attract and retain a talented workforce, and
other operational concerns.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, reduced
capacity to fund capital projects, delayed or suspended regulatory
approvals, legal liabilities and adverse impacts on Woodside’s
reputation, social licence to operate and on the delivery of our strategy.
Our business conduct is informed by the United Nations Guiding
Principles on Business and Human Rights (UNGPs), which set a global
standard of conduct for all businesses wherever they operate. These
principles exist over and above compliance with national laws and
regulations protecting human rights.
How is Woodside managing these risks?
Woodside proactively maintains and builds our social licence to
operate through the application of our values, eective stakeholder
engagement strategies, our regulatory compliance framework and our
anti-fraud and corruption program.
Our regulatory compliance framework assists Woodside to proactively
maintain relationships with governments and regulators within
countries that support base business and future growth opportunities.
Woodside maintains meaningful relationships with stakeholders,
seeking proactive engagement to inform decisions and gain support
for changes.
Our fraud and corruption framework aims to prevent, detect and
respond to unethical behaviour. It incorporates policies, standards,
guidelines and training, which will enable us to conduct our activities
ethically and to a high standard.
35Woodside Energy Group Ltd |
Growth
Risks associated with delivery of both major and complex multi-year execution project activities across multiple global locations, including a
reliance on third parties for materials, products and services.
How is this factor relevant to Woodside?
Traditional energy: In order to maintain our production levels and deliver shareholder value, Woodside must continue to identify growth
opportunities and commercialise them. In order to maintain a stable pipeline of future projects and realise the full value of growth opportunities,
Woodside will need to compete with major oil companies, national oil companies (NOCs), independent oil and gas companies, individual producers
and new energy companies. Failure to eectively compete with these companies may result in the inability to continue to expand Woodside’s
current operations and deliver shareholder value.
Woodside must continue to eectively manage relationships with industry partners, for example, at times we enter joint ventures with
organisations which may also be a competing oil and gas supplier. It is essential that our voice is heard both within our industry and more broadly.
In order for us to eectively communicate, we may at times align with industry bodies to advocate what we believe is right.
In addition, our current and planned projects involve many unknown uncertainties and operating risks that could prevent us from realising profits or
result in the total or partial loss of our investment. For example our Scarborough project is more than 12 months in to execution phase, however, we
may face third-party opposition to environmental approvals, potentially impacting our project delivery schedule.
New energy: We have targeted to invest $5 billion in new energy products and lower carbon services by 2030.
1
However, there is uncertainty
around the pace of required technological innovation and the reliability of technologies that will be needed to transition to a lower carbon
environment. In addition, new sources of energy, such as hydrogen or ammonia, may be more dicult to commercialise than expected or may not
be able to be commercialised safely or as eciently as expected at scale. Woodside may also face unforeseen obstacles in the commercialisation of
a future carbon capture business and in the implementation of other lower carbon services and emission reduction eorts.
Examples of how this factor may impact Woodside
• An unbalanced portfolio of traditional and new energy which may
not meet the market’s needs.
• Limited or reduced market share resulting in a loss of shareholder
value.
• Our competitors may be able to pay more for exploratory prospects
and productive oil and natural gas properties and may be able to
define, evaluate, bid for and purchase a greater number of properties
and prospects, including operatorships and licences, than our
financial or human resources permit.
• Our projects could experience project implementation schedule
slippage, permitting delays, shortages of or delays in the delivery of
equipment or purpose-built components from suppliers, escalation
in capital cost estimates, possible shortages of construction or other
personnel, other labour shortages, environmental occurrences during
construction that result in a failure to comply with environmental
regulations or conditions on development, or delays and higher-
than-expected costs due to the remote location of the projects,
the impact of COVID-19 on the relevant workforce or supply chain,
other unanticipated natural disasters, accidents, miscalculations,
political or other opposition, litigation, acts of terrorism, operational
diculties, climate change related risks or other events associated
with that construction that may result in the delay, suspension or
termination of our projects.
• An inability to obtain financing at acceptable costs, or at all, for the
development of new energy projects.
• Failure to implement our new energy plans within our anticipated
time frame, or at all.
• Higher than expected competition in the markets for new energy
products and lower carbon services in which Woodside expects to
participate.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, reduced
capacity to fund capital projects, delayed or suspended regulatory
approvals, legal liabilities and adverse impacts on Woodside’s
reputation, social licence to operate and on the delivery of our strategy.
How is Woodside managing these risks?
Our opportunity management framework is flexible and adaptable
with the primary objective to realise the value of an opportunity while
mitigating the risk of a suboptimal outcome.
We aim to identify and progress a suite of commercially attractive and
sustainable opportunities that complement our existing assets, enable
portfolio diversity and optimise our commercial position.
1. Individual investment decisions are subject to Woodside’s investment targets. Not guidance. Potentially includes both organic and inorganic investment.
36
| Annual Report 2022
Operations
Due to the nature of our operations, Woodside and our communities are potentially exposed to a broad range of risks. This is a result of
factors such as the geographical range, operational diversity and technical complexity of our assets.
Health and safety: Our operations are subject to risks related to safety or major hazard events in connection with our activities or facilities, and
may also include unanticipated or unforeseeable adverse events which impact our ability to respond, manage and recover from such events.
Commercial: We manage commercial risks within our operations, including third-party relationships such as joint venture partners, contract
counterparties and our supply chain.
Regulation: Woodside is subject to extensive governmental oversight and regulation in the jurisdictions in which we operate, and such regulations
may change in ways that adversely aect our business, results of operations and financial condition. In addition, we are required to comply with
securities regulations in Australia, the US and the UK.
Reserves and resources estimates: We manage the estimation of proved oil and gas reserves by using judgment and the application of complex
rules, and subsequent downward adjustments of Woodside’s reported reserves estimates are possible.
How is this factor relevant to Woodside?
General operational risks: Our operating assets are subject to a range of operating risks associated with process safety incidents, breaches of
cybersecurity, extreme weather events and supply chain disruptions. Disruptions to our supply chain, or failure of our contractual counterparties
to fulfill their obligations, could adversely impact our production, operations and our financial performance, result in litigation or class actions and
cause long-term damage to our reputation.
Health and safety: At Woodside, one of our competitive advantages is our record of operating safely. Failure to continue to do so could result in
sustained production interruptions leading to an inability to meet production forecasts, as well as potential reputational damage with customers,
employees, commercial partners and other stakeholders.
Commercial: The majority of our major projects and operations are conducted in joint ventures, which may limit our control over, and our ability
to eectively manage risks associated with, such projects. Joint venture participants may have economic or business interests or objectives that
are inconsistent with or opposed to our interests and objectives. For projects in which we are not the operator, we may be unable to control the
behaviour, performance and cost of operations of joint ventures in which we participate. In these cases, we will be dependent on joint venture
participants acting as operators and their ability to direct operations or manage the timing and performance of any activity or the costs or risks
involved may be reduced.
Regulation: We are subject, in each of the countries in which we operate, to various national and local laws, regulations and approvals relating
to the exploration, development, production, marketing, pricing, transportation and storage of our products, as well as the management,
decommissioning, clean up and restoration of our properties, and management and disclosure of our operations and impacts. The exploration,
production, and transportation of oil and gas involves risk that releases to the environment may occur, which could cause substantial harm to the
environment, natural resources, or human health and safety.
These laws and regulations could change, and any such changes could have a material adverse eect on our business and financial condition.
Because such laws and regulations are subject to amendment and reinterpretation over time, we are unable to predict the future cost or impact
of complying with such laws. Moreover, we cannot predict whether new legislation to regulate the oil and gas industries might be proposed, what
proposals, if any, might actually be enacted and what eect, if any, the proposals might have on our operations. The adoption and implementation
of new or more stringent legislation, regulations or other regulatory initiatives that result in the imposition of more stringent standards for
greenhouse gas emissions from the oil and gas industry could restrict the areas in which this sector may operate, and could result in increased
compliance costs and changes in product pricing, which could impact consumer demand for our products.
Additionally, the conduct of Woodside, our employees and our third-party partners could result in actual or alleged breaches of laws, regulations
and approvals, including fraud, corruption, anti-competitive behaviour, money laundering, breaching trade or financial sanctions, market
manipulation, privacy breaches, ethical misconduct and wider organisational cultural failings. We have incurred and will continue to incur operating
and capital expenditures, some of which may be material, to comply with applicable laws, regulations and approvals.
Reserves and resources estimates: Estimating proved oil and gas reserves involves subjective judgements and determinations based on available
geological, technical, contractual and economic information. New information from production or drilling activities, changes in economic factors,
such as oil and gas prices, alterations in the regulatory policies of host governments in the jurisdictions in which we operate, or other events may
cause estimates to change over time. Additionally, estimates may change to reflect acquisitions, divestments, new discoveries, extensions of
existing fields and improved recovery techniques.
37Woodside Energy Group Ltd |
Operations (Cont.)
Examples of how this factor may impact Woodside
• A loss of containment event or other operational incident on or
related to our property or operations could occur, which could
have significant impacts including to human health and safety, the
environment, natural resources or cultural resources, as well as
financial, legal and reputational impacts.
• An aviation incident could result in multiple fatalities.
• Supply chain disruptions such as long wait times for critical spares
may cause extended outages at our operations.
• Natural disasters, earthquakes, social unrest, pandemic diseases
(such as COVID-19) and criminal actions by external parties could
result in injuries, loss of life, disruption of our operations or the loss
or suspension of permits or other approvals.
• Our joint venture partners may have the ability to exercise veto
rights to block certain key decisions or actions that we believe are
in our or the joint venture’s best interests or approve those matters
without our support.
• Joint participants or contractual counterparties may be primarily
responsible for the adequacy of the human or technical
competencies and capabilities which they bring to bear on the joint
project, which may not be adequate.
• Our partners and contractual counterparties may not be able to
meet their financial or other obligations to the projects.
• Applicable laws and regulations may obligate Woodside to
identify, avoid, mitigate and disclose environmental risks in various
operational practices, which in turn could materially adversely aect
our business, financial condition or results of operations. We may
also be required to maintain financial assurance through bonds or
insurance.
• A failure to comply with applicable laws, regulations and approvals
may result in the assessment of sanctions, including administrative,
civil, and criminal penalties, the imposition of investigatory, remedial,
and corrective action obligations or the incurrence of capital
expenditures, the occurrence of restrictions, delays or cancellations
in the permitting, development or expansion of current or proposed
projects, and issuance of injunctions restricting or prohibiting some
or all of our activities in a particular area.
• The suspension, revocation, failure to renew or alteration of, or
challenges to, the terms of the licences, permits, government
contracts or approvals required for our operations.
• Sanctions for non-compliance with laws and regulations may
include administrative, civil and criminal penalties, demand for
reimbursement for government or regulatory actions, government
orders, suspension or revocation of licences, permits, government
contracts or approvals, and corrective action orders.
• Government policy objectives in the countries in which we do
business, now or in the future, could take the form of increased
governmental regulations (including in respect of restoration,
protection of the environment, greenhouse gas emissions, natural
resources, and worker health and safety), redirection of product
distribution (such as domestic gas reservation policies), changes
in taxation regulation or enforcement (including, for example,
changes in tax rates or increased focus on audits), taxation subsidies
or royalties, nationalisation of resource assets or restrictions or
moratoriums on our operations on government leases, limitations
on periods of lease retention, interference with the confidentiality
and availability of information, forced renegotiation of contracts,
changes in laws and policies governing operations of foreign-based
companies, trade sanctions, currency restrictions and exchange rate
fluctuations and other governmental steps.
• Actual or alleged violations of the securities laws that we are subject
to could result in private or governmental litigation, civil penalties
and regulatory action.
• Downward adjustments of our reported reserves estimates could
indicate lower future production volumes or the impairment of
assets.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, reduced
capacity to fund capital projects, delayed or suspended regulatory
approvals, legal liabilities and adverse impacts on Woodside’s
reputation, social licence to operate and on the delivery of our strategy.
How is Woodside managing these risks?
• Safe operation is fundamentally embedded through an extensive
framework of controls that deliver strong operational performance
in our base business. We have a track record of operating discipline
and excellence.
• The framework includes production processes, drilling and
completions and well integrity management processes, inspection
and maintenance procedures and performance standards. The
framework is supported and inspected on an ongoing basis by our
regulators.
• Decommissioning is integrated into project planning. We work
with our partners and technical experts to identify sustainable and
beneficial post-closure options that minimise financial, social and
environmental impacts.
• The framework is adaptable to enable us to maintain and improve
our operating model and performance, target reliability, cost
discipline, emissions reductions and strong safety and environmental
performance for both our existing business and future growth
opportunities.
38 | Annual Report 2022
Finance and market
Risks associated with the ability to capture value whether markets are stable or volatile, and manage the risks associated with interest rate,
commodity price and foreign exchange fluctuations and inflation, as well as risks associated with the ongoing integration of the business
activities and operations of BHP’s petroleum business.
How is this factor relevant to Woodside?
Woodside must be financially well positioned in order to pursue our strategic objectives and remain resilient during times of economic challenge.
Several factors can aect our position, including:
• Market and commodity price: Woodside’s revenues are primarily derived from the sale of hydrocarbons. The prices Woodside receives for these
products are variable and are impacted by global economic factors beyond Woodside’s control. We seek to forecast changes in the economic
factors to enable us to maintain a strong market position during challenging economic times. Refer to section 6.3 - Additional disclosures and
section A in the Notes to the Financial Statements for further information.
• Capital management: For Woodside to continue to operate sustainably we must make risk informed decisions related to allocation of capital.
We seek to apply a disciplined and balanced approach to capital management through the commodity price cycle. Refer to section 2.2 - Strategy
and capital management for further information.
• Foreign exchange risk: Woodside is exposed to foreign currency risk from future commitments, financial assets and financial liabilities that are
not denominated in US dollars. Refer to section A in the Notes to the Financial Statements for further information.
• Interest rate risk: This is the risk that Woodside’s financial position will fluctuate due to changes in market interest rates. Woodside’s risk relates
primarily to financial instruments with floating interest rates including long-term debt obligations, cash and short-term deposits. Refer to section
C in the Notes to the Financial Statements for further information.
• Integration of BHP Petroleum: While Woodside continues to integrate BHP’s petroleum business with its own, there is a risk that integration
may take longer than expected or that integration may cost more than anticipated. If integration is not achieved in a timely and eective
manner, the full benefits of the combination of the two businesses, including the anticipated cost savings, synergies and other benefits that
Woodside expects to achieve from the merger, may be delayed or achieved only in part or not at all. This could adversely impact the merged
group’s business, results of operations and financial condition and the prospects of the merged group. Woodside’s financial results could also
be adversely aected by impairments of goodwill or other intangible assets, the application of future accounting policies or interpretations of
existing accounting policies including by regulatory direction, and changes in estimates of decommissioning costs.
Examples of how this factor may impact Woodside
• A reduced ability to fund our strategy including our projects.
• An imbalance in supply and demand can impact commodity prices
and our ability to forecast market conditions determines whether we
are impacted positively or negatively.
• Woodside may become a less attractive joint venture partner.
• Reduced shareholder returns due to lower commodity prices.
• If we inaccurately forecast the global demand for our LNG products
we may face diculties obtaining longer term sales contracts with
desirable commercial terms.
• If counterparties to our derivative instruments are unable to fulfill
their obligations, a larger percentage of our future oil and gas
production could be subject to price changes.
• Inability to achieve anticipated synergies and cost savings on
expected timeline or at all.
• Unforeseen costs relating to the integration of development,
extraction and production operational systems, IT systems and
financial and accounting systems of both businesses.
• Higher than anticipated costs and liabilities for P&A and
decommissioning requirements for assets following the merger.
• Impairments of assets, goodwill or other intangible assets could have
a significant negative eect on our reported net income and our
ability to pay dividends in one or more accounting periods if the level
of impairment were to exceed profits available for distribution.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, reduced
capacity to fund capital projects, delayed or suspended regulatory
approvals, legal liabilities and adverse impacts on Woodside’s
reputation, social licence to operate and on the delivery of our strategy.
How is Woodside managing these risks?
The delivery of our strategic portfolio objectives requires significant
capital expenditure, supported by strong underlying cashflows.
Uncertainty associated with product demand is mitigated by selling
LNG in a portfolio manner and under long-term take or pay sale
agreements, in addition to the spot market. Our low cost of production
and prudent approach to balance sheet risk management further
mitigates this exposure. Refer to section 6.3 - Additional disclosures
and section A in the Notes to the Financial Statements for further
information.
• A flexible approach to capital management enables this overall
level of investment in the dierent areas of our business and the
mix to be adjusted to reflect the external environment. Our capital
management strategy focuses on capital allocation, capital discipline
and eciency, and active balance sheet management including
commodity and foreign exchange hedging.
• We maintain insurance in line with industry practice and sucient
to cover normal operational risks. However, Woodside is not insured
against all potential risks because not all risks can be insured and
because of constraints on the availability of commercial insurance in
global markets. Insurance coverage is determined by the availability
of commercial options and cost/benefit analysis, taking into account
Woodside’s risk management program. Losses that are not insured
could impact Woodside’s financial performance. For example,
Woodside does not purchase insurance for the loss of revenue
arising from an operational interruption. Our extensive framework
of financial controls, including monitoring of counterparties, enables
the management of these risks.
• The US dollar reflects the majority of Woodside’s underlying
cashflows and is used in our financial reporting, reducing our
exposure to currency fluctuations. Refer to section A in the Notes to
the Financial Statements for further information.
• Refer to section C in the Notes to the Financial Statements for
further information on interest rate risk management.
• Woodside has commenced implementing controls and procedures
to satisfy the requirements of Sarbanes Oxley (SOX) in 2023.
39Woodside Energy Group Ltd |
People and culture
Risks associated with the ability to attract, retain, develop, and motivate key employees to succeed and safeguard both current or future
performance and growth.
How is this factor relevant to Woodside?
People are key to the success of Woodside. We must build and maintain a capable workforce if we are to achieve our strategic objectives. An
eective operating model with a balanced organisation structure will allow us to conduct our operations and pursue new energy opportunities. For
Woodside to remain an employer of choice, our culture must support our current employees and attract the best new candidates.
Examples of how this factor may impact Woodside
• During periods of high demand for skilled resources, Woodside may
be unable to fill critical roles at acceptable costs or at all, leading to
operational impacts.
• A limited ability to operate due to our people leaving critical roles.
• An inability to pursue innovation opportunities due to a skills
shortage.
• Loss of key personnel or expert knowledge.
• Inability to integrate or retain new employees in connection with
mergers and acquisitions.
• An inability to reach timely agreements with employee bodies may
result in industrial action.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, reduced
capacity to fund capital projects, delayed or suspended regulatory
approvals, legal liabilities and adverse impacts on Woodside’s
reputation, social licence to operate and on the delivery of our strategy.
How is Woodside managing these risks?
Woodside has a set of resourcing frameworks to attract, retain and
develop our workforce to support both base business and growth
opportunities. We recognise and value the benefits of creating an
inclusive and diverse working environment.
We employ a direct engagement model to maintain eective employee
and industrial relations. We proactively engage our major contractors
and suppliers to strengthen alignment with expectations, securing
capability and pricing to meet future business needs.
Digital and cybersecurity
Risks associated with adopting and implementing new technologies, whilst safeguarding our digital information and landscape (including
from cyber threats) across our value chain.
How is this factor relevant to Woodside?
Woodside must relentlessly protect the confidentiality, integrity and availability of digital data, sensitive information and operational technologies.
Woodside’s technology systems may be targeted by an internal or external malicious act and our systems may be disrupted unintentionally.
Additionally, the cost of implementing and maintaining eective technology systems may be higher than anticipated. While our technology
controls are designed to protect against all causes of disruption, we cannot be certain that they will protect our systems in all cases.
Examples of how this factor may impact Woodside
• In the event of a cyber attack, Woodside’s confidential or sensitive
information may be made public or held for ransom.
• Our operations may be disrupted if an attack gains access to our
control systems.
• Litigation and governmental proceedings arising from the
occurrence of a cyber attack.
• Potential adverse impacts on our reputation and the safety of our
employees and the communities in which we operate.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, loss of
revenue, increased expenses, reduced capacity to fund capital projects,
delayed or suspended regulatory approvals, legal liabilities and adverse
impacts on Woodside’s reputation, social licence to operate and on the
delivery of our strategy.
How is Woodside managing these risks?
We are committed to the protection of our people, assets, reputation
and brand through securely enabled digital technologies.
Digital risks are identified, assessed and managed based on the
business criticality of our people and systems, and may be required to
be segregated and isolated. Digital risks include third parties, including
suppliers and service providers, within our supply chain.
Our operating model aims to continuously assess and determine
access permissions to critical information or data, while consolidating,
simplifying and automating security controls.
Our exposure to cyber risk is managed by a control framework that
ensures cyber events are identified, contained and recovered in a timely
manner, and embeds a cyber-safe culture across the company, with our
joint venture participants and in our supply chain. However, there can
be no assurance that such procedures and controls will be sucient to
prevent security breaches.
40 | Annual Report 2022
SECTION 3.9
Reserves and Resources Statement
Woodside produced 156.8 MMboe for sale in 2022, including
61.4 MMboe from interests acquired as part of the merger
with the BHP Petroleum business on 1 June 2022 (Acquired
Assets). An additional 14.9 MMboe of production was consumed
primarily as fuel in operations in the year ended 31 December
2022 (FY2022) resulting in a total production of 171.7 MMboe for
2022.
1
At 31 December 2022, Woodside’s remaining Proved (1P)
Reserves are 2,385.2 MMboe. Proved plus Probable (2P) Reserves
remaining are 3,640.3 MMboe, while the Best Estimate (2C)
Contingent Resources remaining are 8,661.9 MMboe (Table 1).
Woodside is an Australian company listed on the Australian
Securities Exchange, the New York Stock Exchange, and the
London Stock Exchange. Woodside reports its Proved (1P)
Reserves in accordance with United States Securities and
Exchange Commission (SEC) regulations. These guidelines
are also compliant with 2018 Society of Petroleum Engineers/
World Petroleum Council/American Association of Petroleum
Geologists/Society of Petroleum Evaluation Engineers Petroleum
Resources Management System (SPE-PRMS). Woodside
prepares and reports its Proved plus Probable (2P) Reserves and
Best Estimate (2C) Contingent Resources in accordance with
SPE-PRMS guidelines.
The acquisition of the Acquired Assets on 1 June 2022 resulted
in net increases of 922.8 MMboe for 1P Reserves, 1,472.3 MMboe
for 2P Reserves and 1,816.3 MMboe for 2C Contingent Resources.
Woodside’s decision to withdraw from its interest in Myanmar,
announced on 27 January 2022, resulted in 2C Contingent
Resources divestiture of 109.5 MMboe. These changes are further
described in the Woodside Half-Year Report released 30 August
2022 (Half-Year Report).
Unless stated otherwise, the following apply to this Reserves
and Resources Statement: The eective date for Reserves and
Resources estimates is 31 December 2022. Proved Reserves
are calculated using SEC-compliant economic assumptions and
pricing. Production is reported for the period from 1 January
2022 to 31 December 2022. Reserves, Resources and Production
stated are Woodside’s net share and inclusive of fuel consumed
in operations.
FY2022 changes included revisions of previous estimates
and transfers of 41.8 MMboe for 1P Reserves, 48.0 MMboe for
2P Reserves, and 286.1 MMboe for 2C Contingent Resources.
Key drivers for the revisions include:
• completion of an Atlantis full-field integrated subsurface
study that resulted in 46.3 MMboe and 13.2 MMboe increases
in 1P Reserves and 2P Reserves respectively
• inclusion of oshore fuel gas reserves and favourable
commodity prices resulting in a net increase of 51.7 MMboe
to Proved Undeveloped Reserves and 44.5 MMboe
2P Undeveloped Reserves at Scarborough
• inclusion of fuel gas reserves and incorporation of drilling
results at Sangomar resulting in a Proved Undeveloped
Reserves increase of 24.7 MMboe
• alignment of Proved Reserves to the SEC reporting basis and
conversion to products-based reporting (-160.7 MMboe) as
described in Methodology below
• improved overall field performance at Pluto, North West Shelf,
and Julimar-Brunello led to 1P Reserves increases of
31.7 MMboe, 17.6 MMboe, and 25.7 MMboe, respectively.
Inclusion of fuel gas volumes at Liard Basin, Canada resulted in
a net increase of 285.4 MMboe 2C Contingent Resources.
Proved Undeveloped to Proved Developed reclassifications are
further discussed in the Proved Undeveloped Reserves section of
this Reserves and Resources Statement.
Table 1: Woodside’s Reserves
2,3,4,5
and Contingent Resources
6
overview (net Woodside share, as at
31 December 2022)
Natural gas
7
Bcf
10
NGLs
8
MMbbl
11
Oil &
condensate
MMbbl
Total
9
MMboe
12
Fuel included
in total
MMboe
Proved
13
Developed
14
and Undeveloped
15
10,783.6 26.3 467.0 2,385.2 251.6
Proved Developed 2,925.1 22.5 234.3 770.0 81.1
Proved Undeveloped 7,858.5 3.8 232.8 1,615.2 170.5
Proved plus Probable
16
Developed and Undeveloped 16,425.9 48.0 710.6 3,640.3 358.2
Proved plus Probable Developed 4,137.5 40.0 349.9 1,115.8 102.4
Proved plus Probable Undeveloped 12,288.4 8.0 360.7 2,524.5 255.8
Contingent Resources 41,589.1 88.8 1,276.7 8,661.9 497.7
Small dierences are due to rounding
41
Woodside Energy Group Ltd |
Methodology
Reserves and Contingent Resources estimates have not been
adjusted for risk. Proved (1P) Reserves are estimated and
reported on a net interest basis, excluding royalties owned
by others, in accordance with the SEC regulations and have
been determined in accordance with SEC Rule 4-10(a) of
Regulation S-X. As defined by the SEC, Proved (1P) Reserves
are those quantities of crude oil, natural gas, and natural gas
liquids that, by analysis of geoscience and engineering data,
can be estimated with reasonable certainty to be economically
producible from a given date forward from known reservoirs
and under existing economic conditions, operating methods,
operating contracts, and government regulations. Unless
evidence indicates that renewal of existing operating contracts
is reasonably certain, estimates of economically producible
Reserves reflect only the period before the contracts expire. The
project to extract the hydrocarbons must have commenced or
the operator must be reasonably certain that it will commence
within a reasonable time.
Proved Reserves are estimated by reference to available well
and reservoir information, including but not limited to well
logs, well test data, core data, production and pressure data,
geologic data, seismic data and, in some cases, similar data from
analogous, producing reservoirs. A wide range of engineering
and geoscience methods, including performance analysis,
numerical simulation, well analogues and geologic studies, have
been used to develop high confidence in estimated quantities.
Proved plus Probable (2P) Reserves and Best Estimate (2C)
Contingent Resources are estimated in accordance with the SPE-
PRMS guidelines. SPE-PRMS guidelines allow (amongst other
things) escalations to prices and costs and, as such, volumes
estimates in accordance with those guidelines would be on a
dierent basis than volumes estimated as prescribed by the
SEC. Proved plus Probable (2P) Reserves and Best Estimate (2C)
Contingent Resources estimates are inherently more uncertain
than Proved (1P) Reserves estimates.
Changes in the estimates of Reserves and Contingent Resources
from those reported by Woodside in the reserves statement
in Woodside’s 2021 Annual Report released in February 2022
include changes due to the matters noted below, including
changes in the basis used to define the volumes reported and
the inclusion of volumes added as a result of the merger with
BHP Petroleum.
Specifically:
• Prior to the Half-Year Report 2022, Woodside reported Proved
Reserves based on the SPE-PRMS guidelines. Woodside
now reports its Proved Reserves in accordance with SEC
regulations. The use of SEC-compliant methods for estimating
and reporting Proved Reserves in the reserves update in the
Half-Year Report 2022 resulted in reductions in the estimates
of Proved Reserves for some assets. SEC-compliant Proved
Reserves estimates use a more restrictive rules-based
approach and are generally lower than estimates prepared
solely in accordance with SPE-PRMS guidelines due to certain
dierences, including because the SEC-compliant Proved
Reserves use specified commodity price assumptions, exclude
probabilistic aggregation, and use a narrower interpretation
around unpenetrated sand bodies and fault blocks.
• Woodside’s Reserves and Contingent Resources are now
reported inclusive of all fuel consumed in operations. Prior
to the Half-Year Report 2022, Woodside’s Reserves and
Contingent Resources were reported net of the fuel consumed
in operations up to the outlet of the floating production
storage and ooading facility (FPSO) or platform (for
oshore oil projects) or the inlet to the downstream (onshore)
processing facility (for onshore gas projects).
• To achieve consistency between Woodside’s reporting of
production and reserves volumes, Woodside now uses
‘natural gas’, ‘natural gas liquids’ and ‘oil/condensate’ volumes
categories eective 1 June 2022, which are defined based on
products. Prior to the Half-Year Report 2022, Woodside used
‘dry gas’ and ‘condensate’ volumes categories, which were
defined based on composition.
• The barrel of oil equivalent (boe) conversion factor for natural
gas remains unchanged at 5.7 Bcf per MMboe, the same
conversion factor used previously for dry gas. The Acquired
Assets are now reported on this basis. Historically, the BHP
Petroleum business used a boe conversion factor of 6.0 Bcf
per MMboe.
Governance and Assurance
Woodside has several processes to provide assurance for
Reserves and Contingent Resources reporting, including the
Woodside Reserves Policy, the Woodside Petroleum Resources
Management Procedure, the Woodside Petroleum Resource
Management Guideline, sta training, and minimum competency
levels and external audits. Woodside policy requires external
audits of all projects with material Reserves at least once every
four years. The Reserves and Contingent Resources reported for
the Acquired Assets were assured by Woodside in accordance
with the processes previously applied by the BHP Petroleum
business. Reserves and Contingent Resources assessments are
reviewed to ensure technical quality and compliance with SEC
and SPE-PRMS reporting requirements (as applicable). Unless
otherwise stated, all petroleum reserves and resources estimates
are quoted at standard oilfield conditions of 14.696 pounds per
square inch (psi) (101.325 kPa) and 60 degrees Fahrenheit
(15.56 degrees Celsius).
Qualified petroleum reserves and resources
evaluator statement
The estimates of petroleum reserves and contingent resources
are based on and fairly represent information and supporting
documentation prepared by, or under the supervision of, Mr Ben
Stephens, Woodside’s Vice President Reserves and Subsurface,
who is a full-time employee of the company and a member of
the Society of Petroleum Engineers. The reserves and resources
statement as a whole has been approved by Mr Stephens.
Mr Stephen’s qualifications include a Bachelor of Engineering
(Petroleum Engineering) from the University of New South
Wales, Australia, and 19 years of relevant experience.
42 | Annual Report 2022
Table 2: Proved (1P) and Proved plus Probable (2P) Developed and Undeveloped Reserves Reconciliation (net
Woodside share, as at 31 December 2022)
Natural gas
Bcf
NGLs
MMbbl
Oil & condensate
MMbbl
Total
MMboe
Proved (1P)
Proved plus
Probable (2P)
Proved (1P)
Proved plus
Probable (2P)
Proved (1P)
Proved plus
Probable (2P)
Proved (1P)
Proved plus
Probable (2P)
Reserves as at 31 December 2021
17
8,090.7 11,669.4 - - 172.9 244.4 1,592.3 2,291.7
Acquisitions and Divestments
18
3,347.4 5,244.1 26.0 44.4 309.6 507.9 922.8 1,472.3
Revision of Previous Estimates
19
65.3 211.3 5.2 7.2 17.7 -12.3 34.3 32.0
Transfer to/from Reserves
20
8.3 29.0 0.5 1.7 5.6 9.3 7.5 16.0
Extensions and Discoveries
21
- - - - - - - -
Production
1
-728.0 -728.0 -5.3 -5.3 -38.7 -38.7 -171.7 -171.7
Reserves as at 31 December 2022
22
10,783.6 16,425.9 26.3 48.0 467.0 710.6 2,385.2 3,640.3
Fuel included in Reserves as at 31 December 2022 1,431.0 2,037.1 0.5 0.8 - - 251.6 358.2
Small dierences are due to rounding
Table 3: Best Estimate (2C) Contingent Resources reconciliation (net Woodside share, as at
31 December 2022)
Natural gas
Bcf
NGLs
MMbbl
Oil & condensate
MMbbl
Total
MMboe
Resources as at 31 December 2021 34,768.0 0.0 499.8 6,599.4
Acquisitions and Divestments 4,564.1 81.9 824.1 1,706.8
Revision of Previous Estimates 1,873.3 8.5 -38.6 298.5
Transfer to/from Reserves -13.2 -1.6 -8.6 -12.4
Extensions and Discoveries 396.9 0.0 0.0 69.6
Resources as at 31 December 2022
22
41,589.1 88.8 1,276.7 8,661.9
Small dierences are due to rounding
Table 4: Proved (1P) Developed and Undeveloped Reserves (net Woodside share, as at 31 December 2022)
Country Assets
Natural gas
Bcf
NGLs
MMbbl
Oil & condensate
MMbbl
Total
MMboe
Developed
Undeveloped
Total
Developed
Undeveloped
Total
Developed
Undeveloped
Total
Developed
Undeveloped
Total
Australia Greater Pluto
23
1,071.1 216.8 1,287.9 0.2 - 0.2 12.7 2.6 15.3 200.9 40.6 241.5
Bass Strait 355.3 43.8 399.1 11.8 0.7 12.4 7.9 1.0 8.8 82.0 9.3 91.3
North West Shelf
24
803.6 - 803.6 4.7 - 4.7 27.4 - 27.4 173.1 - 173.1
Exmouth
25
492.6 136.6 629.2 - - - 25.3 2.9 28.1 111.7 26.9 138.5
Scarborough
26
- 7,336.0 7,336.0 - - - - - - - 1,287.0 1,287.0
USA Gulf of Mexico (GoM)
27
80.5 37.2 117.7 5.9 3.1 9.0 159.7 135.9 295.6 179.7 145.6 325.3
Other International
28
122.0 88.1 210.1 - - - 1.3 90.4 91.7 22.7 105.8 128.5
Total Reserves 2,925.1 7,858.5 10,783.6 22.5 3.8 26.3 234.3 232.8 467.0 770.0 1,615.2 2,385.2
Fuel included in Reserves as at
31 December 2022
459.0 972.0 1,431.0 0.5 - 0.5 - - - 81.1 170.5 251.6
Small dierences are due to rounding
43
Woodside Energy Group Ltd |
Table 6: Best Estimate (2C) Contingent Resources summary by region (net Woodside share, as at
31 December 2022)
Country Assets
Natural gas
Bcf
NGLs
MMbbl
Oil & condensate
MMbbl
Total
MMboe
Australia Greater Pluto 1,251.6 - 22.5 242.1
Bass Strait 669.1 36.4 57.9 211.7
North West Shelf 522.5 4.3 33.6 129.6
Exmouth 740.0 - 49.6 179.4
Scarborough 1,632.2 - - 286.4
Browse
29
4,403.3 8.3 117.5 898.3
Greater Sunrise Special Regime Area Sunrise
30
1,778.0 - 75.6 387.5
USA GoM 271.3 39.7 412.2 499.5
Canada Liard
31
27,000.3 - - 4,736.9
Other International 3,320.9 - 507.9 1,090.5
Total Resources 41,589.1 88.8 1,276.7 8,661.9
Small dierences are due to rounding
Table 5: Proved plus Probable (2P) Developed and Undeveloped Reserves (net Woodside share, as at 31
December 2022)
Country Assets
Natural gas
Bcf
NGLs
MMbbl
Oil & condensate
MMbbl
Total
MMboe
Developed
Undeveloped
Total
Developed
Undeveloped
Total
Developed
Undeveloped
Total
Developed
Undeveloped
Total
Australia Greater Pluto 1,350.8 282.5 1,633.3 0.3 - 0.3 16.6 3.4 20.0 253.9 53.0 306.8
Bass Strait 578.3 51.6 629.9 21.0 1.3 22.3 12.9 1.3 14.2 135.3 11.7 147.0
North West Shelf 1,242.9 102.6 1,345.4 8.0 1.3 9.3 40.5 2.6 43.1 266.5 22.0 288.5
Exmouth 662.4 268.1 930.5 - - - 43.2 5.2 48.4 159.4 52.2 211.6
Scarborough - 11,461.4 11,461.4 - - - - - - - 2,010.8 2,010.8
USA Gulf of Mexico
(GoM)
127.6 57.4 185.0 10.8 5.3 16.1 235.1 200.8 435.9 268.3 216.2 484.4
Other International 175.6 64.9 240.5 - - - 1.6 147.4 149.0 32.4 158.8 191.2
Total Reserves 4,137.5 12,288.4 16,425.9 40.0 8.0 48.0 349.9 360.7 710.6 1,115.8 2,524.5 3,640.3
Small dierences are due to rounding
Proved Undeveloped Reserves
At 31 December 2022, Woodside’s remaining Proved
Undeveloped Reserves were 1,615.2 MMboe, which is
approximately 68% of the total remaining Proved Reserves
of 2,385.2 MMboe. This represents an increase in Proved
Undeveloped Reserves of 429.0 MMboe from the 1,186.2 MMboe
as at 31 December 2021. The largest element of this increase
was a 529.7 MMboe increase as a result of the acquisition of
the Acquired Assets. Adjustment to the SEC reporting basis
and implementation of product reporting reduced Proved
Undeveloped Reserves by 110.9 MMboe.
During FY2022, a total of 54.0 MMboe Proved Undeveloped
Reserves were converted to Proved Developed Reserves
through development activities primarily in the following
projects: Greater Western Flank Phase 3 and Lambert Deep
developments at North West Shelf in Australia (20.5 MMboe),
infill well (XNA02) to support ongoing production from the Pluto
LNG Project in Australia (15.8 MMboe), multiple development
opportunities at Shenzi in the US Gulf of Mexico including
installation and commissioning of subsea multiphase pumping
and well completions (17.1 MMboe).
Development plan changes in Sangomar and Julimar-Brunello
Phase 3 resulted in 24.7 MMboe and 4.1 MMboe increases to
Proved Undeveloped Reserves. Favourable commodity prices
resulted in an increase of 15.5 MMboe in Proved Undeveloped
Reserves. Additionally, a net increase of 19.9 MMboe in Proved
Undeveloped Reserves occurred due to positive revisions in
Scarborough and Bass Strait partially oset by negative revisions
due to technical studies and performance at Pluto and Julimar-
Brunello and the reclassification of Julimar-Brunello Phase 4 to
Contingent Resources.
44 | Annual Report 2022
Material concentrations of Undeveloped Reserves in the North
West Shelf, Greater Pluto, and Julimar Brunello regions have
remained undeveloped for longer than five years from the dates
they were initially reported as the incremental reserves are
expected to be recovered through future developments to meet
long-term contractual commitments. The incremental projects
are included in the company business plan, demonstrating
the intent to proceed with the developments. Material
concentrations of Undeveloped Reserves in the US Gulf of
Mexico are under active development and are converted to
Developed Reserves as wells are drilled and completed. The Mad
Dog Phase 2 development is expected to come online in 2023.
The changes in Proved Undeveloped Reserves in FY2022 are
summarised by category in Table 7.
Table 7: Proved Undeveloped (PUD) Reserves
Reconciliation (net Woodside share, as at
31 December 2022)
Total
MMboe
Reserves as at 31 December 2021
32
1,186.2
Acquisitions and Divestments 529.7
Revision of Previous Estimates -100.7
Adjustment to SEC and product reporting basis -110.9
Reclassifications to Developed -54.0
Performance, Technical Studies, and Other 19.9
Development Plan Changes 28.8
Price 15.5
Extensions and Discoveries -
Reserves as at 31 December 2022
33
1,615.2
Small dierences are due to rounding
During FY2022, Woodside spent $3.8 billion on development
activities worldwide. Of this amount:
• $3.5 billion was spent progressing the conversion of Proved
Undeveloped Reserves for projects where development
status was achieved in FY2022 or will be achieved when
development is completed in the future
• $0.3 billion represented other development expenditures,
including compliance and infrastructure improvement.
Additional information for US investors
The SEC prohibits oil and gas companies, in their filings with
the SEC, from disclosing estimates of oil or gas resources
other than ‘reserves’ (as that term is defined by the SEC). In
this report, Woodside includes estimates of quantities of oil
and gas using certain terms, such as ‘Proved plus Probable
(2P) Reserves,’ ‘Best Estimate (2C) Contingent Resources,’
‘Reserves and Contingent Resources,’ ‘Proved plus Probable,’
‘Developed and Undeveloped,’ ‘Probable Developed,’ ‘Probable
Undeveloped,’ ‘Contingent Resources’ or other descriptions of
volumes of reserves, which terms include quantities of oil and
gas that may not meet the SEC’s definitions of proved, probable
and possible reserves, and which the SEC’s guidelines strictly
prohibit Woodside from including in filings with the SEC. These
estimates are by their nature more speculative than estimates of
proved reserves and would require substantial capital spending
over a significant number of years to implement recovery, and
accordingly are subject to substantially greater risk of being
recovered by Woodside. In addition, actual locations drilled and
quantities that may be ultimately recovered from Woodside’s
properties may dier substantially. Woodside has made no
commitment to drill, and likely will not drill, all drilling locations
that have been attributable to these quantities. U.S. investors are
urged to consider closely the disclosures in Woodside’s filings
with the SEC, which are available at www.sec.gov.
Notes to the Reserves and Resources
Statement
1. ‘Production’ is the volume of natural gas, NGLs, condensate and oil
produced during the period from 1 January 2022 to 31 December 2022
and converted to ‘MMboe’ for the specific purpose of reserves
reconciliation. The production volume figures in this Reserves and
Resources Statement dier from the production volume figures
reported in Woodside’s annual and quarterly reports, because the
production volume figures reported in this Reserves and Resources
Statement include all fuel consumed in operations but exclude
0.9 MMboe in excess of Reserves and Resources working interest
percentage primarily from Pluto non-operating participants
processed via the Pluto-KGP Interconnector.
2. For oshore oil projects, the reference point is defined as the outlet
of the floating production storage and ooading facility (FPSO) or
platform, while for the onshore gas projects the reference point is
defined as the outlet of the downstream (onshore) gas processing
facility.
3. ‘Reserves’ are estimated quantities of petroleum that have been
demonstrated to be producible from known accumulations in which
the company has a material interest from a given date forward, at
commercial rates, under presently anticipated production methods,
operating conditions, prices, and costs. Woodside reports Reserves
inclusive of all fuel consumed in operations. Proved (1P) Reserves are
estimated and reported in accordance with SEC regulations which are
also compliant with SPE-PRMS guidelines. SEC-compliant Proved (1P)
Reserves estimates use a more restrictive, rules-based approach and
are generally lower than estimates prepared solely in accordance with
SPE-PRMS guidelines due to, among other things, the requirement to
use commodity prices based on the average of first of month prices
during the 12-month period in the reporting company’s fiscal year.
Proved plus Probable (2P) Reserves are estimated and reported in
accordance with SPE-PRMS guidelines and are not compliant with
SEC regulations.
4. Assessment of the economic value in support of an SPE PRMS
(2018) reserves and resources classification, uses Woodside Portfolio
Economic Assumptions (Woodside PEAs). The Woodside PEAs are
reviewed on an annual basis or more often if required. The review
is based on historical data and forecast estimates for economic
variables such as product prices and exchange rates. The Woodside
PEAs are approved by the Woodside Board. Specific contractual
arrangements for individual projects are also taken into account.
5. Woodside uses both deterministic and probabilistic methods for
the estimation of Reserves and Contingent Resources at the field
and project levels. All Proved (1P) Reserves estimates have been
estimated using deterministic methodology and reported on a net
interest basis in accordance with the SEC regulations, and have been
determined in accordance with SEC Rule 4-10(a) of Regulation S-X.
Unless otherwise stated, all petroleum estimates reported at the
company or region level are aggregated by arithmetic summation
45Woodside Energy Group Ltd |
by category. The aggregated Proved (1P) Reserves may be a
conservative estimate due to the portfolio eects of arithmetic
summation.
6. ‘Contingent Resources’ are those quantities of petroleum estimated,
as of a given date, to be potentially recoverable from known
accumulations, but the applied project(s) are not yet considered
mature enough for commercial development due to one or more
contingencies. Contingent Resources are estimated and reported
in accordance with SPE-PRMS guidelines and may include, for
example, projects for which there are currently no viable markets,
or where commercial recovery is dependent on technology under
development, or where evaluation of the accumulation is insucient
to clearly assess commerciality. Woodside reports Contingent
Resources inclusive of all fuel consumed in operations. Contingent
Resources are dierent from, and should not be construed as,
Reserves. Contingent Resources estimates may not always mature to
Reserves and do not necessarily represent future Reserves bookings.
Contingent Resources volumes are reported at the ‘Best Estimate’
(P50) confidence level. Best Estimate (2C) Contingent Resources are
not compliant with SEC regulations. The SEC prohibits disclosure of
oil and gas resources, including Contingent Resources, in SEC filings.
However, Australian securities regulatory authorities allow disclosure
of oil and gas resources, including Contingent Resources.
7. ‘Natural gas’ is defined as the gas product associated with liquefied
natural gas (LNG) and pipeline gas. Liquid volumes of crude oil,
condensate and NGLs are reported separately.
8. ‘Natural gas liquids’ or ‘NGL’ is defined as the product associated with
liquified petroleum gas (LPG) and consists of propane, butane, and
ethane - individually or as a mixture.
9. ‘Total’ includes fuel consumed in operations.
10. ‘Bcf’ means Billions (10
9
) of cubic feet of gas at standard oilfield
conditions of 14.696 psi (101.325 kPa) and 60 degrees Fahrenheit
(15.56 degrees Celsius).
11. ‘MMbbl’ means millions (10
6
) of barrels of NGL, oil and condensate
at standard oilfield conditions of 14.696 psi (101.325 kPa) and
60 degrees Fahrenheit (15.56 degrees Celsius).
12. ‘MMboe’ means millions (10
6
) of barrels of oil equivalent. Natural
Gas volumes are converted to oil equivalent volumes via a constant
conversion factor, which for Woodside is 5.7 Bcf of dry gas per
1 MMboe. Volumes of NGL, oil and condensate are converted from
MMbbl to MMboe on a 1:1 ratio.
13. ‘Proved Reserves’ are those quantities of crude oil, condensate,
natural gas and NGLs that, by analysis of geoscience and engineering
data, can be estimated with reasonable certainty to be economically
producible from a given date forward from known reservoirs and
under existing economic conditions, operating methods, operating
contracts, and government regulations. Proved Reserves are
estimated and reported on a net interest basis in accordance with the
SEC regulations and have been determined in accordance with SEC
Rule 4-10(a) of Regulation S-X.
14. ‘Developed Reserves’ are those Reserves that are producible through
currently existing completions and installed facilities for treatment,
compression, transportation and delivery, using existing operating
methods and standards.
15. ‘Undeveloped Reserves’ are those Reserves for which wells and
facilities have not been installed or executed but are expected to be
recovered through significant future investments.
16. ‘Probable Reserves’ are those Reserves which analysis of geological
and engineering data suggests are more likely than not to be
recoverable. Proved plus Probable (2P) Reserves represent the best
estimate of recoverable quantities. Where probabilistic methods are
used, there is at least a 50% probability that the actual quantities
recovered will equal or exceed the sum of estimated Proved plus
Probable (2P) Reserves. Proved plus Probable (2P) Reserves are
estimated and reported in accordance with SPE-PRMS guidelines and
are not compliant with SEC regulations.
17. Proved Reserves as at 31 December 2021 as estimated and reported in
accordance with SPE-PRMS guidelines.
18. ‘Acquisitions and Divestments’ are revisions that represent changes
(either upward or downward) in previous estimates of Reserves or
Contingent Resources, which result from either purchase or sale of
interests and/or execution of contracts conveying entitlement, and, in
this Reserves and Resources Statement, includes volumes added as a
result of the merger with BHP Petroleum.
19. ‘Revision of Previous Estimates’ are changes (either upward or
downward) in previous estimates of Reserves or Contingent
Resources, which, for the purposes of this Reserves and Resources
Statement, includes changes to previous estimates of Proved
Reserves which reflect the changes in the basis used to define the
volumes reported as Proved Reserves as described in the introduction
to this Reserves and Resources Statement, including adjustments (i)
to convert Proved (1P) Reserves to SEC-compliant methods; (ii) to
include all fuel consumed in operations; and (iii) to revise reporting
categories to achieve consistency between Woodside’s reporting of
production and reserves volumes.
20. ‘Transfer to/from Reserves’ are revisions that represent changes
(either upward or downward) in previous estimates of Reserves
or Contingent Resources, which are a result of re-classification of
petroleum resources estimates (i.e. from Reserves to Contingent
Resources or vice versa) associated with one or more project(s).
21. ‘Extensions and Discoveries’ represent additions to Reserves or
Contingent Resources that result from increased areal extensions of
previously discovered fields demonstrated to exist subsequent to
the original discovery and/or discovery of Reserves or Contingent
Resources in new fields or new reservoirs in old fields.
22. Proved Reserves at 31 December 2022 are estimated and reported
in accordance with SEC regulations. Proved plus Probable Reserves
and Contingent Resources at 31 December 2022 are estimated and
reported in accordance with SPE-PRMS guidelines.
23. ‘Greater Pluto’ consists of Pluto, Xena, Pyxis, Larsen, Martell, Martin,
Noblige, and Remy fields.
24. ‘North West Shelf’ (NWS) consists of all oil and gas fields within the
North West Shelf Project Area.
25. ‘Exmouth’ consists of Pyrenees, Macedon, Julimar-Brunello, and
Ngujima-Yin fields.
26. ‘Scarborough’ consists of Scarborough, Thebe, and Jupiter fields.
27. ‘GoM’ consists of Shenzi, Shenzi North, Atlantis, and Mad Dog fields.
28. ‘International’ consists of Angostura, Ruby, T&T Deep Water, Trion,
and Sangomar fields which are under Production/Revenue Sharing-
type agreements. These fields represent approximately 5% of 1P and
2P Reserves and 13% of 2C Contingent Resources. Woodside net
economic interest volumes are reported.
29. ‘Browse’ consists of Brecknock, Calliance, and Torosa fields.
30. ‘Sunrise’ consists of Sunrise and Troubadour fields.
31. ‘Liard’ comprises Unconventional Contingent Resources in the Liard
Basin which require a sanctioned project for development.
32. Proved Undeveloped Reserves as at 31 December 2021 as estimated
and reported in accordance with SPE-PRMS guidelines.
33. Proved Undeveloped Reserves as at 31 December 2022 as estimated
and reported in accordance with SEC regulations.
46 | Annual Report 2022
Drilling and other exploratory and development activities
The number of crude oil and natural gas wells drilled and completed for each of the last three years was as follows:
Present development activities continuing as of 31 December 2022
The number of wells in the process of drilling and/or completion as of 31 December 2022 was as follows:
As set out in this section, the number of wells drilled refers to the number of wells completed at any time during the respective year,
regardless of when drilling was initiated. Completion refers to the installation of permanent equipment for production of oil or gas, or,
in the case of a dry well, to reporting to the appropriate authority that the well has been abandoned.
An exploratory well is a well drilled to find oil or gas in a new field or to find a new reservoir in a field previously found to be productive
of oil or gas in another reservoir. A development well is a well drilled within the limits of a known oil or gas reservoir to the depth of a
stratigraphic horizon known to be productive.
A productive well is an exploratory, development or extension well that is not a dry well. Productive wells include wells in which
hydrocarbons were encountered and the drilling or completion of which, in the case of exploratory wells, has been suspended pending
further drilling or evaluation. A dry well is an exploratory, development, or extension well that proves to be incapable of producing
either oil or gas in sucient quantities to justify completion as an oil or gas well.
During 2022, productive development wells included the XNA02 Xena well in Australia and wells at Shenzi and Atlantis in the US GoM.
Dry exploratory wells included the Hoodoo test in Western GoM, Wildling, which was a potential Shenzi tie back, and the non-operated
Starman test in the central GoM. In Senegal, Woodside drilled a productive exploratory well to appraise a nearfield tieback opportunity
near to the under construction Sangomar FPSO facility.
Exploratory wells Development wells Total
Gross Net Gross Net Gross Net
Australia - - - - - -
International
1
- - 30 13.0 30 13.0
Total - - 30 13.0 30 13.0
1. International is primarily US and Senegal.
Net exploratory wells Net development wells
Productive Dry Total Productive Dry Total Total
Year ended 31 December 2022
1
Australia - - - 0.9 - 0.9 0.9
International
2
0.9 2.0 2.9 1.2 - 1.2 4.0
Total 0.9 2.0 2.9 2.1 - 2.1 4.9
Year ended 31 December 2021
Australia - - - 0.6 - 0.6 0.6
International
3
- 1.5 1.5 - - - 1.5
Total - 1.5 1.5 0.6 - 0.6 2.1
Year ended 31 December 2020
Australia - - - 4.4 0.7 5.0 5.0
International - - - - - - -
Total - - - 4.4 0.7 5.0 5.0
Small dierences are due to rounding
1. Includes BHP Petroleum from 1 June 2022 to 31 December 2022.
2. International is primarily US.
3. International is primarily Myanmar.
Development wells in progress include Sangomar wells in Senegal, Mad Dog Phase 2 wells, Atlantis wells, Shenzi North wells and a Mad
Dog A spar well in the US GoM. The Sangomar development is installing a waterflood recovery scheme as part of the ongoing project,
and in the Gulf of Mexico a waterflood recovery scheme is included in the Mad Dog Phase 2 project.
47Woodside Energy Group Ltd |
Oil and gas properties, wells, operations and acreage
The following tables show the number of gross and net productive crude oil and natural gas wells and total gross and net developed
and undeveloped oil and natural gas acreage as at 31 December 2022. A gross well or acre is one in which a working interest is owned,
while a net well or acre exists when the sum of fractional working interests owned in gross wells or acres equals one.
Productive wells are producing wells and wells mechanically capable of production. Developed acreage is comprised of leased acres
that are within an area by or assignable to a productive well. Undeveloped acreage is comprised of leased acres on which wells have
not been drilled or completed to a point that would permit the production of economic quantities of oil and gas, regardless of whether
such acres contain proved reserves.
The number of productive crude oil and natural gas wells in which Woodside held an interest at 31 December 2022 was as follows:
Crude oil wells Natural gas wells Total
Gross Net Gross Net Gross Net
Australia 323 167.8 183 94.1 506 262.0
International
1
77 38.3 10 4.7 87 43.1
Total 400 206.2 193 98.9 593 305.0
Small dierences are due to rounding
1. International is primarily US and Trinidad and Tobago.
Of the productive crude oil and natural gas wells, 140 (net: 66) wells had multiple completions. The number of wells with multiple
completions refers to wells that have downhole equipment installed that allows zonal isolation or controlled commingling of
production as permitted and approved by the applicable regulator.
Developed and undeveloped acreage (including both leases and concessions) held at 31 December 2022 was as follows:
Developed acreage Undeveloped acreage
Thousands of acres Gross Net Gross Net
Australia 2,417 1,212 3,406 3,116
International
1,2
147 74 23,736 11,466
Total 2,564 1,286 27,142 14,582
1. Developed acreage in International primarily comprises US and Trinidad and Tobago.
2. Undeveloped acreage in International primarily comprises Barbados, Canada, Congo, Egypt, Ireland, Korea, Mexico, Myanmar, Peru, Senegal, Timor-Leste and Trinidad and Tobago.
Woodside has initiated exits from our Myanmar, Republic of Korea, Peru, Ireland and oshore Canada positions, totalling
approximately 13,545 thousand acres gross (7,149 thousand acres net). Approximately 744 thousand acres gross (476 thousand
acres net), 57 thousand acres gross (26 thousand acres net) and 963 thousand acres gross, (277 thousand acres net) of undeveloped
acreage will expire in the years ending 31 December 2023, 2024 and 2025 respectively if Woodside does not establish production or
take any other action to extend the terms of the licenses and concessions.
Delivery commitments
Woodside has contracts that require delivery of fixed volumes of crude oil, condensate, natural gas and NGL. Woodside intends to
fulfill its short-term and long-term obligations with its production or from purposes of third-party volumes.
As at 31 December 2022, delivery commitments were as follows:
Natural gas (MMboe) Crude oil (MMbbl) Condensate (MMbbl) NGLs (MMbbl)
Year ending 31 December
2023 to 2027 362.6 6.3 1.1 3.8
Thereafter 232.6 - - -
Total oil and gas delivery
commitments
595.2 6.3 1.1 3.8
48 | Annual Report 2022
Production
The following table details production by product and geographic location for each of the three years ended 31 December 2022, 2021
and 2020. The volumes are marketable production after deduction of applicable royalties, fuel and flare. Average production costs per
unit of production and average sales prices per unit of production has also been included for each of these periods.
2022
1
2021
2
2020
2
Production volumes (MMboe)
LNG
Australia 84.4 70.8 75.1
International - - -
Total LNG 84.4 70.8 75.1
Pipeline gas
Australia 22.9 2.5 5.3
International 5.6 - -
Total pipeline gas 28.5 2.5 5.3
Crude oil and condensate
Australia 24.0 17.3 19.5
International 14.7 - -
Total crude oil and condensate 38.7 17.3 19.5
Natural gas liquids (NGLs)
Australia 4.4 0.5 0.5
International 0.8 - -
Total NGLs 5.2 0.5 0.5
Total petroleum products
Australia 135.7 91.1 100.3
International 21.1 - -
Total production 156.8 91.1 100.3
Average sales price per produced boe (US$/boe)
LNG
Australia 104.0 55.4 32.1
International - - -
Total LNG 104.0 55.4 32.1
Pipeline gas
Australia 47.3 18.0 13.9
International 48.9 - -
Total pipeline gas 47.6 18.0 13.9
Crude oil and condensate
Australia 103.3 75.8 43.3
International 86.7 - -
Total crude oil and condensate 97.0 75.8 43.3
Natural gas liquids (NGLs)
Australia 40.6 121.2 31.1
International 34.5 - -
Total NGLs 39.7 121.2 31.1
Total average production cost per produced boe (US$/boe)
Australia 10.4 7.9 6.3
International 16.9 - -
Total average production cost per produced boe
3
11.2 7.9 6.3
1. Includes production of 156.8 MMboe from Woodside reserves, and excludes 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the Pluto-KGP
Interconnector.
2. Production volumes for 2021 and 2020 have been restated to present marketable production after deduction of applicable royalties, fuel and flare.
3. Average production costs per produced boe includes direct and indirect costs relating to production of total hydrocarbons and the foreign exchange eect of translating local currency
denominated costs into US dollars but excludes cost to transport produced hydrocarbons to the point of sale, ad valorem and severance taxes.
49
Woodside Energy Group Ltd |
SECTION 4: GOVERNANCE
SECTION 4.1
Corporate Governance Statement
4.1.1 Corporate governance at Woodside
Woodside is committed to a high level of corporate
governance and fostering a culture that values ethical
behaviour, integrity and respect. The Board is responsible
for the overall corporate governance of Woodside.
Woodside’s corporate governance model is illustrated in
the diagram below. The Woodside Management System
(WMS) describes the Woodside way of working, enabling
Woodside to understand and manage its business to
achieve its objectives. It defines the boundaries within
which Woodside employees and contractors are expected
to work. The WMS establishes a common approach to how
we operate, wherever the location.
Woodside continues to review and, where necessary,
enhance our corporate governance policies and practices.
We frequently consider developments arising in the
markets where Woodside securities are listed, including
the Australian Securities Exchange (ASX), London Stock
Exchange (LSE) and New York Stock Exchange (NYSE).
Our practices will evolve as we continually look to
strengthen our governance framework in the context of
our multi-jurisdictional business.
The company must comply with the Corporations Act
2001 (Cth), the ASX Listing Rules, UK Listing Rules, UK
Disclosure Guidance and Transparency Rules, UK Market
Abuse Regulation, relevant provisions of the NYSE Listing
Manual and US securities laws applicable to Woodside as a
foreign private issuer and other applicable Australian and
international laws. This Corporate Governance Statement
(Statement) reports on Woodside’s key governance
principles and practices.
The ASX Listing Rules require the company to report on the
extent to which it has followed the Corporate Governance
Recommendations contained in the fourth edition of
the ASX Corporate Governance Council’s Principles and
Recommendations (ASXCGC Recommendations). The
UK Disclosure Guidance and Transparency Rules, the
NYSE listing rules and US securities laws also require the
company to report on its governance arrangements and the
governance code that it applies.
The ASXCGC Recommendations are publicly available
at https://www.asx.com.au/documents/asx-compliance/
cgc-principles-and-recommendations-fourth-edn.pdf.
The ASXCGC Recommendations are not incorporated by
reference to this Statement. As shown in this Statement,
throughout the year, Woodside complied with all the
ASXCGC Recommendations. Following our listing on the
NYSE and LSE, we are also subject to certain governance
requirements of the LSE, the NYSE and the SEC. Refer to
the section ‘Dierences from NYSE corporate governance
requirements’ for further information.
The Statement was approved by the Board and is current
as at 27 February 2023.
All Board and committee charters and copies of the
policies and documents referred to in this Statement
are available on the Corporate Governance section of
Woodside’s website.
STAKEHOLDERS
BOARD
CHIEF EXECUTIVE
OFFICER
NOMINATIONS &
GOVERNANCE COMMITTEE
MANAGEMENT GOVERNANCE AND ASSURANCE
STRATEGY AUTHORITIES
WOODSIDE
MANAGEMENT SYSTEM
INCLUDING WOODSIDE
COMPASS AND POLICIES
RISK MANAGEMENT
OPERATING
STRUCTURE
INDEPENDENT ASSURANCE
EXTERNAL AUDIT
__________________________________
INTERNAL AUDIT
HUMAN RESOURCES &
COMPENSATION COMMITTEE
AUDIT & RISK
COMMITTEE
SUSTAINABILITY
COMMITTEE
50 | Annual Report 2022
4.1.2 Board of directors
Board role and responsibilities
The Constitution provides that the business and aairs of the
company are to be managed by or under the direction of the
Board. The central role of the Board is to set the company’s
strategic direction, to select and appoint a Chief Executive
Ocer (CEO) and to oversee the company’s management and
business activities.
The Board’s role, powers, duties and functions are formalised in
a Board Charter. The Charter sets out the matters and functions
that are specifically reserved to the Board and the powers that
are delegated to the CEO and management.
The Board Charter and the delegation of Board authority to the
CEO and management are reviewed regularly.
Key activities of the Board undertaken during the year:
• completing the merger with BHP’s petroleum business
• monitoring the Scarborough and Pluto Expansion Projects
• overseeing the Sangomar Field Development
• participating with management in frequent strategic
engagements to review Woodside’s corporate strategy and
providing input and guidance
• monitoring management’s execution of strategy
• monitoring the global energy market and the war in Ukraine
• appointing Graham Tiver as Woodside’s Chief Financial Ocer
(CFO) eective February 2022
• overseeing financial performance and key metrics
• setting clear near and medium-term emissions reduction
targets that put Woodside on the pathway towards our
aspiration of net zero by 2050 or sooner
1
• satisfying itself that management has developed and
implemented a sound system of risk management and internal
control
• reviewing key corporate governance policies and practices to
ensure a robust corporate governance system
• engaging in the Board and director performance evaluations
• attending director professional development sessions,
including seminars and engaging in educational presentations
on industry related matters and new and emerging
developments with the potential to aect Woodside.
Board composition
The Constitution provides that the company is not to have more
than 12, nor less than three directors. The Board is currently
comprised of ten independent non-executive directors and the
CEO. The following page shows each of the current directors and
the date of their appointment as a director.
1. Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020
and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
51
Woodside Energy Group Ltd |
Richard Goyder, AO
BCom, FAICD
Chair: Chair since April 2018
Term of oce: Director since August 2017,
re-election required at AGM in 2024.
Independent: Yes
Experience: Mr Goyder spent 24 years
with Wesfarmers Limited, where he served
as Managing Director and Chief Executive
Ocer from 2005 to late 2017. Mr Goyder
also served as Chair of the Australian B20
(the key business advisory body to the
international economic forum which includes
business leaders from all G20 economies) from
February 2013 to December 2014.
Committee membership: Chair of the
Nominations & Governance Committee.
Attends other Board committee meetings.
Current directorships/other interests:
Chair: Qantas Airways Limited (since 2018),
Channel 7 Telethon Trust (since 2018) and
West Australian Symphony Orchestra (WASO)
(since 2018) and Australian Football League
Commission (since 2017).
Member: Evans and Partners Investment
Committee.
Directorships of other listed entities within
the past three years: Nil
Meg O’Neill
BSc (Ocean Engineering), BSc (Chemical
Engineering), MSc (Ocean Systems Management)
CEO and Managing Director
Term of oce: Director since August 2021.
Independent: No
Experience: Ms O’Neill joined Woodside in
2018 and has performed a number of senior
executive positions including Chief Operations
Ocer, Executive Vice President Development
and Executive Vice President Development
and Marketing. From April 2021 to August
2021, Ms O’Neill was acting Chief Executive
Ocer (CEO) until she was formally appointed
to the position.
Prior to joining Woodside, Ms O’Neill spent 23
years with ExxonMobil in a variety of technical,
operational and senior leadership roles.
Committee membership: Attends Board
committee meetings.
Current directorships/other interests:
Chair: Australian Petroleum Production &
Exploration Association (APPEA) (since 2022).
Director: American Petroleum Institute
(API) (since 2022), Reconciliation WA (since
2022), WA Venues & Events Pty Ltd (WAVE)
(since 2019) and West Australian Symphony
Orchestra (WASO) (since 2019).
Member: Chief Executive Women, National
Petroleum Council and American Petroleum
Institute in the US and UWA Business School
Advisory Board.
Other: Honorary Governor of the American
Chamber of Commerce (AmCham).
Directorship of other listed entities within
the past three years: Nil
Larry Archibald
BSc (Geosciences), BA (Geology), MBA
Term of oce: Director since February 2017,
re-election required at AGM in 2023.
Independent: Yes
Experience: Mr Archibald previously worked
at ConocoPhillips, where he spent eight
years in senior executive positions including
Senior Vice President, Business Development
and Exploration and Senior Vice President,
Exploration. Prior to joining ConocoPhillips,
Mr Archibald spent 29 years at Amoco from
1980 to 1998 and BP from 1998 to 2008 in
various positions including leading exploration
programs covering many world regions.
Committee membership: Audit & Risk,
Sustainability and Nominations & Governance
Committees.
Current directorships/other interests:
Chair: University of Arizona Geosciences
Advisory Board (since 2019).
Directorship of other listed entities within
the past three years: Nil
52 | Annual Report 2022
Frank Cooper, AO
BCom, FCA, FAICD
Term of oce: Director since February 2013,
re-election required at AGM in 2025.
Independent: Yes
Experience: Mr Cooper was a Partner at
PricewaterhouseCoopers from 2006 until
his retirement in 2012, and a director of the
Insurance Commission of Western Australia
until September 2022. Prior to joining
PricewaterhouseCoopers, Mr Cooper was a
partner of Ernst & Young from 2002 to 2005
and managing partner of Arthur Andersen
from 1991 to 2002.
Committee membership: Chair of the Audit
& Risk Committee. Member of the Human
Resources & Compensation and Nominations &
Governance Committees.
Current directorships/other interests:
Director: Wright Prospecting Pty Ltd (since
2022), St John of God Australia Limited (since
2015) and South32 Limited (since 2015).
Trustee: St John of God Health Care (since
2015).
Directorship of other listed entities within
the past three years: Nil
Swee Chen Goh
BSc (Information Science), MBA
Term of oce: Director since January 2020,
re-election required at AGM in 2023.
Independent: Yes
Experience: Ms Goh joined Shell in 2003 and
was the Chair of Shell Companies in Singapore
from 2014 until her retirement in 2019.
During her tenure at Shell, Ms Goh served on
the boards of a number of Shell joint ventures
in China, Korea and Saudi Arabia. Prior to
joining Shell, Ms Goh worked at Procter &
Gamble and IBM.
Committee membership: Member of
the Human Resources & Compensation,
Sustainability and Nominations & Governance
Committees.
Current directorships/other interests:
Chair: Nanyang Technological University
(since 2021), National Arts Council (since 2019)
and Singapore Institute for Human Resource
Professionals (since 2016).
Director: Carbon Solutions Holdings Pte
Ltd (since 2022), Carbon Solutions Platform
Pte Ltd (since 2022), Carbon Solutions
Investments Pte Ltd (since 2022), Carbon
Solutions Services Pte Ltd (since 2022), JTC
Corporation (since 2022), Resilience Collective
Ltd (since 2020), Singapore Airlines Ltd (since
2019) and Singapore Power Ltd (since 2019).
President: Global Compact Network
Singapore.
Member: Singapore Legal Services
Commission, Centre for Liveable Cities
Advisory Panel and Singapore Research,
Innovation and Enterprise Council.
Directorship of other listed entities within
the past three years: Nil
Christopher Haynes, OBE
BSc, DPhil, FREng, CEng, FIMechE, FIEAust
Term of oce: Director since June 2011,
re-election required at AGM in 2024.
Independent: Yes
Experience: Dr Haynes had a 38-year career
with Shell where he served as Executive Vice
President, Upstream Major Projects within
Shell’s Projects and Technology Business,
General Manager of Shell’s operations in Syria,
and a secondment as Managing Director of
Nigeria LNG Ltd.
From 1999 to 2002, Dr Haynes was seconded
to Woodside as General Manager of the North
West Shelf Venture. Dr Haynes retired from
Shell in August 2011.
Committee membership: Member of the
Audit & Risk, Sustainability and Nominations &
Governance Committees.
Current directorships/other interests:
Director: Worley Limited (since 2012).
Directorship of other listed entities within
the past three years: Nil
53Woodside Energy Group Ltd |
Ian Macfarlane
Former Australian Federal Minister (Resources;
Energy; Industry and Innovation), FAICD
Term of oce: Director since November 2016,
re-election required at AGM in 2023.
Independent: Yes
Experience: Mr Macfarlane served as director
of METS Ignited Ltd and was Australia’s
longest serving Federal Resources and Energy
Minister, and the Coalition’s longest serving
Federal Industry and Innovation Minister, with
over 14 years of experience in both Cabinet
and shadow ministerial positions. Prior to
entering politics, Mr Macfarlane was the
President of the Queensland Graingrowers
Association from 1991 to 1998 and the
President of the Grains Council of Australia
from 1994 to 1996.
Committee membership: Member of
the Human Resources & Compensation,
Sustainability and Nominations & Governance
Committees.
Current directorships/other interests:
Chief Executive: Queensland Resources
Council (since 2016).
Chair: Innovation Manufacturing Co-operative
Research Centre (since 2016).
Director: Sovereign Manufacturing Automation
for Composites Cooperative Research
Centre (since 2023), CSIRO (since 2021) and
Toowomba and Surat Basin Enterprise Board
(since 2018).
Member: Fellow of the Australian Institute of
Company Directors, Toowoomba Community
Advisory Committee of the University
of Queensland Rural Clinical School and
Mooloolaba and the Spit Association.
Directorship of other listed entities within
the past three years: Nil
Ann Pickard
BA, MA
Term of oce: Director since February 2016,
re-election required at AGM in 2025.
Independent: Yes
Experience: Ms Pickard joined Shell in 2000
and served in a number of senior executive
positions including as the Director, Global
Business and Strategy and as a member of
the Shell Gas & Power Executive Committee.
Ms Pickard retired from Shell in 2016. Prior to
joining Shell, Ms Pickard spent 11 years with
Mobil before its merger with Exxon in 1998.
Committee membership: Chair of the
Sustainability Committee, member of the
Human Resources & Compensation and
Nominations & Governance Committees.
Current directorships/other interests:
Director: Noble Corporation Plc. (since 2021)
and KBR Inc (since 2015).
Member: Chief Executive Women and
University of Wyoming Foundation Board.
Directorship of other listed entities within
the past three years: Nil
Sarah Ryan
BSc (Geology), BSc (Geophysics) (Hons 1), PhD
(Petroleum and Gephysics), FTSE
Term of oce: Director since December 2012,
re-election required at AGM in 2025.
Independent: Yes
Experience: Dr Ryan has more than 30
years’ experience in the oil and gas industry
in various technical, operational and senior
management positions. Dr Ryan worked at
Schlumberger Ltd for 15 years. Dr Ryan was
also an equity analyst, portfolio manager and
energy advisor for Earnest Partners from 2007
to 2017.
Committee membership: Member of the
Audit & Risk, Sustainability and Nominations &
Governance Committees.
Current directorships/other interests:
Director: OZ Minerals Limited (since 2021),
Future Battery Industries Cooperative
Research Centre (since 2020), Aurizon
Holdings (since 2019) and Viva Energy Group
Ltd (since 2018).
Chair: Australian Academy of Technology and
Engineering’s Energy Forum.
Member: Australian Commonwealth
Government Strategic Shipping Taskforce,
Chief Executive Women, Australian Securities
& Investments Commission (ASIC), Corporate
Governance Consultative Panel and Australian
Institute of Company Directors.
Other: Judging Committee for the Prime
Minister’s Prizes for Science (2022).
Directorship of other listed entities within
the past three years: Nil
54 | Annual Report 2022
Gene Tilbrook
BSc, MBA, FAICD
Term of oce: Director since December 2014,
re-election required at AGM in 2024.
Independent: Yes
Experience: Mr Tilbrook served as a senior
executive of Wesfarmers Limited between
1985 and 2009, including as Executive Director
Finance and Executive Director Business
Development.
Committee membership: Chair of the Human
Resources & Compensation Committee,
Member of the Audit & Risk and Nominations
& Governance Committees.
Current directorships/other interests:
Director: Orica Limited (since 2013).
Member: Life Fellow of the Australian Institute
of Company Directors.
Directorship of other listed entities within
the past three years: GPT Group Limited
(2010 – 2021).
Ben Wyatt
LLB, MSc
Term of oce: Director since June 2021,
re-election required at AGM in 2025.
Independent: Yes
Experience: Mr Wyatt served in the Western
Australian Legislative Assembly for 15 years,
including as the Western Australian Treasurer
and Minister for Finance, Energy, Aboriginal
Aairs and Lands. Additionally, Mr Wyatt held
various shadow cabinet portfolios including
responsibility for Native Title and the Pilbara.
Prior to entering Parliament, Mr Wyatt
practised as a lawyer in both private practice
and with the Western Australian Oce of the
Director of Public Prosecutions.
Committee membership: Member of
the Human Resources & Compensation,
Sustainability and Nominations & Governance
Committees.
Current directorships/other interests:
Director: APM Group (since 2022), Wyatt
Martin Pty Ltd (since 2021), West Coast Eagles
(since 2021), Perth International Arts Festival
(since 2021), Telethon Kids Institute (since
2021) and Rio Tinto Ltd (since 2021).
Member: UWA Business School Advisory
Board, Australian Institute of Company
Directors and Australian Capital Equity Pty Ltd
Advisory Board.
Directorship of other listed entities within
the past three years: Nil
55Woodside Energy Group Ltd |
Director appointment, induction training and
continuing education
All new non-executive directors are required to sign a letter of
appointment which sets out the key terms and conditions of
their appointment, including duties, rights and responsibilities,
the time commitment envisaged and the Board’s expectations
regarding their involvement with committee work.
Executive Directors and other Senior Executives enter into
employment agreements which govern the terms of their
employment. Woodside undertakes extensive background and
screening checks prior to appointing Senior Executives. Details
of Woodside’s Senior Executives are set out in section 4.1.4 -
Executive Leadership Team.
Woodside also undertakes extensive background and
screening checks prior to nominating a director for election
by shareholders, including checks as to character, experience,
education, criminal record and bankruptcy history. Woodside
provides to shareholders all material information in its possession
concerning the director standing for election or re-election in the
explanatory notes accompanying the notice of meeting.
Induction training is provided to all new directors. It includes a
comprehensive induction manual, discussions with the CEO and
Senior Executives and the option to visit Woodside’s principal
operations either upon appointment or with the Board during its
next site tour.
Questionnaires are completed annually to assess each director’s
skills and knowledge required to discharge their obligations
to the company. Woodside considers at least annually the
need for new and existing directors to undertake professional
development to develop and maintain the skills and knowledge
needed to perform their role as directors eectively, and
provides directors who require professional development the
opportunity to develop and maintain the required skills and
knowledge. Directors attend continuing professional education
sessions, including industry seminars and approved education
courses, which are paid for by the company, where appropriate.
Director remuneration
Details of remuneration paid to directors (executive and
non-executive) are set out in the 2022 Remuneration Report
in section 4.3 - Remuneration Report. The Remuneration
Report also contains information on the company’s policy
for determining the nature and amount of remuneration for
directors and Senior Executives and the relationship between the
policy and company performance.
Board access to information and independent
advice
Subject to the Directors’ Conflict of Interest Policy, directors
have direct access to members of company management and
to company information in the possession of management.
Directors are entitled to obtain independent legal, accounting
or other professional advice at the company’s expense where a
request for such advice is approved by the Chair. In the case of a
request made by the Chair, approval is required by a majority of
the non-executive directors.
Director attendance at meetings
Directors in oce, committee membership and directors’ attendance at meetings during 2022
Director Board Audit & Risk
Human Resources
& Compensation Sustainability
Nominations
& Governance
Held
1
Attended
2
Held
1
Attended
2
Held
1
Attended
2
Held
1
Attended
2
Held
1
Attended
2
Executive Director
Meg O’Neill 14 14 7 8 4 4
Non-Executive Director
Larry Archibald 14 14 7 7 7 4 4 4 4
Frank Cooper 14 13 7 6 8 7 4 4 3
Swee Chen Goh 14 13 6 8 7 4 3 4 4
Richard Goyder 14 14 7 8 4 4 4
Chris Haynes 14 14 7 7 8 4 4 4 4
Ian Macfarlane 14 14 7 8 8 4 4 4 4
Ann Pickard 14 14 5 8 8 4 4 4 4
Sarah Ryan 14 14 7 7 6 4 4 4 4
Gene Tilbrook 14 13 7 7 8 8 4 4 4
Ben Wyatt 14 14 7 8 8 4 4 4 4
Current Chair
Current Member
1. ‘Held’ indicates the number of meetings held during the period of each director’s tenure. Where a director is not a member but attended meetings during the period, then only the number of
meetings attended rather than held is shown.
2. ‘Attended’ indicates the number of meetings attended by each director. All directors are entitled to and generally attend meetings of the standing committees.
56
| Annual Report 2022
Board performance evaluation
Board performance evaluations are conducted annually.
The reports on Board and committee performance are provided
to all directors and discussed by the Board. The report on the
Chair’s performance is provided to the Chair and two committee
chairs for discussion.
The report on each individual director is provided to the
individual and to the Chair. The Chair meets individually with
each director to discuss the findings of their report.
As disclosed in the 2021 Corporate Governance Statement,
in 2021 an external consultant was engaged to conduct a
comprehensive review of the eectiveness of the Board
and Board committees. The evaluation followed the process
outlined above and involved interviews with directors and
senior management and observation of Board and committee
meetings. The review also focused on the Board’s composition
and succession planning including diversity, skills and experience.
The review was finalised in 2022. It highlighted the directors’
views on the top priorities for the Board.
The Board, through the Nominations & Governance Committee,
considered and discussed the final report in detail.
The external review also informed the Board’s review of
succession priorities and upcoming appointments will be made
with regard to the key opportunities identified.
The Human Resources & Compensation Committee reviews and
makes recommendations to the Board on the criteria for the
evaluation of the performance of the CEO. The Board conducts
the evaluation of the performance of the CEO.
Review of the 2022 performance of the CEO and executive
succession planning was conducted by the Board.
Directors’ retirement and re-election
The Woodside Constitution sets out the requirements for the
retirement and re-election of directors. With the exception of the
CEO/Managing Director, directors must retire at the third AGM
following their election or most recent re-election. At least one
director must stand for election at each AGM.
Board support for a director’s re-election is not automatic and is
subject to satisfactory director performance.
Director independence
In accordance with the Policy on Independence of Directors,
the Board assesses independence with reference to whether a
director is non-executive, not a member of management and is
free of any business or other relationship that could materially
interfere with, or could reasonably be perceived to materially
interfere with, the independent exercise of their judgement.
In making this assessment, the Board considers all relevant facts
and circumstances. In particular, the Board focuses on the factors
relevant to assessing the independence of a director set out in
Box 2.3 of the ASXCGC Recommendations.
The Board has reviewed the independence of each of the non-
executive directors in oce at the date of this Statement and
determined that they are all independent. The CEO, Ms Meg
O’Neill, is not considered independent as she is an Executive
Director and a member of management.
Two of the non-executive directors have been employed by
Woodside in the past. Dr Haynes was seconded to Woodside
as General Manager of the North West Shelf Venture from 1999
to 2002. Dr Ryan was employed by Woodside as a member of
the North West Shelf petroleum production team from 1993 to
1996. A significant period of time has elapsed since they ceased
employment with Woodside and the Board is comfortable that
they bring an independent judgement to bear on issues before the
Board.
Dr Haynes was re-elected at the 2021 AGM and has served
eleven years on the Board in June 2022. The Board reviewed the
independence of Dr Haynes and determined that he remained
independent, notwithstanding his length of tenure on the Board.
Conflicts of interest
The Board has approved a Directors’ Conflict of Interest Policy
which applies if there is, or may be, a conflict between the
personal interests of a director, or the duties a director owes to
another company, and the duties the director owes to Woodside.
Directors are required to disclose circumstances that may aect,
or be perceived to aect, their ability to exercise independent
judgement so that the Board can assess independence on a
regular basis.
Under Woodside’s Constitution, directors must comply with the
Corporations Act in relation to disclosure and voting on matters
involving material personal interests. Subject to the Corporations
Act:
• a director may be counted in a quorum at a Board meeting
that considers, and may vote on, any matter in which that
director has an interest
• the company may proceed with any transaction that relates to
the interest and the director may participate in the execution
of any relevant document by or on behalf of the company
• the director may retain benefits under the transaction even
though the director has an interest
• the company cannot avoid the transaction merely because of
the existence of the interest.
Under Woodside’s Constitution, a director may be a director of
or hold any other oce or position in any corporation promoted
by the company or in which the company may be interested. The
Board may exercise the voting power conferred by the shares in
any corporation held or owned by the company, and a director
may vote in favour of exercising those voting rights despite the
fact that the director is, or may be about to be appointed, a
director of that other corporation and may be interested in the
exercise of those voting rights. An interested director is to be
counted in a quorum despite the interest.
57Woodside Energy Group Ltd |
Under Woodside’s Constitution, the Board may exercise all the
powers of the company to raise or borrow money, guarantee
the debts or obligations of any person or enter into any other
financing arrangements on the terms it thinks fit. If any director
or ocer of the company is personally liable for the payment
of any sum which is or may become primarily due from the
company, the Board may charge the whole or any part of the
assets of the company by way of indemnity to secure the
director or ocer from any loss in respect of the liability.
Areas of competence and skills of the Board of
Directors
The directors on the Board collectively have a combination of
skills and experience which are necessary to direct the company
in accordance with high standards of corporate governance and
to oversee Woodside’s management and business activities.
The competences and skills are set out in the skills matrix
below. The Board uses this skills matrix to assess the skills and
experience of each director and the combined capabilities
of the Board, to identify potential areas of focus for director
recruitment and to identify any professional development
opportunities that may benefit directors.
Leadership and culture
• Business leadership
• Values and behaviours
• Public listed company
experience
Finance
• Accounting & audit • Financial acumen
Business strategy
• Corporate financing & treasury
• Business strategy
• Capital investments &
projects
Commercial
• Gas/LNG marketing
• Mergers & acquisitions
• Business development
• Legal & regulatory compliance
• US regulatory compliance
• Risk management
• Insurance
• Taxation
Sustainability & stakeholder management
• Community relations
• Corporate governance
• Environment
• Public & regulatory policy
• Health & safety
Climate change
• Policy & legal risks
• Market
• Technology
• Reputation
People & capability
• People & culture
• Industrial relations
• Remuneration
Industry
• New energy & renewables
• Technology & innovation
• Digital cybersecurity
International
• International oil and gas
exploration, development and
production
• International experience
Ordinarily, the skills matrix is reviewed annually and updated
regularly to ensure it remains appropriate for Woodside’s
strategy, operations and risk profile and any other emerging
issues. In 2022, this review also involved benchmarking against
Woodside’s international oil and gas peers.
This review confirmed that the Board collectively have the
necessary skills and competencies. As discussed in the Board
performance evaluation section, the review also informed and
supported the Board’s review of succession priorities.
The Board supplements its expertise with internal and external
subject matter experts as appropriate (for example, regular
attendance at Board meetings by relevant executives and
other independent advisers). The Sustainability Committee
received regular briefings and education on climate change from
Woodside’s Senior Executive responsible for climate change, to
ensure decisions are informed by climate change science and
expert advice.
Chair
The Chair of the Board, Mr Richard Goyder, is an independent,
non-executive director and an Australian resident and citizen.
The Chair is responsible for leadership and eective performance
of the Board and for the maintenance of relations between
directors and management that are open, cordial and conducive
to productive cooperation. The Chair’s responsibilities are set out
in more detail in the Board Charter.
Company Secretaries
Details of the Company Secretaries are set out in section 4.2 -
Directors’ report - Company Secretaries. All directors have direct
access to the Company Secretaries who are accountable directly
to the Board, through the Chair, on all matters to do with the
proper functioning of the Board.
Board succession planning
The Board manages its succession planning with the assistance
of the Nominations & Governance Committee which annually
reviews the size, composition and diversity of the Board. In
conducting the review, the Board skills matrix and the tenure of
each director is considered.
The Nominations & Governance Committee is also responsible
for evaluating Board candidates and recommending individuals
for appointment to the Board. The Committee evaluates
prospective candidates against a range of criteria including
the skills, experience, expertise and diversity that will best
complement Board eectiveness at the time. The Board may
engage an independent recruitment firm to undertake a search
for suitable candidates.
Refer to the ‘Board composition’ section for information about
recent changes to the Board’s composition.
58 | Annual Report 2022
Audit & Risk Committee
Assists with overseeing the company’s financial reporting, compliance with
legal and regulatory requirements, risk management and the internal and
external audit functions.
Members:
• Frank Cooper (Committee Chair)
• Larry Archibald
• Christopher Haynes
• Sarah Ryan
• Gene Tilbrook
FY22 key activities:
• overseeing the integration activities required after
completion of the merger
• monitoring developments in accounting, financial
reporting and taxation relevant to Woodside
• reviewing significant accounting policies and practices
• reviewing and making recommendations to the Board for
the adoption of the Group’s half-year and annual Financial
Statements
• approving the fees and reviewing the external auditor’s
scope and plan for the 2022 external audit
• considering and approving non-audit services provided by
the external auditor
• reviewing the independence and performance of the
external auditor
• reviewing Internal Audit reports and material post-
investment reviews and approval of the 2023/2024
Internal Audit program
• reviewing the Group’s key risks and risk management
framework, confirming that the framework was sound and
that the company is operating with due regard to the risk
appetite set by the Board
• reviewing reports from management on the eectiveness
of the Group’s management of its material business risks
including contemporary and emerging risks such as
cybersecurity, conduct risk, technology and innovation,
privacy and data breaches, sustainability and climate change
• reviewing the company’s annual insurance plan and
maintaining oversight of the company’s insurance
activities
• overseeing the company’s tax matters, including
reviewing the company’s policies and practices for
managing compliance with tax laws
• assessing processes to ensure compliance with legal and
regulatory requirements
• monitoring material litigation
• monitoring matters and informing the Board of any
material concerns raised under the Code of Conduct, the
Anti-Bribery and Corruption and Whistleblower Policies
that call into question the culture of the organisation
• informing the Board of the company’s compliance with
material legal and regulatory requirements and any
conduct that is materially inconsistent with the company’s
values or Code of Conduct
• reviewing and making recommendations to the Board on
amendments to company policies.
Audit committee financial expert
Woodside’s Board has determined that Frank Cooper, who
serves on the Audit & Risk Committee, meets the audit
committee financial expert requirements under SEC Rules.
The Board has also determined that he is independent under
applicable NYSE rules.
4.1.3 Board committees
The Board has four standing committees to assist in the discharge
of its responsibilities. The committees operate principally in a
review or advisory capacity, except in cases where powers are
specifically conferred on a committee by the Board.
Each committee has a charter, detailing its role, duties and
membership requirements. The committee charters are reviewed
regularly and updated as required.
Membership of the committees is based on directors’
qualifications, skills and experience. Each standing committee is
comprised of:
• only non-executive directors
• at least three members, the majority of whom are independent
• a chair appointed by the Board who is one of the independent
non-executive directors.
The Audit & Risk Committee and the Human Resources &
Compensation Committee have additional membership
requirements as set out in their respective charters.
Each committee is entitled to seek information from any
employee of the company and to obtain any professional advice
it requires in order to perform its duties. All directors are entitled
to and generally attend meetings of the standing committees.
59Woodside Energy Group Ltd |
Nominations & Governance Committee
Assists the Board with reviewing Board composition, performance and
succession planning, including identifying, evaluating and recommending
candidates for the Board.
Members:
• Richard Goyder (Committee Chair)
• Larry Archibald
• Frank Cooper
• Swee Chen Goh
• Christopher Haynes
• Ian Macfarlane
• Ann Pickard
• Sarah Ryan
• Gene Tilbrook
• Ben Wyatt
FY22 key activities:
• reviewing the size and composition of the Board
• reviewing the director skills matrix
• Board succession planning
• recommending to the Board directors for re-election at
the 2023 AGM
• approving the process for the annual Board performance
evaluation.
Human Resources & Compensation Committee
Assists with establishing human resources and compensation policies and
practices.
Members:
• Gene Tilbrook (Committee Chair)
• Frank Cooper
• Swee Chen Goh
• Ian Macfarlane
• Ann Pickard
• Ben Wyatt
FY22 key activities:
• considering changes to the leadership structure in
consultation with the Board; including the CFO transition
• approving changes to the leadership structure in
connection with the merger, including the appointment
and remuneration packages of executives reporting
directly to the CEO
• considering the integration requirements, including
organisation design, harmonisation and policy changes,
arising in relation to the merger
• monitoring legislative and corporate governance
developments in relation to employment and
remuneration matters relevant to Woodside
• monitoring Woodside’s response to the WA Parliamentary
Inquiry into sexual harassment against women in the FIFO
mining industry
• reviewing the company’s remuneration policies and
practices and considering advice on the remuneration of
Woodside’s key management personnel
• reviewing the company’s recruitment and retention
strategies
• considering activities to assess and monitor culture,
including across all areas of our Integrated Culture
Framework (values, safety, risk and compliance)
• monitoring learning and organisational development
strategies and activities across Woodside
• reviewing progress against the 2021-2025 Inclusion and
Diversity strategy
• monitoring progress against measurable objectives in
respect of gender diversity and endorsing for Board
approval the 2023 measurable objectives
• reviewing and making recommendations to the Board on:
• remuneration for non-executive directors
• the remuneration of the CEO
• the criteria for the evaluation of the CEO’s performance
• incentives payable to the CEO
• employee equity-based plans
• the annual Remuneration Report.
60 | Annual Report 2022
Sustainability Committee
Assists the Board in meeting its oversight responsibilities in relation to the
company’s sustainability policies and practices.
Members:
• Ann Pickard (Committee Chair)
• Larry Archibald
• Swee Chen Goh
• Christopher Haynes
• Ian Macfarlane
• Sarah Ryan
• Ben Wyatt
FY22 key activities:
• reviewing Woodside’s environmental performance,
including major incident prevention
• monitoring the Group’s health and personal safety
performance
• monitoring Woodside’s process safety performance
including major incident prevention
• reviewing Woodside’s quality management
• endorsing the creation of new Environment and
Biodiversity and Health and Safety policies, replacing the
previous Health, Safety and Environment policy
• considering security and emergency management
performance, including major incident prevention and
response and business continuity
• considering Woodside’s management of climate change
risk and opportunities
• overseeing and reviewing the proposed content for
Woodside’s Climate Report 2022, and approach to
climate-related disclosures
• considering First Nations aairs, including cultural
heritage and land access matters, and endorsement of
changes to the First Nations Communities Policy
• reviewing Woodside’s activities supporting local content
in our supply chain
• monitoring Woodside’s social performance and social
contribution in our host communities
• reviewing Woodside’s reputational performance
and issues of significance to our communities and
stakeholders
• overseeing and reviewing the proposed content for
Woodside’s Climate Report 2021
• overseeing publication of the Reconciliation Action Plan
Report 2021
• endorsing Board approval of Woodside’s Modern Slavery
Statement 2021 and reviewing related human rights
issues.
61Woodside Energy Group Ltd |
4.1.4 Executive Leadership Team
Mike Price
Acting Executive Vice President Australian
Operations
BEng (Hons) (MechEng)
Joined Woodside: 1994
Experience: Mike is the Acting Executive Vice
President Australian Operations, following the
resignation of Fiona Hick in November 2022.
Mike is responsible for Woodside’s Australian
operations portfolio. Mike has over 29 years of
industry experience in operations and project
roles. He has had multiple leadership roles
and most recently held the role Vice President
Pluto/Scarborough.
Graham Tiver
1
Executive Vice President and Chief Financial
Ocer
BBus, FCPA
Joined Woodside: 2022
Experience: Graham is responsible for Finance;
Treasury; Tax; Investor Relations; Governance,
Risk and Compliance; Audit; and Mergers
and Acquisitions. Prior to joining Woodside,
Graham spent 28 years with BHP and WMC
Resources where he held significant financial,
commercial and leadership roles across
multiple business sectors. He has extensive
international experience, having worked
in North and South America as well as in a
variety of roles around Australia.
Directorship: Nil
Shiva McMahon
1
Executive Vice President International Operations
MA, BA
Joined Woodside: 2022
Experience: Shiva is responsible for
Woodside’s International operations portfolio.
Shiva has 30 years of industry experience
and prior to joining Woodside held senior
leaderships roles at both BHP and BP. Shiva
spent a large part of her career at BP in roles
including CFO Global Lubricants, Chief of Sta
Upstream Executive Oce and CFO Trinidad
and Tobago.
Directorship: Greater Houston Partnership
(since 2022).
Shaun Gregory
Executive Vice President New Energy
BSc (Hons), MBT
Joined Woodside: 1995
Experience: Shaun is responsible for new
energy and carbon solutions. Shaun has over
30 years of industry experience and has had
senior leadership roles across Woodside’s
value chain from Exploration acreage capture
and evaluation, through Development concept
selection and technology development.
Julie Fallon
Executive Vice President Corporate Services
BEng (Hons) (ChemEng)
Joined Woodside: 1998
Experience: Julie is responsible for Legal;
Health, Safety & Environment; Security &
Emergency Management; Supply Chain;
and Human Resources. Julie has 30 years of
industry experience and has held a number of
senior leadership roles at Woodside including
Senior Vice President Pluto and Senior Vice
President Engineering.
Daniel Kalms
Executive Vice President Technical Services
BEng (Hons) (ChemEng), MBA
Joined Woodside: 2001
Experience: Daniel is responsible for Digital;
Technology; Surface Engineering; Subsurface
and Reserves; and merger integration. Daniel
has over 25 years of industry experience
and has held senior leadership roles across
development, projects, operations and
corporate.
1. Identified as key management personnel (KMP).
62
| Annual Report 2022
Mark Abbotsford
Executive Vice President Marketing and Trading
BEc (Hons), MPhil, MBA
Joined Woodside: 2002
Experience: Mark is responsible for
Woodside’s global commodity marketing,
trading and shipping portfolio. Mark has over
20 years industry experience and has held a
number of senior leadership positions across
commercial, finance and marketing in various
global locations. Prior to joining Woodside,
Mark had roles at Treasury (Western Australia)
and BHP Iron Ore.
Andy Drummond
Executive Vice President Exploration &
Development
BEng (Hons) (ChemEng)
Joined Woodside: 2022
Experience: Andy is responsible for
exploration and development activities at
Woodside. Andy has over 25 years industry
experience. Prior to joining Woodside, Andy
held senior leadership positions at BHP and
Marathon Oil Corporation, including Vice
President of Sustainability and Innovation for
BHP’s petroleum business.
Matthew Ridolfi
Executive Vice President Projects
BEng (Hons) (MechEng)
Joined Woodside: 2022
Experience: Matthew is responsible for
Woodside’s project execution activities
globally. Matthew has more than 30 years
of industry experience and prior to joining
Woodside held a number of senior leadership
positions at BHP including Vice President of
Major Developments for BHP’s petroleum
business and Vice President of Health, Safety,
Environment and Community.
Tony Cudmore
Executive Vice President Strategy and Climate
BA, GCIR
Joined Woodside: 2022
Experience: Tony is responsible for Corporate
Strategy, Climate and Sustainability, External
Environment and Corporate Aairs. Tony has
over 20 years industry experience and prior to
joining Woodside, Tony worked for BHP and
ExxonMobil where he held senior leadership
positions including Chief Public Aairs Ocer
and Group Sustainability and Public Policy
Ocer at BHP.
Performance evaluation of Executive Leadership Team
With respect to executives, their performance is reviewed annually, which considers and assesses the executive’s performance against
a list of key performance indicators.
All executives had a performance evaluation in FY2022 and further details are set out in section 4.3 - Remuneration Report.
Details of the CEO’s performance evaluation (process and outcomes) are set out in section 4.3 - Remuneration Report.
63Woodside Energy Group Ltd |
4.1.5 Promoting responsible and ethical behaviour
Our Values
Everything we do is guided by Our Values and inspired by our common purpose. We are one team, we care, we innovate every day, our
results matter and we build and maintain trust.
Code of Conduct and Anti-Bribery and
Corruption Policy
The Code of Conduct and the Anti-Bribery and Corruption Policy
(ABC Policy) cover matters such as compliance with laws and
regulations, responsibilities to shareholders and the community,
sound employment practices, confidentiality, privacy, conflicts
of interest, giving and accepting business courtesies and the
protection and proper use of Woodside’s assets.
All directors, ocers and employees are required to comply
with the Code of Conduct and the ABC Policy and managers are
expected to take reasonable steps to ensure that employees,
contractors, consultants, agents and partners under their
supervision are aware of both policies.
All breaches of the Code of Conduct and ABC Policy are required
to be recorded. Substantiated allegations of breaches of the
Code of Conduct and material breaches of the ABC Policy are
reported to the Audit & Risk Committee.
Whistleblower Policy
Woodside’s Whistleblower Policy documents our commitment
to maintaining an open working environment in which Woodside
personnel and other stakeholders can report instances of
unethical, unlawful or undesirable conduct without fear of
intimidation or reprisal.
Any material incidents reported under Woodside’s
Whistleblower Policy are reported to the Audit & Risk Committee
and in line with applicable whistleblower protection laws.
Securities Dealing Policy
Woodside’s Securities Dealing Policy applies to all directors,
employees, contractors, consultants and advisers. It prohibits
directors and employees from dealing in the company’s securities
when they are in possession of price-sensitive information
that is not generally available to the market. It also prohibits
dealings by directors and certain restricted employees during
‘black-out’ periods, such as during the period between the
end of the financial half and full-year and the day following the
announcement of the results.
64 | Annual Report 2022
The Securities Dealing Policy also sets out our approach to
transactions which limit the economic risk of participating in
equity-based remuneration schemes.
Working Respectfully
Woodside is committed to a safe, inclusive and respectful
working environment. Our culture is underpinned by our Values
and Code of Conduct. Sexual and other unlawful discrimination,
bullying and harassment are serious violations of those principles
and will not be tolerated. The Woodside Working Respectfully
Policy sets out our expectation for everyone working for and
with our employees, contractors and customers to treat others
with respect, in line with our values, Code of Conduct, and the
Working Respectfully Policy.
Human rights
We conduct business in a way that respects the human rights of
all people, including our employees, the communities where we
are active and those working throughout our supply chains.
Woodside’s approach to human rights is set out in our
Human Rights Policy and overseen by the Board. The Board’s
Sustainability Committee is responsible for reviewing and
making recommendations and endorsements to the Board on
Woodside’s Human Rights Policy and performance.
Payments to political entities for business
engagement
Woodside does not donate to campaign funds for any political
party, politician or candidate for public oce in any country.
In Australia, Woodside makes payments to attend ad hoc
business engagement events arranged by political stakeholders.
Decisions to attend these events are subject to strict governance
processes. Our Board considers and approves our approach to
political contributions annually.
As reported to the Australian Electoral Commission in
compliance with our reporting requirements, our payments
for the financial year 2021/22 totalled A$109,930, down from
A$232,350 in 2020/21. In 2021/22 Woodside did not renew any
of its business forum memberships and only attended State
and Federal ad hoc business engagement, policy and networks
events.
Our contributions for the year ending 30 June 2022 (being the
relevant reporting period) are as follows:
Value (A$)
Australian Labor Party 43,400
Australian Labor Party (Western Australia Branch) 24,750
Liberal Party of Australia 8,500
Liberal Party (WA Division) Inc 11,580
National Party of Australia 14,700
National Party of Australia (WA) Inc 7,000
Total: 109,930
65Woodside Energy Group Ltd |
4.1.6 Risk management and internal control
Risk management
Approach to risk management
Woodside is committed to managing risks in a proactive and
eective manner as a source of competitive advantage. Our
approach is intended to protect us against potential negative
impacts and improve our resilience against emerging risks. These
include conduct risk, technology and innovation, cybersecurity,
privacy and data breaches, sustainability and climate change.
Woodside’s Risk Management Policy describes the manner in
which Woodside:
• provides a consolidated view of risks across the company to
understand risk exposure and prioritise risk management and
governance
• confers responsibility on Woodside sta at all levels to
pro-actively identify, assess and treat risks relating to the
objectives they are accountable for delivering.
Board, Audit & Risk Committee and management
The Board is responsible for reviewing and approving
Woodside’s risk management framework, policy and
performance. The Board is also responsible for satisfying itself
that management has developed and implemented a sound
system of risk management and internal control.
The Board has delegated oversight of the Risk Management
Policy, including review (at least annually) of the eectiveness
of Woodside’s internal control system and risk management
framework, to the Audit & Risk Committee. The Audit & Risk
Committee also regularly reviews Woodside’s Risk Appetite
Statement and oversees Internal Audit’s activities and reviews
Internal Audit’s performance.
Management is responsible for promoting and applying the Risk
Management Policy.
In 2022, the Audit & Risk Committee reviewed and confirmed
the company’s risk management framework was sound, and that
the company was operating with due regard to the risk appetite
endorsed by the Board.
Internal Audit function
Internal Audit provides independent assurance that the design
and operation of the Group’s risk management and internal
control system is eective. A risk-based audit approach is used
to ensure that higher risk activities are prioritised in the audit
program.
Internal Audit is independent of both business management
and of the activities it reviews and has all necessary access to
management and information to fulfill its role. Internal Audit is
staed by industry professionals including qualified accountants
and engineers. The head of Internal Audit is jointly accountable
to the Audit & Risk Committee and the Senior Vice President
Corporate Services.
Governance, Risk and Compliance function
The Governance, Risk and Compliance Function is responsible
for Woodside’s risk management framework, development of
risk management capability, and providing risk management
oversight to senior levels of management and the Audit & Risk
Committee on the strategic risk profile and the Group’s risk
management performance.
Material risks
Our material risks (including environmental and social risks) and
how they are managed are disclosed in section 3.8 - Risk factors.
External audit and reporting
External Auditor independence
In accordance with Woodside’s External Auditor Policy, the Audit
& Risk Committee oversees the engagement of Woodside’s
external auditor, governed by the External Auditor Guidance
Policy (guidance policy). Internal audit and external audit are
separate and independent of each other.
The guidance policy includes provisions directed at maintaining
the independence of the external auditor and assessing whether
the proposed provision of any non-audit services by the external
auditor is appropriate. The guidance policy classifies a range of
non-audit services which could potentially be provided by the
external auditor as acceptable within limits, requiring Audit &
Risk Committee pre-approval or not acceptable. The Audit & Risk
Committee reviews the auditor independence annually.
The Audit & Risk Committee did not waive the pre-approval
requirement under paragraph (c)(7)(i) of Rule 2-01 of SEC
Regulation S-X in 2022.
With eect from 2022, PricewaterhouseCoopers (PwC) was
appointed as auditor of the Group, replacing Ernst & Young
(EY). Under SEC regulations, the remuneration of the auditors
(PwC) of $5.4 million (2021: $4.6 million (EY)) is required to be
presented as follows: audit fees represent 76% (2021: 38%);
audit-related fees 18% (2021: 58%); tax fees 5% (2021: 3%); and all
other fees 1% (2021: 1%).
Verification of periodic corporate reports
A statement setting out the processes undertaken by Woodside to
verify the integrity of the periodic corporate reports it releases to
the market that are not audited by an external auditor is available
in the Corporate Governance section of Woodside’s website.
CEO and CFO assurance
Before approving the Financial Statements for a financial period, the
Board receives from the CEO and CFO a declaration stating that:
• in their opinion Woodside’s financial records have been
properly maintained, comply with the appropriate accounting
standards and give a true and fair view of Woodside’s financial
position and performance
• the opinion has been formed on the basis of a sound system
of risk management and internal control which is operating
eectively.
66 | Annual Report 2022
4.1.7 Inclusion and diversity
Inclusion and Diversity Policy
Our Inclusion and Diversity (I&D) Policy outlines our commitment
to an inclusive workplace culture that values diversity and
promotes equal opportunities. Our I&D Policy applies throughout
Woodside, including the Board. The Human Resources &
Compensation Committee is responsible for monitoring the
company’s I&D Policy and setting measurable objectives for
achieving diversity in the composition of the Board, Senior
Executives and Woodside’s workforce generally.
Our diversity encompasses dierences in age, nationality, race,
ethnicity, national origin, religious beliefs, sex, sexual orientation,
intersex status, gender identity or expression, relationship
status, disability, neurodiversity, cultural background, thinking
styles, experience, family background, including caregiving
commitments and education.
For more information, refer to our I&D policy on our
website.
Initiatives to promote inclusion and diversity
Woodside aims to drive I&D and implement the objectives set
out in the I&D Policy, among other things:
• respecting the unique attributes that each individual brings
to the workplace and fostering a values-based and leader-led
inclusive culture
• providing I&D education and training as well as undertaking
diversity initiatives and measuring their eectiveness
• amplifying the voices of employees to inform our activities to
achieve inclusion by enabling the Employee Impact Groups
and conducting employee surveys
• the Board annually reviewing the aspirational goals it has set
for achieving improvement in Woodside’s I&D indicators and
the progress in achieving those objectives
• reporting gender equality indicators in accordance with
the Workplace Gender Equality Act 2012 (Cth). For further
information, refer to our FY22 submission available on our
website.
1. Non-tertiary pathway data is based on third-party program recruitment information.
2022 measurable objectives
Our 2022 measurable objectives include objectives set out in our I&D policy.
2022 measurable objective Progress
Deliver a comprehensive Inclusive Leadership
program via company-wide leadership program.
• Inclusive Leadership embedded into Navigator Leadership Program. During 2022, through
Navigator, 924 people commenced the leadership program; 56 senior leaders completed
Inclusive Leadership Assessments; and 48 people participated in an additional two half-day
Inclusive Leadership courses.
• Employee Impact Groups delivered three Inclusive Leadership Series events with 315 people
attending.
Continue to track perceived level of inclusion and
use inclusion survey insights to inform initiatives
to continually improve.
• Our Voice survey was completed, with belonging, inclusive culture and inclusive leadership
measured. Survey feedback used to inform 2023 priorities.
Embed Respectful Behaviours at Woodside via
increasing a ‘speak up’ culture and proactive
employee engagement on this topic.
• 653 people completed the Working Better Together – Respectful Behaviours program.
• Employee perceptions in relation to respect, harassment and discrimination at work improved
during 2022 (measured via the employee survey).
• Multi-disciplinary team established in 2021 maintained during 2022 to identify and embed
improvements related to respect at work. Examples include improving site induction and
online training, strong regular messaging and participation in industry bodies to share
learnings.
Ensure diversity of the Board with consideration
for gender and cultural diversity.
• The I&D Policy was enhanced in 2022 to include a public commitment to improving diversity
on the Board, with a key focus on gender equality reaching 40% male, 40% female and 20%
any gender.
• As of 31 December 2022, Board diversity included:
- 36% female representation
- 9% LGBTIQ+ representation
- country based cultural diversity included - Indigenous and non-Indigenous Australian,
American, Singaporean Chinese and English
- racial diversity included 9% Asian, 9% Indigenous Australian, 82% white/Caucasian.
Increase the percentage of Indigenous Australian
people employed in leadership roles, mid-career
and senior roles and overall.
• The percentage of Indigenous Australian people employed by Woodside in:
- mid-career and senior roles increased to 0.7% (from 0.6%)
- leadership roles increased to 0.9% (from 0.8%).
• Overall participation (including third-party pathway program participants) increased to 5.4%
(from 5.2%)
67Woodside Energy Group Ltd |
2022 measurable objective Progress
Increase the percentage of females employed in
leadership roles, trade and technician roles and
overall.
• The percentage of females employed by Woodside in:
- trade and technician roles increased to 9.8% (from 9%)
- leadership roles increased to 26.8% (from 25.2%).
• There was an overall increase to 33.4% (from 32.7%).
Maintain gender balance
1
and meet
recruitment goals for Indigenous Australian
peoples through all forms of entry to
Woodside including pathway programs and
experienced hires.
• Recruitment results for gender were:
- non-tertiary pathways
2
: 63.6% female
- summer vacation and graduates: 50.9% female for summer vacation 2022/2023 and
54% female for graduates
- experienced hires: 40.6% female.
• Recruitment results for Indigenous Australian people, against goals, were:
- non-tertiary pathways
2
: 59.1% (goal of 50%)
- summer vacation and graduates: 3.8% for summer vacation 2022/2023 and 4.8% for
graduates (goal of 10%)
- experienced hires: 6.2% (goal of 2%).
Make progress towards building greater
inclusion of people who are differently abled
and/or neurodiverse.
• Progress made in relation to introduction of a low-sensory room to support people with light
sensitivity, recruitment processes enhanced, awareness raising via education and information
sessions.
Support LGBTIQ+ individuals to feel safe to be
out at work.
• Authentic Leaders Program for LGBTIQ+ employees was completed
• Introduction of strong visible signs of support ie. Progress Pride flags at Karratha sites
• 193 people completed LGBTIQ+ related training in 2022
• Gender Armation Guide, including access to four weeks paid leave, introduced.
1. Gender balance in the US is defined as representative and reflective of the available talent pool.
2. Non-tertiary pathway data is based on third-party program recruitment information.
Woodside workforce gender profile
Administration %
Female 47.9
Male 52.1
Senior management
1
%
Female 31.7
Male 68.3
Technical %
Female 31.3
Male 68.7
Total %
Female 33.6
Male 64.4
Supervisory/
professional
%
Female 36.6
Male 63.4
Board members %
Female 36.6
Male 63.6
Middle management %
Female 25.5
Male 74.5
1. Senior management and other categories above are defined by reference to Woodside’s internal remuneration bands.
68
| Annual Report 2022
4.1.8 Other governance disclosures
Evaluation of disclosure controls and
procedures
Woodside’s management, with the participation of its CEO
and CFO, have evaluated, as required by Rule 13a-15(b) under
the US Securities Exchange Act of 1934 (Exchange Act), the
eectiveness of Woodside’s disclosure controls and procedures
(as defined in Exchange Act Rule 13a-15(e)) as at 31 December
2022. Based on that evaluation, the CEO and CFO concluded
that Woodside’s disclosure controls and procedures were
eective, as at 31 December 2022, in ensuring that information
required to be disclosed by Woodside in the reports that it files
or submits under the Exchange Act is recorded, processed,
summarised and reported within the time periods specified in
the SEC’s rules and forms, including that such information is
accumulated and communicated to Woodside’s management,
including the CEO and CFO, to allow timely decisions regarding
required disclosure.
Management’s annual report on internal control over
financial reporting
This annual report does not include a report of management’s
assessment regarding internal control over financial reporting or
an attestation report of Woodside’s registered public accounting
firm due to a transition period established by rules of the SEC for
newly public companies.
Attestation report of the registered public accounting
firm
Not applicable.
Changes in internal control over financial reporting
The Group’s accounting records and financial reporting
processes rely on the eectiveness of the Enterprise Resource
Planning (ERP) systems used. Following the merger, the ERP
system of BHP Petroleum was separated from BHP and exists
independently of Woodside’s ERP system. There are various
risks associated with maintaining two independent ERP systems,
including reliability and integrity of the systems and accuracy of
financial information.
This change occurred during the year ended December 31,
2022, and in Woodside's view it has materially aected, or is
reasonably likely to materially aect, Woodside's internal control
over financial reporting. To address this, Woodside performed
the following procedures:
• reconciled opening balances for BHP Petroleum to ensure data
migration from the BHP system was complete and accurate
• implemented additional internal controls over the model to
consolidate financial information from both ERP systems to
ensure the data was complete and accurate
• assessed the accounting policies of BHP Petroleum and the
impact on the Group’s financial position and results of operation
• reformed additional governance procedures to incorporate and
identify impacts of the BHP Petroleum business on the Group’s
financial records and disclosures.
Exemptions from the NYSE listing standards for audit
committee
As required by NYSE listing standards, Woodside maintains
an Audit & Risk Committee for the purpose of assisting the
Board’s oversight of its financial statements, its internal audit
function and its independent auditors. Woodside’s Audit & Risk
Committee is in full compliance with Exchange Act Rule 10A-3
and Section 303A.06 of the NYSE Listed Company Manual.
While Woodside’s Audit & Risk Committee is directly responsible
for remuneration and oversight of the external auditor, ultimate
responsibility for the appointment of the external auditor rests
with Woodside shareholders, in accordance with Australian law
and the Woodside Constitution. However, in accordance with
the limited exemptions set forth in Rule 10A-3, the Audit & Risk
Committee is responsible for the annual auditor engagement
and if there is any proposal to change auditors, the committee
does make recommendations to the Woodside Board on any
change of auditor, which are then considered by Woodside
shareholders at the annual meeting of Woodside shareholders.
Dierences from NYSE corporate governance
requirements
Woodside’s ADSs are listed on the New York Stock Exchange
(NYSE) and, accordingly, Woodside is subject to the listing
rules of the NYSE (NYSE Listing Rules). The NYSE Listing Rules
include certain accommodations in the corporate governance
requirements that allow foreign private issuers, such as
Woodside, to follow ‘home country’ corporate governance
practices in lieu of the otherwise applicable corporate
governance standards of the NYSE. Woodside has elected to
comply with certain home country rules in lieu of the applicable
NYSE requirements, as more fully described below.
Woodside may in the future decide to use other foreign private
issuer exemptions with respect to some of the other NYSE
Listing Rules. Following Woodside’s home country governance
practices, as opposed to the requirements that would otherwise
apply to a company listed on the NYSE, may provide less
protection than is accorded to investors under the NYSE
Listing Rules applicable to US domestic issuers. If, at any time,
Woodside ceases to be a foreign private issuer, it will take all
action necessary to comply with the SEC and NYSE Listing Rules.
Quorum
The NYSE Listing Rules generally require that a listed company’s
by-laws provide for a quorum for any meeting of the holders of
such company’s voting shares that is suciently high to ensure
a representative vote. Pursuant to the NYSE Listing Rules,
Woodside, as a foreign private issuer, has elected to comply
with practices that are permitted under Australian securities
laws in lieu of the provisions of the NYSE Listing Rules. The
Woodside Constitution provides that a quorum for a meeting of
Woodside Shareholders is three eligible Woodside Shareholders
entitled to vote.
69Woodside Energy Group Ltd |
Audit committee and audit committee additional
requirements
Under Section 303A.06 of the NYSE Listing Rules and
the requirements of Rule 10A-3 under the Exchange Act
(Rule 10A-3), a US listed company is required to have an audit
committee of such company’s board of directors consisting
entirely of independent members that comply with the
requirements of Rule 10A-3. In addition, (i) the audit committee
must have a written charter which is compliant with the
requirements of Section 303A.07(b) of the NYSE Listing Rules,
(ii) the listed company must have an internal audit function and
(iii) the listed company must fulfill all other requirements of
the NYSE Listing Rules and Rule 10A-3. Foreign private issuers
must comply with the audit committee standard set forth in
Rule 10A-3, subject to limited exemptions, but may elect to
follow ‘home country’ practices in lieu of the additional audit
committee requirements in the NYSE Listing Rules. Rule 10A-3
requires NYSE-listed companies to ensure their audit committees
are directly responsible for the appointment, compensation,
retention and oversight of the work of the external auditor
unless the company’s governing law or documents or other
home country legal requirements require or permit shareholders
to ultimately vote on or approve these matters. Refer to
section 4.1.3 - Board committees - Audit & Risk Committee for
information on Audit and Risk Committee requirements under
the ASX Recommendations.
Code of Ethics
The Woodside Board has adopted the Code of Conduct, which
applies to the Woodside Board and Woodside’s CEO and CFO,
along with all other Woodside employees.
During 2022, we refreshed our Code of Conduct to align it with
global best practices and in connection with our new listings on
the NYSE and LSE.
The Code of Conduct can be found on Woodside’s
website at woodside.com/who-we-are/corporate-
governance
4.1.9 Shareholders
Shareholder communications Shareholders are encouraged to receive electronic communications from the company and can elect to
receive email notification when key materials are posted to the website. Shareholders can also receive an
email notification of Woodside’s announcements and media releases.
Shareholders can communicate directly with Woodside by submitting questions or comments on the
Contact Us section of the website. The Shareholder Services section of the website also sets out the email
address for Woodside’s share registry, Computershare.
Investor relations program Woodside has an investor relations program to facilitate eective two-way communication with investors.
Our Continuous Disclosure and Market Communications Policy facilitates this by requiring:
• the full and timely disclosure of information about Woodside’s material activities to the ASX and other
relevant exchanges and our website (where they are retained for at least three years)
• that all disclosures, including notices of meetings and other shareholder communications, are drafted
clearly and concisely
• the conduct of briefings for investors from time to time (such as the annual and half year results, and
Investor Briefing Days).
Investor briefings are webcast and presentation material for briefings or speeches containing new and
substantive information are first disclosed to the market and other relevant exchanges and posted to
Woodside’s website.
Shareholder meetings The company recognises the importance of shareholder participation in general meetings and supports and
encourages that participation. The company has direct voting arrangements in place, allowing shareholders
unable to attend the AGM to vote on resolutions without having to appoint someone else as a proxy. Voting
on any substantial resolution at an AGM is conducted by poll.
Continuous disclosure and market
communications
Woodside’s Continuous Disclosure and Market Communications Policy and associated guidelines reinforce
Woodside’s commitment to continuous disclosure and outline management’s accountabilities and the
processes to be followed for ensuring compliance.
A Disclosure Committee manages compliance with market disclosure obligations and is responsible for
implementing and monitoring reporting processes and controls and setting guidelines for the release of
information. The Disclosure Committee is comprised of senior leaders. Employees considered to hold higher
risk roles are required to participate in annual continuous disclosure training.
The Board and Senior Executives are provided with copies of all information disclosed pursuant to the stock
exchange rules.
70 | Annual Report 2022
The directors of Woodside Energy Group Ltd present their report (including the
Remuneration Report) together with the Financial Statements of the consolidated
entity, being Woodside Energy Group Ltd and its controlled entities, for the year
ended 31 December 2022.
Directors
The directors of Woodside Energy Group Ltd in oce at any
time during or since the end of the 2022 financial year and
information on the directors (including qualifications and
experience and directorships of listed companies held by the
directors at any time in the last three years) are set out on pages
52-55 in section 4.1.2 - Board of directors.
The number of directors’ meetings held (including meetings of
committees of the Board) and the number of meetings attended
by each of the directors of Woodside Energy Group Ltd during
the financial year are shown on page 56 in section 4.1.2 - Board
of directors - Director attendance at meetings.
Details of director and Senior Executive remuneration are set out
on pages 75-98 in section 4.3 - Remuneration Report.
The particulars of directors’ interests in shares of Woodside as at
the date of this report are set out at the end of this section.
Consolidated results
The consolidated operating profit attributable to Woodside’s
shareholders after provision for income tax was $6,498 million
($1,983 million in 2021).
Operating and financial review
A review of the operations of Woodside during the financial
year and the results of those operations are set out on pages
4-14 in section 1 - Overview, pages 15-22 in section 2 - Financial
performance and strategy, pages 23-49 in section 3 - Our
business and pages 194-197 in section 6.6 - Asset facts.
Significant changes in the state of aairs
The review of operations on pages 4-49 sets out a number of
matters that have had a significant eect on the state of aairs
of the consolidated entity.
Other than those matters, there were no significant changes in the
state of aairs of the consolidated entity during the financial year.
Events subsequent to end of financial year
Since the reporting date, the directors have resolved to pay a fully
franked dividend. More information is available in the Dividend
section below. No provision has been made for this dividend in
the financial report as the dividend was not determined by the
directors on or before the end of the financial year.
Other than those disclosed in Note E.5 of section 5 - Financial
Statements on page 149, there are no other material subsequent
events.
Dividend
The directors have resolved to pay a final dividend in respect of
the year ended 31 December 2022 of 144 US cents per ordinary
share (fully franked) payable on 5 April 2023.
Type 2022 final 2022 interim 2021 final
Payment date 5 April 2023 6 October 2022 23 March 2022
Period ends 31 December 2022 30 June 2022 31 December 2021
Cents per share 144 109 105
Value $ million 2,734 2,070 1,018
Fully franked
Likely developments and expected results
In general terms, the review of operations of Woodside as set
out on pages 4-49 gives an indication of likely developments
and the expected results of the operations. In the opinion of
the directors, disclosure of any further information would be
likely to result in unreasonable prejudice to Woodside. Page 204
of section 6.9 - Information about this report includes further
details regarding Woodside’s reliance on the unreasonable
prejudice exemption.
Environmental compliance
Woodside is subject to a range of environmental legislation
in Australia and other countries in which it operates. In 2022,
there were three environmental incidents (two hazardous
non-hydrocarbon and one hydrocarbon) involving spills of
greater than 1 bbl released to the environment. The incidents
did not result in significant negative impacts to the surrounding
environment, were localised and temporary in nature.
Through its Health, Safety and Environment Policy and Quality
Policy, Woodside plans and performs activities so that adverse
eects on the environment are avoided or kept as low as
reasonably practicable.
SECTION 4.2
Directors’ report
71Woodside Energy Group Ltd |
Research and development
Technology has the potential to support safe, low cost and
lower carbon operations. Woodside has a number of technology
collaborations and pursues opportunities through technology
across operations including for emissions reduction.
For further information on examples of the Group's activities
in the field of research and development see section 3.8 - New
energy and carbon solution on pages 30-31.
Company Secretaries
The following individuals have acted as Company Secretary
during 2022:
Andrew Cox BA (Hons), LLB, MA
Vice President Legal and General Counsel, and Joint Company
Secretary
Mr Cox joined Woodside in 2004 and was appointed to the
role of Vice President Legal in January 2015. He was appointed
Vice President Legal and General Counsel and Joint Company
Secretary on 1 June 2017 and ceased to be an additional
Company Secretary eective 20 October 2022.
Warren Baillie LLB, BCom, Grad. Dip. CSP
Group Company Secretary
Mr Baillie joined Woodside in 2005 and was appointed Group
Company Secretary eective 1 February 2012. Mr Baillie is a
solicitor and chartered secretary. He is a former President of the
board of the Governance Institute of Australia.
Lucy Bowman MA (Oxon), Jurisprudence
Joint Company Secretary
Ms Bowman joined Woodside in 2021 as Senior Legal Counsel
and was appointed Joint Company Secretary eective
20 October 2022. She is a graduate member of the Australian
Institute of Company Directors.
Branches
Woodside Energy Group Ltd, through various subsidiaries, has
established branches in a number of countries.
Indemnification and insurance of directors and ocers
Woodside Energy Group Ltd’s constitution requires Woodside
Energy Group Ltd to indemnify each director, secretary,
executive ocer or employee of Woodside Energy Group Ltd
or its wholly owned subsidiaries against liabilities (to the extent
Woodside Energy Group Ltd is not precluded by law from doing
so) incurred in or arising out of the conduct of the business
of Woodside Energy Group Ltd or the discharge of the duties
of any such person. Woodside Energy Group Ltd enters into
deeds of indemnity with directors, secretaries, certain Senior
Executives and employees serving as ocers on wholly owned
or partly owned companies of Woodside in terms consistent
with the indemnity provided under Woodside Energy Group
Ltd’s constitution.
From time to time, Woodside engages its external auditor,
PricewaterhouseCoopers, to conduct non-statutory audit work
and provide other services in accordance with Woodside’s
External Auditor Guidance Policy. The terms of engagement
include an indemnity in favour of PricewaterhouseCoopers:
• against all losses, claims, costs, expenses, actions, demands,
damages, liabilities or any proceedings (liabilities) incurred by
PricewaterhouseCoopers in respect of third-party claims arising
from a breach by Woodside under the engagement terms
• for all liabilities PricewaterhouseCoopers has to Woodside or
any third-party as a result of reliance on information provided
by Woodside that is false, misleading or incomplete.
Woodside Energy Group Ltd has paid a premium under a
contract insuring each director, ocer, secretary and employee
who is concerned with the management of Woodside Energy
Group Ltd or its subsidiaries against liability incurred in that
capacity. Disclosure of the nature of the liability covered by
and the amount of the premium payable for such insurance is
subject to a confidentiality clause under the contract of insurance.
Woodside Energy Group Ltd has not provided any insurance for
the external auditor of Woodside Energy Group Ltd or a body
corporate related to the external auditor.
During the financial year ended 31 December 2022 and as at the
date of this Directors’ Report, no indemnity in favour of a current
or former director, ocer or external auditor of the Group has
been called on.
Non-audit services and auditor independence
declaration
Details of the amounts paid or payable to the external auditor of
the company, PricewaterhouseCoopers and the former external
auditor Ernst & Young, for audit and non-audit services provided
during the year are disclosed in Note E.4 of section 5 - Financial
Statements.
Based on advice provided by the Audit & Risk Committee, the
directors are satisfied that the provision of non-audit services by
the external auditors during the financial year is compatible with
the general standard of independence for auditors imposed by
the Corporations Act 2001 for the following reasons:
• all non-audit services were provided in accordance with
Woodside’s External Auditor Policy and External Auditor
Guidance Policy
• all non-audit services were subject to the corporate
governance processes adopted by the company and have
been reviewed by the Audit & Risk Committee to ensure that
they do not aect the integrity or objectivity of the auditor.
The auditor’s independence declaration, as required under
section 307C of the Corporations Act 2001, is set out on page 74
and forms part of this report.
72 | Annual Report 2022
Financial instruments
For further information on Woodside’s financial risk
management objectives and policies, hedging and exposure
to price risk, credit risk, liquidity risk and cash flow risk, refer
to sections A, C and D on pages 109, 132 and 136 in section
5 - Financial Statements and Quantitative and qualitative
disclosures about market risk on pages 176-177 in section 6.3 -
Additional disclosures.
Proceedings on behalf of the company
No proceedings have been brought on behalf of the company,
nor has any application been made in respect of the company,
under section 237 of the Corporations Act 2001.
Rounding of amounts
Woodside Energy Group Limited is an entity to which the
Australian Securities and Investments Commission (ASIC)
Corporations (Rounding in Financial/Directors’ Reports)
Instrument 2016/191 (ASIC Instrument 2016/191) applies.
Amounts in this report have been rounded in accordance with
ASIC Instrument 2016/191. This means that amounts contained
in this report have been rounded to the nearest million dollars
unless otherwise stated.
Information in other parts of the Annual Report
Where this Directors’ Report refers to other parts of the Annual
Report, those pages form part of this report.
Directors’ relevant interests in Woodside Energy Group
Ltd shares as at the date of this report
Director Relevant interest in shares
Larry Archibald 13,524
Frank Cooper 14,895
Swee Chen Goh 13,949
Richard Goyder 26,163
Chris Haynes 16,009
Ian Macfarlane 10,891
Meg O’Neill
1
327,635
Ann Pickard 15,870
Sarah Ryan 13,168
Gene Tilbrook 9,947
Ben Wyatt 1,639
1. Meg O’Neill is the only Woodside Energy Group Ltd director who has rights on issue and
her rights holdings are set out on page 97 in Section 4.3 - Remuneration Report. Woodside
Energy Group Ltd does not have any options on issue.
Signed in accordance with a resolution of the directors.
R J Goyder, AO
Chair
Perth, Western Australia
27 February 2023
M E O’Neill
Chief Executive Ocer and Managing Director
Perth, Western Australia
27 February 2023
73Woodside Energy Group Ltd |
Auditor’s independence declaration to the Directors of Woodside Energy Group Ltd
PricewaterhouseCoopers, ABN 52 780 433 757
Brookfield Place, 125 St Georges Terrace, PERTH WA 6000, GPO Box D198, PERTH WA 6840
T: +61 8 9238 3000, F: +61 8 9238 3999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
Auditor’s Independence Declaration
As lead auditor for the audit of Woodside Energy Group Ltd for the year ended 31 December 2022, I
declare that to the best of my knowledge and belief, there have been:
(a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit, and
(b) no contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Woodside Energy Group Ltd and the entities it controlled during the
period.
Justin Carroll
Perth
Partner
PricewaterhouseCoopers
27 February 2023
74 | Annual Report 2022
Contents
4.3.1 Committee Chair’s letter 76
4.3.2 Remuneration Report (audited) 78
KMP and summary of Woodside’s five-year performance 78
Executive KMP 79
Remuneration policy 79
Executive Incentive Scheme 79
2022 Corporate Scorecard 80
Remuneration changes 80
Executive KMP remuneration structure 81
Corporate Scorecard measures and outcomes for 2022 84
Executive KMP KPIs and outcomes for 2022 85
Other equity plans 90
Contracts for Executive KMP 91
Non-executive directors (NEDs) 91
Human Resources & Compensation Committee 92
Loans and transactions 92
Use of remuneration consultants 92
Reporting notes 92
Statutory tables 93
4.3.3 Glossary 98
SECTION 4.3
Remuneration Report
75Woodside Energy Group Ltd |
27 February 2023
Dear Shareholders
On behalf of the Board, I am pleased to present the Remuneration Report for the year ended 31 December 2022.
2022 was an historic year for Woodside with the successful completion of the merger with BHP’s petroleum business,
bringing together the best of both organisations to create the largest energy company currently listed on the Australian
Securities Exchange and a greater global presence.
The merger saw the Committee’s activity focused on our total reward framework to ensure it continues to motivate and
retain our people, attract the best talent and keep Woodside globally competitive. This work considered the transition
requirements arising from the merger, including organisation design and alignment of remuneration policies and practices.
The Committee (and in the case of the CEO the Board) reviewed and approved changes to the leadership structure in
connection with the merger, including the remuneration packages of the CEO and Senior Executives and changes to the
structure of the Executive Incentive Scheme (EIS).
Culture continued to be a priority for the Committee throughout 2022. The Committee considered activities to assess and
monitor culture, across all areas of our Integrated Culture Framework (values, safety, risk and compliance); and oversaw
implementation of the 2021-2025 Inclusion and Diversity strategy. More detail on the Committee’s activities in 2022 is
available in the Corporate Governance Statement 2022.
The Board is proud of the excellent results achieved by the Woodside team in 2022 through the merger process and in the
combined business. These results are reflected in our 2022 Executive key management personnel (KMP) remuneration
outcomes outlined below and in further detail in this report.
Business performance
In 2022, the Corporate Scorecard was based on five equally weighted measures chosen for their impact on short-term and
long-term shareholder value. These measures are earnings before interest, taxes, depreciation and amortisation excluding
impairment (EBITDA excluding impairment), operating expenditure, production, material sustainability issues and delivery
against business priorities.
The merged company delivered EBITDA excluding impairment significantly above target at US$11,234 million and
Operating Expenditure in line with target at A$2,063 million. Production for 2022 was above the revised target at 157.7
MMboe. Process safety performance was on target with zero Tier 1 loss of primary containment process safety events and
one low risk Tier 2 event. Personal safety has remained a priority during 2022 but disappointingly our total recordable
injury rate of 1.80 was higher than our target of 1.0. Gross equity scope 1 and 2 emissions were higher than target primarily
due to increased production. Gross equity emissions are calculated prior to retirement of carbon credits as osets,
focusing the organisational priorities on avoiding and reducing emissions.
Good progress has been made on key growth projects in 2022. Our Scarborough project in Australia is on track for first
LNG cargo in 2026 and the Sangomar development oshore Senegal is expected to deliver first oil late in 2023.
The company’s performance across the five Corporate Scorecard measures gave an overall corporate performance
outcome of 7 (out of a maximum of 10). The Board considered the significant achievements of our team in 2022 and
exercised its discretion by raising the outcome to 8 for the purposes of the EIS. This outcome recognises the sustained
eorts of the team to successfully complete the merger while delivering strong operational results and progressing our
growth projects and new energy opportunities. Overall the CEO’s award increased by approximately 5.6% as a result of this
decision.
These results are reflected in our 2022 Executive KMP KPIs and outcomes for 2022 section of this report.
4.3.1 Committee Chair’s letter
76 | Annual Report 2022
Executive KMP changes
In 2022 the Committee approved changes to the leadership structure for the merged company, including appointment to
roles reporting directly to the CEO, aiming to bring together the capabilities, experiences and diverse perspectives from
both organisations to deliver long-term success for the merged company. Leadership positions are based in Perth and
Houston, reflecting the geographic spread of the combined portfolio.
As a result, eective 1 June 2022 Graham Tiver continued as Woodside’s Executive Vice President and Chief Financial
Ocer having commenced with Woodside on 1 February 2022, based in Perth. On 1 June 2022, Shiva McMahon
commenced as Executive Vice President International Operations transitioning from BHP’s petroleum business, to be
based in Houston.
Eective 1 June 2022 Shaun Gregory’s role changed from Executive Vice President Sustainability and Chief Technology
Ocer to Executive Vice President New Energy. Mr Gregory ceased to be Executive KMP given the adjustment to the
responsibilities of his role. Fiona Hick resigned as Executive Vice President Australian Operations and ceased to be
Executive KMP on 28 November 2022. Sherry Duhe resigned as Executive Vice President and Chief Financial Ocer and
ceased to be Executive KMP on 4 February 2022.
Executive remuneration changes
Following the merger with BHP’s petroleum business, the Board reviewed remuneration for the CEO and Senior Executives,
based on benchmarking against a defined peer group and with consideration of organisation size and structure.
As a result of the Board’s review, the Board approved an increase to Meg O’Neill’s fixed and variable remuneration
components. Eective 1 June 2022, Ms O’Neill’s fixed annual remuneration (FAR) increased by A$200,000 to A$2,400,000
with a target value for variable annual reward (VAR) set at A$6,720,000. Remuneration changes approved for the CEO and
Senior Executives are outlined in further detail in the Executive KMP KPIs and outcomes for 2022 section of this report.
The Board also approved changes within the structure of the EIS to ensure it remains competitive in the broader markets in
which we now operate. As a result, the cash component of the EIS award for Executive KMP will increase from 12.5% to 20%,
positioning the cash opportunity more closely to the defined peer group while maintaining the intent for most of the award
to be delivered as equity. These changes are described in further detail in the Remuneration changes section of this report.
As a part of the review, the 2023 Corporate Scorecard has been updated to comprise of four equally weighted measures
which between them cover the same scope as the prior five measures with appropriate emphasis on key performance metrics
including material sustainability issues. These changes are outlined in the Remuneration changes section of this report.
Conclusion
Following the merger with BHP’s petroleum business, we have worked to ensure our integrated remuneration policies and
practices align with the new markets in which we operate, to keep Woodside globally competitive. The Board reviewed
remuneration for the CEO and Senior Executives based on benchmarking against a defined peer group together with
organisation size and structure. As a result, increases were approved that reflect performance and changes to role scope
and accountabilities. The VAR outcome for 2022 is above target and recognises the eorts of the team to successfully
complete the merger while delivering strong operational results and progressing our growth projects and new energy
opportunities.
The Board is proud of the sustained eorts of the entire Woodside team throughout 2022. We look forward to our ongoing
engagement with Woodside shareholders and sharing in Woodside’s future success.
Yours sincerely,
Gene Tilbrook
Chair of Human Resources & Compensation Committee
77Woodside Energy Group Ltd |
4.3.2 Remuneration Report (audited)
KMP and summary of Woodside’s five-year performance
This report outlines the remuneration arrangements and outcomes achieved for Woodside’s key management personnel (KMP) during
2022.
Woodside’s KMP are the people who have the authority to shape and influence the Group’s strategic direction and performance
through their actions, either collectively (in the case of the Board) or as individuals acting under delegated authorities (in the case of
the CEO and Senior Executives).
The names and positions of the individuals who were KMP during 2022 are set out in Tables 1A and 1B.
Table 1A - Executive KMP
Executive Director
Meg O’Neill (Chief Executive Ocer and Managing Director (CEO))
Senior Executives
Graham Tiver (Executive Vice President and Chief Financial Ocer)
1
Shiva McMahon (Executive Vice President International Operations)
2
Shaun Gregory (former Executive Vice President Sustainability and
Chief Technology Ocer)
3
Fiona Hick (former Executive Vice President Australian Operations)
4
Sherry Duhe (former Executive Vice President and Chief Financial
Ocer)
5
Table 1B - Non-Executive Directors KMP
Richard Goyder, AO (Chair)
Larry Archibald
Frank Cooper, AO
Swee Chen Goh
Christopher Haynes, OBE
Ian Macfarlane
Ann Pickard
Sarah Ryan
Gene Tilbrook
Ben Wyatt
Table 2 - Five-year performance
2022 2021 2020 2019 2018
EBITDA excluding impairment
1
(US$million) 11,234 4,135 1,922 3,531 3,814
Operating Expenditure
2
(A$million) 2,063 1,030
Net profit after tax (NPAT)
3
(US$million) 6,498 1,983 (4,028) 343 1,364
Basic earnings per share
4
(US cents) 430 206 (424) 37 148
Dividends per share (US cents) 253 135 38 91 144
Share closing price (last trading day of the year)
7
(A$) 35.44 21.93 22.74 34.38 31.32
5
Production
6,7
(MMboe) 157.7 91.1 100.3 89.6 91.4
Average annual Dated Brent
7
($/boe) 101 71 42 64 71
1. This is a non-IFRS measure that is unaudited but derived from audited Financial Statements. This measure is presented to provide further insight into Woodside’s performance and has been
calculated as defined in the Alternative performance measures section of the 2022 Annual Report.
2. Operating expenditure is a non-IFRS measure that is unaudited. This measure includes operating and general, administrative and other expenses incurred in generating revenue from the sale of
hydrocarbons from Woodside’s operating assets. Operating expenditure was not disclosed prior to 2021.
3. Represents profit after tax attributable to equity holders of the parent. This measure is presented to provide further insight into Woodside’s performance.
4. Basic earnings per share from total operations.
5. Share closing price (last trading day) for 2017 was $33.08.
6. Production volumes for 2022 have been calculated using updated conversion factors as defined in the Glossary, units of measure and conversion factors section of the Annual Report.
7. These measures are non-IFRS financial performance measures and therefore are unaudited.
1. Mr G Tiver commenced with Woodside on 1 February 2022.
2. Ms S McMahon commenced with Woodside on 1 June 2022.
3. Mr S Gregory ceased to be Executive Vice President Sustainability and Chief Technology Ocer and an Executive KMP on 31 May 2022. Mr Gregory’s title changed to Executive Vice President New
Energy on 1 June 2022.
4. Ms F Hick’s title changed from Executive Vice President Operations to Executive Vice President Australian Operations on 1 June 2022. Ms Hick ceased to be Executive Vice President Australian
Operations and an Executive KMP on 28 November 2022.
5. Ms S Duhe ceased to be Executive Vice President and Chief Financial Ocer and Executive KMP on 4 February 2022.
78
| Annual Report 2022
Executive KMP
Remuneration policy
Woodside’s strategy is to thrive through the energy transition
by building a low cost, lower carbon, profitable, resilient
and diversified portfolio. This is underpinned by our focus
on safe, reliable and ecient operations, and disciplined
capital allocation, providing the foundation to progress key
development projects and to navigate the energy transition.
As the world’s energy mix evolves we are positioning ourselves
to be agile, flexible and adaptable; building on our traditional
energy capabilities and maturing opportunities to produce lower
carbon energy and provide integrated carbon solutions which
are customer-led and scalable.
To do so, the company must be able to attract and retain
executive capability in a globally competitive market. The Board
structures remuneration so that it rewards those who perform,
is valued by Executives, and is aligned with the company’s
values, strategic direction and the creation of enduring value to
shareholders, and other stakeholders.
Fixed Annual Reward (FAR) is determined having regard to the
scope of each Executive’s role and their level of knowledge, skills
and experience.
Variable Annual Reward (VAR) is calculated annually, based
on performance measures set by the Board aimed at aligning
executive remuneration with short and long-term returns. VAR
aligns shareholder and executive remuneration outcomes by
making a significant portion of executive remuneration at risk,
while rewarding performance.
Executive remuneration is reviewed annually, having regard
to the accountabilities, experience and performance of each
individual. FAR and VAR are compared against domestic and
international competitors at target, to maintain Woodside’s
capacity to attract and retain talent and to ensure appropriate
motivation is provided to Executives to deliver on the company’s
strategic objectives.
Executive Incentive Scheme
VAR is delivered under the Woodside Executive Incentive Scheme (EIS). The EIS is structured having regard to the key objectives of
executive engagement, alignment with the shareholder experience and strategic fit.
EXECUTIVE ENGAGEMENT
Enable Woodside to attract and retain
executive capability in a globally
competitive environment by providing
Executives with a clear remuneration
structure giving line of sight to
how performance is reflected in
remuneration outcomes.
ALIGNMENT WITH THE
SHAREHOLDER EXPERIENCE
Promote significant share ownership
through equity awards. Equity awards
are delivered as a combination of
Restricted Shares and Performance
Rights. The Performance Rights are
Relative Total Shareholder Return
(RTSR) tested against comparator
groups, after five years.
STRATEGIC FIT
Reflect Woodside’s strategic time
horizons in award deferral periods,
to drive Executives to deliver our
strategic objectives with discipline
and collaboration, in turn creating
shareholder value.
The EIS delivers a single variable reward linked to challenging
individual and company annual targets set by the Board.
Each Executive’s award is based on their individual performance
against key performance indicators (KPIs) and the company’s
performance through the Corporate Scorecard. The award
is subject to performance in each 12-month period and is
determined at the conclusion of each performance year.
The Corporate Scorecard targets and individual KPIs are
designed to promote short-term and long-term shareholder
value. Exceeding targets results in an increased award with a
linear calculation up to the maximum, while under-performance
will result in a reduced award. The minimum award that an
Executive can receive is zero if the performance conditions are
not achieved on either company or individual performance.
Individual performance is assessed by the Board in the case
of the CEO, and by the CEO and the Human Resources &
Compensation Committee in the case of Senior Executives.
The Board has strong oversight and governance and seeks
to ensure that targets are set to create a clear link between
performance and reward. The Board has an overriding discretion
which it can and does exercise to adjust outcomes in line
with shareholder experience and company or management
performance.
79Woodside Energy Group Ltd |
Remuneration changes
In 2022 the Board reviewed remuneration for the CEO and
Senior Executives based on benchmarking against a defined
peer group and with consideration of organisation size and
structure following the merger with BHP’s petroleum business.
As a result of the review the Board approved an increase to
FAR for the CEO and an increase to FAR for Senior Executives,
eective 1 June 2022. These increases reflect performance and
changes to role scope and accountabilities and are outlined in
the Executive KMP FAR and VAR outcomes section of this report.
The review also resulted in changes within the structure of the
EIS to ensure it remains competitive in the broader markets
in which we now operate. As a result a change was approved
to the cash component of the award for the CEO and Senior
Executives, increasing the cash opportunity from 12.5% to
20%. This change maintains the intent for most of the award
to be delivered in deferred equity while positioning the cash
opportunity more closely with our competitors. A combination
of Restricted Shares and Performance Rights will continue to
deliver the equity component of the EIS (80%) over a three-
to-five-year period. The Board remains confident the EIS is
structured to reflect Woodside’s strategic time horizons, align
with shareholder interests and attract and retain the executive
talent required to deliver our strategic objectives.
The previous EIS structure has been applied to the assessment
of the CEO’s performance from 1 January to 31 May 2022, with
the new structure applied in respect of the period from 1 June to
31 December 2022. The new structure will be applied to Senior
Executives from 1 January 2023. The diagrams below show the
EIS as it is applied to the CEO from 1 June 2022 and as it applied
to Senior Executives from 1 January 2023.
2023 Corporate Scorecard
As part of the review of Executive KMP VAR the Corporate
Scorecard for 2023 has been updated to four equally weighted
measures. These four measures cover the same scope as the
five which previously applied with appropriate emphasis on key
performance objectives including material sustainability issues.
The 2023 measures are:
• Financial
• Base business
• Material sustainability issues
• Strategy and growth.
EBITDA
EBITDA excluding
impairment is a
key contributor to
annual profitability
and is influenced by
both management
performance and
commodity prices.
20%
Operating
Expenditure
Controlling Operating
Expenditure brings
a focus on ecient
operations; cost
competitiveness; and
shareholder returns.
20%
Production
Revenue is maximised
and value generated
from our assets when
they are fully utilised in
production.
20%
Material
Sustainability
Issues
Material sustainability
issues include personal
and process safety,
environment, emissions
reductions, and our
social licence to operate.
20%
Deliver
Business
Priorities
Business priorities
focus on progress and
milestones of capital
projects; business
developments;
and balance sheet
management.
20%
2022 Corporate Scorecard
The 2022 Corporate Scorecard for Executives was based on five equally weighted measures that were chosen because they impact
short-term and long-term shareholder value, with a score of 5 for an outcome at target and a maximum score of 10 for each measure.
80 | Annual Report 2022
Executive KMP remuneration structure
Woodside’s remuneration structure for the CEO and Senior Executives is comprised of two components: FAR and VAR.
FAR
• Based upon the scope of the Executive’s role and their
individual level of knowledge, skill and experience.
• Benchmarked for competitiveness against domestic and
international peers to enable the company to attract and
retain superior executive capability.
VAR
• Executives are eligible to receive a single variable reward linked
to individual and company annual targets set by the Board.
• The VAR is subject to performance against individual and
corporate performance in the initial 12-month period and is
determined at the conclusion of each performance year.
For 2022, VAR will be structured for CEO and Senior Executives as outlined below.
CEO
1 January to 31 May 2022
CEO
1 June to 31 December 2022
Senior Executives
1 January to 31 December 2022
Performance Rights
1
Subject to a five-year performance period
with a RTSR test five years after the date of
allocation
30% 30% 30%
Restricted Shares
1
Subject to a five-year deferral period
30% 30% 30%
Restricted Shares
1
Subject to a four-year deferral period
0% 10% 0%
Restricted Shares
1
Subject to a three-year deferral period
27.5% 10% 27.5%
Cash
Payable following the end of the
performance year
12.5% 20% 12.5%
1. Allocated using a face value methodology.
Performance
Rights
1
27.5%
Restricted
Shares
1
27.5%
Restricted
Shares
1
25%
Cash
20%
Subject to 5-year RTSR performance
Subject to a 5-year deferral period
Subject to a 3-year
deferral period
Year 1
2
Year 2 Year 3 Year 4 Year 5
Senior Executives EIS structure (Eective 1 January 2023)
Performance
Rights
1
30%
Restricted
Shares
1
30%
Restricted
Shares
1
10%
Restricted
Shares
1
10%
Cash
20%
Subject to 5-year RTSR performance
Subject to a 5-year deferral period
Subject to a 4-year
deferral period
Subject to a 3-year
deferral period
Year 1
2
Year 2 Year 3 Year 4 Year 5
CEO EIS structure (Eective 1 June 2022)
1. Allocated using a face value methodology.
2. Award allocated after completion of performance year.
81
Woodside Energy Group Ltd |
Table 3 – Key EIS features
Allocation
methodology
Restricted Shares and Performance Rights are allocated using a face value allocation methodology. The number of
Restricted Shares and Performance Rights is calculated by dividing the value by the volume weighted average price (VWAP)
across December of the performance year.
Dividends and
voting
Executives are entitled to receive dividends on Restricted Shares. No dividends are paid on Performance Rights prior to
vesting. For Performance Rights that do vest, a dividend equivalent payment will be paid by Woodside for dividends paid
during the period between allocation and vesting.
Restricted Shares have voting rights in the same way as other Woodside shareholders. Performance Rights do not have
voting rights until shares are allocated following vesting.
Clawback provisions The Board has the discretion to reduce unvested entitlements including where an Executive has acted fraudulently or
dishonestly or is found to be in material breach of their obligations; there is a material misstatement or omission in the
financial statements; or the Board determines that circumstances have occurred that have resulted in an unfair benefit to the
Executive.
The US Securities Exchange Commission (SEC) has adopted a new rule that directs US exchanges (including the NYSE)
to establish listing standards that require US-listed companies to adopt a “clawback” policy providing for the recovery of
excess incentive-based compensation received by current or former executive ocers due to a material misstatement of
financial information that requires an accounting restatement.
Woodside will continue to review its clawback policy to ensure it remains appropriate and meets requirements in relevant
jurisdictions including the SEC rules, which are expected to take eect in 2024.
Control event The Board has the discretion to determine the treatment of any EIS award on a change of control event. If a change of
control occurs during the performance year, an Executive will receive at least a pro-rata cash payment in respect of the
unallocated cash and Restricted Share components of the EIS award for that performance year, assessed at target.
If a change of control occurs during the vesting period for equity awards, Restricted Shares will vest in full whilst
Performance Rights may, at the discretion of the Board, vest on an at least pro-rata basis.
Cessation of
employment
During a performance year, should an Executive resign or be terminated for cause, no EIS award will be provided (unless the
Board determines otherwise). In any other case, Woodside will have regard to performance against target and the portion of
the performance year elapsed in determining any EIS award.
During a deferral period, should an Executive resign or be terminated for cause, any EIS award will be forfeited or lapse
(unless the Board determines otherwise). In any other case, any Restricted Shares will vest in full from a date determined
by the Board while any Performance Rights will remain on foot and vest in the ordinary course subject to the satisfaction
of applicable conditions, unless the Board determines otherwise. The Board will have discretion to accelerate the vesting of
unvested equity awards, subject to termination benefits laws.
No retesting There will be no retest applied to EIS awards. Performance Rights will lapse if the required RTSR performance is not
achieved at the conclusion of the five-year period.
Cash
The cash component is payable following the end of the 12-month
performance year, in the March pay-cycle.
Restricted Shares
For the CEO’s VAR award from 1 January 2022 to 31 May 2022
and for Senior Executive VAR awards for 2022, the Restricted
Shares are divided into tranches with three-year and five-year
deferral periods. From 1 June 2022 for the CEO the Restricted
Share component of VAR is divided into tranches with three, four
and five-year deferral periods. There are no further performance
conditions attached to these awards. This element creates a
strong retention proposition for Executives as vesting is subject
to employment not being terminated with cause or by resignation
during the deferral period. The deferral mechanism means that
the value of awards reflects fluctuations in share price across the
deferral periods, which is intended to reflect the sustainability of
performance over the medium-term and long-term and support
increased alignment between Executives and shareholders.
Performance Rights
The Performance Rights are divided into two portions with
each portion subject to a separate RTSR performance hurdle
tested over a five-year period. Performance is tested after five
years as Woodside operates in a capital intensive industry with
long investment timelines. It is imperative that Executives take
decisions in the long-term interest of shareholders, focused on
value creation across the commodity price cycles of the oil and
gas industry. Our view is that RTSR is the best measure of long-
term value creation across the commodity price cycle of our
industry.
One-third of the Performance Rights are tested against a
comparator group that comprises the entities within the ASX 50
index at 1 December 2022. The remaining two-thirds are tested
against an international group of oil and gas companies, set out
in Table 11. The international peer group used to measure RTSR
for the 2022 EIS award was reviewed and updated to maintain
alignment with Woodside’s expanded global business activities.
RTSR outcomes are calculated by an external adviser after the
conclusion of the performance year. The outcome of the test
is measured against the schedule below. For EIS awards, any
Performance Rights that do not vest will lapse and are not
retested.
RTSR performance hurdle vesting
Woodside RTSR percentile
position within peer group
Vesting of Performance
Rights
Less than 50th percentile No vesting
Equal to 50th percentile 50% vest
Between the 50th and 75th percentile Vesting on a pro-rata basis
Equal to or greater than 75th percentile 100% vest
82 | Annual Report 2022
Position Minimum opportunity
(% of FAR)
Target opportunity
(% of FAR)
Maximum opportunity
(% of FAR)
CEO
1 January to 31 May 2022
Zero 200 300
CEO
1
1 June to 31 December 2022
Zero 280 420
Senior Executives
1 January to 31 December 2022
Zero 160 256
1. 1 June 2022 changes to CEO target and maximum opportunity are noted in the remuneration changes section of this report.
Target variable reward opportunity for 2022
Each Executive is given a target VAR opportunity and a maximum VAR opportunity which is a percentage of the Executive’s FAR. The
opportunities for 2022 are outlined below.
CEO remuneration at target
(1 June to 31 December 2022)
Fixed
reward 26%
Variable
reward 74%
CEO remuneration at target
(1 January to 31 May 2022)
Fixed
reward 33%
Variable
reward 67%
Senior Executives remuneration at target
(1 January to 31 December 2022)
Fixed
reward 38%
Variable
reward 62%
Calculation of award for 2022
Each Executive KMP’s award is based upon two components:
individual performance against KPIs (30% weighting) and the
company’s performance against the Corporate Scorecard (70%
weighting). Individual performance is rated on a scale between
0 and 5 and company performance on a scale between 0 and 10.
The sum of these two components determines the award.
The decision to pay or allocate an EIS award is subject to the
overriding discretion of the Board, which may adjust outcomes,
both upwards and downwards, to better reflect shareholder
outcomes and company or management performance.
See Table 4 for details of the CEO’s and each Senior Executives’
individual performance assessment.
Corporate
Scorecard
70%
Individual
KPIs
30%
Variable
Annual
Reward
83Woodside Energy Group Ltd |
EBITDA excluding impairment (20%)
Outcome 10
EBITDA is a key contributor to annual profitability and is influenced by both management performance and commodity prices. EBITDA is closely
aligned with short-term shareholder value creation. EBITDA is underpinned by ecient operational performance and outcomes are exposed to the
upside and downside of oil and gas price and foreign exchange fluctuations, as are returns to shareholders.
2022 performance: EBITDA excluding impairment for 2022 was US$11,234 million, significantly above the target of US$6,919 million due to higher
realised pricing across all price markers, and higher production.
Operating Expenditure (20%)
Outcome 5
Controlling Operating Expenditure brings a focus on ecient operations; cost competitiveness; and shareholder returns.
2022 performance: Operating Expenditure for 2022 was A$2,063 million, in line with the target of A$2,072 million excluding costs related to the
Wildling well and foreign exchange impacts associated with a stronger US dollar.
Production (20%)
Outcome 10
Revenue is maximised and value generated from Woodside’s assets when they are fully utilised in production. Production must be carefully managed
throughout the year to optimise value from the assets. The production target for Corporate Scorecard purposes is set relative to the company’s
annual budget and market guidance.
2022 performance: Total production for 2022 was 157.7 MMboe, above the revised market guidance of 153 to 157 MMboe.
1
Performance was higher
due to early Interconnector start up and sustained production above committed volumes (+4.9 MMboe), Greater Western Flank Phase 3 acceleration
and high reliability at North West Shelf (2.2 MMboe), and higher Bass Strait sales (1.5 MMboe).
Material sustainability issues (20%)
Outcome 3
The Board considers performance across material sustainability issues including personal and process safety, climate change and greenhouse gas
emissions, and our social licence to operate. Strong performance in this area creates and protects value in four ways: it reduces the likelihood of major
accident events and catastrophic losses; it maintains Woodside’s licence to operate which enables the development of its growth portfolio; it reflects
ecient, optimised and controlled business processes that generate value; and it supports the company’s position as a partner of choice.
2022 performance: Safety performance was below target, with a TRIR of 1.80 compared to a target TRIR of 1.0. Process safety performance was on
target with zero Tier 1 and one low risk Tier 2 process safety event recorded. Gross equity scope 1 and 2 emissions performance in 2022 was 294kT
CO
2
-e higher than the target primarily due to increased production.
Delivery against business priorities (20%)
Outcome 6
In 2022, we focused on progressing Scarborough and Sangomar, finalising the strategic direction to Trion and maturing opportunities in new energy
and carbon, combined with completing the merger with BHP’s petroleum business.
Merger with BHP’s petroleum business
• It was an historic year for Woodside with the successful completion
of the merger with BHP’s petroleum business according to plan.
• Woodside has implemented initiatives to deliver greater than
US$400 million annual synergies ahead of target.
2
Scarborough and Pluto Train 2 execution
• Scarborough and Pluto Train 2 25% complete, targeting first LNG
cargo in 2026.
• Project remains on schedule and budget.
Sangomar
• Phase 1 77% complete, targeting first oil late 2023.
• Drilling on schedule with the first seven development wells delivered.
• FPSO conversion topsides and turret fabrication complete and
successfully relocated to Singapore.
Trion
• Progressing towards final investment decision (FID) readiness in 2023.
• Front-end engineering design (FEED) and key technical studies
completed.
• Competitive tenders for major scopes of work issued.
Maturing key future new energy opportunities
• H2OK progressing towards FID readiness, with FEED scope completed
in Q4 2022 and contracts awarded for alkaline electrolyser and
liquefaction packages.
• Concept definition work for H2Perth is progressing to plan.
• H2TAS concept definition studies and social impact assessment
completed.
• Selected as preferred project partner for Southern Green Hydrogen,
non-binding MOU executed with Mitsui.
Overall corporate performance outcome
Outcome 7
MID-POINT MAX
MID-POINT MAX
MID-POINT MAX
MID-POINT MAX
MID-POINT MAX
MID-POINT MAX
Corporate Scorecard measures and outcomes for 2022
The company’s performance across the five Corporate Scorecard measures gave an overall corporate performance outcome of 7 (out
of a maximum of 10). The Board considered the significant achievements of our team in 2022 and exercised its discretion by raising
the outcome to 8 for the purposes of the EIS. This outcome recognises the sustained eorts of the team to successfully complete the
merger while delivering strong operational results and progressing our growth projects and new energy opportunities.
1. The 157.7 MMboe includes production of 156.8 MMboe from Woodside reserves and 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the Pluto-KGP
Interconnector.
2. Pre-tax 100% basis. Excluding transition and separation costs. Net of any expected ongoing cost increases as a result of the merger.
84
| Annual Report 2022
Executive KMP KPIs and outcomes for 2022
CEO FAR
As a result of the Board’s review of CEO remuneration, Ms
O’Neill’s FAR was increased from A$2,200,000 to A$2,400,000
eective 1 June 2022.
CEO VAR and other incentives
Ms O’Neill’s incentive arrangements are governed under the EIS.
For 2022, the individual performance of the CEO was reviewed
by the Board against five equally weighted measures. These
metrics, outlined in Table 4, were chosen because successful
performance in each area is a key driver of superior shareholder
returns.
The same metrics were cascaded to the Senior Executives to
measure individual performance.
At the end of the year, the Board reviewed the CEO’s
performance for 2022. The CEO is given an individual
performance score between 0 and 5, which together with the
Corporate Scorecard determines the VAR. This resulted in an
award of 88.1% of maximum opportunity.
Information on the individual performance of the CEO is shown
in Table 4.
The 2022 EIS award for the CEO is detailed in Table 7.
The Board approved a one-o cash bonus payment to the CEO of
A$400,000 in recognition of Ms O’Neill’s significant contribution
towards the merger of Woodside and BHP’s petroleum business,
to be paid in two stages. The first A$200,000 was paid on merger
completion and the second $A200,000 will be paid twelve
months following merger completion. The second payment is
subject to satisfactory individual performance and continued
service. This payment is detailed in Table 5 and Table 10.
Senior Executive FAR
As a result of the Board’s review of Senior Executive
Remuneration, Mr Tiver’s FAR was increased to A$1,100,300
and Ms Hick’s FAR to A$920,000 eective 1 June 2022. Ms
McMahon’s FAR on appointment was US$550,000.
Management will continue to monitor market developments
to ensure FAR for Senior Executives remains competitive and
benchmarks appropriately against peer companies.
Senior Executive VAR and other incentives
For 2022, the individual performance of each Senior Executive
was evaluated against the same performance measures as the
CEO, with individual KPIs set relevant to each Executive’s area of
responsibility. These metrics aim to align individual performance
with the achievement of Woodside’s corporate strategy while
fostering collaboration between Executives.
The Board approved EIS awards to Senior Executives based on
the Corporate Scorecard result and their individual performance
assessment.
Information on the individual performance of Senior Executives
who were KMP as at 31 December 2022 is shown in Table 4.
Details of the EIS award for each Senior Executive are set out in
Table 7.
Ms Hick and Ms Duhe were not eligible for a 2022 EIS award
as they resigned during the period. No individual performance
assessment has been included for Ms Hick or Ms Duhe.
Other incentives paid to Senior Executives in 2022 include:
• Sign-on benefit granted to Mr Tiver to compensate for benefits
forgone on leaving the BHP Group. These included a cash
payment (A$500,000) and equity rights, subject to a holding
lock, under the Supplementary Woodside Equity Plan (SWEP).
• An oer of equity rights under the SWEP to Ms McMahon to
compensate for employee equity rights foregone with BHP
Group. The oer facilitates the transition from BHP Group
incentive arrangements to Woodside incentive arrangements
following merger completion.
• One-o cash bonus payments to three Senior Executives,
Mr Tiver (A$50,000), Mr Gregory (A$90,000), and Ms Hick
(A$60,000) in recognition of their significant contribution
and leadership related to the merger with BHP’s petroleum
business.
As each of the above payments were awarded in recognition
of benefits forgone upon leaving the BHP Group or significant
executive contribution, they are not subject to performance
conditions. These payments are detailed in Table 5 and Table 10.
85Woodside Energy Group Ltd |
Table 4 - CEO and Senior Executive individual performance for 2022 EIS
Meg O’Neill - CEO and Managing Director
KPI Performance Outcome
Growth agenda
Assesses the alignment of growth opportunities to
shareholder return; portfolio balance; the achievement
of challenging business objectives.
• Merger with BHP’s petroleum business successfully completed
with strong shareholder and market support.
• Matured Woodside’s corporate strategy post-merger with
sharper articulation of the strategy for thriving through energy
transition.
• Matured projects to underpin future financial resilience
consistent with this strategy, including Trion FEED, H2OK FEED
and progressing Woodside Power towards FID readiness in
2023.
• Progressed early-stage opportunities consistent with long-term
corporate strategy, matured three-pronged carbon strategy,
advanced the Browse to NWS Project and achieved selection
of Woodside in a competitive process as preferred partner for
Southern Green Hydrogen project in New Zealand.
Above target
Eective execution
Assesses the maintenance, operation and profitability
of existing assets; project delivery to achieve budget,
schedule and stated performance; cost reduction;
achievement of health, safety and community
expectations.
• Strong base business delivery.
• Personal safety performance failed to meet target, although
process safety was on target.
• Production was above target, supported by Interconnector
volumes and NWS performance.
• Emissions abatement was above target; met Scope 1 and 2
commitments via increased osets.
• EBITDA excluding impairment well above target, supported by
strong market conditions.
• Progressed US$17 billion of operated major projects (100%);
Sangomar, Scarborough & Pluto Train 2 on schedule and
budget.
On Target
Enterprise capability
Assesses leadership development; workforce planning;
executive succession; Indigenous participation and
diversity; eective risk identification and management.
• Successful establishment of Executive Leadership Team and
implementation of new organisational structure.
• Increased female and Indigenous representation across the
organisation.
• Delivered the 2022 Reconciliation Action Plan, meeting or
exceeding all metrics.
Above target
Culture and reputation
Assesses performance culture and emphasis on values;
engagement and enablement; improved employee
climate; Woodside’s brand as a partner of choice.
• Developed Our Values specifically for the new merged entity.
• Leveraged merger to shift culture focus on commercial
capability, innovation and becoming a partner of choice.
• Continued implementation of 2021-2025 Inclusion and Diversity
Strategy, focusing on building an inclusive culture with diverse
representation throughout Woodside.
Above target
Shareholder focus
Assesses whether decisions are made with a long-
term shareholder return focus; ecient and timely
communication to shareholders, market analysts
and fund managers; the focus on shareholder return
throughout the organisation.
• Delivered shareholder value via strong dividends and share
price growth, top stock in the ASX 50 in 2022.
• Share price re-rated to greater alignment with US peer
companies.
• Financially well positioned with strong balance sheet, low
gearing, high liquidity and appropriate hedging to protect
against low price environment.
• Led implementation of initiatives to deliver greater than
US$400 million annual synergies ahead of target.
1
Above target
EIS earned as percentage of maximum opportunity
2,3
88.1%
1. Pre-tax 100% basis. Excluding transition and separation costs. Net of any expected ongoing cost increases as a result of the merger.
2. The award of Restricted Shares and Performance Rights is subject to shareholder approval at the 2023 Woodside Annual General Meeting.
3. Ms O’Neill’s EIS structure changed eective 1 June 2022, including the target and maximum award opportunity. Ms O’Neill’s 2022 EIS award was calculated on a pro-rata basis including target
and maximum opportunity.
86
| Annual Report 2022
Graham Tiver - Executive Vice President and Chief Financial Ocer
KPI Performance Outcome
Growth agenda
Assesses the alignment of growth opportunities to
shareholder return; portfolio balance; the achievement
of challenging business objectives.
• Merger completed and implementation of secondary listings in
the US (NYSE) and UK (LSE).
• Disciplined balance sheet management; well positioned with
high liquidity and appropriate hedging to protect against low
price environment.
• Identified and led the evaluation of a number of potential
material acquisitions for Board review.
Above target
Eective execution
Assesses the maintenance, operation and profitability
of existing assets; project delivery to achieve budget,
schedule and stated performance; cost reduction;
achievement of health, safety and community
expectations.
• Delivered half-year and full-year reporting to the market as a
merged company, including the new secondary listings.
• Managed the change of the external auditor and as part of the
merger, the internal audit organisation.
• Designed an internal control framework to be Sarbanes-Oxley
compliant.
• Increased the level of standby facilities and executed various
re-financing.
Above target
Enterprise capability
Assesses leadership development; workforce planning;
executive succession; Indigenous participation and
diversity; eective risk identification and management.
• Embedded the delivery of synergies for the business, bringing
together the strengths of the respective Woodside and BHP’s
petroleum teams to produce strong results.
On target
Culture and reputation
Assesses performance culture and emphasis on values;
engagement and enablement; improved employee
climate; Woodside’s brand as a partner of choice.
• Embedded the new Woodside mission and vision, focus areas
and values in the new organisation upon merger completion.
• Established a new Finance leadership team, with a values focus,
demonstrated through new ways of working.
Above target
Shareholder focus
Assesses whether decisions are made with a long-
term shareholder return focus; ecient and timely
communication to shareholders, market analysts
and fund managers; the focus on shareholder return
throughout the organisation.
• Improved communication of the merged entity narrative,
with targeted information improving the external markets’
understanding of the combined business value.
• Delivered shareholder value through strong dividends and share
price growth, top stock in the ASX 50 in 2022.
Above target
EIS earned as percentage of maximum opportunity 86.8%
87Woodside Energy Group Ltd |
Shiva McMahon - Executive Vice President International Operations
KPI Performance Outcome
Growth agenda
Assesses the alignment of growth opportunities to
shareholder return; portfolio balance; the achievement
of challenging business objectives.
• Supported progress of pipeline of value-adding opportunities.
• Advanced integrated Caribbean strategy to improve value
optimisation.
• Successful completion and first production of Shenzi sidetrack.
On target
Eective execution
Assesses the maintenance, operation and profitability
of existing assets; project delivery to achieve budget,
schedule and stated performance; cost reduction;
achievement of health, safety and community
expectations.
• Strong safety performance.
• Production slightly above target.
• Operating Costs above target, driven by Shenzi B201 extended
workover activity.
• Successful startup of subsea multi-phase pump and operational
optimisation.
On target
Enterprise capability
Assesses leadership development; workforce planning;
executive succession; Indigenous participation and
diversity; eective risk identification and management.
• Safe and on schedule delivery of the Shenzi turnaround and
fabric maintenance campaign.
• Focused on asset integrity and value delivery enabled by;
above target delivery of Field Leadership activities; ecient
organisation model enabled by resource sharing across teams
and geographies.
On target
Culture and reputation
Assesses performance culture and emphasis on values;
engagement and enablement; improved employee
climate; Woodside’s brand as a partner of choice.
• Led roll out and role modelling of Woodside values across
International organisation.
• Integration of operating models across Australia and
International Operations groups to balance sizing and premise
of self-reliance by region.
Above target
Shareholder focus
Assesses whether decisions are made with a long-
term shareholder return focus; ecient and timely
communication to shareholders, market analysts
and fund managers; the focus on shareholder return
throughout the organisation.
• On track to exceed synergies and value capture target,
including cost saving, revenue expansion and production
eciency opportunities.
Above target
EIS earned as percentage of maximum opportunity 78.3%
1. This represents an average of all Senior Executives actual and variable remuneration for 2022. It does not include Ms Hick or Ms Duhe who were not eligible for a 2022 EIS award.
CEO actual remuneration Senior Executives actual remuneration
1
Fixed
reward 23.3%
Fixed
reward 32.3%
Variable
reward 76.7%
Variable
reward 67.7%
88 | Annual Report 2022
Table 6 - 2022 vestings Executive Shares
Vesting value
US$
1
2018 EIS 3-year Restricted Shares vested on 19 February 2022
M O’Neill 14,097 275,137
S Gregory 12,430 242,602
F Hick 6,807 132,855
2022 Equity Rights sign on benefit vested on 31 August 2022 G Tiver 32,307 781,067
1. The value of Restricted Shares and Equity Rights is calculated using the five-day VWAP leading up to but not including the vesting date. Amounts were translated to USD based on the exchange
rate reflective of the five-day period leading up to but not including the vesting date.
Table 5 - CEO and Senior Executive take home pay table (non-IFRS information)
1
Name Year
Salary,
allowances and
superannuation
2
A$
EIS cash and
other cash
incentives
3,4
A$
Restricted Shares
vested
5
A$
RTSR tested
VPRs vested
5
A$
Equity
Rights vested
5
A$
Total
remuneration
received
A$
Previous years’
awards forfeited
or lapsed
5
A$
M O’Neill
2022 2,316,667 1,542,075 384,692 - - 4,243,434 -
2021 1,906,872 465,168 1,647,167 - - 4,019,207 -
G Tiver
6
2022 1,006,419 859,124 - - 1,129,782 2,995,325 -
2021 - - - - - - -
S Gregory
7
2022 338,120 190,969 339,201 - - 868,290 195,116
2021 823,331 379,786
8
122,257 137,129 - 1,462,503 204,377
F Hick
9
2022 790,986 60,000 185,755 - - 1,036,741 48,274
2021 750,091 195,434
8
52,486 80,822 - 1,078,833 30,286
S Duhe
10
2022 91,558 - - - - 91,558 3,278,284
2021 1,039,439
8
220,000 11,110 - - 1,270,549 -
US$ US$ US$ US$ US$ US$ US$
S McMahon
11
2022 459,638 80,875 - - - 540,513 -
2021 - - - - - - -
1. This is non-IFRS information that is unaudited.
2. Represents the total fixed annual rewards earned in 2022 and 2021 including salaries, fees, allowances and company contributions to superannuation. This reflects pro-rated amounts for the period
that Executives were in KMP roles.
3. Includes the EIS cash incentive earned in the respective year, which is actually paid in the following year.
4. Cash incentives earned by Ms O’Neill (A$200,000), Mr Tiver (A$50,000), Mr Gregory (A$90,000) and Ms Hick (A$60,000) include a one-o cash bonus payment in relation to their significant
contribution towards the merger of Woodside and BHP’s petroleum business. Mr Tiver’s cash incentives include a further cash bonus payment (A$500,000) as a sign-on benefit to compensate for
benefits forgone on leaving the BHP Group.
5. The value of Restricted Shares, Variable Pay Rights and Equity Rights is calculated using the five-day VWAP leading up to but not including the vesting or forfeiture or lapsing date.
6. Mr G Tiver commenced with Woodside on 1 February 2022.
7. Mr S Gregory ceased being an Executive KMP on 31 May 2022.
8. The 2021 comparative value has been restated to include the superannuation component of the 2021 EIS cash and other cash bonus payments that were earned in 2021 and paid in 2022. This
increases the EIS cash and other cash incentives for Mr Gregory by A$19,008 to A$379,786 and Ms Hick by A$17,767 to A$195,434 and the salary, allowances and superannuation for Ms Duhe by
A$15,000 to A$1,039,439.
9. Ms F Hick ceased being an Executive KMP on 28 November 2022.
10. Ms S Duhe ceased being an Executive KMP on 4 February 2022.
11. Ms S McMahon commenced with Woodside on 1 June 2022. Ms McMahon was paid in Australian dollars for the period 1 June 2022 to 31 July 2022. Take home pay received has been converted to
US dollars using the exchange rate reflective of this period.
The following table provides greater transparency to
shareholders of the take home pay received or receivable by
the CEO and Senior Executives, in 2021 and 2022. This includes
FAR, EIS cash awards earned in respect of performance for the
year and the value of shares and rights which vested during the
year calculated using the five-day VWAP leading up to but not
including the vesting, forfeiture or lapsing date. Termination
benefits are not included in the table below; these amounts
are disclosed in Table 10. Amounts are shown in the currency
in which the remuneration is paid, either AUD or USD, whereas
Table 10 is expressed in USD which is Woodside’s reporting
currency.
Take home pay diers from statutory remuneration reported in
Table 10 that is prepared in accordance with the Corporations
Act 2001 (Cth) and Accounting Standards which require share-
based payments to be reported as remuneration from the time
of grant, even though actual value may ultimately not be realised
from these share-based payments.
89Woodside Energy Group Ltd |
Other equity plans
Woodside has a history of providing employees with the
opportunity to participate in ownership of shares in the company
and using equity to support a competitive base remuneration
position, including the legacy Executive Incentive Plan.
Details of prior year allocations are provided in Table 12. The
terms applying to prior year grants are described in past
Woodside Annual Reports.
Executive Incentive Plan (EIP)
The EIP operated as Woodside’s Executive incentive framework
until the end of 2017, after which the Board introduced the EIS.
The EIP was used to deliver short-term awards (STAs) and long-
term awards (LTAs) to Senior Executives.
The LTA was divided into two portions with each portion subject
to a separate RTSR performance hurdle tested over a four-year
period. One-third of the LTA was tested against a comparator
group that comprises the entities within the ASX 50 index. The
remaining two-thirds was tested against an international group
of oil and gas companies.
RTSR outcomes are calculated by an external adviser on the
fourth anniversary of the allocation. For 2017 awards to Senior
Executives, any VPRs that did not vest lapsed in 2022 and are
not retested. Awards made to other Executives are eligible for
a retest in 2023. VPRs that do not vest following the re-test will
lapse. 2017 is the last year of award to which a retest applies.
Executives are entitled to receive dividends on Restricted Shares.
There is no entitlement to dividends on VPRs and VPRs do not
carry voting rights. Details of prior year allocations are provided
in Table 12.
Supplementary Woodside Equity Plan (SWEP)
In October 2011, the Board approved the establishment of the
SWEP to enable the oering of targeted retention awards of
Equity Rights (ERs) for key capability.
The SWEP was updated in 2022 to broaden eligibility to all
employees of a subsidiary of Woodside Energy Group Ltd
and ensure compliance in all jurisdictions in which Woodside
operates. This facilitated the oer of replacement unvested
incentives as required under transitional arrangements for
eligible heritage BHP employees transitioning from BHP
Group Long-Term Incentive (LTI) plans to VAR oered under
Woodside’s VAR arrangements.
The SWEP awards have service conditions and no performance
conditions. Each ER entitles the participant to receive a
Woodside share or an American Depositary Share on the vesting
date three years after the eective grant date.
ERs under both the WEP and the SWEP may vest prior to the
vesting date on a change of control or on a pro-rata basis, at the
discretion of the CEO, limited to the following circumstances;
redundancy, retirement (after six months’ participation), death,
termination due to illness or incapacity or total and permanent
Table 7 - Valuation summary of Executive KMP EIS for 2022 and 2021
Name Year
Cash
1
US$
Restricted Shares
3-year vesting
period
US$
Restricted Shares
4-year vesting
period
US$
Restricted Shares
5-year vesting
period
US$
Performance Rights
5-year vesting
period
US$
Total EIS
US$
M O’Neill
2022
2
910,591 804,166 350,853 1,539,248 1,051,501 4,656,359
2021
3
337,421 745,559 - 813,351 688,613 2,584,944
G Tiver
2022
2
189,809 414,767 - 452,495 309,111 1,366,182
2021 - - - - - -
S McMahon
2022
2
80,875 177,819 - 193,978 132,511 585,183
2021 - - - - - -
S Gregory
4
2022
2
61,997 135,474 - 147,786 100,956 446,213
2021
3
137,878 304,645 - 332,344 281,375 1,056,242
F Hick
5
2022 - - - - - -
2021
3
128,875 284,757 - 310,643 263,002 987,277
S Duhe
2022 - - - - - -
2021 - - - - - -
1. Represents the cash incentive earned in the respective year, which is actually paid in the following year. Amounts were translated to USD using the closing spot rate on 31 December 2022.
2. The number of Restricted Shares and Performance Rights allocated for 2022 was calculated by dividing the amount of the Executive’s entitlement allocated to Restricted Shares by the face value
of Woodside shares. The USD fair value of Restricted Shares and Performance Rights at their date of grant has been estimated by reference to the closing share price at 31 December 2022 and
preliminary modelling respectively. Grant date for Senior Executives’ awards has been determined to be the date of the Board of Directors’ approval, being 27 February 2023 while grant date for
Ms O’Neill’s award is the date of shareholder approval at the 2023 Woodside Annual General meeting. Any dierences between the estimated fair value at 31 December 2022 and the final fair value
will be trued-up in the 2023 financial year. The fair value is not related to or indicative of the benefit (if any) that an individual Executive may ultimately realise should these equity instruments vest.
3. The number of Restricted Shares and Performance Rights allocated for 2021 was calculated post year-end by dividing the amount of the Executive’s entitlement allocated to Restricted Shares and
Performance Rights by the face value of Woodside shares. The USD fair value shown above was estimated at 31 December 2021 with reference to the closing share price and preliminary modelling
respectively. Grant date for Senior Executives’ awards has been determined to be the date of the Board of Directors’ approval, being 16 February 2022 while grant date for Ms O’Neill’s award is the
date of shareholder approval at the 2022 Woodside Annual General Meeting. The final fair value was calculated at these dates and was trued-up in the 2022 financial year. The amount above is not
related to or indicative of the benefit (if any) that an individual Executive may ultimately realise should these equity instruments vest.
4. Mr S Gregory ceased being an Executive KMP on 31 May 2022. The value of Mr Gregory’s EIS award is pro-rated for the period he was an Executive KMP.
5. Ms F Hick ceased being an Executive KMP on 28 November 2022 and was not eligible for a 2022 EIS award.
6. Ms S Duhe ceased being an Executive KMP on 4 February 2022 and was not eligible for a 2021 or 2022 EIS award.
90
| Annual Report 2022
Non-executive directors (NEDs)
Remuneration policy
Woodside’s Remuneration Policy for NEDs aims to attract,
retain, motivate and to remunerate fairly and responsibly
having regard to:
• the level of fees paid to NEDs relative to other major Australian
listed companies.
• the size and complexity of Woodside’s operations.
• the responsibilities and work requirements of Board members.
Fees paid to NEDs are recommended by the Human Resources &
Compensation Committee (Committee) based on benchmarking
from external remuneration consultants and determined by the
Board. In 2022, the Board approved an increase to annual Board
and committee fees to be eective 1 January 2023. This is the
first increase since 2019.
Fees paid to NEDs are subject to an aggregate limit of A$4.25
million per financial year, which was approved by shareholders at
the 2019 AGM.
Minimum Shareholding Requirements (MSR) Policy
NEDs are required to have acquired shares for a total purchase
price of at least 100% of their pre-tax annual fee after five years
on the Board. The NEDs may utilise the Non-executive Directors’
Share Plan (NEDSP) to acquire the shares on market at market
value. As the shares are acquired with net fees, the shares in the
NEDSP are not subject to any forfeiture conditions.
All NEDs meet the MSR, except Mr Wyatt who joined Woodside
on 1 June 2021. Mr Wyatt is participating in the NEDSP and will
continue to acquire shares under this plan going forward. See
Table 14 for details.
NEDs remuneration structure
NEDs’ remuneration consists of base Board fees and committee
fees, plus statutory superannuation contributions or payments in
lieu (currently 10.5%). Other payments may be made for additional
services outside the scope of Board and Committee duties. NEDs
do not earn retirement benefits other than superannuation and
are not entitled to any form of performance-linked remuneration
in order to preserve their independence.
Table 8 - Summary of contractual provisions for Executive KMP
Employing company Contract duration
Termination notice
period company
1,2
Termination notice
period executive
M O’Neill
3
Woodside Energy Ltd Unlimited 6 months 6 months
G Tiver
3
Woodside Energy Ltd Unlimited 6 months 6 months
S McMahon
3
Woodside Energy USA Services Inc Unlimited 6 months 3 months
1. Woodside may choose to terminate the contract immediately by making a payment in lieu of notice equal to the fixed remuneration the Executive KMP would have received during the ‘Company
Notice Period’. In the event of termination for serious misconduct or other nominated circumstances, Executive KMP are not entitled to this payment. Any payments made in the event of a
termination of an executive contract will be consistent with the Corporations Act 2001 (Cth).
2. On termination of employment, Executive KMP will be entitled to the payment of any fixed remuneration calculated up to the termination date, any leave entitlement accrued at the termination
date and any payment or award permitted under the EIS and Equity Award Rules. Executive KMP are restrained from certain activities for specified periods after termination of their employment
in order to protect Woodside’s interests.
3. Remuneration is reviewed annually or as required to maintain alignment with policy and benchmarks.
disablement of a participating employee. An employee whose
employment is terminated by resignation or for cause prior to
the vesting date will forfeit all of their unvested ERs.
In relation to the applicable cessation of employment treatment
for SWEP ERs granted as replacement awards to heritage
BHP employees, unless the Board determines otherwise,
unvested SWEP ERs will vest on a pro-rata basis in the following
circumstances; redundancy, death, termination due to medical
illness or incapacity or total and permanent disablement of
the participant. For cessation in other circumstances, (and
other than where employment is terminated by resignation or
for cause), Woodside’s CEO (or Committee of the Board, as
applicable) has discretion to permit pro-rata vesting.
There is no entitlement to dividends on ERs and ERs do not carry
voting rights.
Minimum Shareholding Requirements (MSR) Policy
The Executive MSR Policy reflects the long-term focus of
management and aims to further strengthen alignment with
shareholders.
The MSR Policy requires Senior Executives to have acquired and
maintained Woodside shares for a minimum total purchase price
of at least 100% of their fixed remuneration after a period of five
years, and in the case of the CEO a minimum of 200% of fixed
remuneration.
Of the Executive KMP, Ms O’Neill meets the MSR requirements.
Mr Tiver and Ms McMahon commenced with Woodside in 2022
and will continue to acquire Woodside shares. See Table 14 for
details.
Other equity awards
Woodside’s Equity Award Rules apply to EIS and discretionary
executive allocations. This allows the Board and CEO to award
discretionary allocations of Restricted Shares or Performance
Rights to eligible employees and executives.
Contracts for Executive KMP
Each Executive KMP has a contract of employment. Table 8 below
contains a summary of the key contractual provisions of the
contracts of employment for the continuing Executive KMP.
91Woodside Energy Group Ltd |
Table 9 - Annual base Board and committee fees for NEDs
1
Position
Board
2
A$
Audit & Risk
Committee
A$
Human Resources
& Compensation
Committee
A$
Sustainability
Committee
A$
Nominations
& Governance
Committee
A$
Chair of the Board 723,300
Non-executive directors 219,178
Committee chair 59,360 52,000 47,400 Nil
Committee member 31,964 26,500 23,700 Nil
1. Fees in this table reflect 2022 annual base Board and committee fees for NEDs.
2. NEDs receive Board and committee fees plus statutory superannuation (or payments in lieu where statutory superannuation is not required to be paid).
3. Inclusive of committee work.
4. Board fees paid to NEDs other than the Chair.
Human Resources & Compensation Committee
The Committee assists the Board to determine appropriate
remuneration policies and structures for NEDs and Executives.
Further information on the role of the Committee is described in
the section 4.1.3 - Board Committees of the Annual Report.
Loans and transactions
No loans or transactions (other than as described in this report)
have been made, guaranteed or secured, directly or indirectly, by
Woodside or any of its subsidiaries at any time throughout the
year, to any KMP including to a KMP related party.
Use of remuneration consultants
From time-to-time, the Committee directly engages
independent external advisers to provide input to the process
of reviewing the remuneration for NEDs and Executives.
The Committee may receive executive remuneration advice
directly from external independent remuneration consultants.
Under communications and engagement protocols adopted
by the Company, market data reports are provided directly to
the Committee Chair, and a consultant provides a statement
to the Committee that reports have been prepared free of
undue influence from Executive KMP. This process ensures the
Committee has full oversight of the review process and therefore
it, and the Board, can be satisfied that the work undertaken by
external independent remuneration consultants is free from
undue influence by Executive KMP.
External benchmarking was obtained in 2022 from external
independent remuneration consultants KPMG in support of the
2022 NED fee review at a cost of A$20,000.
Remuneration benchmarking in support of the 2022 review of
Executive remuneration was obtained from KPMG at a cost of
A$47,500 and Meridian at a cost of US$20,160.
Remuneration benchmarking in support of the 2022 review
of CEO remuneration was obtained from KPMG at a cost of
A$15,000 and Meridian at a cost of US$16,352.
No remuneration recommendations were received during 2022.
Reporting notes
Reporting in United States dollars
In this report, the remuneration and benefits reported have been
presented in US dollars, unless otherwise stated. This is consistent
with the functional and presentation currency of the company.
Compensation for Australian-based employees and Australian-
based KMP is paid in Australian dollars and, for reporting
purposes, converted to US dollars based on the exchange rate
reflective of the service period. Compensation for US-based
employees and US-based KMP is paid in US dollars. Valuation of
equity awards is converted at the spot rate applying when the
equity award is granted.
Table 9 shows the 2022 annual base Board and committee fees
for NEDs.
In addition to these fees, NEDs are entitled to reimbursement of
reasonable travel, accommodation and other expenses incurred
attending meetings of the Board, committees or shareholders, or
while engaged on Woodside business. NEDs are not entitled to
compensation on termination of their directorships.
An allowance is paid to any NED required to travel internationally
to attend Board commitments, compensating for factors related
to long-haul travel. Where travel is between six and ten hours, an
allowance of A$5,000 gross per trip is paid. Where travel exceeds
10 hours, an allowance of A$10,000 gross per trip is paid.
In 2022, NEDs Frank Cooper, Ben Wyatt and Larry Archibald
received an additional payment of A$20,000 each for services
provided during the period outside the scope of Board and
Committee duties, in connection with the merger with BHP’s
petroleum business, including membership of the Due Diligence
Committee.
Board fees are not paid to the CEO, as the time spent on
Board work and the responsibilities of Board membership are
considered in determining the remuneration package provided
as part of the normal employment conditions.
The total remuneration paid to, or in respect of, each NED in
2022 is set out in Table 13.
92 | Annual Report 2022
Table 10 - Compensation of CEO and Senior Executives for the year ended 31 December 2022 and 2021
FAR VAR and other incentives
Short-term Long-term Short-term Long-term
Salaries,
fees and
allowances
Non-
monetary
benefits
1
Company
contributions to
superannuation Cash
2,3,4
Equity
Rights
5
Restricted
Shares
5
Performance
Rights
5
Long
Service
Leave
Termination
benefits
Total
Remuneration
6
Performance
related
7
$ $ $ $ $ $ $ $ $ A$ %
M O’Neill
8
Chief Executive
Ocer and
Managing
Director
2022 1,696,133 35,829 - 1,127,634 - 1,344,879 415,137 41,244 - 4,660,856 6,753,540 62
2021 1,431,531 52,614 - 337,421 - 1,263,936 252,056 129,123 - 3,466,681 4,633,501 53
G Tiver
9
Executive Vice
President and
Chief Financial
Ocer
2022 717,042 24,725 28,453 599,364 1,284,700 160,013 46,231 10,197 - 2,870,725 4,144,816 73
2021 - - - - - - - - - - - -
S McMahon
10
Executive
Vice President
International
Operations
2022 361,471 57,012 96,084 80,875 221,627 47,143 13,399 - - 877,611 1,300,287 41
2021 - - - - - - - - - - - -
S Gregory
13
2022 244,076 3,876 8,410 130,448 - 250,799 78,947 20,614 - 737,170 1,030,862 62
2021 588,690 15,788 29,403 275,487
12
- 440,563 162,463
11
18,260 - 1,530,654 2,046,512 57
F Hick
14
2022 542,533 9,651 19,471 41,294 - (527,204) (221,628) 26,595 152,531 43,243 69,494 -
2021 540,368 29,989 22,742 141,763
12
- 312,798 120,380
11
11,742 - 1,179,782 1,573,248 49
S Duhe
15
2022 57,495 882 2,668 - - - - (94,350) - (33,305) (46,436) -
2021 752,079 120,182 27,871
12
159,582 - (784,939) (248,380) 14,743 - 41,138 47,732 -
P Coleman
16
2022 - - - - - - - - - - - -
2021 879,481 51,506 8,380 1,249,873 - 2,254,851 1,923,801 543,355 2,447,525 9,358,772 12,219,216 58
Executive
KMP Total
2022 3,618,750 131,975 155,086 1,979,615 1,506,327 1,275,630 332,086 4,300 152,531 9,156,300 13,252,563 56
2021 4,192,149 270,079 88,396 2,164,126 - 3,487,209 2,210,320 717,223 2,447,525 15,577,027 20,520,209 50
1. Reflects the value of allowances and non-monetary benefits (including relocation, travel, health insurance, car parking and any associated fringe benefit tax).
2. The amount includes the EIS cash incentive earned in the respective year, which is actually paid in the following year. Amounts were translated to USD using the closing spot rate on 31 December 2022.
3. Cash incentives earned by Ms O’Neill include a one-o cash bonus payment (US$137,646) on merger completion and an accrual (US$78,692) for the second payment expected to be paid in June 2023. The
second payment is subject to satisfactory individual performance and continued service.
4. Cash incentives earned by Mr Tiver (US$33,677), Mr Gregory (US$61,941) and Ms Hick (US$41,294) include a one-o cash bonus payment in relation to their significant contribution towards the merger of
Woodside BHP’s petroleum business. Mr Tiver’s cash incentives include a further cash bonus payment (US$355,948) as a sign-on benefit to compensate for benefits forgone on leaving the BHP Group.
5. In accordance with the requirements of AASB 2 Share-based Payment, the fair value of equity instruments as at their date of grant has been determined with reference to the closing share price
at grant date, or by applying the Black-Scholes option pricing technique or applying the binomial valuation method combined with a Monte Carlo simulation. The fair value of equity instruments is
amortised over the vesting period from the commencement of the service period, such that ‘total remuneration’ includes a portion of the fair value of unvested equity compensation during the year.
The portion of the expense relating to the 2022 EIS has been measured using estimated fair values as disclosed in footnote 2 in Table 7. The amount included as remuneration is not related to or
indicative of the benefit (if any) that individual Executives may ultimately realise should these equity instruments vest.
6. The total remuneration in AUD is converted from USD using the exchange rate reflective of the service period. This non-IFRS unaudited information is included for the purposes of showing the total
annual cost of benefits to the company in Australian dollars for the service period.
7. Performance related outcome percentage is calculated as total variable annual reward divided by the USD total remuneration figure.
8. Ms M O’Neill elected to receive a cash payment in lieu of all superannuation contributions in accordance with the Superannuation Guarantee (Administration) Act 1992, on the basis of being a Senior
Foreign Executive. The cash payment is subject to (PAYG) income tax and paid as part of Ms O’Neill’s normal monthly salary. The amount is included in salaries, fees and allowances.
9. Mr G Tiver commenced employment with Woodside on 1 February 2022.
10. Ms S McMahon commenced employment with Woodside on 1 June 2022.
11. The 2021 comparative value has been restated to include amortisation of the fair value of the 2021 EIS Performance Rights, increasing the expense for Mr Gregory by US$45,747 to US$162,463 and the
expense for Ms Hick by US$42,760 to US$120,380.
12. The 2021 comparative value has been restated to include the superannuation component of the 2021 EIS and other cash bonus payments that were earned in 2021 and paid in 2022. This increases the
cash expense for Mr Gregory by US$13,788 to US$275,487, the cash expense for Ms Hick by US$12,888 to US$141,763 and the superannuation expense for Ms Duhe by $10,881 to US$27,871.
13. Mr S Gregory ceased being an Executive KMP on 31 May 2022.
14. Ms F Hick ceased being an Executive KMP on 28 November 2022. Ms Hick’s termination benefit of US$152,531 includes salaries, fees and allowances received for the period of 29 November 2022 to
24 February 2023 while on gardening leave.
15. Ms S Duhe ceased being an Executive KMP on 4 February 2022.
16. Mr P Coleman ceased being an Executive KMP on 19 April 2021.
Table 11 - Peer group of international oil and gas companies
1
APA Corporation (previously Apache Corporation) ENI S.p.A Marathon Oil Company
Canadian Natural Resources EOG Resources Occidental Petroleum
ConocoPhillips Equinor ASA Santos Ltd
Coterra Energy Hess Corporation
Devon Energy Inpex Corporation
1. Peer group updated for 2022 EIS award to maintain alignment with Woodside’s expanded global business activities following the merger with BHP’s petroleum business on 1 June 2022.
Statutory tables
93Woodside Energy Group Ltd |
Table 12 - Summary of CEO and Senior Executive KMP allocated, vested or lapsed equity
Name Type of equity
1
Grant date Vesting date
2,3
Awarded but
not vested
Vested
in 2022
% of total
vested
Lapsed
in 2022
Fair value
of equity
4,5,6
Unamortised
value $
7
M O’Neill
Restricted Shares 13 February 2019 19 February 2022 - 14,097 100 - 24.71 -
Restricted Shares 13 February 2019 19 February 2024 15,379 - - - 24.71 74,355
Restricted Shares 12 February 2020 18 February 2023 15,025 - - - 22.76 11,097
Restricted Shares 12 February 2020 18 February 2025 16,391 - - - 22.76 129,847
Restricted Shares 17 February 2021 24 February 2024 17,697 - - - 20.18 98,940
Restricted Shares 17 February 2021 24 February 2026 17,697 - - - 20.18 182,933
Restricted Shares 19 May 2022 19 May 2025 46,861 - - - 20.91 532,801
Restricted Shares 19 May 2022 19 May 2027 51,122 - - - 20.91 734,050
Restricted Shares 28 April 2023 28 April 2026 33,143 - - - 24.05 618,382
Restricted Shares 28 April 2023 28 April 2027 14,591 - - - 24.05 285,027
Restricted Shares 28 April 2023 28 April 2028 64,013 - - - 24.05 1,296,256
Performance Rights 13 February 2019 19 February 2024 15,379 - - - 16.87 50,763
Performance Rights 12 February 2020 18 February 2025 16,391 - - - 15.81 90,197
Performance Rights 17 February 2021 24 February 2026 23,596 - - - 14.44 174,533
Performance Rights 19 May 2022 19 May 2027 51,122 - - - 13.40 470,410
Performance Rights 28 April 2023 28 April 2028 64,013 - - - 16.43 885,551
G Tiver
Equity Rights 18 February 2022 31 August 2022 - 32,307 100 - 19.28 -
Equity Rights 18 February 2022 31 August 2023 32,307 - - - 18.42 250,621
Equity Rights 18 February 2022 31 August 2024 32,307 - - - 17.60 367,210
Equity Rights 18 February 2022 31 August 2025 27,460 - - - 16.82 343,936
Restricted Shares 27 February 2023 7 March 2026 17,249 - - - 24.05 322,221
Restricted Shares 27 February 2023 7 March 2028 18,818 - - - 24.05 384,697
Performance Rights 27 February 2023 7 March 2028 18,818 - - - 16.43 262,810
S McMahon
Equity Rights 1 June 2022 31 August 2023 13,355 - - - 20.50 145,575
Equity Rights 1 June 2022 31 August 2024 14,118 - - - 19.59 204,656
Equity Rights 1 September 2022 31 August 2025 11,061 - - - 18.38 180,671
Restricted Shares 27 February 2023 7 March 2026 7,395 - - - 24.05 150,190
Restricted Shares 27 February 2023 7 March 2028 8,067 - - - 24.05 174,306
Performance Rights 27 February 2023 7 March 2028 8,067 - - - 16.43 119,079
S Gregory
Restricted Shares 13 February 2019 19 February 2022 - 12,430 100 - 24.71 -
Restricted Shares 13 February 2019 19 February 2024 13,560 - - - 24.71 62,050
Restricted Shares 12 February 2020 18 February 2023 10,099 - - - 22.76 7,459
Restricted Shares 12 February 2020 18 February 2025 11,018 - - - 22.76 87,283
Restricted Shares 17 February 2021 24 February 2024 10,132 - - - 20.18 56,646
Restricted Shares 17 February 2021 24 February 2026 10,132 - - - 20.18 104,734
Restricted Shares 16 February 2022 24 February 2025 19,148 - - - 19.01 188,609
Restricted Shares 16 February 2022 24 February 2027 20,889 - - - 19.01 267,976
Restricted Shares 27 February 2023 7 March 2026 13,611 - - - 24.05 249,099
Restricted Shares 27 February 2023 7 March 2028 14,849 - - - 24.05 299,391
RTSR Tested VPRs 1 January 2017 20 February 2022 - - - 7,150
8
12.06 -
Performance Rights 13 February 2019 19 February 2024 13,560 - - - 16.87 42,362
Performance Rights 12 February 2020 18 February 2025 11,018 - - - 15.81 60,630
Performance Rights 17 February 2021 24 February 2026 13,509 - - - 14.44 99,922
Performance Rights 16 February 2022 23 February 2027 20,889 - - - 13.76 193,969
Performance Rights 27 February 2023 7 March 2028 14,849 - - - 16.43 204,532
F Hick
Restricted Shares 13 February 2019 19 February 2022 - 6,807 100 - 24.71 -
Restricted Shares 13 February 2019 19 February 2024 7,426 - - - 24.71 -
Restricted Shares 12 February 2020 18 February 2023 5,501 - - - 22.76 -
Restricted Shares 12 February 2020 18 February 2025 6,002 - - - 22.76 -
Restricted Shares 17 February 2021 24 February 2024 8,367 - - - 20.18 -
Restricted Shares 17 February 2021 24 February 2026 8,367 - - - 20.18 -
Restricted Shares 16 February 2022 24 February 2025 17,898 - - - 19.01 -
Restricted Shares 16 February 2022 24 February 2027 19,525 - - - 19.01 -
RTSR Tested VPRs 1 January 2016 9 March 2021 - - - 1,769
8
12.05 -
RTSR Tested VPRs 1 January 2017 20 February 2022 4,944
8
- - - 12.06 -
Performance Rights 13 February 2019 19 February 2024 7,426 - - - 16.87 -
Performance Rights 12 February 2020 18 February 2025 6,002 - - - 15.81 -
Performance Rights 17 February 2021 24 February 2026 11,156 - - - 14.44 -
Performance Rights 16 February 2022 23 February 2027 19,525 - - - 13.76 -
94 | Annual Report 2022
Table 12 - Summary of CEO and senior executives allocated, vested or lapsed equity (Cont’)
Name Type of equity
1
Grant date Vesting date
2,3
Awarded but
not vested
Vested
in 2022
% of total
vested
Lapsed
in 2022
Fair value
of equity
4,5,6
Unamortised
value $
7
S Duhe
12
Restricted Shares 13 February 2019 19 February 2022 - - - 14,604 24.71 -
Restricted Shares 13 February 2019 19 February 2024 - - - 15,931 24.71 -
Restricted Shares 12 February 2020 18 February 2023 - - - 11,816 22.76 -
Restricted Shares 12 February 2020 18 February 2025 - - - 12,890 22.76 -
Restricted Shares 17 February 2021 24 February 2024 - - - 12,894 20.18 -
Restricted Shares 17 February 2021 24 February 2026 - - - 12,894 20.18 -
RTSR Tested VPRs 1 January 2017 20 February 2022 - - - 868
8
12.06 -
Performance Rights 13 February 2019 19 February 2024 - - - 15,931 16.87 -
Performance Rights 12 February 2020 18 February 2025 - - - 12,890 15.81 -
Performance Rights 17 February 2021 24 February 2026 - - - 17,193 14.44 -
1. For valuation purposes all VPRs and equity rights are treated as if they will be equity settled. Each VPR and Performance Right is a right to receive a fully paid ordinary share in Woodside (or, at the
Board’s discretion, as cash equivalent). No amount is payable by the Executive on the grant or vesting of a VPR or Performance Right.
2. Vesting date and exercise date are the same. Vesting is subject to satisfaction of vesting conditions. Full details of the vesting conditions for all prior year equity grants to Executive KMP are
included in the remuneration report for the relevant year.
3. Any RTSR-tested VPRs allocated to Senior Executives prior to 2017 that do not vest as a result of the first test will be re-tested over a five-year performance period. RTSR-tested VPRs allocated in
2017 and performance rights will not be re-tested. The second test date for earlier VPR allocations is one year after the vesting date listed in the table.
4. In accordance with the requirements of AASB 2 Share-based Payment, the fair value of VPRs Performance Rights and Equity Rights as at their date of grant has been determined by applying the
Black-Scholes option pricing technique or binomial valuation method combined with a Monte Carlo simulation. The amount included as remuneration is not related to or indicative of the benefit (if
any) that individual Executives may ultimately realise should these equity instruments vest.
5. The fair value of Restricted Shares as at their date of grant has been determined by reference to the share price at acquisition. The fair value is not related to or indicative of the benefit (if any) that
individual Executive KMP may ultimately realise should these equity instruments.
6. Fair values for the 2022 EIS with grant date being 27 February 2023 and expected to be 28 April 2023 have been estimated as disclosed in footnote 2 of Table 7. Fair values for the 2021 EIS with
grant dates of 16 February 2022 and 19 May 2022 have been trued-up as disclosed in footnote 3 of Table 7.
7. The maximum value of the equity instruments awarded for future financial years has been determined as the fair value amount at grant date multiplied by the number of equity instruments
awarded, less what has been amortised to date. The minimum total value of the equity instruments awarded for future financial years is nil if relevant vesting conditions are not satisfied.
8. The RTSR-tested VPRs allocated for the 2015 and 2016 performance year have been updated to include any adjustments made as part of the Retail Entitlement Oer.
9. Ms M O’Neill was granted Performance Rights and Restricted Shares on 19 May 2022 as approved by shareholders at the 2022 Woodside Annual General Meeting under Listing Rule 10.14. The grant
of the Performance Rights and Restricted Shares components of Ms O’Neill’s 2022 EIS award is subject to shareholder approval at the 2023 Woodside Annual General Meeting. The grant date for
Performance Rights and Restricted Shares is the date of shareholder approval.
10. Mr S Gregory ceased being an Executive KMP on 31 May 2022. Mr Gregory’s Restricted Shares and Performance Rights remain on foot and will vest in the ordinary course subject to the satisfaction
of applicable conditions.
11. Ms F Hick ceased being an Executive KMP on 28 November 2022. Ms Hick’s Restricted Shares, VPR’s and Performance Rights lapsed eective 24 February 2023.
12. Ms S Duhe resigned on 16 November 2021 and ceased being an Executive KMP on 4 February 2022. Ms Duhe’s Restricted Shares, VPR’s and Performance Rights lapsed on 7 February 2022.
95
Woodside Energy Group Ltd |
The following table provides a detailed breakdown of the components of remuneration for each of the company’s NEDs.
Table 13 - Total remuneration paid to NEDs in 2022 and 2021
Short-term Post-employment
Cash salary and allowances Pension/Superannuation
Non-executive
director
Board and
Committee fees
$
Other fees and
allowances
$
Company contributions
to superannuation
$
Total
$
Total
A$
4
R Goyder
2022 501,606 41,407 16,942 559,955 807,438
2021 542,997 35,953 16,990 595,940 793,822
L Archibald
2
2022
1
190,602 55,150 - 245,752 353,013
2021
1
206,330 35,132 - 241,462 321,639
F Cooper
2022
1
211,543 14,809 21,683 248,035 356,304
2021
1
228,999 15,014 22,327 266,340 354,779
S C Goh
2
2022 186,813 27,768 - 214,581 309,419
2021 202,228 21,452 - 223,680 297,953
C Haynes
2
2022 190,602 47,276 - 237,878 343,013
2021 206,330 20,117 - 226,447 301,639
I Macfarlane
3
2022 186,813 28,807 - 215,620 310,917
2021 202,228 15,294 4,423 221,945 295,642
A Pickard
2
2022 203,248 34,703 - 237,951 343,119
2021 220,020 21,452 - 241,472 321,653
S Ryan
2022 190,602 6,935 19,536 217,073 313,013
2021 206,330 - 20,117 226,447 301,639
G Tilbrook
2022 210,228 6,935 21,548 238,711 344,214
2021 227,575 - 22,189 249,764 332,698
B Wyatt
2022
1
186,813 14,809 22,885 224,507 322,377
2021
1
114,868 14,718 16,082 145,668 197,944
NEDs total
2022 2,258,870 278,599 102,594 2,640,063 3,802,827
2021 2,357,905 179,132 102,128 2,639,165 3,519,408
1. A proportion of each year’s other fees and allowances includes an additional payment of A$20,000 each for services outside the scope of Board and committee duties, in connection with the
merger with BHP’s petroleum business.
2. As non-residents for Australian tax purposes Mr L Archibald, Ms S C Goh, Dr C Haynes and Ms A Pickard have elected to receive a cash payment in lieu of all superannuation contributions, in
accordance with the Superannuation Guarantee (Administration) Act 1992. The cash payment is subject to (PAYG) income tax and paid as part of their normal monthly fees. The amount is included
in Other fees and allowances.
3. Mr I Macfarlane has elected to receive a cash payment in lieu of all superannuation contributions in accordance with the Superannuation Guarantee (Administration) Act 1992, on the basis that he
works with multiple employers. The cash payment is subject to (PAYG) income tax and paid as part of his normal monthly fees. The amount is included in Other fees and allowances.
4. This non-IFRS information is included for the purposes of showing the total annual cost of benefits to the company in Australian dollars for the service period.
96
| Annual Report 2022
Table 14 - KMP share and equity holdings
Name Type of Equity
1
Opening
holding at
1 January
2022
2
NEDSP
3
Rights
granted
Rights
vested
Restricted
shares
granted
Restricted
shares
vested
Net
changes -
Other
Closing
holding
at 31
December
2022
4,5
Non-executive directors
R Goyder Shares 23,634 - - - - - 2,529 26,163
L Archibald Shares 11,977 1,547 - - - - - 13,524
F Cooper Shares 13,450 1,445 - - - - - 14,895
S C Goh Shares 12,786 1,163 - - - - - 13,949
C Haynes Shares 14,598 1,411 - - - - - 16,009
I MacFarlane Shares 10,329 562 - - - - - 10,891
A Pickard Shares 14,206 1,664 - - - - - 15,870
S Ryan Shares 11,910 1,258 - - - - - 13,168
G Tilbrook Shares 7,949 - - - - - 1,998 9,947
B Wyatt
6
Shares - 1,639 - - - - - 1,639
Executive KMP
M O’Neill Equity Rights - - - - - - - -
Performance Rights 55,366 - 51,122 - - - - 106,488
Restricted Shares 96,286 - - - 97,983 (14,097) - 180,172
Shares 133,366 - - - - 14,097 - 147,463
G Tiver Equity Rights - - 124,381 (32,307) - - - 92,074
Performance Rights - - - - - - - -
Restricted Shares - - - - - - - -
Shares - - - 32,307 - - (5,231) 27,076
S McMahon Equity Rights - - 38,534 - - - - 38,534
Performance Rights - - - - - - - -
Restricted Shares - - - - - - - -
Shares - - - - - - 1,212 1,212
S Gregory
7
Equity Rights - - - - - - - -
Performance Rights 45,237 - 20,889 - - - (66,126) -
Restricted Shares 67,371 - - - 40,037 (12,430) (94,978) -
Shares 18,953 - - - - 12,430 (31,383) -
F Hick
8
Equity Rights - - - - - - - -
Performance Rights 31,297 - 19,525 - - - (50,822) -
Restricted Shares 42,470 - - - 37,423 (6,807) (73,086) -
Shares 7,042 - - - - 6,807 (13,849) -
S Duhe
9
Equity Rights - - - - - - - -
Performance Rights 46,882 - - - - - (46,882) -
Restricted Shares 81,029 - - - - - (81,029) -
Shares 15,592 - - - - - (15,592) -
1. Personally related entities include a KMP’s spouse, dependants or entities over which they have direct control or significant influence.
2. Opening holding represents amounts carried forward in respect of KMP.
3. Related to participation in the Non-executive Directors’ Share Plan (NEDSP).
4. Closing Shares and Restricted Shares holdings represents Shares and Restricted Shares held by the NEDs and KMP at of December 31 2022. The total Shares and Restricted Shares held by the
NEDs and KMP is 491,978 which constitutes less than 1% of all outstanding shares. None of these shares have dierent voting rights.
5. Closing rights holdings represents unvested options and rights held at the end of the reporting period. There are no options or rights vested but unexercised as at 31 December 2022.
6. Mr B Wyatt was appointed as a NED on 1 June 2021. Mr Wyatt is participating in the NEDSP and will continue to acquire shares under this plan going forward.
7. Mr S Gregory ceased being an Executive KMP on 31 May 2022. Mr Gregory’s Restricted Shares and Performance Rights remain on foot and will vest in the ordinary course subject to the satisfaction
of applicable conditions.
8. Ms F Hick ceased being an Executive KMP on 28 November 2022. Ms Hick’s Restricted Shares and Performance Rights lapsed eective 24 February 2023.
9. Ms S Duhe ceased to being an Executive KMP on 4 February 2022. Ms Duhe’s Restricted Shares and Performance Rights lapsed on 7 February 2022.
Details of shares held by KMP including their personally related entities
1
for the 2022 financial year are as follows:
97Woodside Energy Group Ltd |
4.3.3 Glossary
Key terms used in the Remuneration Report
Term Meaning
Committee The Human Resources & Compensation Committee
Corporate Scorecard A corporate scorecard of key measures that aligns with Woodside’s overall business performance
EIP The Executive Incentive Plan
EIS The Executive Incentive Scheme
Equity Award Rules The rules which govern oers of incentive securities to eligible employees
ER Equity right. ERs are awarded under the WEP and SWEP and each one entitles participants to receive a fully
paid share in Woodside on the vesting date (or a cash equivalent in the case of international assignees). No
amount is payable by the participants on the grant or vesting of an ER
Executive A senior employee whom the Board has determined to be eligible to participate in the EIS
Executive Director Meg O’Neill
Executive KMP The Executive Director and Senior Executives listed in Table 1A
FAR Fixed Annual Reward
FID Final Investment Decision
Former CEO Peter Coleman. Mr Coleman ceased being an Executive KMP on 19 April 2021
KMP Key management personnel
KPI Key performance indicator
LTA Long-term award
MSR Minimum shareholding requirements
NED Non-executive director
NEDSP The Non-executive Directors’ Share Plan
Operating Expenditure Operating and general, administrative and other expenses incurred in generating revenue from the sale of
hydrocarbons from Woodside’s operating assets
Performance Rights Each Performance Right is a right to receive a fully paid ordinary share in Woodside (or, at the Board’s
discretion, as cash equivalent). No amount is payable by the Executive on the grant or vesting of a Performance
Right
Restricted Shares Woodside ordinary shares that are awarded to Executives as the deferred component of their STA or as a part of
their VAR under the EIS. No amount is payable by the Executive on the grant or vesting of a Restricted Share
Retail Entitlement Oer The pro-rata renounceable oer made to Eligible Retail Shareholders to subscribe for 1 new share for every 9
existing shares on 19 February 2018
Rights ERs, Performance Rights and VPRs
RTSR Relative total shareholder return
Senior Executive A Senior Executive listed as KMP in Table 1A, excluding the Executive Director
STA Short-term award
SWEP The Supplementary Woodside Equity Plan
VAR Variable Annual Reward
VPR Variable Pay Right. Each VPR is a right to receive a fully paid ordinary share in Woodside (or, at the Board’s
discretion, as cash equivalent). No amount is payable by the Executive on the grant or vesting of a VPR
WEP The Woodside Equity Plan
98 | Annual Report 2022
99Woodside Energy Group Ltd |
Significant changes in the current reporting period
The financial performance and position of the Group were particularly aected by the following events and transactions during the reporting period:
• On 18 January 2022, the Group completed the sell-down of a 49% participating interest in the Pluto Train 2 Joint Venture to Global Infrastructure
Partners (GIP). As a result, the Group recognised a pre-tax gain of $427 million on the transaction. This includes variable consideration which has been
remeasured as at 31 December 2022 with a $71 million revaluation gain recognised as other income (refer to Note B.7).
• The Pluto-KGP Interconnector achieved 'ready for start-up' and commenced flowing gas from the oshore Pluto fields to Karratha Gas Plant (KGP)
for processing in March 2022.
• On 1 June 2022, the Group acquired 100% of the issued share capital of BHP Petroleum International Pty Ltd (BHPP) (subsequently renamed
Woodside Energy Global Holdings Pty Ltd), which held BHP Group’s oil and gas business (refer to Note B.5).
• As part of ongoing rationalisation of the Group’s exploration portfolio, the Group exited the Orphan Basin exploration licences in Canada. As a result,
a net expense of $142 million reflecting various exit costs was recognised in exploration and evaluation expenditure (refer to Note A.1).
• The Group recognised a $382 million reduction in restoration provisions as a net result of an increase in the risk free rates and current period
payments, oset by an increase in cost estimates (refer to Note D.5). The majority of this was recognised as a corresponding decrease in oil and
gas properties.
• The Group hedged an increased percentage of its exposure to commodity price and foreign exchange risk through commodity swaps and foreign
exchange forward derivatives (refer to Note D.6).
• The Group recognised a $1,362 million increase to the Pluto PRRT Deferred Tax Asset (DTA), primarily as a result of higher assessable revenue in 2022
and higher forecast assessable revenue driven by changes to pricing assumptions (refer to Note A.5).
• The Group recognised a pre-tax impairment reversal of $900 million for the Wheatstone cash-generating unit, primarily due to a revision in LNG price
assumptions (refer to Note B.4).
Contents
Financial statements 100
Consolidated income statement 100
Consolidated statement of comprehensive income 101
Consolidated statement of financial position 102
Consolidated statement of cash flows 103
Consolidated statement of changes in equity 104
Notes to the financial statements 105
About these statements 105
Climate change and energy transition 105
A. Earnings for the year 109
A.1 Segment revenue and expenses 110
A.2 Finance costs 114
A.3 Dividends paid and proposed 114
A.4 Earnings/(losses) per share 114
A.5 Taxes 115
B. Production and growth assets 117
B.1 Segment production and growth assets 118
B.2 Exploration and evaluation 120
B.3 Oil and gas properties 121
B.4 Impairment of exploration and evaluation, oil and gas
properties and goodwill 123
B.5 Business combination 128
B.6 Significant production and growth asset acquisitions 130
B.7 Disposal of assets 131
C. Debt and capital 132
C.1 Cash and cash equivalents 133
C.2 Interest-bearing liabilities and financing facilities 133
C.3 Contributed equity 135
C.4 Other reserves 135
D. Other assets and liabilities 136
D.1 Segment assets and liabilities 137
D.2 Receivables 137
D.3 Inventories 137
D.4 Payables 138
D.5 Provisions 138
D.6 Other financial assets and liabilities 140
D.7 Leases 143
E. Other items 145
E.1 Contingent liabilities and assets 146
E.2 Employee benefits 146
E.3 Related party transactions 149
E.4 Auditor remuneration 149
E.5 Events after the end of the reporting period 149
E.6 Joint arrangements 149
E.7 Parent entity information 151
E.8 Subsidiaries 151
E.9 Other accounting policies 154
Directors’ Declaration 155
Independent auditor’s report 156
SECTION 5: FINANCIAL STATEMENTS
SECTION 5.1
Financial Statements
100 | Annual Report 2022
Consolidated income statement
for the year ended 31 December 2022
2022 2021 2020
Notes
US$m US$m US$m
Operating revenue A.1 16,817 6,962 3,600
Cost of sales A.1 (6,540 ) (3,845 ) (2,985 )
Gross profit 10,277 3, 117 615
Other income A.1 735 139 (36 )
Other expenses A.1 (2,726 ) (811 ) (481 )
Impairment losses A.1 - (10 ) (5,269 )
Impairment reversals A.1 900 1,058 -
Profit/(loss) before tax and net finance costs 9, 186 3,493 (5,171 )
Finance income 155 27 58
Finance costs A.2 (167 ) (230 ) (327 )
Profit/(loss) before tax 9, 17 4 3,290 (5,440 )
Petroleum resource rent tax (PRRT) benefit/(expense) A.5 313 (297 ) 439
Income tax (expense)/benefit A.5 (2,912 ) (957 ) 1,026
Profit/(loss) after tax 6,57 5 2,036 (3,975 )
Profit/(loss) attributable to:
Equity holders of the parent 6,498 1,983 (4,0 28 )
Non-controlling interest E.8 77 53 53
Profit/(loss) for the period 6,57 5 2,036 (3,975 )
Basic earnings/(losses) per share attributable to equity holders of the parent (US cents) A.4 430.0 206.0 (423.5 )
Diluted earnings/(losses) per share attributable to equity holders of the parent (US cents) A.4 426.3 204.1 (423.5 )
The accompanying notes form part of the Financial Statements.
Financial statements
101Woodside Energy Group Ltd |
Consolidated statement of comprehensive income
for the year ended 31 December 2022
2022 2021 2020
US$m US$m US$m
Profit/(loss) for the period 6,57 5 2,036 (3,975 )
Other comprehensive income/(loss)
Items that may be reclassified to the income statement in subsequent periods:
Losses on cash flow hedges (1,097 ) (390 ) (136 )
Losses on cash flow hedges reclassified to the income statement 847 66 52
Tax recognised within other comprehensive income 64 (5 ) 25
Exchange fluctuations on translation of foreign operations taken to equity 3 - -
Items that will not be reclassified to the income statement in subsequent periods:
Remeasurement gains on defined benefit plan 34 13 2
Net gain on financial instruments at fair value through other comprehensive income 2 - -
Other comprehensive loss for the period, net of tax (147 ) (316 ) (57 )
Total comprehensive income/(loss) for the period 6,428 1,720 (4 ,032 )
Total comprehensive income/(loss) attributable to:
Equity holders of the parent 6,351 1,66 7 (4, 085 )
Non-controlling interest 77 53 53
Total comprehensive income/(loss) for the period 6,428 1,720 (4 ,032 )
The accompanying notes form part of the Financial Statements.
102 | Annual Report 2022
Consolidated statement of financial position
as at 31 December 2022
2022 2021
Notes
US$m US$m
Current assets
Cash and cash equivalents C.1 6,201 3,025
Receivables D.2 1,578 368
Inventories D.3 678 202
Other financial assets D.6 677 320
Assets held for sale B.7 - 254
Tax receivable 73 -
Other assets 83 109
Total current assets 9,290 4,278
Non-current assets
Receivables D.2 845 686
Inventories D.3 11 19
Other financial assets D.6 120 10 7
Exploration and evaluation assets B.2 807 6 14
Oil and gas properties B.3 39 ,919 18,649
Deferred tax assets A.5 1,959 1,007
Lease assets D.7 1,264 1,080
Investments accounted for using the equity method 265 2
Goodwill B.5 4,614 -
Other assets 227 32
Total non-current assets 50,0 31 22,196
Total assets 59,321 26,4 7 4
Current liabilities
Payables D.4 2,094 639
Interest-bearing liabilities C.2 260 277
Other financial liabilities D.6 654 4 11
Provisions D.5 1,219 605
Tax payable 1,854 413
Lease liabilities D.7 324 191
Other liabilities 203 86
Total current liabilities 6,608 2,622
Non-current liabilities
Interest-bearing liabilities C.2 4,878 5, 153
Deferred tax liabilities A.5 2,457 878
Other financial liabilities D.6 67 161
Provisions D.5 5,960 2,219
Tax payable 36 -
Lease liabilities D.7 1,310 1, 176
Other liabilities 878 36
Total non-current liabilities 15,586 9,623
Total liabilities 22, 194 12,245
Net assets 37 , 127 14,229
Equity
Issued and fully paid shares C.3 29,001 9,409
Shares reserved for employee share plans C.3 (38 ) (30 )
Other reserves C.4 4,031 683
Retained earnings 3,342 3,381
Equity attributable to equity holders of the parent 36,336 13,443
Non-controlling interest E.8 791 786
Total equity 37 ,12 7 14,229
1. Oil and gas properties includes other plant and equipment which is no longer separately presented in the consolidated statement of financial position. The 2021 amounts
have been reclassified to be presented on the same basis.
2. Investments accounted for using the equity method, which was previously included within other assets (non-current), is separately presented in the consolidated
statement of financial position. The 2021 amounts have been reclassified to be presented on the same basis.
The accompanying notes form part of the Financial Statements.
103Woodside Energy Group Ltd |
Consolidated statement of cash flows
for the year ended 31 December 2022
2022 2021 2020
Notes
US$m US$m US$m
Cash flows from/(used in) operating activities
Profit/(loss) after tax for the period 6,57 5 2,036 (3,97 5 )
Adjustments for:
Non-cash items
Depreciation and amortisation 2,808 1,582 1,7 30
Depreciation of lease assets 140 108 94
Change in fair value of derivative financial instruments 960 31 31
Net finance costs 12 203 269
Tax expense/(benefit) 2,599 1,254 (1,465 )
Exploration and evaluation written o 164 265 2
Impairment losses B.4 - 10 5,269
Impairment reversals B.4 (900 ) (1,058 ) -
Restoration movement 272 68 28
Gain on disposal of oil and gas properties (including revaluation gain) (494 ) - -
Onerous contracts provision (245 ) (95 ) 34 7
Other (254 ) 30 (12 )
Changes in assets and liabilities
(Increase)/decrease in trade and other receivables (77 ) (39 ) 41
(Increase)/decrease in inventories (146 ) (4 ) 51
Increase in lease assets - (16 ) -
Increase/(decrease) in provisions 131 (75 ) 155
(Decrease)/increase in lease liabilities (31 ) (25 ) 40
Increase in other assets and liabilities (96 1 ) (128 ) (137 )
Increase/(decrease) in trade and other payables 184 75 (121 )
Cash generated from operations 10,737 4,222 2,347
Purchases of shares and payments relating to employee share plans (45 ) (47 ) (32 )
Interest received 108 11 64
Dividends received 19 6 4
Borrowing costs relating to operating activities (21 ) (91 ) (180 )
Income tax and PRRT paid (1,218 ) (271 ) (331 )
Payments for restoration (263 ) (38 ) (23 )
Payments for hedge collateral (506 ) - -
Net cash from operating activities 8,811 3,792 1,849
Cash flows from/(used in) investing activities
Cash received on acquisition of BHPP, including cash acquired B.5 1,082 - -
Payments for capital and exploration expenditure (3, 136 ) (2,406 ) (1,418 )
Borrowing costs relating to investing activities (287 ) (126 ) (57 )
Advances to other external entities (48 ) (206 ) (110 )
Proceeds from disposal of non-current assets 132 9 -
Funding of equity accounted investments (8 ) - -
Payments for acquisition of joint arrangements B.6 - (212 ) (527 )
Net cash used in investing activities (2,265 ) (2,941 ) (2, 112 )
Cash flows from/(used in) financing activities
Proceeds from borrowings - - 600
Repayment of borrowings C.2 (283 ) (784 ) (83 )
Borrowing costs relating to financing activities (18 ) (15 ) (21 )
Repayment of the principal portion of lease liabilities (248 ) (155 ) (7 1 )
Borrowing costs relating to lease liabilities (10 ) (89 ) (86 )
Purchases of shares and payments relating to Dividend Reinvestment Plan (144 ) - -
Contributions to non-controlling interests (98 ) (92 ) (111 )
Dividends paid (net of Dividend Reinvestment Plan) (2,558 ) (289 ) (454 )
Net (payments)/proceeds from share issuance (5 ) - 23
Net cash used in financing activities (3,364 ) (1,42 4 ) (203 )
Net increase/(decrease) in cash held 3, 182 (57 3 ) (466 )
Cash and cash equivalents at the beginning of the period 3,025 3,604 4,058
Eects of exchange rate changes (6 ) (6 ) 12
Cash and cash equivalents at the end of the period C.1 6,201 3,0 25 3,604
The accompanying notes form part of the Financial Statements.
Consolidated statement of changes in equity
for the year ended 31 December 2022
Notes C.3 C.3 C.4 C.4 C.4 C.4 C.4 E.8
US$m US$m US$m US$m US$m US$m US$m US$m US$m US$m US$m
At 1 January 2022 9,409 (30 ) 232 793 (400 ) 58 - 3,381 13,443 786 14,229
Profit for the period - - - - - - - 6,498 6,498 77 6,575
Other comprehensive income/(loss) - - - 3 (186 ) - 2 34 (147 ) - (147 )
Total comprehensive income/(loss) for the
period - - - 3 (186 ) - 2 6,532 6,351 77 6,428
Transfers - - - - - 5,553 - (5,553 ) - - -
Shares purchased for Dividend Reinvestment
Plan - (144 ) - - - - - - (144 ) - (144 )
Dividend Reinvestment Plan 332 144 - - - - - - 476 - 476
Shares issued for acquisition of BHPP 19,265 - - - - - - - 19,265 - 19,265
Replacement employee share plan issued for
acquisition of BHPP - - 18 - - - - - 18 - 18
Employee share plan purchases - (45 ) - - - - - - (4 5 ) - (45 )
Employee share plan redemptions - 37 (37 ) - - - - - - - -
Share-based payments (net of tax) - - 65 - - - - - 65 - 65
Dividends paid - - - - - (2,07 0 ) - (1,018 ) (3,088 ) (72 ) (3, 160 )
Transaction costs associated with the issue of
shares (5 ) - - - - - - - (5 ) - (5 )
At 31 December 2022 29, 001 (38 ) 278 796 (586 ) 3,541 2 3,342 36,336 791 37 , 127
At 1 January 2021 9,29 7 (23 ) 219 793 (71 ) 462 - 1, 398 12,0 75 800 12,875
Profit for the period - - - - - - - 1,983 1,983 53 2,0 36
Other comprehensive income/(loss) - - 13 - (329 ) - - - (316 ) - (316 )
Total comprehensive income/(loss) for the
period - - 13 - (329 ) - - 1,983 1,66 7 53 1,720
Dividend Reinvestment Plan 112 - - - - - - - 112 - 112
Employee share plan purchases - (47 ) - - - - - - (47 ) - (47 )
Employee share plan redemptions - 40 (40 ) - - - - - - - -
Share-based payments (net of tax) - - 40 - - - - - 40 - 40
Dividends paid - - - - - (404 ) - - (404 ) (67 ) (47 1 )
At 31 December 2021 9,409 (30 ) 232 793 (400 ) 58 - 3,381 13,443 786 14,229
At 1 January 2020 9,010 (39 ) 211 79 3 (12 ) - - 6,654 16,617 792 17 ,409
Profit/(loss) for the period - - - - - - - (4,028 ) (4,0 28 ) 53 (3,975 )
Other comprehensive income/(loss) - - 2 - (59 ) - - - (57 ) - (57 )
Total comprehensive income/(loss) for the
period - - 2 - (59 ) - - (4,028 ) (4, 085 ) 53 (4 ,032 )
Transfers - - - - - 710 - (7 10 )
Dividend Reinvestment Plan 264 - - - - - - - 264 - 264
Shares issued 23 - - - - - - - 23 - 23
Employee share plan purchases - (32 ) - - - - - - (32 ) - (32 )
Employee share plan redemptions - 48 (48 ) - - - - - - - -
Share-based payments (net of tax) - - 54 - - - - - 54 - 54
Dividends paid - - - - - (248 ) - (518 ) (766 ) (4 5 ) (811 )
At 31 December 2020 9,297 (23 ) 219 793 (71 ) 462 - 1,398 12,07 5 800 12,875
The accompanying notes form part of the Financial Statements.
104 | Annual Report 2022
Issued and fully paid
shares
Reserved shares
Employee benefits
reserve
Foreign currency
translation reserve
Hedging reserve
Distributable profits
reserve
Other reserves
Retained earnings
Equity holders of the
parent
Non-controlling interest
Total equity
105Woodside Energy Group Ltd |
Notes to the financial statements
106 | Annual Report 2022
107Woodside Energy Group Ltd |
Notes to the financial statements
for the year ended 31 December 2022
108 | Annual Report 2022
Notes to the financial statements
for the year ended 31 December 2022
109Woodside Energy Group Ltd |
In this section
This section addresses financial performance of the Group for the reporting period including, where applicable, the accounting policies
applied and the key estimates and judgements made. This section also includes the tax position of the Group for and at the end of the
reporting period.
A. Earnings for the year
A.1 Segment revenue and expenses Page 110
A.2 Finance costs Page 114
A.3 Dividends paid and proposed Page 114
A.4 Earnings/(losses) per share Page 114
A.5 Taxes Page 115
Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
110 | Annual Report 2022
Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
111Woodside Energy Group Ltd |
Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
112 | Annual Report 2022
Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
113Woodside Energy Group Ltd |
Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
114 | Annual Report 2022
Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
115Woodside Energy Group Ltd |
Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
116 | Annual Report 2022
Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
117Woodside Energy Group Ltd |
In this section
This section addresses the strategic growth (exploration and evaluation), core producing and development (oil and gas properties)
assets position of the Group at the end of the reporting period including, where applicable, the accounting policies and key estimates
and judgements applied. This section also includes the impairment position of the Group at the end of the reporting period.
B. Production and growth assets
B.1 Segment production and growth assets Page 118
B.2 Exploration and evaluation Page 120
B.3 Oil and gas properties Page 121
B.4 Impairment of exploration and evaluation, oil and gas properties and goodwill Page 123
B.5 Business combination Page 128
B.6 Significant production and growth asset acquisitions Page 130
B.7 Disposal of assets Page 131
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
118 | Annual Report 2022
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
119Woodside Energy Group Ltd |
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
120 | Annual Report 2022
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
121Woodside Energy Group Ltd |
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
122 | Annual Report 2022
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
123Woodside Energy Group Ltd |
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
124 | Annual Report 2022
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
125Woodside Energy Group Ltd |
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
126 | Annual Report 2022
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
127Woodside Energy Group Ltd |
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
128 | Annual Report 2022
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
129Woodside Energy Group Ltd |
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
130 | Annual Report 2022
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
131Woodside Energy Group Ltd |
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
132 | Annual Report 2022
Notes to the financial statements C. Debt and capital
for the year ended 31 December 2022
In this section
This section addresses cash, debt and the capital position of the Group at the end of the reporting period including, where applicable,
the accounting policies applied and the key estimates and judgements made.
C. Debt and capital
C.1 Cash and cash equivalents Page 133
C.2 Interest-bearing liabilities and financing facilities Page 133
C.3 Contributed equity Page 135
C.4 Other reserves Page 135
133Woodside Energy Group Ltd |
Notes to the financial statements C. Debt and capital
for the year ended 31 December 2022
134 | Annual Report 2022
Notes to the financial statements C. Debt and capital
for the year ended 31 December 2022
136 | Annual Report 2022
In this section
This section addresses the other assets and liabilities position at the end of the reporting period including, where applicable, the
accounting policies applied and the key estimates and judgements made.
D. Other assets and liabilities
D.1 Segment assets and liabilities Page 137
D.2 Receivables Page 137
D.3 Inventories Page 137
D.4 Payables Page 138
D.5 Provisions Page 138
D.6 Other financial assets and liabilities Page 140
D.7 Leases Page 143
Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
137Woodside Energy Group Ltd |
Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
138 | Annual Report 2022
Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
139Woodside Energy Group Ltd |
D.5 Provisions (cont.)
Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
140 | Annual Report 2022
D.5 Provisions (cont.)
Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
141Woodside Energy Group Ltd |
Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
142 | Annual Report 2022
Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
143Woodside Energy Group Ltd |
Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
144 | Annual Report 2022
D.7 Leases (cont.)
Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
145Woodside Energy Group Ltd |
In this section
This section addresses information on items which require disclosure to comply with Australian Accounting Standards and the
Corporations Act 2001, however are not considered critical in understanding the financial performance or position of the Group.
This section includes Group structure information and other disclosures.
E. Other items
E.1 Contingent liabilities and assets Page 146
E.2 Employee benefits Page 146
E.3 Related party transactions Page 149
E.4 Auditor remuneration Page 149
E.5 Events after the end of the reporting period Page 149
E.6 Joint arrangements Page 149
E.7 Parent entity information Page 151
E.8 Subsidiaries Page 151
E.9 Other accounting policies Page 154
Notes to the financial statements E. Other items
for the year ended 31 December 2022
146 | Annual Report 2022
Notes to the financial statements E. Other items
for the year ended 31 December 2022
147Woodside Energy Group Ltd |
Notes to the financial statements E. Other items
for the year ended 31 December 2022
E.2 Employee benefits (cont.)
148 | Annual Report 2022
Notes to the financial statements E. Other items
for the year ended 31 December 2022
149Woodside Energy Group Ltd |
Notes to the financial statements E. Other items
for the year ended 31 December 2022
150 | Annual Report 2022
Notes to the financial statements E. Other items
for the year ended 31 December 2022
151Woodside Energy Group Ltd |
Notes to the financial statements E. Other items
for the year ended 31 December 2022
152 | Annual Report 2022
Notes to the financial statements E. Other items
for the year ended 31 December 2022
153Woodside Energy Group Ltd |
Notes to the financial statements E. Other items
for the year ended 31 December 2022
154 | Annual Report 2022
155Woodside Energy Group Ltd |
Directors’ Declaration
In accordance with a resolution of directors of Woodside Energy Group Ltd, we state that:
1. In the opinion of the directors:
(a) the financial statements and notes thereto, and the disclosures included in the audited 2022 Remuneration Report, comply with
Australian Accounting Standards and the Corporations Act 2001;
(b) the financial statements and notes thereto give a true and fair view of the financial position of the Group as at 31 December
2022 and of the performance of the Group for the financial year ended 31 December 2022;
(c) the financial statements and notes thereto also comply with International Financial Reporting Standards as disclosed in the
‘About these statements’ section within the notes to the 2022 Financial Statements;
(d) there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and
payable; and
(e) there are reasonable grounds to believe that the members of the Closed Group identified in Note E.8 will be able to meet any
obligations or liabilities which they are or may become subject to, by virtue of the Deed of Cross Guarantee.
2. This declaration has been made after receiving the declarations required to be made to the directors in accordance with section
295A of the Corporations Act 2001 for the year ended 31 December 2022.
For the purposes of the UK Disclosure Guidance and Transparency Rules, the directors confirm that to the best of their knowledge:
(a) the financial statements, prepared in accordance with applicable accounting standards, give a true and fair view of the assets,
liabilities, financial position and profit or loss of Woodside Energy Group Ltd (and the undertakings included in the consolidation
as a whole); and
(b) the management report includes a fair review of the development and performance of the business and the position of
Woodside Energy Group Ltd (and the undertakings included in the consolidation taken as a whole), together with a description
of the principal risks and uncertainties they face.
For and on behalf of the Board
R J Goyder, AO
Chair of the Board
Perth, Western Australia
27 February 2023
M E O’Neill
Chief Executive Ocer and Managing Director
Sydney, New South Wales
27 February 2023
156 | Annual Report 2022
PricewaterhouseCoopers, ABN 52 780 433 757
Brookfield Place, 125 St Georges Terrace, PERTH WA 6000, GPO Box D198, PERTH WA 6840
T: +61 8 9238 3000, F: +61 8 9238 3999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
Independent auditor’s report
To the members of Woodside Energy Group Ltd
Report on the audit of the financial report
Our opinion
In our opinion:
The accompanying financial report of Woodside Energy Group Ltd (the Company) and its controlled
entities (together the Group) is in accordance with the Corporations Act 2001, including:
(a) giving a true and fair view of the Group's financial position as at 31 December 2022 and of its
financial performance for the year then ended, and
(b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
What we have audited
The Group financial report comprises:
the consolidated statement of financial position as at 31 December 2022
the consolidated income statement for the year then ended
the consolidated statement of comprehensive income for the year then ended
the consolidated statement of cash flows for the year then ended
the consolidated statement of changes in equity for the year then ended
the notes to the financial statements, which include significant accounting policies and other
explanatory information, and
the directors’ declaration.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the financial
report section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence
Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also
fulfilled our other ethical responsibilities in accordance with the Code.
Independent auditor’s report
157Woodside Energy Group Ltd |
Independent auditor’s report (cont.)
2
Our audit approach
An audit is designed to provide reasonable assurance about whether the financial report is free from
material misstatement. Misstatements may arise due to fraud or error. They are considered material if
individually or in aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of the financial report.
We tailored the scope of our audit to ensure that we performed enough work to be able to give an
opinion on the financial report as a whole, taking into account the geographic and management
structure of the Group, its accounting processes and controls and the industry in which it operates.
Materiality Audit scope Key audit matters
For the purpose of our audit
we used overall Group
materiality of $459 million,
which represents
approximately 5% of the
Group’s profit before tax.
We applied this threshold,
together with qualitative
considerations, to determine
the scope of our audit and the
nature, timing and extent of
our audit procedures and to
evaluate the effect of
misstatements on the
financial report as a whole.
We chose Group profit before
tax because, in our view, it is
the benchmark against which
the performance of the Group
is most commonly measured.
We utilised a 5% threshold
based on our professional
judgement, noting it is within
the range of commonly
acceptable thresholds.
Our audit focused on where
the Group made subjective
judgements; for example,
significant accounting
estimates involving
assumptions and inherently
uncertain future events.
The Group has major business
units in Australia and the
United States of America. In
establishing the overall
approach to the Group audit,
we determined the type of
work that needed to be
performed by us, as the Group
engagement team, and by
component auditors under our
instruction.
Amongst other relevant
topics, we communicated the
following key audit matters to
the Audit & Risk Committee:
BHP Petroleum business
combination – valuation
of the fair value of net
assets acquired.
Allocation and carrying
value of goodwill.
Estimation of restoration
provisions.
Valuation of the
Petroleum Resource
Rent Tax (PRRT)
deferred tax assets
(DTAs).
Wheatstone CGU
impairment reversal.
These are further described in
the Key audit matters section
of our report.
158 | Annual Report 2022
Independent auditor’s report (cont.)
3
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report for the current period. The key audit matters were addressed in the
context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do
not provide a separate opinion on these matters. Further, any commentary on the outcomes of a
particular audit procedure is made in that context.
Key audit matter How our audit addressed the key audit matter
BHP Petroleum business combination – valuation
of the fair value of net assets acquired
As described in Note B.5 to the Group financial
report, the Group completed the acquisition of BHP
Petroleum for total purchase consideration of $18,610
million on 1 June 2022.
The acquisition method of accounting was used by
the Group to account for this business combination,
under which the fair value of net identifiable assets
was provisionally estimated at acquisition date to be
$13,996 million, giving rise to goodwill from the
acquisition of $4,614 million.
As disclosed by the directors, estimating the fair value
of net assets acquired requires the selection of
appropriate valuation methodologies which include
the use of cash flow models underpinned by
significant estimates and assumptions. These
significant estimates and assumptions include
estimates of acquired oil and gas reserves and
resources, estimates of future production and
commodity prices, forecast operating costs and
capital expenditures, discount rate assumptions,
estimates of restoration obligations, assumptions
relating to the Group’s ability to utilise acquired tax
losses, and estimates of carbon cost.
The principal considerations for our determination that
performing procedures relating to the valuation of the
fair value of net assets acquired as part of the BHP
Petroleum business combination is a key audit matter
are:
(i) there is a significant level of judgement applied
by the Group in determining the fair value of net
assets acquired including the use of cash flow
models. The Group has also utilised experts to
assist in the estimation of fair value,
Our procedures included, among others:
(i) evaluating the Group’s accounting for the fair
value of net assets acquired in a business
combination against the requirements of
Australian Accounting Standards, the Share
Sale Agreement and our understanding of the
acquired net assets of BHP Petroleum,
(ii) assessing the methodology applied by the
Group to estimate the fair value of assets and
liabilities acquired at 1 June 2022, including
assessing the appropriateness of significant
estimates and assumptions,
(iii) evaluating the work of the Group’s experts
involved in the determination of significant
assumptions and estimates,
(iv) evaluating the disclosures made regarding the
business combination in the Group financial
report against the requirements of Australian
Accounting Standards, and
(v) Professionals with specialised skill and
knowledge were used to assist in evaluating the
appropriateness of the Group’s fair value
estimates.
159Woodside Energy Group Ltd |
Independent auditor’s report (cont.)
4
Key audit matter How our audit addressed the key audit matter
(ii) this in turn led to a high degree of auditor
judgement, effort and subjectivity in performing
procedures and evaluating the Group’s
methodology, significant assumptions and
estimates, and
(iii) the nature and extent of audit effort required to
perform the procedures and evaluate the
Group’s methodology, significant assumptions
and estimates required the use of professionals
with specialised skill and knowledge.
Allocation and carrying value of goodwill
As described in Note B.4 and B.5 to the Group
financial report, the Group’s acquisition of BHP
Petroleum on 1 June 2022 gave rise to goodwill of
$4,614 million. At 31 December 2022, the Group
conducted its annual goodwill impairment testing.
Potential goodwill impairment is identified by the
Group comparing an estimate of the recoverable
amount of cash generating units (“CGUs”) to their
allocated carrying values, including goodwill, with
recoverable amount estimated by reference to the
higher of fair value less costs of disposal and value in
use. Fair value is estimated using cash flow models,
incorporating significant judgements and assumptions
relating to oil and gas reserves and resources,
estimates of future production and commodity prices,
forecast operating costs and capital expenditures
incorporating expected inflation and foreign exchange
rates, discount rate assumptions, and estimates of
carbon cost.
The principal considerations for our determination that
performing procedures relating to the assessment of
goodwill impairment and allocation to CGUs is a key
audit matter are:
(i) there is a significant level of judgement applied
by the Group in determining which CGUs are
expected to benefit from synergies from the
business combination in order to allocate
goodwill,
Our procedures included, among others:
(i) evaluating the appropriateness of the
methodology applied to allocate goodwill arising
from the business combination to the Group’s
CGUs,
(ii) assessing the methodology applied by the
Group to estimate the CGUs’ fair values of
assets and liabilities at 31 December 2022,
including assessing the appropriateness of
significant estimates and assumptions applied
by the Group to estimate recoverable amounts,
(iii) evaluating the work of the Group’s experts
involved in the determination of significant
assumptions and estimates,
(iv) evaluating the disclosures made regarding the
goodwill recognised in the Group financial
report against the requirements of Australian
Accounting Standards, and
(v) Professionals with specialised skill and
knowledge were used to assist in evaluating the
appropriateness of the Group’s recoverable
amount estimates when testing goodwill for
impairment including certain significant
assumptions.
160 | Annual Report 2022
Independent auditor’s report (cont.)
5
Key audit matter How our audit addressed the key audit matter
(ii) there is a significant level of judgement applied
by the Group, as well as the use of the Group’s
experts, in the determination of the significant
estimates and assumptions included in
impairment testing models,
(iii) this in turn led to a high degree of auditor
judgement, effort and subjectivity in performing
procedures and evaluating the Group’s
methodology, significant assumptions and
estimates, and
(iv) the audit effort involved the use of professionals
with specialised skill and knowledge.
Estimation of restoration provisions
As described in Note D.5 to the Group financial
report, restoration provisions of $6,253 million have
been recognised at 31 December 2022. The
estimation of restoration provisions by the Group
involves significant judgement in selecting
methodologies and assumptions including the
removal date, the application of environmental
legislation and regulations, the extent of restoration
activities required in the future, the methodology for
estimating cost and liability-specific discount rates
used to estimate the present value of these cash
flows.
The principal considerations for our determination that
performing procedures relating to estimation of
restoration provisions is a key audit matter are:
(i) there is a significant level of judgement applied
by the Group in selecting methodologies and
applying the assumptions mentioned above,
and
(ii) which in turn led to a high degree of auditor
judgement, effort and subjectivity in performing
procedures and evaluating the Group’s
methodology, significant assumptions and
estimates.
Our procedures included, among others:
(i) performing tests of the effectiveness of
controls relating to the Group’s assessment of
the key judgements and assumptions included
within the restoration provision estimate,
(ii) evaluating the appropriateness of the
methodologies and significant assumptions
applied to estimate the restoration provisions,
and
(iii) evaluating the disclosures made regarding
restoration provisions in the Group financial
report against the requirements of Australian
Accounting Standards.
161Woodside Energy Group Ltd |
Independent auditor’s report (cont.)
6
Key audit matter How our audit addressed the key audit matter
Valuation of the Petroleum Resource Rent Tax
(PRRT) deferred tax assets (DTAs)
As described in Note A.5 to the Group financial
report, the Group has recognised deferred tax assets
of $1,959 million, of which $1,821 million relates to
PRRT. PRRT is considered, for accounting purposes,
to be an income tax. PRRT DTAs are based on
estimates of future taxable profits available to recover
incurred general and exploration expenditure.
The Group’s estimation of the PRRT DTAs involves
significant judgements and assumptions including
assessing the application of PRRT legislation and
regulations, the forecast future taxable profits
generated from the Australian assets, which have
regard to the future commodity price assumptions,
and forecast assessable revenues, exploration and
general expenditure.
The principal considerations for our determination that
performing procedures relating to valuation of PRRT
DTAs is a key audit matter are:
(i) there is a significant level of judgement applied
by the Group in determining the recoverability of
the PRRT DTAs, including having regard to the
judgements and assumptions mentioned above,
and considering the specialised knowledge and
input of the Group’s experts informing significant
estimates and assumptions,
(ii) which in turn led to a high degree of auditor
judgement, effort and subjectivity in performing
procedures and evaluating the Group’s
methodology, significant assumptions and
estimates, and
(iii) the nature and extent of audit effort required to
perform the procedures and evaluate the
Group’s methodology, significant assumptions
and estimates required the use of professionals
with specialised skill and knowledge.
Our procedures included, among others:
(i) assessing the appropriateness of significant
judgements and assumptions applied by the
Group to estimate the recoverable amount of
DTAs,
(ii) evaluating the work of the Group’s experts
involved in the determination of significant
judgements and estimates,
(iii) evaluating the disclosures made regarding the
valuation of the PRRT DTAs recognised in the
Group financial report against the
requirements of Australian Accounting
Standards, and
(iv) Professionals with specialised skill and
knowledge were used to assist in evaluating
the appropriateness of the Group’s
assessment of recoverability of the PRRT
DTAs including certain significant
assumptions.
162 | Annual Report 2022
Independent auditor’s report (cont.)
7
Key audit matter How our audit addressed the key audit matter
Wheatstone CGU impairment reversal
As described in Note B.4 to the Group financial
report, the Group conducted an impairment
assessment at 31 December 2022 and estimated the
recoverable amount of the Wheatstone CGU. This
resulted in the recognition of an impairment reversal
of $900 million. The recoverable amount was
estimated using a fair value less costs of disposal
approach utilising a cash flow model. The Group’s
cash flow model included significant judgements and
assumptions relating to oil and gas reserves and
resources, estimates of future production and
commodity prices, forecast operating costs and
capital expenditures incorporating expected inflation
and foreign exchange rates, discount rate
assumptions, and estimates of carbon cost.
The principal considerations for our determination that
performing procedures relating to the assessment of
impairment reversal is a key audit matter are:
(i) there is a significant level of judgement applied
by the Group, as well as the use of the Group’s
experts, in the determination of the significant
estimates and assumptions included in the
Wheatstone CGU impairment model,
(ii) this in turn led to a high degree of auditor
judgement, effort and subjectivity in performing
procedures and evaluating the Group’s
significant assumptions and estimates, and
(iii) the nature and extent of audit effort required to
perform the procedures and evaluate the
Group’s significant assumptions and estimates
required the use of professionals with
specialised skill and knowledge.
Our procedures included, among others:
(i) assessing the appropriateness of significant
estimates and assumptions applied by the
Group,
(ii) evaluating the work of the Group’s experts
involved in the determination of significant
assumptions and estimates,
(iii) evaluating the disclosures made regarding the
Wheatstone CGU impairment reversal
recognised in the Group financial report against
the requirements of Australian Accounting
Standards, and
(iv) Professionals with specialised skill and
knowledge were used to assist in evaluating the
appropriateness of the Group’s recoverable
amount estimates.
163Woodside Energy Group Ltd |
Independent auditor’s report (cont.)
8
Other information
The directors are responsible for the other information. The other information comprises the
information included in the annual report for the year ended 31 December 2022, but does not include
the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of
this auditor’s report, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of the financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing
and Assurance Standards Board website at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This description forms part of our
auditor's report.
164 | Annual Report 2022
Independent auditor’s report (cont.)
9
Report on the remuneration report
Our opinion on the remuneration report
We have audited the remuneration report included in pages 78 to 97 of the directors’ report for the
year ended 31 December 2022.
In our opinion, the remuneration report of Woodside Energy Group Ltd for the year ended 31
December 2022 complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
remuneration report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the remuneration report, based on our audit conducted in accordance with
Australian Auditing Standards.
PricewaterhouseCoopers
Justin Carroll
Anthony Hodge
Partner
Perth 27 February 2023
Partner
Perth 27 February 2023
In accordance with the requirements of the Financial Accounting Standards Board (FASB) Accounting Standard
Codification ‘Extractive Activities-Oil and Gas’ (Topic 932) and SEC requirements set out in Subpart 1200 of
Regulation S-K, the Group is presenting certain disclosures about its oil and gas activities. These disclosures are presented
below as supplementary oil and gas information, in addition to information relating to the reserves and production
disclosed in section 3.9 of this report.
The information set out in this section is referred to as unaudited as it is not included in the scope of the audit opinion of
the independent auditor on Woodside’s Financial Statements.
Reserves
Proved oil and gas reserves information is included in section 3.9 - Reserves and Resources Statement.
Capitalised costs relating to oil and gas production activities
The following table shows the aggregate capitalised costs related to oil and gas exploration and production activities, and
the related accumulated depreciation, depletion, amortisation and valuation provisions.
Australia
US$m
International
US$m
Total
US$m
2022
Unproved properties 1,154 1,834 2,988
Proved properties
1
49,190 15,546 64,736
Total costs 50,344 17,380 67,724
Less: Accumulated depreciation, depletion, amortisation and valuation provisions (24,353) (2,491) (26,844)
Net capitalised costs 25,991 14,889 40,880
2021
Unproved properties 1,172 1,703 2,875
Proved properties
1
38,352 2,517 40,869
Total costs 39,524 4,220 43,744
Less: Accumulated depreciation, depletion, amortisation and valuation provisions (22,738) (1,958) (24,696)
Net capitalised costs 16,786 2,262 19,048
2020
Unproved properties 2,709 1,750 4,459
Proved properties
1
35,892 1,377 37,269
Total costs 38,601 3,127 41,728
Less: Accumulated depreciation, depletion, amortisation and valuation provisions (22,305) (2,111) (24,416)
Net capitalised costs 16,296 1,016 17,312
1. Proved properties include the fair value ascribed to future phases of certain projects acquired through business combinations.
SECTION 6: ADDITIONAL INFORMATION
SECTION 6.1
Supplementary information on oil
and gas - unaudited
165Woodside Energy Group Ltd |
Costs incurred relating to oil and gas property acquisition, exploration and development
activities
The following table shows the costs incurred related to oil and gas property acquisition, exploration and development activities
(expensed and capitalised). Amounts shown include interest capitalised.
Australia
US$m
International
US$m
Total
US$m
2022
Acquisitions of proved property 8,488 11,098 19,586
Acquisitions of unproved property - 180 180
Exploration
1
39 541 580
Development
2
2,365 1,740 4,105
Total costs
3
10,892 13,559 24,451
2021
Acquisitions of proved property - 205 205
Acquisitions of unproved property - 7 7
Exploration
1
459 84 543
Development 1,141 935 2,076
Total costs
3
1,600 1,231 2,831
2020
Acquisitions of proved property - 540 540
Acquisitions of unproved property - 26 26
Exploration
1
279 117 396
Development 987 256 1,243
Total costs
3
1,266 939 2,205
1. Represents gross exploration expenditure, including capitalised exploration expenditure, geological and geophysical expenditure and development evaluation costs charged to income as incurred.
2. Total development costs includes $3,812 million of expenditure and $294 million of capitalised interest in 2022.
3. Total costs include $23,991 million (2021: $2,777 million, 2020: $2,138 million) capitalised during the year.
166
| Annual Report 2022
Results of operations from oil and gas production activities
Australia
US$m
International
US$m
Total
US$m
2022
Oil and gas revenue 12,453 1,575 14,028
Production costs (1,277) (353) (1,630)
Exploration expenses (20) (440) (460)
Depreciation, depletion, amortisation and valuation provision
1
(1,476) (460) (1,936)
Production taxes
2
(429) (16) (445)
Accretion expense
3
(85) (23) (108)
Income taxes (2,707) (151) (2,858)
Royalty-related taxes
4
(501) - (501)
Results of oil and gas producing activities
5
5,958 132 6,090
2021
Oil and gas revenue 5,624 - 5,624
Production costs (504) - (504)
Exploration expenses (6) (48) (54)
Depreciation, depletion, amortisation and valuation provision
1
(501) (268) (769)
Production taxes
2
(218) - (218)
Accretion expense
3
(23) (1) (24)
Income taxes (1,312) - (1,312)
Royalty-related taxes
4
- - -
Results of oil and gas producing activities
5
3,060 (317) 2,743
2020
Oil and gas revenue 3,339 - 3,339
Production costs (550) - (550)
Exploration expenses (8) (59) (67)
Depreciation, depletion, amortisation and valuation provision
1
(5,833) (1,137) (6,970)
Production taxes
2
(82) - (82)
Accretion expense
3
(27) (1) (28)
Income taxes 948 - 948
Royalty-related taxes
4
- - -
Results of oil and gas producing activities
5
(2,213) (1,197) (3,410)
1. Includes valuation provision reversal of $900 million in 2022 (2021: reversal of $1,048 million and 2020: recognition of $5,269 million).
2. Includes royalties and excise duty.
3. Represents the unwinding of the discount on the closure and rehabilitation provision.
4. Includes petroleum resource rent tax and petroleum revenue tax where applicable. Excludes deferred tax expense/(benefit) of $(814) million (2021: $297 million; 2020: $(439) million).
5. This table reflects the results of our oil and gas activities as reported in Note A.1 Segment revenue and expenses in section 5 – Financial Statements. Other income, other expenses, general and
administrative costs and amounts relating to the marketing and corporate/other segments within the note are excluded.
167
Woodside Energy Group Ltd |
Standardised measure of discounted future
net cash flows relating to proved oil and gas
reserves (standardised measure)
The following tables set out the standardised measure of
discounted future net cash flows, and changes therein, related to
the Group’s estimated proved reserves as presented in Reserves,
and should be read in conjunction with that disclosure.
The analysis is prepared in compliance with FASB Oil and
Gas Disclosure requirements, applying certain prescribed
assumptions under Topic 932 including the use of unweighted
average first-day-of-the-month market prices for the previous
12-months, year-end cost factors, currently enacted tax rates and
an annual discount factor of 10% to year-end quantities of net
proved reserves.
Certain key assumptions prescribed under Topic 932 are
arbitrary in nature and may not prove to be accurate. The reserve
estimates on which the Standard measure is based are subject
to revision as further technical information becomes available or
economic conditions change.
Discounted future net cash flows like those shown below are
not intended to represent estimates of fair value. An estimate
of fair value would also take into account, among other things,
the expected recovery of reserves in excess of proved reserves,
anticipated future changes in commodity prices, exchange
rates, development and production costs as well as alternative
discount factors representing the time value of money and
adjustments for risk inherent in producing oil and gas.
Woodside standardised measure year ended 31 December
Australia
US$m
International
US$m
Total
US$m
2022
Future cash inflows
1
197,194 38,256 235,450
Future production costs
1
(31,157) (9,698) (40,855)
Future development costs
2
(12,259) (4,487) (16,746)
Future income taxes (62,182) (4,823) (67,005)
Future net cash flows 91,596 19,248 110,844
Discount at 10% per annum (48,924) (7,777) (56,701)
Standardised measure 42,672 11,471 54,143
2021
Future cash inflows
1
76,202 5,695 81,897
Future production costs
1
(22,193) (899) (23,092)
Future development costs
2
(8,296) (2,481) (10,777)
Future income taxes (16,266) (90) (16,356)
Future net cash flows 29,447 2,225 31,672
Discount at 10% per annum (14,793) (1,142) (15,935)
Standardised measure 14,654 1,083 15,737
2020
Future cash inflows
1
14,629 - 14,629
Future production costs
1
(3,862) - (3,862)
Future development costs
2
(3,800) - (3,800)
Future income taxes (1,023) - (1,023)
Future net cash flows 5,944 - 5,944
Discount at 10% per annum (860) - (860)
Standardised measure 5,084 - 5,084
1. Woodside have entered multiple term contracts relating to LNG volumes from our producing and sanctioned assets. Under a 2P reserves outcome, we produce a sucient quantity of LNG to satisfy
these contracts within expected timeframes. Therefore, we have not included the revenue and cost impact of LNG shortfalls under a SEC 1P reserves outcome.
2. Future development costs include decommissioning.
168
| Annual Report 2022
Changes in the standardised measure are presented in the following table.
2022
US$m
2021
US$m
2020
US$m
Changes in the standardised measure
Standardised measure at the beginning of the year 15,737 5,084 10,324
Revisions:
Prices, net of production costs 22,558 7,741 (5,800)
Changes in future development costs (873) 20 (29)
Revisions of reserves quantity estimates 5,898 2,109 269
Accretion of discount 4,051 430 1,038
Changes in production timing and other 2,371 3,485 (1,180)
Sales of oil and gas, net of production costs (10,202) (5,698) (2,666)
Acquisitions of reserves-in-place 28,309 - -
Sales of reserves-in-place - - -
Previously estimated development costs incurred 3,339 565 702
Extensions, discoveries, and improved recoveries, net of future costs - 8,346 44
Changes in future income taxes (17,045) (6,345) 2,382
Standardised measure at the end of the year 54,143 15,737 5,084
1. Changes in reserves quantities are shown in section 3.9 - Reserves and Resources Statement.
Accounting for suspended exploratory well
costs
Expenditure on exploration and evaluation is accounted for in
accordance with the area of interest method. Areas of interest
are based on a geographical area for which the rights of tenure
are current. All exploration and evaluation expenditure, including
general permit activity, geological and geophysical costs and
new venture activity costs, is expensed as incurred except for the
following:
• where the expenditure relates to an exploration discovery
for which the assessment of the existence or otherwise of
economically recoverable hydrocarbons is not yet complete; or
• where the expenditure is expected to be recouped through
successful exploitation of the area of interest, or alternatively,
by its sale.
The costs of acquiring interests in new exploration and
evaluation licences are capitalised. The costs of drilling
exploration wells are initially capitalised pending the results of
the well.
Costs are expensed where the well does not result in the
successful discovery of economically recoverable hydrocarbons
and the recognition of an area of interest.
Subsequent to the recognition of an area of interest, all further
evaluation costs relating to that area of interest are capitalised.
Upon approval for the commercial development of an area of
interest, accumulated expenditure for the area of interest is
transferred to oil and gas properties.
In the consolidated statement of cash flows, those cash
flows associated with capitalised exploration and evaluation
expenditure, including unsuccessful wells, are classified as cash
flows used in investing activities.
169Woodside Energy Group Ltd |
The following table provides the changes to the capitalised exploratory well costs that were pending the determination of proved
reserves for the three years ended 31 December 2022, 31 December 2021 and 31 December 2020.
2022
US$m
2021
US$m
2020
US$m
Movement in capitalised exploratory well costs
1
At the beginning of the year 614 2,045 3,809
Acquisitions to the capitalised exploratory well costs pending the determination of proved
reserves
180 - -
Additions to the capitalised exploratory well costs pending the determination of proved
reserves
111 501 399
Capitalised exploratory well costs expensed
2,3
(62) (268) (1,571)
Capitalised exploratory well costs reclassified to wells, equipment and facilities based on
the determination of proved reserves
(36) (1,664) (592)
Sale of suspended wells - - -
At the end of the year 807 614 2,045
1. Suspended exploratory well costs represent capitalised exploration, evaluation and permit acquisition costs.
2. Includes $1,557 million of impairment losses in 2020.
3. Includes amortisation of licence acquisition costs.
The following table provides an ageing of capitalised exploratory well costs, based on the date the drilling was completed, and the
number of projects for which exploratory well costs has been capitalised for a period greater than one year since the completion of
drilling.
1
Exploration activity typically involves drilling multiple wells, over a number of years, to fully evaluate and appraise a project. The term
‘project’ as used in this disclosure refers primarily to individual wells and associated exploratory activities.
2022
US$m
2021
US$m
2020
US$m
Ageing of capitalised exploratory well costs
Exploratory well costs capitalised for a period of one year or less 124 19 330
Exploratory well costs capitalised for a period greater than one year 683 595 1,715
At the end of the year 807 614 2,045
2022 2021 2020
Number of projects that have been capitalised for a period greater than one year 21 25 13
1. Ageing of exploratory wells considers dates prior to the merger with BHP’s petroleum business which completed on 1 June 2022.
170
| Annual Report 2022
SECTION 6.2
Three-year financial analysis
Three-year pricing overview
Woodside’s results from operations is strongly influenced by the
prices it receives for its products. Over the last three years, oil
and gas prices have experienced significant volatility. Oil and gas
prices hit record lows in 2020 as the impacts of the COVID-19
pandemic aected world economies. In 2021 prices improved as
economic activity increased. In 2022 gas prices hit record highs
driven by years of underinvestment and the supply shock caused
by Russia’s invasion of Ukraine. In 2022 there was a significant
increase in the scale of Woodside’s production portfolio, with
the completion of the merger with BHP’s petroleum business
on 1 June 2022.
Seasonality
Woodside’s revenue is exposed to commodity price
fluctuations through the sale of hydrocarbons. Commodity
pricing can be aected by seasonal energy demand
movements in dierent markets.
Financial results
2022
US$m
2021
US$m
2020
US$m
Operating revenue 16,817 6,962 3,600
Cost of sales (6,540) (3,845) (2,985)
Gross profit 10,277 3,117 615
Other income 735 139 (36)
Other expenses (2,726) (811) (481)
Impairment losses - (10) (5,269)
Impairment reversals 900 1,058 -
Profit/(loss) before tax and net finance costs 9,186 3,493 (5,171)
Net finance costs (12) (203) (269)
Total tax (expense)/benefit (2,599) (1,254) 1,465
Profit/(loss) after tax 6,575 2,036 (3,975)
Attributable to equity holders of the parent 6,498 1,983 (4,028)
Attributable to non-controlling interests 77 53 53
Profit/(loss) for the period 6,575 2,036 (3,975)
Woodside’s profit/(loss) after tax attributable to equity
holders of the parent increased to $6,498 million in 2022 from
$1,983 million in 2021 and ($4,028) million in 2020.
Operating revenue of $16,817 million increased by $9,855 million,
or 142%, from 2021. The increase was driven by the merger with
BHP’s petroleum business which completed on 1 June 2022, the
Pluto-KGP interconnector, strong operational performance and
higher realised prices across all products. Operating revenue
increased by $3,362 million from 2020 to 2021, driven primarily
by higher trading activity and higher average realised prices
resulting from strengthening demand and an improvement in the
trading environment.
Cost of sales increased by $2,695 million, or 70%, to $6,540 from
2021. The increase was driven by additional volumes as a result
of the merger with BHP’s petroleum business and the Pluto-KGP
Interconnector, as well as higher costs related to Corpus Christi
and Pluto cargoes. Cost of sales increased by $860 million from
2020 to 2021 primarily due to higher royalties and excise costs as
a result of higher pricing and associated revenue.
Other income increased by $596 million, or 429%, to $735 million
from 2021, primarily due to a profit on the sell-down of Pluto
Train 2. Other income increased by $175 million from 2020 to
2021, primarily due to income from Pluto volumes delivered into
Wheatstone’s sales commitment and net foreign exchange gains.
Other expenses increased by $1,915 million, or 236%, to $2,726
million from 2021, primarily due to higher losses on hedging
activities and repurchase agreements, and transaction and
integration costs relating to the merger with BHP’s petroleum
business. The increased activity that comes with a larger, more
diverse portfolio of assets has led to an increase in expenses
associated to exploration activity and restoration movements.
Other expenses increased $330 million from 2020 to 2021, driven
by the Group’s decision to exit Myanmar in 2021.
In 2022, an impairment reversal of $900 million was recognised
for the Wheatstone asset, compared to an impairment reversal
of $1,058 million in 2021. For more information on impairment
refer to Note B.4 Impairment of goodwill, exploration and
evaluation and oil and gas properties in section 5 - Financial
Statements.
171Woodside Energy Group Ltd |
Net finance costs decreased by $191 million, or 94%, from 2021,
to $12 million. This was primarily due to higher interest income
generated from higher interest rates and cash balances and a
reduction in finance costs due to higher capitalised borrowing
costs. Net finance costs decreased $66 million from 2020 to 2021
as a result of a lower finance expense with the redemption of the
2021 US unsecured bond for $700 million and interest capitalised
against qualifying assets; finance income was also lower due to a
reduction in interest earned on US term deposits driven by lower
interest rates and lower balances on deposit.
Total tax expense comprises income tax and petroleum resource
rent tax (PRRT). Both income tax expense and PRRT expense
increased from 2021 prior to the recognition of additional
PRRT deferred tax assets. Higher realised prices in 2022 led
to additional PRRT payments however also supported the
recognition of additional Pluto deferred tax assets
($1,362 million) which has resulted in a 2022 net PRRT tax
benefit. PRRT expense has therefore decreased from 2021 by
$610 million, or 205%, to $313 million benefit due to the Pluto
deferred tax asset recognition and the impairment reversal
in 2021 not present in 2022. PRRT expense increased $736
million from 2020 to 2021, primarily due to the impact of the
impairment reversal and the eect of higher operating revenue.
Income tax increased by $1,955 million, or 204%, to
$2,912 million. The increases are primarily related to higher
profits due to higher prices and additional production. Income
tax expense increased $1,983 million from 2020 to 2021, primarily
due to higher taxable income from the eect of higher revenue
and impairment reversals.
Volumes, realised prices and operating
revenues by product
The following describes movements in Woodside’s operating
revenues including a discussion of production volumes, sales
volumes and realised prices for the years ending 31 December
2022, 2021 and 2020.
Units 2022 2021 2020
Production volumes
LNG MMboe 85.1 70.8 75.0
Pipeline gas MMboe 28.6 2.5 5.3
Crude oil and condensate MMboe 38.7 17.3 19.5
NGLs MMboe 5.3 0.5 0.5
Total production MMboe 157.7 91.1 100.3
Sales volumes
LNG MMboe 96.6 91.2 81.2
Pipeline gas MMboe 28.4 2.5 5.3
Crude oil and condensate MMboe 39.3 17.2 19.9
NGLs MMboe 4.6 0.7 0.4
Total sales volumes MMboe 168.9 111.6 106.8
Units 2022 2021 2020
Average realised prices
LNG $/boe 116.9 58.8 31.2
Pipeline gas $/boe 47.8 17.0 13.9
Crude oil and condensate $/boe 95.8 76.4 42.4
NGLs $/boe 44.4 82.4 44.3
Volume – weighted average $/boe 98.4 60.7 32.4
Operating revenues
LNG $m 11,289 5,359 2,519
Pipeline gas $m 1,362 43 73
Crude oil and condensate $m 3,758 1,316 843
NGLs $m 206 60 16
Operating revenue $m 16,615 6,778 3,451
LNG
Revenue from the sale of LNG increased by $5,930 million,
or 111%, to $11,289 million for 2022 from 2021, primarily due to
increased volumes following the merger with BHP’s petroleum
business and the contribution of the Pluto-KGP interconnector
during a period of higher average realised prices.
Revenue from the sale of LNG increased by $2,840 million, or
113%, to $5,359 million for 2021, from 2020 due to an increase in
average LNG realised price and additional volumes.
Pipeline gas
Revenue from the sale of pipeline gas increased by $1,319 million,
or 3,067%, to $1,362 million for 2022 from 2021, primarily due to
increased pipeline gas volumes as a result of the merger with
BHP’s petroleum business and higher average realised prices.
Revenue from the sale of pipeline gas decreased by $30 million,
or 41%, to $43 million for 2021, from 2020 primarily driven by the
expiration of domestic gas contract obligations in June 2020.
The average realised price for 2021 remained comparable to the
average realised pipeline gas price in 2020.
Crude oil and condensate
Revenue from the sale of crude oil and condensate increased
by $2,442 million, or 186%, to $3,758 million for 2022 from 2021,
due to increased crude oil and condensate volumes primarily
as a result of the merger with BHP’s petroleum business as
well as higher average realised prices. Revenue from the sale of
crude oil and condensate increased by $473 million, or 56%, to
$1,316 million due to higher pricing, oset by marginally lower
production volumes.
NGLs
Revenue from the sale of NGLs increased by $146 million, or
243%, to $206 million for 2022 from 2021, due to increased NGLs
volumes as a result of the merger with BHP’s petroleum business
oset by a decreased average realised price. Revenue from the
sale of NGLs increased by $44 million, or 275%, to $60 million
primarily due to increased prices.
172 | Annual Report 2022
Performance by segment
Woodside has identified its operating segments based on the
internal reports that are reviewed and used by the Chief Executive
Ocer in assessing performance, and are based on the nature and
geographical location of the related activity. For more information
on our reportable segments, please refer to Note A.1 Segment
revenue and expenses in section 5 - Financial Statements.
The merger with BHP’s petroleum business on 1 June 2022
has transformed Woodside into a global energy company and
has led to a change in how financial information is reported.
Woodside’s 2021 and 2020 segment comparatives have been
restated to align with this presentation.
The performance of operating segments is evaluated based
on profit before tax and net finance costs and is measured in
accordance with Woodside’s accounting policies.
Financing requirements, including cash and debt balances,
finance income, finance costs and taxes for Woodside and its
subsidiaries are managed at a group level.
Australia
Detailed below is the financial and operating information for our
Australian operations comparing 2022, 2021 and 2020.
Key metric 2022 2021 2020
Operating revenue $m 12,299 5,240 3,421
Profit before tax and net
finance costs
$m 9,415 3,711 (3,160)
Total production MMboe 136.6 91.1 100.3
Average realised prices
LNG $/boe 108.5 56.3 31.8
Pipeline gas $/boe 47.6 17.0 13.9
Crude oil and condensate $/boe 99.9 76.4 42.4
Natural gas liquids $/boe 47.2 82.4 44.3
Financial results
Operating revenue of $12,299 million, has increased by
$7,059 million, or 135%, from 2021 underpinned by strong
operational reliability, increased volumes and higher realised
prices across all products. The increase in volumes was primarily
as a result of the merger with BHP’s petroleum business and
the contribution of the Pluto-KGP interconnector. Refer to
the section entitled ‘Three-year pricing overview’ for more
information.
Profit before tax and net finance costs of $9,415 million, has
increased by $5,704 million, or 154%, from 2021 primarily due
to increased operating revenue and the profit on the sell-down
of Pluto Train 2 ($427 million) and an impairment reversal
recognised on Wheatstone ($900 million), oset by increased
cost of sales ($1,693 million) and increased restoration provisions
($154 million). The increased cost of sales is driven by production
and price-linked costs ($808 million) and increased depreciation
($777 million) primarily relating to acquired BHP assets.
Operating revenue increased by $1,819 million in 2021 from 2020
primarily due to higher realised prices across all products and
strong operational performance.
Profit before tax and net finance costs increased by $6,871 million
in 2021 from 2020 primarily due to increased revenue from higher
realised prices, impairment losses recognised for various assets in
2020 not present in 2021 and impairment reversals for NWS Gas
and Pluto-Scarborough recognised in 2021 not present in 2020.
Production
The Australia segment achieved an increase in production
volumes of 45.5 MMboe in 2022 compared to 2021, primarily due
to the merger with BHP’s petroleum business and the Pluto-KGP
Interconnector along with strong operational performance.
Production volumes for the Australia segment decreased by
9.2 MMboe in 2021 compared to 2020 primarily due to the expiry
of NWS joint domestic gas contract obligations, cessation of
production from the Angel field in 2020, turnaround activity on
NWS Project and Wheatstone and the impact of weather events
in 2021.
International
Detailed below is financial and operating information for our
international operations comparing 2022, 2021 and 2020.
Key metric 2022 2021 2020
Operating revenue $m 1,570 - -
Profit before tax and net
finance costs
$m 125 (317) (1,315)
Total production MMboe 21.1 - -
Average realised prices
Pipeline gas $/boe 49.0 - -
Crude oil and condensate $/boe 88.7 - -
Natural gas liquids $/boe 31.3 - -
Financial results
Operating revenue of $1,570 million is due to the introduction of
sales volumes as a result of the merger with BHP’s petroleum
business. For more information refer to Note A.1 Segment
revenue and expenses in section 5 - Financial Statements.
Profit before tax and net finance costs of $125 million, has
increased by $442 million, or 139%, from 2021 primarily due to
increased operating revenue, oset by increased cost of sales
($837 million) and other expenses ($297 million). Increased
cost of sales is driven primarily by production and price-linked
costs ($352 million) and depreciation ($439 million) as a result
of the merger with BHP’s petroleum business. The increased
other expenses primarily relates to increased exploration and
evaluation expenditure ($250 million) and increased restoration
provision movements ($58 million), oset by Myanmar write-os
in 2021 not present in 2022 ($265 million).
There was no operating revenue reported in this segment for
2021 and 2020.
173Woodside Energy Group Ltd |
Loss before tax and net finance costs decreased by
$998 million in 2021 from 2020 primarily due to impairment
losses for Senegal, Canada and Sunrise recognised in 2020 not
present in 2021, partially oset by the write-o of Myanmar
exploration wells in 2021 following relinquishment of the blocks
and withdrawal from Myanmar.
Production
The International segment achieved production of 21.1 MMboe
2022 due to the introduction of volume as a result of the merger
with BHP’s petroleum business. Previously no production was
recorded within the segment.
Marketing
Detailed below is financial and operating information for our
marketing operations comparing 2022, 2021 and 2020.
Key metric 2022 2021 2020
Operating revenue $m 2,948 1,722 179
Profit before tax and net
finance costs
$m 848 354 (377)
Average realised prices
LNG $/boe 165.6 66.6 22.8
Financial results
Operating revenue of $2,948 million, has increased by
$1,226 million, or 71%, from 2021 primarily due to higher trading
revenue due to higher realised prices and optimisation of
scheduling and shipping, oset by fewer third-party trades as a
result of tight market conditions.
Profit before tax and net finance costs of $848 million, has
increased by $494 million, or 140%, from 2021 primarily due
to increased operating revenue and movements in onerous
contract provisions ($76 million), oset by higher shipping
and trading costs ($299 million) and increased other expenses
predominantly due to attributable hedging losses and movement
on repurchase agreements ($503 million).
Operating revenue has increased by $1,543 million in 2021 from
2020 primarily due to a significant increase in traded LNG
cargoes in response to favourable market conditions, including
an increase in the number of Corpus Christi cargoes lifted.
Profit before tax and net finance costs increased by $731 million
in 2021 from 2020 primarily due to increased trading activity and
favourable movements in onerous contract provisions.
Corporate/Other Items
Detailed below is financial information for our Corporate/Other
Items comparing 2022, 2021 and 2020.
2022 2021 2020
Loss before tax and net
finance costs
$m (1,202) (255) (319)
Loss before tax and net finance costs of $1,202 million, has
increased by $947 million, or 371%, from 2021 primarily due to
an increase in other expenses ($966 million) driven by increased
general, administrative and other costs primarily as a result of
transaction and other costs associated with the merger with
BHP’s petroleum business ($595 million) and increased losses on
hedging activities ($422 million).
Loss before tax and net finance costs has decreased by
$64 million in 2021 from 2020 primarily due to higher foreign
exchange gains.
Capital and exploration expenditure
Woodside’s capital expenditures vary from year to year
depending on the projects that it is undertaking, their stage
of development and Woodside’s participating share in these
projects. Woodside’s business does not generally require
significant sustaining capital in order to maintain production.
Woodside’s exploration expenditures vary from year to year
depending on its strategic priorities and the exploration projects
which it undertakes.
For more information, refer to Notes B.1 Segment production and
growth assets, B.2 Exploration and evaluation and B.3 Oil and
gas properties in section 5 - Financial Statements.
Capital and exploration expenditure
geographical split
2022
$m
2021
$m
2020
$m
Australia
1
2,351 1,607 1,126
International
2
2,090 1,121 887
4,441 2,728 2,013
1. Capital and exploration expenditure incurred in Australia.
2. Capital and exploration expenditure incurred in all other locations excluding Australia.
Australian capital and exploration expenditure increased by
$744 million, or 46%, to $2,351 million from 2021 to 2022 and
$481 million from 2020 to 2021 primarily due to continued
investment into the Scarborough and Pluto Train 2 assets.
International capital and exploration expenditure increased by
$969 million, or 86%, to $2,090 million from 2021, primarily
due to continued investment into Sangomar and the introduction
of spending in the Gulf of Mexico as a result of the merger with
BHP’s petroleum business. The increased expenditure of
$234 million from 2020 to 2021 was primarily due to investments
in the Sangomar project.
174 | Annual Report 2022
Cash flow analysis
The following section describes movements in Woodside’s cash
flows for the years ending 31 December 2022, 2021 and 2020.
2022
$m
2021
$m
2020
$m
Net cash from operating
activities
8,811 3,792 1,849
Net cash used in investing
activities
(2,265) (2,941) (2,112)
Net cash used in financing
activities
(3,364) (1,424) (203)
Net increase/(decrease) in cash 3,182 (573) (466)
Net cash from operating activities
Net cash from operating activities increased $5,019 million, or
132%, to $8,811 million from 2021, primarily due to increased
cash generated from operations ($6,515 million) oset by
higher taxes paid due to the higher profits ($947 million),
additional restoration payments made as a result of increased
decommissioning activities ($225 million) and increased
collateral payments made relating to the Brent hedges
($506 million).
Net cash from operating activities increased $1,943 million, or
105%, to $3,792 million from 2020 to 2021, driven by higher cash
generated from operations and lower borrowing costs.
Net cash used in investing activities
Net cash used in investing activities decreased $676 million,
or 23%, to $2,265 million from 2021, primarily due to cash
receipts from the merger with BHP’s petroleum business
($1,082 million), payments made to acquire joint arrangements
in 2021 not present in 2022 ($212 million), higher proceeds from
the disposal of property, plant and equipment ($123 million) and
lower payments made to Petrosen under the loan facility
($158m million) oset by higher capital expenditure
predominantly related to Scarborough and Pluto Train 2, excluding
the eect of GIP additional contribution to Pluto Train 2.
Net cash used in investing activities increased $829 million,
or 39%, to $2,941 million from 2020 to 2021, driven by
higher payments for capital and exploration expenditure for
Scarborough (which primarily relate to the contingent payment
paid on FID) and Sangomar, and higher advances to Petrosen
under the loan facility.
Net cash used in financing activities
Net cash used in financing activities increased $1,940 million,
or 136%, to $3,364 million from 2021, primarily due to higher
dividends paid to external shareholders as a result of the
increased NPAT in the current year ($2,269 million), higher
repayments for the purchase of shares under the dividend
reinvestment plan ($144 million) and lower repayments of
borrowings predominantly due to the repayment of the 2021
US bond in the prior period ($501 million).
Net cash used in financing activities increased $1,221 million,
or 601%, to $1,424 million from 2020 to 2021, primarily due to
higher repayment of borrowings and higher lease repayments
due to new drilling leases relating to Sangomar, oset by lower
proceeds from borrowings raised and lower net dividends paid.
175Woodside Energy Group Ltd |
Employees
As of 31 December 2022, Woodside had approximately
4,427 employees, the majority of whom are located in Australia
and the United States of America (USA). The increase in the
number of employees from 2021 was due to the merger with
BHP's petroleum business, which completed on 1 June 2022.
Woodside regularly engages with our workforce and supports
freedom of association. Our employees are free to join or not
to join a labour union. Woodside strives to maintain a positive
relationship with employees and labour unions and believes that
the relationship between its management and labour union is
generally positive.
Employment region (number of sta by region)
1
2022 2021 2020
Australia 3,338 3,660 3,705
Africa and Middle East 50 35 9
Asia 71 48 49
Caribbean
2
108 NPR NPR
Europe 11 8 7
USA and Canada 849 13 7
Total 4,427 3,764 3,777
Total number of contractors 394 267 235
1. Vacation students are included in relevant numbers where appropriate.
2. NPR stands for ‘not previously reported’.
Quantitative and qualitative disclosures about
market risk
In the normal course of business, Woodside is exposed to
commodity price, foreign currency exchange rate and interest
rate risks that could impact Woodside’s financial position and
results of operations. Woodside’s risk management strategy with
respect to these market risks may include the use of derivative
financial instruments. Woodside uses derivative contracts to
manage commodity price volatility, foreign exchange rate
volatility on capital expenditure plans and interest rate exposure
on financing activities.
Actual gains and losses in the future may dier materially from
the sensitivity analyses based on changes in the timing and
amount of commodity price, foreign currency exchange rate
and interest rate movements and Woodside’s actual exposures
and derivatives in place at the time of the change, as well as the
eectiveness of the derivative to hedge the related exposure.
Commodity price risk management
Woodside’s revenues are primarily derived from sales of LNG,
crude oil, condensate, pipeline gas and NGLs. Consequently,
Woodside’s results of operations are strongly influenced by the
prices it receives for these products, which in the case of oil
and condensate are primarily determined by prevailing crude
oil prices and in the case of pipeline gas, NGLs and LNG are
primarily determined by prevailing crude oil prices as well as
some fixed pricing and other price indexes (such as Henry Hub
and the Japan Korea Marker). For the year ended 31 December
2022, the majority (approximately 75%) of Woodside’s
production was attributed to natural gas, comprising LNG, NGLs
and pipeline gas and the remaining portion (approximately 25%)
of Woodside’s production was attributed to oil and condensate.
LNG market conditions including, but not limited to, supply
and demand, are unpredictable and are beyond Woodside’s
control. In particular, supply and demand for, and pricing of,
LNG remain sensitive to energy prices, external economic and
political factors, weather, climate conditions, natural disasters
(including pandemics), timing of FIDs for new operations,
construction and start up and operating costs for new LNG
supply, buyer preferences for LNG, coal or crude oil and evolving
buyer preferences for dierent LNG price regimes and the
energy transition. Buyers and sellers of LNG are increasingly
more flexible with the way they transact, and contracts may
involve hybrid pricing that is linked to other indices such as the
Intercontinental Exchange (ICE) Brent Crude deliverable futures
contract (oil price) or the Japanese Crude Cocktail, which is the
average price of customs-cleared crude oil imports into Japan
as reported in customs statistics. Typically, only LNG supplied
from the US was based on a component linked to movements in
the US Henry Hub plus certain fixed and variable components.
This type of pricing structure may become a component of the
weighted average price into Asia and other markets since LNG
supply and trade has globalised, and increasingly the lowest cost
supply is setting the floor for long-term average global natural
gas prices with transportation costs accounting for regional
dierences. Tenders may also be used by suppliers and buyers,
typically for shorter-term contracts. In addition, long-term LNG
contracts typically contain price review mechanisms which
sometimes need to be resolved by expert determination or
arbitration. The use of these independent resolution mechanisms
are likely to be more prevalent in volatile commodity markets.
Alternatives to fossil fuel-based products for the generation of
electricity, for example nuclear power and renewable energy
sources, are continually under development and, if these
alternatives continue to gain market share, they could also
have a material impact on demand for LNG, which in turn may
negatively impact Woodside’s business, results of operations and
financial condition in the longer-term.
Oil prices can be very volatile, and periods of sustained low
prices could result in changes to Woodside’s carrying value
assumptions and may also reduce the reported net profit for the
relevant period. The price of crude oil may be aected by factors
beyond Woodside’s control, such as worldwide oil supply and
SECTION 6.3
Additional disclosures
176 | Annual Report 2022
demand, the level of economic activity in the markets Woodside
serves, regional political developments and military conflicts
(including the ongoing Russia-Ukraine conflict), weather
conditions and natural disasters, conservation and environmental
protection eorts, the level of crude oil inventories, the ability of
OPEC and other major oil-producing or oil-consuming nations
to influence global production levels and prices, sanctions on
the production or export of oil, governmental regulations and
actions, including the imposition of taxes, trade restrictions,
market uncertainty and speculative activities by those who buy
and sell oil and gas on the world markets, commodity futures
trading, availability and capacity of infrastructure, supply chain
disruptions, processing facilities and necessary transportation,
the price and availability of new technology, the availability and
cost of alternative sources of energy, and the impact of climate
change considerations and actions towards energy transition on
the demand for key commodities which Woodside produces.
The transition to lower carbon sources of energy in many parts
of the world (driven by ESG and climate change concerns) may
aect demand for Woodside’s products, including crude oil,
natural gas and LNG, which in turn may aect the price received
(or expected to be received) for these products. Material adverse
price impacts (including as a result of the energy transition) may
aect the economic performance (including as to margins and
cash flows) of, and longevity of production from, Woodside’s
existing and future production assets, and ultimately the
financial performance of Woodside.
It is impossible to predict future crude oil, LNG and natural
gas price movements with certainty. A low crude oil price
environment or declines in the price of crude oil, in LNG and
natural gas prices, could adversely aect Woodside’s business,
results of operations and financial condition and liquidity. They
could also negatively impact its ability to access sources of
capital, including equity and debt markets. Those circumstances
may also adversely impact Woodside’s ability to finance planned
capital expenditures, including development projects, and may
change the economics of operating certain wells, which could
result in a reduction in the volume of Woodside’s reserves.
Declines in crude oil, LNG and natural gas prices, especially
sustained declines, may also reduce the amount of oil and gas
that it can produce economically, reduce the economic viability
of planned projects or of assets that it plans to acquire or has
acquired and may reduce the expected value and the potential
commerciality of exploration and appraisal assets. Those
reductions may result in substantial downward adjustments to
Woodside’s estimated proved reserves and require additional
write-downs of the value of its oil and gas properties.
Sales contracts with the National Gas Company of Trinidad and
Tobago relating to production from Woodside’s Trinidad and
Tobago operations are linked to ammonia pricing. Similar to
crude oil, LNG and natural gas, it is impossible to predict future
ammonia prices with certainty.
There can be no assurance that Woodside will successfully
manage its exposure to commodity prices. There is also
counterparty risk associated with derivative contracts. If any
counterparty to Woodside’s derivative instruments were to
default or seek bankruptcy protection, it could subject a larger
percentage of Woodside’s future oil and gas production to
price changes and could have a negative eect on Woodside’s
financial performance, including its ability to fund future projects.
Whether Woodside engages in hedging and other oil and gas
derivative contracts on a limited basis or otherwise, Woodside
will remain exposed to fluctuations in crude oil prices.
Foreign exchange and interest rate risk management
Refer to sections A and C in section 5 - Financial Statements for
further information on foreign exchange and interest rate risks.
Government regulations
Woodside’s assets and exploration, development, extraction and
production operations are subject to a wide range of laws and
regulations imposed by governments and regulatory bodies.
These regulations touch all aspects of our assets, including
how we extract, process and explore for oil and natural gas and
how we conduct our business, including regulations governing
matters such as environmental protection, land rehabilitation
and facilities decommissioning, occupational health and safety,
human rights, the rights and interests of First Nations peoples,
competition, foreign investment, export, marketing of oil and
natural gas and taxes.
The ability to extract and process oil and natural gas is
fundamental to our business. In most jurisdictions, the rights
to explore for and extract petroleum deposits are owned by
the government. We obtain the right to access the land and
extract the product by entering into licences or leases with
the government that owns the oil or natural gas deposit.
Usually, the right to explore for oil and natural gas carries with
it the obligation to spend a defined amount of money on the
exploration, or to undertake particular exploration activities.
We also rely on governments to grant the rights necessary to
transport and treat the extracted petroleum to prepare it for sale.
The terms of the right, including the time period of the right,
vary depending on the laws of the relevant government or terms
negotiated with the relevant government.
In certain jurisdictions where we have assets, such as Trinidad
and Tobago, and Senegal, a production sharing contract
(PSC) governs the relationship between the government and
companies (typically referred to as ‘Contractor’) concerning,
among other things, how much of the oil and gas extracted from
the country each party will receive. Under PSCs, the government
awards exclusive rights for the execution of exploration,
development and production activities to the Contractor in
accordance with the PSC’s terms. Generally speaking the
Contractor bears the financial risk of the initiative to explore,
develop and ultimately produce the field. When successful,
the Contractor is permitted to use a certain set percentage
of produced oil and gas to recover its capital and operational
expenditures, often called ‘cost oil.’ The remaining production
(often called ‘profit oil’) is split between the government and the
177Woodside Energy Group Ltd |
Contractor at a rate determined by the government and set out
in the PSC.
The PSC may also include additional fiscal terms such as
royalties, production bonuses and tax treatment, and other
contractual terms addressing domestic supply obligations, local
content, measurement and valuation. PSCs are bilateral contracts
negotiated between the Contractor and the government and so
each is necessarily on dierent terms.
Applicable laws and regulations and any permits that Woodside
is required to obtain under these laws, may obligate Woodside
to identify, avoid, mitigate and disclose environmental risks in
various operational practices, including, among others, through
pursuing and obtaining permits before commencing activities,
restricting air and water emissions and waste discharges, limiting
the type, quantity and concentration of various substances that
can be utilised or released into the environment, addressing
potential or actual impacts to protected species or cultural
resources, monitoring or remediating contamination under
certain circumstances, establishing and following certain
inspection, testing and maintenance protocols, and disclosing
certain operational practices. Moreover, environmental permits
required for our operations may be subject to legal challenges by
third parties, and such challenges can materially and adversely
aect our operations to the extent they delay or prevent
obtaining approvals or permits required for our operations, or
otherwise require incurring increased costs in order to obtain
such approvals or permits. Applicable environmental laws and
regulations may also dictate worker health and safety and
community notification procedures.
In addition, from time to time, certain trade sanctions are
adopted by the United Nations (UN) Security Council and/
or various governments, including in the United Kingdom, the
United States, the European Union (EU), China and Australia
against certain countries, entities or individuals, that may restrict
our ability to sell extracted minerals, oil or natural gas to, and/or
our ability to purchase goods or services from, these countries,
entities or individuals.
This summary focuses on the Australian and United States
regulatory regimes. It is not a full summary of the regulatory
regimes in those jurisdictions nor is it a complete list of the
legislation and regulation that applies to Woodside. Woodside is
also subject to environmental and other regulations to varying
degrees in each of the jurisdictions in which it has assets and
operations.
Australia
In Australia, petroleum exploration and development takes
place within a legal framework characterised by a division of
responsibilities between the federal and the state or territory
governments. Exploration and development conducted
onshore and within three nautical miles of the territorial sea
baseline of the relevant state or territory are the responsibility
of the individual state or territory governments. The Australian
federal government has legislative responsibility for Australian
oshore petroleum exploration and production beyond the
three nautical mile territorial sea, which encompasses the area
of most relevance to Woodside’s oshore activities. In addition,
Woodside has certain onshore operations in Victoria and
Western Australia which are subject to various state legislation.
Environmental regulation
Woodside’s Australian operations are subject to federal, state
and local environmental laws and regulations. For oshore
petroleum activities, these laws and regulations generally require
the acquisition of an approval before any activity commences
and require that for any activities, environmental risks are
identified and controls put in place to reduce or eliminate
the risks. For exploration drilling and seismic activities, this
is outlined in an environment plan accepted by independent
statutory authority; as an operation goes into construction,
commissioning and production, a whole project proposal
and revised environment plan is required to be submitted for
approval. These laws and regulations also restrict the type,
quantity and concentration of various substances that can
be utilised or released into the environment in connection
with marine and land-based activities; limit or prohibit drilling
and seismic or production activities in and near certain
environmentally sensitive or protected areas; and impose
criminal and civil liabilities for pollution or other unauthorised
impacts to the environment resulting from oil, natural gas and
petrochemical operations.
In addition, Australian environmental laws and regulations
also include restrictions on air emissions and water discharges
resulting from the operation of drilling equipment, processing
facilities, pipelines and transport vessels and require Woodside
to periodically report on and manage greenhouse gas emissions.
These laws also regulate the use, management and disposal of
hazardous materials and general waste; prohibit the clearing
of native vegetation without approval and protect Aboriginal
heritage and biodiversity; and require Woodside to prepare
and implement safety and environmental management plans.
Woodside is required to provide bonds for any rehabilitation,
clean-up or pollution prevention work that may be necessary
as a result of the construction, decommissioning or removal of
a pipeline and to report, monitor or remediate contamination
under certain circumstances. Woodside is subject to ‘strict
liability’ for oil spills, rendering it liable without regard to
negligence or fault and may be subject to fines and other
penalties for breaches of laws, regulations, licences or approvals.
The requirements imposed by environmental laws and
regulations are subject to change and have tended to become
stricter over time. The modification of existing foreign or
domestic laws or regulations or the adoption of new laws or
regulations curtailing exploratory or development drilling for oil
and gas for economic, political, social, environmental or other
reasons could have a material adverse eect on Woodside’s
business, financial condition or results of operations. There is
ongoing and increasing public pressure on the government to
accelerate its carbon emissions reduction program. At present,
state and federal governments are developing carbon regimes
designed to achieve net zero outcomes by 2050. As such, there
178 | Annual Report 2022
remains significant uncertainty regarding the future of climate
change regulation in Australia and the eect it may have on
Woodside’s business.
Fair Work Act amendments
In December 2022, the Australian federal government passed
the Fair Work Legislation Amendment (Secure Jobs, Better Pay)
Act 2022 (Cth) (Act). The Act amends the Fair Work Act 2009
(Cth) and the amendments will take eect during the first half of
2023. In summary, the key changes being implemented through
the Act are as follows:
• Agreements covering multiple employers: employers can
be required to bargain for agreements that cover multiple
employers. Employees are also able to take protected
industrial action or seek bargaining orders in support of these
agreements and there are limits on employers’/employees’
ability to remove themselves as parties to them.
• Bargaining disputes: broader powers for the Fair Work
Commission to intervene and make workplace determinations
(eectively arbitrating an enterprise agreement) where
bargaining is ‘intractable’.
• Industrial action: the removal of limitations on protected
industrial action in relation to multi-enterprise agreements, but
the inclusion of an obligation to attend Fair Work Commission
mediation/conciliation before protected industrial action is
taken (which applies to all forms of enterprise agreements
except the ‘cooperative’ multi-enterprise stream where
protected industrial action is not available).
• Terminating agreements: reduced scope for termination
of enterprise agreements, particularly during bargaining,
and the sunsetting of ‘zombie’ agreements within 12 months
of commencement (unless an extension is granted of up to
4 years).
• Enterprise agreement approval process: bargaining may start
when an employee bargaining representative gives notice
in certain circumstances (and without a majority support
determination), certain pre-approval requirements have
been removed, the ‘genuinely agreed’ test has been retained,
the ‘better o overall test’ (BOOT) has been simplified and
must involve a global (not line by line) assessment, the Fair
Work Commission can amend an enterprise agreement
during the approval process rather than relying on employer
undertakings, and parties may apply for a reassessment of
the BOOT during the life of the enterprise agreement (e.g. if
employees’ work patterns change).
Decommissioning liability amendments
On 2 September 2021, the Australian federal parliament
passed the Oshore Petroleum and Greenhouse Gas Storage
Amendment (Titles Administration and Other Measures) Act
2021 (Cth) which, among other changes, amends the OPGGSA
to impose new trailing liability and change of control provisions.
The amendments took eect from 2 March 2022. The changes
to the trailing liability regime expand the existing powers of
the National Oshore Petroleum Safety and Environmental
Management Authority (NOPSEMA) and the Minister including
the ability to recall any former titleholder to undertake
decommissioning activities on a title area. These powers are
retrospective in their application and apply to titles that are
currently in force as well as to titles that ceased to be in force on
or after 1 January 2021.
Under the new change in control provisions, any change
in control must be pre-approved by the National Oshore
Petroleum Titles Administrator (NOPTA). A person is said to
“control” a titleholder if they hold 20% or more of the voting
rights or issued securities in that titleholder. A change of
control will occur if a person controls the titleholder (“original
controller”) and either another person begins to control the
titleholder or the original controller ceases to control the
titleholder. In addition to the OPA and regulations, NOPTA will
have reference to the applicant suitability guidelines published
by the Department of Industry, Science, Energy and Resources in
determining change of control applications.
Santos Barossa decision
In December 2022, the Full Court of the Federal Court of
Australia handed down its decision in Santos NA Barossa Pty
Ltd v Tipakalippa [2002] FCAFC 193 (Appeal Decision). The
Appeal Decision decided certain aspects of the requirements
for consultation associated with the acceptance of environment
plans for oshore petroleum activities by NOPSEMA under
the OPGGSA. Subsequently, NOPSEMA published a guideline
for industry entitled “Consultation in the course of preparing
an environment plan”. As a consequence of these events,
some delays have been experienced by Woodside in obtaining
accepted environment plans for petroleum activities in
Commonwealth waters. We continue to monitor developments
related to this decision. Refer to section 3.9 – Risk factors for
further information on risks related to government regulations
and other legal developments.
Domestic gas reservation policy
Under a Western Australian State Government policy (“WA
Domestic Gas Policy”), introduced in 2006, gas equivalent to
15% of LNG production from LNG export projects is required
to be reserved for domestic use as a condition of LNG project
approval. The policy contains flexibility, allowing negotiations
to occur on a case-by-case basis regarding the method by
which the LNG project proponents fulfil their domestic gas
commitments, including from alternative sources.
Woodside and its joint venture partners have domestic gas
contractual commitments in place with the Western Australian
State Government for in respect to the Pluto LNG, Wheatstone
and NWS projects. In 2015, the NWS State Agreement (North
West Gas Development (Woodside) Agreement 1979) was
amended to include a new domestic gas commitment of 15%
(or lesser approved amount) of total LNG quantity approved
for use, supply or sale overseas. In 2006, in connection with
the Pluto LNG project, Woodside entered into an arrangement
with the Western Australian State Government to market and
make available for supply a quantity of domestic gas. Woodside
is not required to supply domestic gas if it is not commercially
179Woodside Energy Group Ltd |
viable to do so. In January 2021, Woodside signed a further
agreement with the State Government in relation to the Pluto
LNG project in which Woodside agreed to make 45.6 PJ available
for the domestic market, separate and in addition to the 2015
commitment from the NWS Joint Venture. In November 2021,
Woodside and BHP Petroleum signed a further domestic gas
agreement with the State Government with respect to the
Scarborough and Pluto Train 2 project pursuant to which,
consistent with the WA Domestic Gas Policy, the Scarborough
Joint Venture will make gas equivalent to 15% of its LNG exports
available to the domestic market. Woodside also has domestic
gas commitments in respect to its interest in the Wheatstone
LNG Project under a 2011 agreement with the Western Australian
State Government.
Additional major legislation and regulations
Woodside’s Australian oshore operations beyond coastal
waters are primarily governed by the Oshore Petroleum and
Greenhouse Gas Storage Act 2006 (Cth) (OPGGSA) and related
legislation, which establishes a joint authority (Joint Authority)
whereby relevant Australian state, territory and federal
governments cooperate in the administration and supervision
of petroleum activities in oshore areas beyond coastal waters.
The OPGGSA provides for the grant of exploration permits,
retention leases, production licences, pipeline licences and
facilities licences within the areas of the OPGGSA’s jurisdictional
operation. Within the coastal waters, petroleum operations are
covered by the relevant state or Northern Territory legislation
that is substantively similar to the OPGGSA.
The Oshore Petroleum and Greenhouse Gas Storage (Resource
Management and Administration) Regulations 2011 (Cth) contain
resource management provisions, including a requirement
for the holder of a production licence to have in place a Field
Development Plan approved by the Joint Authority before
petroleum production can commence.
Many of Woodside’s operations rely on pipeline licences to
transport oil and gas from the point of production to processing
facilities and relevant markets. As mentioned above, the
OPGGSA also provides for the grant of pipeline licences within
the areas of the OPGGSA’s jurisdictional operation. Pipelines
within the coastal waters of Western Australia are licensed
under the Petroleum (Submerged Lands) Act 1982 (WA) and
pipelines within the coastal waters of Victoria are licensed under
the Oshore Petroleum and Greenhouse Gas Storage Act 2010
(Vic). Onshore pipelines in Western Australia are licensed under
the Petroleum Pipelines Act 1969 (WA) and onshore pipelines in
Victoria are licensed under the Pipelines Act 2005 (Vic).
Woodside is also subject to the following laws, among others:
• Various petroleum taxes, including royalties, excise taxes,
temporary levies, and the Petroleum Resource Rent Tax.
• Australia’s competition laws contained in the Competition
and Consumer Act 2010 (Cth), which prohibits, among other
things, engaging in conduct with the purpose or eect of
substantially lessening competition, price fixing, market
sharing or bid rigging. The Act was also recently amended to
allow for the imposition of gas price controls in the eastern
Australian gas market. The price of gas produced by Woodside
and supplied into the eastern Australian gas market is capped
at $12/GJ until 23 December 2023. The price cap could be
extended at the same or dierent price. The government also
proposes implementing a mandatory code of conduct that
will apply to gas supplied by producers like Woodside into the
eastern Australia gas market, including a ‘reasonable pricing’
provision.
• Laws protecting the rights and interests of First Nations
Australians and their cultural heritage. Since 1992, Australian
common law has recognised that, in certain circumstances,
First Nations Australians may have rights and interests over
land and waters in accordance with their traditional laws
and customs. The Native Title Act 1993 (Cth) (NTA) and
complimentary state legislation recognise and protect the
native title rights and interests of native title holders and
registered native title claimants. Multiple pieces of Australian
state and federal government legislation protect Aboriginal
cultural heritage, rights and access to land in Australia and
many of these laws are subject to review and change to ensure
a greater level of involvement of First Nations Australians in
decisions that may impact cultural heritage and other rights
and interests.
• The Greater Sunrise Special Regime (GSSR), established
pursuant to the Maritime Boundaries Treaty which came into
force on 30 August 2019. Woodside holds PSCs and retention
leases covering its petroleum interests within GSSR under joint
Australian/Timor-Leste administrative control.
• The Foreign Acquisitions and Takeovers Act 1975 (Cth) (FATA),
regulations under the FATA and Australia’s Foreign Investment
Policy, which are intended to encourage foreign investment in
Australia that is not contrary to the Australian national interest.
As Woodside is a reporting entity of a critical gas asset within
the meaning of the Security of Critical Infrastructure Act 2018
(Cth), it is considered a ‘national security business’ under the
FATA, meaning that certain investments by foreign investors
(including foreign government investors) must be notified to
the Australian Government and require prior approval from the
Australian Treasurer in accordance with the FATA.
• Legislation covering work health and safety (WHS) in both
state and federal jurisdictions, with separate onshore and
oshore regulation. WHS laws aim to protect people’s health
and safety at work by imposing obligations on all parties
who are in a position to contribute to the management of
workplace risks, including manufacturers and suppliers of
equipment and substances, as well as employers, workers,
contractors and others. Among other things, Woodside—as
operator of both onshore and oshore facilities—is required
to develop and comply with a comprehensive ‘safety case’
which describes the facility and provides details on the
hazards and risks associated with the facility, the risk controls
and the safety management system that will be used to
minimise the risks.
180 | Annual Report 2022
• Federal and state legislation regarding terms and conditions
of employment as set forth in the Fair Work Act 2009 (Cth)
(FW Act). Key potential issues which may rise under the FW
Act regime for Woodside include a union right of entry to
the premises, good faith bargaining principles, and protected
industrial action, among others. State legislation regulates
matters such as long service leave, workers’ compensation,
anti-discrimination and equal opportunity, and work health
and safety.
United States
In the United States, numerous federal agencies regulate specific
portions of the industry and Woodside’s US operations. The
US federal government directly regulates the development of
hydrocarbon interests on federal lands, including those in the US
Gulf of Mexico (GOM) and elsewhere in the Outer Continental
Shelf (OCS). Federal leasing activities in recent years have been
subject to material uncertainties, delays, and legal challenges
relating to potential impacts from climate change related to new
oshore exploration and production or the adequacy of federal
environmental reviews required to be performed in connection
with GOM lease auctions. Woodside’s hydrocarbon activities
on federal oshore oil and natural gas leases in the GOM are
subject to extensive regulation and permitting by multiple
federal agencies, including the Department of the Interior (DOI),
through its agencies the Bureau of Safety and Environmental
Enforcement (BSEE), the Bureau of Ocean Energy Management
(BOEM) and the Oce of Natural Resources Revenue (ONRR).
These leases, which contain relatively standardised terms,
are awarded by the BOEM based on competitive bidding and
require compliance with detailed BSEE and BOEM regulations
and orders issued pursuant to various federal laws. Lessees are
also required to obtain environmental permits from agencies
such as the US Environmental Protection Agency (EPA).
Certain OCS activities are also subject to regulation by the US
Coast Guard. In addition, oshore pipelines, including those
located in the GOM, are subject to stringent federal regulation
including under the jurisdiction of the Federal Energy Regulatory
Commission (FERC) and the Pipeline and Hazardous Materials
Safety Administration (PHMSA), under the US Department
of Transportation. The BSEE has also adopted regulations for
oshore pipelines under its jurisdiction covering similar matters.
Moreover, our US operations in the GOM are subject to extensive
requirements related to the plugging and abandonment of wells
and decommissioning of oshore structures and equipment.
We may be required to post substantial financial assurance,
such as surety bonds, or to otherwise demonstrate financial
capability, such as through access to insurance, the costs of
which could be material. Further, from time to time BOEM has
considered increasing its supplemental bonding requirements,
and any such increase could generally stress the capacity of the
surety bond market to provide sucient bonds to meet resulting
demands from the oshore oil and gas industry. In addition,
as a result of the merger with BHP's petroleum business, we
could also be responsible for plugging and abandonment
and decommissioning costs for GOM assets formerly owned
or operated by BHP if the current operator of record fails to
perform, and such costs could have a material and adverse eect
on our business, financial condition, or results of operations.
The exploration, production, and transportation of crude oil and
natural gas involves risk that hazardous liquids or flammable
gases may be released into the environment and may cause
substantial harm to the environment, natural resources, or
human health and safety. Such incidents, as well as failure to
comply with applicable environmental laws and regulations,
may result in material expenditures for response actions,
significant government civil or criminal fines and penalties,
liability to government agencies for natural resources damages,
and significant business interruption. In addition, a spill on or
related to our properties and operations could expose us to joint
and several and strict liability, without regard to fault. Existing
and new laws and regulations could require us to evaluate and
upgrade existing infrastructure and operational practices on an
accelerated basis or pursue additional capital projects, any or
all of which could result in increased operating costs, which in
turn could have a material and adverse eect on our business,
financial condition or results of operations.
Laws and regulations are frequently subject to change, and
the general trend in the United States has been for these
governmental agencies to continue to evaluate and, as
necessary, develop and implement new, more restrictive
permitting, performance and disclosure requirements,
particularly with respect to the protection of the environment,
greenhouse gas emissions, natural resources, and worker health
and safety. The modification of existing laws or regulations or
the adoption of new laws or regulations curtailing or imposing
greater restrictions on exploratory or development drilling for
oil and gas for economic, political, social, environmental or other
reasons could have a material adverse eect on our business,
financial condition or results of operations.
Other jurisdictions
In Senegal, Woodside’s PSC and the prospecting, exploration,
exploitation and transportation of hydrocarbons, as well as
the tax rules for such activities, are primarily governed by
Law no. 98-05 dated 8 January 1998 (Petroleum Code) and
its implementing decree no. 98-810 dated 6 October 1998.
The Petroleum Code determines that the Senegalese Ministry
of Petroleum and Energy is the competent authority for its
implementation and is responsible for authorising activities
for oil and gas prospecting, exploration, exploitation and
transportation. A revised Petroleum Code was introduced in
2019, however, the terms of that legislation state that any PSC
issued prior to the introduction of the 2019 Petroleum Code
retain their legal regime, and as such, the 1998 Petroleum Code
continues to apply to Woodside’s PSC. There is also other
legislation and regulation that applies to Woodside’s activities
in Senegal including, without limitation, in respect of the
environment and local content requirements.
Material limitations
Woodside has certain obligations as part of its operations
in Western Australia to provide natural gas into the Western
181Woodside Energy Group Ltd |
Australian domestic market. Please refer to ‘Government
regulations - Domestic gas reservation policy’ in this section for
further information.
Woodside is subject to ordinary course PSC limitations in
Senegal. Refer to ‘Government regulations - Other jurisdictions’
in this section for further information.
Summary of material legal proceedings
Woodside is involved from time to time in legal proceedings and
governmental investigations of a character normally incidental
to its business, including claims and pending actions against it
seeking damages, or clarification or prosecution of legal rights
and regulatory inquiries regarding business practices. Insurance
or other indemnification protection may oset the financial
impact on Woodside of a successful claim.
Except as set forth below, there are no governmental, legal or
arbitral proceedings (including any such proceedings which are
pending or threatened and of which Woodside is aware) which
may have, or have had during the 12 months prior to the date of
this report a significant eect on Woodside’s financial position or
profitability:
• In June 2022, the Environmental Defenders Oce Ltd
(on behalf of the Australian Conservation Foundation)
commenced Federal Court proceedings seeking an injunction
to restrain Woodside from carrying out the Scarborough gas
project.
• In November 2021, the Conservation Council of Western
Australia filed an application seeking judicial review of a
decision by the CEO of the Western Australian Department
of Water and Environmental Regulation to grant Woodside
a works approval for the Pluto Train 2 project granted in May
2021. The matter was heard by the Supreme Court of Western
Australia in August 2022.
• In December 2020, the Conservation Council of Western
Australia filed applications seeking judicial review of
decisions in respect of approvals under section 45C of the
Environmental Protection Act (WA) granted for each of the
North West Shelf and Pluto Gas Plant. Each approval was
granted in July 2019. The Supreme Court of Western Australia
dismissed the proceedings in March 2022.
182 | Annual Report 2022
Information in this section is current as at 16 February 2023, unless otherwise stated. References to ‘the company’ or ‘Woodside’ on
pages 183-191 are to Woodside Energy Group Ltd and references to shareholdings and other equity on those pages are to equity in
Woodside Energy Group Ltd.
Number of shareholdings
There were 649,871 shareholders.
Distribution of shareholdings
Size of shareholding
Number
of holders
Number
of shares
1
% of issued
capital
1–1,000 536,529 121,922,981 6.42
1,001–5,000 97,883 203,803,889 10.73
5,001–10,000 10,362 71,332,655 3.76
10,001–100,000 4,953 98,305,225 5.18
Greater than 100,000 144 1,403,385,021 73.91
Total 649,871 1,898,749,771 100
1. All issued shares carry voting rights on a one-for-one basis.
Unmarketable parcels
There were 63,775 members holding less than a marketable parcel of shares in the company (based on the closing market price of
A$35.00 on 16 February 2023).
Geographical distribution of shareholders and shareholdings
Registered address
Number
of holders
Number
of shares
% of issued
capital
Australia 630,206 1,886,398,561 99.35
New Zealand 8,089 6,250,112 0.33
United Kingdom 3,345 2,284,909 0.12
United States of America 1,981 1,157,338 0.06
Other 6,250 2,658,851 0.14
Total 649,871 1,898,749,771 100
US shareholdings
Classification of holder
Number
of holders
Number
of shares
% of issued
capital
Registered holders of voting securities 1,981 1,157,338 0.06
ADR holders 2,528 55,867,523 2.94
Distribution of rights holdings
Size of holding
Number
of holders
Number
of rights
% of rights
on issue
1–1,000 1,069 708,839 6.2%
1,001–5,000 2,780 5,985,096 52.8%
5,001–10,000 194 1,336,970 11.8%
10,001–100,000 140 2,940,307 25.9%
Greater than 100,000 2 371,388 3.3%
Total 4,185 11,342,600 100%
SECTION 6.4
Shareholder statistics
183Woodside Energy Group Ltd |
Twenty largest shareholders
Shareholders
Shares
Held
% of issued
capital
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 540,125,821 28.45
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED 380,329,074 20.03
CITICORP NOMINEES PTY LIMITED 159,728,721 8.41
BNP PARIBAS NOMS PTY LTD <DRP> 56,391,502 2.97
CITICORP NOMINEES PTY LIMITED <CITIBANK NY ADR DEP A/C> 55,867,523 2.94
COMPUTERSHARE CLEARING PTY LTD <CCNL DI A/C> 44,888,188 2.36
NATIONAL NOMINEES LIMITED 44,344,965 2.34
BNP PARIBAS NOMINEES PTY LTD ACF CLEARSTREAM 17,481,477 0.92
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED <NT-COMNWLTH SUPER CORP A/C> 12,441,073 0.66
CITICORP NOMINEES PTY LIMITED <COLONIAL FIRST STATE INV A/C> 10,242,867 0.54
NETWEALTH INVESTMENTS LIMITED <WRAP SERVICES A/C> 6,974,985 0.37
BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD <DRP A/C> 6,183,407 0.33
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2 4,180,388 0.22
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED-GSCO ECA 3,717,621 0.20
ARGO INVESTMENTS LIMITED 3,321,455 0.17
AUSTRALIAN FOUNDATION INVESTMENT COMPANY LIMITED 2,954,652 0.16
MUTUAL TRUST PTY LTD 2,896,158 0.15
AUSTRALIAN FOUNDATION INVESTMENT COMPANY LIMITED 2,861,381 0.15
NETWEALTH INVESTMENTS LIMITED <SUPER SERVICES A/C> 2,215,564 0.12
NAVIGATOR AUSTRALIA LTD <MLC INVESTMENT SETT A/C> 1,885,392 0.10
1,359,032,214 71.58
Substantial shareholders
Substantial shareholders as disclosed in substantial shareholder notices given to the company are as follows:
Substantial shareholder Title of class
Date of last notice
Date received Date of change Shares held
1
% of total
voting rights
1
BlackRock, Inc. Ordinary shares 6 February 2023 3 February 2023 100,665,813 5.29
State Street Corporation and
subsidiaries
Ordinary shares 6 September 2022 1 September 2022 95,780,835 5.04
Vanguard Group
(The Vanguard Group, Inc. and its
controlled entities)
Ordinary shares 23 June 2022 17 June 2022 95,642,312
2
5.04
2
2. The figures quoted are based on the number owned and voting rights provided in the latest applicable substantial shareholder notice.
3. As stated in its latest substantial shareholder notice, Vanguard Group also holds 42,270 shares of Woodside ADR.
Buy backs
There are currently no on-market buy backs.
Escrowed and restricted securities
Woodside Energy Group Ltd does not have any restricted securities or securities subject to voluntary escrow on issue.
On-market purchases for Woodside employee incentive plans
Period
Total shares
purchased
Average price paid per
share (A$)
Average price paid per
share (US$)
Number of shares
purchased for employee
plans
February 2022 832,589 28.72 20.68 832,589
September 2022 1,400,000 30.66 20.01 1,400,000
Total 2,232,589 29.94 20.26 2,232,589
184 | Annual Report 2022
Annual General Meeting
The 2023 Annual General Meeting (AGM) of Woodside Energy
Group Ltd will be held on 28 April 2023. Details of the business
of the meeting will be provided in the AGM notice. The AGM
will be webcast live on the internet. An archived version of the
webcast will be placed on the Woodside website to enable the
proceedings to be viewed at a later time. The closing date for
receipt of director nominations was 21 February 2023.
For more information on this topic, refer to Woodside’s
website for copies of the Chair’s and CEO’s speeches
at woodside.com
Documents on display
Documents filed by Woodside on the ASX are available at
asx.com.au and documents filed on the LSE are available at
data.fca.org.uk/#/nsm/nationalstoragemechanism. Woodside
files Annual Reports and other reports and information with the
US Securities and Exchange Commission (SEC). These filings are
available on the SEC’s website at sec.gov.
Documents filed on the ASX or LSE or with the SEC are not
incorporated by reference into this report. The documents
referred to in this report as being available on our website,
woodside.com, are not incorporated by reference and do not
form part of this report.
Woodside Energy Group Ltd
Woodside was registered under Australian corporate law in 1971
and listed on the ASX on 18 November 1971. Woodside’s shares are
currently listed on the ASX and LSE under the ticker symbol ‘WDS’
and its American Depositary Shares (ADS) are listed on the NYSE
under the symbol ‘WDS’. Following the approval of Woodside
shareholders at Woodside’s Annual General Meeting on 19 May
2022, Woodside changed its name from ‘Woodside Petroleum
Ltd.’ to ‘Woodside Energy Group Ltd’ eective 20 May 2022.
Woodside’s registered oce is Mia Yellagonga,
11 Mount Street, Perth, Western Australia 6000, Australia,
telephone +61 8 9348 4000. Additional information about
Woodside can be found on its website at woodside.com. The
information contained in, or that can be accessed through,
Woodside’s website is not intended to be incorporated into this
annual report.
Dividend payments
Woodside determines its dividends in US dollars as this is
our functional and presentation currency. Woodside pays its
dividends in Australian dollars, unless a shareholder’s registered
address is in the United Kingdom (UK), where they are paid in
UK pounds sterling, or in the United States of America (USA),
where they are paid in US dollars.
Shareholders may have their dividends paid directly into any
bank or building society account in Australia, the USA or the UK.
Payments are electronically credited on the dividend payment
date and confirmed by payment advice. To request direct
crediting of dividend payments, please contact the share registry
or visit the share registry website (investorcentre.com/wds).
Shareholders must make an election to alter their dividend currency
by the business day after the record date for the dividend.
Shareholders who reside outside the USA, the UK and Australia
may elect to receive their dividend electronically in their local
currency using the share registry’s Global Wire Payment Service.
For a list of currencies oered and how to subscribe to the
service, please contact the share registry.
For more information on this topic, refer to Woodside’s
website for the history of dividends paid by the
company at woodside.com
Change of address or banking details
Shareholders should immediately notify the share registry of any
change to their address or banking arrangements for dividends
electronically credited to a bank account.
For more information on this topic, refer to
the share registry website to change details
at investorcentre.com/wds
Australian Securities Exchange
Investors who hold Woodside shares listed on the ASX
seeking information about their shareholdings should contact
Woodside’s Australian share registry:
Computershare Investor Services Pty Limited
Address: Level 11, 172 St Georges Terrace
Perth WA 6000
Postal address: GPO Box D182 Perth WA 6840
Telephone: 1300 558 507 (within Australia)
+61 3 9415 4632 (outside Australia)
Email: web.queries@computershare.com.au
Website: investorcentre.com/wds
The share registry can assist with queries on share transfers,
dividend payments, the dividend reinvestment plan, notification
of tax file numbers and changes of name, address or bank
account details.
For security reasons, you will need your Security Reference
Number (SRN) or Holder Identification Number (HIN) when
communicating with the share registry. The share registry
website allows shareholders to make changes to address and
banking details online.
For more information on this topic, refer to the
share registry website for details of shareholdings at
investorcentre.com/wds
185Woodside Energy Group Ltd |
London Stock Exchange
Woodside shares are traded on the Main Market for listed
securities of the London Stock Exchange (with trades settled in
the form of UK Depository Interests) under the symbol ‘WDS’.
Woodside has appointed Computershare Investor Services PLC
as its registrar.
If you have a query regarding your shareholding, please contact
Computershare in the United Kingdom:
Computershare Investor Services PLC
Postal address: Computershare Investor Services PLC
The Pavilions, Bridgwater Road,
Bristol BS99 6ZZ
Telephone: +44 (0)370 703 6075
Email: WebCorres@computershare.co.uk
Website: computershare.com/uk
American Depositary Receipts
We have an American Depositary Receipts (ADR) program. The
ADR program has a 1:1 ordinary share to American Depositary
Share (ADS) ratio.
Depositary fees
Citibank serves as the depositary bank for our ADR program.
ADR holders agree to the terms in the deposit agreement filed
with the SEC for depositing ADSs or surrendering the ADSs for
cancellation and for certain services as provided by Citibank.
Holders are required to pay all fees for general depositary
services provided by Citibank in each of our ADR programs, as
set forth in the table below.
Service Fees
Issuance of ADSs upon deposit of shares. Up to $0.05 per ADS issued.
Cancellation of ADSs.
Up to $0.05 per ADS
cancelled.
Distribution of cash dividends or other
cash distributions.
Up to $0.05 per ADS held.
Distribution of ADSs pursuant to (i)
stock dividends or other free stock
distributions, or (ii) exercise of rights to
purchase additional ADSs.
Up to $0.05 per ADS held.
Distribution of securities other than ADSs
or rights to purchase additional ADSs.
Up to $0.05 per ADS held.
ADS Services.
Up to $0.05 per ADS held
on the applicable record
date(s) established by the
Depositary
Registration of ADS transfers.
Up to $0.05 per ADS
transferred.
Conversion of ADSs of one series for
ADSs of another series.
Up to $0.05 per ADS
converted.
Fees payable by the Depositary to the Issuer
Citibank reimburses Woodside for certain expenses Woodside
incurs in connection with its ADR program, subject to certain
ceilings. These reimbursable expenses currently include, but
are not limited to, legal, accounting and reserve engineer fees,
listing fees, expenses related to investor relations in the United
States, fees payable to service providers for the distribution of
material to ADR holders and expenses to remain in compliance
with applicable US laws and NYSE listing standards. Citibank
has further agreed to waive certain fees in connection with
Woodside’s ADR program. These waived expenses currently
include, but are not limited to, standard costs associated with
the administration of the ADR program and certain fees in
connection with issuance of ADRs under Woodside’s equity
compensatory plans. For the year ended 31 December 2022,
such direct reimbursements and waived fees totalled
approximately US$1.6 million, which includes a one-time fixed
contribution by Citibank to Woodside and waiver of certain fees
in connection with ADR-related costs incurred in connection
with the merger with BHP's petroleum business and NYSE listing.
Under certain circumstances, including termination of our ADS
program or removal of our Depositary, we may be required to
repay to the Depositary a portion of the amounts reimbursed in
prior periods.
The ADSs issued under our ADR programs trade on the NYSE
under the stock ticker WDS. As of 16 February 2023, there were
55,867,523 ADSs on issue and outstanding in the Woodside ADS
program.
ADR holders should deal directly with Citibank on all matters
related to their ADRs, using the details below:
Enquiries should be directed to:
Citibank Shareholder Services
Address: PO Box 43077
Providence Rhode Island
02940-3077
USA Toll Free: 1-877-CITI-ADR
International: +1 781 575 4555
Email: citibank@shareholders-online.com
Investor Relations enquiries
Requests for specific information on Woodside can be directed
to Investor Relations:
Address: Woodside Energy Group Ltd
Mia Yellagonga
11 Mount Street
Perth WA 6000
Postal address: GPO Box D188 Perth WA 6840
Telephone: +61 8 9348 4000
Email: investor@woodside.com
Website: woodside.com
186 | Annual Report 2022
Exchange controls
The United States does not presently impose restrictions on
the transfer of capital to and from the United States beyond
certain currency reporting requirements or economic sanctions
regimes. Non-United States resident shareholders may currently
receive dividend payments without United States governmental
approval so long as the recipient is not a designated target of
United States sanctions.
Under Australian foreign exchange controls currently in eect,
transfers of capital to and from Australia are not subject to prior
government approval and, except as described below, Australia
does not restrict the flow of currency into or out of the country.
Regulations may be made under the Anti-Money Laundering
and Counter-Terrorism Financing Act 2006 of Australia (AML/
CTF Act) prohibiting the entering into of transactions involving
prescribed foreign countries. As of the date of this report, no
such regulations are in place. To control tax evasion and money
laundering, the AML/CTF Act also requires certain transactions
to be reported to the Australian Transaction Reports and
Analysis Center and prohibits reporting entities from providing
certain services to customers without having complied with
certain obligations under the AML/CTF Act (for example ‘know
your customer’ checks). The Autonomous Sanctions Regulations
2011 promulgated under the Autonomous Sanctions Act 2011
of Australia, the Charter of the United Nations Act 1945 of
Australia and other acts and regulations in Australia restrict or
prohibit payments, transactions or other dealings with assets
having a proscribed connection with certain countries or named
individuals or entities subject to financial sanctions or identified
with terrorism. The Australian Department of Foreign Aairs
and Trade maintains a list of all persons and entities subject
to financial sanctions or having a proscribed connection with
terrorism which is available to the public at the Department
of Foreign Aairs and Trade’s website. There are no specific
restrictions regarding the remittance of profits, dividends or
capital.
Taxation
The following describes the material US and Australian federal
income tax considerations of the ownership and disposition
of Woodside shares or Woodside ADSs (together, ‘Woodside
Securities’) for beneficial owners of Woodside Securities that
are US Holders (as defined below). This discussion applies only
to Woodside Securities held as a ‘capital asset’ for US federal
income tax purposes (generally property held for investment).
This summary is based on the provisions of the Internal Revenue
Code of 1986, as amended (the ‘Code’), US Treasury regulations,
Australian tax law, any tax treaties, administrative rulings, and
judicial decisions, all as in eect on the date hereof, and all
of which are subject to change and diering interpretations,
possibly with retroactive eect. Woodside cannot assure
you that any such change or diering interpretation will not
significantly alter the tax considerations described in this
discussion. Woodside has not sought and will not seek any
rulings from the Internal Revenue Service (IRS) or the Australian
Taxation Oce (ATO) with respect to the statements, positions
or conclusions described in the following discussion. Such
statements, positions and conclusions are not free from doubt,
and there can be no assurance that an applicable tax adviser,
the IRS, the ATO or a court will agree with such statements,
positions, and conclusions. In addition, statements contained
herein that Woodside ‘believes’, ‘expects’, ‘intends’, ‘anticipates’,
or other similar phrases are not legal conclusions or opinions.
The following does not purport to be a complete analysis of all
potential tax eects resulting from the ownership or disposition
of Woodside Securities and does not address all aspects of US
and Australian federal income taxation that may be relevant to
individual US Holders in light of their particular circumstances.
In addition, this summary does not address the Medicare tax on
certain investment income, US federal estate or gift tax laws, any
state, local, or non-US tax laws (other than Australian federal
income tax), any tax treaties, or any other tax laws. Furthermore,
this summary does not address all US and Australian federal
income tax considerations that may be relevant to certain
categories of US Holders that may be subject to special
treatment under the US or Australian federal income tax laws,
including, but not limited to:
• banks, insurance companies, or other financial institutions
• tax-exempt or governmental organisations
• dealers in securities or foreign currencies
• persons whose functional currency is not the US dollar
• persons that actually or constructively own 5% or more of any
class of Woodside’s stock (by vote or by value)
• corporations that accumulate earnings to avoid US federal
income tax
• traders in securities that use the mark-to-market method of
accounting for US federal income tax purposes
• persons subject to the alternative minimum tax
• entities or arrangements treated as partnerships or other pass-
through entities for US federal income tax purposes or holders
of interests therein
• persons deemed to sell Woodside Securities under the
constructive sale provisions of the Code
• real estate investment trusts
• regulated investment companies
• persons that hold Woodside Securities as part of a straddle,
appreciated financial position, synthetic security, hedge,
conversion transaction, or other integrated investment or risk
reduction transaction.
THIS DISCUSSION IS NOT TAX ADVICE. US HOLDERS SHOULD
CONSULT WITH, AND RELY SOLELY UPON, THEIR TAX
ADVISERS WITH RESPECT TO THE APPLICATION OF US
FEDERAL INCOME TAX LAWS (INCLUDING ANY POTENTIAL
CHANGES THERETO) TO THEIR PARTICULAR SITUATIONS,
AS WELL AS ANY TAX CONSEQUENCES ARISING UNDER
ANY OTHER TAX LAWS, INCLUDING, BUT NOT LIMITED TO,
US FEDERAL ESTATE OR GIFT TAX LAWS, THE LAWS OF ANY
STATE, LOCAL OR NON-US TAXING JURISDICTION, OR ANY
APPLICABLE INCOME TAX TREATY.
187Woodside Energy Group Ltd |
US Holder defined
For the purposes of this discussion, the term ‘US Holder’ is used
to mean a beneficial owner of Woodside Securities that, for US
federal income tax purposes, is:
• an individual who is a citizen or resident of the United States;
• a corporation (or other entity treated as a corporation for US
federal income tax purposes) created or organised in or under
the laws of the United States, any state thereof or the District
of Columbia
• an estate the income of which is subject to US federal income
tax regardless of its source
• a trust (A) the administration of which is subject to the
primary supervision of a US court and which has one or
more ‘United States persons’ (within the meaning of Section
7701(a)(30) of the Code) who have the authority to control
all substantial decisions of the trust or (B) that has made a
valid election under applicable US Treasury regulations to be
treated as a United States person.
If a partnership (including an entity or arrangement treated
as a partnership for US federal income tax purposes) holds
Woodside Securities, the tax treatment of a partner in such
partnership might depend upon the status of the partner or the
partnership, upon the activities of the partnership and upon
certain determinations made at the partnership or partner level.
Accordingly, Woodside urges partners in partnerships (including
entities or arrangements treated as partnerships for US federal
income tax purposes) holding Woodside Securities to consult
with, and rely solely upon, their own tax advisers regarding the
US federal income and other tax considerations to them of the
matters discussed below.
American Depositary Shares
For US federal income tax purposes, US Holders of Woodside
ADSs generally should be treated as the beneficial owners of the
underlying shares represented by the ADSs and an exchange of
ADSs for such underlying shares generally will not be subject
to US federal income tax. Throughout the remainder of this
discussion, any reference to a holder of Woodside shares is
assumed to include holders of Woodside ADSs.
Material US federal income tax considerations for US
Holders with respect to the ownership and disposition
of Woodside securities
Woodside PFIC considerations
Adverse and burdensome US federal income tax rules and
consequences apply to US Holders that hold stock in a non-US
corporation classified as a passive foreign investment company
(PFIC) for US federal income tax purposes. In general, Woodside
would be treated as a PFIC in any taxable year in which, after
applying certain look-through rules, either:
1. at least 75% of its gross income for such taxable year, including
its pro rata share of the gross income of any corporation in
which it is considered to own at least 25% of the shares by
value, consists of passive income (which generally includes
dividends, interest, rents and royalties (other than rents
or royalties derived from the active conduct of a trade or
business) and gains from the disposition of passive assets)
2. at least 50% of its assets in such taxable year (ordinarily
determined based on fair market value and averaged quarterly
over the year), including its pro rata share of the assets of
any corporation in which Woodside is considered to own at
least 25% of the shares by value, produce or are held for the
production of passive income.
While Woodside does not anticipate becoming a PFIC in the
current or future taxable years, there can be no assurance that
it will not be a PFIC for any taxable year, as PFIC status is tested
each taxable year and depends on the composition of its assets
and income in such taxable year. If Woodside is classified as a
PFIC for any year during which a US Holder holds Woodside
Securities, Woodside will generally continue to be treated as a
PFIC for all succeeding years during which such US Holder holds
Woodside Securities. Because PFIC status is a fact- intensive
determination made on an annual basis and depends on the
composition of Woodside’s assets and income at such time,
no assurance can be given that Woodside is not or will not
become classified as a PFIC. If Woodside were later determined
to be a PFIC, you may be unable to make certain advantageous
elections with respect to your ownership of Woodside Securities
(including a ‘mark-to-market’ election or a ‘qualified electing
fund’ election) that would mitigate the adverse consequences of
Woodside’s PFIC status, or making such elections retroactively
could have adverse tax consequences to you. Woodside has
not sought and will not seek any rulings from the IRS or any
opinion from any tax adviser as to such tax treatment. Thus, the
anticipated reporting position of Woodside described herein is
not free from doubt. Woodside is not representing to you that
Woodside will not be treated as a PFIC for the current taxable
year or any subsequent taxable year.
Consistent with Woodside’s expectation, the remainder of this
discussion assumes that Woodside will not be treated as a PFIC
in the current taxable year or any subsequent taxable year.
THE PFIC RULES ARE COMPLEX AND UNCERTAIN. US
HOLDERS SHOULD CONSULT WITH, AND RELY SOLELY UPON,
THEIR TAX ADVISERS TO DETERMINE THE APPLICATION
OF THE PFIC RULES TO THEM AND ANY RESULTANT TAX
CONSEQUENCES.
Tax characterisation of distributions with respect to Woodside
Securities
If Woodside pays a distribution in cash or other property to US
Holders of Woodside Securities, such distribution generally will
constitute a dividend for US federal income tax purposes to the
extent paid from current or accumulated earnings and profits as
determined under US federal income tax principles. Distributions
in excess of current and accumulated earnings and profits
will constitute a return of capital that will be applied against
and reduce (but not below zero) the US Holder’s adjusted tax
basis in its Woodside Securities. Any remaining excess will be
treated as gain realised on the sale of Woodside Securities and
will be treated as in the section entitled ‘Gain or loss on sale or
188 | Annual Report 2022
other taxable exchange or disposition of Woodside securities’.
However, because Woodside does not expect to determine its
earnings and profits on the basis of United States federal income
tax principles, US holders should expect that any distribution
paid will generally be reported to them as a ‘dividend’ for US
federal income tax purposes.
The amount of any distribution paid in a foreign currency will be
equal to the US dollar value of such currency, translated at the
spot rate of exchange on the date such distribution is received,
regardless of whether the payment is in fact converted into US
dollars at that time. If the distribution is converted into US dollars
on the date of receipt, a US Holder should not be required to
recognise foreign currency gain or loss in respect of the income
attributable to such distribution. A US Holder may have foreign
currency gain or loss if the distribution is converted into US
dollars after the date of receipt. In general, foreign currency gain
or loss will be treated as US-source ordinary income or loss.
Distributions treated as dividends
Dividends paid by Woodside will be taxable to a corporate US
Holder at regular rates and will not be eligible for the dividends-
received deduction generally allowed to US corporations in
respect of dividends received from other US corporations.
Dividends Woodside pays to a non-corporate US Holder
generally will constitute a ‘qualified dividend’ that will be subject
to US federal income tax at the maximum tax rate accorded
to long-term capital gains if Woodside Securities are readily
tradable on an established securities market in the United States
or if Woodside is eligible for certain benefits under the tax treaty
between the United States and Australia and certain holding
period and other requirements are met, including that Woodside
is not classified as a PFIC during the taxable year in which the
dividend is paid or a preceding taxable year. If such requirements
are not satisfied, a non-corporate US Holder may be subject to
tax on the dividend at regular ordinary income tax rates instead
of the preferential rate that applies to qualified dividend income.
US Holders should consult with, and rely solely upon, their tax
advisers regarding the availability of the lower preferential rate
for qualified dividend income for any dividends paid with respect
to Woodside Securities.
Woodside believes that it currently is, and anticipates continuing
to be, eligible for benefits under the tax treaty between the
United States and Australia. Under a published IRS Notice,
common or ordinary shares, or ADSs representing such shares,
are considered to be readily tradable on an established securities
market in the United States if they are listed on the NYSE, as the
Woodside ADSs are expected to be so listed. However, based on
existing guidance, it is unclear whether the shares underlying the
ADSs will be considered to be readily tradable on an established
securities market in the United States, because only the ADSs
will be listed on a securities market in the United States. US
Holders are urged to consult with, and rely solely upon, their
own tax advisers regarding the availability of the favorable
rate applicable to qualified dividend income for any dividends
Woodside pays with respect to the ADSs.
Dividends paid with respect to Woodside Securities generally
will constitute foreign source income for US foreign tax credit
limitation purposes. Subject to certain complex conditions and
limitations, any Australian taxes withheld on any distributions
on Woodside Securities may be eligible for credit against a US
Holder’s federal income tax liability or, at such holder’s election,
may be eligible as a deduction in computing such holder’s
US federal taxable income. If a refund of the tax withheld is
available under the laws of Australia or under the tax treaty
between the United States and Australia, as amended, the
amount of tax withheld that is refundable will not be eligible
for such credit against a US Holder’s US federal income tax
liability (and will not qualify for the deduction against US federal
taxable income). If the dividends constitute qualified dividend
income as discussed above, the amount of the dividend taken
into account for purposes of calculating the foreign tax credit
limitation will generally be limited to the gross amount of the
dividend, multiplied by the reduced rate applicable to the
qualified dividend income, divided by the highest rate of tax
normally applicable to dividends. The limitation on foreign taxes
eligible for the credit is calculated separately concerning specific
classes of income. For this purpose, dividends distributed by
Woodside with respect to Woodside Securities will generally
constitute ‘passive category income.’ The rules relating to the
determination of the US foreign tax credit are complex, and US
Holders are urged to consult with, and rely solely upon, their
tax advisers regarding the availability of a foreign tax credit in
their particular circumstances and the possibility of claiming
an itemised deduction (in lieu of the foreign tax credit) for any
foreign taxes paid or withheld.
Withholding tax in Australia
The Australian withholding tax consequences of dividends
paid to non-Australian resident shareholders are outlined in
the section entitled ‘Material Australian tax considerations’. If
Australian dividend withholding tax is payable on dividends
from Woodside, US Holders should seek their own tax advice to
determine the Australian and US taxation implications.
Gain or loss on sale or other taxable exchange or disposition of
Woodside Securities
Upon a sale or other taxable exchange or disposition of
Woodside Securities (including any portion of a distribution
by Woodside treated as such per the section entitled ‘—Tax
Characterisation of Distributions with Respect to Woodside
Securities’), a US Holder generally will recognise capital gain or
loss in an amount equal to the dierence between (i) the sum
of the amount of cash and the fair market value of any property
received in such exchange or disposition and (ii) the US Holder’s
adjusted tax basis in its Woodside Securities so disposed of.
A US Holder’s adjusted tax basis in its Woodside Securities
generally will equal the US Holder’s purchase price, or if acquired
pursuant to the Special Dividend, the fair market value, (in each
case, expressed in US dollars) for the Woodside Securities,
reduced (but not below zero) by the amount of any prior
distributions paid to such US Holder that were treated as a return
of capital for US federal income tax purposes. Any such capital
189Woodside Energy Group Ltd |
gain or loss generally will be long-term capital gain or loss if
the US Holder held the Woodside Securities for more than one
year. Long-term capital gains recognised by non-corporate US
Holders will be eligible to be taxed at reduced rates. In addition,
the deductibility of capital losses is subject to limitations.
Gain or loss, if any, realised by a US Holder on the sale or other
disposition of Woodside Securities generally will be treated
as US source gain or loss for US foreign tax credit limitation
purposes. The use of US foreign tax credits relating to any
Australian tax imposed upon the sale or other disposition of
Woodside Securities may be unavailable or limited and may
depend upon the application of the tax treaty between the
United States and Australia to such US Holder. US Holders
are urged to consult with, and rely solely upon, their own tax
advisers regarding the tax consequences if Australian taxes are
imposed on or connected with a sale or other disposition of
Woodside Securities and their ability to credit any Australian tax
against their US federal income tax liability.
Australian CGT consequences
Australian capital gains tax (CGT) consequences of disposals of
Woodside Securities by US holders are outlined in the section
entitled ‘Material Australian Tax Considerations—Disposals of
Woodside shares’. If any tax is payable in Australia on a gain
accruing on the disposal of Woodside Securities, US Holders
should seek their own tax advice to determine the Australian and
US taxation implications.
Information reporting and backup witholding
Dividends with respect to Woodside Securities and proceeds
from the sale or exchange of Woodside Securities may be subject,
under certain circumstances, to information reporting and backup
withholding. Backup withholding will not apply, however, to a
US Holder that (i) is a corporation or entity that is otherwise
exempt from backup withholding (which, when required, certifies
as to its exempt status) or (ii) furnishes a correct taxpayer
identification number and makes any other required certification
on IRS Form W-9. Backup withholding is not an additional tax.
Rather, the US federal income tax liability (if any) of persons
subject to backup withholding will be reduced by the amount of
tax withheld. If backup withholding results in an overpayment
of taxes, a refund generally may be obtained, provided that the
required information is timely furnished to the IRS.
Additional information reporting requirements
Certain US Holders may be required to comply with certain
reporting requirements relating to the Woodside Securities
with respect to the holding of certain foreign financial
assets, including stock of foreign issuers (such as Woodside).
Penalties can apply if US Holders fail to satisfy such reporting
requirements. US Holders are urged to consult with, and rely
solely upon, their own tax advisers regarding the application of
these rules to their ownership of the Woodside Securities.
Material Australian tax considerations
Dividends (including other distributions treated as dividends
for Australian tax purposes) paid by Woodside to a US Holder
that is not an Australian resident for Australian tax purposes will
generally not be subject to Australian withholding tax if they are
fully franked (broadly, where a dividend is franked, tax paid by
Woodside is imputed to the shareholders).
Dividends paid to such US Holders, which are not fully franked,
will generally be subject to Australian withholding tax not
exceeding 15% only to the extent (if any) that the dividend is
neither:
• franked; nor
• declared by Woodside to be conduit foreign income. (Broadly,
this means that the relevant part of the dividend is declared
to have been paid out of foreign source amounts received
by Woodside that are not subject to tax in Australia, such as
dividends remitted to Australia by foreign subsidiaries).
The Australian withholding tax outcome described above
applies to US Holders who are eligible for benefits under the Tax
Convention between Australia and the US as to the Avoidance of
Double Taxation (the Australian Tax Treaty). Otherwise, the rate
of Australian withholding tax may be 30%.
In contrast, dividends (including other distributions treated as
dividends for Australian tax purposes) paid by Woodside to a US
Holder may instead by taxed by assessment in Australia if the US
Holder:
• is an Australian resident for Australian tax purposes (although
tax will generally not exceed 15% where the US Holder is
eligible for benefits under the Australian Tax Treaty as a treaty
resident of the US and any franking credits may be creditable
against their Australian income tax liability); or
• carries on business in Australia through a permanent
establishment as defined in the Australian Tax Treaty, or
performs personal services from a fixed base in Australia, and
the shareholding in respect of which the dividend is paid is
eectively connected with that permanent establishment or
fixed base, (however, in such a case any franking credits may
be creditable against the Australian income tax liability).
The treatment of dividends outlined above may be modified
where the shareholding in Woodside is held through a trust,
limited partnership, limited liability company, pension fund,
sovereign wealth fund or other investment vehicle. Aected
US Holders should seek their own advice in relation to such
arrangements.
Material Australian tax considerations—disposals of
Woodside Securities
Gains made by US Holders on the sale of Woodside Securities
will generally not be taxed in Australia.
However, the precise Australian tax treatment of gains made
by US Holders on the sale of Woodside Securities generally
depends on whether or not the gain is an Australian sourced
gain of an income nature for Australian income tax purposes.
Where the gain is of an income nature, a US Holder will generally
only be liable to Australian income tax on an assessment
basis (whether or not they are also an Australian resident for
190 | Annual Report 2022
Australian tax purposes) if:
• they are not eligible for benefits under the Australian Tax
Treaty and the gain is sourced in Australia for Australian tax
purposes; or
• they are eligible for benefits under the Australian Tax Treaty
but the gain constitutes any of the following (in which case the
gain will be deemed to have an Australian source):
• business profits of an enterprise attributable to a permanent
establishment situated in Australia through which the
enterprise carries on business in Australia; or
• income or gains from the alienation of property that form
part of the business property of a permanent establishment
of an enterprise that the US Holder has in Australia, or
pertain to a fixed base available to the US Holder in Australia
for the purpose of performing independent personal
services; or
• income derived from the disposition of shares in a company,
the assets of which consist wholly or principally of real
property (which includes rights to exploit or to explore
for nature resources) situated in Australia, whether such
assets are held directly or indirectly through one or more
interposed entities.
Where the gain is not taxed as Australian sourced income, the
US Holder will generally only be liable to Australian capital gains
tax on an assessment basis if they acquired (or are deemed to
have acquired) their Woodside Securities after 19 September
1985 and one or more of the following applies:
• the US Holder is an Australian resident for Australian tax
purposes; or
• the Woodside Securities have been used by the US Holder in
carrying on a business through permanent establishment in
Australia; or
• the Woodside Securities constitute an ‘indirect Australian
real properly interest’ for Australian CGT purposes – this will
generally be the case if the US Holder (either alone or together
with associates) directly or indirectly owns or owned 10% or
more of the issued share capital of Woodside at the time of
disposal or throughout a 12-month period during the two years
prior to the time of disposal and, at the time of the disposal,
the sum of market values of Woodside’s assets (held directly
or through interposed entities) that are not taxable Australian
real property at that time (which, for these purposes including
mining, quarrying or prospecting rights in respect of minerals,
petroleum or quarry materials situated in Australia); or
• the US Holder is an individual who is not eligible for benefits
under the Australian Tax Treaty as a treaty resident of the
US and elected on becoming a non-resident of Australia to
continue to have the Woodside Securities subject to Australian
capital gains tax.
In certain circumstances, if the Woodside Securities constitute
an ‘indirect Australian real property interest’ for Australian CGT
purposes, the purchaser may be required to withhold under
the non-resident CGT withholding regime an amount equal to
12.5% of the purchase price in situations including where the
acquisition is undertaken by way of an o-market transfer.
Aected US Holders should seek their own advice in relation to
how this withholding regime may apply to them.
The comments above on the sale of Woodside Securities do not
apply:
• to temporary residents of Australia who should seek advice
that is specific to their circumstances; or
• if the Investment Management Regime (IMR) applies to the
US Holder, which exempts from the Australian income tax and
capital gains tax gains made on disposal by certain categories
of non-resident funds – called IMR entities – of (relevantly)
portfolio interests in Australian public companies (subject to a
number of conditions). The IMR exemptions broadly apply to
widely held IMR entities in relation to their direct investments
and indirect investments made through an independent
Australian fund manager. The exemptions apply to gains made
by IMR entities that are treated as companies for Australian
tax purposes as well as gains made by non-resident investors
in IMR entities that are treated as trusts and partnerships for
Australian tax purposes.
THE FOREGOING DISCUSSION IS NOT TAX ADVICE OR A
COMPREHENSIVE DISCUSSION OF ALL US AND AUSTRALIAN
FEDERAL INCOME TAX CONSEQUENCES TO US HOLDERS OF
WOODSIDE SECURITIES. SUCH HOLDERS SHOULD CONSULT
WITH, AND RELY SOLELY UPON, THEIR OWN TAX ADVISERS
TO DETERMINE THE SPECIFIC TAX CONSEQUENCES TO THEM
OF THE OWNERSHIP AND DISPOSITION OF WOODSIDE
SECURITIES, INCLUDING THE EFFECT OF ANY US FEDERAL,
STATE, LOCAL, NON-US, OR OTHER TAX LAWS.
191Woodside Energy Group Ltd |
Key announcements 2022
January
Woodside completes Pluto Train 2 sell-down to
GIP
Non-cash impairment reversal and other items
Fourth quarter 2021 Report
Woodside to withdraw from Myanmar
February
Full-year 2021 results
Sustainable Development Report 2021
Climate Report 2021
March
Court dismisses challenges to environmental
approvals
Processing of Pluto gas starts at North West Shelf
April
Supporting information for shareholder vote on
merger released
First quarter 2022 report
May
Woodside shareholders approve merger
Woodside changes company name to Woodside
Energy Group Ltd and ticker code change
June
Woodside completes merger with BHP Petroleum
Admission to trading on the New York Stock
Exchange
Admission to trading on the London Stock
Exchange
Bumi appeal dismissed
July
Second quarter 2022 Report
Production guidance clarification
August
Segment reporting restatement and other items
Half-year 2022 results
October
Third quarter 2022 report
Change of additional Company Secretary
November
2023 full-year guidance
EVP Australian Operations Resignation
December
Investor Briefing Day 2022
January
2023
Fourth quarter 2022 Report
February
2023
Line-item guidance and other items
Events calendar 2023
February
27 Full-year 2022 results and briefing
27 Annual Report 2022
27 US Annual Report 2022 (Form 20-F)
27 Sustainable Development Report 2022
27 Climate Report 2022
March
8 Ex-dividend date for dividend entitlement
9 Record date for dividend entitlements
April
5 Payment of dividend
21 First quarter 2023 results
28 Annual General Meeting
June
30 Half-year end 2023
July
19 Second quarter 2023 results
August
24 Half-year 2023 results
October
18 Third quarter 2023 results
November
Investor Briefing Day 2023
December
31 Year-end 2023
Key calendar dates for Woodside shareholders in 2023.
Please note dates are subject to review.
192 | Annual Report 2022
AUSTRALIA
Perth (HEAD OFFICE)
Mia Yellagonga
11 Mount Street, Perth WA 6000, Australia
T: +61 8 9348 4000
Postal address: GPO Box D188, Perth WA
6840, Australia
Karratha
The Quarter HQ, Level 3, 24 Sharpe
Avenue Karratha WA 6714, Australia
T: 1800 634 988
Postal address: PO Box 517 Karratha WA
6714, Australia
Roebourne
39 Roe Street, Roebourne WA 6718,
Australia
T: 1800 634 988
Canberra
Suite 12.03, 15 London Circuit, Canberra
ACT 2601, Australia
T: +61 8 9348 4000
Melbourne
Level 3, 162 Collins Street, Melbourne
Victoria 3000, Australia
T: +61 8 9348 4000
Launceston
96 Tamar Street, Launceston Tasmania
7250, Australia
T: +61 8 9348 4000
AMERICAS
Houston
1500 Post Oak Blvd, Houston TX 77056,
USA
T: +1 713 961 8500
Calgary
Suite 3750, 421-7th Avenue SW Calgary
Alberta T2P 4K9, Canada
T: +1 855 956 0916
Postal address: PO Box 22240 Bankers
Hall Calgary Alberta T2P 4J6 Canada
Mexico City
Avenida Ejercito Nacional 769 Torre B,
Piso 3, Col. Granada, Migual Hidalgo,
Ciudad de Mexico 11520, Mexico
T: +52 55 9156 9635
Port of Spain
Invaders Bay Tower, Invaders Bay
o Audrey Jeers Highway, Port of Spain
W.I, Trinidad and Tobago
T: +1 868 821 5200
AFRICA
Dakar
Serenity Building, 1 Route du King Fahd
Palace 2nd & 3rd floor, Almadie, Dakar,
Senegal
T: +221 32 824 40 60
ASIA-PACIFIC
Beijing
16/F, West Tower, 1607, World Financial
Centre
No. 1 East 3rd Ring Middle Road
Chaoyang District, Beijing, 100020 China
T: +86 10 8591 0577
Dili
Palm Business and Trade Centre Block
E01-06 Surik Mas, Fatumeta Bairro Pite
Dili, Timor-Leste
T: +670 3310804
Seoul
11F Kwanghwamun Building 149, Sejong-
daero, Jongno-gu Seoul 03186, Republic
of Korea
T: +82 2 739 3290
Singapore
12 Marina View, Asia Square Tower 2
#18-03 Singapore 018961, Singapore
T: +65 6709 8000
Tokyo
Imperial Tower, 1-1 Uchisaiwaicho 1-Chome
Chiyoda-ku Tokyo 100-0011, Japan
T: +81 3 3501 7031
UNITED KINGDOM
London
Level 3, 10-12 Cork Street London,
England W1S 3NP United Kingdom
T: +44 20 7009 3900
SECTION 6.5
Business directory
193Woodside Energy Group Ltd |
Producing facilities
Australia
Asset Role Equity Infrastructure Capacity (100% project) Product
Pluto LNG
Operator 90% Pluto LNG Plant (onshore gas
plant)
LNG: 4.9 Mtpa
Domestic gas: 25 TJ/d
Condensate: 1,140 tonnes/d
LNG, pipeline gas and
condensate
Pluto Platform
(steel jacket fixed platform)
Dry gas: 1,320 MMscf/d Gas and condensate
North West Shelf
1
Operator 33.33% Karratha Gas Plant
(onshore gas plant)
LNG: 16.9 Mtpa
Domestic Gas: 630 TJ/d
Condensate: 14,385 tonnes/d
LNG, pipeline gas, condensate
and NGLs
North Rankin Complex
(steel jacket fixed platform)
Dry gas: 60,000 tonnes/d
Condensate: 6,200 tonnes/d
Gas and condensate
Goodwyn A Platform
(steel jacket fixed platform)
Dry gas: 38,000 tonnes/d
Condensate: 18,000 tonnes/d
Gas and condensate
Angel Platform
(steel jacket fixed platform)
Dry gas: 21,500 tonnes/d
Condensate: 5,270 tonnes/d
Gas and condensate
Wheatstone
2
Non-operator 13% Wheatstone LNG Plant
(onshore gas plant)
LNG: 8.9 Mtpa
Domestic gas: 200 TJ/d
Condensate: 8,661 sm3/d
LNG, pipeline gas and
condensate
Wheatstone Platform (steel
gravity structure platform)
Dry gas: 1,970 MMscf/d
Condensate: 8,600 sm3/d
Gas and condensate
Okha FPSO Operator 50% FPSO Oil: 60 kbbl/d
Gas: 82 MMscf/d
Crude oil
Ngujima-Yin FPSO Operator 60% FPSO Oil: 120 kbbl/d Oil
Bass Strait Non-operator 50% Longford (onshore gas plant) Gas: 1,040 TJ/day
Crude oil and condensate:
65,000 bbl/d
Liquefied petroleum gas:
5,150 tonnes/d
Ethane: 850 tonnes/d
Crude oil and condensate,
pipeline gas and NGLs
Long Island Point (onshore
processing and storage plant)
Barracouta (steel jacket
platform and West Barracouta
subsea tieback)
Snapper (steel jacket
platform)
Marlin/Turrum (steel jacket
platform)
Tuna/West Tuna (steel jacket
platform and concrete gravity
structure)
Oil Block (steel jacket
platform)
32.5% Kipper (subsea tieback to
West Tuna)
Pyrenees FPSO Operator 40-71.4% FPSO Oil: 96,000 bbl/d Crude oil
Macedon Operator 71.4% Onshore single-train gas plant Gas: 220 MMscf/d
Condensate: 110 bbl/d
Pipeline gas
1. The North West Shelf consists of a number of active joint ventures. Woodside’s participating interest is 33.33% in all of these apart from the NWS joint ventures with CNOOC. Woodside’s participating
interest in the CLNG JV is 25% and in the Extended Interest JVs is 31.567%.
2. The Wheatstone assets processes gas from several oshore gas fields, including the Julimar and Brunello fields, for which Woodside has 65% participating interest and is the operator.
SECTION 6.6
Asset facts
194 | Annual Report 2022
International
Asset Role Equity Infrastructure Capacity (100% project) Product
Greater Angostura Operator 45% Angostura – Block 2(c)
(central processing platform)
Oil:100,000 bbl/d
Gas: 340 MMscf/d
Crude oil and condensate and
pipeline gas
68.46% Ruby – Block 3(a)
(well protector platform)
Greater Shenzi Operator 72% Tension leg platform Oil: 100,000 bbl/d
Gas: 50 MMscf/d
LNG, pipeline gas, condensate
and NGLs
Atlantis Non-operator 44% Semi-submersible wet tree
development
Oil: 200,000 bbl/d
Gas: 180 MMscf/d
LNG, pipeline gas and
condensate
Mad Dog Non-operator 23.9% Phase 1 (A-Spar)
(subsea truss spar)
Oil:100,000 bbl/d
Gas: 60 MMscf/d
Crude oil and condensate,
pipeline gas and NGLs
Phase 2 (Argos)
(semi-submersible floating)
1
Oil: 140,000 bbl/d
Gas: 75 MMscf/d
Crude oil and condensate,
pipeline gas and NGLs
1. Mad Dog Phase 2 has not achieved ready for start up.
Post FID
Asset Role Equity Infrastructure Capacity (100% project) Product
Scarborough Operator 100% Semi-submersible FPU Dry gas: 33,582 tonnes/day
LNG: 5.0 Mtpa
Domestic gas: 225 TJ/d
LNG, pipeline gas and
condensate
51% Pluto Train 2
(onshore gas plant)
Sangomar Operator 82% FPSO Oil: 100,000 bbl/d Crude oil
Pre FID
Asset Role Equity Product
Trion Operator 60% Crude oil
Projects
195Woodside Energy Group Ltd |
Country Permit Role Joint venture Comment
Australia G-7-AP Non-operator Bonaparte CCS Assessment Joint
Venture
Located in the Bonaparte Basin o the north-
western coast of the Northern Territory
G-8-AP Operator Browse Joint Venture For carbon capture and storage evaluation for
Browse
G-10-AP Operator Northern Carnarvon Basin CCS Joint
Venture
Located in the Northern Carnarvon Basin o the
north west coast of Western Australia
Greenhouse gas assessement permits
Asset Role Equity Product
Calypso Operator 70% Gas
Browse Operator 30.6% LNG, pipeline gas and condensate
Liard Operator 100% Gas
Non-operator 50% Gas
Wildling
1
Operator 100% Crude oil and condensate, pipeline gas and NGLs
Sunrise Operator 33.44% LNG, pipeline gas and condensate
Myanmar A-6
2
Joint operator 40% N/A
1. Woodside does not plan to pursue any further Wildling development activities in Blocks GC564 or GC520.
2. Withdrawing; handover in progress.
Developments
Asset Role Equity Product
H2OK Operator 100% Liquid hydrogen
H2Perth Operator 100% Hydrogen and ammonia
Hydrogen Refueller @H2Perth Operator 100% Hydrogen
H2TAS Operator 100% Hydrogen and ammonia
Woodside Solar Operator 100% Solar energy
Southern Green Hydrogen
2
Preferred partner - Hydrogen and ammonia
Heliogen Non-operating partner N/A Solar energy
1. Subject to FID and regulatory approvals
2. Woodside’s equity in Southern Green Hydrogen is subject to finalising commercial agreements.
New energy opportunities
1
196 | Annual Report 2022
Exploration
Country Permit Role Equity Product
Asia-Pacific
Australia WA-526-P Non-operator 50% Gas prone basin
WA-356-P Operator 65% Gas prone basin
WA-536-P Operator 65% Gas prone basin
WA-550-P Operator 100% Gas prone basin
NT/P86 Operator 100% Gas prone basin
Myanmar
1
A-7 Operator Relinquished, formalities pending Gas prone basin
AD-7 Non-operator Relinquished, formalities pending Gas prone basin
AD-1 Joint operator Relinquished, formalities pending Gas prone basin
AD-8 Joint operator Relinquished, formalities pending Gas prone basin
Republic of Korea 8, 6-1N Joint operator Exit initiated Gas prone basin
Europe
Ireland FEL 5/13 Operator Exit initiated Oil or gas prone basin
Africa
Senegal Rufisque, Sangomar and Sangomar Deep Operator 90% Oil prone basin
Congo Marine XX Non-operator 22.5% Oil or gas prone basin
Egypt Red Sea Block 1 Non-operator 45% Oil or gas prone basin
Red Sea Block 3 Non-operator 30% Oil and gas prone basin
Red Sea Block 4 Non-operator 25% Oil and gas prone basin
Caribbean
Barbados Carlisle Bay, Bimshire Operator 60% Oil or gas prone basin
Trinidad and Tobago TTDAA5 MDP
2
Operator 65% Gas prone basin
Latin America
Peru 108 Non-operator Exit initiated Oil or gas prone basin
North America
Canada (oshore)
EL1157
Operator Exit initiated Oil or gas prone basin
EL1158
Operator Exit initiated Oil or gas prone basin
US Gulf of Mexico
GB 640, GB 641, GB 685, GB 555, GB 556, GB 726,
GB 770, GB 771, GB 604, GB 605, GB 647, GB 648,
GB 649, GB 772, GB 728, GB 729, GB 773, GB 774,
GB 421, GB 464, GB 465, GB 508, GB 509, GB 736,
GB 780, GB 824
Non-operator 40% Oil prone basin
GB 574, GB 575, GB 619, GB 529, GB 530, GB 531
Operator 40%
3
Oil prone basin
GB 630, GB 719, GB 720, GB 763, GB 807, GB 501,
GB 502, GB 545, GB 676, GB 677, GB 721, GB 762,
GB 805, GB 806, GB 851, GB 852, GB 895, GB 672,
GB 716, GB 760
Operator 60% Oil prone basin
GC 282, GC 237
Non-operator 50% Oil prone basin
GB 663, GB 664, GB 678, GC 564, EB 566, EB 567,
EB 610, EB 611
Operator 100% Oil prone basin
EB 655, EB 656, EB 699, EB 700, EB 701, AC 34,
AC 36, AC 78, AC 80, EB 870, EB 871, EB 872,
EB 914, EB 915, EB 742, EB 785, EB 786, EB 830,
AC 127, AC 170, AC 39, AC 81, AC 82
Operator 70% Oil prone basin
MC 798, MC 842
Non-operator 45% Oil prone basin
GC 679, GC 768
Non-operator 31.9% Oil prone basin
GC 238
Non-operator 60% Oil prone basin
MC 368, MC 369, MC 411, MC 412, MC 455, MC 456
Non-operator 25% Oil prone basin
GC 80, GC 123, GC 124, GC 168
Operator 75% Oil prone basin
GC 738, GC 870
Non-operator 23.9% Oil prone basin
1. Woodside announced its decision to withdraw from its interests in Myanmar on 27 January 2022.
2. Market Development Phase Area (MDP).
3. Pending regulatory assignment approval.
197
Woodside Energy Group Ltd |
Certain parts of this report contain financial measures that
have not been prepared in accordance with IFRS and are not
recognised measures of financial performance or liquidity under
IFRS. In addition to the financial information contained in this
report presented in accordance with IFRS, certain ‘non-GAAP
financial measures’ (as defined in Item 10(e) of Regulation S-K
under the US Securities Act of 1933, as amended) have been
included in this report. These measures include EBIT, EBITDA
excluding impairment, Gearing, Underlying NPAT, Net debt, Free
cash flow, Capital expenditure, Exploration expenditure, Net
tangible assets, and Net tangible asset per ordinary security.
These non-IFRS financial measures are defined section 6.8 -
Glossary, units of measure and conversion factors. This section
provides a reconciliation of these measures to Woodside's
Financial Statements.
Woodside believes that the non-IFRS financial measures it
presents provide a useful means through which to examine
the underlying performance of its business. These measures,
however, should not be considered to be an indication of, or
alternative to, corresponding measures of gross profit, net profit,
cash flows from operating activities, or other figures determined
in accordance with IFRS. In addition, such measures may not be
comparable to similar measures presented by other companies.
Undue reliance should not be placed on the non-IFRS financial
measures contained in this report, and the non-IFRS financial
measures should not be considered in isolation or as a substitute
for financial measures computed in accordance with IFRS.
Although certain of these data have been extracted or derived
from Woodside’s Financial Statements, these data have not
been audited or reviewed by Woodside’s independent auditors.
You are urged to read carefully the audited Full-year Financial
Statements and related notes thereto.
Definition and calculation of non-IFRS financial information
Non-IFRS financial
information
Why is the non-IFRS financial
information useful
Calculation
methodology
EBIT Used to assess the Group’s operational profitability excluding net finance costs
and taxation expense. This assists management in tracking the performance of
the Group from its operations only.
Calculated as profit before income tax, PRRT and net
finance costs.
EBITDA excluding
impairment
Used to assess the Group’s operational profitability excluding net finance costs,
taxation expense, depreciation and amortisation and impairment losses/reversals.
This measure assesses the performance of the Group’s segments and aids
decision making of resource allocation.
Calculated as profit before income tax, PRRT, net finance
costs, depreciation and amortisation, impairment losses,
impairment reversals.
Underlying NPAT Used to assess the Group’s financial performance by excluding the impacts of
exceptional items. This measure indicates the performance from the Group’s
core operations only and is used by management to aid decision making of
resource allocation.
Net profit after tax from the Group’s operations excluding any
exceptional items (refer to the reconciliation in this section for
the list of specific items for each financial year).
Investment
expenditure
Used to assess ecient deployment of capital for oil and gas properties,
evaluation capitalised and exploration and evaluation expenditure. Management
uses this measure as support for decision making to maintain and improve
productive capacity.
Includes capital additions on oil and gas properties,
evaluation capitalised and exploration and evaluation
expenditure less amortisation of licence acquisition costs
and prior year exploration expense written o.
Capital expenditure Used to assess ecient deployment of capital for oil and gas properties and
evaluation capitalised. Management uses this measure as support for decision
making to maintain and improve productive capacity.
Includes capital additions on oil and gas properties and
evaluation capitalised.
Exploration
expenditure
Used to assess ecient deployment of capital for exploration and evaluation
expenditure. Management uses this measure as support for decision making to
maintain and improve productive capacity.
Includes exploration and evaluation expenditure less
amortisation of licence acquisition costs and prior year
exploration expense written o.
Free cash flow Used to evaluate the cash available for financing activities, including shareholder
distributions and debt servicing, after investment in maintaining and growing the
Group’s operations This measure is used as a key indicator of the level of cash the
Group has at its disposal.
Cash flow from operating activities (excluding payments to
cash reserves) and cash flow from investing activities.
Net debt Net debt measures how the Group manages our balance sheet and capital
structure. Management uses this measure to track the level of debt of the Group.
Interest-bearing liabilities and lease liabilities less cash and
cash equivalents.
Net tangible assets Used to assess the Group’s net assets (excluding intangible) to assess how much
risk the Group carries in liquidity, solvency and assets for financing purposes.
The Group’s net assets less goodwill, non-controlling interest
and intangible assets.
Net tangible assets
per ordinary security
Used by management to assess the Group’s investment strategy in comparison to
the Group’s share price.
Net tangible assets divided by the number of issued and
fully paid shares.
Gearing Used to monitor the Group’s net debt relative to the Group’s total net debt and
equity. This measure assists management in monitoring the Group’s leverage.
Net debt divided by the total of net debt and equity
attributable to equity holders of the parent.
SECTION 6.7
Alternative performance measures
198 | Annual Report 2022
APMs derived from Consolidated Income Statement
2022
US$m
2021
US$m
2020
US$m
EBIT/EBITDA excluding impairment
Net profit/(loss) after tax 6,575 2,036 (3,975)
Adjusted for:
Finance income (155) (27) (58)
Finance costs 167 230 327
PRRT expense/(benefit) (313) 297 (439)
Income tax expense/(benefit) 2,912 957 (1,026)
EBIT 9,186 3,493 (5,171)
Adjusted for:
Oil and gas properties depreciation and amortisation 2,798 1,549 1,689
Amortisation of licence acquisition costs 10 3 12
Depreciation of lease assets 140 108 94
Depreciation of other plant and equipment - 30 29
Impairment losses - 10 5,269
Impairment reversals (900) (1,058) -
EBITDA excluding impairment 11,234 4,135 1,922
Underlying NPAT
Net profit/(loss) after tax attributable to equity holders of the parent 6,498 1,983 (4,028)
Adjusted for the following exceptional items:
Add: Merger transaction costs 419 - -
Add: Orphan Basin exit fee 142 - -
Add: Myanmar exit - 209 -
Add: Kitimat exit costs - 33 -
Add: Joint venture recoveries - 4 -
Add: Impairment losses - - 3,923
Add: Recognition of the Corpus Christi onerous contract provision - - 447
Add: Other - - 105
Less: Derecognition of the Corpus Christi onerous contract provision (245) - -
Less: Impairment reversal (post-tax) (630) (582) -
Less: Pluto PRRT DTA recognition (954) - -
Less: Pluto price adjustment - (27) -
Underlying NPAT 5,230 1,620 447
APMs derived from Consolidated Cash Flow Statement and Other Notes
2022
US$m
2021
US$m
2020
US$m
Capital expenditure
Capital additions on evaluation 119 453 310
Capital additions on oil and gas properties 3,904 2,178 1,591
Capital expenditure 4,023 2,631 1,901
Exploration expenditure
Exploration and evaluation expenditure 470 322 81
Adjusted for:
Amortisation expense (10) (3) (12)
Prior year expense written o (164) (265) (2)
Exploration capitalised 122 42 45
Exploration expenditure 418 96 112
Investment expenditure 4,441 2,727 2,013
Free cash flow
Cash flow from operating activities 8,811 3,792 1,849
Adjusted for:
Payments to cash reserves - - -
Cash flow used in investing activities (2,265) (2,941) (2,112)
Free cash flow 6,546 851 (263)
199Woodside Energy Group Ltd |
APMs derived from Consolidated Balance Sheet
2022
US$m
2021
US$m
2020
US$m
Net tangible assets per ordinary security
Net assets 37,127 14,229 12,875
Adjusted for:
Goodwill (4,614) - -
Non-controlling interest (791) (786) (800)
Intangible assets (55) (2) (1)
Net tangible assets 31,667 13,441 12,074
Number of issued and fully paid shares 1,898,749,771 969,631,826 962,225,814
Net tangible assets per ordinary security 16.68 13.86 12.55
Gearing
Interest-bearing liabilities (Current and non-current) 5,138 5,430 6,214
Lease liabilities (Current and non-current) 1,634 1,367 1,278
Adjusted for:
Cash and cash equivalents (6,201) (3,025) (3,604)
Add: restricted cash 12 - -
Net debt 583 3,772 3,888
Equity attributable to equity holders of the parent 36,336 13,443 12,075
Total net debt and equity attributable to equity holders of the parent 36,919 17,215 15,963
Gearing (%) 1.6 21.9 24.4
200 | Annual Report 2022
$, $m US dollars unless otherwise stated, millions of dollars
1P Proved reserves
2C Best Estimate of Contingent resources
2P Proved plus Probable reserves
ADR American Depository Receipts
AGM Annual General Meeting
ASX Australian Securities Exchange
A$ Australian dollars
Brent Intercontinental Exchange (ICE) Brent Crude deliverable
futures contract (oil price)
Capital expenditure Includes capital additions on oil and gas properties and
evaluation capitalised
Carbon credit A tradable financial instrument that is issued by a
carbon-crediting program. A carbon credit represents a
greenhouse gas emission reduction to, or removal from,
the atmosphere equivalent to 1 tCO-e, calculated as the
dierence in emissions from a baseline scenario to a project
scenario. Carbon credits are uniquely serialised, issued,
tracked and retired or administratively cancelled by means
of an electronic registry operated by an administrative
body, such as a carbon-crediting program
Cash margin Revenue from sale of produced hydrocarbons less
production costs, royalties, excise and levies, insurance,
inventory movement, shipping and direct sales costs
and other hydrocarbon costs; excludes exploration
and evaluation, general administrative and other costs,
depreciation and amortisation, PRRT and income tax
CCS Carbon capture and storage
CCUS Carbon capture utilisation and storge
CHF Swiss francs
CO Carbon dioxide
CO-e CO equivalent. The universal unit of measurement to
indicate the global warming potential of each of the
seven greenhouse gases, expressed in terms of the global
warming potential of one unit of carbon dioxide. It is
used to evaluate releasing (or avoiding releasing) any
greenhouse gas against a common basis
1
Condensate Hydrocarbons that are gaseous in a reservoir but that
condense to form liquids as they rise to the surface
cps Cents per share
Decarbonisation Woodside uses this term to describe activities or pathways
that have the eect of moving towards a state that is lower
carbon, as defined in this glossary
DRP Dividend reinvestment plan
EBIT Calculated as profit before income tax, PRRT and net
finance costs
EBITDA excluding
impairment
Calculated as profit before income tax, PRRT, net finance
costs, depreciation and amortisation, impairment losses,
impairment reversals
EPS Earnings per share
Equity greenhouse
gas emissions
Woodside sets its Scope 1 and 2 greenhouse gas emissions
reduction targets on an equity basis. This ensures that the
scope of its emissions reduction targets is aligned with
its economic interest in its investments. Equity emissions
reflect the greenhouse gas emissions from operations
according to Woodside’s share of equity in the operation.
Its equity share of an operation reflects its economic
interest in the operation, which is the extent of rights it has
to the risks and rewards flowing from the operation
2
Exploration
expenditure
Includes exploration and evaluation expenditure less
amortisation of licence acquisition costs and prior year
exploration expense written o
FEED Front-end engineering design
FID Final investment decision
FPSO Floating production storage and ooading
FPU Floating production unit
Free cash flow Cash flow from operating activities less cash flow from
investing activities
FVLCD Fair value less costs to dispose
GAAP Generally Accepted Accounting Principles
GDP Gross domestic product
Gearing Net debt divided by the total of net debt and equity
attributable to equity holders of the parent
GHG or greenhouse
gas
The seven greenhouse gases listed in the Kyoto Protocol
are: carbon dioxide (CO); methane (CH); nitrous oxide
(N0); hydrofluorocarbons (HFCs); nitrogen trifluoride
(NF); perfluorocarbons (PFCs); and sulphur hexafluoride
(SF)
1
Gross margin Gross profit divided by operating revenue. Gross profit
excludes income tax, PRRT, net finance costs, other income
and other expenses
GWF Greater Western Flank
H1, H2 Halves of the calendar year (H1 is 1 January to 30 June and
H2 is 1 July to 31 December)
HSE Health, safety and environment
IFRS International Financial Reporting Standards
Investment
expenditure
Includes capital expenditure and exploration expenditure
JCC The Japan Customs-cleared Crude is the average price of
customs-cleared crude oil imports into Japan as reported
in customs statistics (also known as ‘Japanese Crude
Cocktail’) and is used as a reference price for long-term
supply LNG contracts
JV Joint venture
KGP Karratha Gas Plant
Liquidity Total cash and cash equivalents and available undrawn
debt facilities
LNG Liquified natural gas
Lower carbon Woodside uses this term to describe the characteristic of
having lower levels of associated potential GHG emissions
when compared to historical and/or current conventions
or analogues, for example relating to an otherwise similar
resource, process, production facility, product or service,
or activity
Glossary
All footnotes related to this page are displayed on the next page.
SECTION 6.8
Glossary, units of measure and
conversion factors
201Woodside Energy Group Ltd |
Lower carbon
portfolio
For Woodside, a lower carbon portfolio is one from which
the net equity scope 1 and 2 greenhouse gas emissions,
which includes the use of osets, are being reduced
towards targets, and into which new energy products and
lower carbon services are planned to be introduced as a
complement to existing and new investments in oil and gas.
Our Climate Policy sets out the principles that we believe
will assist us achieve this aim.
Lower carbon
services
Woodside uses this term to describe technologies, such as
CCUS or osets that could be used by customers to reduce
their net greenhouse gas emissions
LSE London Stock Exchange
Net debt Interest-bearing liabilities and lease liabilities less cash and
cash equivalents
Net equity
greenhouse gas
emissions
Woodside’s equity share of net greenhouse gas emissions
Net greenhouse gas
emissions
Woodside has set its Scope 1 and 2 greenhouse gas
emissions reduction targets on a net basis, allowing for
both direct emissions reductions from its operations and
emissions reductions achieved from the use of osets. Net
greenhouse gas emissions are equal to an entity’s gross
greenhouse gas emissions reduced by the number of
retired carbon credits
Net profit
attributable to
equity holders of the
parent
Net profit after tax excluding non-controlling interests from
the Group’s operations
Net tangible assets The Group’s net assets less goodwill, non-controlling
interest and intangible assets
Net tangible assets
per ordinary security
Net tangible assets divided by the number of issued and
fully paid shares
Net zero Net zero emissions are achieved when anthropogenic
emissions of greenhouse gases to the atmosphere are
balanced by anthropogenic removals over a specified
period. Where multiple greenhouse gases are involved, the
quantification of net zero emissions depends on the climate
metric chosen to compare emissions of dierent gases
(such as global warming potential, global temperature
change potential, and others, as well as the chosen time
horizon)
3
New energy Woodside uses this term to describe energy technologies,
such as hydrogen or ammonia, that are emerging in
scale but which are expected to grow during the energy
transition due to having lower greenhouse gas emissions at
the point of use than conventional fossil fuels
NGLs Natural gas liquids
NPAT Net profit after tax
NWS North West Shelf
NYSE New York Stock Exchange
Osets The compensation for an entity’s greenhouse gas emissions
within its scope by achieving an equivalent amount of
emission reductions or removals outside the boundary or
value chain of that entity
PRRT Petroleum resources rent tax
PSC Production sharing contract
PSE Process safety event
Revenue from
ordinary activities
Revenue from the sale of hydrocarbons, processing and
services revenue and shipping and other revenue
RFSU Ready for start up
RSSD Rufisque Oshore, Sangomar Oshore and Sangomar
Deep Oshore
Scope 1 GHG
emissions
Direct GHG emissions. These occur from sources that
are owned or controlled by the company, for example,
emissions from combustion in owned or controlled boilers,
furnaces, vehicles, etc.; emissions from chemical production
in owned or controlled process equipment. Woodside
estimates greenhouse gas emissions, energy values and
global warming potentials are estimated in accordance with
the relevant reporting regulations in the jurisdiction where
the emissions occur (e.g. Australian National Greenhouse
and Energy Reporting (NGER), US EPA Greenhouse Gas
Reporting Program (GHGRP)). Australian regulatory
reporting principles have been used for emissions in
jurisdictions where regulations do not yet exist
2
Scope 2 GHG
emissions
Electricity indirect GHG emissions. Scope 2 accounts for
GHG emissions from the generation of purchased electricity
consumed by the company. Purchased electricity is defined
as electricity that is purchased or otherwise brought into
the organisational boundary of the company. Scope 2
emissions physically occur at the facility where electricity is
generated. Woodside estimates greenhouse gas emissions,
energy values and global warming potentials are estimated
in accordance with the relevant reporting regulations in
the jurisdiction where the emissions occur (e.g. Australian
National Greenhouse and Energy Reporting (NGER),
US EPA Greenhouse Gas Reporting Program (GHGRP)).
Australian regulatory reporting principles have been used
for emissions in jurisdictions where regulations do not yet
exist
2
Scope 3 GHG
emissions
Other indirect GHG emissions. Scope 3 is a reporting
category that allows for the treatment of all other indirect
emissions. Scope 3 emissions are a consequence of the
activities of the company, but occur from sources not
owned or controlled by the company. Some examples
of Scope 3 activities are extraction and production of
purchased materials; transportation of purchased fuels; and
use of sold products and services. Please refer to the data
table on page 58 of the Climate Report 2022 for further
information on the Scope 3 emissions categories reported
by Woodside
2
Target Woodside uses this term to describe an intention to
seek the achievement of an outcome, where Woodside
considers that it has developed a suitably defined plan or
pathway to achieve that outcome
TCFD Taskforce on Climate-related Financial Disclosures.
Tier 1 PSE A typical Tier 1 process safety event is loss of containment
of hydrocarbons greater than 500 kg (in any one-hour
period)
Tier 2 PSE A typical Tier 2 process safety event is loss of containment
of hydrocarbons greater than 50 kg but less than 500 kg
(in any one-hour period)
TRIR Total recordable injury rate. The number of recordable
injuries (fatalities, lost workday cases, restricted work day
cases and medical treatment cases) per million work hours
Underlying NPAT Net profit after tax from the Group’s operations excluding
any exceptional items
Unit production
costs
Production costs ($ million) divided by production volume
(MMboe)
US, USA United States of America
USD US dollars
WA Western Australia
1. See IFRS Foundation 2021: Climate Related Disclosures Prototype. Appendix A. The IFRS published a further consultation document subsequent to the 2021 prototype. As it did not contain a updated
definition of Paris-Aligned scenarios Woodside has retained use of the previous edition.
2. World Resources Institute and World Business Council for Sustainable Development 2004. “GHG Protocol: a corporate accounting and reporting standard”.
3. IPCC, 2018: Annex I: Glossary [Matthews, J.B.R. (ed.)]. In: Global Warming of 1.5°C. An IPCC Special Report on the impacts of global warming of 1.5°C above pre-industrial levels and related global
greenhouse gas emission pathways, in the context of strengthening the global response to the threat of climate change, sustainable development, and eorts to eradicate poverty [Masson-Delmotte,
V., P. Zhai, H.-O. Pörtner, D. Roberts, J. Skea, P.R. Shukla, A. Pirani, W. Moufouma-Okia, C. Péan, R. Pidcock, S. Connors, J.B.R. Matthews, Y. Chen, X. Zhou, M.I. Gomis, E. Lonnoy, T. Maycock, M. Tignor,
and T. Waterfield (eds.)]. In Press. Page 555.
202
| Annual Report 2022
Term Definition
bbl barrel
Bcf billion cubic feet of gas
boe barrel of oil equivalent
boe/d barrels of oil equivalent per day
CO2-e carbon dioxide equivalent
Mbbl thousand barrels
Mboe thousand barrels of oil equivalent
MMboe million barrels of oil equivalent
MMBtu million British thermal units
MMscf million standard cubic feet of gas
Mtpa million tonnes per annum
MW megawatt
scf standard cubic feet of gas
tpd tonnes per day
Product Unit Conversion factor
Natural gas
5,700 scf
1 boe
Condensate
1 bbl
1 boe
Oil
1 bbl
1 boe
Natural gas liquids (NGL)
1 bbl
1 boe
Facility Unit LNG conversion factor
Karratha Gas Plant
1 tonne
8.08 boe
Pluto Gas Plant
1 tonne
8.34 boe
Wheatstone
1 tonne
8.27 boe
Units of measure Conversion factors
The LNG conversion factor from tonne to boe is specific to volumes produced at each facility and
is based on gas composition which may change over time.
203
Woodside Energy Group Ltd |
Unreasonable prejudice
As permitted by sections 299(3) and 299A(3) of the
Corporations Act 2001, we have omitted certain information
from our operating and financial review in relation to our
business strategy, future prospects and likely developments in
our operations and the expected results of those operations in
future financial years. We have done this on the basis that such
information, if disclosed, would be likely to result in unreasonable
prejudice to Woodside (for example, because the information is
premature, commercially sensitive, confidential or could give a
third-party a commercial advantage). The omitted information
relates to our internal budgets, forecasts and estimates, details
of our business strategy, and LNG contractual pricing.
Forward-looking statements
This report may contain forward-looking statements with respect
to Woodside’s business and operations, market conditions, results
of operations and financial condition, including, for example, but
not limited to, statements about expectations regarding long-
term demand for Woodside’s products, timing of completion
of Woodside’s projects, expected synergies from the merger
with BHP's petroleum business, expectations regarding growth
opportunities, Woodside’s strategic framework, Woodside’s
dividend policy, future results of projects, operating activities,
and new energy products, and expectations regarding the
achievement of Woodside’s Scope 1 and 2 net equity emissions
reduction and new energy investment target and other climate,
sustainability and ESG goals. All forward-looking statements
contained in this report reflect Woodside’s views held as at
the date of this report. All statements, other than statements
of historical or present facts, are forward-looking statements
and generally may be identified by the use of forward-looking
words such as ‘guidance’, ‘foresee’, ‘likely’, ‘potential’, ‘anticipate’,
‘believe’, ‘aim’, ‘estimate’, ‘expect’, ‘intend’, ‘may’, ‘target’, ‘plan’,
‘forecast’, ‘project’, ‘schedule’, ‘will’, ‘should’, ‘seek’ and other
similar words or expressions. Similarly, statements that describe
the objectives, plans, goals or expectations of Woodside are or
may be forward-looking statements.
The information and statements in this report about Woodside’s
future strategy and other forward-looking statements are not
guidance, forecasts, guarantees or predictions of future events
or performance, but are in the nature of aspirational targets that
Woodside has set for itself and its management of the business.
Those statements and any assumptions on which they are based
are only opinions and are subject to change without notice and
are subject to inherent known and unknown risks, uncertainties,
assumptions and other factors, many of which are beyond the
control of Woodside, its related bodies corporate and their
respective beneficiaries.
Important factors that could cause actual results to dier
materially from those in the forward-looking statements include,
but are not limited to, fluctuations in commodity prices, actual
demand, currency fluctuations, geotechnical factors, drilling
and production results, gas commercialisation, development
progress, operating results, engineering estimates, reserve
estimates, loss of market, industry competition, environmental
risks, climate related risks, physical risks, legislative, fiscal and
regulatory developments, changes in accounting standards,
economic and financial markets conditions in various countries
and regions, political risks, project delay or advancement,
approvals, cost estimates and the eect of future regulatory
or legislative actions on Woodside or the industries in which
it operates, including potential changes to tax laws, as well as
general economic conditions, prevailing exchange rates and
interest rates and conditions in financial markets.
Details of the key risks relating to Woodside and its business
can be found in section 3.8 - Risk factors. You should review and
have regard to these risks when considering the information
contained in this report.
If any of the assumptions on which a forward-looking statement is
based were to change or be found to be incorrect, this would likely
cause outcomes to dier from the statements made in this report.
Investors are strongly cautioned not to place undue reliance on
any forward-looking statements. Actual results or performance
may vary materially from those expressed in, or implied by, any
forward-looking statements. None of Woodside nor any of its
related bodies corporate, nor any of their respective beneficiaries,
nor any person named in this report or involved in the preparation
of the information in this report, makes any representation,
assurance, guarantee or warranty (either express or implied) as
to the accuracy or likelihood of fulfilment of any forward-looking
statement, or any outcomes, events or results expressed or
implied in any forward-looking statement in this report.
Past performance (including historical financial information and
pro forma information) is given for illustrative purposes only. It
should not be relied on and is not necessarily a reliable indicator
of future performance, including future security prices.
Emissions data
All greenhouse gas emissions data in this report are estimates,
and our methodologies for measuring or quantifying
greenhouse gas emissions may evolve as best practices
continue to develop and data quality and quantity continue to
improve. Woodside ‘greenhouse gas’ or ‘emissions’ information
reported are Scope 1 GHG emissions, Scope 2 GHG emissions,
and Scope 3 GHG emissions. For more information on emissions
data refer to the Climate Report 2022 and the Sustainable
Development Report 2022.
SECTION 6.9
Information about this report
204 | Annual Report 2022
Industry and market data
This report contains industry, market and competitive position
data that are based on industry publications and studies
conducted by third parties as well as Woodside’s internal
estimates and research. These industry publications and
third-party studies generally state that the information they
contain has been obtained from sources believed to be reliable,
although they do not guarantee the accuracy or completeness
of such information. While Woodside believes that each of these
publications and third-party studies is reliable, Woodside has not
independently verified the market and industry data obtained
from these third-party sources. Forecasts and other forward-
looking information obtained from these sources are subject to
the same qualifications and uncertainties as the other forward-
looking statements contained in this report and may dier
among third-party sources. These forecasts and forward-looking
information are subject to uncertainty and risk due to a variety
of factors, including those described in section 3.8 - Risk factors
and in this section, section 6.9 - Information about this report.
These and other factors could cause results to dier materially
from those expressed in Woodside’s forecasts or estimates or
those of independent third parties. While Woodside believes
its internal research is reliable and its selection of industry
publications and third-party studies and the description of its
market and industry are appropriate, neither such research nor
these descriptions have been verified by any independent source.
Basis of Presentation
Woodside’s Financial Statements are prepared in accordance
with the Australian Accounting Standards and other
authoritative pronouncements of the Australian Accounting
Standards Board (AASB) and comply with the International
Financial Reporting Standards (IFRS) as issued by the
International Accounting Standards Board (IASB).
Other important information
All references to dollars, cents or $ in this report are to US
currency, unless otherwise stated.
References to ‘Woodside’ may be references to Woodside
Energy Group Ltd or its applicable subsidiaries.
This report does not include any express or implied prices at
which Woodside will buy or sell financial products.
This report contains references to Woodside’s website, our
Sustainable Development Report 2022 and our Climate Report
2022. These references are for the readers’ convenience only.
Woodside is not incorporating by reference into this report
any information posted on woodside.com or in the Sustainable
Development Report 2022 or our Climate Report 2022. The
content of any other websites referred to in this report does not
form part of this report.
205Woodside Energy Group Ltd |
2022 2021 2020 2019
2
2018 2017
1
2016 2015 2014 2013
Profit and loss
(USDm)
1,2
Operating revenues
LNG 11,289 5,359 2,519 3,664 3,761 2,674 2,751 3,095 4,563 3,347
Pipeline gas 1,362 43 73 85 89 153 303 296 377 371
Natural gas liquids (NGLs) 206 60 16 44 25 43 34 34 80 88
Crude oil and condensate 3,758 1,316 843 946 952 813 715 1,071 2,056 1,970
Processing and services Revenue 175 143 142 119 202 192 202 180 198 150
Trading revenue - - - - 210 53 70 354 161 -
Other hydrocarbon revenue - - - - 1 47 - - - -
Shipping and other revenue 27 41 7 15 - - - - - -
Total 16,817 6,962 3,600 4,873 5,240 3,975 4,075 5,030 7,435 5,926
EBITDAX excluding impairment 11,694 4,454 1,991 3,680 4,041 3,095 3,004 3,443 5,853 4,460
EBITDA excluding impairment 11,234 4,135 1,922 3,531 3,814 2,918 2,734 3,063 5,568 4,188
EBIT 9,186 3,493 (5,171) 1,091 2,278 1,714 1,388 441 3,672 2,538
Exploration and evaluation (excluding amortisation of permit
acquisition)
460 319 69 149 227 177 270 380 285 272
Depreciation and amortisation 2,938 1,687 1,812 1,688 1,451 1,188 1,320 1,517 1,441 1,218
Amortisation of licence acquisition costs 10 3 12 15 46 16 26 22 21 45
Impairment/impairment reversal (900) (1,048) 5,269 737 39 - - 1,083 434 387
Net finance costs 12 203 269 229 183 84 48 85 163 179
Tax expense 2,599 1,254 (1,465) 480 628 465 367 243 993 545
Non-controlling interest 77 53 53 39 103 96 105 87 102 65
Reported NPAT 6,498 1,983 (4,028) 343 1,364 1,069 868 26 2,414 1,749
Reported EPS (cents)
3
430 206 (424) 37 148 123 104 3 293 213
DPS (cents) 253 135 38 91 144 98 83 109 255 249
Balance sheet
(USDm)
2
Total assets 59,321 26,474 24,623 29,353 27,088 25,399 24,753 23,839 24,082 23,770
Debt 6,772 6,797 7,492 6,849 4,071 5,065 4,973 4,441 2,586 3,764
Net debt 583 3,772 3,888 2,791 2,397 4,747 4,688 4,319 (682) 1,541
Shareholder equity (net of non-controlling interest) 36,336 13,443 12,075 16,617 17,489 15,081 14,839 14,226 15,876 15,225
Cashflow (USDm)
and capital
expenditure
(USDm)
Cash flow from
Operations 8,811 3,792 1,849 3,305 3,296 2,400 2,587 2,475 4,785 3,330
Investing (2,265) (2,941) (2,112) (1,238) (1,772) (1,568) (2,473) (5,555) (617) (1,059)
Financing (3,364) (1,424) (203) 317 (159) (805) 51 (58) (3,119) (2,470)
Capital expenditure
Exploration and evaluation 119 460 355 443 728 328 965 1,305 261 166
Oil and gas properties 3,904 2,178 1,591 749 993 1,039 1,214 4,309 425 420
ROACE
4
24.5% 15.6% -21.0% 4.1% 9.3% 7.4% 6.2% 2.0% 17.5% 12.0%
Return on equity 17.9% 14.8% -33.4% 2.1% 7.8% 7.1% 5.8% 0.2% 15.2% 11.5%
Gearing 1.6% 21.9% 24.4% 14.4% 12.1% 23.9% 24.0%
23.3% -4.5% 9.2%
Volumes
1
Sales (million boe)
LNG 96.6 91.2 81.2 75.3 69.6 61.2 63.6 57.6 58.3 52.4
Pipeline gas 28.4 2.5 5.3 6.2 5.8 7.6 14.5 13.4 13.3 14.1
NGLs 4.6 0.7 0.4 0.7 0.4 0.7 0.7 0.7 0.8 0.9
Crude oil and condensate 39.3 17.2 19.9 15.2 13.4 14.6 16.2 21.0 20.8 18.3
Total 168.9 111.6 106.8 97.4 89.2 84.1 95.0 92.7 93.2 85.7
Production (million boe)
5
LNG 85.1 70.8 75.0 67.7 71.9 61.7 63.7 57.5 60.3 53.6
Pipeline gas 28.6 2.5 5.3 6.1 5.8 7. 3 14.5 13.3 13.3 14.1
NGLs 5.3 0.5 0.5 0.5 0.6 0.6 0.7 0.7 0.8 0.9
Crude oil and condensate 38.7 17.3 19.5 15.3 13.1 14.8 16.0 20.7 20.7 18.4
Total (million boe) 157.7 91.1 100.3 89.6 91.4 84.4 94.9 92.2 95.1 87.0
Other data
Reserves (Proved plus Probable) Natural gas (Tcf)
6
16.43 11.67 4.50 5.65 6.05 6.54 7.09 7.59 6.65 7.09
Reserves (Proved plus Probable) Crude oil and condensate (MMbbl)
6
710.6 244.4 250.7 222.4 175.9 186.9 198.6 176.1 171.2 192.2
Reserves (Proved plus Probable) NGLs (MMbbl)
6
48.0 - - - - - - - - -
Other
Employees 4,376 3,684 3,670 3,834 3,662 3,597 3,511 3,456 3,803 3,896
Shares High (A$) 39.16 27.40 36.14 37.4 0 39.00 33.97 31.88 38.33 44.23 39.54
Low (A$) 21.93 19.20 15.27 30.49 28.45 28.16 23.94 26.20 33.71 33.29
Close (A$) 35.44 21.93 22.74 34.38 31.32 33.08 31.16 28.72 38.01 38.90
Number (000’s) 1,898,750 969,632 962,226 942,287 936,152 842,445 842,445 823,911 823,911 823,911
Number of shareholders
7
649,871 261,019 276,431 220,065 209,753 209,383 214,350 225,138 227,798 217,383
Market capitalisation (USD equivalent at reporting date) 45,759 15,948 16,817 22,666 20,681 21,762 18,922 17,250 25,664 28,579
Market capitalisation (AUD equivalent at reporting date) 67,292 21,264 21,881 32,396 29,320 27,868 26,251 23,663 31,317 32,050
Finding costs ($/boe) (3 year average)
8
9.78 14.65 30.44 21.71 29.90 26.21 39.06 107.45 44.09 30.43
Reported eective income tax rate (%) 30.7% 32.0% 20.5% 57.2% 31.7% 34.0% 35.9% 49.8% 30.1% 29.8%
Net debt/total market capitalisation (%) 1.3% 23.7% 23.1% 12.3% 11.6% 21.8% 24.8% 25.0% -2.7% 5.4%
1. 2017 has been restated for the impact of AASB 15 Revenue from contracts with customers. Comparative financial information prior to 2016 has not been restated for AASB 15.
2. 2019 includes the adoption of AASB 16 Leases.
3. Earnings per share has been calculated using the following weighted average number of shares (2022: 1,511,257,404; 2021: 962,604,811; 2020: 951,113,086; 2019: 935,833,092; 2018: 921,165,018; 2017:
866,201,877; 2016: 835,011,896; 2015: 822,943,960; 2014: 822,771,118; 2013:822,983,715).
4. The calculation for ROACE has been revised in 2014 to use EBIT as the numerator, in addition to a change in the composition of capital employed. ROACE for 2013 has been restated to include this change.
5. Includes production of 156.8 MMboe from Woodside reserves and 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the Pluto-KGP Interconnector.
6. Reporting of reserves by product changed in 2022 to include natural gas; crude oil and condensate; NGLs. For years prior to 2022, NGLs were included in natural gas and crude oil and condensate
were reported separately. Years prior to 2022 have otherwise not been restated for any other changes in reporting methodology.
7. As per the date specified in the relevant Annual Report.
8. Finding cost methodology is in accordance with SEC industry standard. The 2020 outcome excludes the impact of Greater Pluto (WA-404-P) Proved (1P) Undeveloped Reserves of 91 MMboe to Best
Estimate (2C) being reclassified to Contingent Resources, resulting from impairment of Pluto (WA-404-P).
SECTION 6.10
Ten-year comparative data summary
206 | Annual Report 2022
Head Oce:
Woodside Energy Group Ltd
Mia Yellagonga
11 Mount Street
Perth WA 6000
Postal Address:
GPO Box D188
Perth WA 6840
Australia
T: +61 8 9348 4000
E: companyinfo@woodside.com
Woodside Energy Group Ltd
ABN 55 004 898 962
woodside.com