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Vista Energy, S.A.B. de C.V.

Vista Energy, S.A.B. de C.V.VIST決算レポート

NYSE · エネルギー · 原油及び天然ガス

Vista Energy, S.A.B. de C.V. is a Latin American energy firm engaged in exploration, development, and production of oil and natural gas resources. It operates mainly in Argentina’s Vaca Muerta shale formation, serving regional and global markets with a focus on efficient, sustainable upstream operations across its asset portfolio.

What changed in Vista Energy, S.A.B. de C.V.'s 20-F — 2022 vs 2023

Top changes in Vista Energy, S.A.B. de C.V.'s 2023 20-F

697 paragraphs added · 907 removed · 525 edited across 5 sections

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

216 edited+65 added−99 removed270 unchanged
The construction of a well does not assure a return on investment or recovery of the costs of drilling, completion and operating costs. Lower oil and natural gas prices could also affect our growth, including future and pending acquisitions.
The construction of a well does not assure a return on investment or recovery of the costs of drilling, completion and operating costs. Lower oil and natural gas prices could also affect our future investment and growth, including future and pending acquisitions.
Certain additional factors that could negatively affect, or result in fluctuations in, the price of our series A shares and the ADSs include actual or anticipated variations in our operating results; potential differences between our actual financial and operating results and those expected by investors; investors’ perceptions of our prospects and the prospects of our sector; new laws or regulations or new interpretations of laws and regulations, including tax guidelines, applicable to the energy sector, our series A shares and/or the ADSs; general economic trends and risks in the United States, Latin American or global economies or financial markets, including those resulting from war, incidents of terrorism or responses to such events; changes in our operations or earnings estimates or publication of research reports about us or the Latin American energy industry; market conditions affecting the Latin American economy generally or borrowers in Latin America specifically; significant volatility in the market price and trading volume of securities of companies in the energy sector, which are not necessarily related to the operating performance of these companies; additions to or departures from our Executive Team; completing (or failing to complete) additional acquisitions or executing additional concession agreements; speculation in the press or investment community; changes in the credit ratings or outlook assigned to Latin American countries, particularly Mexico and Argentina, and entities of the energy sector; political conditions or events in Argentina, Mexico, the United States and other countries; and enactment of legislation or other regulatory developments that adversely affect us or our industry.
Certain additional factors that could negatively affect, or result in fluctuations in, the price of our series A shares and the ADSs include actual or anticipated variations in our operating results; potential differences between our actual financial and operating results and those expected by investors; investors’ perceptions of our prospects and the prospects of our sector; new laws or regulations or new interpretations of laws and regulations, including tax guidelines, applicable to the energy sector, our series A shares and/or the ADSs; general economic trends and risks in the United States, Latin American or global economies or financial markets, including those resulting from pandemics, war, incidents of terrorism or responses to such events; changes in our operations or earnings estimates or publication of research reports about us or the Latin American energy industry; market conditions affecting the Latin American economy generally or borrowers in Latin America specifically; significant volatility in the market price and trading volume of securities of companies in the energy sector, which are not necessarily related to the operating performance of these companies; additions to or departures from our Executive Team; completing (or failing to complete) additional acquisitions or executing additional concession agreements; speculation in the press or investment community; changes in the credit ratings or outlook assigned to Latin American countries, particularly Mexico and Argentina, and entities of the energy sector; political conditions or events in Argentina, Mexico, the United States and other countries; and enactment of legislation or other regulatory developments that adversely affect us or our industry.
The Argentine government and the Mexican government are further empowered to design and implement federal energy policies in their respective countries, and have used these powers before –in the case of Argentina– to establish export restrictions on the free disposition of hydrocarbons and export proceeds and to impose duties on exports, to induce private companies to enter into pricing agreements with the government or, more recently, to impose price agreements among producers and refiners or create fiscal incentive programs to promote increased production.
The Argentine government and the Mexican government are further empowered to design and implement federal energy policies in their respective countries, and have used these powers before –in the case of Argentina– to establish export 27 restrictions on the free disposition of hydrocarbons and export proceeds and to impose duties on exports, to induce private companies to enter into pricing agreements with the government or, more recently, to impose price agreements among producers and refiners or create fiscal incentive programs to promote increased production.
Because judgments of U.S. courts or courts of other jurisdictions outside of Mexico and/or Argentina for civil liabilities based upon foreign laws of other jurisdictions outside Mexico and/or Argentina may only be enforced in Mexico and/or Argentina if certain requirements are met, you may face greater difficulties in protecting your interests through actions against us, our directors or the members our Executive Team than would shareholders of a corporation incorporated in the United States or in other jurisdictions outside of Mexico.
Because judgments of U.S. courts or courts of other jurisdictions outside of Mexico and/or Argentina for civil liabilities based upon foreign laws of other jurisdictions outside Mexico and/or Argentina may only be enforced in Mexico and/or Argentina if certain requirements are met, you may face greater difficulties in protecting your interests through actions against us, our directors or the members our Executive 44 Team than would shareholders of a corporation incorporated in the United States or in other jurisdictions outside of Mexico.
See “Item 10—Additional Information—Exchange Controls.” We cannot predict for how long these restrictions on exports will remain in force, or whether future measures will be taken that adversely affect our ability to export and import gas, crude oil, or other products and, consequently, affect our financial condition, results of operations, and cash flows.
See “Item 10—Additional Information—Exchange Controls.” We cannot predict for how long restrictions on exports will remain in force, or whether future measures will be taken that adversely affect our ability to export and import gas, crude oil, or other products and, consequently, affect our financial condition, results of operations, and cash flows.
More stringent environmental regulations can result in the imposition of costs associated with GHG emissions, either through environmental agency requirements relating to mitigation initiatives, compliance costs and operational restrictions, and/or through other regulatory measures such as GHG emissions taxation and market creation of limitations on GHG emissions that have the potential to increase our operating costs.
More stringent environmental regulations can result in the imposition of costs associated with GHG emissions, either through environmental agency requirements relating to mitigation initiatives, compliance costs and operational restrictions, and/or through other regulatory measures such as GHG emissions taxation and market creation of limitations on GHG emissions that have the potential to increase our 16 operating costs.
We cannot guarantee the impact of those or any other future taxes and measures that might be adopted by the Argentine government on demand and prices for hydrocarbon products and, consequently, our financial condition and result of operations. The impact of inflation in Argentina on our costs could have a material adverse effect on our results of operations.
We cannot guarantee the impact of those or any other future taxes and measures that might be adopted by the Argentine government on demand and prices for hydrocarbon products and, consequently, our financial condition and result of operations. 30 The impact of inflation in Argentina on our costs could have a material adverse effect on our results of operations.
Demand for crude oil by-products, such as gasoline, may also contract under certain conditions, particularly during economic downturns, or due to changes in consumer preferences following from the energy transition currently underway. A contraction of the demand of our products would adversely affect our revenues, causing economic losses to our Company.
Demand for crude oil by-products, such as gasoline, may contract under certain conditions, particularly during economic downturns, or due to changes in consumer preferences following from the energy transition currently underway. A contraction of the demand of our products would adversely affect our revenues, causing economic losses to our Company.
Such adverse climate conditions may lead to, among others, cost increases, drilling delays, power outages, production stoppages, and difficulties in transporting the oil and gas produced by us. Any decrease in our oil and gas production could have a material adverse effect on our business, financial condition or results of operations.
Such adverse climate conditions may lead to, among others, cost increases, drilling delays, power outages, production stoppages, and difficulties in transporting the oil and gas produced by us. Any decrease in our oil and gas production and sales could have a material adverse effect on our business, financial condition or results of operations.
In the event of such an attack, they could have our business operations disrupted, property damaged and customer information stolen, experience substantial loss of revenues, response costs and other financial loss; and be subject to increased litigation and damage to their reputation. A cyber-attack could adversely affect our business, results of operations and financial condition.
In the event of such an attack, they could have our oilfield operations disrupted, property damaged and customer information stolen, experience substantial loss of revenues, response costs and other financial loss; and be subject to increased litigation and damage to their reputation. A cyber-attack could adversely affect our business, results of operations and financial condition.
Substantial write-downs of the carrying amount of our assets could adversely affect our financial condition and results of operations. Exploration and development drilling may not result in commercially productive reserves. Drilling involves numerous risks, including the risk that no commercially productive oil or gas reservoirs will be encountered.
Substantial write-downs of the carrying amount of our assets could adversely affect our financial condition and results of operations. 15 Exploration and development drilling may not result in commercially productive reserves. Drilling involves numerous risks, including the risk that no commercially productive oil or gas reservoirs will be encountered.
In the case of not obtaining oil export permits, our operations could be affected, as well as our revenues and financial results. In the case of natural gas, Argentine Law No. 24,076 and the related regulations require that all domestic market needs be considered when authorizing long-term exports of natural gas.
In the case of not obtaining oil export permits, our operations could be affected, as well as our revenues and financial results. 29 In the case of natural gas, Argentine Law No. 24,076 and the related regulations require that all domestic market needs be considered when authorizing long-term exports of natural gas.
Drilling may be unprofitable, not only with respect to dry wells, but also with respect to wells that are productive but do not produce sufficient revenues to return a profit after drilling, operating and other costs are considered. We are exposed to the effects of fluctuations and regulation of international and domestic oil prices.
Drilling may be unprofitable, not only with respect to dry wells, but also with respect to wells that are productive but do not produce sufficient revenues to return a profit after drilling, completion, operating and other costs are considered. We are exposed to the effects of fluctuations and regulation of international and domestic oil prices.
We cannot predict how these factors will influence oil and related oil products prices and we have no control over them. Price volatility curtails the ability of industry participants to adopt long-term investment decisions given that returns on investments become unpredictable.
We cannot predict how these factors will influence oil and related oil products prices and we have no control over them. Price volatility curtails the ability of industry participants to adopt certain long-term investment decisions given that returns on investments become unpredictable.
While we believe that we maintain adequate insurance coverage and appropriate security measures in respect of such facilities, any material damage to, accident at, or other disruption at such production facilities could have a material adverse effect on our production capacity, financial condition and results of operations.
In addition, while we believe that we maintain adequate insurance coverage and appropriate security measures in respect of such facilities, any material damage to, accident at, or other disruption at such production facilities could have a material adverse effect on our production capacity, financial condition and results of operations.
The lack of availability of transport may limit our possibility of increasing hydrocarbon production and may adversely affect our financial condition and results of operations. Our capacity to exploit our hydrocarbon reserves largely depends upon the availability of transport infrastructure on commercially acceptable terms to transport the produced hydrocarbons to the markets in which they are sold.
The lack of availability of midstream capacity may limit our possibility of increasing hydrocarbon production and may adversely affect our financial condition and results of operations. Our capacity to exploit our hydrocarbon reserves largely depends upon the availability of midstream infrastructure on commercially acceptable terms to transport the produced hydrocarbons to the markets in which they are sold.
Although we conduct a review of properties we acquire which we believe is consistent with industry practices, we can give no assurance that we have identified or will identify all existing or potential problems associated with such properties or that we will be able to mitigate any problems we do identify.
Although we conduct a review of the properties we acquire which we believe is consistent with industry practices, we can give no assurance that we have identified or will identify all existing or potential problems associated with such properties or that we will be able to mitigate any problems we do identify.
Such an appreciation could also have a negative effect on the growth of the economy and employment and reduce tax collection in real terms. Our properties may be subject to expropriation by the Mexican and Argentine governments for public interest reasons.
Such an appreciation could also have a negative effect on the growth of the economy and employment and reduce tax collection in real terms. 31 Our properties may be subject to expropriation by the Mexican and Argentine governments for public interest reasons.
The determination by the Argentine and Mexican governments to fix, or indirectly intervene to generate, local crude oil prices at values below export parity could have an adverse effect on our results of operations, financial condition, and cash flows.
The determination by the Argentine and Mexican governments to fix, or indirectly intervene to generate, 11 local crude oil prices at values below export parity could have an adverse effect on our results of operations, financial condition, and cash flows.
No assurance can be given that our exploitation concessions will be renewed in the future by the relevant provincial authorities based on the investment’s plans submitted to that effect, or that such authority will not impose additional requirements for the renewal of such concessions.
In addition, no assurance can be given that our exploitation concessions will be renewed in the future by the relevant provincial authorities based on the investment’s plans submitted to that effect, or that such authority will not impose additional requirements for the renewal of such concessions.
In addition, contraction of demand and pricing of our products can impact the valuation of our reserves and, in periods of lower commodity prices, we may curtail production and capital spending or may defer or delay drilling wells because of lower cash generation.
In addition, contraction of demand and pricing of our products can impact the valuation of our reserves. Additionally, in periods of lower commodity prices, we may curtail production and capital spending or may defer or delay drilling wells because of lower cash generation.
In addition, horizontal wells drilled in shale formations, as distinguished from vertical wells, utilize multilateral wells and stacked laterals, which requirements could adversely impact our ability to maximize the efficiency of our horizontal wells related to reservoirs drainage over time.
In addition, horizontal wells drilled in shale formations, as distinguished from vertical wells, utilize multilateral wells and stacked laterals, which could adversely impact our ability to maximize the efficiency of our horizontal wells related to reservoirs drainage over time.
We cannot predict whether such volatility will lead to further price increases or, on the contrary, lead to a general downturn in economic activity or oil and gas prices, and therefore adversely affect our profitability.
We cannot predict whether such volatility will lead to further price increases or, on the contrary, lead to a general downturn in economic activity, or lower oil and gas prices, and therefore adversely affect our profitability.
For example, some of these risks may include, among others, the economic and political conditions in Argentina and Mexico, Argentina’s ability to obtain financing from international markets, changing regulation in the countries in which we operate, direct and indirect restrictions on imports and exports under Argentine law, current or potential Argentine exchange controls, the imposition of export duties and other taxes, inflation, significant fluctuations in the value of the Argentine Peso, criminal activity in Mexico, and joint and several tax liability.
Some of these risks may include, among others, the economic and political conditions in Argentina and Mexico, Argentina’s ability to obtain financing from international markets, changing regulation in the countries in which we operate, direct and indirect restrictions on imports and exports under Argentine law, current or potential Argentine exchange controls, the imposition of export duties and other taxes, inflation, significant fluctuations in the value of the Argentine Peso, criminal activity in Mexico, and joint and several tax liability.
Unless we are successful in our exploration of oil and gas reserves and their development, in replacing our existing oil and gas reserves or in acquiring new reserves, the production of oil and gas and the volume of our reserves will decrease over time.
Unless we are successful in our exploration of oil and gas reserves and their development, in replacing our existing oil and gas reserves or in acquiring new reserves, the production of oil and gas and the volume of our total reserves will decrease over time.
The Argentine economy has experienced significant volatility in past decades, including numerous periods of low or negative growth and high and variable levels of inflation and currency devaluation. In addition, the Argentine economy is also vulnerable to adverse developments affecting its principal trading partners. Argentina’s economic conditions are dependent on a number of factors over which we have no control.
The Argentine economy has experienced significant volatility in past decades, including numerous periods of low or negative growth and high and variable levels of inflation and currency depreciation. In addition, the Argentine economy is also vulnerable to adverse developments affecting its principal trading partners. Argentina’s economic conditions are dependent on a number of factors over which we have no control.
This Oldelval pipeline system is currently working close to full capacity. Additionally, the export facilities at Puerto Rosales, owned by Oiltanking Ebytem, are also working close to full capacity.
The Oldelval pipeline system is currently working close to full capacity. Additionally, the export facilities at Puerto Rosales, owned by Oiltanking Ebytem, are also working close to full capacity.
The oil and gas industry is competitive and we compete with the major independent and state-owned oil and gas companies engaged in the E&P sector, including state-owned E&P companies that possess substantially greater financial and other resources than we do for researching and developing E&P technologies, accessing to markets, equipment, labor and capital required to acquire, develop and operate our properties.
The oil and gas industry is competitive and we compete with the major independent and state-owned oil and gas companies engaged in the E&P sector, including state-owned E&P companies that possess substantially greater financial and other resources than we do for researching and developing E&P technologies, accessing to markets, equipment, midstream capacity, labor and capital required to acquire, develop and operate our properties.
Those measures include, among others: (i) restricting access to the Argentine foreign exchange market for the purchase or transfer of foreign currency abroad for any purpose, including the payment of dividends to non-resident shareholders; (ii) restrictions on the acquisition of any foreign currency to be held as cash in Argentina; (iii) requiring exporters to repatriate and settle in pesos, in the local exchange market, all the proceeds of their exports of goods and services; (iv) limitations on the transfer of securities into and from Argentina; (v) establishing certain mandatory refinancing on U.S.
Those measures include, among others: (i) restricting access to the Argentine foreign exchange market for the purchase or transfer of foreign currency abroad for any purpose, including the payment of dividends to non-resident shareholders; (ii) restricting the acquisition of any foreign currency to be held as cash in Argentina; (iii) requiring exporters to repatriate and settle in pesos, in the local exchange market, all the proceeds of their exports of goods and services; (iv) limitating the transfer of securities into and from Argentina; (v) establishing certain mandatory refinancing on U.S.
Risks that we face while drilling horizontal wells include, but are not limited to, the following (i) landing the wellbore in the desired drilling zone; (ii) staying in the desired landing zone while drilling horizontally through the formation; (iii) running casing the entire length of the wellbore; and (vi) being able to run tools and other equipment consistently through the horizontal wellbore.
Risks that we face while drilling horizontal wells include, but are not limited to, the following (i) landing the wellbore in the desired drilling zone; (ii) staying in the desired landing zone while drilling horizontally through the formation; (iii) running casing the entire length of the wellbore; and (iv) being able to run tools and other equipment consistently through the horizontal wellbore.
We have funded, and we expect that we will continue to fund, our capital expenditures with cash generated by existing operations, debt and our existing cash.
We have funded, and we expect that we will continue to fund, our capital expenditures with cash generated by existing operations, debt and our available cash.
Although Oldelval and Oiltanking Ebytem are executing a projects to expand their capacity, if Vaca Muerta production grows at a greater pace than its capacity expands, a potential lack of transportation capacity may limit our production and therefore adversely affect our financial condition and results of operations.
Although Oldelval and Oiltanking Ebytem are executing projects to expand their capacity, if Vaca Muerta production grows at a greater pace than midstream capacity expands, a potential lack of transportation capacity may limit our production and therefore adversely affect our financial condition and results of operations.
As of December 31, 2022, most of our producing properties and total estimated proved reserves were geographically concentrated in the Neuquina Basin, located in Argentina. A substantial portion of our operations and drilling activity are concentrated in areas in such basins where industry activity is high.
As of December 31, 2023, most of our producing properties and total estimated proved reserves were geographically concentrated in the Neuquina Basin, located in Argentina. A substantial portion of our operations and drilling activity are concentrated in areas in such basins where industry activity is high.
Typically, oil is transported by pipelines and tankers to refineries, and gas is usually transported by pipeline to customers. The lack of oil transportation storage or loading infrastructure, as well as the lack of vessels for maritime oil transportation, may adversely affect our financial condition and results of operations.
Typically, oil is transported by pipelines and tankers to refineries, and gas is usually treated, compressed and transported by pipeline to customers. The lack of oil transportation, storage or loading infrastructure, as well as the lack of vessels for maritime oil transportation, may adversely affect our financial condition and results of operations.
Water is an essential component of both the drilling, completion and hydrocarbon production activities. Limitations or restrictions on our ability to secure sufficient amounts of water (including limitations resulting from natural causes such as drought), could materially and adversely impact our operations.
Water is an essential component of drilling, completion and hydrocarbon production activities. Limitations or restrictions on our ability to secure sufficient amounts of water (including limitations resulting from natural causes such as drought), could materially and adversely impact our operations.
Factors affecting international prices for crude oil are: political developments in crude oil producing regions, particularly in the Middle East, the ongoing conflict involving Russia and Ukraine, the ability of the OPEC and other crude oil producing nations to set and maintain crude oil production levels and prices; macroeconomic conditions, including inflation; global and regional supply and demand for crude oil, gas and related products; investment in new projects to bring new oil production volumes to the market; global supply chain disruptions, and shipping bottlenecks, competition from other energy sources, the effects of a pandemic (such as COVID-19) or epidemic and any subsequent mandatory regulatory restrictions or containment measures, domestic and foreign government regulations, weather conditions, and global and local conflicts, war, or acts of terrorism.
Factors affecting international prices for crude oil are: political developments in crude oil producing regions, particularly in the Middle East, the ongoing conflict involving Russia and Ukraine, and more recently between Israel and Hamas, the ability of the OPEC and other crude oil producing nations to set and maintain crude oil production levels and prices; macroeconomic conditions, including inflation; global and regional supply and demand for crude oil, gas and related products; investment in new projects to bring new oil production volumes to the market; global supply chain disruptions, and shipping bottlenecks, competition from other energy sources, the effects of a pandemic (such as COVID-19) or epidemic and any subsequent mandatory regulatory restrictions or containment measures, domestic and foreign government regulations, weather conditions, and global and local conflicts, war, or acts of terrorism.
There can be no assurance that future environmental issues will not result in cost increases, civil liability or administrative action, which could lead to a material adverse effect on our financial condition and results of operations. 16 Table of Contents Any climate change legislation or regulations restricting emissions of greenhouse gases (“GHGs”) could result in increased operating costs.
There can be no assurance that future environmental issues will not result in cost increases, civil liability or administrative action, which could lead to a material adverse effect on our financial condition and results of operations. Any climate change legislation or regulations restricting emissions of greenhouse gases (“GHGs”) could result in increased operating costs.
Additionally, foreign exchange regulations in Argentina, generate entry barriers for international service providers, therefore limiting the supply of oilfield goods and services in the country. See “Item 10—Additional Information—Exchange Controls”. Accordingly, failure to manage our costs and our operational performance could result in a material adverse effect on our earnings, cash flows and financial condition.
Additionally, foreign exchange regulations in Argentina, generate entry barriers for international service providers, therefore limiting the supply of oilfield goods and services in the country. See “Item 10—Additional Information—Exchange Controls.” Accordingly, failure to manage our costs and our operational performance could result in a material adverse effect on our earnings, cash flows and financial condition.
Consequently, these exchange controls and restrictions could materially adversely affect the Argentine economy and our business, financial condition and results of operations. For additional information, please see “Item 10—Additional Information—Exchange Controls.” 31 Table of Contents In addition, we cannot assure you that the Mexican government would not impose exchange controls or other confiscatory measures.
Consequently, these exchange controls and restrictions could materially adversely affect the Argentine economy and our business, financial condition and results of operations. For additional information, please see “Item 10—Additional Information—Exchange Controls.” In addition, we cannot assure you that the Mexican government would not impose exchange controls or other confiscatory measures.
No additional authorization is required to carry-out such acquisitions or to execute a voting agreement until the ownership percentage of our outstanding capital stock is equal to or greater than 20%, nor is any additional authorization required with respect to entering temporary agreements for appointment of minority directors. 44 Table of Contents If an acquirer does not comply with the procedures described above, such acquired shares or shares regarding any voting agreement will not have any voting rights at any shareholders’ meeting of our Company.
No additional authorization is required to carry-out such acquisitions or to execute a voting agreement until the ownership percentage of our outstanding capital stock is equal to or greater than 20%, nor is any additional authorization required with respect to entering temporary agreements for appointment of minority directors. 41 If an acquirer does not comply with the procedures described above, such acquired shares or shares regarding any voting agreement will not have any voting rights at any shareholders’ meeting of our Company.
Additionally, five of our concessions were granted for a 35-year period and with royalties of 12%, under the terms prescribed by Law No. 27,007. We cannot assure you that any future legislation the Argentine government may enact from time to time may not affect such concessions.
Additionally, five of our concessions are unconventional concessions and therefore were granted for a 35-year period and with royalties of 12%, under the terms prescribed by Law No. 27,007. We cannot assure you that any future legislation the Argentine government may enact from time to time may not affect such concessions.
Future fluctuations in exchange rates and the effect of any exchange control measures adopted by the Mexican government on the Mexican economy cannot be predicted. 45 Table of Contents If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results or prevent fraud.
Future fluctuations in exchange rates and the effect of any exchange control measures adopted by the Mexican government on the Mexican economy cannot be predicted. If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results or prevent fraud.
If we are unable to replace our production with new reserves, or acquire new reserves, our reserves will decline and our financial condition, results of operations, cash flow and market value of our series A shares and ADSs could be negatively affected. 14 Table of Contents The oil and gas reserves that we estimate are based on assumptions that could be inaccurate.
If we are unable to replace our production with new reserves, or acquire new reserves, our reserves will decline and our financial condition, results of operations, cash flow and market value of our series A shares and ADSs could be negatively affected. The oil and gas reserves that we estimate are based on assumptions that could be inaccurate.
In addition, we may be subject to undisclosed liabilities related to labor, commercial, civil, tax, criminal, environmental or other contingencies incurred by businesses we acquired pursuant to the Initial Business Combination or acquire in the future as part of our growth strategy, that we were not or may not be able to identify or that may not be adequately indemnified under our acquisition agreements with the sellers of such businesses, in which case our reputation, business, financial condition and results of operation may be materially and adversely affected.
In addition, we may be subject to undisclosed liabilities related to labor, commercial, civil, tax, criminal, environmental or other contingencies incurred by businesses we acquire in the future as part of our growth strategy, that we were not or may not be able to identify or that may not be adequately indemnified under our acquisition agreements with the sellers of such businesses, in which case our reputation, business, financial condition and results of operation may be materially and adversely affected.
A number of assumptions and uncertainties are inherent in estimating the amounts that make up the proven reserves of oil and gas (including, but not limited to production forecasts, the time and amount of development expenditures, testing and production after the date of the estimates, among others), many of which are beyond our control and are subject to change over time.
A number of assumptions and uncertainties are inherent in estimating the amounts of proven reserves of oil and gas (including, but not limited to production forecasts, the time and amount of development expenditures, testing and production after the date of the estimates, among others), many of which are beyond our control and are subject to change over time.
Additionally, we are subject to Mexican, Argentine and other nations’anti-corruption, anti-bribery, anti-money laundering and economic sanctions laws and regulations. Our failure to comply with these laws could result in penalties, which could harm our reputation and have an adverse effect on our reputation, business, financial condition and results of operations.
We are subject to Mexican, Argentine and other nations’ anti-corruption, anti-bribery, anti-money laundering and economic sanctions laws and regulations. Our failure to comply with these laws could result in penalties, which could harm our reputation and have an adverse effect on our reputation, business, financial condition and results of operations.
Consequently, these exchange controls and restrictions could materially adversely affect the Argentine economy and our business, financial condition and results of operations. See “Item 10—Additional Information—Exchange Controls” for additional information. Dividend distributions to holders of our series A shares will be made in Mexican Pesos. We will make dividend distributions to holders of our series A shares in Mexican Pesos.
Consequently, these exchange controls and restrictions could materially adversely affect the Argentine economy and our business, financial condition and results of operations. See “Item 10—Additional Information—Exchange Controls” for additional information. 42 Dividend distributions to holders of our series A shares will be made in Mexican Pesos.
As a result of this concentration, we may be disproportionately exposed to the impact of delays or interruptions of operations or production in this area caused by external factors such as governmental regulation, state politics, market limitations, water or sand shortages or extreme weather-related conditions.
As a result of this concentration, we may be disproportionately exposed to the impact of delays or interruptions of operations or production in this area caused by external factors such as governmental regulation, state politics, market limitations, water or sand shortages, lack of midstream capacity, or extreme weather-related conditions.
We also cannot provide assurances that concessions will be extended in the future as a result of the review by the controlling entities regarding the investment plans presented for analysis or that additional requirements to obtain extensions of permits and concessions will not be imposed.
We also cannot provide assurances that our oil and gas concessions will be extended in the future as a result of the review by the controlling entities regarding the investment plans presented for analysis or that additional requirements to obtain extensions of permits and concessions will not be imposed.
For example, in 2019, the Argentine Congress enacted Law No. 27,520 on Minimal Standards on Global Climate Change Adaptation and Mitigation, which focused on implementing policies, strategies, actions, programs and projects that can prevent, mitigate or minimize the damages or impacts associated with climate change (see “Item 4—Information on the Company—Business Overview—Argentine Regulatory Framework”).
For example, in 2019, the Argentine Congress enacted Law No. 27,520 on Minimal Standards on Global Climate Change Adaptation and Mitigation, which focused on implementing policies, strategies, actions, programs and projects that can establish responsibilities for gas emissions and prevent, mitigate or minimize the damages or impacts associated with climate change (see “Item 4—Information on the Company—Business Overview—Argentine Regulatory Framework”).
These activities, their possible escalation and the violence associated with them, in an extreme case, may have a negative impact on our financial condition and results of operations. Economic and political developments in Mexico may adversely affect Mexican economic policy and, in turn, our operations. Political events in Mexico may significantly affect Mexican economic policy and, consequently, our operations.
These activities, their possible escalation and the violence associated with them, in an extreme case, may have a negative impact on our financial condition and results of operations. Economic and political developments in Mexico may adversely affect Mexican economic policy and, in turn, our operations.
Dollars; and we and the depositary may amend or terminate the Deposit Agreement without the ADS holders’ consent in a manner that could prejudice ADS holders or that could affect the ability of ADS holders to transfer ADSs. 42 Table of Contents We have granted, and may continue to grant, share incentive awards, which may result in increased share-based compensation expenses and holders of our series A shares and ADSs may suffer further dilution.
Dollars; and we and the depositary may amend or terminate the Deposit Agreement without the ADS holders’ consent in a manner that could prejudice ADS holders or that could affect the ability of ADS holders to transfer ADSs. 39 We have granted, and may continue to grant, share incentive awards, which may result in increased share-based compensation expenses and holders of our series A shares and ADSs may suffer further dilution.
The Hydrocarbons Law provides that liquid and gaseous hydrocarbon deposits located in the territory of the Argentina and in its continental shelf belong to the inalienable and imprescriptible patrimony of the Argentine State, either at the Federal or Provincial level, depending on the location of such deposits.
The Argentine State owns the hydrocarbons reserves located in the subsoil in Argentina. The Hydrocarbons Law provides that liquid and gaseous hydrocarbon deposits located in the territory of the Argentina and in its continental shelf belong to the inalienable and imprescriptible patrimony of the Argentine State, either at the Federal or Provincial level, depending on the location of such deposits.
Additionally, adverse climate conditions could negatively impact the Argentine economy, which could in turn affect our results of operations. 9 Table of Contents Risks Related to our Company: Most of our producing properties and total estimated proved reserves are geographically concentrated in Argentina.
Additionally, adverse climate conditions could negatively impact the Argentine economy, which could in turn affect our results of operations. Risks Related to our Company : Most of our producing properties and total estimated proved reserves are geographically concentrated in Argentina.
The Hydrocarbons Law, as amended, provides for oil and gas concessions to remain in effect for 25 years, 35 years for unconventional concessions and 30 years for offshore concessions, in each case, as from the date of their award and subject to extensions for periods of up to 10 years each.
The Hydrocarbons Law, as amended, provides for oil and gas concessions to remain in effect for 25 years, with special provisions of 35 years for unconventional concessions and 30 years for offshore concessions, in each case, as from the date of their award and subject to extensions for periods of up to 10 years each.
Additionally, the Mexican government has announced several budget cuts in recent years in response to declines in international crude oil prices. Any new budget cuts could adversely affect the Mexican economy and, consequently, our business, financial condition, operating results and prospects.
Additionally, the Mexican government has announced several budget cuts in the past in response to declines in international crude oil prices. Any new budget cuts could adversely affect the Mexican economy and, consequently, our business, financial condition, operating results and prospects.
Dollar would be on (a) our realized crude oil prices of sales to the domestic market, given that gasoline prices in Argentina are denominated in local currency, so significant changes in exchange rate limit the ability of refiners to pass through such changes to the end-users, and (b) our U.S.
Dollar would be on (a) our realized crude oil prices of sales to the domestic market, given that gasoline prices in Argentina are denominated in local currency, so significant changes in exchange rate have historically limited the ability of refiners to pass through such changes to the end-users, and (b) our U.S.
Department of Justice and other authorities often have substantial difficulties in bringing and enforcing actions against non-U.S. companies and non-U.S. persons, including company directors and officers, in certain standalone and emerging markets, including Argentina and Mexico.
Department of Justice and other authorities often have substantial difficulties in bringing and enforcing actions against non-U.S. companies and non-U.S. persons, including company directors and officers, in certain stand-alone and emerging markets, including Argentina and Mexico.
As of December 31, 2022, we employed third-party employees under contract, mostly with large domestic and international service providers.
As of December 31, 2023, we employed third-party employees under contract, mostly with large domestic and international service providers.
If these key suppliers, vendors and service providers fail to deliver, or are delayed in delivering, equipment, service or critical resources, we may not meet our operating targets in the expected time frame, which could have an adverse effect on our business, financial condition, results of operations, cash flows and/or prospects.
If these key suppliers, vendors and service providers fail to deliver, or are delayed in delivering, equipment, service rigs, completion sets, midstream capacity or critical resources, we may not meet our operating targets in the expected time frame, which could have an adverse effect on our business, financial condition, results of operations, cash flows and/or prospects.
Argentine economic conditions are dependent on a variety of factors, including (but not limited to) the following international demand for Argentina’s principal exports; international prices for Argentina’s principal commodity exports; stability and competitiveness of the Argentine Peso with respect to foreign currencies; competitiveness and efficiency of domestic industries and services; government spend and fiscal deficit; levels of domestic consumption and foreign and domestic investment and financing; and the rate of inflation.
Argentine economic conditions are dependent on a variety of factors, including (but not limited to) the international demand for Argentina’s main exports; international prices for Argentina’s main commodity exports; stability and competitiveness of the Argentine Peso with respect to foreign currencies; competitiveness and efficiency of domestic industries and services; government spend and fiscal deficit; levels of domestic consumption and foreign and domestic investment and financing; and the rate of inflation of consumer and wholesale prices.
In the past, Mexico has experienced several periods of slow or negative economic growth, high inflation, high interest rates, currency devaluation and other economic problems. These problems may worsen or reemerge, as applicable, in the future and could adversely affect our business and ability to service our debt.
In the past, Mexico has experienced several periods of slow or negative economic growth, high inflation, high interest rates, currency devaluation and other economic problems. These problems may worsen or reemerge, as applicable, in the future and could adversely affect our business.
While we have geological reports evaluating certain proved, contingent and prospective reserves in our blocks, there is no assurance that we will continue to be successful in the exploration, appraisal, development and commercialization of oil and gas.
While we have geological reports evaluating certain proved and probable reserves, as well as contingent and prospective resources in our blocks, there is no assurance that we will continue to be successful in the exploration, appraisal, development and commercialization of oil and gas.
The inability to effectively manage the integration of acquisitions could reduce our focus on subsequent acquisition and current operations, which in turn, could negatively impact our results of operations. We are exposed to foreign exchange risks relating to our operations in Argentina and Mexico.
The inability to effectively manage the integration of acquisitions could reduce our focus on subsequent acquisition and current operations, which in turn, could negatively impact our results of operations and have an impact on our reputation and business. We are exposed to foreign exchange risks relating to our operations in Argentina and Mexico.
We also compete for the acquisition of licenses and properties in the countries in which we operate. Should we choose to bid for exploration or exploitation rights with respect to a hydrocarbon area, we would face significant competition not only from private companies, but also from national or provincial public companies.
We also compete for the acquisition of licenses and properties in the countries in which we operate. 20 Should we choose to bid for exploration or exploitation rights in a hydrocarbon area, or bid for midstream capacity, we would face significant competition not only from private companies, but also from national or provincial public companies.
We may be parties to labor, commercial, civil, tax, criminal, environmental and administrative proceedings that, either alone or in combination with other proceedings, could, if resolved in whole or in part adversely to us, result in the imposition of material costs, fines, judgments or other losses.
We face risks relating to certain legal proceedings. We may be parties to labor, commercial, civil, tax, criminal, environmental and administrative proceedings that, either alone or in combination with other proceedings, could, if resolved in whole or in part adversely to us, result in the imposition of material costs, fines, judgments or other losses.
Historically, inflation has materially undermined the Argentine economy and the Argentine government’s ability to create conditions that foster growth. In recent years, Argentina has experienced high inflation rates. The consumers price index published by the INDEC (the Índice de Precios al Consumidor , or “IPC”) variation for the period from January to December 2022 was 94.8%.
Historically, inflation has materially undermined the Argentine economy and the Argentine government’s ability to create conditions that foster growth. In recent years, Argentina has experienced high inflation rates. The consumers price index published by the INDEC (the Índice de Precios al Consumidor , or “IPC”) variation for the period from January to December 2023 was 211.4%.
There can be no assurance that the BCRA or other government agencies will not increase or relax such controls or restrictions, make modifications to these regulations, impose further mandatory refinancing plans related to our indebtedness payable in foreign currency, establish more severe restrictions on currency exchange, or maintain the current foreign exchange regime or create multiple exchange rates for different types of transactions, substantially modifying the applicable exchange rate at which we acquire currency to service our outstanding liabilities denominated in currencies other than the Peso, all of which could affect our ability to comply with our financial obligations when due, raise capital, refinance our debt at maturity, obtain financing, execute our capital expenditure plans, and/or undermine our ability to pay dividends to foreign shareholders.
There can be no assurance that the BCRA or other government agencies will not increase or relax such controls or restrictions, make modifications to these regulations, impose further mandatory refinancing plans related to our indebtedness payable in foreign currency, establish more severe restrictions on currency exchange, or maintain the current foreign exchange regime or create multiple exchange rates for different types of transactions, substantially modifying the applicable exchange rate at which we acquire currency to service our outstanding liabilities denominated in currencies other than the Peso, all of which could affect our ability to comply with our financial obligations when due, raise capital, refinance our debt at maturity, obtain financing, execute our capital expenditure plans, import goods and services, which are needed for the execution of projects in the upstream and midstream sectors of the oil and gas industry and/or undermine our ability to pay dividends to foreign shareholders.
For instance, their ability to adequately and timely provide us with parts, components, services and resources critical to our operations may be affected if they are facing financial constraints or times of general financial stress and economic downturn.
For instance, their ability to adequately and timely provide us with parts, components, services rigs, completion sets, midstream capacity and resources critical to our operations may be affected if they are facing financial constraints or times of general financial stress and economic downturn.
Volatility in the market price of our series A shares and the ADSs may prevent investors from selling their securities at or above the price that they paid for them.
The trading prices for the series A shares and the ADSs may fluctuate significantly. Volatility in the market price of our series A shares and the ADSs may prevent investors from selling their securities at or above the price that they paid for them.
Global economic instability such as uncertainty about global trade policies, the deterioration of economic conditions in Brazil (Argentina’s main trading partner) and of the economies of other major trading partners of Argentina, such as China or the United States, the withdrawal of the United Kingdom from the European Union (“Brexit”), geopolitical tensions between the United States and a number of foreign countries, the ongoing conflict between Russia and Ukraine, decisions by the Organization of Petroleum Exporting Countries (“OPEC”) and other non-OPEC oil-producing nations with respect to oil production quotas, idiosyncratic, political and social discords, terrorist attacks, sovereign debt downgrades, a pandemic disease, including the result of the COVID-19 pandemic, could impact the Argentine economy and jeopardize Argentina’s ability to correct its existing macro imbalances, among others.
Global economic instability such as uncertainty about global trade policies, sharp drops or increases in commodities prices, the deterioration of economic conditions in Brazil (Argentina’s main trading partner) and of the economies of other major trading partners of Argentina, such as China or the United States, the withdrawal of the United Kingdom from the European Union (“Brexit”), geopolitical tensions between the United States and a number of foreign countries, the ongoing conflict between Russia and Ukraine, and more recently between Israel and Hamas, decisions by the Organization of Petroleum Exporting Countries (“OPEC”) and other non-OPEC oil-producing nations with respect to oil production quotas, idiosyncratic, political and social discords, terrorist attacks, sovereign debt downgrades, a pandemic disease, could impact the Argentine economy and jeopardize Argentina’s ability to correct its existing macro imbalances, among others.
Bribery Act”), the laws and regulations implementing the Organization for Economic Co-Operation and Development Anti-Bribery Convention, the Mexican Administrative Responsibilities Law ( Ley General de Responsabilidades Administrativas ), the Argentine Corporate Criminal Liability Law ( Ley de Responsabilidad Penal Empresaria ) and other applicable anti-corruption laws in other relevant jurisdictions prohibit companies and their intermediaries from offering or making improper payments (or giving anything of value) to government officials and/or persons in the private sector for the purpose of influencing them or obtaining or retaining business and require companies to keep accurate books and records and maintain appropriate internal controls.
The United States Foreign Corrupt Practices Act of 1977, the United Kingdom Bribery Act 2010, the laws and regulations implementing the Organization for Economic Co-Operation and Development Anti-Bribery Convention, the Mexican Administrative Responsibilities Law ( Ley General de Responsabilidades Administrativas ), 23 the Argentine Corporate Criminal Liability Law ( Ley de Responsabilidad Penal Empresaria ) and other applicable anti-corruption laws in other relevant jurisdictions prohibit companies and their intermediaries from offering or making improper payments (or giving anything of value) to government officials and/or persons in the private sector for the purpose of influencing them or obtaining or retaining business and require companies to keep accurate books and records and maintain appropriate internal controls.
Companies operating in the energy industry, specifically the oil and gas sector, commonly rely upon various key third-party suppliers, vendors and service providers to provide them with parts, components, services and critical resources, needed to operate and expand their business.
Companies operating in the energy industry, specifically the oil and gas sector, commonly rely upon various key third-party suppliers, vendors and service providers to provide them with parts, components, services, rigs, completion sets, midstream capacity and other critical resources, needed to operate and expand their business.
Fluctuations in the value of the Argentine Peso may adversely affect the Argentine economy, our financial condition and results of operations. While most of our revenues are denominated in U.S.
Fluctuations, or a continued depreciation, in the value of the Argentine Peso may adversely affect the Argentine economy, our financial condition and results of operations. While most of our revenues are denominated in U.S.
We cannot predict or estimate the ultimate negative impact that a resurgence of COVID-19 or another pandemic would have on our results of operations and financial condition, since it will depend on future developments outside of our control, including the intensity and duration of the pandemic and measures taken to contain the pandemic or mitigate its economic impact by the Argentine or Mexican governments.
Although the negative effects of the COVID-19 pandemic on us and the global economy have subsided, we cannot predict or estimate the ultimate negative impact that a resurgence of COVID-19 or another pandemic would have on our results of operations and financial condition, since it will depend on future developments outside of our control, including the intensity and duration of the pandemic, as well as measures taken to contain the pandemic or mitigate its economic impact by the Argentine or Mexican governments.
If we are unable to obtain water to use in our operations from local sources, it may need to be obtained from new sources and transported to drilling sites, or other facilities, resulting in increased costs, which could have a material adverse effect on our financial condition, results of operations and cash flows.
If we are unable to obtain water to use in our operations from local sources, it may need to be obtained from new sources and transported to drilling sites, or other facilities, resulting in increased costs, which could have an adverse impact on our financial condition and cash flows.
If all series A shares currently reserved for the Plan, in addition to all the shares repurchased through the ongoing buy-back program, became outstanding, our issued and outstanding share capital would increase 6% from 92,883,542 series A shares outstanding as of the date of this annual report to 98,781,026 series A shares.
If all series A shares currently reserved for the Plan, in addition to all the shares repurchased through the ongoing buy-back program, became outstanding, our issued and outstanding share capital would increase 1.6% from 97,190,833 series A shares outstanding as of the date of this annual report to 98,781,026 series A shares.
Risks Related to our Company The historical financial information included in this annual report and the past performance and experience of our Executive Team may not be indicative of future results.
See “Item 16K—Cybersecurity.” Risks Related to our Company The historical financial information included in this annual report and the past performance and experience of our Executive Team may not be indicative of future results.
Argentina The Hybrocarbons Law No. 17,319 ( Ley de Hidrocarburos ) (as amended, the “Hydrocarbons Law”) is the main regulatory framework of the hydrocarbons industry, as it created a system of exploration permits and production concessions awarded by the state (federal or provincial, depending on the location of the resources), through which companies hold exclusive rights to explore, develop, exploit and take title of the production at the wellhead, in exchange for a royalty payment and adherence to the general taxation regime.
Argentina The Hydrocarbons Law is the main regulatory framework of the hydrocarbons industry, as it created a system of exploration permits and production concessions awarded by the state (federal or provincial, depending on the location of the resources), through which companies hold exclusive rights to explore, develop, exploit and take title of the production at the wellhead, in exchange for a royalty payment and adherence to the general taxation regime.
ADSs holders may not be entitled to a jury trial with respect to claims arising under the deposit agreement, which could result in less favorable outcomes to the plaintiff(s) in any such action. 10 Table of Contents Dividend distributions to holders of our series A shares will be made in Mexican Pesos If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results or prevent fraud.
ADSs holders may not be entitled to a jury trial with respect to claims arising under the deposit agreement, which could result in less favorable outcomes to the plaintiff(s) in any such action. 10 If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results or prevent fraud.

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Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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(2) Fully divested a 10% working interest to Shell. The effective date of the transaction was April 1, 2021. (3) Acquired 50% working interest in Aguada Federal and Bandurria Norte concessions on September 16, 2021. Acquired an additional 50% working interest in Aguada Federal and Bandurria Norte concessions on January 17, 2022.
(2) Fully divested a 10% working interest to Shell. The effective date of the transaction was April 1, 2021. (3) Acquired 50% working interest in Aguada Federal and Bandurria Norte concessions on September 16, 2021. Acquired an additional 50% working interest in Aguada Federal and Bandurria Norte concessions on January 17, 2022.
(4) The 25-year term of the SRDE exploitation concession, with a 16.9% working interest, expired on March 21, 2021. Vista decided not to request the 10-year extension filed by the operator. (5) Oil production is comprised of the production of crude oil, condensate and natural gasoline. Natural gas production excludes natural gas consumption.
(4) The 25-year term of the SRDE exploitation concession, with a 16.9% working interest, expired on March 21, 2021. Vista decided not to request the 10-year extension filed by the operator. (5) Oil production is comprised of the production of crude oil, condensate and natural gasoline. Natural gas production excludes natural gas consumption.
Additionally, Aconcagua became the operator of the following transportation concessions: the Entre Lomas gas transportation concession, the Jarilla Quemada gas transportation concession, and the 25 de Mayo-Medanito SE crude oil transportation concession (the “CAT Transportation Concessions,” and together with the CAT Exploitation Concessions, the “CAT Concessions”); (ii) Aconcagua will pay Vista US$26.47 million in cash (US$10.00 million paid on February 15, 2023, US$10.73 million to be paid on March 1, 2024, US$5.73 million to be paid on March 1, 2025); (iii) Vista Argentina retains 40% of the crude oil and natural gas production, and 100% of liquified petroleum gas, gasoline, and condensates, from the CAT Exploitation Concessions (with Aconcagua paying all costs, taxes, and royalties) until the earlier of (a) the final closing date on February 28, 2027 and (b) the date in which Vista Argentina receives a cumulative production of 4 million barrels of crude oil and 300 million m 3 of natural gas.
Additionally, Aconcagua became the operator of the following transportation concessions: the Entre Lomas gas transportation concession, the Jarilla Quemada gas transportation concession, and the 25 de Mayo-Medanito SE crude oil transportation concession (the “CAT Transportation Concessions,” and together with the CAT Exploitation Concessions, the “CAT Concessions”); 49 (ii) Aconcagua will pay Vista US$26.47 million in cash (US$10.00 million paid on February 15, 2023, US$10.73 million paid on March 1, 2024, US$5.73 million to be paid on March 1, 2025); (iii) Vista Argentina retains 40% of the crude oil and natural gas production, and 100% of liquified petroleum gas, gasoline, and condensates, from the CAT Exploitation Concessions (with Aconcagua paying all costs, taxes, and royalties) until the earlier of (a) the final closing date on February 28, 2027 and (b) the date in which Vista Argentina receives a cumulative production of 4 million barrels of crude oil and 300 million m 3 of natural gas.
The following pro forma table shows the impact on the results of operations resulting from the Conventional Assets Transaction as if such transaction had occurred on March 1, 2022: 2022 Pro forma adjustments 2022 Pro forma 2022 Production (Mboe/d) 48.6 5.1 43.4 (1) Total Proved Reserves, (MMboe) 251.6 (7.5 ) 244.1 (1) Net acreage in Argentina (Acres) by year end 569,197 (359,200 ) 209,997 (2) Net operated productive wells in Argentina by year end 1,144 (924 ) 220 (1) Excludes 60% of oil and gas production and reserves corresponding to CAT Exploitation Concessions.
The following pro forma table shows the impact on the results of operations resulting from the Conventional Assets Transaction as if such transaction had occurred on March 1, 2022: Actual 2022 Pro forma adjustments 2022 Pro forma 2022 Production (Mboe/d) 48.6 5.1 43.4 (1) Total Proved Reserves, (MMboe) 251.6 (7.5 ) 244.1 (1) Net acreage in Argentina (Acres) by year end 569,197 (359,200 ) 209,997 (2) Net operated productive wells in Argentina by year end 1,144 (924 ) 220 (1) Excludes 60% of oil and gas production and reserves corresponding to CAT Exploitation Concessions.
Aleph Midstream S.A. is a company organized and existing under the laws of Argentina that started operating in August 2019 and became the first midstream player focused on providing gathering, processing and evacuation services for oil and gas production in the Neuquina Basin, spearheading a new paradigm for the development of the Vaca Muerta shale play built on the concept of long-term partnerships with upstream-focused producers.
Aleph Midstream S.A. is a company organized and existing under the laws of Argentina that started operating in August 2019 and became the first midstream player focused on providing gathering, processing and midstream services for oil and gas production in the Neuquina Basin, spearheading a new paradigm for the development of the Vaca Muerta shale play built on the concept of long-term partnerships with upstream-focused producers.
On the other hand, Aconcagua is entitled to 60% of the crude oil and natural gas production from the CAT Exploitation Concessions; (iv) Aconcagua will pay 100% of Vista Argentina’s share of the capex, opex, royalties, taxes, and any other costs associated with the CAT Exploitation Concessions; (v) Vista Argentina has the right to purchase from Aconcagua up to Aconcagua’s 60% share of the natural gas produced by the CAT Exploitation Concessions at a price of US$1 per million BTU until the the final closing date on February 28, 2027; (vi) Vista Argentina and Aconcagua will work jointly with the Provinces of Río Negro and Neuquén to negotiate an extension of the exploitation and transportation concession titles governing the CAT Concessions, including an upfront payment and an investment commitment, as per the terms set forth in the applicable regulation in Argentina; (vii) Vista Argentina retains the right to explore and develop the Vaca Muerta formation in the CAT Exploitation Concessions and seek to obtain one or more independent and separate unconventional concessions to develop such resources; (viii) Vista Argentina and Aconcagua have signed an agreement whereby Vista Argentina will treat and transport 100% of the crude oil produced in the CAT Exploitation Concessions (except for 25 de Mayo-Medanito SE and Jagüel de los Machos) until the expiration of the concession titles (including the potential 10-year extension); 49 Table of Contents (ix) Vista Argentina remains concession title holder until no later than the final closing date on February 28, 2027, when the CAT Concessions will be transferred to Aconcagua, subject to provincial approvals.
On the other hand, Aconcagua is entitled to 60% of the crude oil and natural gas production from the CAT Exploitation Concessions; (iv) Aconcagua will pay 100% of Vista Argentina’s share of the capex, opex, royalties, taxes, and any other costs associated with the CAT Exploitation Concessions; (v) Vista Argentina has the right to purchase from Aconcagua up to Aconcagua’s 60% share of the natural gas produced by the CAT Exploitation Concessions at a price of US$1 per million BTU until the the final closing date on February 28, 2027; (vi) Vista Argentina and Aconcagua will work jointly with the Provinces of Río Negro and Neuquén to negotiate an extension of the exploitation and transportation concession titles governing the CAT Concessions, including an upfront payment and an investment commitment, as per the terms set forth in the applicable regulation in Argentina; (vii) Vista Argentina retains the right to explore and develop the Vaca Muerta formation in the CAT Exploitation Concessions and seek to obtain one or more independent and separate unconventional concessions to develop such resources; (viii) Vista Argentina and Aconcagua have signed an agreement whereby Vista Argentina will treat and transport 100% of the crude oil produced in the CAT Exploitation Concessions (except for 25 de Mayo-Medanito SE and Jagüel de los Machos) until the expiration of the concession titles (including the potential 10-year extension); and (ix) Vista Argentina remains concession title holder until no later than the final closing date on February 28, 2027, when the CAT Concessions will be transferred to Aconcagua, subject to provincial approvals.
Moreover, since there are no natural gas prices available in the benchmark market in Argentina, we used the average gas prices for the year to determine gas reserves. In addition, for certain gas volumes, Vista will obtain an incentive price subsidized by the Argentine government through Gas Plan IV.
Moreover, since there are no natural gas prices available in the benchmark market in Argentina, we used the average gas prices for the previous year to determine gas reserves. In addition, for certain gas volumes, Vista will obtain an incentive price subsidized by the Argentine government through Gas Plan IV.
See “Item 4—Information of the Company—ESG Matters.” We are committed to enhancing the development of the communities in which we operate, with an inclusive business model, and reinforcing the sense of belonging through open dialogue, active cooperation, volunteering and social commitment.
See “Item 4—Information on the Company—ESG Matters.” We are committed to enhancing the development of the communities in which we operate, with an inclusive business model, and reinforcing the sense of belonging through open dialogue, active cooperation, volunteering and social commitment.
These regulations require holders of exploration permits and exploitation concessions to file by March 31 of each year estimates of natural gas and oil reserves and resources existing as of December 31 of the previous year. Estimates must be certified by an external auditor and sent to the SdE.
These regulations require holders of exploration permits and exploitation concessions to file by March 31 st of each year estimates of natural gas and oil reserves and resources existing as of December 31 st of the previous year. Estimates must be certified by an external auditor and sent to the SdE.
(2) Fully divested 10% working interest to Shell. The effective date of the transaction was April 1, 2021. (3) Acquired 50% working interest in Aguada Federal and Bandurria Norte concessions on September 16, 2021. Acquired an additional 50% working interest in Aguada Federal and Bandurria Norte concessions on January 17, 2022.
(2) Fully divested a 10% working interest to Shell. The effective date of the transaction was April 1, 2021. (3) Acquired 50% working interest in Aguada Federal and Bandurria Norte concessions on September 16, 2021. Acquired an additional 50% working interest in Aguada Federal and Bandurria Norte concessions on January 17, 2022.
See “Item 4—Information on the Company—Industry and Regulatory Overview —Mexico’s Oil and Gas Industry Overview. Natural Gas Markets and NGL In Argentina, we have established a diversified portfolio of customers for natural gas.
See “Item 4—Information on the Company—Industry and Regulatory Overview—Mexico’s Oil and Gas Industry Overview.” Natural Gas Markets and NGL In Argentina, we have established a diversified portfolio of customers for natural gas.
Technology used in reserves estimation According to SEC guidelines, proved reserves are those quantities of oil and gas which, 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 and government regulations—prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation. 70 Table of Contents The project to extract the hydrocarbons must have commenced or the operator must be reasonably certain that it will commence the project within five years.
Technology used in reserves estimation According to SEC guidelines, proved reserves are those quantities of oil and gas which, 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 and government regulations—prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation The project to extract the hydrocarbons must have commenced or the operator must be reasonably certain that it will commence the project within five years.
Water is treated and pumped to disposal wells at the Bajada del Palo water treatment plant (PIAS Borde Montuoso; capacity 19,000 bpd) and at the Entre Lomas water treatment plant (capacity 80,000 boe/d).
Water is treated at, and pumped to disposal wells from, the Bajada del Palo water treatment plant (PIAS Borde Montuoso; capacity 19,000 bpd) and the Entre Lomas water treatment plant (capacity 80,000 boe/d).
To accomplish this, we rely on a combination of patent, trade secret, trademark and other intellectual property laws, confidentiality agreements and license agreements to establish and protect our intellectual property rights. As of December 31, 2022, we had all our trademarks duly registered with the regulatory authorities, noting as well that patent applications is not part of our usual business.
To accomplish this, we rely on a combination of patent, trade secret, trademark and other intellectual property laws, confidentiality agreements and license agreements to establish and protect our intellectual property rights. As of December 31, 2023, we had all our trademarks duly registered with the regulatory authorities, noting as well that patent applications is not part of our usual business.
For the year ended December 31, 2022, the technical person within the third-party engineering firm overseeing the preparation of the reserves estimates presented in our filing for Argentina and Mexico was Mr. Federico Dordoni. For disclosure describing the qualifications of D&M’s technical person primarily responsible for overseeing our reserves evaluation, see Exhibit 99.1 to this annual report.
For the year ended December 31, 2023, the technical person within the third-party engineering firm overseeing the preparation of the reserves estimates presented in our filing for Argentina and Mexico was Mr. Federico Dordoni. For disclosure describing the qualifications of D&M’s technical person primarily responsible for overseeing our reserves evaluation, see Exhibit 99.1 to this annual report.
Regarding Butane we deliver under a National Decree approximately 83% of our annual production to guarantee local LPG cylinders demand for residential consumers. One Team Contracts We have implemented a contracting approach (“One Team Contracts”) which aims to align the commercial interests of Vista and key contractors through performance payments.
Regarding Butane we deliver under a National Decree approximately 71% of our annual production to guarantee local LPG cylinders demand for residential consumers. One Team Contracts We have implemented a contracting approach (“One Team Contracts”) which aims to align the commercial interests of Vista and key contractors through performance payments.
We are committed with the implementation of transparent and solid principles in our corporate governance, which strengthen trust and credibility with our interest groups.
We are committed to the implementation of transparent and solid principles in our corporate governance, which strengthen trust and credibility with our interest groups.
We had no fatalities due to workforce incidents involving Vista employees related to operations in the years ended December 31, 2022, December 31, 2021, and December 31, 2020. Insurance We maintain insurance coverage of types and amounts that we believe to be customary and reasonable for companies of our size and with similar operations in the oil and gas industry.
We had no fatalities due to workforce incidents involving Vista employees related to operations in the years ended December 31, 2023, December 31, 2022, and December 31, 2021. Insurance We maintain insurance coverage of types and amounts that we believe to be customary and reasonable for companies of our size and with similar operations in the oil and gas industry.
The Entre Lomas crude oil transportation concession, which includes a 57,000 bbl/d oil treatment plant geographically located in the Entre Lomas Río Negro concession and a net book value of US$20 million as of December 31, 2022, was excluded from the Conventional Assets Transaction.
The Entre Lomas crude oil transportation concession, which includes a 70,000 bbl/d oil treatment plant geographically located in the Entre Lomas Río Negro concession and a net book value of US$20 million as of December 31, 2022, was excluded from the Conventional Assets Transaction.
(b) We remain operator of the block and hold 100% of the title of the Bajada del Palo Oeste concession, and, with respect to the wells included in the agreement, will: (i) retain rights over 80% of the hydrocarbon production, (ii) bear 80% of the capital expenditures, as well as the corresponding royalties and direct taxes, and (iii) bear all other costs, including operating and midstream costs. 61 Table of Contents (c) Trafigura has an option to participate in up to two additional pads under the same terms and conditions described in items a) and b) above for the initial five pads, including a payment to Vista of US$5,000,000 for each additional pad.
(b) We remain operator of the block and hold 100% of the title of the Bajada del Palo Oeste concession, and, with respect to the wells included in the agreement, will: (i) retain rights over 80% of the hydrocarbon production, (ii) bear 80% of the capital expenditures, as well as the corresponding royalties and direct taxes, and (iii) bear all other costs, including operating and midstream costs. 58 (c) Trafigura has an option to participate in up to two additional pads under the same terms and conditions described in items a) and b) above for the initial five pads, including a payment to Vista of US$5,000,000 for each additional pad.
Consequently, crude oil prices used in determining proved reserves were the average price during the 12 months prior to the end date of December 31, 2022, and 2021, respectively, determined as an unweighted average of the first day of the month for each month within these periods.
Consequently, crude oil prices used in determining proved reserves were the average price during the 12 months prior to the end date of December 31, 2023, and 2022, respectively, determined as an unweighted average of the first day of the month for each month within these periods.
Independent Reserves Engineer Consultants The 2022 reserves estimates of the assets we own in Argentina and Mexico were certified by D&M, a global oil and gas consultancy that has been offering technical, commercial, and strategic advice to the oil and gas industry since 1936.
Independent Reserves Engineer Consultants The 2023 reserves estimates of the assets we own in Argentina and Mexico were certified by D&M, a global oil and gas consultancy that has been offering technical, commercial, and strategic advice to the oil and gas industry since 1936.
For LPG, we are committed to deliver a specific quota of propane under an agreement with the SdE that represents approximately 19% or our annual production to guarantee local demand of residential grids, whereas the remaining production is freely marketed.
For LPG, we are committed to deliver a specific quota of propane under an agreement with the SdE that represents approximately 17% or our annual production to guarantee local demand of residential grids, whereas the remaining production is freely marketed.
Gas production fron Aguada Federal is boosted and sent to a low-pressure gathering system in a neighboring block. Gas is treated and compressed into TGS sales pipelines. Gas from Coiron Amargo Norte is dehydrated and injected to TGN Centro Oeste system.
Gas production from Aguada Federal is boosted and sent to a low-pressure gathering system in a neighboring block. Gas is treated and compressed into TGS sales pipelines. Gas from Coiron Amargo Norte is dehydrated and injected into the TGN Centro Oeste system.
(2) Well included in Joint Venture with Trafigura as described below. Vista has 80% working interest on these wells. We believe the productivity of our new wells demonstrates the quality of our Vaca Muerta acreage.
(2) Well included in Joint Venture with Trafigura as described below. Vista has 80% working interest on these wells. (3) Well included in Joint Venture with Trafigura as described below. Vista has 75% working interest on these wells. We believe the productivity of our new wells demonstrates the quality of our Vaca Muerta acreage.
Vista Energy Holding I, S.A. de C.V. holds a 4.31% direct interest in AFBN, S.R.L. The remaining interest is held by Vista Energy Argentina S.A.U. with 14,80% and Vista Holding VII S.ár.l with 80,89%, the latter being a wholly-owned legal entity. As of December 31, 2022, AFBN, S.R.L. had no direct employees. Aleph Midstream S.A.
Vista Energy Holding I, S.A. de C.V. holds a 4.31% direct interest in AFBN, S.R.L. The remaining interest is held by Vista Energy Argentina S.A.U. with 14.80% and Vista Holding VII S.A.R.L with 80.89%, the latter being a wholly-owned legal entity. As of December 31, 2023, AFBN, S.R.L. had no direct employees. 51 Aleph Midstream S.A.
As of the date of this annual report, these existing treatment facilities are comprised of several oil and gas pipelines, seven batteries distributed throughout the blocks, one oil treatment plant, two water treatment plants, four compression stations, one oil treatment plant and two water treatment plants.
As of the date of this annual report, these existing treatment facilities are comprised of several oil and gas pipelines, eight batteries distributed throughout the blocks, one oil treatment plant, two water treatment plants and four compression stations.
It is the holder of 100% working interests in the CS-01. As of December 31, 2022, Vista Energy Holding II, S.A. de C.V. had 17 employees. AFBN, S.R.L. AFBN, S.R.L.
It is the holder of 100% working interests in the CS-01. As of December 31, 2023, Vista Energy Holding II, S.A. de C.V. had 17 employees. AFBN, S.R.L. AFBN, S.R.L.
Oil Infrastructure Network The Argentine crude oil pipeline network connects the producing basins with the refineries. Refineries are in the Cuyo Basin (Luján de Cuyo), the Neuquina Basin (Plaza Huincul), the Noroteste Basin (Refinor) and in the Province of Buenos Aires (La Plata, Bahía Blanca, Dock Sud, Campana). Argentina’s key crude pipeline is the Oleoductos del Valle S.A.
Oil Midstream and Downstream The Argentine crude oil pipeline network connects the producing basins with the refineries. Refineries are in the Cuyo Basin (Luján de Cuyo), the Neuquina Basin (Plaza Huincul), the Noroteste Basin (Refinor) and in the Province of Buenos Aires (La Plata, Bahía Blanca, Dock Sud, Campana). Argentina’s key crude pipeline is the Oleoductos del Valle S.A.
The One Team Contracts program covers the most important suppliers to our shale oil development: (i) One Team Drilling, which involves Schlumberger and Nabors drilling, and (ii) One Team Completion, which involves Schlumberger and Brent Energía y Servicios.
The One Team Contracts program covers the most important suppliers to our shale oil development: (i) One Team Drilling, which involves SLB and Nabors drilling, and (ii) One Team Completion, which involves SLB and Brent Energía y Servicios.
Vaca Muerta Shale Formation / Shale Potential Overview The Vaca Muerta formation, located in the Neuquina Basin, is considered one of the most prominent shale plays globally, and has already become the largest commercial shale development outside of North America.
Vaca Muerta Shale Formation The Vaca Muerta formation, located in the Neuquina Basin, is considered one of the most prominent shale plays globally, and has already become the largest commercial shale development outside of North America.
However, the information regarding Vista’s proved reserves included elsewhere in this annual report has been prepared according to the definitions of Rule 4-10(a) of Regulation S-X or the Society of Petroleum Engineers’ Petroleum Resources Management System, which differ from the relevant guidelines published by the SdE.
The information regarding Vista’s proved reserves in this annual report has been prepared according to the definitions of Rule 4-10(a) of Regulation S-X or the Society of Petroleum Engineers’ Petroleum Resources Management System, which differ from the relevant guidelines published by the SdE.
In some circumstances, where appropriate analog reservoir models are available, reservoir parameters from these analog models were used to increase the reliability of our reserves estimates. Acreage As of December 31, 2022, our total developed and undeveloped acreage in Argentina and Mexico, both gross and net, was as follows.
In some circumstances, where appropriate analog reservoir models are available, reservoir parameters from these analog models were used to increase the reliability of our reserves estimates. Acreage As of December 31, 2023, our total developed and undeveloped operated acreage in Argentina and Mexico, both gross and net, was as follows.
Furthermore, recently issued Decree No. 31/2023 declares as a priority a national public policy for sustainable management of resources used by national public agencies. Those practices provide for the efficient management of the following: electric energy; water; natural gas; waste; public procurement; accessibility; sustainable mobility; and green areas and spaces.
Furthermore, Decree No. 31/2023 declares a national public priority policy for the sustainable management of resources used by national public agencies. Those practices provide for the efficient management of the following: electric energy; water; natural gas; waste; public procurement; accessibility; sustainable mobility; and green areas and spaces.
Aluvional S.A. holds 10-year term concessions of 15 quarries of siliceous sand, all of them located in the Province of Río Negro. Vista Oil & Gas Holding I, S.A. de C.V. holds a 95% direct interest in Aluvional S.A. The remaining 5% interest is held by Vista Energy Argentina SAU. As of December 31, 2022, Aluvional S.A. had 14 employees.
Aluvional S.A. holds 10-year term concessions of 15 quarries of siliceous sand, all of them located in the Province of Río Negro. Vista Oil & Gas Holding I, S.A. de C.V. holds a 95% direct interest in Aluvional S.A. The remaining 5% interest is held by Vista Energy Argentina SAU. As of December 31, 2023, Aluvional S.A. had 17 employees.
(1) Our hydrocarbon liquid volumes include crude oil, condensate and NGL (LPG and natural gasoline). We do not include separate figures for NGL reserves because they represented less than 1% of our proved developed and undeveloped reserves as of December 31, 2021, and December 31, 2022, respectively.
(1) Our hydrocarbon liquid volumes include crude oil, condensate and NGL (LPG and natural gasoline). We do not include separate figures for NGL reserves because they represented less than 1% of our proved developed and undeveloped reserves as of December 31, 2023, respectively.
Gas production from Bajada del Palo Oeste and unconventional production of Bajada del Palo Este is compressed and dehydrated in two compressor stations to be injected to TGS Vaca Muerta system at Tratayen for further treatment. Sales Gas is injected to TGS or TGN systems.
Gas production from Bajada del Palo Oeste and shale production of Bajada del Palo Este is compressed and dehydrated in two compressor stations to be injected to TGS Vaca Muerta system at Tratayen for further treatment. Sales Gas is injected to the TGS or TGN systems.
This goal is applicable to all sectors of the economy. 104 Table of Contents The NDCs set forth that towards 2030, the Argentine Republic will carry out an energy transition, focusing its efforts on the promotion of energy efficiency, renewable energies, and the promotion of distributed generation, using natural gas as a transition fuel during this period.
This goal is applicable to all sectors of the economy. 87 The NDCs set forth that towards 2030, the Argentine Republic will carry out an energy transition, focusing its efforts on the promotion of energy efficiency, renewable energies, and the promotion of distributed generation, using natural gas as a transition fuel during this period.
Bajada del Palo Este has 48,853 gross acres with exposure to shale oil Vaca Muerta acreage. We estimate there are up to 150 new well locations to be drilled in this block. 62 Table of Contents Aguada Federal On September 16, 2021, we acquired a 50% non-operated working interest in Aguada Federal from ConocoPhillips Petroleum Holdings B.V.
Bajada del Palo Este has 48,853 gross acres with exposure to shale oil Vaca Muerta acreage. We estimate there are up to 150 new well locations to be drilled in this block. 59 Aguada Federal On September 16, 2021, we acquired a 50% non-operated working interest in Aguada Federal from ConocoPhillips Petroleum Holdings B.V.
A weighted average price is estimated for certain areas per subsidized and unsubsidized volume. 67 Table of Contents The following table sets forth summary information about the oil and natural gas net proved developed and undeveloped reserves of the assets we own in Argentina and Mexico as of December 31, 2022.
A weighted average price is estimated for certain areas per subsidized and unsubsidized volume. The following table sets forth summary information about the oil and natural gas net proved developed and undeveloped reserves of the assets we own in Argentina and Mexico as of December 31, 2023.
In the event of intentional and unlawful action or inaction, the responsible party will be fined up to approximately 48 million Mexican Pesos for 2017. This liability regime is independent from administrative, civil or criminal liability regimes, which may be applicable depending on the performed conduct.
In the event of intentional and unlawful action or inaction, the responsible party will be fined up to approximately 65 million Mexican Pesos for 2024. This liability regime is independent from administrative, civil or criminal liability regimes, which may be applicable depending on the performed conduct.
As a result of the Conventional Assets Transaction, as of the date of this annual report, we hold (i)100.00% operated interest in the following exploitation concessions: Bajada del Palo Oeste and Bajada del Palo Este, Aguada Federal, Bandurria Norte, and CS-01, (ii) 84.62% operated interest in the exploitation concession Coirón Amargo Norte, (iii) 90% operated interest in the exploitation concession Águila Mora, and (iv) 1.50% non-operating interest in the unconventional exploitation concession Acambuco.
As of the date of this annual report, we hold (i) 100.00% operated interest in the following exploitation concessions: Bajada del Palo Oeste, Bajada del Palo Este, Aguada Federal, Bandurria Norte, and CS-01, (ii) 84.62% operated interest in the exploitation concession Coirón Amargo Norte, (iii) 90% operated interest in the exploitation concession Águila Mora, and (iv) 1.50% non-operating interest in the conventional exploitation concession Acambuco.
For the second consecutive year, 2022 Sustainability Report will include information aligned with the recommendations published by the Task Force on Climate-Related Financial Disclosures (“TCFD”) and will have limited assurance on certain relevant GRI indicators. We are signatories to the United Nations Global Compact’s Ten Principles on human rights, labor, environment and anti-corruption.
For the third consecutive year, our 2023 Sustainability Report will include information aligned with the recommendations published by the Task Force on Climate-Related Financial Disclosures (“TCFD”) and will have limited assurance on certain relevant GRI indicators. We are signatories to the United Nations Global Compact’s Ten Principles on human rights, labor, environment and anti-corruption.
See “Item 4—Information on the Company—History and Development of the Company—Recent Developments—Transaction to increase focus on shale oil operations in Vaca Muerta.” Reserves Estimation Process—Internal Controls We maintain an internal staff of petroleum engineers and geoscience professionals who work closely with our independent reserves engineering consultants to ensure the integrity, accuracy and timeliness of data used by our independent reserves engineering consultants in their estimation process and who have knowledge of the specific properties under evaluation.
See “Item 4—Information on the Company—Business Overview—Transaction to increase focus on shale oil operations in Vaca Muerta.” Reserves Estimation Process—Internal Controls We maintain an internal staff of petroleum engineers and geoscience professionals who work closely with our independent reserves engineering consultants to ensure the integrity, accuracy and timeliness of data used by our independent reserves engineering consultants in their estimation process and who have knowledge of the specific properties under evaluation.
This option can be exercised for up to 180 consecutive days after the commencement of production of the second pad. As of the date of this annual report, seven pads for a total of 28 wells have been tied-in under the terms of this agreement.
This option can be exercised for up to 180 consecutive days after the commencement of production of the second pad. As of the date of this annual report, seven pads for a total of 28 wells have been tied-in under the terms of this agreement, after Trafigura exercised the option in item (c) above.
Transportation and Treatment In our operated blocks in Argentina, we treat and transport our oil, gas and water production in existing transportation treatment facilities that have sufficient capacity to process and deliver our current conventional and unconventional production.
Transportation and Treatment In our operated blocks in Argentina, we treat and transport our oil, gas and water production in existing transportation treatment facilities that have sufficient capacity to process and deliver our current hydrocarbon production.
We do not include separate figures for NGL reserves because they represented less than 1% of our proved developed and undeveloped reserves as of December 31, 2022. (2) Natural gas consumption represented 13% of total natural gas reserves (consumption plus natural gas sales) as of December 31, 2021, and 11% as of December 31, 2022.
We do not include separate figures for NGL reserves because they represented less than 1% of our proved developed and undeveloped reserves as of December 31, 2023. (2) Natural gas consumption represented 11% of total natural gas reserves (consumption plus natural gas sales) as of December 31, 2022, and 9% as of December 31, 2023.
Among our VX Ventures portfolio, we have created and funded Aike NBS S.A.U. to deliver top-quality carbon offsets through the development of “Nature Based Solutions” (NBS) projects, including forestry and soil carbon capture projects.
Among our VX Ventures portfolio, we have created and funded Aike NBS S.A.U. to deliver top-quality carbon offsets through the development of Nature Based Solutions projects, including forestry and soil carbon capture projects.
All multiphase production from Bajada del Palo Oeste, Bajada del Palo Este, Aguada Federal and Coirón Amargo Norte is collected in primary separation batteries. Oil is pumped through a pipeline to the Entre Lomas treatment plant to reach sales specifications (57,000 boe/d capacity).
All multiphase production from Bajada del Palo Oeste, Bajada del Palo Este, Aguada Federal and Coirón Amargo Norte is collected in primary separation batteries. Oil is pumped through pipeline to the Entre Lomas treatment plant to reach sales specifications (70,000 bbl/d capacity).
The following table presents information on our concessions as of the date of this annual report, and estimated reserves and production as of December 31, 2022: Block Gross acres Net acres Interest Operator Net proved reserves as of Dec. 31, 2022 (MMboe) Average net production for the year ended Dec. 31, 2022 (Mboe/d) Concession Expiration Neuquina Basin Bajada del Palo Oeste 62,641 62,641 100 % Vista 186.4 31.4 2053 Entre Lomas Río Negro 83,349 83,349 100 % (6) Vista 6.0 3.4 2026 Jagüel de los Machos 48,359 48,359 100 % (6) Vista 2.7 2.9 2025 25 de Mayo-Medanito 32,247 32,247 100 % (6) Vista 3.0 2.5 2026 53 Table of Contents Block Gross acres Net acres Interest Operator Net proved reserves as of Dec. 31, 2022 (MMboe) Average net production for the year ended Dec. 31, 2022 (Mboe/d) Concession Expiration Entre Lomas Neuquén 99,665 99,665 100 % (6) Vista 1.5 1.5 2026 Bajada del Palo Este 48,853 48,853 100 % Vista 8.5 2.9 2053 Coirón Amargo Norte 26,598 22,508 84.6 % Vista 0.8 0.2 2037 Jarilla Quemada (1) 47,617 47,617 100 % (6) Vista 0.0 0.3 2040 Coirón Amargo Sur Oeste 16,440 — — (2) Shell — — — Águila Mora 23,475 21,128 90 % Vista — — 2054 Charco del Palenque 47,963 47,963 100 % (6) Vista 0.7 0.0 2034 Aguada Federal 24,058 24,058 100 % (3) Vista 37.4 2.8 2050 Bandurria Norte 26,404 26,404 100 % (3) Vista — — 2050 Golfo San Jorge Basin Sur Río Deseado Este (“SRDE”) 75,604 — — (4) Alianza Petrolera — — — Noroeste Basin Acambuco 293,747 4,406 1.5 % Pan American Energy 0.7 0.1 2036/2040 Mexico CS-01 23,517 23,517 100 % (5) Vista 4.0 0.5 2047 (1) Jarilla Quemada consolidates the Agua Amarga production information (Jarilla Quemada plus Charco del Palenque production).
The following table presents information on our concessions as of the date of this annual report, and estimated reserves and production as of December 31, 2023: Block Gross acres Net acres Interest Operator Net proved reserves as of Dec. 31, 2023 (MMboe) Average net production for the year ended Dec. 31, 2023 (Mboe/d) Concession Expiration Neuquina Basin Bajada del Palo Oeste 62,641 62,641 100 % Vista 221.8 33.8 2053 Entre Lomas Río Negro 83,349 — (3) — (3) Aconcagua 2.4 1.9 2026 48 Block Gross acres Net acres Interest Operator Net proved reserves as of Dec. 31, 2023 (MMboe) Average net production for the year ended Dec. 31, 2023 (Mboe/d) Concession Expiration Jagüel de los Machos 48,359 — (3) — (3) Aconcagua 0.8 1.3 2025 25 de Mayo-Medanito 32,247 — (3) — (3) Aconcagua 1.0 1.1 2026 Entre Lomas Neuquén 99,665 — (3) — (3) Aconcagua 0.5 0.6 2026 Bajada del Palo Este 48,853 48,853 100 % Vista 40.1 4.8 2053 Coirón Amargo Norte 26,598 22,508 84.6 % Vista 0.3 0.2 2037 Jarilla Quemada (1) 47,617 — (3) — (3) Aconcagua 0.1 0.2 2040 Coirón Amargo Sur Oeste 16,440 — — (2) Shell — — — Águila Mora 23,475 21,128 90 % Vista 1.3 1.3 2054 Charco del Palenque 47,963 — (3) — (3) Aconcagua 0.2 — 2034 Aguada Federal 24,058 24,058 100 % Vista 39.3 5.2 2050 Bandurria Norte 26,404 26,404 100 % Vista — — 2050 Golfo San Jorge Basin Noroeste Basin Acambuco 293,747 4,406 1.5 % Pan American Energy 0.6 0.2 2036/2040 Mexico CS-01 14,332 14,332 100 % (5) Vista 10.1 0.7 2047 (1) Jarilla Quemada consolidates the Agua Amarga production information (Jarilla Quemada plus Charco del Palenque production).
Vista asked D&M to prepare the 2022 Reserves Report which was issued on February 1, 2023, covering reserves as of December 31, 2022, of the assets we own in Argentina and Mexico.
Vista asked D&M to prepare the 2023 Reserves Report which was issued on February 7, 2024, covering reserves as of December 31, 2023, of the assets we own in Argentina and Mexico.
Block Average net oil production for the year ended December 31, 2021 (Mbbl/d) (5) Average net gas production for the year ended December 31, 2021 (MMm 3 /d) (5) Average net NGL production for the year ended December 31, 2021 (Mbbl/d) (5) Neuquina Basin Bajada del Palo Oeste 20.8 0.8 — Entre Lomas Río Negro 2.3 0.1 0.3 Jagüel de los Machos 2.3 0.1 — 25 de Mayo-Medanito 2.4 0.0 — Entre Lomas Neuquén 1.1 0.1 0.1 Bajada del Palo Este 0.4 0.1 0.1 Coirón Amargo Norte 0.3 0.0 — Jarilla Quemada (1) 0.2 0.0 0.0 Coirón Amargo Sur Oeste (2) 0.0 0.0 — Águila Mora — — — Charco del Palenque (1) — — — Aguada Federal (3) 0.1 0.0 — Bandurria Norte (3) — — — Golfo San Jorge Basin Sur Río Deseado Este (4) — — — Noroeste Basin Acambuco 0.0 0.0 — (1) Jarilla Quemada consolidates the Agua Amarga production information (Jarilla Quemada plus Charco del Palenque production).
Block Average net oil production for the year ended December 31, 2021 (Mbbl/d) (5) Average net gas production for the year ended December 31, 2021 (MMm 3 /d) (5) Average net NGL production for the year ended December 31, 2021 (Mbbl/d) (5) Neuquina Basin Bajada del Palo Oeste 20.8 0.76 — Entre Lomas Río Negro 2.3 0.14 0.35 Jagüel de los Machos 2.3 0.12 — 25 de Mayo-Medanito 2.4 0.03 — Entre Lomas Neuquén 1.1 0.08 0.07 Bajada del Palo Este 0.4 0.07 0.05 Coirón Amargo Norte 0.3 0.00 — Jarilla Quemada (1) 0.2 0.03 0.01 Coirón Amargo Sur Oeste (2) 0.0 0.00 — Águila Mora — — — Charco del Palenque (1) — — — Aguada Federal (3) 0.1 0.00 — Bandurria Norte (3) — — — Golfo San Jorge Basin Sur Río Deseado Este (4) — — — Noroeste Basin Acambuco 0.0 0.02 — (1) Jarilla Quemada consolidates the Agua Amarga production information (Jarilla Quemada plus Charco del Palenque production).
During the year ended December 31, 2021, we invested US$324.1 million, of which US$220.0 million correspond to the drilling and completion activities in our Vaca Muerta development in Bajada del Palo Oeste, where we completed our 4-well pads BPO-6, BPO-7 and drilled and completed pads BPO-8, BPO-9 and BPO-10.
We invested US$324.1 million, of which US$220.0 million correspond to the drilling and completion activities in our Vaca Muerta development in Bajada del Palo Oeste, where we completed our 4-well pads BPO-6, BPO-7 and drilled and completed pads BPO-8, BPO-9 and BPO-10.
We have reduced our average operating cost from US$13.9 per boe during the year ended December 31, 2021 to US$7.5 per boe for the year ended December 31, 2022. Crude Oil Production and Natural Gas Production in Argentina The tables below outline the average oil, gas and NGL net production, for the periods ended December 31, 2022, 2021 and 2020.
We have reduced our average operating cost from US$7.5 per boe during the year ended December 31, 2022, to US$5.1 per boe for the year ended December 31, 2023. 52 Crude Oil Production and Natural Gas Production in Argentina The tables below outline the average oil, gas and NGL net production, for the periods ended December 31, 2023, 2022 and 2021.
As of the date of this annual report, no pads have been tied-in yet under the terms of this agreement. Bajada del Palo Este We are the operator and holder of 100% of the exploitation concession granted for the Bajada del Palo Este block in the Neuquina Basin located in the Province of Neuquén.
As of the date of this annual report, three pads for a total of 12 wells have been tied-in yet under the terms of this agreement. Bajada del Palo Este We are the operator and holder of 100% of the exploitation concession granted for the Bajada del Palo Este block in the Neuquina Basin located in the Province of Neuquén.
See “Item 4—Information on the Company—History and Development of the Company—Recent Developments—Transaction to increase focus on shale oil operations in Vaca Muerta.” Our Argentine concession agreements have no change of control provisions, though any assignment of these concessions is subject to the prior authorization by the executive branch of the province where the concession is located.
See “Item 4—Information on the Company—Business Overview—Transaction to increase focus on shale oil operations in Vaca Muerta.” Our Argentine concession agreements have no change of control provisions, though any assignment of these concessions is subject to the prior authorization by the executive branch of the province where the concession is located.
See “Item 3—Key Information—Risk Factors—Detailed Risk Factors—Risks Related to Our Business and Industry—Our industry has become increasingly dependent on digital technologies to carry out daily operations.” ESG Matters During 2022, we believe that we reinforced our commitment to sustainability.
See “Item 3—Key Information—Risk Factors—Detailed Risk Factors—Risks Related to Our Business and Industry—Our industry has become increasingly dependent on digital technologies to carry out daily operations” and “Item 16K—Cybersecurity.” ESG Matters During 2023, we believe that we reinforced our commitment to sustainability.
However, the competent provincial authorities have the right to revoke these licenses in the event of non-compliance with the conditions of the permit or concession by the licensee (Article 80 of Law No. 17,319). Licensees may also partially or totally relinquish, at any time, the surface of a permit or concession.
The competent provincial authorities have the right to revoke the licenses in the event of non-compliance with the conditions of the permit or concession by the licensee (Article 80 of the Hydrocarbons Law). Licensees may also partially or totally relinquish, at any time, the surface of a permit or concession.
Vista Energy Holding I, S.A. de C.V. holds a 36.08% direct interest in Aleph Midstream. The remaining 63.92% interest is held by Vista Oil & Gas Holding V B.V. As of December 31, 2022, Aleph Midstream S.A. had no direct employees.
Vista Energy Holding I, S.A. de C.V. holds a 36.08% direct interest in Aleph Midstream. The remaining 63.92% interest is held by Vista Oil & Gas Holding V B.V. As of December 31, 2023, Aleph Midstream S.A. had no direct employees. Aleph Midstream S.A. is a wholly owned subsidiary of Vista. Aluvional S.A.
As a result of the Conventional Assets Transaction, we transferred the operations of a portion of our assets in Argentina, effective March 1, 2023.
As a result of the Conventional Assets Transaction, we transferred the operations of six conventional assets in Argentina, effective March 1, 2023.
As a result of the Conventional Assets Transaction, we transferred the operations of a portion of our assets in Argentina, effective March 1, 2023.
As a result of the Conventional Assets Transaction, we transferred the operations of six conventional assets in Argentina, effective March 1, 2023.
As a result of the amendment of the Hydrocarbons Law by means of the Short Law, each province has its own enforcement authority. In particular, the Province of Neuquén has passed its own Hydrocarbons Law No. 2,453, among other laws and regulations on these activities.
The enforcement authority for the Hydrocarbons Law is the Argentine Secretariat of Energy (“SdE”). As a result of the amendment of the Hydrocarbons Law by means of the Short Law, each province has its own enforcement authority. In particular, the Province of Neuquén has passed its own Hydrocarbons Law No. 2,453, among other laws and regulations on these activities.
The unconventional exploitation concession includes a commitment to perform an initial two-year pilot plan, during which Vista must (i) drill five new horizontal wells, and (iii) construct surface facilities, for a total investment of approximately US$51.9 million. As of December 31, 2022, we drilled, completed and tied-in the first two wells of such pilot.
The unconventional exploitation concession includes a commitment to perform an initial pilot plan, during which Vista must (i) drill five new horizontal wells, and (ii) construct surface facilities, for a total investment of approximately US$51.9 million. As of December 31, 2023, we drilled, completed and tied-in the four wells of such pilot.
Concessions As of the date of this annual report, we have working interests in the following oil and gas concessions in Argentina: Neuquina Basin : (a) a 100% operating interest in the exploitation concessions Bajada del Palo Oeste, Bajada del Palo Este, Aguada Federal, Bandurria Norte (in all cases, as operator); (b) a 84.62% operating interest in the exploitation concession Coirón Amargo Norte (as operator); (c) a 90% operating working interest in the unconventional exploration concession Águila Mora (as operator); and Noroeste Basin : a 1.5% non-operating interest in the exploitation concessions Acambuco (operated by Pan American Energy).
NGL production is comprised of the production of propane and butane (LPG) and excludes natural gasoline. 54 Concessions As of the date of this annual report, we have working interests in the following oil and gas concessions in Argentina: Neuquina Basin : (a) a 100% operating interest in the exploitation concessions Bajada del Palo Oeste, Bajada del Palo Este, Aguada Federal, Bandurria Norte (in all cases, as operator); (b) a 84.62% operating interest in the exploitation concession Coirón Amargo Norte (as operator); (c) a 90% operating working interest in the unconventional exploration concession Águila Mora (as operator); and Noroeste Basin : a 1.5% non-operating interest in the exploitation concessions Acambuco (operated by Pan American Energy).
In the event of an extension of the term of an exploitation concession, an additional 3% royalty shall be paid on the applicable royalty at the time of the first extension and up to a total maximum of 18% for any subsequent extensions.
In the event of an extension of the term of an exploitation concession, an additional royalty up to 3% at the time of a first extension and up to a total maximum of 18% royalty for the following extensions shall be paid.
VX Ventures VX Ventures AenP (“VX Ventures”) is Vista’s corporate venture capital fund, launched with an initial US$12.5 million funding commitment (which represents less than 2% of Vista’s capital expenditures for the year 2022), with the objective of developing new businesses that can thrive through the energy transition and support Vista becoming a lower carbon & lower cost company.
VX Ventures VX Ventures AenP (“VX Ventures”) is Vista’s corporate venture capital fund, launched with an initial US$12.5 million funding commitment (which yearly investments represent less than 1% of Vista’s capital expenditures), with the objective of developing new businesses that can thrive through the energy transition and support Vista becoming a lower carbon & lower cost company.
Pursuant to the Five-Year Plan for 2020-2024, the Federal Government determined that the current administration will not undertake new bids to award contractual areas for exploration and production activities until the current contracts can demonstrate that profits have been obtained. 108 Table of Contents Farm-outs Farm-outs are a mechanism by which a license holder to an energy resource assigns an interest in the license to another party.
In October 2021, the government presented the Five-Year Plan for 2020-2024, pursuant to which the current administration determined that it will not undertake new bids to award contractual areas for exploration and production activities until the current contracts can demonstrate that profits have been obtained. 90 Farm-outs are a mechanism by which a license holder to an energy resource assigns an interest in the license to another party.
Under the terms of such agreement, effective as of October 1, 2022: • Trafigura (A) has a contractual right over 25% of the hydrocarbon production of the wells included in such agreement, (B) bears 25% of the capital expenditures, as well as the corresponding royalties and direct taxes, with respect to the wells included in such agreement, and (C) will pay Vista (i) US$1,700,000 for each tied-in well (equivalent to US$6,800,000 for a 4-well pad), (ii) a fee, capped at 12.5 $/bbl, over Trafigura’s share of total production to compensate Vista for any improvements in international crude oil prices above 60 $/bbl and up to 110 $/bbl, and (iii) a fee on Trafigura’s share of total production to compensate Vista for all operating expenses, G&A expenses, midstream costs within the block and well abandonment costs. • We remain operator of the block and hold 100% of the title of the Bajada del Palo Oeste concession, and, with respect to the wells included in the agreement, will: (i) retain rights over 75% of the hydrocarbon production, (ii) bear 75% of the capital expenditures, as well as the corresponding royalties and direct taxes, and (iii) bear all other costs, including operating and midstream costs.
Under the terms of such agreement, effective as of October 1, 2022: (a) Trafigura (A) has a contractual right over 25% of the hydrocarbon production of the wells included in such agreement, (B) bears 25% of the capital expenditures, as well as the corresponding royalties and direct taxes, with respect to the wells included in such agreement, and (C) will pay Vista (i) US$1,700,000 for each tied-in well (equivalent to US$6,800,000 for a 4-well pad), (ii) a fee, capped at 12.5 $/bbl, over Trafigura’s share of total production to compensate Vista for any improvements in international crude oil prices above 60 $/bbl and up to 110 $/bbl, and (iii) a fee on Trafigura’s share of total production to compensate Vista for all operating expenses, G&A expenses, midstream costs within the block and well abandonment costs.
Our growth plan is based on developing our approximately 1,000-well inventory in Vaca Muerta, out of which 550 well are in Bajada del Palo Oeste, 150 in Aguada Federal, 150 in Bandurria Norte and 150 in Bajada del Palo Este, in line with the highest efficiency and safety standards.
Our growth plan is based on developing our approximately 1,150-well inventory in Vaca Muerta, out of which 550 well are in Bajada del Palo Oeste, 150 in Bajada del Palo Este, 150 in Aguada Federal, 150 in Bandurria Norte, 100 in Águila Mora and 50 in Coirón Amargo Norte, in line with the highest efficiency and safety standards.
In 2022, we had a TRIR of 0.86, which was below one for the third consecutive year. Futhermore, in 2022 we recorded no major oil spill incidents. We strongly believe in the value of developing an organizational culture that promotes diversity, equity and inclusion at each level.
In 2023, we had a TRIR of 0.2 which was below 1.0 for the fourth consecutive year. Futhermore, in 2023 we recorded no major oil spill incidents. We strongly believe in the value of developing an organizational culture that promotes diversity, equity and inclusion at each level.
Transportation The Hydrocarbons Law grants hydrocarbon producers the exclusive right to obtain from the Argentine government a concession for the transportation of oil, gas and their by-products through a public tender process for a period equivalent to the period granted for the exploitation concession linked to the transportation concession, under terms specified in the Hydrocarbons Law and Decree No. 44/91.
Transportation The Hydrocarbons Law grants hydrocarbon producers the exclusive right to obtain from the Argentine government a concession for the transportation of oil, gas and their by-products through a public tender process for a period equivalent to the period granted for the exploitation concession linked to the transportation concession, under terms specified in the Hydrocarbons Law and Decree No. 44/91 as amended by Decree No. 115/2019 and complemented by Resolution 571/2019 (amended by Resolution No. 35/2021).
Environmental Policy In 2021, we announced our ambition to become Net Zero in scope 1 and 2 GHG Emissions by 2026. We plan to achieve this ambition through a multi-year plan to reduce our operational carbon footprint and the implementation of our own portfolio of nature-based solutions (“NBS”).
Environmental Policy In 2021, we announced our ambition to become Net Zero in scope 1 and 2 GHG Emissions by 2026. We plan to achieve this ambition through a multi-year plan to reduce our operational carbon footprint and the implementation of our own portfolio of NBS projects to offset the residual emissions.
(“OTE”), a company owned by YPF (30%) and Oiltanking (70%). OTE has 18 tanks with a storage capacity of 480,000 m 3 , of which 150,000 m 3 are used to store Medanito type crude oil, and has two buoys, Punta Ancla and Punta Cigueña, with capacities of 106,000 and 67,500 deadweight tonnage, respectively.
(“OTE”), a company owned by YPF (30%) and Oiltanking (70%). OTE has 18 tanks with a storage capacity of 3,020 Mbbl, of which 1,070 Mbbl are used to store Medanito type crude oil, and has two buoys, Punta Ancla and Punta Cigueña, with capacities of 106,000 and 70,000 deadweight tonnage, respectively.
Block Average net oil production for the year ended December 31, 2022 (Mbbl/d) (5) Average net gas production for the year ended December 31, 2022 (MMm 3 /d) (5) Average net NGL production for the year ended December 31, 2022 (Mbbl/d) (5) Neuquina Basin Bajada del Palo Oeste 26.4 5.0 — Entre Lomas Río Negro (6) 2.4 0.7 0.4 Jagüel de los Machos (6) 2.2 0.7 — 25 de Mayo-Medanito (6) 2.3 0.2 — Entre Lomas Neuquén (6) 1.0 0.5 0.1 Bajada del Palo Este 2.5 0.4 0.1 Coirón Amargo Norte 0.2 0.0 — Jarilla Quemada (1) (6) 0.2 0.1 — Coirón Amargo Sur Oeste (2) — — — Águila Mora — — — Charco del Palenque (1) (6) — — — Aguada Federal (3) 2.5 0.3 — Bandurria Norte (3) — — — Golfo San Jorge Basin Sur Río Deseado Este (4) — — — Noroeste Basin Acambuco 0.0 0.1 — 56 Table of Contents (1) Jarilla Quemada consolidates the Agua Amarga production information (Jarilla Quemada plus Charco del Palenque production).
Block Average net oil production for the year ended December 31, 2022 (Mbbl/d) (5) Average net gas production for the year ended December 31, 2022 (MMm 3 /d) (5) Average net NGL production for the year ended December 31, 2022 (Mbbl/d) (5) Neuquina Basin Bajada del Palo Oeste 26.4 0.79 — Entre Lomas Río Negro (6) 2.4 0.12 0.36 Jagüel de los Machos (6) 2.2 0.11 — 25 de Mayo-Medanito (6) 2.3 0.03 — Entre Lomas Neuquén (6) 1.0 0.08 0.05 Bajada del Palo Este 2.5 0.06 0.03 Coirón Amargo Norte 0.2 0.00 — Jarilla Quemada (1) (6) 0.2 0.01 0.01 Coirón Amargo Sur Oeste (2) — — — Águila Mora — — — Charco del Palenque (1) (6) — — — Aguada Federal (3) 2.5 0.03 — Bandurria Norte (3) — 0.00 — Golfo San Jorge Basin 53 Block Average net oil production for the year ended December 31, 2022 (Mbbl/d) (5) Average net gas production for the year ended December 31, 2022 (MMm 3 /d) (5) Average net NGL production for the year ended December 31, 2022 (Mbbl/d) (5) Sur Río Deseado Este (4) — — — Noroeste Basin Acambuco 0.0 0.02 — (1) Jarilla Quemada consolidates the Agua Amarga production information (Jarilla Quemada plus Charco del Palenque production).
We aim to develop these capacities in our employees and leaders, through the execution of several projects and initiatives captured by our Vista Diversity Equity & Inclusion (“DEI”) program. In 2022, 45% of new hires were women, raising the share of female employees by 2 pps to 22%. In addition, we invested approximately US$736,000 in social development.
We aim to develop these capacities in our employees and leaders, through the execution of several projects and initiatives captured by our Vista Diversity Equity & Inclusion (“DEI”) program. In 2023, 26% of new hires were women, raising the share of female employees by 2 pps to 24%. In addition, we voluntarily invested approximately US$980 in social development.
(2) Natural gas consumption represented 13% of total natural gas reserves (consumption plus natural gas sales) as of December 31, 2021, and 11% as of December 31, 2022.
(2) Natural gas consumption represented 11% of total natural gas reserves (consumption plus natural gas sales) as of December 31, 2022, and 9% as of December 31, 2023.
In order to ensure the quality and consistency of our reserves estimates and reserves disclosures, we maintain and comply with a reserves process that satisfies the following key control objectives: • estimates are prepared using generally accepted practices and methodologies; • estimates are prepared objectively and free of bias; • estimates and changes therein are prepared on a timely basis; • estimates and changes therein are properly supported and approved; and • estimates and related disclosures are prepared in accordance with regulatory requirements.
He has more than 20 years of experience in exploration and production and oilfield services. 64 In order to ensure the quality and consistency of our reserves estimates and reserves disclosures, we maintain and comply with a reserves process that satisfies the following key control objectives: • estimates are prepared using generally accepted practices and methodologies; • estimates are prepared objectively and free of bias; • estimates and changes therein are prepared on a timely basis; • estimates and changes therein are properly supported and approved; and • estimates and related disclosures are prepared in accordance with regulatory requirements.
Our principal executive offices are located at Pedregal No. 24, Floor 4, Colonia Molino del Rey, Alcaldía Miguel Hidalgo, Mexico City, Zip Code 11040, Mexico. Our telephone number at this location is +52 (55) 8647-0128. Our website is http://www.vistaenergy.com .
We were originally incorporated in Mexico on March 22, 2017. 45 Our principal executive offices are located at Pedregal No. 24, Floor 4, Colonia Molino del Rey, Alcaldía Miguel Hidalgo, Mexico City, Zip Code 11040, Mexico. Our telephone number at this location is +52 (55) 8647-0128. Our website is http://www.vistaenergy.com.
Overview of exploitation concessions in Argentina For an overview of the framework governing oil and gas exploitation concessions in Argentina, see “Item 4—Information on the Company—Industry and Regulatory Overview —–Oil and Gas Regulatory Frameworks in Argentina.” Customers and Marketing Oil Markets In Argentina, our crude oil production was both sold to domestic refineries and exported during 2022, 2021 and 2020.
For more detail on the midstream infrastructure network in Argentina, see “Item 4—Information on the Company—Industry and Regulatory Overview—Oil and Gas Regulatory Frameworks in Argentina—Oil Midstream and Downstream.” Overview of exploitation concessions in Argentina For an overview of the framework governing oil and gas exploitation concessions in Argentina, see “Item 4—Information on the Company—Industry and Regulatory Overview—Oil and Gas Regulatory Frameworks in Argentina.” 71 Customers and Marketing Oil Markets In Argentina, our crude oil production was sold to domestic refineries and exported during 2023, 2022 and 2021.
Estimates may be prepared using any deterministic methods. The particular method chosen should be based on the evaluator’s professional judgment as being the most appropriate, given the geological nature of the property, the extent of its operating history and the quality of available information. It may be appropriate to employ several methods in reaching an estimate for the property.
Estimates may be prepared using any deterministic methods. The particular method chosen should be based on the evaluator’s professional judgment as being the most appropriate, given the geological nature of the property, the extent of its operating history and the quality of available information.

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Mr. Doehner is Executive Vice President of Corporate Affairs, Enterprise Risk Management and Social Impact at CEMEX and is a member of its Executive Committee, reporting directly to the CEO. Mr.
Doehner is Executive Vice President of Corporate Affairs, Enterprise Risk Management and Social Impact at CEMEX and is a member of its Executive Committee, reporting directly to the CEO. Mr.
Our Chief Executive Officer and the members of the other relevant officers (including members of our Executive Team) are also subject to the same fiduciary duty obligations as our directors. Our executive team also plays an important role from an ESG perspective. During 2022, we redefined our internal ESG framework with annual and mid-term objectives.
Our Chief Executive Officer and the members of the other relevant officers (including members of our Executive Team) are also subject to the same fiduciary duty obligations as our directors. 127 Our executive team also plays an important role from an ESG perspective. During 2022, we redefined our internal ESG framework with annual and mid-term objectives.
Mr. Pierre-Jean Sivignon was an advisor to the Chairman and CEO of Carrefour Group in Paris until December 2018, where he previously held the positions of Deputy CEO, CFO and Member of the Executive Board as well as Chairman of the Board of their publicly traded subsidiary in Brazil.
Pierre-Jean Sivignon was an advisor to the Chairman and CEO of Carrefour Group in Paris until December 2018, where he previously held the positions of Deputy CEO, CFO and Member of the Executive Board as well as Chairman of the Board of their publicly traded subsidiary in Brazil.
The Board may amend the terms of the Plan and/or any particular award, provided that no such amendment shall impair the rights of any participant under the Plan. Eligibility. We may grant awards to directors, officers, employees and consultants of our Company or any of our Subsidiaries. Vesting Schedule.
The Board may amend the terms of the Plan and/or any particular award, provided that no such amendment shall impair the rights of any participant under the Plan. 128 Eligibility. We may grant awards to directors, officers, employees and consultants of our Company or any of our Subsidiaries. Vesting Schedule.
Prior experience includes positions as the Chief Financial Officer, Executive Vice President, Member of the Board of Management at both Royal Philips Electronics in Amsterdam and at Faurecia (now Forvia) Group in Paris. He also held various high level financial and managerial positions with the Schlumberger Group in different locations, including New York and Paris. Mr.
Prior experience includes positions as the Chief Financial Officer, Executive Vice President, Member of the Board of Management at both Royal Philips Electronics in Amsterdam and at Faurecia (now Forvia) Group in Paris. He also held various high level financial and managerial positions with the SLB Group in different locations, including New York and Paris. Mr.
During the year ended December 31, 2022, the remuneration paid by the Issuer to each of the members of the Board of Directors, excluding the Chairman of the Board and the Chief Executive Officer, consisted of: (i) a fee payment of US$80,000.00, payable in four quarterly installments, and (ii) 25,000 series A shares, within the terms of the LTIP.
During the year ended December 31, 2023, the remuneration paid by the Issuer to each of the members of the Board of Directors, excluding the Chairman of the Board and the Chief Executive Officer, consisted of: (i) a fee payment of US$80,000.00, payable in four quarterly installments, and (ii) 25,000 series A shares, within the terms of the LTIP.
None of our directors maintains service contracts with us except as described in “Principal Shareholders” and “Related Party Transactions.” 149 Table of Contents Executive Team The following table sets forth the members of our Executive Team as of the date of this annual report, which were designated on August 1, 2017.
None of our directors maintains service contracts with us except as described in “Principal Shareholders” and “Related Party Transactions.” Executive Team The following table sets forth the members of our Executive Team as of the date of this annual report, which were designated on August 1, 2017.
Prior to his time at YPF, Mr. Garoby worked at Schlumberger as Operations Manager for Europe and Africa. Mr. Garoby has also held several positions at Baker Hughes, including Director of Baker Hughes do Brasil, Country Manager of Baker Hughes Centrilift Brazil and Country Manager of Baker Hughes Centrilift Ecuador & Peru, among others. Mr.
Prior to his time at YPF, Mr. Garoby worked at SLB as Operations Manager for Europe and Africa. Mr. Garoby has also held several positions at Baker Hughes, including Director of Baker Hughes do Brasil, Country Manager of Baker Hughes Centrilift Brazil and Country Manager of Baker Hughes Centrilift Ecuador & Peru, among others. Mr.
For further information on risk of labor disputes, see “Item 3—Key Information—Risk Factors—Detailed Risk Factors—Risks Related to our Company—We employ a highly unionized workforce and could be subject to labor actions such as strikes, which could have a material adverse effect on our business.” As of December 31, 2022, there were also approximately 700 outsourced staff that access our operations on a daily basis to provide services.
For further information on risk of labor disputes, see “Item 3—Key Information—Risk Factors—Detailed Risk Factors—Risks Related to our Company—We employ a highly unionized workforce and could be subject to labor actions such as strikes, which could have a material adverse effect on our business.” As of December 31, 2023, there were also approximately 500 outsourced staff that access our operations on a daily basis to provide services.
The right to receive such remuneration was contingent upon attendance at a minimum of four meetings of the Company’s Board of Directors during the 2022 fiscal year. Long Term Incentive Plan On March 22, 2018, a shareholders’ meeting authorized our the Plan (as defined above).
The right to receive such remuneration was contingent upon attendance at a minimum of four meetings of the Company’s Board of Directors during the 2023 fiscal year. Long Term Incentive Plan On March 22, 2018, a shareholders’ meeting authorized the Plan (as defined above).
Share Ownership As of the date of this annual report, Susan Segal, Gerard Martellozo, German Losada and Mauricio Doehner Cobian held series A shares of the Company, in each case representing less than 1% of our outstanding shares.
Share Ownership As of the date of this annual report, Susan Segal, Pierre-Jean Sivignon, Gerard Martellozo, German Losada and Mauricio Doehner Cobian held series A shares of the Company, in each case representing less than 1% of our outstanding shares.
Boards of directors of public companies are required to meet at least four times during each calendar year and have the following principal duties: • determine general strategies applicable to the issuer; • approve guidelines for the use of corporate assets; • approve, on an individual basis, transactions with related parties, subject to certain limited exceptions; • approve unusual or exceptional transactions and any transactions that imply the acquisition or sale of assets with a value equal to or exceeding 5% of the issuer’s consolidated assets or that imply the provision of collateral or guarantees or the assumption of liabilities equal to or exceeding 5% of the issuer’s consolidated assets; • approve the appointment or removal of the chief executive officer; • approve waivers in respect of corporate opportunities; • approve accounting and internal control policies; • approve the chief executive officers’ annual report and corrective measures for irregularities; and • approve policies for disclosure of information. 145 Table of Contents Directors have the general duty to act for the benefit of the issuer, without favoring a shareholder or group of shareholders.
Boards of directors of public companies are required to meet at least four times during each calendar year and have the following principal duties: • determine general strategies applicable to the issuer; • approve guidelines for the use of corporate assets; • approve, on an individual basis, transactions with related parties, subject to certain limited exceptions; • approve unusual or exceptional transactions and any transactions that imply the acquisition or sale of assets with a value equal to or exceeding 5% of the issuer’s consolidated assets or that imply the provision of collateral or guarantees or the assumption of liabilities equal to or exceeding 5% of the issuer’s consolidated assets; • approve the appointment or removal of the chief executive officer; • approve waivers in respect of corporate opportunities; • approve accounting and internal control policies; • approve the chief executive officers’ annual report and corrective measures for irregularities; and • approve policies for disclosure of information.
The following table shows the employee headcount for Vista for the periods presented: As of December 31, 2022 December 31, 2021 December 31, 2020 Vista 465 411 382 As of December 31, 2022, December 31, 2021, and December 31, 2020, 59%, 59% and 34%, respectively, of our employees in Argentina were represented by one union and benefitted from a collective bargaining agreement between such union and our subsidiaries.
The following table shows the employee headcount for Vista for the periods presented: As of December 31, 2023 December 31, 2022 December 31, 2021 Vista 470 465 411 As of December 31, 2023, December 31, 2022, and December 31, 2021, 54%, 59% and 59%, respectively, of our employees in Argentina were represented by one union and benefitted from a collective bargaining agreement between such union and our subsidiaries.
For a detailed description of the operation and authorities of our audit committee, see “Item 10—Additional Information—Shareholder’s Meetings—Audit and Corporate Practices Committees.” Corporate Practices Committee The members of our Corporate Practices Committee are: • Mauricio Doehner Cobian (chair); • Pierre-Jean Sivignon; • Susan L. Segal • Germán Losada; and • Gerard Martellozo.
For a detailed description of the operation and authorities of our audit committee, see “Item 10—Additional Information—Shareholder’s Meetings—Audit and Corporate Practices Committees.” Corporate Practices Committee The members of our Corporate Practices Committee are: • Mauricio Doehner Cobian (chair); • Pierre-Jean Sivignon; • Susan L.
Compensation During the year ended December 31, 2022, the aggregate remuneration paid by the Issuer to Key Management Personnel for services in all capacities to the Issuer and its subsidiaries was US$26.1 million.
Compensation During the year ended December 31, 2023, the aggregate remuneration paid by the Issuer to key management personnel for services in all capacities to the Issuer and its subsidiaries was US$32.6 million.
Segal Director Yes 70 2017 No expiration date Mauricio Doehner Cobian Director Yes 48 2017 No expiration date Pierre-Jean Sivignon Director Yes 66 2018 No expiration date Gerard Martellozo Director Yes 67 2022 No expiration date Germán Losada Director Yes 38 2022 No expiration date * Independent under NYSE standards, applicable SEC rules and the CNBV Rules.
Segal Director Yes 71 2017 No expiration date Mauricio Doehner Cobian Director Yes 49 2017 No expiration date Pierre-Jean Sivignon Director Yes 67 2018 No expiration date Gerard Martellozo Director Yes 68 2022 No expiration date Germán Losada Director Yes 39 2022 No expiration date * Independent under NYSE standards, applicable SEC rules and the CNBV Rules.
Name Position Age Miguel Galuccio Chairman and Chief Executive Officer 55 Pablo Manuel Vera Pinto Chief Financial Officer 45 Juan Garoby Chief Operations Officer 52 Alejandro Cherñacov Strategic Planning and Investor Relations Officer 41 Miguel Galuccio.
Name Position Age Miguel Galuccio Chairman and Chief Executive Officer 56 Pablo Manuel Vera Pinto Chief Financial Officer 46 Juan Garoby Chief Operations Officer 53 Alejandro Cherñacov Strategic Planning and Investor Relations Officer 42 Miguel Galuccio.
Claims for breach of the duty of care or the duty of loyalty may be brought solely for the benefit of the issuer (as a derivative suit) and may only be brought by the issuer or by shareholders representing at least 5% of any outstanding shares.
Liability for breach of the duty of loyalty may not be limited by the company’s bylaws, by resolution of a shareholders’ meeting or otherwise. 124 Claims for breach of the duty of care or the duty of loyalty may be brought solely for the benefit of the issuer (as a derivative suit) and may only be brought by the issuer or by shareholders representing at least 5% of any outstanding shares.
We believe Vista has exceptional and experienced mentors who come from technical backgrounds and have been specifically involved with Vaca Muerta since the beginning of development. ITEM 7. MAJOR SHAREHOLDER AND RELATED PARTY TRANSACTIONS
We believe Vista has exceptional and experienced mentors who come from technical backgrounds and have been specifically involved with Vaca Muerta since the beginning of development. 130 DISCLOSURE OF A REGISTRANT’S ACTION TO RECOVER ERRONEOUSLY AWARDED COMPENSATION Not applicable. ITEM 7. MAJOR SHAREHOLDER AND RELATED PARTY TRANSACTIONS
Employees As of December 31, 2022, we had 465 employees, of which 448 were in Argentina and 17 in Mexico.
Employees As of December 31, 2023, we had 470 employees, of which 453 were in Argentina and 17 in Mexico.
Our board of directors is responsible for the oversight of our business and is comprised of six members, four of which are independent. Set forth below are the name, age, position and biographical description of each of our current directors. Name Position Independent* Age Appointed Term Expires on Miguel Galuccio Chairman No 55 2017 No expiration date Susan L.
Set forth below are the name, age, position and biographical description of each of our current directors. Name Position Independent* Age Appointed Term Expires on Miguel Galuccio Chairman No 56 2017 No expiration date Susan L.
Losada graduated from the University of San Andres in Argentina, where he earned a degree in Business Administration. 147 Table of Contents For a detailed description of the operation and authorities of our board of directors, see “Item 10—Additional Information—Memorandum and Articles of Association—Board of Directors.” Duties and Liabilities of Directors The Mexican Securities Market Law also imposes duties of care and loyalty on directors.
For a detailed description of the operation and authorities of our board of directors, see “Item 10—Additional Information—Memorandum and Articles of Association—Board of Directors.” Duties and Liabilities of Directors The Mexican Securities Market Law also imposes duties of care and loyalty on directors.
There is no expiration date on the term of the appointment of the members of our Corporate Practices Committee.
Segal • Germán Losada; and • Gerard Martellozo. 125 There is no expiration date on the term of the appointment of the members of our Corporate Practices Committee.
Liability also arises if damages and losses result from benefits obtained by the directors or third parties, as a result of activities carried out by the directors. Liability for breach of the duty of loyalty may not be limited by the company’s bylaws, by resolution of a shareholders’ meeting or otherwise.
Liability also arises if damages and losses result from benefits obtained by the directors or third parties, as a result of activities carried out by the directors.
The exercise prices and expiration dates of the Stock Options outstanding under the Plan are as follows (i) 2,546,155 Stock Options at an exercise price of US$6.70 per series A share, expiring on February 19, 2024, (ii) 643,769 Stock Options at an exercise price of US$2.10 per series A share, expiring on April 29, 2030, (iii) 1,178,862 Stock Options at an exercise price of US$2.85 per series A share, expiring on February 25, 2031, (iv) 1,416,119 Stock Options at an exercise price of US$7.05 per series A share, expiring on February 23, 2032, and (v) 513,378 Stock Options at an exercise price of US$17.83 per series A share, expiring on February 23, 2033.
The exercise prices and expiration dates of the Stock Options outstanding under the Plan are as follows (i) 110,000 Stock Options at an exercise price of US$2.10 per series A share, expiring on April 29, 2030, (ii) 40,650 Stock Options at an exercise price of US$2.85 per series A share, expiring on February 25, 2031, (iii) 493,828 Stock Options at an exercise price of US$7.05 per series A share, expiring on February 23, 2032, (iv) 513,378 Stock Options at an exercise price of US$17.83 per series A share, expiring on February 23, 2033, (v) 385,203 Stock Options at an exercise price of US$29.66 per series A share, expiring on January 2, 2034, and (vi) 8,998 Stock Options at an exercise price of US$32.02 per series A share, expiring on February 20, 2034.
The exercise prices and expiration dates of the Stock Options held by our Chief Operating Officer are as follows (i) 317,308 Stock Options at an exercise price of US$6.70 per share, expiring on February 19, 2024, (ii) 89,869 Stock Options at an exercise price of US$2.10 per series A share, expiring on April 29, 2030, (iii) 149,051 Stock Options at an exercise price of US$2.85 per series A share, expiring on February 25, 2031, (iv) 185,583 Stock Options at an exercise price of US$7.05 per series A share, expiring on February 23, 2032 and (v) 67,297 Stock Options at an exercise price of US$17.83 per series A share, expiring on February 23, 2033.
The exercise prices and expiration dates of the Stock Options held by our Chief Operating Officer are as follows (i) 61,861 Stock Options at an exercise price of US$7.05 per series A share, expiring on February 23, 2032, (ii) 67,297 Stock Options at an exercise price of US$17.83 per series A share, expiring on February 23, 2033, and (iii) 55,429 Stock Options at an exercise price of US$29.66 per series A share, expiring on January 2, 2034.
Losada worked in the European private equity group of First Reserve and in the investment banking division of Goldman Sachs in its Global Natural Resources and Latin America groups. Mr.
Losada serves as Chairman of VEMO and is a member of the Boards of Directors of Energía Real, White River Renewables and A2 Renovables. Previously, Mr. Losada worked in the European private equity group of First Reserve and in the investment banking division of Goldman Sachs in its Global Natural Resources and Latin America groups. Mr.
Miguel Galuccio serves as our Chairman and Chief Executive Officer. Mr. Galuccio is currently an independent member of the board of directors of Schlumberger, a global oil services firm. Mr.
Miguel Galuccio serves as our Chairman and Chief Executive Officer. He is currently an independent member of the board of directors of SLB, the largest global oil services company. From May 2012 to April 2016, Mr. Galuccio served as the Chairman and Chief Executive Officer of YPF, Argentina’s largest oil company.
Doehner holds a bachelor’s degree in economics from Tecnológico de Monterrey, a master’s degree in business administration from IESE/IPADE, a professional certificate in competitive intelligence from the FULD Academy of Competitive Intelligence in Boston, Massachusetts and, a Master in Public Administration from Harvard Kennedy School. 146 Table of Contents Pierre-Jean Sivignon serves as an independent member of our Board of Directors.
He is also a contributor to Expansión Magazine. Mr. Doehner holds a bachelor’s degree in economics from Tecnológico de Monterrey, a master’s degree in business administration from IESE/IPADE, a professional certificate in competitive intelligence from the FULD Academy of Competitive Intelligence in Boston, Massachusetts and, a Master in Public Administration from Harvard Kennedy School.
The exercise prices and expiration dates of the Stock Options held by the Chairman are as follows (i) 1,442,308 Stock Options at an exercise price of US$6.70 per share, expiring on February 19, 2024, (ii) 272,331 Stock Options at an exercise price of US$2.10 per series A share, expiring on April 29, 2030, (iii) 677,507 Stock Options at an exercise price of US$2.85 per series A share, expiring on February 25, 2031, (iv) 843,558 Stock Options at an exercise price of US$7.05 per series A share, expiring on February 23, 2032 and (v) 305,895 Stock Options at an exercise price of US$17.83 per series A share, expiring on February 23, 2033.
The exercise prices and expiration dates of the Stock Options held by the Chairman are as follows (i) 281,186 Stock Options at an exercise price of US$7.05 per series A share, expiring on February 23, 2032, (ii) 305,895 Stock Options at an exercise price of US$17.83 per series A share, expiring on February 23, 2033, and (iii) 223,955 Stock Options at an exercise price of US$29.66 per series A share, expiring on January 2, 2034.
Prior to her current appointment, she was a Partner at Chase Capital Partners / JPMorgan Partners with a focus on private equity in Latin America and pioneering venture capital investments in the region.
Segal was a partner at Chase Capital Partners/JPMorgan Partners focusing on private equity in Latin America and pioneering early-stage venture capital investing in the region.
A restated version of the Plan has been approved by the Compensation Committee on February 22, 2023. 151 Table of Contents The following paragraphs describe the principal terms and conditions of the Plan. Type of Awards . The Plan permits different awards in the form of Stock Options, Restricted Stock or Performance Restricted Stock.
The following paragraphs describe the principal terms and conditions of the Plan. Type of Awards . The Plan permits different awards in the form of Stock Options, Restricted Stock or Performance Restricted Stock.
On May 10, 2018, the Board created a Compensation Committee with the intention of (i) setting the compensation strategy for our executive officers and directors, (ii) setting compensation levels for the CEO, and (iii) approving compensation policies for C-suite executives upon CEO recommendation. 148 Table of Contents Audit Committee The members of our Audit Committee are: • Pierre-Jean Sivignon (chair); • Mauricio Doehner Cobian • Germán Losada; and • Gerard Martellozo The members of our Audit Committee are independent under NYSE standards, applicable SEC rules and the CNBV Rules.
On May 10, 2018, the Board created a Compensation Committee with the intention of (i) setting the compensation strategy for our executive officers and directors, (ii) setting compensation levels for the CEO, and (iii) approving compensation policies for C-suite executives upon CEO recommendation.
Vera Pinto also worked for management consultancy McKinsey & Company in Europe and investment banking firm Credit Suisse First Boston NA based in New York. Mr. Vera Pinto holds a bachelor’s degree in economics from Universidad Torcuato Di Tella in Buenos Aires, Argentina and a master’s degree in business administration from INSEAD in Fontainebleau, France.
Vera Pinto also worked for management consultancy McKinsey & Company in Europe and investment banking firm Credit Suisse First Boston NA based in New York. Mr.
On December 2, 2022 an amendment to such trust agreement was entered into in order to allow distributing the respective awards, not only based on Shares but also in ADSs representing rights with respect to Shares. 152 Table of Contents On February 6, 2023, the Company filed with the SEC a registration statement on Form S-8 , which relates to the registration of series A shares to be offered and sold under the Plan.
On December 2, 2022 an amendment to such trust agreement was entered into in order to allow distributing the respective awards, not only based on Shares but also in ADSs representing rights with respect to Shares.
Rodríguez Galli graduated with honors from the Law School of Universidad de Buenos Aires in 1991, obtained a master’s degree from the London School of Economics in 1993 and a diploma from the College of Petroleum and Energy Studies at Oxford University in 1996. 150 Table of Contents Actions by our Executive Team Our Chief Executive Officer and the other relevant officers (including members of our Executive Team) are required under the Mexican Securities Market Law to focus their activities on maximizing shareholder value in our Company.
Rodríguez Galli graduated with honors from the Law School of Universidad de Buenos Aires in 1991, obtained a master’s degree from the London School of Economics in 1993 and a diploma from the College of Petroleum and Energy Studies at Oxford University in 1996.
As of the date of this annual report, 2,287,706 Restricted Stock, 6,298,283 Stock Options, and 5,124,504 Performance Restricted Stock are outstanding under the Plan.
As of the date of this annual report, 1,927,020 Restricted Stock, 1,552,057 Stock Options, and 5,550,523 Performance Restricted Stock are outstanding under the Plan.
Sivignon graduated from French baccalaureate with honors in France and received an MBA from ESSEC ( Ecole Supérieure des Sciences Economiques et Commerciales ) also in France. Gerard Martellozo developed his career at Schlumberger for over 40 years, retiring in 2019 as Vice President of Human Resources globally.
Sivignon graduated from French baccalaureate with honors in France and received an MBA from ESSEC ( Ecole Supérieure des Sciences Economiques et Commerciales ) also in France. 123 Gerard Martellozo serves as an independent member of our Board of Directors. Mr.
The exercise prices and expiration dates of the Stock Options held by our Chief Financial Officer are as follows (i) 317,308 Stock Options at an exercise price of US$6.70 per share, expiring on February 19, 2024, (ii) 89,869 Stock Options at an exercise price of US$2.10 per series A share, expiring on April 29, 2030, (iii) 149,051 Stock Options at an exercise price of US$2.85 per series A share, expiring on February 25, 2031, (iv) 185,583 Stock Options at an exercise price of US$7.05 per series A share, expiring on February 23, 2032 and (v) 67,297 Stock Options at an exercise price of US$17.83 per series A share, expiring on February 23, 2033.
The exercise prices and expiration dates of the Stock Options held by our Strategic Planning and Investor Relations Officer are as follows (i) 56,238 Stock Options at an exercise price of US$7.05 per series A share, expiring on February 23, 2032, (ii) 61,179 Stock Options at an exercise price of US$17.83 per series A share, expiring on February 23, 2033, and (iii) 50,390 Stock Options at an exercise price of US$29.66 per series A share, expiring on January 2, 2034.
Before that, he joined the board of the Foundation in March 2014 to continue to lend his support to Schlumberger’s long-term commitment to promoting women in technology in the world at large. He was also co-founder of Partnerjob.com, for which he served as treasurer from 2003 to its sale in 2017 to NetExpat.
Gérard Martellozo is currently the Chairman of the Board for the SLB Foundation. Before that, he joined the board of the Foundation in March 2014 to continue to lend his support to SLB’s long-term commitment to promoting women in technology in the world at large.
Germán Losada , is a Co-founder, COO and Chairman at VEMO, a leading integrated clean mobility company in Latin America. Mr. Losada has 12 years of experience in private equity, focused on the energy sector in Europe, United States and Latin America, with a strong expertise in building start-ups.
Losada has 12 years of experience in private equity, focused on the energy sector in Europe, United States and Latin America, with a strong expertise in building start-ups. He was a founding team member of Riverstone’s Latin America efforts, where he led the decarbonization growth equity and infrastructure investments. Mr.
As of the date of this annual report, our Strategic Planning and Investor Relations Officer owned (i) 1,038,484 series A shares, (ii) 287,006 vested Stock Options, (iii) 390,854 unvested Stock Options (of which 81,699 vest within 60 days), (iv) 197,194 Restricted Stock (of which 55,858 vest within 60 days), and (v) 544,305 Performance Restricted Stock.
As of the date of this annual report, our Strategic Planning and Investor Relations Officer owned (i) 1,481,381 series A shares, (ii) 20,393 vested Stock Options, (iii) 147,415 unvested Stock Options, (iv) 72,174 Restricted Stock, and (v) 591,736 Performance Restricted Stock.
Segal was appointed President and CEO of Americas Society / Council of the Americas in 2003, after working in the private sector in Latin America and other emerging markets for more than 30 years.
Susan Segal serves as an independent member of our Board of Directors. Ms. Segal was elected President and CEO of Americas Society/Council of the Americas in 2003 after having worked in the private sector with Latin America and other emerging markets for over 30 years. Prior to her appointment, Ms.
From 2010 to 2012 he was HR Director of the company’s drilling group and responsible for integrating the several major oilfield services companies purchased by Schlumberger including Cameron, Smith, M-I and Geoservices. Gérard Martellozo is currently the Chairman of the Board for the Schlumberger Foundation.
After his experience in industry operating matters, he transitioned into Human Resources and worked with most of the company’s oilfield services business sectors over the next 20 years. From 2010 to 2012 he was HR Director of the company’s drilling group and responsible for integrating the several major oilfield services companies purchased by SLB including Cameron, Smith, M-I and Geoservices.
Juan Garoby has served as our Chief Operations Officer since August 1, 2017 and has been involved with us since our incorporation on March 22, 2017. Mr.
Vera Pinto holds a bachelor’s degree in economics from Universidad Torcuato Di Tella in Buenos Aires, Argentina and a master’s degree in business administration from INSEAD in Fontainebleau, France. 126 Juan Garoby has served as our Chief Operations Officer since August 1, 2017, and has been involved with us since our incorporation on March 22, 2017. Mr.
Galuccio is a founder and board member at GridX, a company that invests in next generation biotech start-ups. Mr. Galuccio holds a bachelor’s degree in petroleum engineering from the Instituto Tecnológico de Buenos Aires in Argentina. Susan L. Segal serves as an independent member of our Board of Directors. Ms.
He also served as President of Integrated Project Management, General Manager for Mexico and Central America, and Real-Time Reservoir Manager. Additionally, Mr. Galuccio is a founder and board member at GridX, a company investing in next-generation biotech startups. Mr. Galuccio holds a bachelor’s degree in petroleum engineering from the Instituto Tecnológico de Buenos Aires in Argentina.
As of the date of this annual report, our Chief Financial Officer owned (i) 1,344,604 series A shares, (ii) 379,169 vested Stock Options, (iii) 429,940 unvested Stock Options (of which 89,869 vest within 60 days), (iv) 216,915 Restricted Stock (of which 61,444 vest within 60 days), and (v) 598,736 Performance Restricted Stock.
As of the date of this annual report, our Chief Financial Officer owned (i) 1,877,667 series A shares, (ii) 22,432 vested Stock Options, (iii) 162,156 unvested Stock Options, (iv) 79,390 Restricted Stock, and (v) 650,910 Performance Restricted Stock.
Segal is a member of the Board of Americas Society / Council of the Americas, the Tinker Foundation, Scotiabank (retiring in April 2023), Mercado Libre and Ribbit Leap Ltd., as well as Chairman of the Board of Scotiabank USA, a wholly-owned private subsidiary of ScotiaBank. She is also a member of the Council on Foreign Relations. Ms.
She is also a board member of Americas Society/Council of the Americas, the Tinker Foundation, the Bretton Woods Committee and a member of the Council on Foreign Relations. Ms.
As of the date of this annual report, our chairman owned (i) 5,303,907 series A shares, (ii) 1,723,494 vested Stock Options, (iii) 1,818,105 unvested Stock Options (of which 272,331 vest within 60 days), (iv) 892,874 Restricted Stock (of which 186,194 vest within 60 days), and (v) 2,286,083 Performance Restricted Stock.
As of the date of this annual report, our Chairman owned (i) 7,595,671 series A shares, (ii) 101,965 vested Stock Options, (iii) 709,072 unvested Stock Options, (iv) 346,638 Restricted Stock, and (v) 2,496,889 Performance Restricted Stock.
He began his oilfield career as a wireline field engineer, quickly progressing into operations management with assignments in Spain, Italy, France, Nigeria, Algeria and Venezuela. After his experience in industry operating matters, he transitioned into Human Resources and worked with most of the company’s oilfield services business sectors over the next 20 years.
Gérard joined SLB in 1979 after completing a Master in Engineering at the Ecole Nationale Superieure de l’Aeronautique et de l’Espace (Sup’Aero), France. He began his oilfield career as a wireline field engineer, quickly progressing into operations management with assignments in Spain, Italy, France, Nigeria, Algeria and Venezuela.
Galuccio served as the Chairman and Chief Executive Officer of YPF, Argentina’s largest oil company, from May 2012 to April 2016, which under his leadership became the largest producer of hydrocarbons from shale formations globally outside North America. Prior to joining YPF, Mr.
Under his leadership, the company became the largest producer of hydrocarbons from shale formations globally outside North America. Prior to joining YPF, Mr. Galuccio held various international positions at SLB, spanning North America, the Middle East, Asia, Europe, Latin America, Russia, and China. His last role at the firm was as President of SLB 122 Production Management.
The exercise prices and expiration dates of the Stock Options held by our Strategic Planning and Investor Relations Officer are as follows (i) 230,769 Stock Options at an exercise price of US$6.70 per share, expiring on February 19, 2024, (ii) 81,699 Stock Options at an exercise price of US$2.10 per series A share, expiring on April 29, 2030, (iii) 135,501 Stock Options at an exercise price of US$2.85 per series A share, expiring on February 25, 2031, (iv) 168,712 Stock Options at an exercise price of US$7.05 per series A share, expiring on February 23, 2032 and (v) 61,179 Stock Options at an exercise price of US$17.83 per series A share, expiring on February 23, 2033. 153 Table of Contents Except as set forth above, none of our directors or executive officers held Restricted Stock, Performance Restricted Stock or Stock Options, in each case and with respect to each such instrument, representing 1% or more of our outstanding shares as of the date of this annual report.
The exercise prices and expiration dates of the Stock Options held by our Chief Financial Officer are as follows (i) 61,861 Stock Options at an exercise price of US$7.05 per series A share, expiring on February 23, 2032, (ii) 67,297 Stock Options at an exercise price of US$17.83 per series A share, expiring on February 23, 2033, and (iii) 55,429 Stock Options at an exercise price of US$29.66 per series A share, expiring on January 2, 2034. 129 As of the date of this annual report, our Chief Operating Officer owned (i) 1,828,504 series A shares, (ii) 22,432 vested Stock Options, (iii) 162,156 unvested Stock Options, (iv) 79,390 Restricted Stock, and (v) 650,910 Performance Restricted Stock.
During her career as a banker, she focused on investment banking, founding a trading unit for emerging market bonds and, was actively involved in the Latin American debt crisis in the 1980s and 1990s, serving as President of the Board for the Advisory Committees of Chile and the Philippines. Ms.
As a banker, she focused on investment banking, building an emerging-market bond-trading unit, and the Latin American debt crisis of the 1980s and early 1990s where she lead the Bank’s Restructuring effort and chaired the Chilean and Philippine Advisory Committees. Ms. Segal is a board member at Mercado Libre, Vista and Robinhood as well as an Honorary Director of Scotiabank.
There is no expiration date on the term of the appointment of the members of our audit committee.
Audit Committee The members of our Audit Committee are: • Pierre-Jean Sivignon (chair); • Mauricio Doehner Cobian • Germán Losada; and • Gerard Martellozo The members of our Audit Committee are independent under NYSE standards, applicable SEC rules and the CNBV Rules. There is no expiration date on the term of the appointment of the members of our audit committee.
Prior to assuming this position in 2014, he served as Senior Advisor to Schlumberger’s chief executive officer, based in Houston, Texas, United States. Gérard joined Schlumberger in 1979 after completing a Master in Engineering at the Ecole Nationale Superieure de l’Aeronautique et de l’Espace (Sup’Aero), France.
Martellozo developed his career at SLB for over 40 years, retiring in 2019 as Vice President of Human Resources globally. Prior to assuming this position in 2014, he served as Senior Advisor to SLB’s chief executive officer, based in Houston, Texas, United States.
Removed
Galuccio was an employee of Schlumberger and held a number of international positions in North America, the Middle East, Asia, Europe, Latin America, Russia and China, his last being President of Schlumberger Production Management. Other senior roles held by Mr.
Added
Directors have the general duty to act for the benefit of the issuer, without favoring a shareholder or group of shareholders. Our board of directors is responsible for the oversight of our business and is comprised of six members, five of which are independent.
Removed
Galuccio at Schlumberger include President of Integrated Project Management, General Manager for Mexico and Central America and Real Time Reservoir Manager. Prior to his employment at Schlumberger, he served in various executive positions at YPF and its subsidiaries, including YPF International, where he participated in its internationalization process as Manager within Maxus Energy. Mr.
Added
Segal has received numerous awards and honors: including the Orden Bernardo O’Higgins, Chile; the Orden de San Carlos, Colombia; the Orden del Águila Azteca, Mexico; the Orden al Mérito por Servicios Distinguidos – Gran Oficial, Peru; and recognition as the North American-Chilean Chamber of Commerce’s Honorary Chilean of the Year. In 2022, Ms.
Removed
Segal graduated from Sarah Lawrence University and received a master’s degree in business administration from Columbia University in the United States. In 1999, she was awarded the Orden Bernardo O’Higgins, Grado de Gran Oficial in Chile. In 2009, Colombia honored her with the Orden de San Carlos and in 2022 the Orden of Bocayá.
Added
Segal was recognized by Colombian President Iván Duque with the Orden de Boyacá in the category of Grand Cross; and was honored by the government of Ecuador with the National Order of Honorato Vásquez in the grade of Commander in September 2023. Mauricio Doehner Cobian serves as an independent member of our Board of Directors. Mr.
Removed
In 2012, Mexico bestowed on her the Orden Mexicana del Águila Azteca. In 2013, the North American-Chilean Chamber of Commerce recognized her as the Honorary Chilean of the Year. In 2018, Susan was awarded Peru’s Order of “Merit for Distinguished Services” in the rank of Grand Official. Mauricio Doehner Cobian serves as an independent member of our Board of Directors.
Added
Mauricio is a board member of the Advisory Board of the Center for U.S.—Mexican Studies (USMEX) at the School of Global Policy and Strategy (GPS) at UC San Diego. Pierre-Jean Sivignon serves as an independent member of our Board of Directors. Mr.
Removed
He is also a contributor to Expansión Magazine. Mr.
Added
He was also co-founder of Partnerjob.com, for which he served as treasurer from 2003 to its sale in 2017 to NetExpat. Germán Losada serves as an independent member of our Board of Directors. Mr. Losada is a Co-founder, Chairman and COO at VEMO, a leading integrated clean mobility company in Latin America. Mr.
Removed
He was a founding team member of Riverstone’s Latin America efforts, where he led the decarbonization growth equity and infrastructure investments. Mr. Losada serves as Chairman of VEMO and is a member of the Boards of Directors of Energía Real, White River Renewables and A2 Renovables. Previously, Mr.
Added
Losada graduated from the University of San Andres in Argentina, where he earned a degree in Business Administration.
Removed
As of the date of this annual report, our Chief Operating Officer owned (i) 1,296,430 series A shares, (ii) 379,169 vested Stock Options, (iii) 429,940 unvested Stock Options (of which 89,869 vest within 60 days), (iv) 216,915 Restricted Stock (of which 61,444 vest within 60 days), and (v) 598,736 Performance Restricted Stock.
Added
Actions by our Executive Team Our Chief Executive Officer and the other relevant officers (including members of our Executive Team) are required under the Mexican Securities Market Law to focus their activities on maximizing shareholder value in our Company.
Added
On February 6, 2023, the Company filed with the SEC a registration statement on Form S-8, which relates to the registration of series A shares to be offered and sold under the Plan.
Added
Except as set forth above, none of our directors or executive officers held Restricted Stock, Performance Restricted Stock or Stock Options, in each case and with respect to each such instrument, representing 1% or more of our outstanding shares as of the date of this annual report.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Item 7. Major Shareholder and Related Party Transactions 154 Item 8. Financial Information 156 Item 9. The Offer and Listing 157 Item 10. Additional Information 163 Item 11. Quantitative and Qualitative Disclosures about Market Risk 205 Item 12. Description of Securities Other Than Equity Securities 206
Item 7. Major Shareholder and Related Party Transactions 131 Item 8. Financial Information 132 Item 9. The Offer and Listing 134 Item 10. Additional Information 139 Item 11. Quantitative and Qualitative Disclosures about Market Risk 182 Item 12. Description of Securities Other Than Equity Securities 182

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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ITEM 7A. MAJOR SHAREHOLDERS Our outstanding capital stock consists of two series of shares: series A shares and series C shares, in each case registered with the RNV and listed on the Mexican Stock Exchange. As of the date of this annual report, our capital stock was represented by 92,883,542 series A shares, and two series C shares.
ITEM 7A. MAJOR SHAREHOLDERS Our outstanding capital stock consists of two series of shares: series A shares and series C shares, in each case registered with the RNV and listed on the Mexican Stock Exchange. As of the date of this annual report, our capital stock was represented by 97,190,833 series A shares, and two series C shares.
Each series of shares grants the same rights and obligations to its holders, including corporate and economic rights. 154 Table of Contents The following table sets forth certain information known to us of our shareholders who are beneficial owners of more than 5% of our series A shares and series C shares as of the date of this annual report (except as set forth below), which is the most recent practicable date as to which we have information available.
The following table sets forth certain information known to us of our shareholders who are beneficial owners of more than 5% of our series A shares and series C shares as of the date of this annual report (except as set forth below), which is the most recent practicable date as to which we have information available.
As of December 31, 2022, there were 65,575,624 ADSs outstanding (representing rights to 65,575,624 series A shares or 74% of outstanding series A shares). As of December 31, 2022, there were two registered holders of ADSs in the United States.
As of December 31, 2023, there were 78,015,279 ADSs outstanding (representing rights to 78,015,279 series A shares or 82% of outstanding series A shares). As of December 31, 2023, there were one registered holders of ADSs in the United States.
Shareholders Amount % of class Series A shares Kensington Investments B.V. (1) 12,822,580 13.81 % Miguel Galuccio (2) 7,485,926 8.06 % (1) Kensington Investments B.V. is a wholly owned subsidiary of the Abu Dhabi Investment Council Company P.J.S.C., a public joint stock company indirectly owned by the government of Emirate of Abu Dhabi in the United Arab Emirates.
Shareholders Amount % of class Series A shares Al Mehwar Commercial Investments LLC (1) 12,822,581 13.19 % Miguel Galuccio (2) 7,697,636 7.92 % (1) Al Mehwar Commercial Investments LLC is a subsidiary of Abu Dhabi Investment Council Company P.J.S.C. which is a joint stock company established by the Government of the Emirate of Abu Dhabi in the United Arab Emirates.
(2) As of the date of this annual report, our chairman holds (i) 5,303,907 series A shares, (ii) 1,723,494 vested Stock Options, (iii) 1,818,105 unvested Stock Options (of which 272,331 vest within 60 days), (iv) 892,874 Restricted Stock (of which 186,194 vest within 60 days), and (v) 2,286,083 Performance Restricted Stock (which do not vest within 60 days of the date of this annual report).
(2) As of the date of this annual report, our Chairman owned (i) 7,595,671 series A shares, (ii) 101,965 vested Stock Options, (iii) 709,072 unvested Stock Options, (iv) 346,638 Restricted Stock, and (v) 2,496,889 Performance Restricted Stock.
Added
Each series of shares grants the same rights and obligations to its holders, including corporate and economic rights.
Added
Abu Dhabi Investment Council Company P.J.S.C. is wholly owned by Mubadala Investment Company P.J.S.C., which is itself wholly owned by the Government of the Emirate of Abu Dhabi.

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