8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):         November 24, 2020

IMPERIAL OIL LIMITED

(Exact name of registrant as specified in its charter)

Canada	0-12014	98-0017682
(State or other jurisdiction  of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

505 Quarry Park Boulevard S.E., Calgary, Alberta	T2C 5N1
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:             1-800-567-3776                        

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[  ]        Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]        Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]        Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]        Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol	Name of each exchange on which registered
None		None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

             Emerging growth company   ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐

Item 2.06 Material Impairments

 On November 24, 2020, the board of directors of Imperial Oil Limited (the “company”) completed its annual review and approval of the company’s business and strategic plan. The company has re-assessed the long term development plans of its unconventional portfolio in Alberta, Canada and no longer plans to develop a significant portion of this portfolio. The decision not to develop these assets will result in a non-cash, after-tax charge of approximately $0.9 billion to $1.2 billion in the company’s fourth quarter 2020 results. These non-core assets are non-producing, undeveloped assets and the company does not expect any material future cash expenditures related to this impairment. Not included in this impairment are the high value, liquids-rich portion of the company’s unconventional asset portfolio, which the company still plans to develop. This decision is consistent with the company’s strategy of focusing its upstream resources and efforts on its key oil sands assets as well as on only the most attractive portions of its unconventional portfolio, and as such will not impact previously provided production estimates.

Item 9.01 Financial Statements and Exhibits.

 (d) Exhibits.

The following exhibit is furnished as part of this Current Report on Form 8-K:

99.1 News release of the company on November 30, 2020 confirming the decision not to develop a significant portion of its unconventional portfolio in Alberta, Canada, and an estimate of the resulting non-cash, after-tax charge associated with this decision.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	IMPERIAL OIL LIMITED
Date: November 30, 2020
	By:	/s/ Ian Laing
	Name:	Ian Laing
	Title:	Vice-president, general counsel and
		corporate secretary
	By:	/s/ Cathryn Walker
	Name:	Cathryn Walker
	Title:	Assistant corporate secretary

EX-99.1

   

Exhibit 99.1

Imperial provides update on unconventional portfolio

Calgary, Alberta – November 30, 2020 – Following annual review of its company business and strategic plan, Imperial (TSE: IMO, NYSE American: IMO) has re-assessed the long-term development plans of its unconventional portfolio in Alberta, Canada and no longer plans to develop a significant portion of this portfolio. The decision not to develop these assets will result in a non-cash, after-tax charge of approximately $0.9 billion to $1.2 billion in the company’s fourth quarter 2020 results.

These non-core assets are non-producing, undeveloped assets and the company does not expect any material future cash expenditures related to this impairment. Not included in this impairment are the high-value, liquids-rich portion of the company’s unconventional asset portfolio, which the company still plans to develop.

This decision is consistent with Imperial’s strategy of focusing its upstream resources and efforts on its key oil sands assets as well as on only the most attractive portions of its unconventional portfolio. As such, the decision will not impact previously provided production estimates.

-30-

For further information:
Investor relations	Media relations
(587) 476-4743	(587) 476-7010

Source: Imperial

After more than a century, Imperial continues to be an industry leader in applying technology and innovation to responsibly develop Canada’s

energy resources. As Canada’s largest petroleum refiner, a major producer of crude oil, a key petrochemical producer and a leading fuels

marketer from coast to coast, our company remains committed to high standards across all areas of our business.

   

Cautionary statement: Statements of future events or conditions in this release, including projections, targets, expectations, estimates, and business plans are forward-looking statements. Forward-looking statements in this release include, but are not limited to, references to no longer developing a significant portion of the unconventional portfolio and associated estimate of the non-cash, after-tax charge; that the company does not expect any material future cash expenditures related to these impairments; plans to develop the high value, liquids-rich portion of the unconventional portfolio; and that the decision will not impact previously provided production estimates.

Forward-looking statements are based on the company’s current expectations, estimates, projections and assumptions at the time the statements are made. Actual future financial and operating results, including expectations and assumptions concerning demand growth and energy source, supply and demand mix; general market conditions; commodity prices; the company’s ability to effectively execute on its project plans and develop unconventional assets; capital and environmental expenditures; accounting and financial reporting effects, including potential impairment charges resulting from changes in current development plan strategy; the adoption and impact of new facilities or technologies on unconventional development; applicable laws and government policies and actions, including climate change and restrictions in response to COVID-19; and progression of COVID-19 and its impacts on Imperial’s ability to operate its assets could differ materially depending on a number of factors. These factors include global, regional or local changes in supply and demand for oil, natural gas, and petroleum products and resulting price, differential and margin impacts; general economic conditions, including the severity, length and ultimate impact of COVID-19 on people and economies; availability and allocation of capital; political or regulatory events, including changes in law or government policy, applicable royalty rates, tax laws, production curtailment and actions in response to COVID-19; the receipt, in a timely manner, of regulatory and third-party approvals; reservoir performance; environmental regulation, including climate change and greenhouse gas regulation and changes to such regulation; environmental risks inherent in oil and gas exploration and production activities; unexpected technological developments; the results of research programs and new technologies, and ability to bring new technologies to commercial scale on a cost-competitive basis; operational hazards and risks; unanticipated technical or operational difficulties; and other factors discussed in Item 1A risk factors and Item 7 management’s discussion and analysis of financial condition and results of operations of Imperial’s most recent annual report on Form 10-K and subsequent interim reports on Form 10-Q.

Forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties, some that are similar to other oil and gas companies and some that are unique to Imperial Oil Limited. Imperial’s actual results may differ materially from those expressed or implied by its forward-looking statements and readers are cautioned not to place undue reliance on them. Imperial undertakes no obligation to update any forward-looking statements contained herein, except as required by applicable law.

Source: Imperial

After more than a century, Imperial continues to be an industry leader in applying technology and innovation to responsibly develop Canada’s

energy resources. As Canada’s largest petroleum refiner, a major producer of crude oil, a key petrochemical producer and a leading fuels

marketer from coast to coast, our company remains committed to high standards across all areas of our business.

XML

Document and Entity Information	Nov. 24, 2020
Cover [Abstract]
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Entity Central Index Key	0000049938
Document Type	8-K
Document Period End Date	Nov. 24, 2020
Entity Registrant Name	IMPERIAL OIL LIMITED
Entity Incorporation State Country Code	Z4
Entity Address, Country	CA
Entity File Number	0-12014
Entity Tax Identification Number	98-0017682
Entity Address, Address Line One	505 Quarry Park Boulevard S.E.
Entity Address, City or Town	Calgary
Entity Address, State or Province	AB
Entity Address, Postal Zip Code	T2C 5N1
City Area Code	800
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Entity Emerging Growth Company	false