Lone Pine Resources Annual Incentive Plan 2013
Exhibit 10.1
Lone Pine Resources
Annual Incentive Plan
2013
Lone Pine Resources 2013 Annual Incentive Plan
Summary
Plan Objectives
The Annual Incentive Plan (the Plan) has been designed to meet the following objectives:
· Provide an incentive framework that is performance-driven and focused on objectives that are critical to the success of Lone Pine Resources Inc. (the Company);
· Offer competitive cash compensation opportunities to employees; and
· Reward outstanding achievement.
Basic Plan Concept
The Plan provides annual incentive awards, which will be determined primarily on the basis of the Companys consolidated results on selected financial and operating performance measures as well as departmental objectives. Individual performance will also be considered in determining the participant award payout. The Company shall have the flexibility to adjust individual awards to reflect individual or team performance.
Performance Measures and Weighting
Each year the Company will establish the target levels for each financial and operating measure and its appropriate weighting, subject to the confirmation of the Compensation Committee of the Board of Directors (the Committee). These financial and operating measures and their weighting will be reviewed (and modified, if appropriate) in light of changing Company priorities and strategic objectives.
The Company will also establish departmental performance objectives, the achievement of which will be determined by the President and Chief Executive Officer (the CEO) at year end, subject to the confirmation of the Committee.
The performance measures and their relative weightings are:
Performance Measure |
| Weighting |
|
Production |
| 25 | % |
Cash Cost |
| 25 | % |
Relative Corporate FD&A Costs |
| 15 | % |
Department Performance Objectives |
| 25 | % |
Discretionary Achievement Factor |
| 10 | % |
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Plan Administration
The Plan will be administered by the Committee and the CEO (with the exception of his own position). Certain elements of the Plan administration will be delegated to the Companys senior Human Resources representative. The Chief Financial Officer will verify the performance calculation for the financial and operating measures in consultation with the Vice President, Engineering and Exploitation, who shall be responsible for overseeing the estimation of the Companys oil and gas reserves by the Companys external reserves evaluator.
Actual performance goals, standards, award determinations and modifications to the Plan design must be approved by the Committee.
Once the total bonus pool has been established, the CEO shall have the discretion to distribute bonus monies within departments or to move monies from one group to another, and to allocate incentive monies to individuals, based on the CEOs assessment (with input from the Executive team) as to individual or group performance.
Performance Targets
Targets for the total Plan will be set consistent with the following:
Performance Level |
| % of Total Award |
Below Threshold |
| 0 |
Threshold |
| 50 |
Target |
| 100 |
Above Target |
| 150 |
Outstanding |
| Maximum of 200% |
Targets shall be adjusted for material changes made during the year to the Companys market guidance and business plan.
The maximum award under the Annual Incentive Plan will be limited to 200% of target.
Participants
The CEO shall determine which employees are participants in the Plan. If a participants employment with the Company terminates for any reason prior to payment, no bonus award will be paid.
The target award percentages for the CEO and other officers of the Company are established by the Committee. Any changes to target award percentages for Company officers are subject to the approval of the Committee. The CEO is authorized to apply discretion to the target award percentages for non-officer Plan participants. All awards to officers under the Plan are subject to approval of the Committee.
Plan participants who change positions and/or have their individual target incentive levels changed during the Plan year will have their award prorated accordingly. All awards paid
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will be rounded to the nearest $100. All dollar amounts stated in the Plan are stated in Canadian dollars.
Incentive compensation awards will be calculated based upon the participants base salary in effect at the end of the Plan year or earned salary during the Plan year if the participant was a new hire during the year.
Plan Effective Date
Plan effective date will be January 1, 2013.
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Lone Pine Resources Annual Incentive Plan
Operating Measure: Production
Objective
Measure Working Interest (WI) Production compared to the Companys WI Production target.
Definition
Working Interest Production excludes the impact of royalty and other burdens, thus eliminating the impact of changes in commodity price that influence Canadian royalty calculations.
The performance metric is to exclude the impact of Acquisitions and/or Divestitures with associated production.
Targets
Measured against the Companys Production targets as follows:
Level |
| Performance |
| % of Total Award |
Below Low Target Value |
| Below Threshold |
| 0% |
Meet Low Target Value |
| Threshold |
| 50% |
Mid-point of Target Range |
| Target |
| 100% |
Meet High Target Value |
| Above Target |
| 150% |
Exceed High Target Value |
| Outstanding |
| Maximum of 200% |
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Lone Pine Resources Annual Incentive Plan
Financial Measure: Cash Cost
Objective
Measure a key component of the Working Interest (WI) Production Expense compared to the Companys WI Production Expense target.
Definition
The sum of direct operating expense and expensed workovers and transportation expense for the Company divided by total WI Production for the Company measured in Mcfe. This calculation will exclude ad valorem taxes, production taxes and total expensed G&A.
Targets
Measured against the Cash Cost component (see Definition above) of the Production Expense target:
Level |
| Performance |
| % of Total Award |
Below Low Target Value |
| Outstanding |
| Maximum of 200% |
Meet Low Target Value |
| Above Target |
| 150% |
Mid-point of Target Range |
| Target |
| 100% |
Meet High Target Value |
| Threshold |
| 50% |
Exceed High Target Value* |
| Below Threshold |
| 0% |
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Lone Pine Resources Annual Incentive Plan
Financial Measure: Relative Corporate FD&A Costs
Objective
Measure the Companys relative efficiency at adding proved + probable (P+P) reserves. The goal of this target is to reward participants for adding reserves at a lower cost than the Companys peers.
Definition
Relative Corporate FD&A Costs compares the Companys finding, development and acquisition (FD&A) costs on a $/boe basis with those of its Canadian peers.
The measurement will be based on year-end NI 51-101 P+P reserves, and include changes in future development capital (FDC). FD&A costs will be calculated by dividing (x) exploration costs, development costs and acquisition costs for the period, plus changes in FDC during the period, by (y) P+P reserve additions for the period, including acquired reserves.
Peer Group
The Companys Corporate FD&A Costs will be compared to those of its Canadian compensation peers, as determined by the Committee. As of the date this Plan is adopted, the peers include:
Pace Oil & Gas Ltd. |
| NuVista Energy Ltd. |
Surge Energy Inc. |
| Perpetual Energy Inc. |
Birchcliff Energy Ltd. |
| Angle Energy Inc. |
Legacy Oil + Gas Inc. |
| Santonia Energy Inc. |
Crew Energy Inc. |
| Bellatrix Exploration Ltd. |
Advantage Oil & Gas Ltd. |
|
|
Targets (applying straight line interpolation between levels)
Companys Rank |
| Performance |
| % of Total Award |
Top |
| Outstanding |
| Maximum of 200% |
75th Percentile |
| Above Target |
| 150% |
Median |
| Target |
| 100% |
25th Percentile |
| Threshold |
| 50% |
Bottom |
| Below Threshold |
| 0% |
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Lone Pine Resources Annual Incentive Plan
Operating Measure: Department Performance Objectives
Objective
Measure the achievement of key objectives that are established annually for each department.
Definition
Key objectives are established by the CEO, in consultation with the Executive team, for each department. These departmental objectives will directly support the achievement of Company goals. The objectives are department specific and are well-defined and measurable.
Targets
Awards for participants will be based on the achievement of performance objectives established for the department in which they work.
At year-end the achievement of performance objectives for each department will be evaluated and assigned a completion percentage by the CEO over a range of 0 to 200%. This completion percentage will be multiplied by the 25% relative weighting for the Department Performance Objectives.
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Lone Pine Resources Annual Incentive Plan
Operating Measure: Discretionary Achievement
Definition
To recognize significant achievements that are not addressed elsewhere in the Plan.
Target
During the Committees review of the overall performance of the Company at year end it will consider any instances of significant value being added to the Company and/or shareholders through the initiatives of management and employees that were not specifically targeted in the Plan. The Committee, based on recommendations from the CEO, will assign, at its discretion, a completion percentage from 0% to 200% of the Discretionary Achievement performance factor for such results. This completion percentage will be multiplied by the 10% relative weighting for Discretionary Achievement.
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