Chord Energy Reports Second Quarter 2024 Financial and Operating Results, Declares Base and Variable Dividends and Issues an Updated Outlook
2Q24 Operational and Financial Highlights:
- Oil volumes of 118.1 MBopd were at the high-end of guidance reflecting strong well performance and lower downtime;
- Total volumes of 207.2 MBoepd were above the high-end of guidance;
- E&P and other CapEx was
$314 .3MM ($298 .2MM, excluding$16 .1MM of capital incurred related to divested non-operated assets that will be reimbursed and was not in guidance), below the low-end of guidance reflecting program timing; - Lease Operating Expense ("LOE") was
$9.37 per Boe. LOE performance was favorable to expectations and benefited from lower maintenance associated with improved downtime; - Net cash provided by operating activities was
$460 .9MM and net income was$213 .4MM; - Adjusted EBITDA(1) was
$567 .9MM and Adjusted Free Cash Flow(1) was$216 .1MM; -
Enerplus combination closedMay 31, 2024 , creating a premierWilliston Basin operator; and - ESG and sustainability initiatives progressing with a focus on continually improving safety and emissions.
2Q24 Shareholder Return Highlights:
- Return of capital set at $197MM(2), or 75% of Adjusted Free Cash Flow on a pro forma basis of
$262 .8MM(1,2); - Share repurchases totaled
$61 .7MM (weighted average price of$169.01 per share), of which$21 .1MM was repurchased with cash proceeds from warrants exercised during 1H24; and - Declared a base-plus-variable cash dividend of
$2.52 per share of common stock. See "Return of Capital" below for additional information.
(1) Non-GAAP financial measure. See "Non-GAAP Financial Measures" below for a reconciliation to the most directly comparable financial measures under |
(2) Reflects Chord and |
"Chord's strong second quarter performance benefited from both solid well performance and lower levels of downtime," said
2Q24 Operational and Financial Update:
The following table presents select 2Q24 operational and financial data compared to guidance released on
Metric |
|
Actual |
|
Guidance(1) |
Oil Volumes (MBopd) |
|
118.1 |
|
115.6 – 118.6 |
NGL Volumes (MBblpd) |
|
40.5 |
|
37.9 – 38.9 |
Natural Gas Volumes (MMcfpd) |
|
291.5 |
|
280.6 – 286.6 |
Total Volumes (MBoepd) |
|
207.2 |
|
199.5 – 206.1 |
E&P & Other CapEx ($MM)(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
2Q24 actual includes |
On a pro forma basis Chord had 58 gross (42.9 net) operated turn-in-line ("TIL") wells in 2Q24.
During the three months ended
Enerplus Integration Update:
On
Updated Outlook:
Chord is updating its FY24 guidance to reflect the completion of the combination with
Certain reclassifications have been made to the historical presentation of
- Full year volume projections updated to account for strong 1H24 performance and the latest development schedule. 2H24 oil volumes are unchanged from the May outlook. Pro forma FY24 midpoint oil volumes increased 0.5 MBopd;
- FY24 capital expenditures are unchanged from the May outlook (other than the impact of aligning
Enerplus' accounting policies to Chord), while 2H24 capital reflects program timing and some spending deferred from 2Q24; - LOE reflects the benefits of effective cost control and lower downtime;
- Overall combined cost structure favorable to expectations of each company entering the year; and
- Adjusting oil differentials, gas realizations, and Cash GPT to reflect current market prices, the alignment of
Enerplus' accounting policies to Chord's accounting policies and the incorporation ofEnerplus' cost structure.
The following table presents select operational and financial guidance for 3Q24 and FY24:
Metric |
|
3Q24 Guidance |
|
FY24 Guidance |
||
|
|
|
|
Combined1 |
|
Pro Forma2 |
Oil volumes (MBopd) |
|
154.5 – 159.5 |
|
130.4 – 132.9 |
|
150.9 – 153.5 |
NGL volumes (MBblpd) |
|
47.3 – 48.8 |
|
41.9 – 42.6 |
|
46.4 – 47.1 |
Natural gas volumes (MMcfpd) |
|
418.5 – 431.5 |
|
331.3 – 337.8 |
|
408.8 – 415.3 |
Total volumes (MBoepd) |
|
271.5 – 280.2 |
|
227.5 – 231.8 |
|
265.4 – 269.8 |
Oil discount to WTI ($/Bbl) |
|
|
|
|
|
|
NGL realization (% of WTI) |
|
8% – 18% |
|
12% – 18% |
|
10% – 16% |
Residue gas realization (% of |
|
35% – 45% |
|
39% – 45% |
|
41% – 46% |
LOE ($/Boe) |
|
|
|
|
|
|
Cash GPT ($/Boe)(3) |
|
|
|
|
|
|
Cash G&A ($MM)(3) |
|
|
|
|
|
|
Production Taxes (% of oil, NGL and gas sales) |
|
8.3% – 8.7% |
|
8.5% – 8.7% |
|
8.5% – 8.7% |
E&P & Other CapEx ($MM) |
|
|
|
|
|
|
Cash Interest ($MM)(3) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
Excludes the results of Enerplus prior to |
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(2) |
Includes the results of Enerplus for the full year, including the impact of aligning |
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(3) |
Non-GAAP financial measure. See "Non-GAAP Financial Measures" below for a reconciliation to the most directly comparable financial measure under GAAP. |
Cash taxes in 2H24 are expected to be 6% – 12% of Adjusted EBITDA at WTI prices of
Select Operational and Financial Data:
The following table presents select operational and financial data for the periods presented:
|
2Q24 |
|
1Q24 |
|
2Q23 |
Production data: |
|
|
|
|
|
Crude oil (MBopd) |
118.1 |
|
99.0 |
|
96.4 |
NGLs (MBblpd) |
40.5 |
|
34.4 |
|
36.0 |
Natural gas (MMcfpd) |
291.5 |
|
209.8 |
|
219.3 |
Total production (MBoepd) |
207.2 |
|
168.4 |
|
169.0 |
Percent crude oil |
57.0 % |
|
58.8 % |
|
57.0 % |
Average sales prices: |
|
|
|
|
|
Crude oil, without realized derivatives ($/Bbl) |
$ 78.89 |
|
$ 75.32 |
|
$ 73.89 |
Differential to NYMEX WTI ($/Bbl) |
(1.71) |
|
(1.71) |
|
0.14 |
Crude oil, with realized derivatives ($/Bbl) |
78.53 |
|
75.17 |
|
68.03 |
Crude oil realized derivatives ($MM) |
(3.9) |
|
(1.4) |
|
(51.4) |
NGL, without realized derivatives ($/Bbl) |
9.99 |
|
15.09 |
|
8.70 |
NGL, with realized derivatives ($/Bbl) |
9.99 |
|
15.09 |
|
8.70 |
NGL realized derivatives ($MM) |
— |
|
— |
|
— |
Natural gas, without realized derivatives ($/Mcf) |
0.67 |
|
1.16 |
|
0.95 |
Natural gas, with realized derivatives ($/Mcf) |
0.67 |
|
1.16 |
|
0.96 |
Natural gas realized derivatives ($MM) |
— |
|
— |
|
0.1 |
Selected financial data ($MM): |
|
|
|
|
|
Revenues: |
|
|
|
|
|
Crude oil revenues |
$ 848.1 |
|
$ 678.9 |
|
$ 647.9 |
NGL revenues |
36.8 |
|
47.3 |
|
28.5 |
Natural gas revenues |
17.8 |
|
22.1 |
|
19.0 |
Total oil, NGL and natural gas revenues |
$ 902.7 |
|
$ 748.3 |
|
$ 695.4 |
Cash flows: |
|
|
|
|
|
Net cash provided by operating activities: |
$ 460.9 |
|
$ 406.7 |
|
$ 408.2 |
Non-GAAP financial measures(1): |
|
|
|
|
|
Adjusted EBITDA |
$ 567.9 |
|
$ 464.8 |
|
$ 369.6 |
Adjusted Free Cash Flow(2) |
216.1 |
|
199.6 |
|
105.3 |
Adjusted Net Income |
234.9 |
|
218.1 |
|
158.4 |
Select operating expenses: |
|
|
|
|
|
LOE |
$ 176.6 |
|
$ 159.2 |
|
$ 158.6 |
Gathering, processing and transportation expenses ("GPT") |
63.1 |
|
54.0 |
|
43.4 |
Production taxes |
79.5 |
|
63.9 |
|
58.5 |
Depreciation, depletion and amortization |
227.9 |
|
168.9 |
|
137.0 |
Total select operating expenses |
$ 547.1 |
|
$ 446.0 |
|
$ 397.5 |
Earnings per share: |
|
|
|
|
|
Basic earnings per share |
$ 4.36 |
|
$ 4.79 |
|
$ 5.19 |
Diluted earnings per share |
4.25 |
|
4.65 |
|
4.96 |
Adjusted diluted earnings per share (Non-GAAP)(1) |
4.69 |
|
5.10 |
|
3.65 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
Non-GAAP financial measure. See "Non-GAAP Financial Measures" below for a reconciliation to the most directly comparable financial measures under GAAP. |
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(2) |
2Q24 Adjusted Free Cash Flow includes |
For the three months ended
Capital Expenditures:
The following table presents the Company's total capital expenditures ("CapEx") by category for the periods presented:
|
1Q24 |
|
2Q24 |
|
1H24 |
CapEx ($MM): |
|
|
|
|
|
E&P |
$ 257.7 |
|
$ 312.9 |
|
$ 570.6 |
Other |
— |
|
1.4 |
|
1.4 |
|
257.7 |
|
314.3 |
|
572.0 |
Capitalized interest |
0.7 |
|
1.2 |
|
1.9 |
Acquisitions |
— |
|
6.6 |
|
6.6 |
Total CapEx |
$ 258.4 |
|
$ 322.1 |
|
$ 580.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
2Q24 and 1H24 include |
Return of Capital:
Chord declared a base-plus-variable cash dividend of
During 2Q24, the Company repurchased 365,310 shares of common stock at a weighted average price of
Balance Sheet and Liquidity:
The following table presents key balance sheet data and liquidity metrics as of
|
|
Revolving credit facility(1) |
$ 1,500.0 |
|
|
Revolver borrowings |
$ 575.0 |
Current portion of long-term debt(2) |
60.1 |
Senior notes |
400.0 |
Total debt |
$ 1,035.1 |
|
|
Cash and cash equivalents |
$ 197.4 |
Letters of credit |
30.2 |
Liquidity |
1,092.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
||||||||||||
(2) |
Balance represents legacy Enerplus senior notes repaid in full on |
NI 51-101 Exemption:
The Canadian securities regulatory authorities have issued a decision document (the "Decision") granting Chord exemptive relief from the requirements contained in
Contact:
(281) 404-9600
ir@chordenergy.com
Conference Call Information
Investors, analysts and other interested parties are invited to listen to the webcast:
Date: |
|
|
Time: |
|
9:00 a.m. Central |
Live Webcast: |
|
To join the conference call by phone without operator assistance (including sell-side analysts wishing to ask a question), you may register and enter your phone number at https://emportal.ink/3zNnvXS to receive an instant automated call back and be immediately placed into the call.
You may also use the following dial-in information to join the conference call by phone with operator assistance:
Dial-in: |
|
1-800-836-8184 |
Intl. Dial-in: |
|
1-646-357-8785 |
Conference ID: |
|
52762 |
A recording of the conference call will be available beginning at
Replay dial-in: |
1-888-660-6345 |
Intl. replay: |
1-646-517-4150 |
Replay access: |
52762 # |
The call will also be available for replay for approximately 30 days at https://www.chordenergy.com
Forward-Looking Statements and Cautionary Statements
Certain statements in this press release, other than statements of historical facts, that address activities, events or developments that Chord expects, believes or anticipates will or may occur in the future, including any statements regarding the benefits and synergies of the
These statements are based on certain assumptions made by Chord based on management's experience and perception of historical trends, current conditions, anticipated future developments and other factors believed to be appropriate. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of Chord, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include, but are not limited to, the ultimate results of integrating the operations of Chord, the effects of the
Any forward-looking statement speaks only as of the date on which such statement is made and Chord undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements. Additional information concerning other risk factors is also contained in Chord's most recently filed Annual Report on Form 10-K for the year ended
About
Comparability of Financial Statements
The results reported for the three and six months ended
Consolidated Balance Sheets (Unaudited) (In thousands, except share data) |
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|
|
|
|
|
|
ASSETS |
|
|
|
Current assets |
|
|
|
Cash and cash equivalents |
$ 197,389 |
|
$ 317,998 |
Accounts receivable, net |
1,275,934 |
|
943,114 |
Inventory |
79,905 |
|
72,565 |
Prepaid expenses |
23,827 |
|
42,450 |
Derivative instruments |
25,292 |
|
37,369 |
Other current assets |
2,044 |
|
11,055 |
Total current assets |
1,604,391 |
|
1,424,551 |
Property, plant and equipment |
|
|
|
Oil and gas properties (successful efforts method) |
12,137,734 |
|
6,320,243 |
Other property and equipment |
57,327 |
|
49,051 |
Less: accumulated depreciation, depletion and amortization |
(1,442,011) |
|
(1,054,616) |
Total property, plant and equipment, net |
10,753,050 |
|
5,314,678 |
Derivative instruments |
22,542 |
|
22,526 |
Investment in unconsolidated affiliate |
117,738 |
|
100,172 |
Long-term inventory |
27,619 |
|
22,936 |
Operating right-of-use assets |
58,724 |
|
21,343 |
|
539,793 |
|
— |
Other assets |
23,481 |
|
19,944 |
Total assets |
$ 13,147,338 |
|
$ 6,926,150 |
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY |
|
|
|
Current liabilities |
|
|
|
Accounts payable |
$ 38,189 |
|
$ 34,453 |
Revenues and production taxes payable |
772,565 |
|
604,704 |
Accrued liabilities |
714,427 |
|
493,381 |
Current portion of long-term debt, net |
60,063 |
|
— |
Accrued interest payable |
4,891 |
|
2,157 |
Derivative instruments |
13,943 |
|
14,209 |
Advances from joint interest partners |
2,473 |
|
2,381 |
Current operating lease liabilities |
39,914 |
|
13,258 |
Other current liabilities |
31,650 |
|
916 |
Total current liabilities |
1,678,115 |
|
1,165,459 |
Long-term debt |
971,746 |
|
395,902 |
Deferred tax liabilities |
1,345,220 |
|
95,322 |
Asset retirement obligations |
275,817 |
|
155,040 |
Derivative instruments |
1,428 |
|
717 |
Operating lease liabilities |
29,114 |
|
18,667 |
Other liabilities |
4,748 |
|
18,419 |
Total liabilities |
4,306,188 |
|
1,849,526 |
Commitments and contingencies |
|
|
|
Stockholders' equity |
|
|
|
Common stock, |
668 |
|
456 |
|
(585,035) |
|
(493,289) |
Additional paid-in capital |
7,314,414 |
|
3,608,819 |
Retained earnings |
2,111,103 |
|
1,960,638 |
Total stockholders' equity |
8,841,150 |
|
5,076,624 |
Total liabilities and stockholders' equity |
$ 13,147,338 |
|
$ 6,926,150 |
Consolidated Statements of Operations (Unaudited) (In thousands, except per share data) |
|||||||
|
|||||||
|
Three Months Ended |
|
Six Months Ended |
||||
|
2024 |
|
2023 |
|
2024 |
|
2023 |
|
|
|
|
|
|
|
|
Revenues |
|
|
|
|
|
|
|
Oil, NGL and gas revenues |
$ 902,667 |
|
$ 695,426 |
|
$ 1,650,829 |
|
$ 1,461,626 |
Purchased oil and gas sales |
358,013 |
|
216,645 |
|
695,111 |
|
346,962 |
Total revenues |
1,260,680 |
|
912,071 |
|
2,345,940 |
|
1,808,588 |
Operating expenses |
|
|
|
|
|
|
|
Lease operating expenses |
176,647 |
|
158,554 |
|
335,853 |
|
311,962 |
Gathering, processing and transportation expenses |
63,130 |
|
43,397 |
|
117,114 |
|
80,412 |
Purchased oil and gas expenses |
356,356 |
|
216,226 |
|
692,118 |
|
345,819 |
Production taxes |
79,522 |
|
58,488 |
|
143,433 |
|
119,005 |
Depreciation, depletion and amortization |
227,928 |
|
137,046 |
|
396,822 |
|
270,837 |
General and administrative expenses |
82,077 |
|
42,174 |
|
107,789 |
|
74,658 |
Exploration and impairment |
1,485 |
|
6,782 |
|
7,639 |
|
31,646 |
Total operating expenses |
987,145 |
|
662,667 |
|
1,800,768 |
|
1,234,339 |
Gain on sale of assets, net |
15,486 |
|
1,613 |
|
16,788 |
|
2,840 |
Operating income |
289,021 |
|
251,017 |
|
561,960 |
|
577,089 |
Other income (expense) |
|
|
|
|
|
|
|
Net gain (loss) on derivative instruments |
4,608 |
|
29,518 |
|
(22,969) |
|
96,452 |
Net gain from investment in unconsolidated affiliate |
5,862 |
|
10,126 |
|
22,158 |
|
7,910 |
Interest expense, net of capitalized interest |
(12,208) |
|
(7,228) |
|
(19,800) |
|
(14,363) |
Other income |
4,081 |
|
2,293 |
|
6,907 |
|
7,486 |
Total other income (expense), net |
2,343 |
|
34,709 |
|
(13,704) |
|
97,485 |
Income before income taxes |
291,364 |
|
285,726 |
|
548,256 |
|
674,574 |
Income tax expense |
(78,003) |
|
(69,655) |
|
(135,541) |
|
(161,504) |
Net income |
$ 213,361 |
|
$ 216,071 |
|
$ 412,715 |
|
$ 513,070 |
Earnings per share: |
|
|
|
|
|
|
|
Basic |
$ 4.36 |
|
$ 5.19 |
|
$ 9.12 |
|
$ 12.32 |
Diluted |
$ 4.25 |
|
$ 4.96 |
|
$ 8.87 |
|
$ 11.83 |
Weighted average shares outstanding: |
|
|
|
|
|
|
|
Basic |
48,665 |
|
41,494 |
|
45,048 |
|
41,531 |
Diluted |
49,916 |
|
43,386 |
|
46,313 |
|
43,267 |
Consolidated Statements of Cash Flows (Unaudited) (In thousands) |
|||
|
|||
|
Six Months Ended |
||
|
2024 |
|
2023 |
|
|
|
|
Cash flows from operating activities: |
|
|
|
Net income |
$ 412,715 |
|
$ 513,070 |
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
Depreciation, depletion and amortization |
396,822 |
|
270,837 |
Gain on sale of assets |
(16,788) |
|
(2,840) |
Impairment |
3,919 |
|
28,964 |
Deferred income taxes |
70,699 |
|
145,857 |
Net (gain) loss on derivative instruments |
22,969 |
|
(96,452) |
Net gain from investment in unconsolidated affiliate |
(22,158) |
|
(7,910) |
Equity-based compensation expenses |
10,130 |
|
27,181 |
Deferred financing costs amortization and other |
7,343 |
|
(4,035) |
Working capital and other changes: |
|
|
|
Change in accounts receivable, net |
(69,496) |
|
5,564 |
Change in inventory |
(5,557) |
|
(3,526) |
Change in prepaid expenses |
17,262 |
|
317 |
Change in accounts payable, interest payable and accrued liabilities |
3,065 |
|
(11,084) |
Change in other assets and liabilities, net |
36,649 |
|
11,104 |
Net cash provided by operating activities |
867,574 |
|
877,047 |
Cash flows from investing activities: |
|
|
|
Capital expenditures |
(538,733) |
|
(407,773) |
Acquisitions, net of cash acquired |
(645,971) |
|
(361,609) |
Proceeds from divestitures, net of cash divested |
20,876 |
|
59,219 |
Derivative settlements |
(16,339) |
|
(154,110) |
Contingent consideration received |
25,000 |
|
— |
Distributions from investment in unconsolidated affiliate |
4,591 |
|
5,984 |
Net cash used in investing activities |
(1,150,576) |
|
(858,289) |
Cash flows from financing activities: |
|
|
|
Proceeds from revolving credit facilities |
825,000 |
|
— |
Principal payments on revolving credit facilities |
(250,000) |
|
— |
Repurchases of common stock |
(93,745) |
|
(45,818) |
Tax withholding on vesting of equity-based awards |
(57,357) |
|
(13,631) |
Chord dividends paid |
(281,681) |
|
(337,747) |
Payments on finance lease liabilities |
(834) |
|
(933) |
Proceeds from warrants exercised |
21,010 |
|
1,007 |
Net cash provided by (used in) financing activities |
162,393 |
|
(397,122) |
Decrease in cash and cash equivalents |
(120,609) |
|
(378,364) |
Cash and cash equivalents: |
|
|
|
Beginning of period |
317,998 |
|
593,151 |
End of period |
$ 197,389 |
|
$ 214,787 |
|
|
|
|
Supplemental non-cash transactions(1): |
|
|
|
Change in accrued capital expenditures |
$ 24,389 |
|
$ 74,114 |
Change in asset retirement obligations |
3,476 |
|
547 |
Dividends payable |
19,502 |
|
35,321 |
|
|
|
|
|
|
|
|
|
|
(1) |
Amounts exclude non-cash consideration transferred and balances acquired on |
Non-GAAP Financial Measures
The following are non-GAAP financial measures not prepared in accordance with GAAP that are used by management and external users of the Company's financial statements, such as industry analysts, investors, lenders and rating agencies. The Company believes that the foregoing are useful supplemental measures that provide an indication of the results generated by the Company's principal business activities. However, these measures are not recognized by GAAP and do not have a standardized meaning prescribed by GAAP. Therefore, these measures may not be comparable to similar measures provided by other issuers. From time to time, the Company provides forward-looking forecasts of these measures; however, the Company is unable to provide a quantitative reconciliation of the forward-looking non-GAAP measures to the most directly comparable forward-looking GAAP measures because management cannot reliably quantify certain of the necessary components of such forward-looking GAAP measures. The reconciling items in future periods could be significant. To see how the Company reconciles its historical presentations of these non-GAAP financial measures to the most directly comparable GAAP measures, please visit the Investors—Documents & Disclosures—Non-GAAP Reconciliation page on the Company's website at https://ir.chordenergy.com/non-gaap.
Cash GPT
The Company defines Cash GPT as total GPT expenses less non-cash valuation charges on pipeline imbalances and non-cash mark-to-market adjustments on transportation contracts accounted for as derivative instruments. Cash GPT is not a measure of GPT expenses as determined by GAAP. Management believes that the presentation of Cash GPT provides useful additional information to investors and analysts to assess the cash costs incurred to market and transport the Company's commodities from the wellhead to delivery points for sale without regard to the change in value of its pipeline imbalances, which vary monthly based on commodity prices, and without regard to the non-cash mark-to-market adjustments on transportation contracts classified as derivative instruments.
The following table presents a reconciliation of the GAAP financial measure of GPT expenses to the non-GAAP financial measure of Cash GPT for the periods presented:
|
Three Months Ended |
|
Six Months Ended |
||||
|
2024 |
|
2023 |
|
2024 |
|
2023 |
|
|
|
|
|
|
|
|
|
(In thousands) |
||||||
GPT |
$ 63,130 |
|
$ 43,397 |
|
$ 117,114 |
|
$ 80,412 |
Pipeline imbalances |
(488) |
|
(2,133) |
|
(681) |
|
(8,137) |
Gain (loss) on derivative transportation contracts |
(2,647) |
|
7,123 |
|
(5,877) |
|
18,279 |
Cash GPT |
$ 59,995 |
|
$ 48,387 |
|
$ 110,556 |
|
$ 90,554 |
Cash G&A
The Company defines Cash G&A as total G&A expenses less G&A expenses directly attributable to certain merger and acquisition activity, non-cash equity-based compensation expenses and other non-cash charges. Cash G&A is not a measure of G&A expenses as determined by GAAP. Management believes that the presentation of Cash G&A provides useful additional information to investors and analysts to assess the Company's operating costs in comparison to peers without regard to the aforementioned charges, which can vary substantially from company to company.
The following table presents a reconciliation of the GAAP financial measure of G&A expenses to the non-GAAP financial measure of Cash G&A for the periods presented:
|
Three Months Ended |
|
Six Months Ended |
||||
|
2024 |
|
2023 |
|
2024 |
|
2023 |
|
|
|
|
|
|
|
|
|
(In thousands) |
||||||
General and administrative expenses |
$ 82,077 |
|
$ 42,174 |
|
$ 107,789 |
|
$ 74,658 |
Merger costs(1) |
(54,687) |
|
(6,908) |
|
(62,794) |
|
(9,701) |
Equity-based compensation expenses |
(5,359) |
|
(15,327) |
|
(10,130) |
|
(27,181) |
Other non-cash adjustments |
(199) |
|
(2,284) |
|
1,461 |
|
(1,873) |
Cash G&A |
$ 21,832 |
|
$ 17,655 |
|
$ 36,326 |
|
$ 35,903 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
Includes costs directly attributable to the arrangement with |
Cash Interest
The Company defines Cash Interest as interest expense plus capitalized interest less amortization and write-offs of deferred financing costs. Cash Interest is not a measure of interest expense as determined by GAAP. Management believes that the presentation of Cash Interest provides useful additional information to investors and analysts for assessing the interest charges incurred on the Company's debt to finance its operating activities and the Company's ability to maintain compliance with its debt covenants.
The following table presents a reconciliation of the GAAP financial measure of interest expense to the non-GAAP financial measure of Cash Interest for the periods presented:
|
Three Months Ended |
|
Six Months Ended |
||||
|
2024 |
|
2023 |
|
2024 |
|
2023 |
|
|
|
|
|
|
|
|
|
(In thousands) |
||||||
Interest expense |
$ 12,208 |
|
$ 7,228 |
|
$ 19,800 |
|
$ 14,363 |
Capitalized interest |
1,158 |
|
1,323 |
|
1,867 |
|
2,744 |
Amortization of deferred financing costs |
(1,366) |
|
(1,211) |
|
(2,258) |
|
(2,409) |
Cash Interest |
$ 12,000 |
|
$ 7,340 |
|
$ 19,409 |
|
$ 14,698 |
Adjusted EBITDA and Adjusted Free Cash Flow
The Company defines Adjusted EBITDA as earnings before interest expense, income taxes, depreciation, depletion and amortization ("DD&A"), merger costs, exploration expenses, impairment expenses and other similar non-cash or non-recurring charges. The Company defines Adjusted Free Cash Flow as Adjusted EBITDA less Cash Interest and E&P and other capital expenditures (excluding capitalized interest and acquisition capital).
Adjusted EBITDA and Adjusted Free Cash Flow are not measures of net income or cash flows from operating activities as determined by GAAP. Management believes that the presentation of Adjusted EBITDA and Adjusted Free Cash Flow provides useful additional information to investors and analysts for assessing the Company's results of operations, financial performance, ability to generate cash from its business operations without regard to its financing methods or capital structure and the Company's ability to maintain compliance with its debt covenants.
The following table presents reconciliations of the GAAP financial measures of net income and net cash provided by operating activities to the non-GAAP financial measures of Adjusted EBITDA and Adjusted Free Cash Flow for the periods presented:
|
Three Months Ended |
|
Six Months Ended |
||||
|
2024 |
|
2023 |
|
2024 |
|
2023 |
|
(In thousands) |
||||||
Net income |
$ 213,361 |
|
$ 216,071 |
|
$ 412,715 |
|
$ 513,070 |
Interest expense, net of capitalized interest |
12,208 |
|
7,228 |
|
19,800 |
|
14,363 |
Income tax expense |
78,003 |
|
69,655 |
|
135,541 |
|
161,504 |
Depreciation, depletion and amortization |
227,928 |
|
137,046 |
|
396,822 |
|
270,837 |
Merger costs(1) |
54,687 |
|
6,908 |
|
62,794 |
|
9,701 |
Exploration and impairment expenses |
1,485 |
|
6,782 |
|
7,639 |
|
31,646 |
Gain on sale of assets |
(15,486) |
|
(1,613) |
|
(16,788) |
|
(2,840) |
Net (gain) loss on derivative instruments |
(4,608) |
|
(29,518) |
|
22,969 |
|
(96,452) |
Realized loss on commodity price derivative contracts |
(3,896) |
|
(51,241) |
|
(5,257) |
|
(143,099) |
Net gain from investment in unconsolidated affiliate |
(5,862) |
|
(10,126) |
|
(22,158) |
|
(7,910) |
Distributions from investment in unconsolidated affiliate |
2,305 |
|
2,969 |
|
4,591 |
|
5,984 |
Equity-based compensation expenses |
5,359 |
|
15,327 |
|
10,130 |
|
27,181 |
Other non-cash adjustments |
2,455 |
|
154 |
|
3,919 |
|
(6,059) |
Adjusted EBITDA |
567,939 |
|
369,642 |
|
1,032,717 |
|
777,926 |
Cash Interest |
(12,000) |
|
(7,340) |
|
(19,409) |
|
(14,698) |
E&P and other capital expenditures |
(314,311) |
|
(257,012) |
|
(572,059) |
|
(459,308) |
Cash taxes paid |
(25,500) |
|
— |
|
(25,500) |
|
— |
Adjusted Free Cash Flow |
$ 216,128 |
|
$ 105,290 |
|
$ 415,749 |
|
$ 303,920 |
|
|
|
|
|
|
|
|
Net cash provided by operating activities |
$ 460,875 |
|
$ 408,235 |
|
$ 867,574 |
|
$ 877,047 |
Changes in working capital |
8,229 |
|
(3,700) |
|
18,078 |
|
(2,376) |
Interest expense, net of capitalized interest |
12,208 |
|
7,228 |
|
19,800 |
|
14,363 |
Current income tax expense |
34,271 |
|
(2,280) |
|
64,841 |
|
15,647 |
Merger costs(1) |
54,687 |
|
6,908 |
|
62,794 |
|
9,701 |
Exploration expenses |
1,485 |
|
1,124 |
|
3,720 |
|
2,683 |
Realized loss on commodity price derivative contracts |
(3,896) |
|
(51,241) |
|
(5,257) |
|
(143,099) |
Distributions from investment in unconsolidated affiliate |
2,305 |
|
2,969 |
|
4,591 |
|
5,984 |
Deferred financing costs amortization and other |
(4,680) |
|
245 |
|
(7,343) |
|
4,035 |
Other non-cash adjustments |
2,455 |
|
154 |
|
3,919 |
|
(6,059) |
Adjusted EBITDA |
567,939 |
|
369,642 |
|
1,032,717 |
|
777,926 |
Cash Interest |
(12,000) |
|
(7,340) |
|
(19,409) |
|
(14,698) |
E&P and other capital expenditures(2) |
(314,311) |
|
(257,012) |
|
(572,059) |
|
(459,308) |
Cash taxes paid |
(25,500) |
|
— |
|
(25,500) |
|
— |
Adjusted Free Cash Flow |
$ 216,128 |
|
$ 105,290 |
|
$ 415,749 |
|
$ 303,920 |
|
|
|
|
|
|
|
|
(1) |
Includes costs directly attributable to the arrangement with Enerplus for the three and six months ended June 30, 2024 and the costs directly attributable to the merger of equals with Whiting for the three and six months ended |
||||||
(2) |
The three and six months ended |
Adjusted Net Income and Adjusted Diluted Earnings Per Share
Adjusted Net Income and Adjusted Diluted Earnings Per Share are supplemental non-GAAP financial measures that are used by management and external users of the Company's financial statements, such as industry analysts, investors, lenders and rating agencies. The Company defines Adjusted Net Income as net income after adjusting for (1) the impact of certain non-cash items, including non-cash changes in the fair value of derivative instruments, non-cash changes in the fair value of the Company's investment in an unconsolidated affiliate, impairment and other similar non-cash charges, (2) merger costs and (3) the impact of taxes based on the Company's effective tax rate applicable to those adjusting items in the same period. Adjusted Net Income is not a measure of net income as determined by GAAP.
The Company calculates earnings per share under the two-class method in accordance with GAAP. The two-class method is an earnings allocation formula that computes earnings per share for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. Adjusted Diluted Earnings Per Share is calculated as (i) Adjusted Net Income (ii) less distributed and undistributed earnings allocated to participating securities (iii) divided by the weighted average number of diluted shares outstanding for the periods presented.
The following table presents reconciliations of the GAAP financial measure of net income to the non-GAAP financial measure of Adjusted Net Income and the GAAP financial measure of diluted earnings per share to the non-GAAP financial measure of Adjusted Diluted Earnings Per Share for the periods presented:
|
Three Months Ended |
|
Six Months Ended |
||||
|
2024 |
|
2023 |
|
2024 |
|
2023 |
|
(In thousands) |
||||||
Net income |
$ 213,361 |
|
$ 216,071 |
|
$ 412,715 |
|
$ 513,070 |
Net (gain) loss on derivative instruments |
(4,608) |
|
(29,518) |
|
22,969 |
|
(96,452) |
Realized loss on commodity price derivative contracts |
(3,896) |
|
(51,241) |
|
(5,257) |
|
(143,099) |
Net gain from investment in unconsolidated affiliate |
(5,862) |
|
(10,126) |
|
(22,158) |
|
(7,910) |
Distributions from investment in unconsolidated affiliate |
2,305 |
|
2,969 |
|
4,591 |
|
5,984 |
Impairment |
— |
|
5,660 |
|
3,919 |
|
28,964 |
Merger costs(1) |
54,687 |
|
6,908 |
|
62,794 |
|
9,701 |
Gain on sale of assets |
(15,486) |
|
(1,613) |
|
(16,788) |
|
(2,840) |
Amortization of deferred financing costs |
1,366 |
|
1,211 |
|
2,258 |
|
2,409 |
Other non-cash adjustments |
2,455 |
|
154 |
|
3,919 |
|
(6,059) |
Tax impact(2) |
(8,288) |
|
18,429 |
|
(13,952) |
|
50,012 |
Adjusted net income |
236,034 |
|
158,904 |
|
455,010 |
|
353,780 |
Distributed and undistributed earnings allocated to |
(1,121) |
|
(526) |
|
(1,494) |
|
(954) |
Adjusted net income attributable to common |
$ 234,913 |
|
$ 158,378 |
|
$ 453,516 |
|
$ 352,826 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share |
$ 4.25 |
|
$ 4.98 |
|
$ 8.87 |
|
$ 11.86 |
Net (gain) loss on derivative instruments |
(0.09) |
|
(0.68) |
|
0.50 |
|
(2.23) |
Realized loss on commodity price derivative contracts |
(0.08) |
|
(1.18) |
|
(0.11) |
|
(3.31) |
Net gain from investment in unconsolidated affiliate |
(0.12) |
|
(0.23) |
|
(0.48) |
|
(0.18) |
Distributions from investment in unconsolidated affiliate |
0.05 |
|
0.07 |
|
0.10 |
|
0.14 |
Impairment |
— |
|
0.13 |
|
0.08 |
|
0.67 |
Merger costs(1) |
1.10 |
|
0.16 |
|
1.36 |
|
0.22 |
Gain on sale of assets |
(0.31) |
|
(0.04) |
|
(0.36) |
|
(0.07) |
Amortization of deferred financing costs |
0.03 |
|
0.03 |
|
0.05 |
|
0.06 |
Other non-cash adjustments |
0.05 |
|
— |
|
0.08 |
|
(0.14) |
Tax impact(2) |
(0.17) |
|
0.42 |
|
(0.30) |
|
1.16 |
Adjusted Diluted Earnings Per Share |
4.71 |
|
3.66 |
|
9.79 |
|
8.18 |
Less: Distributed and undistributed earnings allocated to |
(0.02) |
|
(0.01) |
|
(0.03) |
|
(0.02) |
Adjusted Diluted Earnings Per Share |
$ 4.69 |
|
$ 3.65 |
|
$ 9.76 |
|
$ 8.16 |
|
|
|
|
|
|
|
|
Diluted weighted average shares outstanding |
49,916 |
|
43,386 |
|
46,313 |
|
43,267 |
|
|
|
|
|
|
|
|
Effective tax rate applicable to adjustment items(2) |
26.8 % |
|
24.4 % |
|
24.7 % |
|
23.9 % |
|
|
|
|
|
|
|
(1) |
Includes costs directly attributable to the arrangement with Enerplus for the three and six months ended June 30, 2024 and the costs directly attributable to the merger of equals with Whiting for the three and six months ended |
|||||
(2) |
The tax impact is computed utilizing the Company's effective tax rate applicable to the adjustments for certain non-cash and non-recurring items. |
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