8-K
Chord Energy Corp (CHRD)
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): August 02, 2023
____________________________________________________________________
CHORD ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
____________________________________________________________________
| Delaware | 001-34776 | 80-0554627 |
|---|---|---|
| (State or other jurisdiction of<br>incorporation or organization) | (Commission<br>File Number) | (I.R.S. Employer<br>Identification No.) |
| 1001 Fannin Street, Suite 1500 | ||
| --- | --- | |
| Houston, Texas | 77002 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (281) 404-9500
Not Applicable.
(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(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock | CHRD | The Nasdaq Stock Market LLC |
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 2.02 Results of Operations and Financial Condition.
On August 2, 2023, Chord Energy Corporation (the “Company”) announced its financial and operating results for the quarter ended June 30, 2023. A copy of the Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description of Exhibit |
|---|---|
| 99.1 | Press release dated August 2, 2023. |
| 104 | Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
THE INFORMATION CONTAINED IN ITEM 2.02 OF THIS CURRENT REPORT, INCLUDING EXHIBIT 99.1 ATTACHED HERETO, SHALL NOT BE DEEMED “FILED” FOR THE PURPOSES OF SECTION 18 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, NOR SHALL IT BE DEEMED INCORPORATED BY REFERENCE INTO ANY REGISTRATION STATEMENT OR OTHER FILING PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED, EXCEPT AS OTHERWISE EXPRESSLY STATED IN SUCH FILING.
SIGNATURE
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 thereunto duly authorized.
| CHORD ENERGY CORPORATION<br><br>(Registrant) | ||
|---|---|---|
| Date: August 02, 2023 | By: | /s/ Shannon B. Kinney |
| Shannon B. Kinney | ||
| Executive Vice President, General Counsel, and Corporate Secretary |
Document
Exhibit 99.1
Chord Energy Corporation Reports Financial and Operating Results for Second Quarter 2023, Declares Base and Variable Dividends and Issues Updated Outlook
Houston, Texas — August 2, 2023 — Chord Energy Corporation (NASDAQ: CHRD) (“Chord”, “Chord Energy” or the “Company”) today reported second quarter 2023 financial and operating results. On July 1, 2022, the Company completed the merger of equals transaction between Oasis Petroleum Inc. (“Oasis”) and Whiting Petroleum Corporation (“Whiting”). The results reported for the three and six months ended June 30, 2023 reflect the consolidated results of Chord, while the results reported for the three and six months ended June 30, 2022 reflect legacy Oasis, unless otherwise noted.
2Q23 Operational and Financial Highlights:
•2Q23 oil volumes of 96.4 MBopd were at the high-end of guidance;
•Total 2Q23 volumes of 169.0 MBoepd were above the high-end of guidance;
•E&P and other CapEx was $257.0MM in 2Q23 and $459.3MM in 1H23. E&P and other CapEx in 2Q23 and 1H23 includes $10.1MM and $10.9MM, respectively, related to divested non-operated assets that will be reimbursed and was not in guidance;
•2Q23 oil, NGL and gas revenue of $695.4MM impacted by lower realized gas and NGL pricing;
•Net cash provided by operating activities was $408.2MM and net income was $216.1MM in 2Q23;
•Adjusted EBITDA(1) was $369.6MM and Adjusted Free Cash Flow(1) was $105.3MM in 2Q23. Adjusted Free Cash Flow was reduced by the $10.1MM of E&P and other CapEx related to divested non-operated assets that will be reimbursed;
•Total return of capital for 2Q23 of $87MM was set at 75% of Adjusted Free Cash Flow(1), plus the $10.9MM of E&P and other CapEx incurred in 1H23 related to divested non-operated assets that will be reimbursed. Return of capital for 2Q23 includes share repurchases of $31MM during 2Q23 at a weighted average price of $147.59 per share;
•Declared a base-plus-variable cash dividend of $1.36 per share of common stock. The dividend will be payable on August 29, 2023 to shareholders of record as of August 15, 2023;
•Completed the acquisition of assets in the Williston Basin from XTO Energy Inc. and affiliates (collectively, “XTO”), subsidiaries of Exxon Mobil Corporation, for total cash consideration of $361.6MM, subject to customary post-closing adjustments;
•Announced $29MM of non-core asset sales incremental to those announced in May 2023. 2H23 volumes associated with the divested assets are approximately 0.5 MBopd. All transactions have closed or are expected to close during 3Q23. Total non-core asset sales are approximately $64MM, which includes $35MM announced in May 2023 and the $10.9MM of E&P and other CapEx incurred in 1H23 that will be reimbursed;
•ESG and sustainability initiatives progressing with a focus on continually improving safety and emissions. Sustainability report to be released in 3Q23. Chord is committed to continuous improvement across ESG and delivering the energy the world needs.
(1) Non-GAAP financial measure. See “Non-GAAP Financial Measures” below for a reconciliation to the most directly comparable financial measures under United States generally accepted accounting principles (“GAAP”).
“Chord’s second quarter performance benefited from strong well performance as we continue to see positive results from our three-mile lateral program,” said Danny Brown, Chord Energy’s President and Chief Executive Officer. “In addition, the acquisition of certain XTO assets closed at the end of the quarter and extends our inventory runway in core areas while making legacy Chord areas more capital efficient through the conversion of two-mile DSUs to three-mile DSUs. Concurrently, Chord continues to optimize its portfolio through the divestment of non-core assets. Our substantial low-cost inventory and capital efficiency support sustainable free cash generation and Chord continued to return high amounts of free cash flow to shareholders including increasing the percentage returned through share repurchases. At Chord we remain excited about the oil
and gas industry, the benefits we bring to the world, and are focused on sustainable value creation through disciplined capital allocation, responsible operations, and maintaining a strong balance sheet.”
2Q23 Operational and Financial Update:
The following table presents select 2Q23 operational and financial data compared to guidance released in May 2023:
| Metric | 2Q23 Actual | 2Q23 Guidance |
|---|---|---|
| Oil volumes (MBopd) | 96.4 | 93.5 – 96.5 |
| NGL volumes (MBblpd) | 36.0 | 33.5 – 34.5 |
| Natural gas volumes (MMcfpd) | 219.3 | 217.0 – 223.0 |
| Total volumes (MBoepd) | 169.0 | 163.2 – 168.2 |
| Oil premium to WTI ($/Bbl) | $0.14 | $(0.60) – $1.40 |
| NGL realization (% of WTI) | 12% | 23% – 33% |
| Residue gas realization (% of Henry Hub) | 45% | 55% – 65% |
| LOE ($/Boe) | $10.31 | $10.00 – $10.80 |
| Cash GPT ($/Boe)(1) | $3.15 | $2.50 – $3.10 |
| Cash G&A ($MM)(1,2) | $17.7 | $15.1 – $18.1 |
| Production Taxes (% of oil, NGL and gas sales) | 8.4% | 8.0% – 8.4% |
| E&P & Other CapEx ($MM)(3) | $257.0 | $235 – $265 |
| Cash Interest ($MM)(1) | $7.3 | $7.0 – $8.0 |
___________________
(1)Non-GAAP financial measure. See “Non-GAAP Financial Measures” below for a reconciliation to the most directly comparable financial measures under GAAP.
(2)Excludes cash-related costs attributable to the merger of $6.9MM incurred in 2Q23.
(3)Includes $10.1MM for E&P and other CapEx related to divested non-operated assets that will be reimbursed and excludes capitalized interest of $1.3MM.
During the three months ended June 30, 2023, net cash provided by operating activities was $408.2MM and net income was $216.1MM ($4.96/diluted share). Adjusted EBITDA was $369.6MM, Adjusted Free Cash Flow was $105.3MM and Adjusted Net Income was $158.4MM ($3.65/diluted share). Adjusted EBITDA, Adjusted Free Cash Flow and Adjusted Net Income are non-GAAP financial measures. See “Non-GAAP Financial Measures” below for a reconciliation to the most directly comparable financial measures under GAAP.
Chord turned in line 22 gross (18 net) operated wells in 2Q23.
Updated Outlook:
Chord is updating its outlook to reflect its latest projections, including the impact of the acquisition of assets in the Williston Basin from XTO, which closed June 30, 2023, and additional non-core divestitures which closed in 2Q23 or are expected to close in 3Q23. Assuming pricing of $75/Bbl WTI and $2.75/MMBtu Henry Hub for the remainder of 2023, Chord expects to generate approximately $1.7B of Adjusted EBITDA and approximately $735MM of Adjusted Free Cash Flow in 2023, including the impact of derivatives but excluding dividends. The reinvestment rate is expected to be approximately 50% in 2H23. Changes to the Company’s outlook since May 2023 include:
•Updating volume projections to account for the latest development schedule and the production impact from the acquisition and non-core divestitures in 1H23. Excluding the impacts of acquisitions and divestitures, FY23 oil volumes are in-line with May guidance;
•Lowering NGL realizations and residue gas realizations to account for current market prices versus WTI. Current guidance assumes elevated levels of ethane rejection;
•GPT per BOE adjusted to reflect the conversion of a marketing agreement from a sales contract to a transportation contract;
•Increasing production tax as a percentage of revenue to reflect an escalation of the North Dakota gas extraction tax effective in July; and
•FY23 E&P and other CapEx increasing to $850MM – $880MM, which excludes the $10.9MM of E&P and other CapEx incurred in 1H23 related to divested non-operated assets that will be reimbursed. E&P and other CapEx
was increased to reflect incremental 4Q23 activity associated with the acquisition of assets in the Williston Basin from XTO.
The following table presents select operational and financial guidance for 3Q23 and FY23:
| Metric | 3Q23 Guidance (August 2, 2023) | FY23 Guidance (August 2, 2023) | FY23 Guidance (May 3, 2023) |
|---|---|---|---|
| Oil volumes (MBopd) | 95.5 – 98.5 | 97.0 – 99.0 | 95.0 – 98.0 |
| NGL volumes (MBblpd) | 34.5 – 35.5 | 34.7 – 35.2 | 33.0 – 34.0 |
| Natural gas volumes (MMcfpd) | 222.0 – 228.0 | 222.0 – 225.0 | 216.0 – 220.5 |
| Total volumes (MBoepd) | 167.0 – 172.0 | 168.7 – 171.7 | 164.0 – 168.5 |
| Oil premium (discount) to WTI ($/Bbl) | $(0.40) – $1.60 | $(0.66) – $1.34 | $(0.50) – $1.50 |
| NGL realization (% of WTI) | 10% – 20% | 13% – 23% | 23% – 33% |
| Residue gas realization (% of Henry Hub) | 40% – 50% | 54% – 64% | 56% – 66% |
| LOE ($/Boe) | $10.20 – $11.00 | $9.95 – $10.75 | $9.75 – $10.60 |
| Cash GPT ($/Boe)(1) | $2.80 – $3.40 | $2.75 – $3.35 | $2.50 – $3.10 |
| Cash G&A ($MM)(1,2) | $14.6 – $17.6 | $63.0 – $73.0 | $63.0 – $73.0 |
| Production Taxes (% of oil, NGL and gas sales) | 8.6% – 9.0% | 8.2% – 8.6% | 7.9% – 8.3% |
| E&P & Other CapEx ($MM)(3) | $245 – $275 | $850 – $880 | $825 – $865 |
| Cash Interest ($MM)(1) | $7.7 – $8.7 | $29.5 – $31.5 | $28.0 – $32.0 |
___________________
(1)Non-GAAP financial measure. See “Non-GAAP Financial Measures” below for a reconciliation to the most directly comparable financial measures under GAAP.
(2) Excludes cash-related costs attributable to the merger.
(3) FY23 E&P and other CapEx excludes $10.9MM related to divested non-core assets that will be reimbursed and excludes capitalized interest of $1.4MM and $5.1MM in 3Q23 and FY23, respectively.
Chord expects cash taxes to range between 0% – 10% of Adjusted EBITDA in 2H23 with NYMEX WTI between $70/Bbl – $90/Bbl.
Select Operational and Financial Data:
The following table presents select operational and financial data from continuing operations for the periods presented:
| 2Q23 | 1Q23 | 2Q22 | ||||
|---|---|---|---|---|---|---|
| Production data: | ||||||
| Crude oil (MBopd) | 96.4 | 95.1 | 41.2 | |||
| NGLs (MBblpd)(1) | 36.0 | 32.7 | — | |||
| Natural gas (MMcfpd)(1) | 219.3 | 221.4 | 137.4 | |||
| Total production (MBoepd)(1) | 169.0 | 164.7 | 64.1 | |||
| Percent crude oil | 57.0 | % | 57.7 | % | 64.3 | % |
| 1Q23 | 2Q22 | |||||
| --- | --- | --- | --- | --- | --- | |
| Average sales prices: | ||||||
| Crude oil, without realized derivatives (/Bbl) | 73.89 | $ | 76.04 | $ | 111.79 | |
| Differential to NYMEX WTI (/Bbl) | — | 2.82 | ||||
| Crude oil, with realized derivatives (/Bbl) | 65.79 | 78.71 | ||||
| Crude oil realized derivatives (MM) | (87.7) | (124.0) | ||||
| NGL, without realized derivatives (/Bbl)(1) | 21.13 | — | ||||
| NGL, with realized derivatives (/Bbl)(1) | 22.10 | — | ||||
| NGL realized derivatives (MM) | 2.9 | — | ||||
| Natural gas, without realized derivatives (/Mcf)(1) | 2.66 | 9.57 | ||||
| Natural gas, with realized derivatives (/Mcf)(1) | 2.31 | 8.62 | ||||
| Natural gas realized derivatives (MM) | (7.0) | (11.9) | ||||
| Selected financial data (MM): | ||||||
| Revenues: | ||||||
| Crude oil revenues | 647.9 | $ | 650.9 | $ | 418.9 | |
| NGL revenues(1) | 62.2 | — | ||||
| Natural gas revenues(1) | 53.1 | 119.7 | ||||
| Total oil, NGL and natural gas revenues | 695.4 | $ | 766.2 | $ | 538.6 | |
| Cash flows: | ||||||
| Net cash provided by operating activities: | 408.2 | $ | 468.8 | $ | 396.4 | |
| Non-GAAP financial measures(2): | ||||||
| Adjusted EBITDA | 369.6 | $ | 408.3 | $ | 255.9 | |
| Adjusted Free Cash Flow(3) | 198.6 | 202.9 | ||||
| Adjusted net income attributable to Chord from continuing operations | 194.4 | 153.5 | ||||
| Select operating expenses: | ||||||
| Lease operating expenses (“LOE”) | 158.6 | $ | 153.4 | $ | 67.7 | |
| Gathering, processing and transportation expenses (“GPT”) | 37.0 | 31.8 | ||||
| Production taxes | 60.5 | 40.1 | ||||
| Depreciation, depletion and amortization | 133.8 | 42.1 | ||||
| Total select operating expenses | 397.5 | $ | 384.7 | $ | 181.7 | |
| Earnings per share: | ||||||
| Basic earnings per share | 5.19 | $ | 7.13 | $ | 6.69 | |
| Diluted earnings per share | 6.87 | 6.23 | ||||
| Adjusted diluted earnings per share (Non-GAAP)(2) | 4.49 | 7.30 |
All values are in US Dollars.
___________________
(1)Beginning in 3Q22, the Company reported crude oil, NGLs and natural gas on a three-stream basis. Prior to 3Q22, the Company reported crude oil and natural gas (including NGLs) on a two-stream basis. This change impacts comparability between periods.
(2)Non-GAAP financial measure. See “Non-GAAP Financial Measures” below for a reconciliation to the most directly comparable financial measures under GAAP.
(3)2Q23 Adjusted Free Cash Flow was reduced by $10.1MM for E&P and other CapEx related to divested non-operated assets that will be reimbursed.
Capital Expenditures:
The following table presents the Company’s total capital expenditures (“CapEx”) by category for the period presented:
| 2Q23 | YTD23 | ||||
|---|---|---|---|---|---|
| CapEx (MM): | |||||
| E&P | 201.8 | $ | 256.6 | $ | 458.4 |
| Other | 0.4 | 0.9 | |||
| Total E&P and other CapEx(1) | 257.0 | 459.3 | |||
| Capitalized interest | 1.3 | 2.7 | |||
| Acquisitions | 361.6 | 361.6 | |||
| Total CapEx | 203.7 | $ | 619.9 | $ | 823.6 |
All values are in US Dollars.
___________________
(1)2Q23 and 1H23 includes $10.1MM and $10.9MM of E&P and other CapEx, respectively, related to divested non-operated assets that will be reimbursed.
Dividend Declaration:
Chord declared a base-plus-variable cash dividend of $1.36 per share of common stock. The dividend will be payable on August 29, 2023 to shareholders of record as of August 15, 2023. The base-plus-variable dividend was declared in connection with Chord’s return of capital plan. Additional details regarding the calculation of the variable dividend can be found in the Company’s most recent investor presentation located on its website at https://ir.chordenergy.com/presentations.
Balance Sheet and Liquidity:
The following table presents key balance sheet data and liquidity metrics as of June 30, 2023 (in millions):
| June 30, 2023 | ||
|---|---|---|
| Revolving credit facility(1) | $ | 1,000.0 |
| Revolver borrowings | $ | — |
| Senior notes | 400.0 | |
| Total debt | $ | 400.0 |
| Cash and cash equivalents | $ | 214.8 |
| Letters of credit | 6.1 | |
| Liquidity | $ | 1,208.7 |
___________________
(1)$2.5B borrowing base and $1.0B of elected commitments.
Contact:
Chord Energy Corporation Danny Brown, President and Chief Executive Officer Michael Lou, Executive Vice President and Chief Financial Officer Bob Bakanauskas, Managing Director, Investor Relations (281) 404-9600 ir@chordenergy.com
Conference Call Information
Investors, analysts and other interested parties are invited to listen to the webcast:
Date: Thursday, August 3, 2023
Time: 10:00 a.m. Central Time
Live Webcast: https://app.webinar.net/WQ0moR76zLP
Sell-side analysts wishing to ask a question may use the following dial-in:
Dial-in: (888) 317-6003
Intl. Dial-in: (412) 317-6061
Conference ID: 3688881
A recording of the conference call will be available beginning at 1:00 p.m. Central Time on the day of the call and will be available until Thursday, August 10, 2023 by dialing:
Replay dial-in: (877) 344-7529
Intl. replay: (412) 317-0088
Replay access: 8715992
The call will also be available for replay for approximately 30 days at https://www.chordenergy.com
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, included in this press release 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 merger, future opportunities for Chord, future financial performance and condition, guidance and statements regarding Chord’s expectations, beliefs, plans, objectives, assumptions or future events or performance are forward-looking statements. The words “anticipate,” “ensure,” “expect,” “if,” “intend,” “estimate,” “probable,” “project,” “forecasts,” “predict,” “outlook,” “aim,” “will,” “could,” “should,” “would,” “potential,” “may,” “might,” “likely,” “plan,” “positioned,” “strategy” and similar expressions or other words of similar meaning, and the negatives thereof, are intended to identify forward-looking statements. Specific forward-looking statements include statements regarding Chord’s plans and expectations with respect to the return of capital plan, production levels and reinvestment rates, anticipated financial and operating results and other guidance and the effects, benefits and synergies of the merger.
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 business combination on Chord, including Chord’s future financial condition, results of operations, strategy and plans, the ability of Chord to realize the anticipated benefits or synergies of the merger in the timeframe expected or at all, changes in crude oil, NGL and natural gas prices, war and political instability in Ukraine and the effect on commodity prices due to the ongoing conflict in Ukraine, inflation rates and the impact of associated monetary policy responses, including increased interest rates, developments in the global economy, the impact of pandemics such as COVID-19, weather and environmental conditions, the timing of planned capital expenditures, availability of acquisitions, uncertainties in estimating proved reserves and forecasting production results, operational factors affecting the commencement or maintenance of producing wells, the condition of the capital markets generally, as well as Chord’s ability to access them, the proximity to and capacity of transportation facilities, the availability of midstream service providers, uncertainties regarding environmental regulations or litigation and other legal or
regulatory developments affecting Chord’s business and other important factors that could cause actual results to differ materially from those projected as described in Chord’s reports filed with the U.S. Securities and Exchange Commission (the “SEC”).
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 Reports on Form 10-K, for the year ended December 31, 2022, subsequent Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other SEC filings.
About Chord Energy
Chord Energy Corporation is an independent exploration and production company with quality and sustainable long-lived assets in the Williston Basin. The Company is uniquely positioned with a best-in-class balance sheet and is focused on rigorous capital discipline and generating free cash flow by operating efficiently, safely and responsibly to develop its unconventional onshore oil-rich resources in the continental United States. For more information, please visit the Company’s website at www.chordenergy.com.
Chord Energy Corporation
Consolidated Balance Sheets (Unaudited)
(In thousands, except share data)
| June 30, 2023 | December 31, 2022 | |||
|---|---|---|---|---|
| ASSETS | ||||
| Current assets | ||||
| Cash and cash equivalents | $ | 214,787 | $ | 593,151 |
| Accounts receivable, net | 770,099 | 781,738 | ||
| Inventory | 63,439 | 54,411 | ||
| Prepaid expenses | 36,162 | 17,624 | ||
| Derivative instruments | 28,972 | 23,735 | ||
| Other current assets | 338 | 11,853 | ||
| Current assets held for sale | 10,726 | — | ||
| Total current assets | 1,124,523 | 1,482,512 | ||
| Property, plant and equipment | ||||
| Oil and gas properties (successful efforts method) | 5,850,189 | 5,120,121 | ||
| Other property and equipment | 52,338 | 72,973 | ||
| Less: accumulated depreciation, depletion and amortization | (734,618) | (481,751) | ||
| Total property, plant and equipment, net | 5,167,909 | 4,711,343 | ||
| Derivative instruments | 38,527 | 37,965 | ||
| Investment in unconsolidated affiliate | 115,763 | 130,575 | ||
| Long-term inventory | 17,848 | 22,009 | ||
| Operating right-of-use assets | 19,848 | 23,875 | ||
| Deferred tax assets | 54,369 | 200,226 | ||
| Other assets | 20,903 | 22,576 | ||
| Total assets | $ | 6,559,690 | $ | 6,631,081 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
| Current liabilities | ||||
| Accounts payable | $ | 13,879 | $ | 29,056 |
| Revenues and production taxes payable | 534,190 | 607,964 | ||
| Accrued liabilities | 507,980 | 362,454 | ||
| Accrued interest payable | 2,215 | 3,172 | ||
| Derivative instruments | 81,181 | 341,541 | ||
| Advances from joint interest partners | 3,018 | 3,736 | ||
| Current operating lease liabilities | 10,400 | 9,941 | ||
| Other current liabilities | 7,198 | 3,469 | ||
| Current liabilities held for sale | 13,332 | — | ||
| Total current liabilities | 1,173,393 | 1,361,333 | ||
| Long-term debt | 395,049 | 394,209 | ||
| Asset retirement obligations | 127,338 | 146,029 | ||
| Derivative instruments | 145 | 2,829 | ||
| Operating lease liabilities | 20,544 | 13,266 | ||
| Other liabilities | 23,651 | 33,617 | ||
| Total liabilities | 1,740,120 | 1,951,283 | ||
| Commitments and contingencies | ||||
| Stockholders’ equity | ||||
| Common stock, $0.01 par value: 120,000,000 shares authorized; 43,958,610 shares issued and 41,390,064 shares outstanding at June 30, 2023; and 120,000,000 shares authorized, 43,726,181 shares issued and 41,477,093 shares outstanding at December 31, 2022 | 441 | 438 | ||
| Treasury stock, at cost: 2,568,546 shares at June 30, 2023 and 2,249,088 shares at December 31, 2022 | (297,768) | (251,950) | ||
| Additional paid-in capital | 3,500,727 | 3,485,819 | ||
| Retained earnings | 1,616,170 | 1,445,491 | ||
| Total stockholders’ equity | 4,819,570 | 4,679,798 | ||
| Total liabilities and stockholders’ equity | $ | 6,559,690 | $ | 6,631,081 |
Chord Energy Corporation
Consolidated Statements of Operations (Unaudited)
(In thousands, except per share data)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |||||
| Revenues | ||||||||
| Oil, NGL and gas revenues | $ | 695,426 | $ | 538,567 | $ | 1,461,626 | $ | 1,032,069 |
| Purchased oil and gas sales | 216,645 | 250,489 | 346,962 | 409,956 | ||||
| Other services revenues | — | 324 | — | 324 | ||||
| Total revenues | 912,071 | 789,380 | 1,808,588 | 1,442,349 | ||||
| Operating expenses | ||||||||
| Lease operating expenses | 158,554 | 67,734 | 311,962 | 130,921 | ||||
| Gathering, processing and transportation expenses | 43,397 | 31,813 | 80,412 | 64,210 | ||||
| Purchased oil and gas expenses | 216,226 | 252,058 | 345,819 | 413,684 | ||||
| Production taxes | 58,488 | 40,081 | 119,005 | 75,938 | ||||
| Depreciation, depletion and amortization | 137,046 | 42,136 | 270,837 | 86,809 | ||||
| General and administrative expenses | 42,174 | 24,822 | 74,658 | 49,189 | ||||
| Exploration and impairment | 6,782 | 278 | 31,646 | 788 | ||||
| Total operating expenses | 662,667 | 458,922 | 1,234,339 | 821,539 | ||||
| Gain on sale of assets, net | 1,613 | 319 | 2,840 | 1,840 | ||||
| Operating income | 251,017 | 330,777 | 577,089 | 622,650 | ||||
| Other income (expense) | ||||||||
| Net gain (loss) on derivative instruments | 29,518 | (98,253) | 96,452 | (466,175) | ||||
| Net gain (loss) from investment in unconsolidated affiliate | 10,126 | (96,253) | 7,910 | (36,116) | ||||
| Interest expense, net of capitalized interest | (7,228) | (6,949) | (14,363) | (14,165) | ||||
| Other income | 2,293 | 1,298 | 7,486 | 3,050 | ||||
| Total other income (expense), net | 34,709 | (200,157) | 97,485 | (513,406) | ||||
| Income from continuing operations before income taxes | 285,726 | 130,620 | 674,574 | 109,244 | ||||
| Income tax (expense) benefit | (69,655) | 219 | (161,504) | 2,044 | ||||
| Net income from continuing operations | 216,071 | 130,839 | 513,070 | 111,288 | ||||
| Income from discontinued operations attributable to Chord, net of income tax | — | — | — | 485,554 | ||||
| Net income attributable to Chord | $ | 216,071 | $ | 130,839 | $ | 513,070 | $ | 596,842 |
| Earnings attributable to Chord per share: | ||||||||
| Basic from continuing operations | $ | 5.19 | $ | 6.69 | $ | 12.32 | $ | 5.73 |
| Basic from discontinued operations | — | — | — | 24.99 | ||||
| Basic total | $ | 5.19 | $ | 6.69 | $ | 12.32 | $ | 30.72 |
| Diluted from continuing operations | $ | 4.96 | $ | 6.23 | $ | 11.83 | $ | 5.30 |
| Diluted from discontinued operations | — | — | — | 23.14 | ||||
| Diluted total | $ | 4.96 | $ | 6.23 | $ | 11.83 | $ | 28.44 |
| Weighted average shares outstanding: | ||||||||
| Basic | 41,494 | 19,553 | 41,531 | 19,430 | ||||
| Diluted | 43,386 | 20,990 | 43,267 | 20,983 |
Chord Energy Corporation
Consolidated Statements of Cash Flows (Unaudited)
(In thousands)
| Six Months Ended June 30, | ||||
|---|---|---|---|---|
| 2023 | 2022 | |||
| Cash flows from operating activities: | ||||
| Net income including non-controlling interests | $ | 513,070 | $ | 599,153 |
| Adjustments to reconcile net income including non-controlling interests to net cash provided by operating activities: | ||||
| Depreciation, depletion and amortization | 270,837 | 86,809 | ||
| Gain on sale of assets | (2,840) | (520,740) | ||
| Impairment | 28,964 | — | ||
| Deferred income taxes | 145,857 | (7) | ||
| Net (gain) loss on derivative instruments | (96,452) | 466,175 | ||
| Net (gain) loss from investment in unconsolidated affiliate | (7,910) | 36,116 | ||
| Equity-based compensation expenses | 27,181 | 9,663 | ||
| Deferred financing costs amortization and other | (4,035) | 3,294 | ||
| Working capital and other changes: | ||||
| Change in accounts receivable, net | 5,564 | (112,688) | ||
| Change in inventory | (3,526) | (14,040) | ||
| Change in prepaid expenses | 317 | 1,035 | ||
| Change in accounts payable, interest payable and accrued liabilities | (11,084) | 96,141 | ||
| Change in other assets and liabilities, net | 11,104 | 11,080 | ||
| Net cash provided by operating activities | 877,047 | 661,991 | ||
| Cash flows from investing activities: | ||||
| Capital expenditures | (407,773) | (114,325) | ||
| Acquisitions | (361,609) | — | ||
| Proceeds from divestitures, net of cash divested | 59,219 | 148,818 | ||
| Costs related to divestitures | — | (11,368) | ||
| Derivative settlements | (154,110) | (201,668) | ||
| Distributions from investment in unconsolidated affiliate | 5,984 | 26,862 | ||
| Net cash used in investing activities | (858,289) | (151,681) | ||
| Cash flows from financing activities: | ||||
| Proceeds from revolving credit facilities | — | 15,000 | ||
| Deferred financing costs | — | (9) | ||
| Repurchases of common stock | (45,818) | — | ||
| Tax withholding on vesting of equity-based awards | (13,631) | (4,789) | ||
| Dividends paid | (337,747) | (139,860) | ||
| Payments on finance lease liabilities | (933) | (229) | ||
| Proceeds from warrants exercised | 1,007 | 15,908 | ||
| Net cash used in financing activities | (397,122) | (113,979) | ||
| Increase (decrease) in cash and cash equivalents | (378,364) | 396,331 | ||
| Cash and cash equivalents: | ||||
| Beginning of period | 593,151 | 174,783 | ||
| End of period | $ | 214,787 | $ | 571,114 |
| Supplemental non-cash transactions: | ||||
| Change in accrued capital expenditures | $ | 74,114 | $ | (806) |
| Change in asset retirement obligations | 547 | (428) | ||
| Investment in unconsolidated affiliate | — | 568,312 | ||
| Dividends payable | 35,321 | 317,530 |
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 June 30, | Six Months Ended June 30, | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | ||||||
| (In thousands) | |||||||||
| GPT | $ | 43,397 | $ | 31,813 | $ | 80,412 | $ | 64,210 | |
| Pipeline imbalances | (2,133) | 827 | (8,137) | 1,143 | |||||
| Mark-to-market adjustments on derivative transportation contracts | 7,123 | — | 18,279 | — | |||||
| Cash GPT | $ | 48,387 | $ | 32,640 | $ | 90,554 | $ | 65,353 |
Cash G&A
The Company defines Cash G&A as total G&A expenses less G&A expenses directly attributable to the merger of equals with Whiting, non-cash equity-based compensation expenses, G&A expenses attributable to shared service allocations 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 June 30, | Six Months Ended June 30, | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | ||||||
| (In thousands) | |||||||||
| General and administrative expenses | $ | 42,174 | $ | 24,822 | $ | 74,658 | $ | 49,189 | |
| Merger costs(1) | (6,908) | — | (9,701) | — | |||||
| Equity-based compensation expenses | (15,327) | (4,815) | (27,181) | (9,616) | |||||
| G&A expenses attributable to shared services | — | — | — | (1,624) | |||||
| Other non-cash adjustments | (2,284) | (35) | (1,873) | (2,253) | |||||
| Cash G&A | $ | 17,655 | $ | 19,972 | $ | 35,903 | $ | 35,696 |
___________________
(1)Includes costs directly attributable to the merger of equals with Whiting for the three and six months ended June 30, 2023.
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 June 30, | Six Months Ended June 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |||||
| (In thousands) | ||||||||
| Interest expense | $ | 7,228 | $ | 6,949 | $ | 14,363 | $ | 14,165 |
| Capitalized interest | 1,323 | 879 | 2,744 | 1,480 | ||||
| Amortization of deferred financing costs | (1,211) | (864) | (2,409) | (1,719) | ||||
| Cash Interest | $ | 7,340 | $ | 6,964 | $ | 14,698 | $ | 13,926 |
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 and impairment expenses and other similar non-cash or non-recurring charges. The Company defines Adjusted EBITDA from continuing operations as Adjusted EBITDA less Adjusted EBITDA from discontinued operations. The Company defines Adjusted Free Cash Flow as Adjusted EBITDA from continuing operations 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 including non-controlling interests 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 June 30, | Six Months Ended June 30, | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | ||||||
| (In thousands) | |||||||||
| Net income including non-controlling interests | $ | 216,071 | $ | 130,839 | $ | 513,070 | $ | 599,153 | |
| Interest expense, net of capitalized interest | 7,228 | 6,949 | 14,363 | 17,850 | |||||
| Income tax (benefit) expense | 69,655 | (219) | 161,504 | 39,178 | |||||
| Depreciation, depletion and amortization | 137,046 | 42,136 | 270,837 | 86,809 | |||||
| Merger costs(1) | 6,908 | — | 9,701 | — | |||||
| Exploration and impairment expenses | 6,782 | 278 | 31,646 | 788 | |||||
| Gain on sale of assets | (1,613) | (319) | (2,840) | (520,740) | |||||
| Net (gain) loss on derivative instruments | (29,518) | 98,253 | (96,452) | 466,175 | |||||
| Realized loss on derivative instruments | (51,241) | (135,840) | (143,099) | (221,104) | |||||
| Net (gain) loss from investment in unconsolidated affiliate | (10,126) | 96,253 | (7,910) | 36,116 | |||||
| Distributions from investment in unconsolidated affiliate | 2,969 | 13,746 | 5,984 | 26,862 | |||||
| Equity-based compensation expenses | 15,327 | 4,815 | 27,181 | 9,663 | |||||
| Other non-cash adjustments | 154 | (988) | (6,059) | 272 | |||||
| Adjusted EBITDA | 369,642 | 255,903 | 777,926 | 541,022 | |||||
| Adjusted EBITDA from discontinued operations | — | — | — | (12,296) | |||||
| Adjusted EBITDA from continuing operations | 369,642 | 255,903 | 777,926 | 528,726 | |||||
| Cash Interest | (7,340) | (6,964) | (14,698) | (13,926) | |||||
| E&P and other capital expenditures | (257,012) | (46,014) | (459,308) | (108,928) | |||||
| Adjusted Free Cash Flow | $ | 105,290 | $ | 202,925 | $ | 303,920 | $ | 405,872 | |
| Net cash provided by operating activities | $ | 408,235 | $ | 396,411 | $ | 877,047 | $ | 661,991 | |
| Changes in working capital | (3,700) | (24,573) | (2,376) | 18,473 | |||||
| Interest expense, net of capitalized interest | 7,228 | 6,949 | 14,363 | 17,850 | |||||
| Current income tax (benefit) expense | (2,280) | (219) | 15,647 | 39,184 | |||||
| Merger costs(1) | 6,908 | — | 9,701 | — | |||||
| Exploration expenses | 1,124 | 278 | 2,683 | 788 | |||||
| Realized loss on derivative instruments | (51,241) | (135,840) | (143,099) | (221,104) | |||||
| Distributions from investment in unconsolidated affiliate | 2,969 | 13,746 | 5,984 | 26,862 | |||||
| Deferred financing costs amortization and other | 245 | 139 | 4,035 | (3,294) | |||||
| Other non-cash adjustments | 154 | (988) | (6,059) | 272 | |||||
| Adjusted EBITDA | 369,642 | 255,903 | 777,926 | 541,022 | |||||
| Adjusted EBITDA from discontinued operations | — | — | — | (12,296) | |||||
| Adjusted EBITDA from continuing operations | 369,642 | 255,903 | 777,926 | 528,726 | |||||
| Cash Interest | (7,340) | (6,964) | (14,698) | (13,926) | |||||
| E&P and other capital expenditures(2) | (257,012) | (46,014) | (459,308) | (108,928) | |||||
| Adjusted Free Cash Flow | $ | 105,290 | $ | 202,925 | $ | 303,920 | $ | 405,872 |
___________________
(1)Includes cash-related costs directly attributable to the merger of equals with Whiting that were incurred during the three and six months ended June 30, 2023.
(2)The three and six months ended June 30, 2023 includes $10.1MM and $10.9MM of E&P and other CapEx, respectively, related to divested non-operated assets that will be reimbursed.
Adjusted Net Income Attributable to Chord and Adjusted Diluted Earnings Attributable to Chord Per Share
Adjusted Net Income Attributable to Chord and Adjusted Diluted Earnings Attributable to Chord 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 Attributable to Chord as net income attributable to Chord 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 Attributable to Chord 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 Attributable to Chord Per Share is calculated as (i) Adjusted Net Income Attributable to Chord (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 attributable to Chord to the non-GAAP financial measure of Adjusted Net Income Attributable to Chord and the GAAP financial measure of diluted earnings attributable to Chord per share to the non-GAAP financial measure of Adjusted Diluted Earnings Attributable to Chord Per Share for the periods presented:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | ||||||||||
| (In thousands) | |||||||||||||
| Net income attributable to Chord | $ | 216,071 | $ | 130,839 | $ | 513,070 | $ | 596,842 | |||||
| Net (gain) loss on derivative instruments | (29,518) | 98,253 | (96,452) | 466,175 | |||||||||
| Realized loss on derivative instruments | (51,241) | (135,840) | (143,099) | (221,104) | |||||||||
| Net (gain) loss from investment in unconsolidated affiliate | (10,126) | 96,253 | (7,910) | 36,116 | |||||||||
| Distributions from investment in unconsolidated affiliate | 2,969 | 13,746 | 5,984 | 26,862 | |||||||||
| Impairment | 5,660 | — | 28,964 | — | |||||||||
| Merger costs(1) | 6,908 | — | 9,701 | — | |||||||||
| Gain on sale of assets | (1,613) | (319) | (2,840) | (520,740) | |||||||||
| Amortization of deferred financing costs | 1,211 | 864 | 2,409 | 1,888 | |||||||||
| Other non-cash adjustments | 154 | (988) | (6,059) | 272 | |||||||||
| Tax impact(2) | 18,429 | (18,166) | 50,012 | 45,851 | |||||||||
| Other tax adjustments(3) | — | (31,157) | — | (109,466) | |||||||||
| Adjusted net income attributable to Chord | 158,904 | 153,485 | 353,780 | 322,696 | |||||||||
| Adjusted net income attributable to Chord from discontinued operations | — | — | — | (6,142) | |||||||||
| Distributed and undistributed earnings allocated to participating securities | (526) | — | (954) | — | |||||||||
| Adjusted net income from continuing operations attributable to common stockholders | $ | 158,378 | $ | 153,485 | $ | 352,826 | $ | 316,554 | |||||
| Diluted earnings attributable to Chord per share | 4.98 | $ | 6.23 | 11.86 | $ | 28.44 | |||||||
| Net (gain) loss on derivative instruments | (0.68) | 4.68 | (2.23) | 22.22 | |||||||||
| Realized loss on derivative instruments | (1.18) | (6.47) | (3.31) | (10.54) | |||||||||
| Net (gain) loss from investment in unconsolidated affiliate | (0.23) | 4.59 | (0.18) | 1.72 | |||||||||
| Distributions from investment in unconsolidated affiliate | 0.07 | 0.65 | 0.14 | 1.28 | |||||||||
| Impairment | 0.13 | — | 0.67 | — | |||||||||
| Merger costs(1) | 0.16 | — | 0.22 | — | |||||||||
| Gain on sale of assets | (0.04) | (0.02) | (0.07) | (24.82) | |||||||||
| Amortization of deferred financing costs | 0.03 | 0.04 | 0.06 | 0.09 | |||||||||
| Other non-cash adjustments | — | (0.05) | (0.14) | 0.01 | |||||||||
| Tax impact(2) | 0.42 | (0.87) | 1.16 | 2.19 | |||||||||
| Other tax adjustments(3) | — | (1.48) | — | (5.22) | |||||||||
| Adjusted Diluted Earnings Attributable to Chord Per Share | 3.66 | 7.30 | 8.18 | 15.37 | |||||||||
| Less: Adjusted Diluted Earnings From Discontinued Operations Attributable to Chord Per Share | — | — | — | (0.29) | |||||||||
| Less: Distributed and undistributed earnings allocated to participating securities | (0.01) | — | (0.02) | — | |||||||||
| Adjusted Diluted Earnings From Continuing Operations Attributable to Chord Per Share | $ | 3.65 | $ | 7.30 | $ | 8.16 | $ | 15.08 | |||||
| Diluted weighted average shares outstanding | 43,386 | 20,990 | 43,267 | 20,983 | |||||||||
| Effective tax rate applicable to adjustment items(2) | 24.4 | % | 25.2 | % | 23.9 | % | 21.8 | % |
_____________________
(1)Includes cash-related costs directly attributable to the merger of equals with Whiting that were incurred during the three and six months ended June 30, 2023.
(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.
(3)Other tax adjustments relate to the change in the deferred tax asset valuation allowance, which was adjusted to reflect the tax impact of the other adjustments using an assumed effective tax rate that excludes its impact.
14