8-K

CNX Resources Corp (CNX)

8-K 2024-07-25 For: 2024-07-25
View Original
Added on April 11, 2026

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): July 25, 2024

CNX Resources Corporation

(Exact name of registrant as specified in its charter)

Delaware 001-14901 51-0337383
(State or other jurisdiction<br>of incorporation) (Commission File Number) (IRS Employer<br>Identification No.)

CNX Center

1000 Horizon Vue Drive

Canonsburg, Pennsylvania 15317

(Address of principal executive offices)

(Zip code)

Registrant's telephone number, including area code:

(724) 485-4000

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 exchange on which registered
Common Stock ($.01 par value) CNX New York Stock Exchange
Preferred Share Purchase Rights -- New York Stock Exchange

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.

CNX Resources Corporation (“CNX” or the “Company”) today released financial and operational results for the second quarter 2024 by posting those results on its website. A copy of those results is attached to this Current Report as Exhibit 99.1 and incorporated into this Item 2.02 by reference.

The information furnished pursuant to this Item 2.02 and Item 7.01, including Exhibit 99.1, are being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 7.01 Regulation FD

The information set forth under Item 2.02 is incorporated into this Item 7.01 by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1 2Q 2024 Earnings Results & Supplemental Information of CNX Resources Corporation
Exhibit 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.

CNX RESOURCES CORPORATION

By:    /s/ Alan K. Shepard

Alan K. Shepard

Chief Financial Officer and Executive Vice President

Dated: July 25, 2024

Document

cnxlogo2a03.jpg

2Q 2024 Earnings Results &
Supplemental Information of CNX Resources
TABLE OF CONTENTS: Page:
Production Volumes and Activity Summary........................................................................................................................ 2
Hedge Volumes and Pricing…........................................................................................................................................... 3
Gas Hedging Gain/Loss Projections and Actuals.............................................................................................................. 4
Consolidated Statements of Income.................................................................................................................................. 5
Consolidated Balance Sheets............................................................................................................................................ 6
Consolidated Statements of Cash Flows…....................................................................................................................... 7
Market Mix and Natural Gas Price Reconciliation….......................................................................................................... 8
Price and Cost Data (Per Mcfe)......................................................................................................................................... 9
Guidance…........................................................................................................................................................................ 10
Definitions.......................................................................................................................................................................... 11
Sales of Natural Gas, NGL and Oil, including Cash Settlements and Natural Gas, NGL and Oil Production Costs......... 12
Quarterly Adjusted EBITDAX and Adjusted Net Income.................................................................................................... 13
Operating Margin............................................................................................................................................................... 14
Cash Operating Margin...................................................................................................................................................... 15
Net Debt and Adjusted EBITDAX TTM.............................................................................................................................. 16
Free Cash Flow.................................................................................................................................................................. 17
Risk Factors....................................................................................................................................................................... 18
NOTE: Please note that CNX is unable to provide a reconciliation of non-GAAP projected financial results contained in this presentation, including the non-GAAP measures referenced above, to their respective comparable financial measure calculated in accordance with GAAP. This is due to our inability to calculate the comparable GAAP projected metrics, including operating income, net cash provided by operating activities and total production costs, given the unknown effect, timing, and potential significance of certain income statement items.
---
PRODUCTION VOLUMES
--- --- --- --- --- --- --- --- --- --- --- --- ---
GAS Q2-2024 Q1-2024 Q4-2023 Q3-2023 Q2-2023
Shale Sales Volumes (Bcf) 111.7 119.4 123.9 121.1 114.0
CBM Sales Volumes (Bcf) 9.7 9.5 9.9 10.2 10.1
Other Sales Volumes (Bcf) 0.1 0.1 0.1 0.1
LIQUIDS*
NGLs Sales Volumes (Bcfe) 12.4 11.2 12.8 11.9 9.7
Oil and Condensate Sales Volumes (Bcfe) 0.1 0.2 0.2 0.2 0.3
TOTAL (Bcfe) 134.0 140.4 146.9 143.4 134.2
Average Daily Production (MMcfe) 1,472.5 1,542.4 1,596.9 1,559.0 1,474.2
* NGLs, Oil and Condensate are converted to Mcfe at the rate of one barrel equals six Mcf based upon the approximate relative energy content of oil and natural gas, which is not indicative of the relationship of oil, NGLs, condensate, and natural gas prices.
Q2 2024 ACTIVITY SUMMARY TD Frac TIL Average Lateral Length(1) Rigs at Period End
SWPA Marcellus 8 5 - - -
Utica - - - - -
CPA Marcellus - - - - -
Utica - 2 2 13,800 1
Total 8 7 2 1
(1) Measured in lateral feet from perforation to perforation.
NATURAL GAS HEDGE VOLUMES AND PRICING(1)
--- --- --- --- --- ---
2024 2025 2026 2027 2028
NYMEX Hedges
Volumes (Bcf) 311.4 241.5 246.8 112.1 6.9
Average Prices (/Mcf) $3.13 $3.30 $3.30 $4.23 $4.24
Physical Fixed Price Sales and Index Hedges
Volumes (Bcf) 121.0 129.1 92.6 130.1 -
Average Prices (/Mcf) $2.44 $2.31 $2.63 $3.31 -
Total Volumes Hedged (Bcf)(2) 432.4 370.6 339.4 242.2 6.9
NYMEX + Basis (fully-covered volumes)(3)
Volumes (Bcf) 432.4 370.6 339.4 239.5 6.9
Average Prices (/Mcf) $2.55 $2.51 $2.52 $3.26 $3.19
NYMEX Hedges Exposed to Basis
Volumes (Bcf) - - - 2.7 -
Average Prices (/Mcf) - - - $4.23 -
Total Volumes Hedged (Bcf)(2) 432.4 370.6 339.4 242.2 6.9
Estimated Conversion Factor(4) 1.081 1.074 1.069 1.066 1.061
(1) Hedge positions as of 7/5/2024.
(2) Excludes basis hedges in excess of NYMEX hedges of 1.5 Bcf, 0.6 Bcf, 22.6 Bcf, and 9.1 Bcf for Q3 2024, 2024, 2025, and 2026, respectively.
(3) Includes the impact of NYMEX and basis-only hedges as well as physical sales agreements.
(4) To convert Bcf to TBtu, multiply by conversion factor; to convert /Mcf to /MMBtu, divide by conversion factor.

All values are in US Dollars.

HEDGING GAIN/LOSS PROJECTIONS
Q3 2024
Hedged Volumes Wtd. Avg. Average Forecasted Wtd. Avg. Average Forecasted Wtd. Avg. Average Forecasted
($/MMBtu) (000 MMBtu) Hedged Price Forward Market(1) Gain/(Loss)(2) ( in 000s) Hedged Price Forward Market(1) Gain/(Loss)(2) ( in 000s) Hedged Price Forward Market Gain/(Loss)(2) ($ in 000s)
NYMEX 82,110 $2.90 $2.43 38,475 $2.89 $2.37 173,488 $3.07 $3.41 ($88,618)
Index 30,660 $2.28 $1.58 21,487 $2.27 $1.68 70,346 $2.15 $2.54 ($53,600)
Basis:
Eastern Gas-South (DOM) 18,400 ($0.58) ($0.91) 5,994 ($0.58) ($0.78) 14,323 ($0.70) ($0.97) $26,138
TCO Pool (TCO) 8,510 ($0.59) ($0.80) 1,737 ($0.57) ($0.63) 1,915 ($0.87) ($0.77) ($702)
Michcon (NMC) 5,520 ($0.23) ($0.56) 1,815 ($0.25) ($0.42) 4,450 ($0.23) ($0.48) $6,777
TETCO M2 (BM2) 37,720 ($0.61) ($0.93) 11,891 ($0.61) ($0.77) 23,350 ($0.91) ($0.92) $2,187
Transco Zone 5 South (DKR) - - $0.30 - $1.23 $0.78 (2,468) $1.12 $0.50 $3,403
Total Financial Basis Hedges 70,150 21,437 41,570 $37,803
Total Projected Realized Gain (Loss) 81,399 285,404 ($104,415)
Note: Forward market prices, hedged volumes, and hedge prices are as of 7/5/2024. Anticipated hedging activity is not included in projections.
(1) January 2024 through July 2024 prices are settled.
(2) Forecasted Gain/(Loss) amounts are based on sum of current monthly hedge positions vs. strip.

All values are in US Dollars.

Actual Change in Derivatives
(Dollars in millions) Q2 2024 Q1 2024 Q4 2023 Q3 2023 Q2 2023
Realized Gain $110 $55 $43 $102 $79
Unrealized (Loss) Gain ($96) ($47) $533 ($54) $463
Gain on Commodity Derivative Instruments $14 $8 $576 $48 $542
CONSOLIDATED STATEMENTS OF INCOME
--- --- --- --- --- ---
(Unaudited)
Dollars in thousands, except per share data
Revenue and Other Operating Income: Q2-2024 Q1-2024 Q4-2023 Q3-2023 Q2-2023
Natural Gas, NGL and Oil Revenue $236,233 $325,972 $334,394 $255,124 $257,061
Gain on Commodity Derivative Instruments 14,095 7,528 576,210 47,803 542,472
Purchased Gas Revenue 11,029 14,277 16,916 11,135 9,355
Other Revenue and Operating Income 60,086 36,776 41,245 36,444 30,812
Total Revenue and Other Operating Income 321,443 384,553 968,765 350,506 839,700
Costs and Expenses:
Operating Expense
Lease Operating Expense 17,819 17,726 17,194 16,573 13,092
Transportation, Gathering and Compression 91,709 96,651 100,146 95,820 87,872
Production, Ad Valorem, and Other Fees 6,638 7,624 4,755 8,131 5,419
Depreciation, Depletion and Amortization 117,541 118,650 112,827 111,855 103,682
Exploration and Production Related Other Costs 2,364 2,312 2,016 1,600 1,727
Purchased Gas Costs 10,371 13,584 16,089 10,694 8,794
Selling, General, and Administrative Costs 32,025 37,671 29,538 29,213 30,017
Other Operating Expense 21,077 24,633 17,368 26,057 21,031
Total Operating Expense 299,544 318,851 299,933 299,943 271,634
Other Expense (Income)
Other (Income) Expense (676) (5,399) 3,876 1,454 2,510
(Gain) Loss on Assets Sales and Abandonments, net (814) 20,296 (11,380) (5,524) (105,986)
(Gain) Loss on Debt Extinguishment (2) 7,045
Interest Expense 38,634 37,441 37,331 35,391 34,820
Total Other Expense (Income) 37,142 59,383 29,827 31,321 (68,656)
Total Costs and Expenses 336,686 378,234 329,760 331,264 202,978
(Loss) Earnings Before Income Tax (15,243) 6,319 639,005 19,242 636,722
Income Tax Expense (Benefit) 3,018 (532) 125,020 (2,139) 161,767
Net (Loss) Income ($18,261) $6,851 $513,985 $21,381 $474,955
(Loss) Earnings per Share
Basic $(0.12) $0.04 $3.28 $0.13 $2.89
Diluted $(0.12) $0.04 $2.76 $0.12 $2.47
Weighted-Average Shares Outstanding Q2-2024 Q1-2024 Q4-2023 Q3-2023 Q2-2023
Weighted-Average Shares of Common Stock Outstanding 152,608,500 153,364,652 156,812,941 160,703,884 164,139,583
Effect of Diluted Shares*^ 2,787,069 29,895,586 29,970,614 28,852,003
Weighted-Average Diluted Shares of Common Stock Outstanding 152,608,500 156,151,721 186,708,527 190,674,498 192,991,586
*During periods in which the Company incurs a net loss, diluted weighted average shares outstanding are equal to basic weighted average shares outstanding because the effect of all equity awards and the potential share settlement impact related to CNX's Convertible Notes are antidilutive.
^The Convertible Notes were not included in the computation of diluted income per share in the three months ended March 31, 2024 as the effect of including these shares in the calculation would have been anti-dilutive (See Note 2 - Earnings Per Share in the Notes to the Unaudited Consolidated Financial Statements in Item 1 of CNX’s quarterly report on Form 10-Q for the period ended March 31, 2024).
CONSOLIDATED BALANCE SHEETS
--- --- --- --- --- ---
(Unaudited)
Dollars in thousands 30-Jun-24 31-Mar-24 31-Dec-23 30-Sep-23 30-Jun-23
ASSETS
Current Assets:
Cash and Cash Equivalents $3,923 $1,988 $443 $8,653 $22,765
Accounts and Notes Receivable
Trade, net 108,091 91,093 116,119 75,854 97,702
Other Receivables, net 38,404 43,604 17,872 15,501 11,370
Supplies Inventories 14,505 14,368 19,846 20,007 26,470
Derivative Instruments 186,429 290,171 252,524 166,486 227,012
Prepaid Expenses 17,195 19,218 14,984 14,091 14,504
Total Current Assets 368,547 460,442 421,788 300,592 399,823
Property, Plant and Equipment:
Property, Plant and Equipment: 12,799,473 12,662,876 12,537,118 12,399,820 12,247,858
Less-Accumulated Depreciation, Depletion and Amortization 5,415,933 5,301,316 5,194,485 5,091,172 5,008,026
Total Property, Plant and Equipment—Net 7,383,540 7,361,560 7,342,633 7,308,648 7,239,832
Other Non-Current Assets:
Operating Lease Right-of-Use Assets 112,414 125,821 139,466 152,914 164,503
Derivative Instruments 241,384 223,941 280,530 287,029 305,887
Goodwill 323,314 323,314 323,314 323,314 323,314
Other Intangible Assets 67,162 68,800 70,438 72,076 73,714
Other Non-Current Assets 106,593 92,764 48,488 48,064 24,782
Total Other Non-Current Assets 850,867 834,640 862,236 883,397 892,200
TOTAL ASSETS $8,602,954 $8,656,642 $8,626,657 $8,492,637 $8,531,855
LIABILITIES AND EQUITY
Current Liabilities:
Accounts Payable $126,192 $163,016 $147,361 $185,951 $164,177
Derivative Instruments 156,541 117,400 61,102 215,803 240,874
Current Portion of Finance Lease Obligations 2,534 1,897 1,862 1,792 1,379
Current Portion of Long-Term Debt 326,710 326,187 325,668 325,152
Current Portion of Operating Lease Obligations 51,329 51,986 53,791 55,448 53,166
Other Accrued Liabilities 230,047 213,616 233,214 206,872 232,417
Total Current Liabilities 893,353 874,102 822,998 991,018 692,013
Non-Current Liabilities:
Long-Term Debt 1,955,433 1,942,508 1,888,706 1,843,780 2,154,093
Finance Lease Obligations 10,710 5,419 5,500 5,384 3,732
Operating Lease Obligations 64,777 77,162 89,531 101,663 114,998
Derivative Instruments 451,743 475,589 526,554 806,291 812,744
Deferred Income Taxes 728,297 724,643 729,454 604,750 609,133
Asset Retirement Obligations 105,321 105,527 105,315 83,793 87,987
Other Non-Current Liabilities 142,675 142,372 97,582 98,644 73,968
Total Non-Current Liabilities 3,458,956 3,473,220 3,442,642 3,544,305 3,856,655
TOTAL LIABILITIES 4,352,309 4,347,322 4,265,640 4,535,323 4,548,668
Stockholders' Equity
Common Stock 1,516 1,534 1,548 1,600 1,625
Capital in Excess of Par Value 2,363,053 2,373,114 2,384,910 2,423,875 2,440,895
Preferred Stock
Retained Earnings 1,893,215 1,941,892 1,981,860 1,538,136 1,547,036
Accumulated Other Comprehensive Loss (7,139) (7,220) (7,301) (6,297) (6,369)
TOTAL STOCKHOLDERS' EQUITY 4,250,645 4,309,320 4,361,017 3,957,314 3,983,187
TOTAL LIABILITIES AND EQUITY $8,602,954 $8,656,642 $8,626,657 $8,492,637 $8,531,855
CONSOLIDATED STATEMENTS OF CASH FLOWS
--- --- --- --- --- ---
(Unaudited)
Dollars in thousands
Cash Flows from Operating Activities: Q2-2024 Q1-2024 Q4-2023 Q3-2023 Q2-2023
Net (Loss) Income ($18,261) $6,851 513,985 $21,381 $474,955
Depreciation, Depletion and Amortization 117,541 118,650 112,827 111,855 103,682
Amortization of Deferred Financing Costs 3,711 2,399 2,332 2,329 2,317
Stock-Based Compensation 4,179 7,374 4,186 2,870 4,542
(Gain) Loss on Asset Sales and Abandonments, net (814) 20,296 (11,380) (5,524) (105,986)
(Gain) Loss on Debt Extinguishment (2) 7,045
Gain on Commodity Derivative Instruments (14,095) (7,528) (576,210) (47,803) (542,472)
(Gain) Loss on Other Derivative Instruments (112) 1,211 1,231 1,094 176
Net Cash Received in Settlement of Commodity Derivative Instruments 115,799 30,593 61,003 94,569 63,957
Deferred Income Taxes 3,624 (4,841) 125,043 (4,410) 159,450
Other 457 50 (1,273) 754 (1,334)
Changes in Operating Assets:
Accounts and Notes Receivable (13,226) (821) (40,500) 17,468 35,400
Supplies Inventories (137) 5,478 161 6,464 2,868
Prepaid Expenses 2,023 (4,234) (893) 413 939
Changes in Other Assets (180) (45,367) (192) (78) 498
Changes in Operating Liabilities:
Accounts Payable (24,850) 23,066 (54,107) 35,021 (16,981)
Accrued Interest 17,488 (14,603) 16,770 (27,777) 16,274
Other Operating Liabilities (1,740) (5,401) 10,666 (2,356) 342
Changes in Other Liabilities 361 44,847 (2,517) (277) 98
Net Cash Provided by Operating Activities 191,766 185,065 161,132 205,993 198,725
Cash Flows from Investing Activities:
Capital Expenditures (151,916) (168,184) (107,749) (205,642) (195,985)
Proceeds from Asset Sales 7,487 8,524 8,090 19,128 132,293
Investments in Equity Affiliates (110)
Net Cash Used in Investing Activities (144,539) (159,660) (99,659) (186,514) (63,692)
Cash Flows from Financing Activities:
Payments on Long-Term Notes (356,504)
Proceeds from CNXM Revolving Credit Facility Borrowings 50,600 72,200 118,725 81,550 60,550
Repayments of CNXM Revolving Credit Facility Borrowings (95,300) (86,000) (101,625) (93,000) (97,050)
Proceeds from CNX Revolving Credit Facility Borrowings 292,300 341,400 402,050 279,000 446,900
Repayments of CNX Revolving Credit Facility Borrowings (235,300) (318,450) (375,000) (254,000) (460,700)
Proceeds from Issuance of CNX Senior Notes 395,000
Payments on Other Debt (597) (487) (493) (425) (362)
Proceeds from Issuance of Common Stock 929 109 106 915 129
Shares Withheld for Taxes (48) (17,830) (20) (96) (40)
Purchases of Common Stock (44,381) (51,821) (113,426) (47,535) (64,146)
Debt Issuance and Financing Fees (13,495) (1,477) (348)
Net Cash Used in Financing Activities (45,292) (23,860) (69,683) (33,591) (115,067)
Net Increase (Decrease) in Cash and Cash Equivalents 1,935 1,545 (8,210) (14,112) 19,966
Cash and Cash Equivalents at Beginning of Period 1,988 443 8,653 22,765 2,799
Cash and Cash Equivalents at End of Period $3,923 $1,988 $443 $8,653 $22,765
MARKET MIX AND NATURAL GAS PRICE RECONCILIATION
--- --- ---
2024E
Gas Sold (%)(1) Basis(2)
Eastern Gas-South 9% ($0.62)
ETNG Mainline 3% $0.55
TCO Pool 28% ($0.57)
TETCO ELA & WLA 5% ($0.13)
TETCO M3 2% ($0.30)
TETCO M2 29% ($0.74)
Michcon 11% ($0.52)
Physical basis sales 13% ($0.28)
Weighted Average Basis 100% ($0.51)
NYMEX $2.37
Weighted Average Basis (Not considering hedging) ($0.51)
Realized Price (per MMBtu) $1.86
Conversion Factor (MMBtu/Mcf) 1.081
Realized Price Before Financial Hedging (per Mcf) $2.01
(1) Individual market percentages exclude physical basis sales, which are shown separately.
(2) Reflects actual realized basis for six months ended June 30; July - December forward market basis prices as of 7/5/2024.
PRICE AND COST DATA (PER MCFE) - NON-GAAP
--- --- --- --- ---
Q1-2024 Q4-2023 Q3-2023 Q2-2023
Average Sales Price - Natural Gas $2.17 $2.16 $1.64 $1.80
Average Gain on Natural Gas Commodity Derivative Instruments - Cash Settlement $0.42 $0.32 $0.77 $0.64
Average Sales Price - Oil and Condensate* $10.68 $10.77 $11.21 $10.57
Average Sales Price - NGLs* $3.99 $3.33 $3.19 $3.18
Average Sales Price of Natural Gas, NGL and Oil, including Cash Settlement $2.71 $2.57 $2.49 $2.51
Lease Operating Expense (LOE) $0.13 $0.12 $0.12 $0.10
Production, Ad Valorem, and Other Fees $0.06 $0.03 $0.06 $0.04
Transportation, Gathering and Compression $0.69 $0.68 $0.67 $0.65
Depreciation, Depletion and Amortization (DD&A) $0.81 $0.75 $0.75 $0.75
Total Natural Gas, NGL and Oil Production Costs $1.69 $1.58 $1.60 $1.54
Total Natural Gas, NGL and Oil Production Cash Costs, before DD&A $0.88 $0.83 $0.85 $0.79
Natural Gas, NGL and Oil Production Cash Margin, before DD&A $1.83 $1.74 $1.64 $1.72
Fully Burdened Cash Costs, before DD&A(1) $1.20 $1.09 $1.17 $1.15
Fully Burdened Cash Margin, before DD&A $1.51 $1.48 $1.32 $1.36
Note: "Total Natural Gas, NGL and Oil Production Costs" excludes Selling, General, and Administration and Other Operating Expenses.
*NGLs, Oil, and Condensate are converted to Mcfe at the rate of one barrel equals six Mcf based upon the approximate relative energy content of oil and natural gas, which is not indicative of the relationship of oil, NGLs, condensate, and natural gas prices.
(1) Fully burdened cash costs include production cash costs, selling, general and administrative (SG&A) cash costs, other operating cash expense, other cash expense (income), other revenue and operating income, and cash interest expense. Q2, 2024, Q1 2024, Q4 2023, Q3 2023 and Q2 2023 total fully burdened cash costs exclude a loss/(gain) on asset sales of 0.01 per Mcfe, 0.15 per Mcfe, 0.08 per Mcfe, (0.04) per Mcfe and (0.79) per Mcfe, respectively. Q2 2024, Q1 2024, Q4 2023, Q3 2023 and Q2 2023 exclude unrealized losses on interest rate swaps and noncash amortization of 0.03 per Mcfe, 0.03 per Mcfe, 0.02 per Mcfe, 0.02 per Mcfe and 0.02 per Mcfe, respectively. Q2 2024, Q1 2024, Q4 2023, Q3 2023 and Q2 2023 exclude loss on debt extinguishment and inventory adjustments of 0.00 per Mcfe, 0.06 per Mcfe, 0.00 per Mcfe, 0.02 per Mcfe and 0.00 per Mcfe, respectively.
Natural Gas Price Reconciliation Q1-2024 Q4-2023 Q3-2023 Q2-2023
NYMEX Natural Gas (/MMBtu) $2.24 $2.88 $2.55 $2.10
Average Differential (0.25) (0.89) (1.04) (0.44)
BTU Conversion (MMBtu/Mcf)* 0.18 0.17 0.13 0.14
Gain on Commodity Derivative Instruments-Cash Settlement 0.42 0.31 0.77 0.64
Realized Natural Gas Price per Mcf $2.59 $2.47 $2.41 $2.44
*Conversion factor 1.09 1.09 1.08 1.09

All values are in US Dollars.

GUIDANCE
Updated
( in millions) 2024E
High Low High
Production Volumes (Bcfe) 560 545 555
% Liquids ~9% ~8% ~9%
% of Natural Gas Hedged 86%
Prices on Open Volumes(2)
Natural Gas NYMEX (/MMBtu) 2.37
Natural Gas Differential (/MMBtu) (0.51)
NGL Realized Price (/Bbl) ~22.50
( in millions)
Adjusted EBITDAX(3) $1,075 950 $1,050
Capital Expenditures
Drilling & Completions (D&C) $400 380 $400
Non-D&C $165 140 $165
Discretionary Capital $10 5 $10
Total Capital Expenditures $575 525 $575
( in millions)
Free Cash Flow (FCF)(3) ~300
FCF Per Share(3)(4) ~1.98
(1) Previous 2024 guidance as of 4/25/2024.
(2) Forward market prices for updated 2024 guidance as of 7/5/2024.
(3) Non-GAAP measures. See “Non-GAAP Financial Measures” for definitions. FCF guidance includes approximately 30 million in expected asset sales in 2024.
(4) Previous guidance for 2024 FCF per share based on shares outstanding of 153,245,448, as of 4/11/2024. Updated guidance for 2024 FCF per share based on shares outstanding of 151,226,872, as of 7/12/2024.

All values are in US Dollars.

2024E ACTIVITY SUMMARY TIL Average Lateral Length(1)
SWPA Central Marcellus 21 15,800
Utica - -
CPA Marcellus - -
Utica 3 11,700
Total 24
(1) Measured in lateral feet from perforation to perforation.

Non-GAAP Measures (Definitions, Purpose, and Reconciliations)

CNX's management uses certain non-GAAP financial measures for planning, forecasting and evaluating business and financial performance, and believes that they are useful for investors in analyzing the company. Although these are not measures of performance calculated in accordance with generally accepted accounting principles (GAAP), management believes that these financial measures are useful to an investor in evaluating CNX because (i) analysts utilize these metrics when evaluating company performance and have requested this information as of a recent practicable date, (ii) these metrics are widely used to evaluate a company’s operating performance, and (iii) we want to provide updated information to investors. Investors should not view these metrics as a substitute for measures of performance that are calculated in accordance with GAAP. In addition, because all companies do not calculate these measures identically, these measures may not be comparable to similarly titled measures of other companies.

Definitions: EBIT is defined as earnings before deducting net interest expense (interest expense less interest income) and income taxes. EBITDAX is defined as earnings before deducting net interest expense (interest expense less interest income), income taxes, depreciation, depletion and amortization, and exploration. Adjusted EBITDAX is defined as EBITDAX after adjusting for the discrete items listed below. Although EBIT, EBITDAX, and adjusted EBITDAX are not measures of performance calculated in accordance with generally accepted accounting principles, management believes that they are useful to an investor in evaluating CNX Resources because they are widely used to evaluate a company's operating performance. We exclude stock-based compensation from adjusted EBITDAX because we do not believe it accurately reflects the actual operating expense incurred during the relevant period and may vary widely from period to period irrespective of operating results. Investors should not view these metrics as a substitute for measures of performance that are calculated in accordance with generally accepted accounting principles. In addition, because all companies do not calculate EBIT, EBITDAX or adjusted EBITDAX identically, the presentation here may not be comparable to similarly titled measures of other companies. Sales of natural gas, NGL and oil, including cash settlements excludes the impacts of changes in the fair value of commodity derivative instruments prior to settlement, which are often volatile, and only includes the impact of settled commodity derivative instruments. Natural gas, NGL and oil production costs excludes certain expenses that are not directly related to CNX’s natural gas producing activities and are managed outside our production operations. Adjusted Net Income (Loss) is defined as net income after adjusting for the discrete items listed below as well as the tax effectiveness. Operating Margins are defined as adjusted EBIT divided by Total Revenue after adjusting for unrealized (gain) loss on commodity derivative instruments. Adjusted Trailing-Twelve-Months (TTM) EBITDAX is defined as EBITDAX over the trailing-twelve-months after adjusting for the discrete items listed below. Cash Operating Margins are defined as adjusted EBITDA divided by total Revenue after adjusting for unrealized (gain) loss on commodity derivative instruments. Net Debt is defined as total long-term debt minus cash and cash equivalents. Adjusted Net Debt is defined as total long-term debt plus the historical impact of recent accounting pronouncement, minus cash and cash equivalents. Free Cash Flow (FCF) is defined as operating cash flow minus capex plus proceeds from asset sales.

Reconciliations of EBIT, EBITDAX, adjusted EBITDAX, adjusted EBIT, adjusted EBITDA, sales of natural gas, NGL and oil, including cash settlements, natural gas, NGL and oil production costs, adjusted net income, operating margins, cash operating margins, net debt, adjusted net debt, adjusted TTM EBITDAX and FCF to the most directly comparable GAAP financial measures are as follows:

Non-GAAP Measures
Sales of Natural Gas, NGL and Oil, including cash settlements excludes the impacts of changes in the fair value of commodity derivative instruments prior to settlement, which are often volatile, and only includes the impact of settled commodity derivative instruments. Sales of Natural Gas, NGL and Oil, including cash settlements is a non-GAAP measure that excludes purchased gas revenue and other revenue and operating income, which are not directly related to CNX’s natural gas producing activities. Natural Gas, NGL and Oil Production Costs is a non-GAAP measure that excludes certain expenses that are not directly related to CNX’s natural gas producing activities and are managed outside our production operations (See Note 21 - Segment Information of the Notes to the Audited Consolidated Financial Statements in Item 8 of CNX's 2023 Annual Report on Form 10-K as filed with the SEC on February 8, 2024). These expenses include, but are not limited to, interest expense and other corporate expenses such as selling, general and administrative costs in the current periods presented.
(Dollars in millions) Q2-2024 Q1-2024 Q4-2023 Q3-2023 Q2-2023
Total Revenue and Other Operating Income $321 $384 $969 $350 $840
Add (Deduct):
Purchased Gas Revenue (11) (14) (18) (11) (9)
Unrealized Loss (Gain) on Commodity Derivative Instruments 96 47 (533) 54 (463)
Other Revenue and Operating Income (60) (36) (42) (36) (31)
Sales of Natural Gas, NGL and Oil, including Cash Settlements, a Non-GAAP Financial Measure $346 $381 $376 $357 $337
Total Operating Expense $299 $319 $300 $300 $272
Add (Deduct):
Depreciation, Depletion and Amortization (DD&A) - Corporate (4) (5) (3) (4) (3)
Exploration and Production Related Other Costs (2) (2) (2) (2) (2)
Purchased Gas Costs (10) (13) (17) (10) (9)
Selling, General and Administrative Costs (32) (38) (29) (29) (30)
Other Operating Expense (21) (24) (18) (26) (21)
Natural Gas, NGL and Oil Production Costs, a Non-GAAP Financial Measure1 $230 $237 $231 $229 $207

1 Natural Gas, NGL and Oil production costs consists primarily of lease operating expense, production ad valorem and other fees, transportation, gathering and compression and production related depreciation, depletion and amortization.

Non-GAAP Measures
EBIT is defined as earnings before deducting net interest expense (interest expense less interest income) and income taxes. EBITDAX is defined as earnings before deducting net interest expense (interest expense less interest income), income taxes, depreciation, depletion and amortization, and exploration. Adjusted EBITDAX is defined as EBITDAX after adjusting for the discrete items listed below.
(Dollars in millions) Q2-2024 Q1-2024 Q4-2023 Q3-2023 Q2-2023
Net (Loss) Income ($18) $7 $514 $21 $475
Interest Expense 39 37 37 35 35
Income Tax Expense (Benefit) 3 125 (2) 161
Earnings Before Interest & Taxes (EBIT) 24 44 676 54 671
Depreciation, Depletion & Amortization 117 119 113 112 104
Exploration Expense 2 2 2 2 2
Earnings Before Interest, Taxes, DD&A and Exploration (EBITDAX) $143 $165 $791 $168 $777
Adjustments:
Unrealized Loss (Gain) on Commodity Derivative Instruments 96 47 (533) 54 (463)
Loss (Gain) on Non-Core Asset Sale 26 3 (103)
Stock-Based Compensation 4 7 4 3 4
Loss on Debt Extinguishment 7
Virginia Flood Expense (1) 1
Severance 1
Total Pre-tax Adjustments 99 87 (529) 60 (560)
Adjusted EBITDAX $242 $252 $262 $228 $217
Adjusted Net Income is defined as net income after adjusting for the discrete items listed below as well as the related tax effect.
(Dollars in millions) Q2-2024 Q1-2024 Q4-2023 Q3-2023 Q2-2023
Net (Loss) Income from EBITDAX Reconciliation ($18) $7 $514 $21 $475
Adjustments:
Total Pre-tax Adjustments from EBITDAX Reconciliation 99 87 (529) 60 (560)
Tax Effect of Adjustments (26) (23) 139 (15) 142
Adjusted Net Income $55 $71 $124 $66 $57
Non-GAAP Measures
--- --- --- --- --- ---
Operating Margin: Adjusted EBIT divided by Total Revenue and Other Operating Income after adjusting for unrealized loss (gain) on commodity derivative instruments.
(Dollars in millions) Q2-2024 Q1-2024 Q4-2023 Q3-2023 Q2-2023
Total Revenue and Other Operating Income 321 384 969 350 840
Net (Loss) Income (18) 7 514 21 475
Interest Expense 39 37 37 35 35
Income Tax Expense (Benefit) 3 125 (2) 161
Earnings Before Interest & Taxes (EBIT) 24 44 676 54 671
Depreciation, Depletion & Amortization 117 119 113 112 104
Earnings Before Interest, Taxes, DD&A (EBITDA) 141 163 789 166 775
Adjustments:
Unrealized Loss (Gain) on Commodity Derivative Instruments 96 47 (533) 54 (463)
Total Adjustments 96 47 (533) 54 (463)
Total Revenue and Other Operating Income Minus Unrealized Loss (Gain) on Commodity Derivative Instruments 417 431 436 404 377
Adjusted EBIT 120 91 143 108 208
Operating Margin 29 21 33 27 55

All values are in US Dollars.

Non-GAAP Measures
Cash Operating Margin: Adjusted EBITDA divided by Total Revenue and Other Operating Income after adjusting for unrealized loss (gain) on commodity derivative instruments, stock based compensation and the other discrete items listed below.
(Dollars in millions) Q2-2024 Q1-2024 Q4-2023 Q3-2023 Q2-2023
Total Revenue and Other Operating Income 321 384 969 350 840
Net (Loss) Income (18) 7 514 21 475
Interest Expense 39 37 37 35 35
Income Tax Expense (Benefit) 3 125 (2) 161
Earnings Before Interest & Taxes (EBIT) 24 44 676 54 671
Depreciation, Depletion & Amortization 117 119 113 112 104
Earnings Before Interest, Taxes, DD&A (EBITDA) 141 163 789 166 775
Adjustments:
Unrealized Loss (Gain) on Commodity Derivative Instruments 96 47 (533) 54 (463)
Loss (Gain) on Non-Core Asset Sale 26 3 (103)
Stock-Based Compensation 4 7 4 3 4
Virginia Flood Expense (1) 1
Loss on Debt Extinguishment 7
Severance 1
Total Adjustments 99 87 (529) 60 (560)
Total Revenue and Other Operating Income Minus Unrealized Loss (Gain) on Commodity Derivative Instruments 417 431 436 404 377
Adjusted EBITDA 240 250 260 226 215
Cash Operating Margin 58 58 60 56 57

All values are in US Dollars.

Non-GAAP Measures
Management uses net debt to determine the company's outstanding debt obligations that would not be readily satisfied by its cash and cash equivalents on hand. Management believes that using net debt is useful to investors in determining the company's leverage ratio since the company could choose to use its cash and cash equivalents to retire debt.
Net Debt: Total long-term debt minus cash and cash equivalents.
Adjusted Net Debt: Total long-term debt, plus the historical impact of recent accounting pronouncement, minus cash and cash equivalents.
(Dollars in millions)
Net Debt 31-Mar-24 31-Dec-23 31-Dec-22 31-Dec-21 31-Dec-20 30-Sep-20
Total Long-Term Debt (GAAP)(1) $2,269 $2,214 $2,206 $2,214 $2,424 $2,600
Less: Cash and Cash Equivalents 2 21 4 22 156
Net Debt $2,267 $2,214 $2,185 $2,210 $2,402 $2,444
(1) Includes current portion
(Dollars in millions)
Adjusted Net Debt 31-Mar-24 31-Dec-23 31-Dec-22 31-Dec-21 31-Dec-20 30-Sep-20
Total Long-Term Debt (GAAP)(1) $2,269 $2,214 $2,206 $2,214 $2,424 $2,600
Plus: Impact of Recent Accounting Pronouncement(2) 82 98 101
Less: Cash and Cash Equivalents 2 21 4 22 156
Adjusted Net Debt $2,267 $2,214 $2,185 $2,292 $2,500 $2,545
(1) Includes current portion
(2) On January 1, 2022, the Company adopted Accounting Standards Update (ASU) 2020-06 - Accounting for Convertible Instruments and Contracts in an Entity's Own Equity and upon adoption long-term debt increased by 82MM (See Note 12 - Long-Term Debt in the Notes to the Audited Consolidated Financial Statements in Item 8 of CNX’s December 31, 2023 Form 10-K for additional information). As this adjustment was recorded on a prospective basis, Management believes that presenting investors with the net debt on a historical basis would be beneficial.

All values are in US Dollars.

Adjusted TTM EBITDAX: EBITDAX over the trailing-twelve-months after adjusting for the discrete items listed below.
Three Months Ended Twelve Months Ended
(Dollars in millions) 30-Sep-23 31-Dec-23 31-Mar-24 30-Jun-24 30-Jun-24
Net Income (Loss) $21 $514 $7 ($18) $524
Interest Expense 35 37 37 39 148
Income Tax (Benefit) Expense (2) 125 3 126
Earnings Before Interest & Taxes (EBIT) 54 676 44 24 798
Depreciation, Depletion & Amortization 112 113 119 117 461
Exploration Expense 2 2 2 2 8
Earnings Before Interest, Taxes, DD&A, and Exploration (EBITDAX) 168 791 165 143 1,267
Adjustments:
Unrealized Loss (Gain) on Commodity Derivative Instruments 54 (533) 47 96 (336)
Loss on Non-Core Asset Sale 3 26 29
Stock Based Compensation 3 4 7 4 18
Loss on Debt Extinguishment 7 7
Virginia Flood Expense (1) (1)
Total Pre-tax Adjustments 60 (529) 87 99 (283)
Adjusted EBITDAX TTM $228 $262 $252 $242 $984
Non-GAAP Measures
--- --- --- --- ---
The Company's management believes that the following measures provide useful information to external users of the Company's consolidated financial statements, such as industry analysts, lenders and ratings agencies. Free cash flow should not be considered as alternatives to net cash provided by operating activities or any other measure of liquidity presented in accordance with GAAP.
Free Cash Flow (FCF): Operating cash flow minus capex plus proceeds from asset sales.
2024 Free Cash Flow
(Dollars in millions) Q2-2024 Q1-2024
Net Cash Provided by Operating Activities $192 185
Capital Expenditures (152) (168)
Proceeds from Asset Sales 7 8
Free Cash Flow $47 25
2023 Free Cash Flow
(Dollars in millions) Q4-2023 Q3-2023 Q1-2023 YTD-2023
Net Cash Provided by Operating Activities $161 206 $248 $814
Capital Expenditures (107) (206) (170) (679)
Proceeds from Asset Sales 8 19 11 170
Free Cash Flow $62 19 $89 $305
2022 Free Cash Flow
(Dollars in millions) Q4-2022 Q3-2022 Q1-2022 YTD-2022
Net Cash Provided by Operating Activities $442 265 $336 $1,235
Capital Expenditures (173) (134) (122) (566)
Proceeds from Asset Sales 7 4 20 38
Organic Free Cash Flow $276 135 $234 $707
2021 Free Cash Flow
(Dollars in millions) Q4-2021 Q3-2021 Q1-2021 YTD-2021
Net Cash Provided by Operating Activities $254 215 $219 $927
Capital Expenditures (117) (97) (123) (466)
Proceeds from Asset Sales 21 12 5 45
Free Cash Flow $158 130 $101 $506
2020 Free Cash Flow
(Dollars in millions) Q4-2020 Q3-2020 Q1-2020 YTD-2020
Net Cash Provided by Operating Activities $161 223 $267 $795
Capital Expenditures (92) (108) (152) (487)
Proceeds from Asset Sales 16 6 14 48
Free Cash Flow $85 121 $129 $356

All values are in US Dollars.

Risk Factors

This presentation, including the oral statements made in connection herewith, contains forward-looking statements estimates and projections within the meaning of the federal securities laws. Statements that are not historical are forward-looking and may include our operational and strategic plans; estimates of gas reserves and resources; projected timing and rates of return of future investments; and projections and estimates of future production revenues, income and capital spending. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those statements estimates and projections. Investors should not place undue reliance on forward-looking statements as a prediction of future actual results. The forward-looking statements in this presentation speak only as of the date of this presentation; we disclaim any obligation to update the statements, and we caution you not to rely on them unduly.

Specific factors that could cause future actual results to differ materially from the forward-looking statements are described in detail under the captions “Cautionary Statement Regarding Forward-looking Statements” and “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the Securities and Exchange Commission (SEC), as supplemented by our quarterly reports on Form 10-Q filed in 2024, and any subsequent reports filed with the SEC. Those risk factors discuss, among other matters, pricing volatility or pricing decline for natural gas and NGLs; local, regional and national economic conditions and the impact they may have on our customers; events beyond our control, including a global or domestic health crisis or global instability; our operations and national and global economic conditions, generally; conditions in the oil and gas industry; the financial condition of our customers; any nonperformance by customers of their contractual obligations; changes in customer, employee or supplier relationships; ability to quality for environmental attribute credits and the volatility of environmental attribute markets; and changes in safety, health, environmental and other regulations.

18