UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark one)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended SeptemberJune 30, 20202021

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from            to             

Commission File Number: 001-12209

RANGE RESOURCES CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Delaware

34-1312571

Delaware

34-1312571

(State or Other Jurisdiction of

Incorporation or Organization)

(IRS Employer

Identification No.)

100 Throckmorton Street, Suite 1200

Fort Worth, Texas

76102

(Address of Principal Executive Offices)

(Zip Code)

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, (Par Value $0.01)

RRC

New York Stock Exchange

Registrant’s telephone number, including area code

(817) (817) 870-2601

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes      No  

Yes    No  

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes      No  

Yes    No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer

Accelerated Filer

Non-AcceleratedLarge Accelerated Filer

 

Accelerated Filer

Non-Accelerated Filer

Smaller Reporting Company

Emerging Growth Company

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.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes      No  

256,333,325259,778,494 Common Shares were outstanding on October 26,July 23, 20202021


RANGE RESOURCES CORPORATION

FORM 10-Q

Quarter Ended SeptemberJune 30, 20202021

Unless the context otherwise indicates, all references in this report to “Range Resources,” “Range,” “we,” “us,” or “our” are to Range Resources Corporation and its directly and indirectly owned subsidiaries. For certain industry specific terms used in this Form 10-Q, please see “Glossary of Certain Defined Terms” in our 20192020 Annual Report on Form 10-K.

TABLE OF CONTENTS

Page

PART I – FINANCIAL INFORMATION 

ITEM 1.

Financial Statements:

Consolidated Balance Sheets (Unaudited)

3

Consolidated Statements of Operations (Unaudited)

4

Consolidated Statements of Comprehensive (Loss) IncomeLoss (Unaudited)

5

Consolidated Statements of Cash Flows (Unaudited)

6

Consolidated Statements of Stockholders’ Equity (Unaudited)

7

Notes to Consolidated Financial Statements (Unaudited)

9

ITEM 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

3028

ITEM 3.

Quantitative and Qualitative Disclosures about Market Risk

4541

ITEM 4.

Controls and Procedures

4844

PART II – OTHER INFORMATION

ITEM 1.

Legal Proceedings

4844

ITEM 1A.

Risk Factors

4844

ITEM 2.

Unregistered Sales of Equity Securities and Use of Proceeds

4944

ITEM 6.

Exhibits

5045

SIGNATURES

5246

2


PART I – FINANCIAL INFORMATION

ITEM 1. Financial Statements

RANGE RESOURCES CORPORATION

CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)

 

September 30,

 

 

December 31,

 

 

2020

 

 

2019

 

Assets

(Unaudited)

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

$

517

 

 

$

546

 

Accounts receivable, less allowance for doubtful accounts of $3,004 and $8,784

 

182,698

 

 

 

272,900

 

Derivative assets

 

5,264

 

 

 

136,848

 

Other current assets

 

20,668

 

 

 

17,508

 

Total current assets

 

209,147

 

 

 

427,802

 

Derivative assets

 

15,062

 

 

 

706

 

Natural gas properties, successful efforts method

 

9,646,901

 

 

 

10,213,737

 

Accumulated depletion and depreciation

 

(3,975,930

)

 

 

(4,172,702

)

 

 

5,670,971

 

 

 

6,041,035

 

Other property and equipment

 

79,632

 

 

 

102,083

 

Accumulated depreciation and amortization

 

(75,203

)

 

 

(96,708

)

 

 

4,429

 

 

 

5,375

 

Operating lease right-of-use assets

 

43,763

 

 

 

62,053

 

Other assets

 

69,526

 

 

 

75,432

 

Total assets

$

6,012,898

 

 

$

6,612,403

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Accounts payable

$

84,554

 

 

$

155,341

 

Asset retirement obligations

 

2,103

 

 

 

2,393

 

Accrued liabilities

 

310,376

 

 

 

356,392

 

Accrued interest

 

31,680

 

 

 

39,299

 

Derivative liabilities

 

53,408

 

 

 

13,119

 

Divestiture contract obligation

 

102,665

 

 

 

0

 

Current maturities of long-term debt

 

45,334

 

 

 

0

 

Total current liabilities

 

630,120

 

 

 

566,544

 

Bank debt

 

696,172

 

 

 

464,319

 

Senior notes

 

2,328,585

 

 

 

2,659,844

 

Senior subordinated notes

 

17,375

 

 

 

48,774

 

Deferred tax liabilities

 

62,319

 

 

 

160,196

 

Derivative liabilities

 

31,503

 

 

 

949

 

Deferred compensation liabilities

 

69,927

 

 

 

64,070

 

Operating lease liabilities

 

32,238

 

 

 

41,068

 

Asset retirement obligations and other liabilities

 

98,359

 

 

 

259,151

 

Divestiture contract obligation

 

383,796

 

 

 

0

 

Total liabilities

 

4,350,394

 

 

 

4,264,915

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity

 

 

 

 

 

 

 

Preferred stock, $1 par, 10,000,000 shares authorized, 0ne issued and outstanding

 

0

 

 

 

0

 

Common stock, $0.01 par, 475,000,000 shares authorized, 256,232,010 issued at

     September 30, 2020 and 251,438,936 issued at December 31, 2019

 

2,562

 

 

 

2,514

 

Common stock held in treasury, 10,005,795 shares at September 30, 2020 and 1,808,133

     shares at December 31, 2019

 

(30,131

)

 

 

(7,236

)

Additional paid-in capital

 

5,679,197

 

 

 

5,659,832

 

Accumulated other comprehensive loss

 

(574

)

 

 

(788

)

Retained deficit

 

(3,988,550

)

 

 

(3,306,834

)

Total stockholders’ equity

 

1,662,504

 

 

 

2,347,488

 

Total liabilities and stockholders’ equity

$

6,012,898

 

 

$

6,612,403

 

 

 

June 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

Assets

 

(Unaudited)

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

464

 

 

$

458

 

Accounts receivable, less allowance for doubtful accounts of $393 and $3,004

 

 

299,590

 

 

 

252,642

 

Derivative assets

 

 

25,865

 

 

 

23,332

 

Other current assets

 

 

13,793

 

 

 

13,408

 

Total current assets

 

 

339,712

 

 

 

289,840

 

Derivative assets

 

 

21,483

 

 

 

16,680

 

Natural gas properties, successful efforts method

 

 

9,973,112

 

 

 

9,751,114

 

Accumulated depletion and depreciation

 

 

(4,239,713

)

 

 

(4,064,305

)

 

 

 

5,733,399

 

 

 

5,686,809

 

Other property and equipment

 

 

80,503

 

 

 

79,878

 

Accumulated depreciation and amortization

 

 

(76,677

)

 

 

(75,717

)

 

 

 

3,826

 

 

 

4,161

 

Operating lease right-of-use assets

 

 

52,291

 

 

 

63,581

 

Other assets

 

 

78,722

 

 

 

75,865

 

Total assets

 

$

6,229,433

 

 

$

6,136,936

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

144,454

 

 

$

132,421

 

Asset retirement obligations

 

 

6,689

 

 

 

6,689

 

Accrued liabilities

 

 

358,640

 

 

 

348,333

 

Accrued interest

 

 

76,909

 

 

 

54,742

 

Derivative liabilities

 

 

249,277

 

 

 

26,707

 

Divestiture contract obligation

 

 

89,950

 

 

 

92,593

 

Current maturities of long-term debt

 

 

0

 

 

 

45,356

 

Total current liabilities

 

 

925,919

 

 

 

706,841

 

Bank debt

 

 

114,025

 

 

 

693,123

 

Senior notes

 

 

2,922,632

 

 

 

2,329,745

 

Senior subordinated notes

 

 

0

 

 

 

17,384

 

Deferred tax liabilities

 

 

134,000

 

 

 

135,267

 

Derivative liabilities

 

 

22,367

 

 

 

9,746

 

Deferred compensation liabilities

 

 

121,010

 

 

 

81,481

 

Operating lease liabilities

 

 

32,770

 

 

 

43,155

 

Asset retirement obligations and other liabilities

 

 

87,336

 

 

 

91,157

 

Divestiture contract obligation

 

 

346,113

 

 

 

391,502

 

Total liabilities

 

 

4,706,172

 

 

 

4,499,401

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity

 

 

 

 

 

 

Preferred stock, $1 par, 10,000,000 shares authorized, 0ne issued and outstanding

 

 

0

 

 

 

0

 

Common stock, $0.01 par, 475,000,000 shares authorized, 259,778,494 issued at
   June 30, 2021 and
256,353,887 issued at December 31, 2020

 

 

2,598

 

 

 

2,563

 

Common stock held in treasury, 10,004,683 shares at June 30, 2021 and 10,005,795
   shares at December 31, 2020

 

 

(30,085

)

 

 

(30,132

)

Additional paid-in capital

 

 

5,699,240

 

 

 

5,684,268

 

Accumulated other comprehensive loss

 

 

(338

)

 

 

(479

)

Retained deficit

 

 

(4,148,154

)

 

 

(4,018,685

)

Total stockholders’ equity

 

 

1,523,261

 

 

 

1,637,535

 

Total liabilities and stockholders’ equity

 

$

6,229,433

 

 

$

6,136,936

 

The accompanying notes are an integral part of these consolidated financial statements.

3


RANGE RESOURCES CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in thousands, except per share data)

Three Months Ended September 30,

 

 

 

Nine Months Ended

September 30,

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

2020

 

 

2019

 

 

 

2020

 

 

2019

 

 

2021

 

 

2020

 

 

2021

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues and other income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas, NGLs and oil sales

$

381,553

 

 

$

474,754

 

 

 

$

1,162,907

 

 

$

1,709,987

 

 

$

621,855

 

 

$

349,258

 

 

$

1,225,202

 

 

$

781,354

 

Derivative fair value (loss) income

 

(124,690

)

 

 

74,676

 

 

 

 

102,182

 

 

 

208,190

 

 

 

(249,683

)

 

 

(6,303

)

 

 

(307,562

)

 

 

226,872

 

Brokered natural gas, marketing and other

 

42,482

 

 

 

73,015

 

 

 

 

104,722

 

 

 

303,834

 

 

 

62,550

 

 

 

33,591

 

 

 

143,114

 

 

 

62,240

 

Total revenues and other income

 

299,345

 

 

 

622,445

 

 

 

 

1,369,811

 

 

 

2,222,011

 

 

 

434,722

 

 

 

376,546

 

 

 

1,060,754

 

 

 

1,070,466

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Direct operating

 

19,515

 

 

 

35,276

 

 

 

 

75,944

 

 

 

102,484

 

 

 

19,758

 

 

 

24,394

 

 

 

37,408

 

 

 

56,429

 

Transportation, gathering, processing and compression

 

268,108

 

 

 

295,912

 

 

 

 

831,748

 

 

 

899,786

 

 

 

282,844

 

 

 

278,875

 

 

 

557,174

 

 

 

563,640

 

Production and ad valorem taxes

 

6,106

 

 

 

7,805

 

 

 

 

20,682

 

 

 

29,004

 

 

 

8,414

 

 

 

5,557

 

 

 

13,039

 

 

 

14,576

 

Brokered natural gas and marketing

 

47,967

 

 

 

79,938

 

 

 

 

118,752

 

 

 

313,360

 

 

 

69,004

 

 

 

38,161

 

 

 

141,339

 

 

 

70,785

 

Exploration

 

8,086

 

 

 

11,013

 

 

 

 

23,190

 

 

 

27,333

 

 

 

5,028

 

 

 

8,027

 

 

 

10,566

 

 

 

15,104

 

Abandonment and impairment of unproved properties

 

5,667

 

 

 

16,202

 

 

 

 

16,604

 

 

 

41,631

 

 

 

2,177

 

 

 

5,524

 

 

 

5,206

 

 

 

10,937

 

General and administrative

 

38,153

 

 

 

41,047

 

 

 

 

118,695

 

 

 

138,316

 

 

 

40,242

 

 

 

38,288

 

 

 

78,246

 

 

 

80,542

 

Exit and termination costs

 

521,633

 

 

819

 

 

 

 

533,525

 

 

 

3,025

 

 

 

(15,946

)

 

 

10,297

 

 

 

(2,232

)

 

 

11,892

 

Deferred compensation plan

 

6,237

 

 

 

(8,871

)

 

 

 

10,287

 

 

 

(16,432

)

 

 

35,462

 

 

 

12,587

 

 

 

55,273

 

 

 

4,050

 

Interest

 

47,999

 

 

 

46,997

 

 

 

 

144,141

 

 

 

150,261

 

 

 

57,287

 

 

 

48,624

 

 

 

114,165

 

 

 

96,142

 

Loss (gain) on early extinguishment of debt

 

7,821

 

 

 

(2,985

)

 

 

 

(14,093

)

 

 

(2,985

)

 

 

63

 

 

 

(8,991

)

 

 

98

 

 

 

(21,914

)

Depletion, depreciation and amortization

 

96,167

 

 

 

137,751

 

 

 

 

303,779

 

 

 

417,974

 

 

 

90,629

 

 

 

104,626

 

 

 

179,012

 

 

 

207,612

 

Impairment of proved properties and other assets

 

1,955

 

 

0

 

 

 

 

78,955

 

 

0

 

Loss (gain) on the sale of assets

 

9,230

 

 

 

36,341

 

 

 

 

(112,443

)

 

 

30,663

 

Impairment of proved properties

 

 

0

 

 

 

0

 

 

 

0

 

 

 

77,000

 

(Gain) loss on the sale of assets

 

 

(2,506

)

 

 

426

 

 

 

(646

)

 

 

(121,673

)

Total costs and expenses

 

1,084,644

 

 

 

697,245

 

 

 

 

2,149,766

 

 

 

2,134,420

 

 

 

592,456

 

 

 

566,395

 

 

 

1,188,648

 

 

 

1,065,122

 

(Loss) income before income taxes

 

(785,299

)

 

 

(74,800

)

 

 

 

(779,955

)

 

 

87,591

 

 

 

(157,734

)

 

 

(189,849

)

 

 

(127,894

)

 

 

5,344

 

Income tax (benefit) expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense (benefit):

 

 

 

 

 

 

 

 

 

Current

0

 

 

 

4,079

 

 

 

 

(366

)

 

 

4,079

 

 

 

2,569

 

 

 

(3

)

 

 

2,737

 

 

 

(366

)

Deferred

 

(105,251

)

 

 

(51,298

)

 

 

 

(97,947

)

 

 

(5,511

)

 

 

(3,831

)

 

 

(22,263

)

 

 

(1,310

)

 

 

7,098

 

 

(105,251

)

 

 

(47,219

)

 

 

 

(98,313

)

 

 

(1,432

)

 

 

(1,262

)

 

 

(22,266

)

 

 

1,427

 

 

 

6,732

 

Net (loss) income

$

(680,048

)

 

$

(27,581

)

 

 

$

(681,642

)

 

$

89,023

 

Net (loss) income per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(156,472

)

 

$

(167,583

)

 

$

(129,321

)

 

$

(1,388

)

Net loss per common share:

 

 

 

 

 

 

 

 

 

Basic

$

(2.83

)

 

$

(0.11

)

 

 

$

(2.82

)

 

$

0.35

 

 

$

(0.65

)

 

$

(0.70

)

 

$

(0.53

)

 

$

(0.01

)

Diluted

$

(2.83

)

 

$

(0.11

)

 

 

$

(2.82

)

 

$

0.35

 

 

$

(0.65

)

 

$

(0.70

)

 

$

(0.53

)

 

$

(0.01

)

Dividends paid per common share

0

 

 

$

0.02

 

 

 

0

 

 

$

0.06

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

239,895

 

 

 

248,082

 

 

 

 

241,770

 

 

 

247,878

 

 

 

242,592

 

 

 

239,472

 

 

 

242,377

 

 

 

242,717

 

Diluted

 

239,895

 

 

 

248,082

 

 

 

 

241,770

 

 

 

248,823

 

 

 

242,592

 

 

 

239,472

 

 

 

242,377

 

 

 

242,717

 

The accompanying notes are an integral part of these consolidated financial statements.

4


RANGE RESOURCES CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOMELOSS

(Unaudited, in thousands)

 

Three Months Ended September 30,

 

 

 

Nine Months Ended September 30,

 

 

2020

 

 

2019

 

 

 

2020

 

 

2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income

$

(680,048

)

 

$

(27,581

)

 

 

$

(681,642

)

 

$

89,023

 

Other comprehensive loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Postretirement benefits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Actuarial (loss) gain

 

 

 

 

(12

)

 

 

 

7

 

 

 

(37

)

Amortization of prior service costs

 

92

 

 

 

92

 

 

 

 

277

 

 

 

276

 

Income tax expense

 

(22

)

 

 

(20

)

 

 

 

(70

)

 

 

(59

)

Total comprehensive (loss) income

$

(679,978

)

 

$

(27,521

)

 

 

$

(681,428

)

 

$

89,203

 

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

$

(156,472

)

 

$

(167,583

)

 

$

(129,321

)

 

$

(1,388

)

Other comprehensive loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

Postretirement benefits:

 

 

 

 

 

 

 

 

 

 

 

 

 

Actuarial gain

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

7

 

Amortization of prior service costs

 

 

 

92

 

 

 

93

 

 

 

184

 

 

 

185

 

Income tax expense

 

 

 

(22

)

 

 

(22

)

 

 

(44

)

 

 

(48

)

Total comprehensive loss

 

 

$

(156,402

)

 

$

(167,512

)

 

$

(129,181

)

 

$

(1,244

)

The accompanying notes are an integral part of these consolidated financial statements.

5


RANGE RESOURCES CORPORATION

CONSOLIDATEDCONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in thousands)

Nine Months Ended September 30,

 

 

Six Months Ended June 30,

 

2020

 

 

2019

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income

$

(681,642

)

 

$

89,023

 

Adjustments to reconcile net (loss) income to net cash provided from

 

 

 

 

 

 

 

operating activities:

 

 

 

 

 

 

 

Deferred income tax benefit

 

(97,947

)

 

 

(5,511

)

Depletion, depreciation and amortization and impairment of proved properties and other assets

 

382,734

 

 

 

417,974

 

Net loss

 

$

(129,321

)

 

$

(1,388

)

Adjustments to reconcile net loss to net cash provided from operating activities:

 

 

 

 

 

 

Deferred income tax (benefit) expense

 

(1,310

)

 

7,098

 

Depletion, depreciation and amortization and impairment of proved properties

 

179,012

 

284,612

 

Abandonment and impairment of unproved properties

 

16,604

 

 

 

41,631

 

 

5,206

 

10,937

 

Derivative fair value income

 

(102,182

)

 

 

(208,190

)

Derivative fair value loss (income)

 

307,562

 

(226,872

)

Cash settlements on derivative financial instruments

 

305,243

 

 

 

138,349

 

 

(79,708

)

 

219,429

 

Divestiture contract obligation

 

486,689

 

 

 

0

 

Divestiture contract obligation accretion, net of gain

 

(3,135

)

 

0

 

Allowance for bad debt

 

400

 

 

 

(141

)

 

0

 

400

 

Amortization of deferred financing costs and other

 

5,023

 

 

 

4,862

 

 

4,259

 

3,398

 

Deferred and stock-based compensation

 

38,380

 

 

 

14,410

 

 

75,113

 

23,113

 

(Gain) loss on the sale of assets

 

(112,443

)

 

 

30,663

 

Gain on early extinguishment of debt

 

(14,093

)

 

 

(2,985

)

Gain on the sale of assets

 

(646

)

 

(121,673

)

Loss (gain) on early extinguishment of debt

 

98

 

(21,914

)

Changes in working capital:

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

91,343

 

 

 

241,514

 

 

(49,138

)

 

103,390

 

Other current assets

 

(5,786

)

 

 

(4,024

)

 

(879

)

 

(4,056

)

Accounts payable

 

(52,820

)

 

 

(52,645

)

 

21,240

 

(27,353

)

Accrued liabilities and other

 

(80,529

)

 

 

(155,499

)

 

 

(44,918

)

 

 

(45,853

)

Net cash provided from operating activities

 

178,974

 

 

 

549,431

 

 

 

283,435

 

 

203,268

 

Investing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions to natural gas properties

 

(321,849

)

 

 

(550,355

)

 

(205,923

)

 

(254,073

)

Additions to field service assets

 

(2,493

)

 

 

(803

)

 

(652

)

 

(1,851

)

Acreage purchases

 

(18,554

)

 

 

(39,795

)

 

(15,917

)

 

(14,486

)

Proceeds from disposal of assets

 

246,083

 

 

 

784,527

 

 

195

 

1,071

 

Purchases of marketable securities held by the deferred compensation plan

 

(14,855

)

 

 

(16,741

)

 

(21,868

)

 

(11,509

)

Proceeds from the sales of marketable securities held by the deferred

 

 

 

 

 

 

 

compensation plan

 

20,974

 

 

 

21,344

 

Net cash (used in) provided from investing activities

 

(90,694

)

 

 

198,177

 

Proceeds from the sales of marketable securities held by the deferred
compensation plan

 

 

25,640

 

 

16,489

 

Net cash used in investing activities

 

 

(218,525

)

 

 

(264,359

)

Financing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

Borrowings on credit facilities

 

1,676,000

 

 

 

1,730,000

 

 

883,000

 

1,045,000

 

Repayments on credit facilities

 

(1,447,000

)

 

 

(2,345,000

)

 

(1,464,000

)

 

(883,000

)

Issuance of senior notes

 

850,000

 

 

 

0

 

 

600,000

 

550,000

 

Repayment of senior or senior subordinated notes

 

(1,120,634

)

 

 

(90,274

)

 

(63,324

)

 

(617,982

)

Dividends paid

 

0

 

 

 

(15,077

)

Treasury stock purchases

 

(22,992

)

 

 

0

 

 

0

 

(22,992

)

Debt issuance costs

 

(12,735

)

 

 

0

 

 

(8,591

)

 

(8,360

)

Taxes paid for shares withheld

 

(2,841

)

 

 

(3,371

)

 

(9,249

)

 

(2,352

)

Change in cash overdrafts

 

(8,797

)

 

 

(24,744

)

 

(7,672

)

 

657

 

Proceeds from the sales of common stock held by the deferred compensation plan

 

690

 

 

 

667

 

 

 

4,932

 

 

142

 

Net cash used in financing activities

 

(88,309

)

 

 

(747,799

)

Decrease in cash and cash equivalents

 

(29

)

 

 

(191

)

Net cash (used in) provided from financing activities

 

 

(64,904

)

 

 

61,113

 

Increase in cash and cash equivalents

 

6

 

22

 

Cash and cash equivalents at beginning of period

 

546

 

 

 

545

 

 

 

458

 

 

546

 

Cash and cash equivalents at end of period

$

517

 

 

$

354

 

 

$

464

 

$

568

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these consolidated financial statements.

6


RANGE RESOURCES CORPORATION

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited, in thousands)

Fiscal Year 2020

 

 

 

 

 

 

 

 

Common

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

Fiscal Year 2021

 

 

 

 

 

Common

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

stock

 

 

Additional

 

 

 

 

 

 

other

 

 

 

 

 

 

 

 

 

 

stock

 

 

Additional

 

 

 

 

 

other

 

 

 

 

Common stock

 

 

held in

 

 

paid-in

 

 

Retained

 

 

comprehensive

 

 

 

 

 

 

Common stock

 

 

held in

 

 

paid-in

 

 

Retained

 

 

comprehensive

 

 

 

 

Shares

 

 

Par value

 

 

treasury

 

 

capital

 

 

deficit

 

 

loss

 

 

Total

 

 

Shares

 

 

Par value

 

 

treasury

 

 

capital

 

 

deficit

 

 

loss

 

 

Total

 

Balance as of December 31, 2019

 

251,439

 

 

$

2,514

 

 

$

(7,236

)

 

$

5,659,832

 

 

$

(3,306,834

)

 

$

(788

)

 

$

2,347,488

 

Issuance of common stock

 

4,246

 

 

 

42

 

 

 

 

 

 

(1,406

)

 

 

 

 

 

 

 

 

(1,364

)

Stock-based compensation

expense

 

 

 

 

 

 

 

 

 

 

5,963

 

 

 

 

 

 

 

 

 

5,963

 

Treasury stock

 

 

 

 

 

 

 

(22,514

)

 

 

(33

)

 

 

 

 

 

 

 

 

(22,547

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

73

 

 

 

73

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

144,975

 

 

 

 

 

 

144,975

 

Balance as of March 31, 2020

 

255,685

 

 

 

2,556

 

 

 

(29,750

)

 

 

5,664,356

 

 

 

(3,161,859

)

 

 

(715

)

 

 

2,474,588

 

Balance as of December 31, 2020

 

 

256,354

 

$

2,563

 

$

(30,132

)

 

$

5,684,268

 

 

$

(4,018,685

)

 

$

(479

)

 

$

1,637,535

 

Issuance of common stock

 

376

 

 

 

4

 

 

 

 

 

 

854

 

 

 

 

 

 

 

 

 

858

 

 

 

3,218

 

 

 

33

 

 

 

0

 

 

 

(7,654

)

 

 

0

 

 

 

0

 

 

 

(7,621

)

Issuance of common stock upon

vesting of PSUs

 

19

 

 

 

 

 

 

 

 

 

74

 

 

 

(74

)

 

 

 

 

 

 

 

 

 

 

 

0

 

 

 

0

 

 

 

148

 

 

 

(148

)

 

 

0

 

 

 

0

 

Stock-based compensation

expense

 

 

 

 

 

 

 

 

 

 

7,312

 

 

 

 

 

 

 

 

 

7,312

 

 

 

 

 

 

0

 

 

 

0

 

 

 

6,713

 

 

 

0

 

 

 

0

 

 

 

6,713

 

Treasury stock

 

 

 

 

 

 

 

(444

)

 

 

 

 

 

 

 

 

 

 

 

(444

)

 

 

 

 

 

0

 

 

 

47

 

 

 

(47

)

 

 

0

 

 

 

0

 

 

 

0

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

71

 

 

 

71

 

 

 

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

70

 

 

 

70

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

(146,569

)

 

 

 

 

 

(146,569

)

Balance as of June 30, 2020

 

256,080

 

 

 

2,560

 

 

 

(30,194

)

 

 

5,672,596

 

 

 

(3,308,502

)

 

 

(644

)

 

 

2,335,816

 

Net income

 

 

 

 

0

 

 

0

 

 

 

0

 

 

 

27,151

 

 

 

0

 

 

 

27,151

 

Balance as of March 31, 2021

 

 

259,572

 

 

 

2,596

 

 

(30,085

)

 

 

5,683,428

 

 

 

(3,991,682

)

 

 

(409

)

 

 

1,663,848

 

Issuance of common stock

 

152

 

 

 

2

 

 

 

 

 

 

73

 

 

 

 

 

 

 

 

 

75

 

 

 

206

 

 

 

2

 

 

 

0

 

 

 

9,289

 

 

 

0

 

 

 

0

 

 

 

9,291

 

Stock-based compensation

expense

 

 

 

 

 

 

 

 

 

 

6,591

 

 

 

 

 

 

 

 

 

6,591

 

 

 

 

 

 

0

 

 

 

0

 

 

 

6,523

 

 

 

0

 

 

 

0

 

 

 

6,523

 

Treasury stock

 

 

 

 

 

 

 

63

 

 

 

(63

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

70

 

 

 

70

 

 

 

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

71

 

 

 

71

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

(680,048

)

 

 

 

 

 

(680,048

)

 

 

 

 

0

 

 

0

 

 

 

0

 

 

 

(156,472

)

 

 

0

 

 

 

(156,472

)

Balance as of September 30, 2020

 

256,232

 

 

$

2,562

 

 

$

(30,131

)

 

$

5,679,197

 

 

$

(3,988,550

)

 

$

(574

)

 

$

1,662,504

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of June 30, 2021

 

 

259,778

 

 

$

2,598

 

 

$

(30,085

)

 

$

5,699,240

 

 

$

(4,148,154

)

 

$

(338

)

 

$

1,523,261

 

The accompanying notes are an integral part of these consolidated financial statements.

7


RANGE RESOURCES CORPORATION

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited, in thousands, except per share data)

Fiscal Year 2019

 

 

 

 

 

 

 

 

Common

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

stock

 

 

Additional

 

 

 

 

 

 

other

 

 

 

 

 

 

Common stock

 

 

held in

 

 

paid-in

 

 

Retained

 

 

comprehensive

 

 

 

 

 

 

Shares

 

 

Par value

 

 

treasury

 

 

capital

 

 

deficit

 

 

loss

 

 

Total

 

Balance as of December 31, 2018

 

249,520

 

 

$

2,495

 

 

$

(391

)

 

$

5,628,447

 

 

$

(1,570,462

)

 

$

(658

)

 

$

4,059,431

 

Issuance of common stock

 

1,628

 

 

 

17

 

 

 

 

 

 

(2,396

)

 

 

 

 

 

 

 

 

(2,379

)

Issuance of common stock

   upon vesting of PSUs

 

 

 

 

 

 

 

 

 

 

4

 

 

 

(4

)

 

 

 

 

 

 

Stock-based compensation

   expense

 

 

 

 

 

 

 

 

 

 

9,155

 

 

 

 

 

 

 

 

 

9,155

 

Cash dividends paid

   ($0.02 per share)

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,023

)

 

 

 

 

 

(5,023

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

60

 

 

 

60

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

1,419

 

 

 

 

 

 

1,419

 

Balance as of March 31, 2019

 

251,148

 

 

 

2,512

 

 

 

(391

)

 

 

5,635,210

 

 

 

(1,574,070

)

 

 

(598

)

 

 

4,062,663

 

Issuance of common stock

 

206

 

 

 

2

 

 

 

 

 

 

1,547

 

 

 

 

 

 

 

 

 

1,549

 

Issuance of common stock

   upon vesting of PSUs

 

 

 

 

 

 

 

 

 

 

1

 

 

 

(1

)

 

 

 

 

 

 

Stock-based compensation

   expense

 

 

 

 

 

 

 

 

 

 

7,822

 

 

 

 

 

 

 

 

 

7,822

 

Cash dividends paid

   ($0.02 per share)

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,026

)

 

 

 

 

 

(5,026

)

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

60

 

 

 

60

 

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

115,185

 

 

 

 

 

 

115,185

 

Balance as of June 30, 2019

 

251,354

 

 

 

2,514

 

 

 

(391

)

 

 

5,644,580

 

 

 

(1,463,912

)

 

 

(538

)

 

 

4,182,253

 

Issuance of common stock

 

71

 

 

 

 

 

 

 

 

 

1,170

 

 

 

 

 

 

 

 

 

1,170

 

Stock-based compensation

   expense

 

 

 

 

 

 

 

 

 

 

7,318

 

 

 

 

 

 

 

 

 

7,318

 

Cash dividends paid

   ($0.02 per share)

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,028

)

 

 

 

 

 

(5,028

)

Treasury stock issuance

 

 

 

 

 

 

 

63

 

 

 

(63

)

 

 

 

 

 

 

 

 

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

60

 

 

 

60

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

(27,581

)

 

 

 

 

 

(27,581

)

Balance as of September 30, 2019

 

251,425

 

 

$

2,514

 

 

$

(328

)

 

$

5,653,005

 

 

$

(1,496,521

)

 

$

(478

)

 

$

4,158,192

 

Fiscal Year 2020

 

 

 

 

 

 

 

Common

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

stock

 

 

Additional

 

 

 

 

 

other

 

 

 

 

 

 

Common stock

 

 

held in

 

 

paid-in

 

 

Retained

 

 

comprehensive

 

 

 

 

 

 

Shares

 

 

Par value

 

 

treasury

 

 

capital

 

 

deficit

 

 

loss

 

 

Total

 

Balance as of December 31, 2019

 

 

251,439

 

 

$

2,514

 

 

$

(7,236

)

 

$

5,659,832

 

 

$

(3,306,834

)

 

$

(788

)

 

$

2,347,488

 

Issuance of common stock

 

 

4,246

 

 

 

42

 

 

 

0

 

 

 

(1,406

)

 

 

0

 

 

 

0

 

 

 

(1,364

)

Stock-based compensation
   expense

 

 

 

 

 

0

 

 

 

0

 

 

 

5,963

 

 

 

0

 

 

 

0

 

 

 

5,963

 

Treasury stock

 

 

 

 

 

0

 

 

 

(22,514

)

 

 

(33

)

 

 

0

 

 

 

0

 

 

 

(22,547

)

Other comprehensive income

 

 

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

73

 

 

 

73

 

Net income

 

 

 

 

0

 

 

0

 

 

 

0

 

 

 

166,195

 

 

 

0

 

 

 

166,195

 

Balance as of March 31, 2020

 

 

255,685

 

 

 

2,556

 

 

(29,750

)

 

 

5,664,356

 

 

 

(3,140,639

)

 

 

(715

)

 

 

2,495,808

 

Issuance of common stock

 

 

376

 

 

 

4

 

 

 

0

 

 

 

854

 

 

 

0

 

 

 

0

 

 

 

858

 

Issuance of common stock
   upon vesting of PSUs

 

 

19

 

 

 

0

 

 

 

0

 

 

 

74

 

 

 

(74

)

 

 

0

 

 

 

0

 

Stock-based compensation
   expense

 

 

 

 

 

0

 

 

 

0

 

 

 

7,312

 

 

 

0

 

 

 

0

 

 

 

7,312

 

Treasury stock

 

 

 

 

 

0

 

 

 

(444

)

 

 

0

 

 

 

0

 

 

 

0

 

 

 

(444

)

Other comprehensive income

 

 

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

 

 

71

 

 

 

71

 

Net loss

 

 

 

 

0

 

 

0

 

 

 

0

 

 

 

(167,583

)

 

 

0

 

 

 

(167,583

)

Balance as of June 30, 2020

 

 

256,080

 

 

$

2,560

 

 

$

(30,194

)

 

$

5,672,596

 

 

$

(3,308,296

)

 

$

(644

)

 

$

2,336,022

 

The accompanying notes are an integral part of these consolidated financial statements.


8


RANGE RESOURCES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(1) SUMMARY OF ORGANIZATION AND NATURE OF BUSINESS

Range Resources Corporation is a Fort Worth, Texas-based independent natural gas, and natural gas liquids (“NGLs”)(NGLs) and oil company primarily engaged in the exploration, development and acquisition of natural gas properties in the Appalachian region of the United States. Our objective is to build stockholder value through returns-focused development of natural gas properties. Range is a Delaware corporation with our common stock listed and traded on the New York Stock Exchange under the symbol “RRC”.

(2) BASIS OF PRESENTATION

These consolidated financial statements are unaudited but, in the opinion of management, reflect all adjustments necessary for a fair statement of the results for the periods reported. All adjustments are of a normal recurring nature unless otherwise disclosed. These consolidated financial statements, including selected notes, have been prepared in accordance with the applicable rules of the SECSecurities Exchange Commission (the SEC) and do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America (“U.S. GAAP”)(U.S. GAAP) for complete financial statements.

These interim financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our 20192020 Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”)SEC on February 27, 2020.23, 2021. The results of operations for thirdsecond quarter and ninesix months ended SeptemberJune 30, 20202021 are not necessarily indicative of the results to be expected for the full year. As more fully described in Note 2 and Note 18 of our 2020 Annual Report on Form 10-K filed with the SEC, deferred tax expense (benefit) for the first, second and third quarters 2020 was corrected through a restatement.

(3) NEW ACCOUNTING STANDARDS

Not Yet Adopted

None that are expected to have a material impact on our financial statements.

Recently Adopted

Financial Instruments – Credit Losses

In September 2016, an accounting standards update was issued that changes the impairment model for trade receivables, net investments in leases, debt securities, loans and certain other instruments. The standards update requires the use of a forward-looking “expected loss” model as opposed to the current “incurred loss” model. This new standards update was effective for us in first quarter 2020. The adoption of this standards update did not have a material impact on our financial statements.

Fair Value Measurement

In August 2018, an accounting standards update was issued which provides additional disclosure requirements for fair value measurements. This new standards update eliminates the requirement to disclose transfers between Level 1 and Level 2 of the fair value hierarchy and provides for additional disclosures for Level 3 fair value measurements. This new standards update was effective for us in first quarter 2020. The adoption of this standards update did not have a material impact on our financial statements.

Lease Accounting Standard

In February 2016, an accounting standards update was issued that requires an entity to recognize a right-of-use (“ROU”) asset and lease liability for all leases. Classification of leases as either a finance or operating lease determines the recognition, measurement and presentation of expenses. This accounting standards update also required certain quantitative and qualitative disclosures about leasing arrangements. The new standard was effective for us in first quarter 2019 and we adopted the new standard using a modified retrospective approach, with the date of initial application effective on January 1, 2019. Consequently, upon transition, we recognized a ROU asset (or operating lease right-of-use asset) and a lease liability with no retained earnings impact. Our adoption did not have a material impact on our consolidated balance sheet as of January 1, 2019, with the primary impact relating to the recognition of ROU assets and operating lease liabilities for operating leases which represents approximately a 1% change to total assets and total liabilities.

(4) DISPOSITIONS

9


We recognized a pretax net lossgain of $9.2$2.5 million on the sale of assets in thirdsecond quarter 20202021 compared to a pretax net loss of $36.3 million$426,000 in thirdsecond quarter 20192020 and a pretax net gain of $112.4 million$646,000 in first ninesix months 20202021 compared to a pretax net lossgain of $30.7$121.7 million in first ninesix months 2019.2020. See discussion below for further details.

20202021 Dispositions

North Louisiana. Louisiana. In August 2020,second quarter 2021, we completedrecorded an additional gain on the sale of our North Louisiana assets, for total consideration having an estimated fair value of $260.0 million. This estimated fair value reflects (i) cash proceeds of $245.0 million, before normal closing adjustments and (ii) $15.0 millionwhich closed in contingent consideration which represents the estimated fair value, on August 14,third quarter 2020, of the contingent consideration we are entitled$2.4 million, which is primarily related to receive in the future should certain commodity price thresholds be met. We recorded a pretax loss of $8.1 million, afterfinal closing adjustments. In first quarter 2021, we recorded an additional loss on the sale of these North Louisiana assets of $1.9 million generally related to the settlement of a royalty underpayment claim related to these assets.

2020 Dispositions

Contingent consideration. We are entitled to receive contingent consideration, annually through 2023, of up to $90.0 million based on future achievement of certain natural gas and oil prices based on published indexes along with the realized NGLs price of the buyer. We used an option pricing model to determine the fair value of the contingent consideration which resulted in an estimated fair value of $15.0 million at closing. The fair value of the contingent consideration is classified as current and noncurrent derivative asset on our consolidated balance sheet. We will revalue the contingent consideration each reporting period, with any valuation changes being recorded as derivative fair value income or loss in our consolidated statements of operations. See also Note 11 and Note 12 for additional information.

Divestiture contract obligation. As part of the sale of our North Louisiana assets, we retained certain midstream gathering, transportation and processing obligations through 2030. We determined the fair value of these obligations as of the closing date of the sale, to be $479.8 million using a probability weighted discounted cash flow model. The divestiture contract obligation is included in current or non-current liabilities in our consolidated balance sheet based on the forecasted timing of payments. These costs are recognized in exit and termination costs in our consolidated statements of operations. See also Note 12 for additional information.

Novated derivatives. Also as part of the sale of our North Louisiana assets, during third quarter 2020, we entered into certain natural gas derivative positions which were subsequently novated to the buyer in conjunction with the completion of the sale. The unrealized fair value of these derivatives at the closing of the sale was a net liability of $12.1 million which was transferred to the buyer. The unrealized loss associated with the novated positions was offset by the gain that we recognized when the liability was transferred to the buyer. These offsetting amounts were recognized on our consolidated statements of operations in loss on sale of assets.

Pennsylvania. In first quartersix months 2020, we completed the sale of our shallow legacy assets in Northwestnorthwestern Pennsylvania for proceeds of $1.0$1.0 million. Based upon the receipt of approval from state governmental authorities of a change in operatorship during thatfirst quarter, we recognized a pretax gain of $122.5$122.5 million primarily due to the elimination of the asset retirement obligation associated with these properties.

Other. In third quarter 2020, we sold miscellaneous inventory and other assets for proceeds of $11,000 resulting in a pretax loss of $1.1 million. In first six months 2020, we sold miscellaneous inventory and other assets for proceeds of $71,000, resulting in a pretax loss of $833,000.

2019 Dispositions

Pennsylvania. In third quarter 2019, we sold a proportionately reduced 2.5% overriding royalty in three separate transactions primarily covering our Washington County, Pennsylvania leases for gross proceeds of $750.0 million. We recorded a loss of $36.5 million which represents closing adjustments and transaction fees. In second quarter 2019, we sold natural gas and oil property, primarily representing over 20,000 unproved acres, for proceeds of $34.0 million and recognized a pretax gain of $5.9 million.

Other. In third quarter 2019, we sold miscellaneous inventory and other assets for proceeds of $161,000 resulting in a pretax gain of $117,000. In first six months 2019, we sold miscellaneous inventory and other assets for proceeds of $366,000 resulting in a pretax loss of $187,000.

10


(5) REVENUES FROM CONTRACTS WITH CUSTOMERS

Disaggregation of Revenue

We have 3 material revenue streams in our business: natural gas sales, NGLs sales and crude oil and condensate sales (referred to below as “oil sales”)oil sales). Brokered revenue attributable to each product sales type is included here because the volume of product that we purchase is subsequently sold to separate counterparties in accordance with existing sales contracts under which we also sell our production. Accounts receivable attributable to our revenue contracts with customers was $162.9$291.5 million at SeptemberJune 30, 20202021 and $237.0$237.8 million at December 31, 2019. 2020. Revenue attributable to each of our identified revenue streams is disaggregated below (in thousands):

9

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September  30,

 

 

 

2020

 

 

 

2019

 

 

 

2020

 

 

2019

 

Natural gas sales

$

211,638

 

 

$

284,980

 

 

$

679,094

 

$

1,063,323

 

NGLs sales

 

149,263

 

 

 

143,195

 

 

 

416,885

 

 

508,035

 

Oil sales

 

20,652

 

 

 

46,579

 

 

 

66,928

 

 

138,629

 

Total natural gas, NGLs and oil sales

 

381,553

 

 

 

474,754

 

 

 

1,162,907

 

 

1,709,987

 

Sales of purchased natural gas

 

39,180

 

 

 

70,404

 

 

 

94,364

 

 

293,209

 

Sales of purchased NGLs

 

1,084

 

 

 

(183

)

 

 

3,230

 

 

1,425

 

Other marketing revenue

 

2,218

 

 

 

2,794

 

 

 

7,128

 

 

9,200

 

Total

$

424,035

 

 

$

547,769

 

 

$

1,267,629

 

$

2,013,821

 


 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Natural gas sales

 

$

321,565

 

 

$

214,207

 

 

$

657,366

 

 

$

467,456

 

NGLs sales

 

 

255,533

 

 

 

124,383

 

 

 

485,941

 

 

 

267,622

 

Oil sales

 

 

44,757

 

 

 

10,668

 

 

 

81,895

 

 

 

46,276

 

Total natural gas, NGLs and oil sales

 

 

621,855

 

 

 

349,258

 

 

 

1,225,202

 

 

 

781,354

 

Sales of purchased natural gas

 

 

60,778

 

 

 

30,309

 

 

 

130,240

 

 

 

55,184

 

Sales of purchased NGLs

 

 

722

 

 

 

1,006

 

 

 

1,148

 

 

 

2,146

 

Other marketing revenue (1)

 

 

1,050

 

 

 

2,276

 

 

 

11,726

 

 

 

4,910

 

Total

 

$

684,405

 

 

$

382,849

 

 

$

1,368,316

 

 

$

843,594

 

(1) The six months ended June 30, 2021 includes $8.8 million received as part of a capacity release agreement.

(6) INCOME TAXES

We evaluate and update our annual effective income tax rate on a quarterly basis based on current and forecasted operating results and tax laws. Consequently, based upon the mix and timing of our actual earnings compared to annual projections, our effective tax rate may vary quarterly and may make comparisons not meaningful (“NM”).meaningful. The effective income tax rate is influenced by a variety of factors including geographic sources and relative magnitude of these sources of income. Income taxes for discrete items are computed and recorded in the period that a specific transaction occurs. For the three months and ninesix months ended SeptemberJune 30, 20202021 and 2019,2020, our overall effective tax rate was different than the federal statutory rate due primarily to state income taxes, equity compensation, valuation allowances and other tax items. Our income tax benefit is summarized below (in thousands):

 

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

 

2019

 

 

 

2020

 

 

 

2019

 

Income tax benefit

$

(105,251

)

 

$

(47,219

)

 

$

(98,313

)

 

$

(1,432

)

Effective tax rate

 

13.4

%

 

 

NM

 

 

 

12.6

%

 

 

NM

 

11


(7) INCOME (LOSS) PER COMMON SHARE

Basic income or loss per share attributable to common shareholders is computed as (1) income or loss attributable to common shareholders (2) less income allocable to participating securities (3) divided by weighted average basic shares outstanding. Diluted income or loss per share attributable to common shareholders is computed as (1) basic income or loss attributable to common shareholders (2) plus diluted adjustments to income allocable to participating securities (3) divided by weighted average diluted shares outstanding. The following sets forth a reconciliation of income or loss attributable to common shareholders to basic income or loss attributable to common shareholders to diluted income or loss attributable to common shareholders (in thousands, except per share amounts):

 

 

Three Months Ended

September 30,

 

 

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

 

2019

 

 

 

 

2020

 

 

2019

 

Net (loss) income, as reported

$

(680,048

)

 

$

(27,581

)

 

 

$

(681,642

)

$

89,023

 

Participating earnings (a)

 

0

 

 

 

(67

)

 

 

 

0

 

 

(1,105

)

Basic net (loss) income attributed to common shareholders

 

(680,048

)

 

 

(27,648

)

 

 

 

(681,642

)

 

87,918

 

Reallocation of participating earnings (a)

 

0

 

 

 

0

 

 

 

 

0

 

 

3

 

Diluted net (loss) income attributed to common shareholders

$

(680,048

)

 

$

(27,648

)

 

 

$

(681,642

)

$

87,921

 

Net (loss) income per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

(2.83

)

 

$

(0.11

)

 

 

$

(2.82

)

$

0.35

 

Diluted

$

(2.83

)

 

$

(0.11

)

 

 

$

(2.82

)

$

0.35

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Net (loss) income, as reported

 

$

(156,472

)

 

$

(167,583

)

 

$

(129,321

)

 

$

(1,388

)

Participating earnings (a)

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

Basic net (loss) income attributed to common shareholders

 

 

(156,472

)

 

 

(167,583

)

 

 

(129,321

)

 

 

(1,388

)

Reallocation of participating earnings (a)

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

Diluted net (loss) income attributed to common
   shareholders

 

$

(156,472

)

 

$

(167,583

)

 

$

(129,321

)

 

$

(1,388

)

Net (loss) income per common share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.65

)

 

$

(0.70

)

 

$

(0.53

)

 

$

(0.01

)

Diluted

 

$

(0.65

)

 

$

(0.70

)

 

$

(0.53

)

 

$

(0.01

)

(a) Restricted Stock Awards represent participating securities because they participate in nonforfeitable dividends or distributions with common equity owners. Income allocable to participating securities represents the distributed and undistributed earnings attributable to the participating securities. Participating securities, however, do not participate in undistributed net losses.

(a)

Restricted Stock Awards represent participating securities because they participate in nonforfeitable dividends or distributions with common equity owners. Income allocable to participating securities represents the distributed and undistributed earnings attributable to the participating securities. Participating securities, however, do not participate in undistributed net losses.

The following provides a reconciliation of basicdetails weighted average common shares outstanding toand diluted weighted average common shares outstanding (in thousands):

 

 

Three Months Ended

September 30,

 

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

 

2019

 

 

 

 

2020

 

 

 

2019

 

Weighted average common shares outstanding – basic

 

239,895

 

 

 

248,082

 

 

 

 

241,770

 

 

 

247,878

 

Effect of dilutive securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Director and employee restricted stock and performance based equity awards

 

0

 

 

 

0

 

 

 

 

 

  —

 

 

 

945

 

Weighted average common shares outstanding – diluted

 

239,895

 

 

 

248,082

 

 

 

 

241,770

 

 

 

248,823

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Weighted average common shares outstanding – basic and diluted

 

 

242,592

 

 

 

239,472

 

 

 

242,377

 

 

 

242,717

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10


Weighted average common shares outstanding-basic for thirdsecond quarter 20202021 excludes 6.27.1 million shares of restricted stock held in our deferred compensation plan compared to 3.36.4 million shares in thirdsecond quarter 20192020 (although all awards are issued and outstanding upon grant). Weighted average common shares outstanding-basic for first ninesix months 20202021 excludes 5.36.6 million shares of restricted stock compared to 3.14.8 million shares for first ninesix months 2019.2020. Due to our net loss for thirdsecond quarter 2020, third quarter 2019 and first ninesix months 2021 and 2020, we excluded all equity grantsequity-grants from the computation of diluted loss per share because the effect would have been anti-dilutive to the computations. For first nine months 2019, equity grants of 1.6 million were outstanding but not included in the computation of diluted net income per share because the grant prices were greater than the average market price of our common shares and would be anti-dilutive to the computation. Nonvested restricted stock and performance based equity awards are included in the computation using the treasury stock method with the deemed proceeds equal to the average unrecognized compensation during the period.

12


(8) Capitalized Costs and Accumulated Depreciation, Depletion and Amortization(a)

 

 

September 30,
2020

 

 

December 31,
2019

 

 

 

(in thousands)

 

Natural gas properties:

 

 

 

 

 

 

 

 

Properties subject to depletion

 

$

8,784,788

 

 

$

9,345,557

 

Unproved properties

 

 

862,113

 

 

 

868,180

 

Total

 

 

9,646,901

 

 

 

10,213,737

 

Accumulated depletion and depreciation

 

 

(3,975,930

)

 

 

(4,172,702

)

Net capitalized costs

 

$

5,670,971

 

 

$

6,041,035

 

 

 

June 30,
2021

 

 

December 31,
2020

 

 

 

(in thousands)

 

Natural gas properties:

 

 

 

 

 

 

Properties subject to depletion

 

$

9,109,425

 

 

$

8,891,348

 

Unproved properties

 

 

863,687

 

 

 

859,766

 

Total

 

 

9,973,112

 

 

 

9,751,114

 

Accumulated depletion and depreciation

 

 

(4,239,713

)

 

 

(4,064,305

)

Net capitalized costs

 

$

5,733,399

 

 

$

5,686,809

 

(a) Includes capitalized asset retirement costs and the associated accumulated amortization.

(a)

Includes capitalized asset retirement costs and the associated accumulated amortization.

(9) INDEBTEDNESS

We had the following debt outstanding as of the dates shown below (bank debt interest rate at SeptemberJune 30, 20202021 is shown parenthetically). NaN interest was capitalized during the ninesix months ended SeptemberJune 30, 20202021 or the year ended December 31, 20192020 (in thousands).

 

 

September 30,

2020

 

 

 

December 31,

2019

 

Bank debt (2.2%)

$

706,000

 

 

$

477,000

 

Senior notes:

 

 

 

 

 

 

 

4.875% senior notes due 2025

 

750,000

 

 

 

750,000

 

5.00% senior notes due 2023

 

532,335

 

 

 

741,531

 

5.00% senior notes due 2022

 

169,589

 

 

 

511,886

 

5.75% senior notes due 2021

 

25,496

 

 

 

374,139

 

5.875% senior notes due 2022

 

48,528

 

 

 

297,617

 

9.25% senior notes due 2026

 

850,000

 

 

 

0

 

Other senior notes due 2022

 

490

 

 

 

590

 

Total senior notes

 

2,376,438

 

 

 

2,675,763

 

Senior subordinated notes:

 

 

 

 

 

 

 

5.00% senior subordinated notes due 2023

 

7,712

 

 

 

7,712

 

5.00% senior subordinated notes due 2022

 

9,730

 

 

 

19,054

 

5.75% senior subordinated notes due 2021

 

19,896

 

 

 

22,214

 

Total senior subordinated notes

 

37,338

 

 

 

48,980

 

Total debt

 

3,119,776

 

 

 

3,201,743

 

Unamortized premium

 

525

 

 

 

3,013

 

Unamortized debt issuance costs

 

(32,835

)

 

 

(31,819

)

Total debt net of debt issuance costs

 

3,087,466

 

 

 

3,172,937

 

Less current maturities of long-term debt (a)

 

(45,334

)

 

 

0

 

Total long-term debt

$

3,042,132

 

 

$

3,172,937

 

(a) As of September 30, 2020, current maturities includes $45.4 million principal amount of our 5.75% senior and senior subordinated notes due 2021.

 

 

June 30,
2021

 

 

December 31,
2020

 

Bank debt (2.2%)

 

$

121,000

 

 

$

702,000

 

Senior notes:

 

 

 

 

 

 

4.875% senior notes due 2025

 

 

750,000

 

 

 

750,000

 

5.00% senior notes due 2022

 

 

169,589

 

 

 

169,589

 

5.00% senior notes due 2023

 

 

532,335

 

 

 

532,335

 

5.75% senior notes due 2021

 

 

0

 

 

 

25,496

 

5.875% senior notes due 2022

 

 

48,528

 

 

 

48,528

 

8.25% senior notes due 2029

 

 

600,000

 

 

 

0

 

9.25% senior notes due 2026

 

 

850,000

 

 

 

850,000

 

Other senior notes due 2022

 

 

0

 

 

 

490

 

Total senior notes

 

 

2,950,452

 

 

 

2,376,438

 

Senior subordinated notes:

 

 

 

 

 

 

5.00% senior subordinated notes due 2022

 

 

0

 

 

 

9,730

 

5.00% senior subordinated notes due 2023

 

 

0

 

 

 

7,712

 

5.75% senior subordinated notes due 2021

 

 

0

 

 

 

19,896

 

Total senior subordinated notes

 

 

0

 

 

 

37,338

 

Total debt

 

 

3,071,452

 

 

 

3,115,776

 

Unamortized premium

 

 

319

 

 

 

456

 

Unamortized debt issuance costs

 

 

(35,114

)

 

 

(30,625

)

Total debt net of debt issuance costs

 

 

3,036,657

 

 

 

3,085,607

 

Less current maturities of long-term debt

 

 

0

 

 

 

(45,356

)

Total long-term debt

 

$

3,036,657

 

 

$

3,040,251

 

Bank Debt

In April 2018, we entered into an amended and restated revolving bank facility, which we refer to as our bank debt or our bank credit facility, which is secured by substantially all of our assets and has a maturity date of April 13, 2023.2023. The bank credit facility provides for a maximum facility amount of $4.0$4.0 billion and an initial borrowing base of $3.0$3.0 billion. The bank credit facility also provides for a borrowing base subject to periodic redeterminations and for event-driven unscheduled redeterminations. As of SeptemberJune 30, 2020,2021, our bank group was composed of NaN financial institutions with no one bank holding more than 7.0% of the total facility.institutions. The borrowing base may be increased or decreased based on our request and sufficient proved reserves, as determined by the bank group. The

11


commitment amount may be increased to the borrowing base, subject to payment of a mutually acceptable commitment fee to those banks agreeing to participate in the facility increase. Borrowings under the bank credit facility can either be at the alternate base rate (“ABR,”(ABR, as defined in the bank credit facility agreement) plus a spread ranging from 0.25%0.25% to 1.25%1.25% or LIBOR borrowings at the LIBOR Rate (as defined in the bank credit facility agreement) plus a spread ranging from 1.25%1.25% to 2.25%2.25%. The applicable spread is dependent upon borrowings relative to the borrowing base. We may elect, from time to time, to convert all or any part of our LIBOR loans to base rate loans or to convert all or any of the base rate loans to LIBOR loans. The weighted average interest rate was 2.4%2.0% for thirdsecond quarter 2020

13


2021 compared to 3.8%2.7% for thirdsecond quarter 2019.2020. The weighted average interest rate was 2.7%2.1% for first ninesix months 20202021 compared to 4.0%2.9% for first ninesix months 2019.2020. A commitment fee is paid on the undrawn balance based on an annual rate of 0.30%0.30% to 0.375%0.375%. At SeptemberJune 30, 2020,2021, the commitment fee was 0.30% and the interest rate margin was 2.00%1.75% on our LIBOR loans and 1.0%0.75% on our base rateABR loans.

As part of our redetermination completed in September 2020,March 2021, our borrowing base was reaffirmed for $3.0$3.0 billion and our bank commitment was also reaffirmed at $2.4$2.4 billion. On SeptemberJune 30, 2020,2021, bank commitments totaled $2.4$2.4 billion and the outstanding balance under our bank credit facility was $706.0$121.0 million, before deducting debt issuance costs. Additionally, we had $332.0$334.6 million of undrawn letters of credit, leaving $1.4$1.9 billion of committed borrowing capacity available under the facility. As part of our redetermination completed in March 2020, we agreed to return to a semi-annual borrowing base redetermination, an increase in the applicable margin of 50 basis points on drawn facility balances and an increase to the letter of credit sublimit.

New Senior Notes

In January 2020,2021, we issued $550.0$600.0 million aggregate principal amount of 9.25%8.25% senior notes due 20262029 (the “9.25% Notes”)8.25% Notes) for net proceeds of $541.4$590.8 million after underwriting expenses and commissions of $8.6$9.2 million. The notes were issued at par. The 9.25%8.25% Notes were offered to qualified institutional buyers and to non-U.S. persons outside the United States in compliance with Rule 144A and Regulation S of the Securities Act of 1933, as amended (the “Securities Act”)Securities Act). Interest due on the 9.25%8.25% Notes is payable semi-annually in FebruaryJanuary and AugustJuly and is unconditionally guaranteed on a senior unsecured basis by all of our subsidiary guarantors. On or after February 1, 2025,January 15, 2027, we may redeem the 9.25%8.25% Notes, in whole or in part and from time to time, at 100%100% of the principal amounts plus accrued and unpaid interest. We may redeem the notes prior to their maturity at redemption prices based on a premium, plus accrued and unpaid interest as described in the indenture governing the 9.25%8.25% Notes. Upon occurrence of certain changes in control, we must offer to repurchase the 9.25%8.25% Notes. The 9.25%8.25% Notes are unsecured and are subordinated to all of our existing and future secured debt, rank equally with all of our existing and future unsecured debt and rank senior to all of our existing and future subordinated debt. On the closing of the issuance of the 9.25%8.25% Notes, we used the proceeds to redeem $324.1 million of our 5.75% senior notes due 2021 and $175.9 million of our 5.875% senior notes due 2022 with the remainder used to repay a portion of our borrowings under our bank credit facility.

Early Redemption

In September 2020, we issued an additional $300.0 million aggregate principal amountfirst quarter 2021, based on the terms of the indentures governing certain of our 9.25% Notes (the “Additional 9.25% Notes”) for an estimated net proceeds of $295.0 million after underwriting expensessenior and commissions of $5.0 million. On the closing of the issuance of the additional 9.25% Notes, we used these proceeds, along with proceeds from our credit facility, to redeem $12.1 million of our 5.75% senior notes due 2021 and $291.0 million of our 5.00% senior notes due 2022, $65.1 million of our 5.875% senior notes due 2022, $122.3 million of our 5.00% senior notes due 2023, $1.2 million of our 5.75% senior subordinated notes, due 2021we notified the trustee that we were electing to redeem the outstanding principal amounts of the following notes (in thousands):

 

 

Outstanding
Principal
Amount

 

5.75% senior notes due 2021

 

$

25,496

 

5.875% senior notes due 2022

 

$

490

 

5.75% senior subordinated notes 2021

 

$

19,896

 

5.00% senior subordinated notes 2022

 

$

9,730

 

5.00% senior subordinated notes 2023

 

$

7,712

 

The redemption price equaled 100% of the unpaid principal plus accrued and $8.3 million of our 5.00% senior subordinated notes due 2022.

Early Extinguishment of Debt

In September 2020, we purchased for cash $500.0 million aggregate principal amount of our 5.75% senior notes due 2021, 5.00% senior notes due 2022, 5.875% senior notes due 2022, 5.00% senior notes due 2023, 5.75% senior subordinated notes due 2021 and 5.00% senior subordinated note due 2022. An early cash tender of $5.3 millionunpaid interest. The redemption date was paid to note holders who tendered their notes within the ten business day early offer period.April 2, 2021. We recordedrecognized a loss on early extinguishment of debt in thirdsecond quarter 20202021 of $8.0 million, net of transaction call premium costs and the expenses of the remaining deferred financing costs on the repurchased debt. The cash tender offer and the early cash tender premium were financed from the issuance of the Additional 9.25% Notes (see New Senior Notes above) and proceeds from our credit facility. In August, the proceeds received from the sale of our North Louisiana assets were used to reduce borrowings under our credit facility.

Also in third quarter 2020, we purchased in the open market $760,000 principal amount of our 5.75% senior subordinated notes due 2021, $66,000 principal amount of our 5.875% senior notes due 2022, $1.0 million principal amount of our 5.00% senior notes due 2022 and $1.0 million principal amount of our 5.00% senior subordinated notes due 2022. We recognized a gain on early extinguishment of debt in third quarter 2020 of $200,000, net of transaction costs and expensing of the remaining deferred costs on the purchased debt.

In January 2020, we purchased for cash $500.0 million aggregate principal amount of our 5.75% senior notes due 2021 and our 5.875% senior notes due 2022. An early cash tender of $15.1 million was paid to note holders who tendered their notes within the ten business day early offer period. We recorded a loss on early extinguishment of debt in first quarter 2020 of $17.5 million, net of transaction call premium costs and the expenses of the remaining deferred financing costs on the repurchased debt. The cash tender offer and early cash tender premium were financed from the issuance of our new 9.25% Notes. See New Senior Notes above.

Also in first quarter 2020, we purchased in the open market $48.5 million principal amount of our 5.00% senior notes due 2022, $5.8 million principal amount of our 5.875% senior notes due 2022 and $56.6 million principal amount of our 5.00%

14


senior notes due 2023. We recognized a gain on early extinguishment of debt in first quarter 2020 ofapproximately $30.463,000 million, net of transaction costs and thewhich represents expensing of the remaining deferred financing costs on the repurchased debt.costs.

In second quarter 2020, we purchased in the open market $349,000 principal amount of our 5.75% senior subordinated notes due 2021, $12.5 million principal amount of our 5.75% senior notes due 2021, $1.8 million principal amount of our 5.00% senior notes due 2022, $2.2 million principal amount of our 5.875% senior notes due 2022 and $30.2 million principal amount of our 5.00% senior notes due 2023. We recognized a gain on early extinguishment of debt in second quarter 2020 of $9.0 million, net of transaction costs and the expensing of the remaining deferred financing costs on the repurchased debt.

Senior Notes and Senior Subordinated Notes

If we experience a change of control, noteholders may require us to repurchase all or a portion of our senior notes and senior subordinated notes at 101%101% of the aggregate principal amount plus accrued and unpaid interest, if any. All of the senior subordinated notes and the guarantees by our subsidiary guarantors are general, unsecured obligations and are subordinated to our bank debt and to existing and future senior debt that we or our subsidiary guarantors are permitted to incur.

Guarantees

Range is a holding company which owns no operating assets and has no significant operations independent of its subsidiaries. The guarantees by our subsidiaries, which are directly or indirectly owned by Range, of our senior notes senior subordinated notes and our bank credit facility are full and unconditional and joint and several, subject to certain customary release provisions. The assets,

12


liabilities and results of operations of Range and our guarantor subsidiaries are not materially different than our consolidated financial statements. A subsidiary guarantor may be released from its obligations under the guarantee:

in the event of a sale or other disposition of all or substantially all of the assets of the subsidiary guarantor or a sale or other disposition of all the capital stock of the subsidiary guarantor, to any corporation or other person (including an unrestricted subsidiary of Range) by way of merger, consolidation, or otherwise; or
if Range designates any restricted subsidiary that is a guarantor to be an unrestricted subsidiary in accordance with the terms of the indenture.

in the event of a sale or other disposition of all or substantially all of the assets of the subsidiary guarantor or a sale or other disposition of all the capital stock of the subsidiary guarantor, to any corporation or other person (including an unrestricted subsidiary of Range) by way of merger, consolidation, or otherwise; or

if Range designates any restricted subsidiary that is a guarantor to be an unrestricted subsidiary in accordance with the terms of the indenture.

Debt Covenants

Our bank credit facility contains negative covenants that limit our ability, among other things, to pay cash dividends, incur additional indebtedness, sell assets, enter into certain hedging contracts, change the nature of our business or operations, merge, consolidate or make certain investments. In addition, we are required to maintain a ratio of EBITDAX (as defined in the bank credit facility agreement) to cash interest expense of equal to or greater than 2.5 and a current ratio (as defined in the bank credit facility agreement) of no less than 1.0.1.0. In addition, the ratio of the present value of proved reserves (as defined in the bank credit facility agreement) to total debt must be equal to or greater than 1.5 until Range has two investment grade ratings. We were in compliance with applicable covenants under the bank credit facility at SeptemberJune 30, 2020.2021.

(10) ASSET RETIREMENT OBLIGATIONS

Our asset retirement obligations primarily represent the estimated present value of the amounts we will incur to plug, abandon and remediate our producing properties at the end of their productive lives. Significant inputs used in determining such obligations include estimates of plugging and abandonment costs, estimated future inflation rates and well lives. The inputs are calculated based on historical data as well as current estimated costs. A reconciliation of our liability for plugging and abandonment costs for the ninesix months ended SeptemberJune 30, 20202021 and the year ended December 31, 20192020 is as follows (in thousands):

 

  

Nine Months

Ended

September 30,

 2020

 

 

Year

Ended

December 31,

2019

 

Beginning of period

  

$

251,076

 

 

$

312,754

 

Liabilities incurred

  

 

1,890

 

 

 

4,063

 

Acquisitions

 

 

123

 

 

 

0

 

Liabilities settled

 

 

(3,068

)

 

 

(5,953

)

Disposition of wells

 

 

(176,747

)

 

 

(82,576

)

Accretion expense

  

 

6,207

 

 

 

15,658

 

Change in estimate

  

 

2,573

 

 

 

7,130

 

End of period

  

 

82,054

 

 

 

251,076

 

Less current portion

  

 

(2,103

)

 

 

(2,393

)

Long-term asset retirement obligations

  

$

79,951

 

 

$

248,683

 

 

 

Six Months
Ended
June 30,
 2021

 

 

Year
Ended
December 31,
2020

 

Beginning of period

 

$

79,822

 

 

$

251,076

 

Liabilities incurred

 

 

60

 

 

 

1,483

 

Acquisitions

 

 

0

 

 

 

123

 

Liabilities settled

 

 

(2,985

)

 

 

(4,634

)

Disposition of wells

 

 

0

 

 

 

(176,748

)

Accretion expense

 

 

2,639

 

 

 

7,518

 

Change in estimate

 

 

2,118

 

 

 

1,004

 

End of period

 

 

81,654

 

 

 

79,822

 

Less current portion

 

 

(6,689

)

 

 

(6,689

)

Long-term asset retirement obligations

 

$

74,965

 

 

$

73,133

 

15


Accretion expense is recognized as a component of depreciation, depletion and amortization expense in the accompanying consolidated statements of operations.

(11) DERIVATIVE ACTIVITIES

We use commodity-based derivative contracts to manage exposure to commodity price fluctuations. We do not enter into these arrangements for speculative or trading purposes. We utilize commodity swaps, collars, three-way collars or swaptions to (1) reduce the effect of price volatility of the commodities we produce and sell and (2) support our annual capital budget and expenditure plans. The fair value of our derivative contracts, represented by the estimated amount that would be realized upon termination, based on a comparison of the contract price and a reference price, generally the New York Mercantile Exchange (“NYMEX”)(NYMEX) for natural gas and crude oil or Mont Belvieu for NGLs, approximated a net loss of $83.5$287.7 million at SeptemberJune 30, 2020.2021. These contracts expire monthly through December 2021. 2022. The following table sets forth our commodity-based derivative

13


volumes by year as of SeptemberJune 30, 2020,2021, excluding our basis and freight swaps and divestiture contingent consideration which are discussed separately below:

Period

  

Contract Type

  

Volume Hedged

  

Weighted Average Hedge Price

 

 

 

 

 

 

Swap

 

Sold Put

 

Floor

 

Ceiling

Natural Gas (1)

  

 

  

 

  

 

 

 

 

 

 

 

 

2020

 

Swaps

 

1,133,587 Mmbtu/day

 

$

2.63

 

 

 

 

 

 

2021

 

Swaps

 

510,000 Mmbtu/day

 

$

2.77

 

 

 

 

 

 

2020

 

Collars

 

5,041 Mmbtu/day

 

 

 

 

 

 

$ 2.00

 

$ 2.50

January – October 2021

 

Collars

 

342,237 Mmbtu/day

 

 

 

 

 

 

$ 2.51

 

$ 3.00

2020

 

Three-way Collars

 

79,891 Mmbtu/day

 

 

 

 

$ 2.23

 

$ 2.58

 

$ 3.19

2021

 

Three-way Collars

 

240,000 Mmbtu/day

 

 

 

 

$ 1.99

 

$ 2.33

 

$ 2.60

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Crude Oil

  

 

  

 

  

 

 

 

 

 

 

 

 

2020

 

Swaps

 

6,000 bbls/day

 

$

58.02

 

 

 

 

 

 

2021

 

Swaps

 

1,000 bbls/day

 

$

55.00

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NGLs (C3-Propane)

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

Swaps

 

6,000 bbls/day

 

$

0.51/gallon

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NGLs (NC4-Normal Butane)

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

Swaps

 

1,000 bbls/day

 

$

0.60/gallon

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NGLs (C5-Natural Gasoline)

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

Swaps

 

2,000 bbls/day

 

$

0.89/gallon

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Period

 

Contract Type

 

Volume Hedged

 

Weighted Average Hedge Price

 

 

 

 

 

 

Swap

 

Sold Put

 

Floor

 

Ceiling

Natural Gas (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2021

 

Swaps

 

575,000 Mmbtu/day

 

$

2.78

 

 

 

 

 

 

 

 

2021

 

Collars

 

293,696 Mmbtu/day

 

 

 

 

 

 

$

2.65

 

$

3.16

2021

 

Three-way Collars

 

309,728 Mmbtu/day

 

 

 

$

2.14

 

$

2.47

 

$

2.84

2022

 

Swaps

 

190,000 Mmbtu/day

 

$

2.82

 

 

 

 

 

 

 

 

2022

 

Collars

 

40,000 Mmbtu/day

 

 

 

 

 

 

$

2.90

 

$

3.29

2022

 

Three-way Collars

 

200,000 Mmbtu/day

 

 

 

$

2.20

 

$

2.72

 

$

3.35

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Crude Oil (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2021

 

Swaps

 

7,166 bbls/day

 

$

56.28

 

 

 

 

 

 

 

 

2022

 

Swaps

 

4,560 bbls/day

 

$

60.39

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NGLs (C3-Propane)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2021

 

Swaps

 

6,000 bbls/day

 

$

0.90/gallon

 

 

 

 

 

 

 

 

July – September 2021

 

Collars

 

5,000 bbls/day

 

 

 

 

 

 

$

0.95/gallon

 

$

1.05/gallon

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NGLs (NC4-Normal Butane)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2021

 

Swaps

 

2,000 bbls/day

 

$

1.05/gallon

 

 

 

 

 

 

 

 

2021

 

Collars

 

2,500 bbls/day

 

 

 

 

 

 

$

0.94/gallon

 

$

1.08/gallon

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NGLs (C5-Natural Gasoline)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2021

 

Swaps

 

3,000 bbls/day

 

$

1.28/gallon

 

 

 

 

 

 

 

 

2021

 

Collars

 

2,000 bbls/day

 

 

 

 

 

 

$

1.34/gallon

 

$

1.55/gallon

2022

 

Swaps

 

1,000 bbls/day

 

$

1.50/gallon

 

 

 

 

 

 

 

 

2022

 

Collars

 

1,000 bbls/day

 

 

 

 

 

 

$

1.40/gallon

 

$

1.60/gallon

(1) We also sold natural gas call swaptions of 180,000 Mmbtu/day for 2022 at a weighted average price of $2.86. In addition, we sold oil call swaptions of 1,000 bbls per day for 2022 at a weighted average price of $54.00.

(1)

We also sold natural gas call swaptions of 140,000 Mmbtu/day for 2021 at a weighted average price of $2.88. In addition, we sold natural gas call swaptions of 280,000 bbls per day for 2022 at a weighted average price of $2.81.

Every derivative instrument is required to be recorded on the balance sheet as either an asset or a liability measured at its fair value. We recognize all changes in fair value of these derivatives as earnings in derivative fair value income or loss in the periods in which they occur.

Basis Swap Contracts

In addition to the swaps, collars and swaptions described above, at SeptemberJune 30, 2020,2021, we had natural gas basis swap contracts which lock in the differential between NYMEX Henry Hub and certain of our physical pricing indices. These contracts settle monthly through December 2024 and include a total volume of 81,745,000229,880,000 Mmbtu. The fair value of these contracts was a gain of $5.4$25.7 million at SeptemberJune 30, 2020.2021.

At SeptemberJune 30, 2020,2021, we also had propane spread swap contracts which lock in the differential between Mont Belvieu and international propane indices. The contracts settle monthly in 2020 and include a total volume of 312,500 barrels.through 2022. The fair value of these contracts was a lossgain of $529,000$376,000 at SeptemberJune 30, 2020.2021.

Freight Swap Contracts

In connection with our international propane sales, we utilize propane swaps. To further hedge our propane price, at SeptemberJune 30, 2020,2021, we had freight swap contracts on the Baltic Exchange which lock in the freight rate for a specific trade route. These contracts settle monthly through Decemberand cover 10,000 metric tons per month in third quarter 2021 withand 12,000 metric tons for the remainder of 2021. The fair value of these contracts equal to a lossgain of $1.4 million$37,000 at SeptemberJune 30, 2020.2021.

16


Divestiture Contingent Consideration

In addition to the derivatives described above, our right to receive contingent consideration in conjunction with the sale of our North Louisiana assets was determined to be a derivative financial instrument that is not designated as a hedging instrument. The remaining contingent consideration of up to $90.0$75.0 million is based on future achievement of natural gas and oil prices based on published indexes and realized NGLs prices of the buyer from July through December 2020 and for the years 2021, 2022 and 2023. All changes in the

14


fair value are recognized as a gain or loss in earnings in the period they occur in derivative fair value income or loss in our consolidated statements of operations. For first six months 2021, this fair value has increased $21.4 million.

Derivative Assets and Liabilities

The combined fair value of derivatives included in the accompanying consolidated balance sheets as of SeptemberJune 30, 20202021 and December 31, 20192020 is summarized below. The assets and liabilities are netted where derivatives with both gain and loss positions are held by a single counterparty and we have master netting arrangements. The tables below provide additional information relating to our master netting arrangements with our derivative counterparties (in thousands):

 

 

  

September 30, 2020

 

 

 

  

Gross

Amounts of

Recognized

Assets

 

  

Gross

Amounts

Offset in the

Balance Sheet

 

  

Net Amounts

of Assets Presented

in the

Balance Sheet

 

Derivative assets:

 

  

 

 

 

  

 

 

 

  

 

 

 

Natural gas

–swaps

  

$

10,083

 

  

$

(9,159

)

 

$

924

 

 

–three-way collars

 

 

680

 

 

 

(680

)

 

 

0

 

 

–basis swaps

 

 

6,620

 

 

 

(3,263

)

 

 

3,357

 

Crude oil

–swaps

 

 

14,065

 

 

 

(13,566

)

 

 

499

 

NGLs

–C3 propane spread swaps

 

 

2,974

 

 

 

(2,974

)

 

 

0

 

 

–C3 propane swaps

 

 

101

 

 

 

0

 

 

 

101

 

 

–NC4 normal butane swaps

 

 

17

 

 

 

(17

)

 

 

0

 

 

−C5 natural gasoline swaps

 

 

25

 

 

 

0

 

 

 

25

 

Freight

−swaps

 

 

19

 

 

 

(19

)

 

 

0

 

Divestiture contingent consideration

 

 

15,420

 

 

 

0

 

 

 

15,420

 

 

 

  

$

50,004

 

  

$

(29,678

)

 

$

20,326

 

 

 

 

June 30, 2021

 

 

 

 

Gross
Amounts of
Recognized
Assets

 

 

Gross
Amounts
Offset in the
Balance Sheet

 

 

Net Amounts
of Assets Presented
in the
Balance Sheet

 

Derivative assets:

 

 

 

 

 

 

 

 

 

 

Natural gas

–swaps

 

$

7,453

 

 

$

(7,856

)

 

$

(403

)

 

–collars

 

 

114

 

 

 

(114

)

 

 

0

 

 

–three-way collars

 

 

12

 

 

 

(12

)

 

 

0

 

 

–basis swaps

 

 

28,810

 

 

 

(15,453

)

 

 

13,357

 

Crude oil

–swaps

 

 

33

 

 

 

(472

)

 

 

(439

)

NGLs

–C3 propane spread swaps

 

 

6,807

 

 

 

(6,807

)

 

 

0

 

 

–C3 propane collars

 

 

0

 

 

 

(219

)

 

 

(219

)

 

–NC4 butane collars

 

 

0

 

 

 

(944

)

 

 

(944

)

 

−C5 natural gasoline swaps

 

 

0

 

 

 

(439

)

 

 

(439

)

 

−C5 natural gasoline collars

 

 

0

 

 

 

(962

)

 

 

(962

)

Freight

−swaps

 

 

57

 

 

 

(10

)

 

 

47

 

Divestiture contingent consideration

 

 

37,350

 

 

 

0

 

 

 

37,350

 

 

 

 

$

80,636

 

 

$

(33,288

)

 

$

47,348

 

 

 

 

June 30, 2021

 

 

 

 

Gross
Amounts of
Recognized
(Liabilities)

 

 

Gross
Amounts
Offset in the
Balance Sheet

 

 

Net Amounts
of (Liabilities) Presented
in the
Balance Sheet

 

Derivative (liabilities):

 

 

 

 

 

 

 

 

 

 

Natural gas

–swaps

 

$

(122,709

)

 

$

7,856

 

 

$

(114,853

)

 

–swaptions

 

 

(22,135

)

 

 

0

 

 

 

(22,135

)

 

–collars

 

 

(31,242

)

 

 

114

 

 

 

(31,128

)

 

–three-way collars

 

 

(62,594

)

 

 

12

 

 

 

(62,582

)

 

–basis swaps

 

 

(3,123

)

 

 

15,453

 

 

 

12,330

 

Crude oil

–swaps

 

 

(28,323

)

 

 

472

 

 

 

(27,851

)

 

–swaptions

 

 

(4,279

)

 

 

0

 

 

 

(4,279

)

NGLs

–C3 propane spread swaps

 

 

(6,431

)

 

 

6,807

 

 

 

376

 

 

–C3 propane swaps

 

 

(8,490

)

 

 

0

 

 

 

(8,490

)

 

–C3 collars

 

 

(1,092

)

 

 

219

 

 

 

(873

)

 

–NC4 butane swaps

 

 

(2,744

)

 

 

0

 

 

 

(2,744

)

 

–NC4 butane collars

 

 

(3,413

)

 

 

944

 

 

 

(2,469

)

 

–C5 natural gasoline swaps

 

 

(7,028

)

 

 

439

 

 

 

(6,589

)

 

–C5 natural gasoline collars

 

 

(1,309

)

 

 

962

 

 

 

(347

)

Freight

–swaps

 

 

(20

)

 

 

10

 

 

 

(10

)

 

 

 

$

(304,932

)

 

$

33,288

 

 

$

(271,644

)

15


 

 

 

December 31, 2020

 

 

 

 

Gross
Amounts of
Recognized
Assets

 

 

Gross Amounts
Offset in the
Balance Sheet

 

 

Net Amounts of
Assets Presented in the
Balance Sheet

 

Derivative assets:

 

 

 

 

 

 

 

 

 

 

Natural gas

–swaps

 

$

33,559

 

 

$

(16,821

)

 

$

16,738

 

 

–collars

 

 

7,016

 

 

 

(2,329

)

 

 

4,687

 

 

–three-way collars

 

 

535

 

 

 

(6,139

)

 

 

(5,604

)

 

–basis swaps

 

 

7,894

 

 

 

(3,502

)

 

 

4,392

 

Crude oil

–swaps

 

 

2,465

 

 

 

(829

)

 

 

1,636

 

NGLs

–C3 propane spread swaps

 

 

4,863

 

 

 

(4,863

)

 

 

0

 

 

–C3 propane collars

 

 

0

 

 

 

(107

)

 

 

(107

)

Freight

–swaps

 

 

2,310

 

 

 

0

 

 

 

2,310

 

Divestiture contingent consideration

 

 

15,960

 

 

 

0

 

 

 

15,960

 

 

 

 

$

74,602

 

 

$

(34,590

)

 

$

40,012

 

 

 

 

December 31, 2020

 

 

 

 

Gross
Amounts of
Recognized
(Liabilities)

 

 

Gross Amounts
Offset in the
Balance Sheet

 

 

Net Amounts of
(Liabilities)
Presented in the
Balance Sheet

 

Derivative (liabilities):

 

 

 

 

 

 

 

 

 

 

Natural gas

–swaps

 

$

(10,120

)

 

$

16,821

 

 

$

6,701

 

 

–swaptions

 

 

(9,803

)

 

 

0

 

 

 

(9,803

)

 

–collars

 

 

0

 

 

 

2,329

 

 

 

2,329

 

 

–three-way collars

 

 

(18,353

)

 

 

6,139

 

 

 

(12,214

)

 

–basis swaps

 

 

(4,197

)

 

 

3,502

 

 

 

(695

)

Crude oil

–swaps

 

 

(5,471

)

 

 

829

 

 

 

(4,642

)

NGLs

–C3 propane spread swaps

 

 

(4,069

)

 

 

4,863

 

 

 

794

 

 

–C3 propane swaps

 

 

(8,243

)

 

 

0

 

 

 

(8,243

)

 

–C3 propane collars

 

 

(3,086

)

 

 

107

 

 

 

(2,979

)

 

–C5 natural gasoline swaps

 

 

(4,897

)

 

 

0

 

 

 

(4,897

)

 

–C5 natural gasoline calls

 

 

(546

)

 

 

0

 

 

 

(546

)

 

–NC4 butane swaps

 

 

(651

)

 

 

0

 

 

 

(651

)

 

–NC4 butane collars

 

 

(401

)

 

 

0

 

 

 

(401

)

Freight

–swaps

 

 

(1,206

)

 

 

0

 

 

 

(1,206

)

 

 

 

$

(71,043

)

 

$

34,590

 

 

$

(36,453

)

 

 

  

September 30, 2020

 

 

 

  

Gross

Amounts of 

Recognized

(Liabilities)

 

  

Gross 

Amounts

Offset in the

Balance Sheet

 

 

Net Amounts

of (Liabilities) Presented in the

Balance Sheet

 

Derivative (liabilities):

 

  

 

 

 

  

 

 

 

 

 

 

 

Natural gas

–swaps

 

$

(33,359

)

 

$

9,159

 

 

$

(24,200

)

 

–swaptions

 

 

(20,368

)

 

 

0

 

 

 

(20,368

)

 

–collars

 

 

(14,169

)

 

 

0

 

 

 

(14,169

)

 

–three-way collars

 

 

(40,563

)

 

 

680

 

 

 

(39,883

)

 

–basis swaps

 

 

(1,220

)

 

 

3,263

 

 

 

2,043

 

Crude oil

–swaps

 

 

0

 

 

 

13,566

 

 

 

13,566

 

NGLs

–C3 propane spread swaps

 

 

(3,503

)

 

 

2,974

 

 

 

(529

)

 

–NC4 normal butane calls

 

 

0

 

 

 

17

 

 

 

17

 

Freight

–swaps

 

 

(1,407

)

 

 

19

 

 

 

(1,388

)

 

 

 

$

(114,589

)

 

$

29,678

 

 

$

(84,911

)

17


 

 

  

December 31, 2019

 

 

 

  

Gross

Amounts of

Recognized

Assets

 

  

Gross Amounts

Offset in the Balance Sheet

 

  

Net Amounts of

Assets Presented in the

Balance Sheet

 

Derivative assets:

 

  

 

 

 

  

 

 

 

  

 

 

 

Natural gas

–swaps

  

$

134,364

 

  

$

(2,913

)

  

$

131,451

 

 

–swaptions

 

 

0

 

 

 

(1,325

)

 

 

(1,325

)

 

–basis swaps

 

 

10,766

 

 

 

(1,092

)

 

 

9,674

 

Crude oil

–swaps

 

 

3,893

 

 

 

(4,794

)

 

 

(901

)

 

–swaptions

 

 

0

 

 

 

(1,597

)

 

 

(1,597

)

 

–calls

 

 

0

 

 

 

(349

)

 

 

(349

)

NGLs

–C3 propane spread swaps

 

 

1,913

 

 

 

(1,913

)

 

 

0

 

 

–NC4 normal butane swaps

  

 

167

 

 

 

0

 

  

 

167

 

 

–C5 natural gasoline swaps

 

 

60

 

 

 

(127

)

 

 

(67

)

Freight

–swaps

 

 

1,529

 

 

 

(1,028

)

 

 

501

 

 

 

  

$

152,692

 

  

$

(15,138

)

  

$

137,554

 

 

 

  

December 31, 2019

 

 

 

  

Gross

Amounts of 

Recognized (Liabilities)

 

  

Gross Amounts
Offset in the
Balance Sheet

 

 

Net Amounts of

(Liabilities) Presented in the

Balance Sheet

 

Derivative (liabilities):

 

  

 

 

 

  

 

 

 

 

 

 

 

Natural gas

–swaps

 

$

(1,657

)

 

$

2,913

 

 

$

1,256

 

 

–swaptions

 

 

(2,594

)

 

 

1,325

 

 

 

(1,269

)

 

–basis swaps

 

 

(1,371

)

 

 

1,092

 

 

 

(279

)

Crude oil

–swaps

 

 

(4,814

)

 

 

4,794

 

 

 

(20

)

 

–swaptions

 

 

(2,254

)

 

 

1,597

 

 

 

(657

)

 

–calls

 

 

(349

)

 

 

349

 

 

 

0

 

NGLs

–C3 propane spread swaps

 

 

(16,040

)

 

 

1,913

 

 

 

(14,127

)

 

–C5 natural gasoline swaps

 

 

(127

)

 

 

127

 

 

 

0

 

Freight

–swaps

 

 

0

 

 

 

1,028

 

 

 

1,028

 

 

 

 

$

(29,206

)

 

$

15,138

 

 

$

(14,068

)

The effects of our derivatives on our consolidated statements of operations are summarized below (in thousands):

 

Derivative Fair Value (Loss) Income

 

 

 

Three Months Ended

September 30,

 

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

 

2019

 

 

 

2020

 

 

 

2019

 

Commodity swaps

$

(91,425

)

 

$

60,090

 

 

$

142,413

 

 

$

161,799

 

Swaptions

 

(14,166

)

 

 

10,358

 

 

 

(15,520

)

 

 

39,451

 

Three-way collars

 

(20,705

)

 

 

 

 

 

(38,267

)

 

 

0

 

Collars

 

(16,893

)

 

 

356

 

 

 

(14,336

)

 

 

(3,590

)

Calls

 

(255

)

 

 

(224

)

 

 

(12

)

 

 

(224

)

Basis swaps

 

15,587

 

 

 

3,448

 

 

 

31,750

 

 

 

7,801

 

Freight swaps

 

2,737

 

 

 

648

 

 

 

(4,276

)

 

 

2,953

 

Divestiture contingent consideration

 

430

 

 

 

 

 

 

430

 

 

 

 

Total

$

(124,690

)

 

$

74,676

 

 

$

102,182

 

 

$

208,190

 

 

 

Derivative Fair Value (Loss) Income

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Commodity swaps

 

$

(172,566

)

 

$

5,484

 

 

$

(225,330

)

 

$

233,838

 

Swaptions

 

 

(19,268

)

 

 

(2,019

)

 

 

(16,612

)

 

 

(1,353

)

Three-way collars

 

 

(53,705

)

 

 

(6,200

)

 

 

(52,832

)

 

 

(17,562

)

Collars

 

 

(38,934

)

 

 

2,557

 

 

 

(52,222

)

 

 

2,557

 

Calls

 

 

0

 

 

 

(33

)

 

 

(775

)

 

 

242

 

Basis swaps

 

 

17,368

 

 

 

(5,180

)

 

 

19,523

 

 

 

16,163

 

Freight swaps

 

 

(38

)

 

 

(912

)

 

 

(704

)

 

 

(7,013

)

Divestiture contingent consideration

 

 

17,460

 

 

 

0

 

 

 

21,390

 

 

 

0

 

Total

 

$

(249,683

)

 

$

(6,303

)

 

$

(307,562

)

 

$

226,872

 

1816


(12) FAIR VALUE MEASUREMENTS

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. There are three approaches for measuring the fair value of assets and liabilities: the market approach, the income approach and the cost approach, each of which includes multiple valuation techniques. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to measure fair value by converting future amounts, such as cash flows or earnings, into a single present value amount using current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace the service capacity of an asset. This is often referred to as current replacement cost. The cost approach assumes that the fair value would not exceed what it would cost a market participant to acquire or construct a substitute asset of comparable utility, adjusted for obsolescence.

The fair value accounting standards do not prescribe which valuation technique should be used when measuring fair value and does not prioritize among the techniques. These standards establish a fair value hierarchy that prioritizes the inputs used in applying the various valuation techniques. Inputs broadly refer to the assumptions that market participants use to make pricing decisions, including assumptions about risk. Level 1 inputs are given the highest priority in the fair value hierarchy while Level 3 inputs are given the lowest priority. The three levels of the fair value hierarchy are as follows:

Level 1 – Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.
Level 2 – Observable market-based inputs or unobservable inputs that are corroborated by market data. These are inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.
Level 3 – Unobservable inputs for which there is little, if any, market activity for the asset or liability being measured. These inputs reflect management’s best estimates of the assumptions market participants would use in determining fair value. Our Level 3 measurements consist of instruments using standard pricing models and other valuation methods that utilize unobservable pricing inputs that are significant to the overall fair value.

Level 1 – Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2 – Observable market-based inputs or unobservable inputs that are corroborated by market data. These are inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3 – Unobservable inputs for which there is little, if any, market activity for the asset or liability being measured. These inputs reflect management’s best estimates of the assumptions market participants would use in determining fair value. Our Level 3 measurements consist of instruments using standard pricing models and other valuation methods that utilize unobservable pricing inputs that are significant to the overall fair value.

Valuation techniques that maximize the use of observable inputs are favored. Assets and liabilities are classified in their entirety based on the lowest priority level of input that is significant to the fair value measurement. The assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the placement of assets and liabilities within the levels of the fair value hierarchy.

Significant uses of fair value measurements include:

impairment assessments of long-lived assets; and
recorded value of derivative instruments and trading securities.

impairment assessments of long-lived assets;

recorded value of derivative instruments and trading securities; and

our divestiture contract obligation.

The need to test long-lived assets can be based on several indicators, including a significant reduction in prices of natural gas, oil and condensate, NGLs, unfavorable adjustments to reserves, significant changes in the expected timing of production, other changes to contracts or changes in the regulatory environment in which a property is located.

1917


Fair Values – Recurring

We use a market approach for our recurring fair value measurements and endeavor to use the best information available. The following tables present the fair value hierarchy for assets and liabilities measured at fair value, on a recurring basis (in thousands):

 

Fair Value Measurements at September 30, 2020 using:

 

 

Quoted Prices

in Active

Markets for

Identical Assets

(Level 1)

 

 

Significant

Other

Observable

Inputs

(Level 2)

 

 

Significant

Unobservable

Inputs

(Level 3)

 

 

Total

Carrying

Value as of

September 30,

2020

 

Trading securities held in the deferred compensation plans

$

56,859

 

 

$

0

 

 

$

0

 

 

$

56,859

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commodity price derivatives –swaps

 

0

 

 

 

(9,068

)

 

 

0

 

 

 

(9,068

)

                                               –collars

 

0

 

 

 

(14,169

)

 

 

0

 

 

 

(14,169

)

                                               –three-way collars

 

0

 

 

 

(39,883

)

 

 

0

 

 

 

(39,883

)

                                               –basis swaps

 

0

 

 

 

4,871

 

 

 

0

 

 

 

4,871

 

                                               –swaptions

 

0

 

 

 

0

 

 

 

(20,368

)

 

 

(20,368

)

Derivatives–freight swaps

 

0

 

 

 

(1,388

)

 

 

0

 

 

 

(1,388

)

Divestiture contingent consideration

 

0

 

 

 

15,420

 

 

 

0

 

 

 

15,420

 

 

 

 

Fair Value Measurements at June 30, 2021 using:

 

 

 

 

Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

 

Total
Carrying
Value as of
June 30,
2021

 

Trading securities held in the deferred compensation
   plans

 

$

66,804

 

 

$

0

 

 

$

0

 

 

$

66,804

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commodity price derivatives

 –swaps

 

 

0

 

 

 

(161,808

)

 

 

0

 

 

 

(161,808

)

 

–collars

 

 

0

 

 

 

(31,128

)

 

 

(5,814

)

 

 

(36,942

)

 

–three-way collars

 

 

0

 

 

 

(62,582

)

 

 

0

 

 

 

(62,582

)

 

–basis swaps

 

 

0

 

 

 

26,063

 

 

 

0

 

 

 

26,063

 

 

–swaptions

 

 

0

 

 

 

0

 

 

 

(26,414

)

 

 

(26,414

)

Derivatives–freight swaps

 

 

 

0

 

 

 

37

 

 

 

0

 

 

 

37

 

Divestiture contingent consideration

 

 

0

 

 

 

37,350

 

 

 

0

 

 

 

37,350

 

 

 

 

Fair Value Measurements at December 31, 2020 using:

 

 

 

 

Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

 

Total
Carrying
Value as of
December 31,
2020

 

Trading securities held in the deferred compensation
   plans

 

$

63,942

 

 

$

0

 

 

$

0

 

 

$

63,942

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commodity price derivatives

–swaps

 

 

0

 

 

 

6,642

 

 

 

0

 

 

 

6,642

 

 

–calls

 

 

0

 

 

 

0

 

 

 

(546

)

 

 

(546

)

 

–collars

 

 

0

 

 

 

7,016

 

 

 

(3,487

)

 

 

3,529

 

 

–three-way collars

 

 

0

 

 

 

(17,818

)

 

 

0

 

 

 

(17,818

)

 

–basis swaps

 

 

0

 

 

 

4,491

 

 

 

0

 

 

 

4,491

 

 

–swaptions

 

 

0

 

 

 

0

 

 

 

(9,803

)

 

 

(9,803

)

Derivatives–freight swaps

 

 

 

0

 

 

 

1,104

 

 

 

0

 

 

 

1,104

 

Divesture contingent consideration

 

 

0

 

 

 

15,960

 

 

 

0

 

 

 

15,960

 

 

Fair Value Measurements at December 31, 2019 using:

 

 

Quoted Prices

in Active

Markets for

Identical Assets
(Level 1)

 

  

Significant

Other

Observable

Inputs

(Level 2)

 

  

Significant

Unobservable
Inputs

(Level 3)

 

  

Total

Carrying

Value as of

December 31,

2019

 

Trading securities held in the deferred compensation plans

$

62,009

 

  

$

0

  

  

$

0

 

  

$

62,009

 

Commodity price derivatives –swaps

 

0

 

  

 

131,886

 

  

 

0

 

  

 

131,886

 

                                               –calls

 

0

 

 

 

(349

)

 

 

0

 

 

 

(349

)

                                               –basis swaps

 

0

 

 

 

(4,732

)

 

 

0

 

 

 

(4,732

)

                              ��                –swaptions

 

0

 

 

 

0

 

 

 

(4,848

)

 

 

(4,848

)

Derivatives–freight swaps

 

0

 

 

 

1,529

 

 

 

0

 

 

 

1,529

 

Our trading securities in Level 1 are exchange-traded and measured at fair value with a market approach using end of period market values. Derivatives in Level 2 are measured at fair value with a market approach using third-party pricing services which have been corroborated with data from active markets or broker quotes. As of SeptemberJune 30, 2020,2021, a portion of our natural gas and oil derivative instruments contain swaptions where the counterparty has the right, but not the obligation, to enter into a fixed price swap on a pre-determined date. In addition to our swaptions in Level 3 at June 30, 2021, we have NGLs collars. Derivatives in Level 3 are also measured at fair value with a market approach using third-party pricing services which have been corroborated with data from active markets or broker quotes. SubjectivityHowever, the subjectivity in the volatility factors utilized can cause a significant change in the fair value measurement of our swaptions.derivatives in Level 3 and is considered a significant unobservable input. For our swaptions, we used a weighted average implied volatility of 23% for natural gas and 31% for crude oil. We utilizealso utilized a range of implied volatilities from 21%29% to 32%50% for our NGLs collars with a weighted average implied volatility of 26%36%. The following is a reconciliation of the beginning and ending balances for derivative instruments classified as Level 3 in the fair value hierarchy (in thousands):

 

  

As of

September 30,

 2020

 

Balance at December 31, 2019

  

$

(4,848

)

Total losses:

 

 

 

 

Included in earnings

 

 

(19,124

)

Settlements, net

 

 

2,769

 

Transfers in and/or out of Level 3

 

 

835

 

Balance at September 30, 2020

  

$

(20,368

)

18


As of
June 30,
 2021

Balance at December 31, 2020

$

(13,836

)

Total losses:

Included in earnings

(7,627

)

Additions

(20,515

)

Settlements

5,176

Transfers out of Level 3

4,574

Balance at June 30, 2021

$

(32,228

)

20


Divestiture Contingent Consideration. In August 2020, we completed the sale of our North Louisiana assets where we are entitled to receive contingent consideration of up to $90 million, based on future achievement of natural gas and oil prices based on published indexes along with NGLs prices based on the realized NGLs prices of the buyer. We used an option pricing model to estimate the fair value of the contingent consideration using significant Level 2 inputs that include quoted future commodity prices based on active markets and implied volatility factors. See also Note 4 and Note 11 for additional information.markets.

Trading securities.Our trading securities held in the deferred compensation plan are accounted for using the mark-to-market accounting method and are included in other assets in the accompanying consolidated balance sheets. We elected to adopt the fair value option to simplify our accounting for the investments in our deferred compensation plan. Interest, dividends, and mark-to-market gains or losses are included in deferred compensation plan expense in the accompanying consolidated statements of operations. For thirdsecond quarter 2020,2021, interest and dividends were $114,000$118,000 and the mark-to-market adjustment was a gain of $3.2$2.3 million compared to interest and dividends of $197,000$124,000 and a mark-to-market lossgain of $361,000$7.6 million in thirdsecond quarter 2019.2020. For first ninesix months 20202021, interest and dividends were $385,000$227,000 and the mark-to-market adjustment was a gain of $234,000$4.3 million compared to interest and dividends of $560,000$227,000 and a mark-to-market adjustment of a gainloss of $6.3$3.0 million in the same period of 2019.first six months 2020.

Fair Values – Non-recurring

Certain assets are measured at fair value on a non-recurring basis. These assets are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances. Our proved natural gas and oil properties are reviewed for impairment periodically as events or changes in circumstances indicate the carrying amount may not be recoverable. As a result of such a proved property review in fourth quarter 2019, we recorded noncash impairment charges to reduce the carrying value of our North Louisiana assets. We calculated the fair value of these assets using a discounted cash flow model which uses Level 3 inputs. There were 0 proved property impairment charges in first nine months 2019. The following table presents the value of these assets measured at fair value on a nonrecurring basis at the time impairment was recorded (in thousands):

 

  

Year Ended December 31, 2019

 

 

 

Fair Value

 

 

 

Impairment

 

 

North Louisiana

  

$  370,500

 

 

 

$  1,093,531

 

 

 

 

 

 

 

 

 

 

 

In first quarter 2020, we recognized additional impairment charges of $77.0$77.0 million that reduced the carrying value to the anticipated sales proceeds for our North Louisiana assets which is a market approach using Level 2 inputs. See also Note 4 and Note 14 for additional information.

North Louisiana Divestiture. We have recorded a divestiture contract obligationThese assets were sold in conjunction with the sale of our North Louisiana assets. The fair value of this obligation was determined as of the closing date using Level 3 inputs based on a probability-weighted forecast that considers historical results, market conditions and various potential development plans of the buyer to arrive at the estimated present value of the future payments. The present value of the future cash payments was determined using a 12 percent discount rate. See also Note 4 and Note 14 for additional information.third quarter 2020. There were

Leases. As part of our ongoing effort to reduce general and administrative expense due to both the lower commodity price environment and in conjunction with the sale of our North Louisiana assets, we have vacated one floor in our Fort Worth headquarters. We have recorded an impairment related to this lease of $2.0 million which is included in impairment of0 proved property and other assetsimpairment charges in our consolidated statements of operations for thirdsecond quarter 2020.or first six months 2021.

21

19


Fair Values – Reported

The following presents the carrying amounts and the fair values of our financial instruments as of SeptemberJune 30, 20202021 and December 31, 20192020 (in thousands):

 

 

September 30, 2020

 

 

December 31, 2019

 

 

 

Carrying
Value

 

 

Fair
Value

 

 

Carrying
Value

 

 

Fair
Value

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commodity swaps, collars and basis swaps

 

$

4,906

 

 

$

4,906

 

 

$

137,554

 

 

$

137,554

 

Divestiture contingent consideration

 

 

15,420

 

 

 

15,420

 

 

 

0

 

 

 

0

 

Marketable securities (a)

 

 

56,859

 

 

 

56,859

 

 

 

62,009

 

 

 

62,009

 

(Liabilities):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commodity swaps, collars and basis swaps

 

 

(84,911

)

 

 

(84,911

)

 

 

(14,068

)

 

 

(14,068

)

Bank credit facility (b)

 

 

(706,000

)

 

 

(706,000

)

 

 

(477,000

)

 

 

(477,000

)

5.75% senior notes due 2021 (b)

 

 

(25,496

)

 

 

(25,592

)

 

 

(374,139

)

 

 

(375,909

)

5.00% senior notes due 2022 (b)

 

 

(169,589

)

 

 

(163,558

)

 

 

(511,886

)

 

 

(501,582

)

5.875% senior notes due 2022 (b)

 

 

(48,528

)

 

 

(47,819

)

 

 

(297,617

)

 

 

(294,757

)

Other senior notes due 2022 (b)

 

 

(490

)

 

 

(482

)

 

 

(590

)

 

 

(592

)

5.00% senior notes due 2023 (b)

 

 

(532,335

)

 

 

(505,787

)

 

 

(741,531

)

 

 

(683,291

)

4.875% senior notes due 2025 (b)

 

 

(750,000

)

 

 

(676,425

)

 

 

(750,000

)

 

 

(645,098

)

9.25% senior notes due 2026 (b)

 

 

(850,000

)

 

 

(873,103

)

 

 

0

 

 

 

0

 

5.75% senior subordinated notes due 2021 (b)

 

 

(19,896

)

 

 

(19,477

)

 

 

(22,214

)

 

 

(21,539

)

5.00% senior subordinated notes due 2022 (b)

 

 

(9,730

)

 

 

(8,666

)

 

 

(19,054

)

 

 

(17,011

)

5.00% senior subordinated notes due 2023 (b)

 

 

(7,712

)

 

 

(7,127

)

 

 

(7,712

)

 

 

(7,654

)

Deferred compensation plan (c)

 

 

(84,538

)

 

 

(84,538

)

 

 

(74,472

)

 

 

(74,472

)

 

 

June 30, 2021

 

 

December 31, 2020

 

 

 

Carrying
Value

 

 

Fair
Value

 

 

Carrying
Value

 

 

Fair
Value

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Commodity swaps, collars and basis swaps

 

$

9,998

 

 

$

9,998

 

 

$

24,052

 

 

$

24,052

 

Divestiture contingent consideration

 

 

37,350

 

 

 

37,350

 

 

 

15,960

 

 

 

15,960

 

Marketable securities (a)

 

 

66,804

 

 

 

66,804

 

 

 

63,942

 

 

 

63,942

 

(Liabilities):

 

 

 

 

 

 

 

 

 

 

 

 

Commodity swaps, collars and basis swaps

 

 

(271,644

)

 

 

(271,644

)

 

 

(36,453

)

 

 

(36,453

)

Bank credit facility (b)

 

 

(121,000

)

 

 

(121,000

)

 

 

(702,000

)

 

 

(702,000

)

5.75% senior notes due 2021 (b)

 

 

0

 

 

 

0

 

 

 

(25,496

)

 

 

(25,474

)

5.00% senior notes due 2022 (b)

 

 

(169,589

)

 

 

(173,691

)

 

 

(169,589

)

 

 

(170,128

)

5.875% senior notes due 2022 (b)

 

 

(48,528

)

 

 

(49,676

)

 

 

(48,528

)

 

 

(48,471

)

Other senior notes due 2022 (b)

 

 

0

 

 

 

0

 

 

 

(490

)

 

 

(490

)

5.00% senior notes due 2023 (b)

 

 

(532,335

)

 

 

(553,879

)

 

 

(532,335

)

 

 

(521,699

)

4.875% senior notes due 2025 (b)

 

 

(750,000

)

 

 

(778,718

)

 

 

(750,000

)

 

 

(707,918

)

9.25% senior notes due 2026 (b)

 

 

(850,000

)

 

 

(937,423

)

 

 

(850,000

)

 

 

(888,208

)

8.25% senior notes due 2029 (b)

 

 

(600,000

)

 

 

(676,512

)

 

 

0

 

 

 

0

 

5.75% senior subordinated notes due 2021 (b)

 

 

0

 

 

 

0

 

 

 

(19,896

)

 

 

(19,589

)

5.00% senior subordinated notes due 2022 (b)

 

 

0

 

 

 

0

 

 

 

(9,730

)

 

 

(9,247

)

5.00% senior subordinated notes due 2023 (b)

 

 

0

 

 

 

0

 

 

 

(7,712

)

 

 

(6,604

)

Deferred compensation plan (c)

 

 

(148,205

)

 

 

(148,205

)

 

 

(96,563

)

 

 

(96,563

)

(a) Marketable securities, which are held in our deferred compensation plans, are actively traded on major exchanges.

(b) The book value of our bank debt approximates fair value because of its floating rate structure. The fair value of our senior notes and our senior subordinated notes is based on end of period market quotes which are Level 2 inputs.

(c) The fair value of our deferred compensation plan is updated to the closing price on the balance sheet date which is a Level 1 input.

(a)

Marketable securities, which are held in our deferred compensation plans, are actively traded on major exchanges.

(b)

The book value of our bank debt approximates fair value because of its floating rate structure. The fair value of our senior notes and our senior subordinated notes is based on end of period market quotes which are Level 2 inputs.

(c)

The fair value of our deferred compensation plan is updated to the closing price on the balance sheet date which is a Level 1 input.

Our current assets and liabilities include financial instruments, the most significant of which are trade accounts receivable and payable. We believe the carrying values of our current assets and liabilities approximate fair value. Our fair value assessment incorporates a variety of considerations, including (1) the short-term duration of the instruments and (2) our historical and expected incurrence of bad debt expense. Non-financial liabilities initially measured at fair value include asset retirement obligations, operating lease liabilities and the divestiture contract obligation.  obligation that we incurred in conjunction with the sale of our North Louisiana assets.

Concentrations of Credit Risk

As of SeptemberJune 30, 2020,2021, our primary concentrations of credit risk are the risks of not collecting accounts receivable and the risk of a counterparty’s failure to perform under derivative obligations. Most of our receivables are from a diverse group of companies, including major energy companies, pipeline companies, local distribution companies, financial institutions and end-users in various industries. Letters of credit or other appropriate securitiesassurances are obtained as deemed necessary to limit our risk of loss. Our allowance for uncollectable receivables was $3.0 million$393,000 at SeptemberJune 30, 2020 and $8.82021 compared to $3.0 million at December 31, 2019.2020. Our derivative exposure to credit risk is diversified primarily among major investment grade financial institutions, where we have master netting agreements which provide for offsetting payables against receivables from separate derivative contracts. To manage counterparty risk associated with our derivatives, we select and monitor our counterparties based on our assessment of their financial strength and/or credit ratings. We may also limit the level of exposure with any single counterparty. At SeptemberJune 30, 2020,2021, our derivative counterparties include NaN19 financial institutions, of which all but five5 are secured lenders in our bank credit facility. At SeptemberJune 30, 2020,2021, our net derivative asset includes a net payablereceivable of $2.2$9.7 million to 2from four of these counterparties that are not participants in our bank credit facility and aan aggregate net receivablepayable of $3.3$5.6 million from threeto one of these counterparties.

Allowance for Expected Credit Losses. Each reporting period, we assess the recoverability of material receivables using historical data, current market conditions and reasonable and supported forecasts of future economic conditions to determine their expected collectability. The loss given default method is used when, based on management’s judgment, an allowance for expected credit losses should be accrued on a material receivable to reflect the net amount to be collected. See Note 3 for a discussion on adoption of the new accounting standards update on financial instruments-credit losses.

2220


(13) STOCK-BASED COMPENSATION PLANS

Stock-Based Awards

We have 2 active equity-based stock plans;plans: our Amended and Restated 2005 Equity-Based Incentive Compensation Plan which we refer to as the 2005 Plan and theour Amended and Restated 2019 Equity-Based Compensation Plan, which was approved by our stockholders in May 2019 and amended in May 2020.Plan. Under these plans, various awards may be issued to non-employee directors and employees pursuant to decisions of the Compensation Committee, which is composed of only non-employee, independent directors.

Total Stock-Based Compensation Expense

Stock-based compensation represents amortization of restricted stock and performance units. Unlike the other forms of stock-based compensation, the mark-to-market adjustment of the liability related to the vested restricted stock held in our deferred compensation plan is directly tied to the change in our stock price and not directly related to the functional expenses and therefore, is not allocated to the functional categories. The following details the allocation of stock-based compensation to functional expense categories (in thousands):

 

 

Three Months Ended

September 30,

 

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

 

2019

 

 

 

2020

 

 

 

2019

 

Direct operating expense

$

(74

)

 

$

319

 

 

$

810

 

 

$

1,459

 

Brokered natural gas and marketing expense

 

324

 

 

 

522

 

 

 

905

 

 

 

1,523

 

Exploration expense

 

189

 

 

 

496

 

 

 

891

 

 

 

1,372

 

General and administrative expense

 

6,863

 

 

 

8,423

 

 

 

24,071

 

 

 

27,561

 

Termination costs

 

2,020

 

 

 

(1

)

 

 

2,020

 

 

 

25

 

Total stock-based compensation

$

9,322

 

 

$

9,759

 

 

$

28,697

 

 

$

31,940

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Direct operating expense

 

$

340

 

 

$

434

 

 

$

667

 

 

$

884

 

Brokered natural gas and marketing expense

 

 

443

 

 

 

168

 

 

 

893

 

 

 

581

 

Exploration expense

 

 

362

 

 

 

372

 

 

 

748

 

 

 

702

 

General and administrative expense

 

 

9,382

 

 

 

9,179

 

 

 

18,787

 

 

 

17,208

 

Total stock-based compensation expense

 

$

10,527

 

 

$

10,153

 

 

$

21,095

 

 

$

19,375

 

Stock-Based Awards

Restricted Stock Awards. We grant restricted stock units under our equity-based stock compensation plans. These restricted stock units, which we refer to as restricted stock Equity Awards, generally vest over a three-year period, contingent on the recipient’s continued employment. The grant date fair value of the Equity Awards is based on the fair market value of our common stock on the date of grant.

The Compensation Committee also grants restricted stock to certain employees and non-employee directors of the Board of Directors as part of their compensation. We also grant restricted stock to certain employees for retention purposes. Compensation expense is recognized over the balance of the vesting period, which is typically three years for employee grants and immediateone year vesting for non-employee directors. In May 2020, vesting for non-employee directors was changed to one year after grant date. All restricted stock awards are issued at prevailing market prices at the time of the grant and the vesting is based upon an employee’s continued employment with us. Prior to vesting, all restricted stock award recipients have the right to vote such stock and receive dividends thereon. Upon grant of these restricted shares, which we refer to as restricted stock Liability Awards, the majority of these shares are generally placed in our deferred compensation plan and, upon vesting, withdrawals are allowed in either cash or in stock. In early 2021, vesting for new grants of restricted stock Liability Awards changed to a three-year cliff vesting from a ratable 30%-30%-40% vesting schedule. These Liability Awards are classified as a liability and are remeasured at fair value each reporting period. This mark-to-market amount is reported in deferred compensation plan expense in the accompanying consolidated statements of operations. Historically, we have used authorized but unissued shares of stock when restricted stock is granted. However, we can also utilize treasury shares when available.

Stock-Based Performance Units. We grant 3 types of performance share awards: 2 based on internal performance conditions which were initially measured against internal debt-adjusted performance metrics (Production Per Share Awards or “PS-PSUs”PS-PSUs and ReserveReserves Per Share Awards or “RS-PSUs”)RS-PSUs) and 1 based on market conditions measured based on Range’s performance relative to a predetermined peer group (“TSR Awards”(TSR Awards or “TSR-PSUs”)TSR-PSUs).In first quarter 2021, our internal performance metrics were changed to focus on debt reduction and to include an environmental component. For shares granted in first quarter 2021, the performance conditions will be measured against internal metrics of Debt/EBITDAX (earnings before interest, taxes, depreciation, amortization and exploration expense) and emission intensity performance. These shares will vest at the end of three years and the three-year performance target was set in first quarter 2021.

Each unit granted represents 1 share of our common stock. These units are settled in stock and the amount of the payout is based on (1) the vesting percentage, which can berange from 0 to 200%200% based on performance achieved, which is determined by the Compensation Committee and (2) the value of our common stock on the vesting date which is determined by the Compensation Committee.date. Dividend equivalents may accrue during the performance period and are paid in stock at the end of the performance period. The performance period for the TSR-PSUs is three years. Theyears. Prior to 2021, the performance period for the PS/RS-PSUs iswas based on annual performance targets earned over a three-year period.

2321


Restricted Stock – Equity Awards

In first ninesix months 2020,2021, we granted 4.52.3 million restricted stock Equity Awards to employees at an average grant date fair value of $3.42$10.20 which generally vest over a three-year period compared to 2.84.5 million at an average grant date fair value of $10.59$3.42 in first ninesix months 2019.2020. We recorded compensation expense for these outstanding awards of $13.4$10.3 million in first ninesix months 20202021 compared to $18.9$10.0 million in the same period of 2019.2020. Restricted stock Equity Awards are not issued to employees until such time as they are vested and the employeesvested. Employees do not have the option to receive cash.

Restricted Stock – Liability Awards

In first ninesix months 2020,2021, we granted 3.31.2 million shares of restricted stock Liability Awards as compensation to employees at an average grant date fair value of $3.03$9.30 which generally vest overat the end of a three-year period and 217,00097,000 shares were granted to non-employee directors at an average price of $5.38$11.99 with vesting over one year.at the end of a one-year period. In first ninesix months 2019,2020, we granted 1.03.3 million shares of restricted stock Liability Awards as compensation to employees at an average grant date fair value of $10.39$3.03 with vesting generally over a three-year period and 183,000 shares217,000 were granted to non-employee directors at an average price of $9.11$5.38 with immediate vesting.vesting at the end of a one-year period. We recorded compensation expense for these Liability Awards of $7.9 $5.7million in first ninesix months 20202021 compared to $7.0$5.4 million in first ninesix months 2019.2020. The majority of these awards are held in our deferred compensation plan, are classified as a liability and are remeasured at fair value each reporting period. This mark-to-market amount is reported as deferred compensation expense in our consolidated statements of operations (see additional discussion below). The following is a summary of the status of our non-vested restricted stock outstanding at SeptemberJune 30, 2020:2021:

 

 

Restricted Stock
Equity Awards

 

 

Restricted Stock
Liability Awards

 

 

 

Shares

 

 

Weighted
Average Grant
Date Fair Value

 

 

Shares

 

 

Weighted
Average Grant
Date Fair Value

 

Outstanding at December 31, 2020

 

 

2,815,860

 

 

$

4.97

 

 

 

1,186,636

 

 

$

4.18

 

Granted

 

 

2,340,114

 

 

 

10.20

 

 

 

1,283,039

 

 

 

9.50

 

Vested

 

 

(1,217,427

)

 

 

7.45

 

 

 

(941,832

)

 

 

6.52

 

Forfeited

 

 

(60,377

)

 

 

6.22

 

 

 

0

 

 

 

0

 

Outstanding at June 30, 2021

 

 

3,878,170

 

 

$

7.33

 

 

 

1,527,843

 

 

$

7.20

 

 

Restricted Stock

Equity Awards

 

  

Restricted Stock

Liability Awards

 

 

Shares

 

 

Weighted

Average Grant

Date Fair Value

 

  

Shares

 

 

Weighted

Average Grant

Date Fair Value

 

Outstanding at December 31, 2019

 

2,002,239

 

 

 $

12.32

  

  

 

411,126

 

 

 $

10.94

  

Granted                                             

 

4,462,711

 

 

 

3.42

  

  

 

3,529,686

 

 

 

3.18

  

Vested                                                 

 

(1,788,235

)

 

 

7.08

  

  

 

(2,003,051

)

 

 

4.03

  

Forfeited                                              

 

(431,201

)

 

 

8.47

  

  

 

(81,570

)

 

 

3.02

  

Outstanding at September 30, 2020

 

4,245,514

 

 

5.56

  

  

 

1,856,191

 

 

$

3.98

  

Stock-Based Performance Units

Production Per Share and Reserve Per Share Awards (debt-adjusted).Internal Performance Metric Awards. These awards The PS-PSUs and RS-PSUs vest at the end of the three-year performance period. The performance metrics for each year are set by the Compensation Committee no later than March 31 of such year.Committee. If the performance metric for the applicable period is not met, that portion is considered forfeited and there is an adjustment to the expense recorded. See additional information above for shares granted in first quarter 2021. The following is a summary of our non-vested PS/RS-PSUsinternal performance awards outstanding at SeptemberJune 30, 2020:2021:

 

 

Number of
Units

 

 

Weighted
Average Grant
Date Fair Value

 

Outstanding at December 31, 2020

 

 

1,099,102

 

 

$

5.92

 

Units granted (a)

 

 

303,231

 

 

 

9.81

 

Vested and issued (b)

 

 

(306,978

)

 

 

12.20

 

Forfeited

 

 

0

 

 

 

0

 

Outstanding at June 30, 2021

 

 

1,095,355

 

 

$

7.80

 

(a) Amounts granted reflect the number of performance units granted; however, the actual payout of shares will be between 0 and 200% depending on achievement of specifically identified performance targets. Units granted in first quarter 2021 were to our CEO, CFO and COO only.

 

 

 

 

 

Number of

Units

 

 

 

Weighted

Average Grant Date Fair Value

 

Outstanding at December 31, 2019

 

881,573

 

 

$

11.70

 

Units granted (a)

 

777,847

 

 

 

2.33

 

Vested (b)

 

(101,150

)

 

 

15.32

 

Forfeited (c)

 

(259,711

)

 

 

2.33

 

Outstanding at September 30, 2020

 

1,298,559

 

 

$

5.37

 

(b) For certain of the PS-PSUs and RS-PSUs awards issued during 2018 the aggregate payout was approximately 137% of target for the March 2018 grants with a positive performance adjustment of 290,140 shares.

(a)

Amounts granted reflect the number of performance units granted; however, the actual payout of shares will be between 0 and 200% depending on achievement of specifically identified performance targets.

(b)

For the PS-PSUs and RS-PSUs awards issued during 2017 the aggregate payout was approximately 150% of target for the March 2017 and May 2017 grants with a positive performance adjustment of 58,591 shares.

(c)

For PS-PSU’s tranches granted in 2018, 2019 and 2020 which were set to vest in 2021 and the performance metric is not expected to be met.

We recorded PS/RS-PSUs compensation incomeexpense of $2.3$1.8 million in first ninesix months 20202021 compared to expense of $2.3$1.8 millionin first ninesix months 2019.2020.

24


TSR Awards. TSR-PSUs granted are earned, or not earned, based on the comparative performance of Range’s common stock measured against a predetermined group of companies in the peer group over a three-year performance period. The fair value of the TSR-PSUs is estimated on the date of grant using a Monte Carlo simulation model which utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award grant and calculates the fair

22


value of the award. The fair value is recognized as stock-based compensation expense over the three-year performance period. Expected volatilities utilized in the model were estimated using a combination of a historical period consistent with the remaining performance period of three years and option implied volatilities. The risk-free interest rate was based on the United States Treasury rate for a term commensurate with the life of the grant. The following assumptions were used to estimate the fair value of TSR-PSUs granted during first ninesix months 20202021 and 2019:2020:

 

 

Nine Months

Ended

September 30,

 

 

 

  

2020

 

  

2019

 

 

Risk-free interest rate

 

 

1.4

%

 

 

2.4

%

 

Expected annual volatility

 

 

65

%

 

 

46

%

 

Grant date fair value per unit

 

$

3.85

 

 

$

11.34

 

 

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

Risk-free interest rate

 

 

0.2

%

 

 

1.4

%

Expected annual volatility

 

 

75

%

 

 

65

%

Grant date fair value per unit

 

$

12.58

 

 

$

3.85

 

The following is a summary of our non-vested TSR PSUsTSR-PSUs award activities:

 

 


Number of

Units

 

 

Weighted

Average
Grant Date

Fair Value

 

 

Outstanding at December 31, 2019

 

 

993,452

 

 

$

19.00

 

 

Units granted (a)

 

 

610,155

 

 

 

3.85

 

 

Vested (b)

 

 

(278,184

)

 

 

26.12

 

 

Forfeited

 

 

(75,899

)

 

 

26.66

 

 

Outstanding at September 30, 2020

 

 

1,249,524

 

 

$

9.55

 

 

 

 

Number of
Units

 

 

Weighted
Average
Grant Date
Fair Value

 

Outstanding at December 31, 2020

 

 

1,249,524

 

 

$

9.55

 

Units granted (a)

 

 

223,687

 

 

 

12.58

 

Vested and issued (b)

 

 

(325,217

)

 

 

18.51

 

Forfeited

 

 

0

 

 

 

0

 

Outstanding at June 30, 2021

 

 

1,147,994

 

 

$

7.60

 

(a ) These amounts reflect the number of performance units granted. The actual payout of shares may be between 0 and 200% of the performance units granted depending on the total shareholder return ranking compared to our peer companies at the vesting date.

(b) Includes TSR-PSUs awards issued related to the 2018 performance period where the return on our common stock was was negative and therefore, the performance multiple and actual payout was reduced to 100%.

(a)

These amounts reflect the number of performance units granted. The actual payout of shares may be between 0 and 200% of the performance units granted depending on the total shareholder return ranking compared to our peer companies at the vesting date.

(b)

Includes TSR-PSUs awards issued related to the 2017 performance period where the return on our common stock was in the 60th percentile for the March 2017 grant and the 80th percentile for the May 2017 grant. The remaining 2017 awards are considered to be forfeited.

We recorded TSR-PSUs compensation expense of $1.9$1.2 million in first ninesix months 20202021 compared to $2.2$1.5 million in the same period of 2019.2020. Fair value is amortized over the performance period with no adjustment to the expense recorded for actual targets achieved.

Other Post Retirement Benefits

Effective fourth quarter 2017, as part of our officer succession plan, we implemented a post retirement benefit plan to assist in providing health care to officers who are active employees (including their spouses) and have met certain age and service requirements. These benefits are not funded in advance and are provided up to age 65 or at the date they become eligible for Medicare, subject to various cost-sharing features. There was approximately $90,000$90,000 of estimated prior service costs amortized from accumulated other comprehensive income into general and administrative expense in both the three months ended SeptemberJune 30, 2021 and 2020 and 2019 and approximately $275,000$185,000 amortized in both the ninesix months ended SeptemberJune 30, 20202021 and 2019.2020. Those employees that qualifiedqualify for this new retirement health care plan were also fully vested in all equity grants. Effective October 2018, officers who qualify for the plan are required to provide reasonable notice of retirement and beginning in 2019 must provide one year of service after thean equity grant date to be fully vested in an equitythe grant.

Deferred Compensation Plan

Our deferred compensation plan gives non-employee directors and officers the ability to defer all or a portion of their salaries, bonuses or director fees and invest in Range common stock or make other investments at the individual’s discretion. Range provides a partial matching contribution to officers which vests over three years.years. In early 2021, vesting for the matching contribution was changed to a three-year cliff vesting schedule. The assets of the plan are held in a grantor trust, which we refer to as the Rabbi Trust, and are therefore available to satisfy the claims of our general creditors in the event of bankruptcy or insolvency. Our stock held in the Rabbi Trust is treated as a liability award as employees are allowed to take withdrawals from the Rabbi Trust either in cash or in Range stock. The liability for the vested portion of the stock held in the Rabbi Trust is reflected as deferred compensation liability in the accompanying consolidated balance sheets and is adjusted to fair value each reporting period by a charge or credit to deferred compensation plan expense on our

25


consolidated statements of operations. The assets of the Rabbi Trust, other than our common stock, are invested in marketable securities and reported at their market value as other assets in the accompanying consolidated balance sheets. The deferred compensation liability reflects the vested market value of the marketable securities and Range stock held in the Rabbi Trust. Changes in the market value of the marketable securities and changes in the fair value of the deferred compensation plan liability are charged or credited to deferred

23


compensation plan expense each quarter. We recorded a mark-to-market loss of $6.2$35.5 million in thirdsecond quarter 20202021 compared to a mark-to-market gainloss of $8.9$12.6 million in thirdsecond quarter 2019.2020. We recorded a mark-to-market loss of $10.3$55.3 million in first ninesix months 20202021 compared to a mark-to-market gainloss of $16.4$4.1 million in first ninesix months 2019.2020. The Rabbi Trust held 6.16.5 million shares (4.4(5.0 million of which were vested) of Range stock at SeptemberJune 30, 20202021 compared to 3.26.1 million shares (2.75.0 million of which were vested) at December 31, 2019.2020.

(14) EXIT AND TERMINATION COSTS

Exit Costs

In August 2020, we sold our North Louisiana assets and retained certain gathering, transportation and processing obligations which extend into 2030. These are contracts where we will not realize any future benefit. The estimated obligations are included in current and long-term divestiture contract obligation in our consolidated balance sheet. The present valuesheets. In first six months 2021, we recorded accretion expense of our estimated obligations was$25.0 million. In second quarter 2021, we recorded as an exit cost which totaled $479.8 million. Also associated with this sale, we agreed to pay a midstream company $28.5net favorable adjustment of $28.2 million to reduce this obligation due to a reduction of certain contractual payments compared to those originally estimated and a change to our financialestimated drilling plans of the buyer. The estimated discounted divestiture contract obligation related to the minimum volume commitments associated with this asset which was also recorded as an exit cost in third quarter 2020.$436.1 million at June 30, 2021.

In second quarter 2020, we negotiated capacity releases on certain transportation pipelines in Pennsylvania effective May31, 2020 and extending through the remainder of the contract. As a result of these releases, weWe recorded exittermination costs of $10.4$10.4 million which representsrepresented the discounted present value of our remaining obligationsobligation to the third party.third-party. The estimated remaining discounted obligation for these transportation capacity releases as of June 30, 2021 was $8.4 million.

Termination Costs

In third quarter 2020, we completed the sale of our North Louisiana assets. We recorded $2.5 million of severance costs and stock-based compensation expense associated with this sale. In third quarter 2020, we also announced an additional reduction in our work force as we continue to focus on lowering administrative expenses and recorded $3.7 million of severance costs and stock-based compensation expense related to this reduction in force. In first quarter 2020, we completed the sale of our shallow legacy assets in Northwestnorthwestern Pennsylvania and we recorded $1.6$1.6 million of severance costs in first quarter 2020 which is primarily related to the sale of these assets. In third quarter 2019, we sold various non-core assets in Pennsylvania and accrued $819,000 of severance costs related to this sale. In second quarter 2019, we announced another reduction in our work force and recorded $2.2 million of severance costs related to this work force reduction. The following summarizes our exit and termination costs for the three and ninesix months ended SeptemberJune 30, 20202021 and 20192020 (in thousands):

 

Three Months Ended

September 30,

 

 

 

Nine Months Ended

September 30,

 

2020

 

 

2019

 

 

 

2020

 

 

2019

 

 

Severance costs                               

$

4,191

 

 

$

819

 

 

 

$

5,638

 

 

$

3,000

 

 

Transportation contract capacity releases (including accretion of

   discount)      

 

233

 

 

 

0

 

 

 

 

10,678

 

 

 

0

 

 

Divestiture contract obligation (including accretion of discount)      

 

486,689

 

 

 

0

 

 

 

 

486,689

 

 

 

0

 

 

One-time minimum volume commitment contract payment

 

28,500

 

 

 

0

 

 

 

 

28,500

 

 

 

0

 

 

Stock-based compensation             

 

2,020

 

 

 

0

 

 

 

 

2,020

 

 

 

25

 

 

 

$

521,633

 

 

$

819

 

 

 

$

533,525

 

 

$

3,025

 

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Severance costs

 

$

0

 

 

$

(148

)

 

$

509

 

 

$

1,447

 

Transportation contract capacity releases (including
   accretion of discount)

 

 

184

 

 

 

10,445

 

 

 

394

 

 

 

10,445

 

Divestiture contract obligation (including accretion of
   discount)

 

 

(16,130

)

 

 

0

 

 

 

(3,135

)

 

 

0

 

 

 

$

(15,946

)

 

$

10,297

 

 

$

(2,232

)

 

$

11,892

 

The following details the accrued exit and termination cost liability activity for the ninesix months ended SeptemberJune 30, 20202021 (in thousands):

 

 

 

 

 

 

 

 

Exit

Costs

 

 

Termination

Costs

 

 

Balance at December 31, 2019

$

0

 

 

$

4,692

 

 

Accrued severance costs

 

0

 

 

 

5,638

 

 

Accrued contract obligations

 

490,115

 

 

 

0

 

 

Accretion of discount

 

7,252

 

 

 

0

 

 

Payments

 

(959

)

 

 

(6,170

)

 

Balance at September 30, 2020

$

496,408

 

 

$

4,160

 

 

 

 

Exit
Costs
(1)

 

 

Termination
Costs

 

Balance at December 31, 2020

 

$

493,543

 

 

$

1,454

 

Accrued severance costs

 

 

0

 

 

 

509

 

Accretion of discount

 

 

25,424

 

 

 

0

 

Divestiture contract obligation - changes in estimate

 

 

(28,165

)

 

 

0

 

Payments

 

 

(46,321

)

 

 

(1,594

)

Balance at June 30, 2021

 

$

444,481

 

 

$

369

 

(1) Includes the divestiture contract obligation and the transportation contract capacity release obligation.

2624


(15) CAPITAL STOCK

We have authorized capital stock of 485.0 million shares which includes 475.0 million shares of common stock and 10.0 million shares of preferred stock. We currently have 0 preferred stock issued or outstanding. The following is a schedule of changes in the number of common shares outstanding since the beginning of 2019:2020:

 

 

Six Months
Ended
June 30,
2021

 

 

Year
Ended
December 31,
2020

 

Beginning balance

 

 

246,348,092

 

 

 

249,630,803

 

Restricted stock grants

 

 

1,286,737

 

 

 

3,390,358

 

Restricted stock units vested

 

 

1,483,436

 

 

 

1,226,473

 

Performance stock units issued

 

 

640,468

 

 

 

279,420

 

Performance stock dividends

 

 

13,966

 

 

 

18,700

 

Treasury shares

 

 

1,112

 

 

 

(8,197,662

)

Ending balance

 

 

249,773,811

 

 

 

246,348,092

 

 

 

Nine Months
Ended
September 30,
2020

 

 

Year
Ended
December 31,
2019

 

Beginning balance

 

 

249,630,803

 

 

 

249,510,022

 

Restricted stock grants

 

 

3,390,358

 

 

 

1,186,290

 

Restricted stock units vested

 

 

1,104,596

 

 

 

720,212

 

Performance stock units issued

 

 

279,420

 

 

 

12,747

 

Performance stock dividends

 

 

18,700

 

 

 

0

 

Treasury shares acquired

 

 

(8,197,662

)

 

 

(1,798,468

)

Ending balance

 

 

246,226,215

 

 

 

249,630,803

 

Stock Repurchase Program

In October 2019, our Board of Directors authorized a $100.0$100.0 million common stock repurchase program. Under this program, we may repurchase shares in open market transactions, from time to time, in accordance with applicable SEC rules and federal securities laws. The following is a schedule of the change in treasury shares for the three and ninesix months ended SeptemberJune 30, 2020:2021:

 

 

Three Months
Ended
September 30,
2020

 

 

Nine Months
Ended
September 30,
2020

 

Beginning balance

 

 

10,007,327

 

 

 

1,808,133

 

Rabbi trust shares distributed/sold

 

 

(1,532

)

 

 

(2,338

)

Shares repurchased

 

 

0

 

 

 

8,200,000

 

Ending balance

 

 

10,005,795

 

 

 

10,005,795

 

 

 

Three Months
Ended
June 30,
2021

 

 

Six Months
Ended
June 30,
2021

 

Beginning balance

 

 

10,004,683

 

 

 

10,005,795

 

Rabbi trust shares distributed/sold

 

 

0

 

 

 

(1,112

)

Shares repurchased

 

 

0

 

 

 

0

 

Ending balance

 

 

10,004,683

 

 

 

10,004,683

 

(16) SUPPLEMENTAL CASH FLOW INFORMATION

 

 

Nine Months 

Ended 

September 30,

 

 

 

 

2020

 

 

 

2019

 

 

 

 

(in thousands)

 

Net cash provided from operating activities included:

 

 

 

 

 

 

 

 

Income taxes refunded from taxing authorities

 

$

343

 

 

$

0

 

Interest paid

 

 

(145,319

)

 

 

(151,602

)

Non-cash investing and financing activities included:

 

 

 

 

 

 

 

 

Increase in asset retirement costs capitalized

 

 

4,587

 

 

 

812

 

Decrease in accrued capital expenditures

 

 

(38,942

)

 

 

(4,424

)

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

 

(in thousands)

 

Net cash provided from operating activities included:

 

 

 

 

 

 

Income taxes refunded from taxing authorities

 

$

0

 

 

$

2,154

 

Interest paid

 

 

(87,337

)

 

 

(78,265

)

Non-cash investing and financing activities included:

 

 

 

 

 

 

Increase in asset retirement costs capitalized

 

 

2,098

 

 

 

4,247

 

Increase (decrease) in accrued capital expenditures

 

 

3,185

 

 

 

(31,307

)

27


(17) COMMITMENTS AND CONTINGENCIES

Litigation

We are the subject of, or party to, a number of pending or threatened legal actions and administrative proceedings arising in the ordinary course of our business including, but not limited to, royalty claims, contract claims and environmental claims. While many of these matters involve inherent uncertainty, we believe that the amount of the liability, if any, ultimately incurred with respect to these actions, proceedings or claims will not have a material adverse effect on our consolidated financial position as a whole or on our liquidity, capital resources or future annual results of operations.

When deemed necessary, we establish reserves for certain legal proceedings. The establishment of a reserve is based on an estimation process that includes the advice of legal counsel and subjective judgment of management. While management believes these reserves to be adequate, it is reasonably possible we could incur additional losses with respect to those matters in

25


which reserves have been established. We will continue to evaluate our litigation on a quarterly basis and will establish and adjust any litigation reserves as appropriate to reflect our assessment of the then current status of litigation.

We have incurred and will continue to incur capital, operating and remediation expenditures as a result of environmental laws and regulations. As of SeptemberJune 30, 2020,2021, liabilities for remediation were not material. We are not aware of any environmental claims existing as of SeptemberJune 30, 20202021 that have not been provided for or would otherwise have a material impact on our financial position or results of operations. Environmental liabilities normally involve estimates that are subject to revision until final resolution, settlement or remediation occurs.

Obligations Following Divestitures

Certain contractual obligations were retained by us after our divestitureOn March 4, 2021 a punitive class action lawsuit was filed in the Western District of Pennsylvania in Case No. 2:21-CV-301 (Jacobowitz v. Range Resources Corporation et al.) in which the Plaintiff seeks to represent a class of Range stockholders who purchased or acquired stock from April 29, 2016 to February 10, 2021. This lawsuit has been transferred to the U.S. District Court for the Northern District of Texas (Fort Worth Division). The lawsuit claims that Range misclassified certain wells as inactive rather than having plugged the wells and that such alleged misclassification affected the determination of our North Louisiana assets. These obligations are primarily relatedasset retirement obligation accrual. The lawsuit claims that the disclosure of a $294,000 agreed penalty that we paid to gathering, processing and transportation agreements including certain minimum volume commitments. For additional information see Note 4 and Note 14.

Transportation, Gathering and Processing Commitments

We have entered into firm transportation, gathering and processing commitmentsthe Pennsylvania Department of Environmental Protection (DEP) in connection with various pipeline carriers and midstream companies associated with our Pennsylvania production. The accrued obligations shown below is primarily the contractual obligations retained after the saleDEP’s investigation of our North Louisiana assetsapplication for inactive status for a small number of our wells which the DEP disclosed during market hours on February 10, 2021 was the basis for the Plaintiffs’ discovery of the alleged misrepresentations. We maintain that the factual allegations and the claims made in the litigation are baseless; there were no misrepresentations made and our asset retirement obligation was properly calculated. We also maintain that the market fully absorbed the information disclosed by the DEP on February 10, 2021 and the stock price on that day did not decrease. Given our view of the litigation as baseless, we plan to vigorously defend the litigation.

(18) SUSPENDED EXPLORATORY WELL COSTS

We capitalize exploratory well costs until a determination is not includedmade that the well has either found proved reserves or that it is impaired. Capitalized exploratory well costs are presented in total commitments below.  natural gas and oil properties in the accompanying consolidated balance sheets. If an exploratory well is determined to be impaired, the well costs are charged to exploration expense in the accompanying consolidated statements of operations. The ultimate settlement amount and timing of these accrued obligations cannot be precisely determined. As of Septemberfollowing table reflects the changes in capitalized exploratory well costs for the six months ended June 30, 2020, future minimum transportation, gathering and processing fees are as follows2021 (in thousands):

 

 

 

Remainder 2020

$

212,604

 

2021

 

849,807

 

2022

 

812,176

 

2023

 

779,226

 

2024

 

763,965

 

Thereafter

 

4,817,605

 

Total commitments

$

8,235,383

 

Accrued obligations (see also Note 14)

$

496,408

 

 

 

 

2021

 

 

 

 

 

Balance at beginning of period

 

$

7,709

 

Additions to capitalized exploratory well costs pending the
   determination of proved reserves

 

 

5,431

 

Reclassifications to wells, facilities and equipment based on
   determination of proved reserves

 

 

(13,140

)

Capitalized exploratory well costs, charged to expense

 

 

0

 

Balance at end of period

 

$

0

 

Less exploratory well costs that have been capitalized for a period
   of one year or less

 

$

0

 

Capitalized exploratory well costs that have been capitalized for a
   period greater than one year

 

$

0

 

2826


(18)

(19) Costs Incurred for Property Acquisition, Exploration and Development(a)

 

 

Nine Months

Ended

September 30,

2020

 

 

Year

Ended

December 31, 2019

 

 

 

(in thousands)

 

Acquisitions:

 

 

 

 

 

 

 

 

Acreage purchases

 

$

11,864

 

 

$

57,324

 

Development

 

 

283,354

 

 

 

666,984

 

Exploration:

 

 

 

 

 

 

 

 

Expense

 

 

22,296

 

 

 

35,117

 

Stock-based compensation expense

 

 

895

 

 

 

1,566

 

Gas gathering facilities:

 

 

 

 

 

 

 

 

Development

 

 

2,764

 

 

 

3,583

 

Subtotal

 

 

321,173

 

 

 

764,574

 

Asset retirement obligations

 

 

4,587

 

 

 

11,193

 

Total costs incurred

 

$

325,760

 

 

$

775,767

 

 

 

Six Months
Ended
June 30,
2021

 

 

Year
Ended
December 31,
2020

 

 

 

(in thousands)

 

Acquisitions:

 

 

 

 

 

 

Acreage purchases

 

$

10,142

 

 

$

26,166

 

Development

 

 

207,354

 

 

 

369,093

 

Exploration:

 

 

 

 

 

 

Drilling

 

 

5,432

 

 

 

7,709

 

Expense

 

 

9,818

 

 

 

31,376

 

Stock-based compensation expense

 

 

748

 

 

 

1,279

 

Gas gathering facilities:

 

 

 

 

 

 

Development

 

 

2,179

 

 

 

3,694

 

Subtotal

 

 

235,673

 

 

 

439,317

 

Asset retirement obligations

 

 

2,098

 

 

 

2,610

 

Total costs incurred

 

$

237,771

 

 

$

441,927

 

(a) Includes costs incurred whether capitalized or expensed.

27


ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

(a)

Includes costs incurred whether capitalized or expensed.

29


ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview of Our Business

We are a Fort Worth, Texas-based independent natural gas, and natural gas liquids (“NGLs”)(NGLs) and oil company primarily engaged in the exploration, development and acquisition of natural gas properties in the Appalachian region of the United States. We operate in one segment and have a single company-wide management team that administers all properties as a whole rather than by discrete operating segments. We track only basic operational data by area. We do not maintain complete separate financial statement information by area. We measure financial performance as a single enterprise and not on a geographical or an area-by-area basis.

Our overarching business objective is to build stockholder value through returns-focused development measured on a per share debt adjusted basis.of natural gas properties. Our strategy to achieve our business objective is to generate consistent cash flows from reserves and production through internally generated drilling projects occasionally coupled with complementary acquisitions and divestitures of non-core or, at times, core assets. In addition, we target funding our capital spending to at or below operating cash flow. Our revenues, profitability and future growth depend substantially on prevailing prices for natural gas and NGLs and on our ability to economically find, develop, acquire, produce and market natural gas and NGLs reserves. Commodity prices have been and are expected to remain volatile. We believe that we are well-positioned to manageOur primary near-term focus includes the challenges presented in a volatile pricing environment by:following:

operate safely and efficiently;
target limiting capital spending at or below cash flow;
reduce direct emissions and target net zero direct emissions by 2025;
achieve competitive returns on investments;
preserve liquidity and improve financial strength;
focus on organic opportunities through disciplined capital investments;
improve operational efficiencies and economic returns;
attract and retain quality employees; and
align incentives with our stockholders’ interests and key business objectives.

exercising discipline in our capital program as we target capital spending within operating cash flows and, if required, with borrowing under our bank credit facility;

continuing to optimize drilling, completion and operational efficiencies;

continuing to focus on improving our cost structure;

continuing to pursue asset sales to reduce debt;

continuing to manage price risk by hedging our production; and

continuing to manage our balance sheet.

We prepare our financial statements in conformity with U.S. GAAP which requires us to make estimates and assumptions that affect our reported results of operations and the amount of our reported assets, liabilities and proved natural gas and NGLs reserves. We use the successful efforts method of accounting for our natural gas, NGLs and NGLsoil activities.

Prices for natural gas, NGLs and oil fluctuate widely and affect:

revenues, profitability and cash flow;
the quantity of natural gas, NGLs and oil we can economically produce;
the quantity of natural gas, NGLs and oil shown as proved reserves;
the amount of cash flows available for capital expenditures; and
our ability to borrow and raise additional capital.

revenues, profitability and cash flow;

the quantity of natural gas, NGLs and oil we can economically produce;

the quantity of natural gas, NGLs and oil shown as proved reserves;

the amount of cash flows available for capital expenditures; and

our ability to borrow and raise additional capital.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the preceding consolidated financial statements and notes in Item 1.

Impact of the COVID-19 Pandemic

The COVID-19 pandemic has resulted in a worldwide economic downturn and there continues to be considerable uncertainty with respect to the economic effects the pandemic will have on financial and commodity markets. One of the impacts of COVID-19 has been a significant decline in the demand for crude oil, and to a lesser extent, natural gas.

We have three priorities while navigating through this continuing period of volatility and uncertainty:

First, to ensure the health and safety of our employees and the contractors which provide services to us;

Second, to continue to monitor the impact this pandemic has on demand for our products and related commodity prices impacts; and

Third, to ensure Range adapts and emerges from this event in as strong of a position as possible. Our objective and focus when the pandemic comes to an end is to emerge as a better company as we continue to drive our long-term strategies.

This pandemic could affect our operations, major facilities or employees’ health; however, as of the date of this filing, we have not experienced a significant disruption to our operations and we have implemented pre-existing contingency

30


planning, with many employees working remotely where possible in compliance with governmental restrictions and CDC best practices. We have a crisis team in place monitoring the rapidly evolving situation and recommending risk mitigation actions; we have implemented travel restrictions as well as visitor protocols; and we are following masking and social distancing practices in our offices and other work sites. There has been no material impact on supply for most of our sourced materials and to the extent such an impact has been realized or anticipated, continuity plans have been activated. We are also working closely with our processing and pipeline transportation partners to anticipate possible impacts on our continued operations. Our efforts to respond to the challenges presented by this pandemic have helped to minimize the impact of the pandemic to our business and operations.

The impact that COVID-19 will have on our business, cash flows, liquidity, financial condition and results of operations will depend on future developments, including, among others, the ultimate geographic spread and severity of the virus, any resurgence in COVID-19 transmission and infection, the consequences of governmental and other measures designed to mitigate the spread of the virus and alleviate strain on the healthcare system, the development of effective treatments, actions taken by customers, suppliers and other third parties, workforce availability and the timing and extent to which normal economic and operating conditions resume.

Market Conditions

Prices for natural gas, NGLs and oil that we produce significantly impact our revenues and cash flows. Prices for commodities, such as hydrocarbons, are inherently volatile.volatile and are affected by many factors outside of our control. Natural gas and oil benchmarks decreasedincreased in thirdsecond quarter 20202021 when compared to the same period in 20192020 and asalso in the first six months 2021 when compared to the same period in 2020. As a result, we experienced decreasedincreased price realizations. In March 2020, Saudi ArabiaNYMEX natural gas futures have shown some improvements based on market expectations that gas supplies will be limited due to slower growth of associated gas related activity in oil basins combined with reduced activity in natural gas basins and Russia engaged ingrowing demand for liquefied natural gas exports. Through the end of second quarter 2021, uncertainty continued related to how long it will take to return to a dispute over production levels that caused globalbalanced oil pricessupply and demand environment. Other factors such as the duration of the COVID-19 pandemic and the speed and effectiveness of vaccine distributions to decline at a historic rate. On April 9, 2020, OPECcombat the virus are expected to directly impact the

28


recovery of world economic growth and Russia reached an agreement to reduce crude oil production by 9.7MMbbl per day.the demand for oil. As we continue to monitor the impact of the actions of OPEC and other large producing nations the dispute over production levels between Russia and Saudi Arabia and the level of demand impacted by COVID-19,uncertainty associated with governmental policies aimed at redirecting fossil fuel consumption towards lower carbon energy, we expect prices for some or all of the commodities we produce to remain volatilevolatile.

Throughout the COVID-19 pandemic, we leveraged our emergency response protocols and could decline further from current levels.

While crude oil prices have recovered frombusiness continuity plan to help manage our operations and workforce. Much of our workforce worked remotely for a significant period of time since the lows experienced in April 2020, they remain at depressed levels. NYMEX natural gas futures have shown some improvements based on market expectations that declines in future natural gas supplies due to a substantial reductionpandemic began. During June 2021, the majority of associated gas relatedour corporate workforce returned to the curtailment ofoffice. Working remotely did not negatively impact our ability to maintain operations in oil basins throughout the United States will more than offset the lower demand experienced with the COVID-19 pandemic. and did not cause us to incur significant additional expenses.

The following table lists related benchmarks for natural gas, oil and NGLs composite prices for the three and ninesix months ended SeptemberJune 30, 20202021 and 2019:2020:

 

 

Three Months Ended

September 30,

 

 

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

 

2019

 

 

 

 

2020

 

 

 

2019

 

 

Benchmarks:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average NYMEX prices (a)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (per mcf)

$

1.95

 

 

$

2.23

 

 

 

$

1.87

 

 

$

2.67

 

 

Oil (per bbl)

 

40.90

 

 

 

56.42

 

 

 

 

38.87

 

 

 

57.33

 

 

Mont Belvieu NGLs composite (per gallon) (b)

 

0.40

 

 

 

0.38

 

 

 

 

0.35

 

 

 

0.46

 

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Benchmarks:

 

 

 

 

 

 

 

 

 

 

 

 

Average NYMEX prices (a)

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (per mcf)

 

$

2.84

 

 

$

1.72

 

 

$

2.76

 

 

$

1.83

 

Oil (per bbl)

 

 

65.96

 

 

 

27.09

 

 

 

62.06

 

 

 

38.03

 

Mont Belvieu NGLs composite (per gallon) (b)

 

 

0.63

 

 

 

0.30

 

 

 

0.62

 

 

 

0.32

 

(a) Based on weighted average of bid week prompt month prices on the New York Mercantile Exchange (“NYMEX”).

(b) Based on our estimated NGLs product composition per barrel.

(a)

Based on weighted average of bid week prompt month prices on the New York Mercantile Exchange (“NYMEX”).

(b)

Based on our estimated NGLs product composition per barrel.

Our price realizations (not including the impact of our derivatives) may differ from thethese benchmarks for many reasons, including quality, location or production being sold at different indices.

Consolidated Results of Operations

Overview of ThirdSecond Quarter 20202021 Results

Our financial results are significantly impacted by commodity prices. For thirdsecond quarter 2020,2021, we experienced a decreasean increase in revenue from the sale of natural gas, NGLs and oil due to a 21% decrease75% increase in net realized prices (average prices including all derivative settlements and third-party transportation costs paid by us) and slightlysomewhat offset by lower production volumes when compared to the same quarter of 2019.2020. Daily production averaged 2.22.1 Bcfe in both the thirdsecond quarter 2020 and2021 compared to 2.3 Bcfe in the same period of the prior year. Reducedyear due to the sale of our North Louisiana properties in third quarter 2020. In addition, net operating costs offset a portion of these price declineswere lower when compared to the same period of 2019.2020.

31


During thirdsecond quarter 2020,2021, we recognized a net loss of $680.0$156.5 million, or $2.83$0.65 per diluted common share compared to a net loss of $27.6$167.6 million, or $0.11$0.70 per diluted common share, during thirdsecond quarter 2019.2020. The decreaseimprovement in our net incomeloss for thirdsecond quarter 2021 compared to the second quarter 2020 from third quarter 2019 is primarily due to the accrual ofincludes significantly higher realized prices, lower net operating costs and a favorable divestiture contract obligation associated with the sale of our North Louisiana assets,adjustment offset by reduced derivative fair value income (or the non-cash fair value adjustment related to our derivatives) due to higher commodity prices and lower net realized prices partially offset by lower operating costs.higher deferred compensation expense.

Our thirdsecond quarter 20202021 financial and operating performance included the following results:

revenue from the sale of natural gas, NGLs and oil increased 78% from the same period of 2020 with a 99% increase in average realized prices (before cash settlements on our derivatives) partially offset by lower production volumes;
revenue from the sale of natural gas, NGLs and oil (including cash settlements on our derivatives) increased 24% from the same period of 2020;
direct operating expense per mcfe was 9% lower than the same period of 2020 (see discussion on page 34);
reduced our depletion, depreciation and amortization (“DD&A”) rate per mcfe by 4% from the same period of 2020; and
reduced debt by $66.3 million with cash flow from operations.

extended our debt maturities by issuing $300.0 million of additional new senior notes and used the proceeds, along with proceeds received from the sale of our North Louisiana assets, to redeem $500.0 million principal amount of certain senior and senior subordinated notes due in 2021, 2022 and 2023;

repurchased in the open market $2.9 million face value of certain of our senior and senior subordinated notes at a discount and recorded a gain on early extinguishment of debt;

reduced transportation, gathering, processing and compression on a per mcfe basis 7%, and on an absolute basis 9%, when compared to the same period of 2019;

direct operating expense per mcfe was 41% lower from the same period of 2019 (see discussion on page 38);

reduced general and administrative expense on a per mcfe basis 5%, and on an absolute basis 7%, when compared to the same period of 2019 (see discussion on page 38);

reduced our depletion, depreciation and amortization (“DD&A”) rate per mcfe by 28% from the same period of 2019;

revenue from the sale of natural gas, NGLs and oil decreased 20% from the same period of 2019 with an 18% decrease in average realized prices (before cash settlements on our derivatives) and slightly lower production volumes;

revenue from the sale of natural gas, NGLs and oil (including cash settlements on our derivatives) decreased 16% from the same period of 2019; and

entered into additional derivative contracts for 2020 through 2024.

Our cash flow from operating activities in thirdsecond quarter 20202021 was a negative $24.3$174.2 million, a decreasean increase of $128.2$95.4 million from thirdsecond quarter 2019. The third2020. Second quarter 20202021 cash flow from operating activities includes the $28.5 million one-time minimum volume commitment payment paid to a midstream company to lower our financial commitment related to minimum volume commitments retained in the sale of our North Louisiana assets, approximately $28.5 million of closing adjustments related to the sale of our North Louisiana assets, lower netincluded significantly higher realized prices and higher comparative working capital outflows partially offset by lower net operating expenses. We continuecosts compared to repurchase in the open market our senior and senior subordinated notes at a discount. Since August 2019, we have repurchased $362.6second quarter 2020.

29


 million principal amount of various senior and senior subordinated notes at a discount of $47.4 million.

Overview of First Nine Months 2020Six months 2021 Results

For first ninesix months 2020,2021, we experienced a decreasean increase in revenue from the sale of natural gas, NGLs and oil due to a 34% decrease50% increase in net realized prices (average prices including all derivativederivatives settlements and third-party transportation costs paid by us) partiallysomewhat offset by slightly higherlower production volumes when compared to first nine months 2019.the same period of 2020. Daily production averagedaverage 2.1 Bcfe in first six months 2021 compared to 2.3 Bcfe in both the first nine month periodssame period of 2020 and 2019. Operatingthe prior year due to the sale of our North Louisiana properties in third quarter 2020. In addition, net operating costs were lower when compared to the same period of the prior year which partially offset the significant declines in realized prices.2020.

During first ninesix months 2020,2021, we recognized a net loss of $681.6$129.3 million, or $2.82$0.53 per diluted common share compared to a net incomeloss of $89.0$1.4 million, or $0.35$0.01 per diluted common share, during first nine months 2019.the same period of 2020. The declineincrease in our net incomeloss for first ninesix months 20202021 from first ninesix months 20192020 is primarily due to the accrual of a divestiture contract obligation associated with the sale of our North Louisiana assets, reduced derivative fair value income (or the non-cash fair value adjustmentsadjustment related to our derivatives), a lower gain on asset sales and higher impairment charges and lower net realized pricesdeferred compensation plan expense partially offset by significantly higher realized prices, lower net operating costs, slightly higher production volumeslower proved property impairment and a gain on sale of assets.lower DD&A expense.

32


Our first ninesix months 2020 financial and operating performance included the following results:

issued $850.0 million of new senior notes and used those proceeds, along with the proceeds from the sale of our North Louisiana assets, to redeem $1.0 billion of senior and senior subordinated notes due in 2021, 2022 and 2023;

revenue from the sale of natural gas, NGLs and oil increased 57% from the same period of 2020 with a 75% increase in average realized prices (before cash settlements on our derivatives) partially offset by lower production volumes;

repurchased in the open market $161.0 million face value of certain of our senior and senior subordinated notes at a discount and recorded a gain on early extinguishment of debt;

revenue from the sale of natural gas, NGLs and oil (including settlements on our derivatives) increased 14% from the same period of 2020;

maintained liquidity under the bank credit facility with the reaffirmation of a $3.0 billion borrowing base and $2.4 billion in lender commitments;

direct operating expense per mcfe was 23% lower than the same period of 2020 (see discussion on page 34);

repurchased 8.2 million shares of common stock in the open market;

reduced transportation, gathering, processing and compression on an absolute basis by 1% when compared to the same period of 2020 (see discussion on page 32);

realized $179.0 million of cash flow from operating activities;

reduced general and administrative expense on an absolute basis by 3% when compared to the same period of 2020 (see discussion on page 35);

revenue from the sale of natural gas, NGLs and oil decreased 32% from the same period of 2019 with a 33% decrease in average realized prices (before cash settlements on our derivatives) partially offset by an increase in production volumes;

reduced our DD&A rate per mcfe by 4% from the same period of 2020;

revenue from the sale of natural gas, NGLs and oil (including cash settlements on our derivatives) decreased 21% from the same period of 2019;

reduced transportation, gathering, processing and compression on a per mcfe basis 9%, and on an absolute basis 8%, when compared to the same period of 2019;

reduced direct operating expenses per mcfe 29% from the same period of 2019 (see discussion on page 38);

reduced general and administrative expense per mcfe 14% from the same period of 2019 (see discussion on page 38);

reduced interest expense per mcfe 4% from the same period of 2019;

reduced our DD&A rate per mcfe by 28% from the same period of 2019; and

entered into additional derivative contracts for 2020 through 2024.

We generated $179.0issued $600.0 million of new senior notes and used the proceeds to reduce our bank credit facility borrowing; and

reduced debt by $44.3 million with cash flow from operations.

Our cash flow from operating activities in first ninesix months 2020, a decrease2021 was $283.4 million, an increase of $370.5$80.2 million from first ninesix months 2019, which reflects2020. First six months 2021 cash flow from operating activities included significantly higher realized prices and lower net realized prices, the one-time $28.5 million minimum volume commitment payment paid to a midstream company to lower our financial commitment related to the minimum volume commitments retained on the sale of our North Louisiana assets and approximately $28.5 million of closing adjustments related to the sale of our North Louisiana assetsoperating costs partially offset by lower operating expenses and slightlythe impact of negative working capital due to higher production volumes.commodity prices.

Natural Gas, NGLs and Oil Sales, Production and Realized Price Calculations

Our revenues vary primarily as a result of changes in realized commodity prices and production volumes. Our revenues are generally recognized when control of the product is transferred to the customer and collectability is reasonably assured. In thirdsecond quarter 2020,2021, natural gas, NGLs and oil sales decreased 20%increased 78% compared to thirdsecond quarter 20192020 with an 18% decreasea 99% increase in average realized prices (before cash settlements on our derivatives). partially offset by a 10% reduction in production volumes. In first ninesix months 2020,2021, natural gas, NGLs and oil sales decreased 32%increased 57% compared to the same period of 2019first six months 2020 with a 33% decrease75% increase in average realized prices (before cash settlements on derivatives) partially offset by a slight increase10% reduction in production.production volumes. The following table illustrates the primary components of natural gas, NGLs, oil and condensate sales for the three and ninesix months ended SeptemberJune 30, 20202021 and 20192020 (in thousands):

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

Change

 

 

%

 

 

2020

 

2019

 

Change

 

%

 

Natural gas, NGLs and oil sales

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas

$

211,638

 

 

$

284,980

 

 

$

(73,342

)

 

(26

%) 

 

$

679,094

 

$

1,063,323

 

$

(384,229

)

(36

%)

NGLs

 

149,263

 

 

 

143,195

 

 

 

6,068

 

 

4

 

 

416,885

 

 

508,035

 

 

(91,150

)

(18

%)

Oil

 

20,652

 

 

 

46,579

 

 

 

(25,927

)

 

(56

%) 

 

 

66,928

 

 

138,629

 

 

(71,701

)

(52

%)

Total natural gas, NGLs and

   oil sales

$

381,553

 

 

$

474,754

 

 

$

(93,201

)

 

(20

%)

 

$

1,162,907

 

$

1,709,987

 

$

(547,080

)

(32

%)

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

Natural gas, NGLs and oil sales

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas

 

$

321,565

 

 

$

214,207

 

 

$

107,358

 

 

 

50

%

 

$

657,366

 

 

$

467,456

 

 

$

189,910

 

 

 

41

%

NGLs

 

 

255,533

 

 

 

124,383

 

 

 

131,150

 

 

 

105

%

 

 

485,941

 

 

 

267,622

 

 

 

218,319

 

 

 

82

%

Oil

 

 

44,757

 

 

 

10,668

 

 

 

34,089

 

 

 

320

%

 

 

81,895

 

 

 

46,276

 

 

 

35,619

 

 

 

77

%

Total natural gas, NGLs and oil sales

 

$

621,855

 

 

$

349,258

 

 

$

272,597

 

 

 

78

%

 

$

1,225,202

 

 

$

781,354

 

 

$

443,848

 

 

 

57

%

Our production is determined by drilling success which offsets the natural decline of our natural gas and oil reserves through production and asset sales. Third quarter 2020 production volumes from the Marcellus Shale were 2.1Bcfe per day, an increase of 5% when compared to the same period of 2019. ThirdSecond quarter 2020 production volumes from our North Louisiana properties were

30


approximately 72.5179.2 Mmcfe per day. Our North Louisianaday and were 172.6 mcfe per day for first six months 2020. These assets were sold in third quarter 2020. Production

33


volumes for first nine months 2020 for Marcellus shale properties were 2.1 Bcfe per day, an increase of 5% compared to the same period of 2019. Production volumes for the first nine months 2020 for our North Louisiana properties were approximately 139.0 Mmcfe per day. Our production for the three and ninesix months ended SeptemberJune 30, 20202021 and 20192020 is set forth in the following table:

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

Change

 

 

%

 

 

2020

 

2019

 

Change

 

%

 

Production (a)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (mcf)

 

142,876,351

 

 

 

143,721,265

 

 

 

(844,914

)

 

(1

%)

 

 

439,764,525

 

 

427,405,931

 

 

12,358,594

 

3

%

NGLs (bbls)

 

9,176,553

 

 

 

9,511,234

 

 

 

(334,681

)

 

(4

%)

 

 

28,525,849

 

 

28,971,049

 

 

(445,200

)

(2

%)

Crude oil (bbls)

 

656,319

 

 

 

939,541

 

 

 

(283,222

)

 

(30

%)

 

 

2,244,741

 

 

2,727,415

 

 

(482,674

)

(18

%)

Total (mcfe) (b)

 

201,873,583

 

 

 

206,425,915

 

 

 

(4,552,332

)

 

(2

%)

 

 

624,388,065

 

 

617,596,715

 

 

6,791,350

 

1

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average daily production (a)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (mcf)

 

1,553,004

 

 

 

1,562,188

 

 

 

(9,184

)

 

(1

%)

 

 

1,604,980

 

 

1,565,589

 

 

39,391

 

3

%

NGLs (bbls)

 

99,745

 

 

 

103,383

 

 

 

(3,638

)

 

(4

%)

 

 

104,109

 

 

106,121

 

 

(2,012

)

(2

%)

Crude oil (bbls)

 

7,134

 

 

 

10,212

 

 

 

(3,078

)

 

(30

%)

 

 

8,192

 

 

9,991

 

 

(1,799

)

(18

%)

Total (mcfe) (b)

 

2,194,278

 

 

 

2,243,760

 

 

 

(49,482

)

 

(2

%)

 

 

2,278,789

 

 

2,262,259

 

 

16,530

 

1

%

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

Production (a)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (mcf)

 

 

131,886,931

 

 

 

151,127,582

 

 

 

(19,240,651

)

 

 

(13

)%

 

 

262,215,672

 

 

 

296,888,174

 

 

 

(34,672,502

)

 

 

(12

)%

NGLs (bbls)

 

 

9,153,411

 

 

 

9,716,261

 

 

 

(562,850

)

 

 

(6

)%

 

 

17,896,355

 

 

 

19,349,296

 

 

 

(1,452,941

)

 

 

(8

)%

Crude oil (bbls)

 

 

777,067

 

 

 

720,125

 

 

 

56,942

 

 

 

8

%

 

 

1,535,058

 

 

 

1,588,422

 

 

 

(53,364

)

 

 

(3

)%

Total (mcfe) (b)

 

 

191,469,799

 

 

 

213,745,898

 

 

 

(22,276,099

)

 

 

(10

)%

 

 

378,804,150

 

 

 

422,514,482

 

 

 

(43,710,332

)

 

 

(10

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average daily production (a)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (mcf)

 

 

1,449,307

 

 

 

1,660,743

 

 

 

(211,436

)

 

 

(13

)%

 

 

1,448,705

 

 

 

1,631,254

 

 

 

(182,549

)

 

 

(11

)%

NGLs (bbls)

 

 

100,587

 

 

 

106,772

 

 

 

(6,185

)

 

 

(6

)%

 

 

98,875

 

 

 

106,315

 

 

 

(7,440

)

 

 

(7

)%

Crude oil (bbls)

 

 

8,539

 

 

 

7,913

 

 

 

626

 

 

 

8

%

 

 

8,481

 

 

 

8,728

 

 

 

(247

)

 

 

(3

)%

Total (mcfe) (b)

 

 

2,104,064

 

 

 

2,348,856

 

 

 

(244,792

)

 

 

(10

)%

 

 

2,092,841

 

 

 

2,321,508

 

 

 

(228,667

)

 

 

(10

)%

(a)Represents volumes sold regardless of when produced.

(b) Oil and NGLs volumes are converted to mcfe at the rate of one barrel equals six mcf based upon the approximate relative energy content of oil to natural gas, which is not indicative of the relationship between oil and natural gas prices.

(a)

Represents volumes sold regardless of when produced.

(b)

Oil and NGLs volumes are converted to mcfe at the rate of one barrel equals six mcf based upon the approximate relative energy content of oil to natural gas, which is not indicative of the relationship between oil and natural gas prices.

Our average realized price received (including all derivative settlements and third-party transportation costs) during thirdsecond quarter 20202021 was $0.99$1.56 per mcfe compared to $1.25$0.89 per mcfe in thirdsecond quarter 2019.2020. Our average realized price received (including all derivative settlements and third-party transportation costs) during first ninesix months 2020 was $1.02$1.55 per mcfe compared to $1.54$1.03 per mcfe in the same period of 2019.first six months 2020. We believe computed final realized prices should include the total impact of transportation, gathering, processing and compression expense. Our average realized price (including all derivative settlements and third-party transportation costs) calculation also includes all cash settlements for derivatives. Average realized prices (excluding derivative settlements) do not include derivative settlements or third-party transportation costs which are reported in transportation, gathering, processing and compression expense in the accompanying consolidated statements of operations. Average realized prices (excluding derivative settlements) do include transportation costs where we receive net revenue proceeds from purchasers. Average realized price calculations for three and ninesix months ended SeptemberJune 30, 20202021 and 20192020 are shown below:

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

Change

 

 

%

 

 

2020

 

2019

 

Change

 

%

 

Average Prices

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average realized prices (excluding derivative settlements):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (per mcf)

$

1.48

 

 

$

1.98

 

 

$

(0.50

)

 

(25

%)

 

$

1.54

 

$

2.49

 

$

(0.95

)

(38

%)

NGLs (per bbl)

 

16.27

 

 

 

15.06

 

 

 

1.21

 

 

8

%

 

 

14.61

 

 

17.54

 

 

(2.93

)

(17

%)

Crude oil and condensate (per bbl)

 

31.47

 

 

 

49.58

 

 

 

(18.11

)

 

(37

%)

 

 

29.82

 

 

50.83

 

 

(21.01

)

(41

%)

Total (per mcfe) (a)

 

1.89

 

 

 

2.30

 

 

 

(0.41

)

 

(18

%)

 

 

1.86

 

 

2.77

 

 

(0.91

)

(33

%)

Average realized prices (including all derivative settlements):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (per mcf)

$

2.00

 

 

$

2.49

 

 

$

(0.49

)

 

(20

%)

 

$

2.10

 

$

2.70

 

$

(0.60

)

(22

%)

NGLs (per bbl)

 

16.17

 

 

 

15.80

 

 

 

0.37

 

 

2

%

 

 

15.18

 

 

19.19

 

 

(4.01

)

(21

%)

Crude oil and condensate (per bbl)

 

50.81

 

 

 

49.73

 

 

 

1.08

 

 

2

%

 

 

49.49

 

 

50.16

 

 

(0.67

)

(1

%)

Total (per mcfe) (a)

 

2.32

 

 

 

2.69

 

 

 

(0.37

)

 

(14

%)

 

 

2.35

 

 

2.99

 

 

(0.64

)

(21

%)

Average realized prices (including all derivative settlements and third-party transportation costs paid by Range):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (per mcf)

$

0.90

 

 

$

1.23

 

 

$

(0.33

)

 

(27

%)

 

$

0.98

 

$

1.41

 

$

(0.43

)

(30

%)

NGLs (per bbl)

 

4.09

 

 

 

3.65

 

 

 

0.44

 

 

12

%

 

 

3.38

 

 

7.28

 

 

(3.90

)

(54

%)

Crude oil and condensate (per bbl)

 

50.56

 

 

 

49.73

 

 

 

0.83

 

 

2

%

 

 

49.07

 

 

50.16

 

 

(1.09

)

(2

%)

Total (per mcfe) (a)

 

0.99

 

 

 

1.25

 

 

 

(0.26

)

 

(21

%)

 

 

1.02

 

 

1.54

 

 

(0.52

)

(34

%)

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

Average Prices

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average realized prices (excluding derivative
   settlements):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (per mcf)

 

$

2.44

 

 

$

1.42

 

 

$

1.02

 

 

 

72

%

 

$

2.51

 

 

$

1.57

 

 

$

0.94

 

 

 

60

%

NGLs (per bbl)

 

 

27.92

 

 

 

12.80

 

 

 

15.12

 

 

 

118

%

 

 

27.15

 

 

 

13.83

 

 

 

13.32

 

 

 

96

%

Crude oil and condensate (per bbl)

 

 

57.60

 

 

 

14.81

 

 

 

42.79

 

 

 

289

%

 

 

53.35

 

 

 

29.13

 

 

 

24.22

 

 

 

83

%

Total (per mcfe) (a)

 

 

3.25

 

 

 

1.63

 

 

 

1.62

 

 

 

99

%

 

 

3.23

 

 

 

1.85

 

 

 

1.38

 

 

 

75

%

Average realized prices (including all derivative
   settlements):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (per mcf)

 

$

2.38

 

 

$

2.02

 

 

$

0.36

 

 

 

18

%

 

$

2.47

 

 

$

2.15

 

 

$

0.32

 

 

 

15

%

NGLs (per bbl)

 

 

25.64

 

 

 

13.51

 

 

 

12.13

 

 

 

90

%

 

 

24.26

 

 

 

14.71

 

 

 

9.55

 

 

 

65

%

Crude oil and condensate (per bbl)

 

 

42.20

 

 

 

45.03

 

 

 

(2.83

)

 

 

(6

)%

 

 

40.91

 

 

 

48.95

 

 

 

(8.04

)

 

 

(16

)%

Total (per mcfe) (a)

 

 

3.04

 

 

 

2.19

 

 

 

0.85

 

 

 

39

%

 

 

3.02

 

 

 

2.37

 

 

 

0.65

 

 

 

27

%

Average realized prices (including all derivative
   settlements and third-party transportation costs
   paid by Range):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (per mcf)

 

$

1.18

 

 

$

0.91

 

 

$

0.27

 

 

 

30

%

 

$

1.25

 

 

$

1.01

 

 

$

0.24

 

 

 

24

%

NGLs (per bbl)

 

 

12.12

 

 

 

2.12

 

 

 

10.00

 

 

 

472

%

 

 

11.05

 

 

 

3.05

 

 

 

8.00

 

 

 

262

%

Crude oil and condensate (per bbl)

 

 

41.63

 

 

 

43.93

 

 

 

(2.30

)

 

 

(5

)%

 

 

40.62

 

 

 

48.45

 

 

 

(7.83

)

 

 

(16

)%

Total (per mcfe) (a)

 

 

1.56

 

 

 

0.89

 

 

 

0.67

 

 

 

75

%

 

 

1.55

 

 

 

1.03

 

 

 

0.52

 

 

 

50

%

31


(a) Oil and NGLs volumes are converted to mcfe at the rate of one barrel equals six mcf based upon the approximate relative energy content of oil to natural gas, which is not indicative of the relationship between oil and natural gas prices.

(a)

Oil and NGLs volumes are converted to mcfe at the rate of one barrel equals six mcf based upon the approximate relative energy content of oil to natural gas, which is not indicative of the relationship between oil and natural gas prices.

Realized prices include the impact of basis differentials and gains or losses realized from our basis hedging. The prices

34


we receive for our natural gas can be more or less than the NYMEX price because of adjustments for delivery location, relative quality and other factors. The following table provides this impact on a per mcf basis:

 

 

Three Months

Ended

September 30,

 

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

 

2019

 

 

 

2020

 

 

 

2019

 

Average natural gas differentials below NYMEX

$

(0.47

)

 

$

(0.25

)

 

$

(0.33

)

 

$

(0.18

)

Realized gains (losses) on basis hedging

$

0.05

 

 

$

(0.01

)

 

$

0.04

 

 

$

0.03

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Average natural gas differentials below NYMEX

 

$

(0.39

)

 

$

(0.30

)

 

$

(0.25

)

 

$

(0.26

)

Realized gains (losses) on basis hedging

 

$

0.01

 

 

$

(0.01

)

 

$

(0.01

)

 

$

0.04

 

The following tables reflect our production and average realized commodity prices (excluding derivative settlements and third-party transportation costs paid by Range) (in thousands, except prices):

Three Months Ended
September 30,

 

 

 

 

Nine Months Ended
September 30,

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

2019

 

 

 

Price

Variance

 

 

 

Volume

Variance

 

 

2020

 

 

 

2019

 

 

 

Price

Variance

 

 

 

Volume

Variance

 

 

2020

 

 

2020

 

 

Price
Variance

 

 

Volume
Variance

 

 

2021

 

 

2020

 

 

Price
Variance

 

 

Volume
Variance

 

 

2021

 

Natural gas

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Price (per mcf)

$

1.98

 

 

$

(0.50

)

 

$

 

$

1.48

 

 

$

2.49

 

 

$

(0.95

)

 

$

 

$

1.54

 

 

$

1.42

 

$

1.02

 

$

 

$

2.44

 

 

$

1.57

 

$

0.94

 

$

 

$

2.51

 

Production (Mmcf)

 

143,721

 

 

 

 

 

 

(845

)

 

142,876

 

 

 

427,406

 

 

 

 

 

 

12,359

 

 

439,765

 

 

 

151,127

 

 

 

 

(19,240

)

 

 

131,887

 

 

 

296,888

 

 

 

 

(34,672

)

 

 

262,216

 

Natural gas sales

$

284,980

 

 

$

(71,667

)

 

$

(1,675

)

$

211,638

 

 

$

1,063,323

 

 

$

(414,975

)

 

$

30,746

 

$

679,094

 

 

$

214,207

 

$

134,630

 

$

(27,272

)

 

$

321,565

 

 

$

467,456

 

$

244,502

 

$

(54,592

)

 

$

657,366

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended
September 30,

 

 

 

 

Nine Months Ended
September 30,

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

2019

 

 

 

Price

Variance

 

 

 

Volume

Variance

 

 

2020

 

 

 

2019

 

 

 

Price

Variance

 

 

 

Volume

Variance

 

 

2020

 

 

2020

 

 

Price
Variance

 

 

Volume
Variance

 

 

2021

 

 

2020

 

 

Price
Variance

 

 

Volume
Variance

 

 

2021

 

NGLs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Price (per bbl)

$

15.06

 

 

$

1.21

 

 

$

 

$

16.27

 

 

$

17.54

 

 

$

(2.93

)

 

$

 

$

14.61

 

 

$

12.80

 

$

15.12

 

$

 

$

27.92

 

 

$

13.83

 

$

13.32

 

$

 

$

27.15

 

Production (Mbbls)

 

9,511

 

 

 

 

 

 

(334

)

 

9,177

 

 

 

28,971

 

 

 

 

 

 

(445

)

 

28,526

 

 

 

9,716

 

 

 

 

(563

)

 

 

9,153

 

 

 

19,349

 

 

 

 

(1,453

)

 

 

17,896

 

NGLs sales

$

143,195

 

 

$

11,107

 

 

$

(5,039

)

$

149,263

 

 

$

508,035

 

 

$

(83,343

)

 

$

(7,807

)

$

416,885

 

 

$

124,383

 

$

138,355

 

$

(7,205

)

 

$

255,533

 

 

$

267,622

 

$

238,415

 

$

(20,096

)

 

$

485,941

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended
September 30,

 

 

 

 

Nine Months Ended
September 30,

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

2019

 

 

 

Price

Variance

 

 

 

Volume

Variance

 

 

2020

 

 

 

2019

 

 

 

Price

Variance

 

 

 

Volume

Variance

 

 

2020

 

 

2020

 

 

Price
Variance

 

 

Volume
Variance

 

 

2021

 

 

2020

 

 

Price
Variance

 

 

Volume
Variance

 

 

2021

 

Crude oil

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Price (per bbl)

$

49.58

 

 

$

(18.11

)

 

$

 

$

31.47

 

 

$

50.83

 

 

$

(21.01

)

 

$

 

$

29.82

 

 

$

14.81

 

$

42.79

 

$

 

$

57.60

 

 

$

29.13

 

$

24.22

 

$

 

$

53.35

 

Production (Mbbls)

 

940

 

 

 

 

 

 

(284

)

 

656

 

 

 

2,727

 

 

 

 

 

 

(482

)

 

2,245

 

 

 

720

 

 

 

 

57

 

 

777

 

 

 

1,588

 

 

 

 

(53

)

 

 

1,535

 

Crude oil sales

$

46,579

 

 

$

(11,886

)

 

$

(14,041

)

$

20,652

 

 

$

138,629

 

 

$

(47,168

)

 

$

(24,533

)

$

66,928

 

 

$

10,668

 

$

33,246

 

$

843

 

$

44,757

 

 

$

46,276

 

$

37,174

 

$

(1,555

)

 

$

81,895

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended
September 30,

 

 

 

 

Nine Months Ended
September 30,

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

2019

 

 

 

Price

Variance

 

 

 

Volume

Variance

 

 

2020

 

 

 

2019

 

 

 

Price

Variance

 

 

 

Volume

Variance

 

 

2020

 

 

2020

 

 

Price
Variance

 

 

Volume
Variance

 

 

2021

 

 

2020

 

 

Price
Variance

 

 

Volume
Variance

 

 

2021

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Price (per mcfe)

$

2.30

 

 

$

(0.41

)

 

$

 

$

1.89

 

 

$

2.77

 

 

$

(0.91

)

 

$

 

$

1.86

 

 

$

1.63

 

$

1.62

 

$

 

$

3.25

 

 

$

1.85

 

$

1.38

 

$

 

$

3.23

 

Production (Mmcfe)

 

206,426

 

 

 

 

 

 

(4,552

)

 

201,874

 

 

 

617,597

 

 

 

 

 

 

6,791

 

 

624,388

 

 

 

213,746

 

 

 

 

(22,276

)

 

 

191,470

 

 

 

422,514

 

 

 

 

(43,710

)

 

 

378,804

 

Total natural gas, NGLs and oil sales

$

474,754

 

 

$

(82,731

)

 

$

(10,470

)

$

381,553

 

 

$

1,709,987

 

 

$

(565,883

)

 

$

18,803

 

 

 

$

1,162,907

 

 

$

349,258

 

$

308,996

 

$

(36,399

)

 

$

621,855

 

 

$

781,354

 

$

524,681

 

$

(80,833

)

 

$

1,225,202

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

32


Transportation, gathering, processing and compression expense was $268.1$282.8 million in thirdsecond quarter 20202021 compared to $295.9$278.9 million in thirdsecond quarter 2019.2020. These third-party costs are lowerhigher in thirdsecond quarter 20202021 when compared to thirdsecond quarter

35


2019 2020 due to certain midstream contract provisionsthe impact of higher NGLs prices which result in North Louisiana being met late last year,higher processing costs and higher fuel costs partially offset by transportation capacity releases in Pennsylvania and the impact of the sale of our North Louisiana assets in mid-thirdthird quarter 2020.

Transportation, gathering, processing and compression expense was $831.7$557.2 million in first ninesix months 20202021 compared to $899.8$563.6 million in first ninesix months 2019.2020. These third-party costs are lower when compared to the same period of the prior year due to certain midstream contract provisions in North Louisiana being met late last year, transportation capacity releasesreleased in Pennsylvania and the impact of lower NGLs prices on our processing costs and the sale of our North Louisiana assets.assets in third quarter 2020 partially offset by the impact of higher NGLs prices which result in higher processing costs and higher fuel costs. We have included these costs in the calculation of average realized prices (including all derivative settlements and third-party transportation expenses paid by Range). The following table summarizes transportation, gathering, processing and compression expense for the three and ninesix months ended SeptemberJune 30, 20202021 and 20192020 on a per mcf and per barrel basis (in thousands, except for costs per unit):

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

Change

 

 

%

 

 

2020

 

2019

 

Change

 

%

 

Transportation, gathering, processing and compression

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas

$

157,097

 

 

$

180,353

 

 

$

(23,256

)

 

(13

%)

 

$

494,305

 

$

554,789

 

$

(60,484

)

(11

%)

NGLs

 

110,849

 

 

 

115,559

 

 

 

(4,710

)

 

(4

%)

 

 

336,491

 

 

344,997

 

 

(8,506

)

(2

%)

Oil

 

162

 

 

 

 

 

 

162

 

 

100

%

 

 

952

 

 

 

 

952

 

100

%

Total

$

268,108

 

 

$

295,912

 

 

$

(27,804

)

 

(9

%)

 

$

831,748

 

$

899,786

 

$

(68,038

)

(8

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (per mcf)

$

1.10

 

 

$

1.25

 

 

$

(0.15

)

 

(12

%)

 

$

1.12

 

$

1.30

 

$

(0.18

)

(14

%)

NGLs (per bbl)

$

12.08

 

 

$

12.15

 

 

$

(0.07

)

 

(1

%)

 

$

11.80

 

$

11.91

 

$

(0.11

)

(1

%)

Oil (per bbl)

$

0.25

 

 

$

 

 

$

0.25

 

 

100

%

 

$

0.42

 

$

 

$

0.42

 

100

%

36


 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

Transportation, gathering,
     processing and compression

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas

 

$

158,637

 

 

$

167,367

 

 

$

(8,730

)

 

 

(5

)%

 

$

320,297

 

 

$

337,208

 

 

$

(16,911

)

 

 

(5

)%

NGLs

 

 

123,758

 

 

 

110,718

 

 

 

13,040

 

 

 

12

%

 

 

236,428

 

 

 

225,642

 

 

 

10,786

 

 

 

5

%

Oil

 

 

449

 

 

 

790

 

 

 

(341

)

 

 

(43

)%

 

 

449

 

 

 

790

 

 

 

(341

)

 

 

(43

)%

Total

 

$

282,844

 

 

$

278,875

 

 

$

3,969

 

 

 

1

%

 

$

557,174

 

 

$

563,640

 

 

$

(6,466

)

 

 

(1

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas (per mcf)

 

$

1.20

 

 

$

1.11

 

 

$

0.09

 

 

 

8

%

 

$

1.22

 

 

$

1.14

 

 

$

0.08

 

 

 

7

%

NGLs (per bbl)

 

$

13.52

 

 

$

11.40

 

 

$

2.12

 

 

 

19

%

 

$

13.21

 

 

$

11.66

 

 

$

1.55

 

 

 

13

%

Oil (per bbl)

 

$

0.58

 

 

$

1.10

 

 

$

(0.52

)

 

 

(47

)%

 

$

0.29

 

 

$

0.50

 

 

$

(0.21

)

 

 

(42

)%

Derivative fair value (loss) income was a loss of $124.7$249.7 million in thirdsecond quarter 20202021 compared to a loss of $6.3million in second quarter 2020. Derivative fair value loss was $307.6 million in first six months 2021 compared to income of $74.7million in third quarter 2019. Derivative fair value income was $102.2$226.9 million in first ninesix months 2020 compared to $208.2 million in first nine months 2019.2020. All of our derivatives are accounted for using the mark-to-market accounting method. Mark-to-market accounting treatment can result in more volatility of our revenues as the change in the fair value of our commodity derivative positions is included in total revenue. As commodity prices increase or decrease, such changes will have an opposite effect on the mark-to-market value of our derivatives. Gains on our derivatives generally indicate potentially lower wellhead revenues in the future while losses indicate potentially higher future wellhead revenues. The following table summarizes the impact of our commodity derivatives for the three and ninesix months ended SeptemberJune 30, 20202021 and 20192020 (in thousands):

 

 

Three Months Ended

September 30,

 

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

 

2019

 

 

 

2020

 

 

 

2019

 

Derivative fair value (loss) income per consolidated statements of operations

$

(124,690

)

 

$

74,676

 

 

$

102,182

 

 

$

208,190

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-cash fair value (loss) gain: (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas derivatives

$

(197,028

)

 

$

(17,345

)

 

$

(231,805

)

 

$

126,296

 

Oil derivatives

 

(15,145

)

 

 

15,925

 

 

 

17,589

 

 

 

(11,857

)

NGLs derivatives

 

(2,329

)

 

 

(3,849

)

 

 

13,642

 

 

 

(46,598

)

Freight derivatives

 

3,568

 

 

 

(63

)

 

 

(2,917

)

 

 

2,000

 

Divestiture contingent consideration

 

430

 

 

 

 

 

 

430

 

 

 

 

Total non-cash fair value (loss) gain (1)

$

(210,504

)

 

$

(5,332

)

 

$

(203,061

)

 

$

69,841

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash receipt (payment) on derivative settlements:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas derivatives

$

74,035

 

 

$

72,809

 

 

$

245,044

 

 

$

92,333

 

Oil derivatives

 

12,694

 

 

 

146

 

 

 

44,166

 

 

 

(1,819

)

NGLs derivatives

 

(915

)

 

 

7,053

 

 

 

16,033

 

 

 

47,835

 

Total net cash receipt (payment)

$

85,814

 

 

$

80,008

 

 

$

305,243

 

 

$

138,349

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Derivative fair value (loss) income per consolidated statements of
   operations

 

$

(249,683

)

 

$

(6,303

)

 

$

(307,562

)

 

$

226,872

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-cash fair value (loss) gain: (1)

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas derivatives

 

$

(199,825

)

 

$

(76,330

)

 

$

(211,945

)

 

$

(34,777

)

Oil derivatives

 

 

(21,494

)

 

 

(34,515

)

 

 

(29,563

)

 

 

32,734

 

NGLs derivatives

 

 

(5,422

)

 

 

(14,722

)

 

 

(6,669

)

 

 

15,971

 

Freight derivatives

 

 

(89

)

 

 

(236

)

 

 

(1,067

)

 

 

(6,485

)

Divestiture contingent consideration

 

 

17,460

 

 

 

 

 

 

21,390

 

 

 

 

Total non-cash fair value (loss) gain (1)

 

$

(209,370

)

 

$

(125,803

)

 

$

(227,854

)

 

$

7,443

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash (payment) receipt on derivative settlements:

 

 

 

 

 

 

 

 

 

 

 

 

Natural gas derivatives

 

$

(7,514

)

 

$

90,837

 

 

$

(8,862

)

 

$

171,009

 

Oil derivatives

 

 

(11,961

)

 

 

21,758

 

 

 

(19,089

)

 

 

31,472

 

NGLs derivatives

 

 

(20,838

)

 

 

6,905

 

 

 

(51,757

)

 

 

16,948

 

Total net cash (payment) receipt

 

$

(40,313

)

 

$

119,500

 

 

$

(79,708

)

 

$

219,429

 

33


(1) Non-cash fair value adjustments on commodity derivatives is a non-U.S. GAAP measure. Non-cash fair value adjustments on commodity derivatives only represent the net change between periods of the fair market values of commodity derivative positions and exclude the impact of settlements on commodity derivatives during the period. We believe that non-cash fair value adjustments on commodity derivatives is a useful supplemental disclosure to differentiate non-cash fair market value adjustments from settlements on commodity derivatives during the period. Non-cash fair value adjustments on commodity derivatives is not a measure of financial or operating performance under U.S. GAAP, nor should it be considered a substitute for derivative fair value income or loss as reported in our consolidated statements of operations. This also includes the change in fair value of our divestiture contingent consideration.

(1)

Non-cash fair value adjustments on commodity derivatives is a non-U.S. GAAP measure. Non-cash fair value adjustments on commodity derivatives only represent the net change between periods of the fair market values of commodity derivative positions and exclude the impact of settlements on commodity derivatives during the period. We believe that non-cash fair value adjustments on commodity derivatives is a useful supplemental disclosure to differentiate non-cash fair market value adjustments from settlements on commodity derivatives during the period. Non-cash fair value adjustments on commodity derivatives is not a measure of financial or operating performance under U.S. GAAP, nor should it be considered a substitute for derivative fair value income or loss as reported in our consolidated statements of operations.

Brokered natural gas, marketing and other revenue in thirdsecond quarter 20202021 was $42.5$62.6 million compared to $73.0$33.6 million in thirdsecond quarter 20192020 which is the result of significantly higher broker sales prices somewhat offset by lower broker sales volumes (volumes not related to our production) and lower broker sales prices.. Brokered natural gas, marketing and other revenue in first six months 2021 was $104.7$143.1 million compared to $62.2 million in first ninesix months 2020 compared to $303.8 million in first nine months 2019 which is the result of significantly lowerhigher broker sales volumes, higher broker sales prices and broker sale prices.$8.8 million received as part of a capacity release agreement. We continue to optimize our transportation portfolio using these volumes. See also Brokered natural gas and marketing expense below for more information on our net brokered margin.

Operating Costs per Mcfe

We believe some of our expense fluctuations are best analyzed on a unit-of-production or per mcfe basis. The following table presents information about certain of our expenses on a per mcfe basis for the three and ninesix months ended SeptemberJune 30, 20202021 and 2019:2020:

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

Change

 

 

%

 

 

2020

 

2019

 

Change

 

%

 

Direct operating expense

$

0.10

 

 

$

0.17

 

 

$

(0.07

)

 

(41

%)

 

$

0.12

 

$

0.17

 

$

(0.05

)

(29

%)

Production and ad valorem tax expense

 

0.03

 

 

 

0.04

 

 

 

(0.01

)

 

(25

%)

 

 

0.03

 

 

0.05

 

 

(0.02

)

(40

%)

General and administrative expense

 

0.19

 

 

 

0.20

 

 

 

(0.01

)

 

(5

%)

 

 

0.19

 

 

0.22

 

 

(0.03

)

(14

%)

Interest expense

 

0.24

 

 

 

0.23

 

 

 

0.01

 

 

4

%

 

 

0.23

 

 

0.24

 

 

(0.01

)

(4

%)

Depletion, depreciation and amortization expense

 

0.48

 

 

 

0.67

 

 

 

(0.19

)

 

(28

%)

 

 

 

0.49

 

 

0.68

 

 

(0.19

)

(28

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

37


 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

Direct operating expense

 

$

0.10

 

 

$

0.11

 

 

$

(0.01

)

 

 

(9

)%

 

$

0.10

 

 

$

0.13

 

 

$

(0.03

)

 

 

(23

)%

Production and ad valorem tax expense

 

 

0.04

 

 

 

0.03

 

 

 

0.01

 

 

 

33

%

 

 

0.03

 

 

 

0.03

 

 

 

 

 

 

%

General and administrative expense

 

 

0.21

 

 

 

0.18

 

 

 

0.03

 

 

 

17

%

 

 

0.21

 

 

 

0.19

 

 

 

0.02

 

 

 

11

%

Interest expense

 

 

0.30

 

 

 

0.23

 

 

 

0.07

 

 

 

30

%

 

 

0.30

 

 

 

0.23

 

 

 

0.07

 

 

 

30

%

Depletion, depreciation and amortization expense

 

 

0.47

 

 

 

0.49

 

 

 

(0.02

)

 

 

(4

)%

 

 

0.47

 

 

 

0.49

 

 

 

(0.02

)

 

 

(4

)%

Direct operating expense was $19.5$19.8 million in thirdsecond quarter 20202021 compared to $35.3$24.4 million in thirdsecond quarter 2019.2020. Direct operating expenses include normally recurring expenses to operate and produce our wells, non-recurring well workovers and repair-related expenses. Our direct operating costs decreased in thirdsecond quarter 20202021 primarily due to the impact of the sale of our higher cost North Louisiana properties and various higher operating cost legacy properties in Pennsylvania in the current year and late in the prior year and lower workover costs.third quarter 2020. Our production volumes decreased 2%10% in thirdsecond quarter 2020.2021. We incurred $856,000$1.7 million of workover costs in thirdsecond quarter 20202021 compared to $7.8$1.1 million in thirdsecond quarter 2019.2020. On a per mcfe basis, direct operating expense in thirdsecond quarter 20202021 decreased 41%9% to $0.10 from $0.17$0.11 in the same period of 2019,2020 with the decrease primarily due to the impact of the sale of our North Louisiana properties and various higher operating cost legacy properties in Pennsylvania and lower workover costs.properties.

Direct operating expense was $75.9$37.4 million in first ninesix months 20202021 compared to $102.5$56.4 million in the same period of 2019.2020. Our direct operating costsexpenses decreased in first ninesix months 20202021 compared to the same period of 2019the prior year due to the impact of the sale of our higher operating cost properties (including our North Louisiana properties)properties in third quarter 2020 and lower workover costs. Our production volumes decreased 10% in first six months 2021. We incurred $6.4$2.4 million of workover costs in first ninesix months 20202021 compared to $16.2$5.6 million in first ninesix months 2019.2020. On a per mcfe basis, direct operating costs decreased 29%23% from $0.17$0.13 to $0.12 in the same period of 2019$0.10 with the decrease resulting fromdue to the impact of the sale of variousour higher operating cost properties and lower workover costs.North Louisiana properties. The following table summarizes direct operating expense per mcfe for the three and ninesix months ended SeptemberJune 30, 20202021 and 2019:2020:

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

Change

 

 

%

 

 

2020

 

2019

 

Change

 

%

 

Direct operating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease operating expense

$

0.10

 

 

$

0.13

 

 

$

(0.03

)

 

(23

%)

 

$

0.11

 

$

0.14

 

$

(0.03

)

(21

%)

Workovers

 

 

 

 

0.04

 

 

 

(0.04

)

 

(100

%)

 

 

0.01

 

 

0.03

 

 

(0.02

)

(67

%)

Stock-based compensation

 

 

 

 

 

 

 

 

 

%

 

 

 

 

 

 

 

%

Total direct operating expense

$

0.10

 

 

$

0.17

 

 

$

(0.07

)

 

(41

%)

 

$

0.12

 

$

0.17

 

$

(0.05

)

(29

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

Direct operating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Lease operating expense

 

$

0.09

 

 

$

0.10

 

 

$

(0.01

)

 

 

(10

)%

 

$

0.09

 

 

$

0.12

 

 

$

(0.03

)

 

 

(25

)%

Workovers

 

 

0.01

 

 

 

0.01

 

 

 

 

 

 

%

 

 

0.01

 

 

 

0.01

 

 

 

 

 

 

%

Stock-based compensation

 

 

 

 

 

 

 

 

 

 

 

%

 

 

 

 

 

 

 

 

 

 

 

%

Total direct operating expense

 

$

0.10

 

 

$

0.11

 

 

$

(0.01

)

 

 

(9

)%

 

$

0.10

 

 

$

0.13

 

 

$

(0.03

)

 

 

(23

)%

Production and ad valorem taxes are paid based on market prices rather than hedged prices. This expense category is predominately comprised of the Pennsylvania impact fee. In February 2012, the Commonwealth of Pennsylvania enacted an “impact fee” which functions as a tax on unconventional natural gas and oil production from the Marcellus Shale in Pennsylvania. This impact fee was $4.5$8.4 million in thirdsecond quarter 2021 compared to $2.7 million in second quarter 2020 compareddue to $4.7 million in thirdhigher natural gas prices partially offset by the mix of wells relative to the impact fee structure where the fee declines over

34


time. In second quarter, 2019.we adjusted our impact fee accrual for the six months 2021 to reflect the impact higher natural gas prices have on impact fee rates. These rates are based on benchmark natural gas prices. Production and ad valorem taxes (excluding the impact fee) were $1.6$12,000 in second quarter 2021 compared to $2.8 million in thirdsecond quarter 2020 compared to $3.1 million in third quarter 2019 with the decrease due to lowerthe impact of the sale of our North Louisiana assets.

Included in first six months 2021 is a $13.0 million impact fee compared to $8.8 million in first six months 2020 with the increase due to higher natural gas prices and an increase in production not subject to production taxes.

prices. Production and ad valorem taxes (excluding the impact fee) were $7.4$19,000 in first six months 2021 compared to $5.8 million in first ninesix months 2020 compared to $9.0 million in the same period of 2019. Included in first nine months 2020 is a $13.3 million impact fee compared to $20.0 million in the same period of 2019 with the decrease due to lower natural gas prices.the impact of the sale of our North Louisiana assets. The following table summarizes production and ad valorem taxes per mcfe for the three and ninesix months ended SeptemberJune 30, 20202021 and 2019:2020:

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

Change

 

 

%

 

 

2020

 

2019

 

Change

 

%

 

Production and ad valorem taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production taxes

$

0.01

 

 

$

0.01

 

 

$

 

 

%

 

$

0.01

 

$

0.01

 

$

 

%

Ad valorem taxes

 

 

 

 

0.01

 

 

 

(0.01

)

 

(100

%)

 

 

 

 

 

 

 

%

Impact fee

 

0.02

 

 

 

0.02

 

 

 

 

 

%

 

 

0.02

 

 

0.04

 

 

(0.02

)

(50

%)

Total production and ad valorem taxes

$

0.03

 

 

$

0.04

 

 

$

(0.01

)

 

(25

%)

 

$

0.03

 

$

0.05

 

$

(0.02

)

(40

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

Production and ad valorem taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impact fee

 

$

0.04

 

 

$

0.02

 

 

$

0.02

 

 

 

100

%

 

$

0.03

 

 

$

0.02

 

 

$

0.01

 

 

 

50

%

Production and ad valorem taxes

 

 

 

 

 

0.01

 

 

 

(0.01

)

 

 

(100

)%

 

 

 

 

 

0.01

 

 

 

(0.01

)

 

 

(100

)%

Total production and ad valorem
   taxes

 

$

0.04

 

 

$

0.03

 

 

$

0.01

 

 

 

33

%

 

$

0.03

 

 

$

0.03

 

 

$

 

 

 

%

General and administrative (“G&A”)(G&A) expense was $38.2$40.2 million in thirdsecond quarter 20202021 compared to $41.0$38.3 million in thirdsecond quarter 2019.2020. The thirdsecond quarter 2020 decrease2021 increase of $2.8$1.9 million when compared to the same period of 20192020 is primarily due to lower stock-based compensation of $1.6 millionhigher legal and lower travel andgeneral office expenses including technology costs.costs of $1.9 million and higher employee benefit costs, including healthcare, of $1.1 million partially offset by lower legal settlements. At SeptemberJune 30, 2020,2021, the number of G&A employees decreased 16%12% when compared to SeptemberJune 30, 2019.2020. On a per mcfe basis, thirdsecond quarter 2021 G&A expense was 17% higher than second quarter 2020 due to higher legal, technology and employee benefit costs along with the impact of lower production volumes.

G&A expense for first six months 2021 decreased 5%$2.3 million when compared to the same period of 20192020 due to lower travel and office expenses, including technology costs.

G&Aexpense for first nine months 2020 decreased $19.6 millionwhen compared to the same period of 2019 due to lower salaries and benefits of $7.5 million, lower stock-based compensation of $3.5 million, lower franchise and other taxes of $1.5 million, lower rig release penalties of $1.4 million, lower consulting costs of $2.9 million and lower travel and general office expenses including technology costs.costs and lower legal settlements partially offset by higher legal expenses. On a per mcfe basis, first ninesix months 2021 G&A expense increased 11% from first six months 2020 G&A expense decreased 14% from first nine months 2019 due to higher legal expenses and the impact of lower salaries and benefits, lower rig release penalties, lower consulting costs and lower travel and general office expenses.production volumes. The following table summarizes G&A expenses on a per mcfe basis for the three and ninesix months ended June 30, 2021 and 2020:

38


 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

General and administrative

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

$

0.16

 

 

$

0.14

 

 

$

0.02

 

 

 

14

%

 

$

0.16

 

 

$

0.15

 

 

$

0.01

 

 

 

7

%

Stock-based compensation

 

 

0.05

 

 

 

0.04

 

 

 

0.01

 

 

 

25

%

 

 

0.05

 

 

 

0.04

 

 

 

0.01

 

 

 

25

%

Total general and administrative expense

 

$

0.21

 

 

$

0.18

 

 

$

0.03

 

 

 

17

%

 

$

0.21

 

 

$

0.19

 

 

$

0.02

 

 

 

11

%

ended September 30, 2020 and 2019:

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

Change

 

 

%

 

 

2020

 

2019

 

Change

 

%

 

General and administrative

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

$

0.15

 

 

$

0.16

 

 

$

(0.01

)

 

(6

%)

 

$

0.15

 

$

0.18

 

$

(0.03

)

(17

%)

Stock-based compensation (non-cash)

 

0.04

 

 

 

0.04

 

 

 

 

 

%

 

 

0.04

 

 

0.04

 

 

 

%

Total general and administrative expense

$

0.19

 

 

$

0.20

 

 

$

(0.01

)

 

(5

%)

 

$

0.19

 

$

0.22

 

$

(0.03

)

(14

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense was $48.0$57.3 million in thirdsecond quarter 20202021 compared to $47.0$48.6 million in thirdsecond quarter 2019.2020. Interest expense was $144.1$114.2 million for first ninesix months 20202021 compared to $150.3$96.1 million in the same period of 2019.for first six months 2020. The following table presents information about interest expense per mcfe for the three and ninesix months ended SeptemberJune 30, 20202021 and 2019:2020:

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

Change

 

 

%

 

 

2020

 

2019

 

Change

 

%

 

Bank credit facility

$

0.04

 

 

$

0.04

 

 

$

 

 

%

 

$

0.03

 

$

0.05

 

$

(0.02

)

(40

%)

Senior notes

 

0.19

 

 

 

0.18

 

 

 

0.01

 

 

6

%

 

 

0.19

 

 

0.18

 

 

0.01

 

6

%

Subordinated notes

 

 

 

 

 

 

 

 

 

%

 

 

 

 

 

 

 

%

Amortization of deferred financing costs and other

 

0.01

 

 

 

0.01

 

 

 

 

 

%

 

 

0.01

 

 

0.01

 

 

 

%

Total interest expense

$

0.24

 

 

$

0.23

 

 

$

0.01

 

 

4

%

 

$

0.23

 

$

0.24

 

$

(0.01

)

(4

%)

Average debt outstanding ($000’s)

$

3,237,459

 

 

$

3,478,408

 

 

$

(240,949

)

 

(7

%)

 

$

3,268,227

 

$

3,773,783

 

$

(505,556

)

(13

%)

Average interest rate (a)

 

5.7

%

 

 

5.2

%

 

 

0.05

%

 

10

%

 

 

5.6

%

 

5.1

%

 

0.05

%

10

%

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

Bank credit facility

 

$

0.02

 

 

$

0.04

 

 

$

(0.02

)

 

 

(50

)%

 

$

0.02

 

 

$

0.04

 

 

$

(0.02

)

 

 

(50

)%

Senior notes

 

 

0.27

 

 

 

0.18

 

 

 

0.09

 

 

 

50

%

 

 

0.27

 

 

 

0.18

 

 

 

0.09

 

 

 

50

%

Amortization of deferred financing costs
   and other

 

 

0.01

 

 

 

0.01

 

 

 

 

 

 

%

 

 

0.01

 

 

 

0.01

 

 

 

 

 

 

%

Total interest expense

 

$

0.30

 

 

$

0.23

 

 

$

0.07

 

 

 

30

%

 

$

0.30

 

 

$

0.23

 

 

$

0.07

 

 

 

30

%

Average debt outstanding ($000’s)

 

$

3,146,680

 

 

$

3,306,517

 

 

$

(159,837

)

 

 

(5

)%

 

$

3,167,858

 

 

$

3,286,611

 

 

$

(118,753

)

 

 

(4

)%

Average interest rate (a)

 

 

7.0

%

 

 

5.6

%

 

 

1.4

%

 

 

25

%

 

 

6.9

%

 

 

5.6

%

 

 

1.3

%

 

 

23

%

35


(a) Includes commitment fees but excludes debt issue costs and amortization of discounts and premiums.

On an absolute basis, the increase in interest expense for thirdsecond quarter 20202021 from the same period of 20192020 was primarily due to higher average interest rates partially offset by slightly lower overall average outstanding debt balances. Average debt outstanding on the bank credit facility for thirdsecond quarter 20202021 was $684.6$195.5 million compared to $592.7$681.3 million in thirdsecond quarter 20192020 and the weighted average interest rate on the bank credit facility was 2.4%2.0% in thirdsecond quarter 20202021 compared to 3.8%2.7% in thirdsecond quarter 2019.2020.

On an absolute basis, the decreaseincrease in interest expense for first ninesix months 20202021 from the same period of 20192020 was primarily due to higher average interest rates partially offset by slightly lower overall average outstanding debt balances partially offset by higher overall average interest rates.balances. Average debt outstanding on the bank credit facility was $628.6$208.0 million for first ninesix months 20202021 compared to $861.0$600.6 million in the same period of 2019for first six months 2020 and the weighted average interest rates were 2.7%2.1% in first ninesix months 20202021 compared to 4.0%2.9% in first ninesix months 2019.2020.

Depletion, depreciation and amortization expense was $96.2$90.6 million in thirdsecond quarter 20202021 compared to $137.8$104.6 million in thirdsecond quarter 2019.2020. This decrease is due to a 27%4% decrease in depletion rates and a 2%10% decrease in production volumes. Depletion expense, the largest component of DD&A expense, was $0.47$0.46 per mcfe in thirdsecond quarter 20202021 compared to $0.64$0.48 per mcfe in thirdsecond quarter 2019.2020. We have historically adjusted our depletion rates in the fourth quarter of each year based on the year-end reserve report and at other times during the year when circumstances indicate there has been a significant change in reserves or costs. Our depletion rate per mcfe continues to decline due to asset sales and the mix of production from our properties with lower depletion rates, asset sales and the impairment of our North Louisiana properties at the end of 2019.rates.

DD&A expense was $303.8$179.0 million in first ninesix months 20202021 compared to $418.0$207.6 million in the same period of 2019.2020. This is due to a 26%4% decrease in depletion rates partially offset byand a 1% increase10% decrease in production volumes. Depletion expense per mcfe was $0.48$0.46 per mcfe in first ninesix months 20202021 compared to $0.65$0.48 per mcfe in the same period of 2019.2020. The following table summarizes DD&A expense per mcfe for the three and ninesix months ended SeptemberJune 30, 20202021 and 2019:2020:

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

DD&A

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depletion and amortization

 

$

0.46

 

 

$

0.48

 

 

$

(0.02

)

 

 

(4

)%

 

$

0.46

 

 

$

0.48

 

 

$

(0.02

)

 

 

(4

)%

Depreciation

 

 

 

 

 

 

 

 

 

 

 

%

 

 

 

 

 

 

 

 

 

 

 

%

Accretion and other

 

 

0.01

 

 

 

0.01

 

 

 

 

 

 

%

 

 

0.01

 

 

 

0.01

 

 

 

 

 

 

%

Total DD&A expense

 

$

0.47

 

 

$

0.49

 

 

$

(0.02

)

 

 

(4

)%

 

$

0.47

 

 

$

0.49

 

 

$

(0.02

)

 

 

(4

)%

39


 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

Change

 

 

%

 

 

2020

 

2019

 

Change

 

%

 

DD&A

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depletion and amortization

$

0.47

 

 

$

0.64

 

 

$

(0.17

)

 

(27

%)

 

$

0.48

 

$

0.65

 

$

(0.17

)

(26

%)

Depreciation

 

 

 

 

0.01

 

 

 

(0.01

)

 

(100

%)

 

 

 

 

0.01

 

 

(0.01

)

(100

%)

Accretion and other

 

0.01

 

 

 

0.02

 

 

 

(0.01

)

 

(50

%)

 

 

0.01

 

 

0.02

 

 

(0.01

)

(50

%)

Total DD&A expense

$

0.48

 

 

$

0.67

 

 

$

(0.19

)

 

(28

%)

 

$

0.49

 

$

0.68

 

$

(0.19

)

(28

%)

Other Operating Expenses

Our total operating expenses also include other expenses that generally do not trend with production. These expenses include stock-based compensation, brokered natural gas and marketing expense, exploration expense, abandonment and impairment of unproved properties, exit and termination costs, deferred compensation plan expenses, loss or gain on early extinguishment of debt, impairment of proved properties and gain or loss on sale of assets. Stock-based compensation includes the amortization of restricted stock grants and PSUs. The following table details the allocation of stock-based compensation to functional expense categories for the three and ninesix months ended SeptemberJune 30, 20202021 and 20192020 (in thousands):

 

 

Three Months Ended

September 30,

 

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

 

2019

 

 

 

2020

 

 

 

2019

 

Direct operating expense

$

(74

)

 

$

319

 

 

$

810

 

 

$

1,459

 

Brokered natural gas and marketing expense

 

324

 

 

 

522

 

 

 

905

 

 

 

1,523

 

Exploration expense

 

189

 

 

 

496

 

 

 

891

 

 

 

1,372

 

General and administrative expense

 

6,863

 

 

 

8,423

 

 

 

24,071

 

 

 

27,561

 

Termination costs

 

2,020

 

 

 

(1

)

 

 

2,020

 

 

 

25

 

Total stock-based compensation

$

9,322

 

 

$

9,759

 

 

$

28,697

 

 

$

31,940

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Direct operating expense

 

$

340

 

 

$

434

 

 

$

667

 

 

$

884

 

Brokered natural gas and marketing expense

 

 

443

 

 

 

168

 

 

 

893

 

 

 

581

 

Exploration expense

 

 

362

 

 

 

372

 

 

 

748

 

 

 

702

 

General and administrative expense

 

 

9,382

 

 

 

9,179

 

 

 

18,787

 

 

 

17,208

 

Total stock-based compensation

 

$

10,527

 

 

$

10,153

 

 

$

21,095

 

 

$

19,375

 

36


Brokered natural gas and marketing expense was $48.0$69.0 million in thirdsecond quarter 2021 compared to $38.2 million in second quarter 2020 compared to $79.9 million in third quarter 2019 due to significantly lowerhigher broker purchase volumes (volumes not related to our production) and lowersignificantly higher commodity prices. Brokered natural gas and marketing expense was $118.8$141.3 million in first ninesix months 20202021 compared to $313.4$70.8 million in first ninesix months 20192020 due to significantly lowerhigher broker purchase volumes and significantly lowerhigher commodity prices. The following table details our brokered natural gas, marketing and other net margin for the three and ninesix months ended SeptemberJune 30, 20202021 and 20192020 (in thousands):

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

Change

 

 

%

 

 

2020

 

2019

 

Change

 

%

 

Brokered natural gas and marketing

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brokered natural gas sales

$

39,180

 

 

$

70,404

 

 

$

(31,224

)

 

(44

%)

 

$

94,364

 

$

293,209

 

$

(198,845

)

(68

%)

Brokered NGLs sales

 

1,084

 

 

 

(183

)

 

 

1,267

 

 

692

%

 

 

3,230

 

 

1,425

 

 

1,805

 

127

%

Other marketing revenue

 

2,218

 

 

 

2,794

 

 

 

(576

)

 

(21

%)

 

 

7,128

 

 

9,200

 

 

(2,072

)

(23

%)

Brokered natural gas purchases (1)

 

(44,690

)

 

 

(76,722

)

 

 

32,032

 

 

42

%

 

 

(108,061

)

 

(303,275

)

 

195,214

 

64

%

Brokered NGLs purchases

 

(1,219

)

 

 

208

 

 

 

(1,427

)

 

(686

%)

 

 

(4,030

)

 

(1,321

)

 

(2,709

)

(205

%)

Other marketing expense

 

(2,058

)

 

 

(3,424

)

 

 

1,366

 

 

40

%

 

 

(6,661

)

 

(8,764

)

 

2,103

 

24

%

Net brokered natural gas and marketing margin

$

(5,485

)

 

$

(6,923

 

)

 

$

1,438

 

 

21

%

 

$

(14,030

)

$

(9,526

)

$

(4,504

)

(47

%)

(1)

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

Brokered natural gas and marketing

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Brokered natural gas sales

 

$

60,778

 

 

$

30,309

 

 

$

30,469

 

 

 

101

%

 

$

130,240

 

 

$

55,184

 

 

$

75,056

 

 

 

136

%

Brokered NGLs sales

 

 

722

 

 

 

1,006

 

 

 

(284

)

 

 

(28

)%

 

 

1,148

 

 

 

2,146

 

 

 

(998

)

 

 

(47

)%

Other marketing revenue

 

 

1,050

 

 

 

2,276

 

 

 

(1,226

)

 

 

(54

)%

 

 

11,726

 

 

 

4,910

 

 

 

6,816

 

 

 

139

%

Brokered natural gas purchases (1)

 

 

(65,668

)

 

 

(34,485

)

 

 

(31,183

)

 

 

(90

)%

 

 

(135,631

)

 

 

(63,372

)

 

 

(72,259

)

 

 

(114

)%

Brokered NGLs purchases

 

 

(660

)

 

 

(1,721

)

 

 

1,061

 

 

 

62

%

 

 

(1,057

)

 

 

(2,812

)

 

 

1,755

 

 

 

62

%

Other marketing expense

 

 

(2,676

)

 

 

(1,955

)

 

 

(721

)

 

 

(37

)%

 

 

(4,651

)

 

 

(4,601

)

 

 

(50

)

 

 

(1

)%

Net brokered natural gas and marketing margin

 

$

(6,454

)

 

$

(4,570

)

 

$

(1,884

)

 

 

(41

)%

 

$

1,775

 

 

$

(8,545

)

 

$

10,320

 

 

 

121

%

(1) Includes transportation costs.

Includes transportation costs.

40


Exploration expense was $8.1$5.0 million in thirdsecond quarter 20202021 compared to $11.0$8.0 million in thirdsecond quarter 20192020 due to lower delay rentals and other expenses and lower personnel costs. Exploration expense was $23.2$10.6 million in first ninesix months 20202021 compared to $27.3$15.1 million in first ninesix months 20192020 due to lower delay rentals and other expenses and lower personnel costs. The following table details our exploration expense for the three and ninesix months ended SeptemberJune 30, 20202021 and 20192020 (in thousands):

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

2020

 

 

2019

 

 

Change

 

 

%

 

 

2020

 

2019

 

Change

 

%

 

Exploration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Delay rentals and other

$

6,737

 

 

$

8,746

 

 

$

(2,009

)

 

(23

%)

 

$

17,711

 

$

20,613

 

$

(2,902

)

(14

%)

Personnel expense

 

1,152

 

 

 

1,769

 

 

 

(617

)

 

(35

%)

 

 

4,580

 

 

5,833

 

 

(1,253

)

(21

%)

Stock-based compensation expense

 

189

 

 

 

496

 

 

 

(307

)

 

(62

%)

 

 

891

 

 

1,372

 

 

(481

)

(35

%)

Seismic

 

8

 

 

 

2

 

 

 

6

 

 

300

%

 

 

8

 

 

(485

)

 

493

 

102

%

Total exploration expense

$

8,086

 

 

$

11,013

 

 

$

(2,927

)

 

(27

%)

 

$

23,190

 

$

27,333

 

$

(4,143

)

(15

%)

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

 

2021

 

 

2020

 

 

Change

 

 

%

 

Exploration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Delay rentals and other

 

$

3,516

 

 

$

5,762

 

 

$

(2,246

)

 

 

(39

)%

 

$

7,501

 

 

$

10,974

 

 

$

(3,473

)

 

 

(32

)%

Personnel expense

 

 

1,120

 

 

 

1,893

 

 

 

(773

)

 

 

(41

)%

 

 

2,399

 

 

 

3,428

 

 

 

(1,029

)

 

 

(30

)%

Stock-based compensation expense

 

 

362

 

 

 

372

 

 

 

(10

)

 

 

(3

)%

 

 

749

 

 

 

702

 

 

 

47

 

 

 

7

%

Seismic

 

 

30

 

 

 

 

 

 

30

 

 

 

100

%

 

 

(83

)

 

 

 

 

 

(83

)

 

 

(100

)%

Total exploration expense

 

$

5,028

 

 

$

8,027

 

 

$

(2,999

)

 

 

(37

)%

 

$

10,566

 

 

$

15,104

 

 

$

(4,538

)

 

 

(30

)%

Abandonment and impairment of unproved properties was $5.7$2.2 million in thirdsecond quarter 20202021 compared to $16.2$5.5 million in thirdsecond quarter 2019.2020. Abandonment and impairment of unproved properties was $16.6$5.2 million in first ninesix months 20202021 compared to $41.6$10.9 million in the same period of 2019. The unproved property value in North Louisiana was fully impaired in fourth quarter 2019. As a result, abandonmentfirst six months 2020. Abandonment and impairment of unproved properties for thirdsecond quarter and first ninesix months 20202021 declined when compared to the same periods of 2019.2020 due to lower estimated expirations in Pennsylvania.

Exit and termination costs were $521.6was a gain of $15.9 million in thirdsecond quarter 20202021 compared to $819,000an expense of $10.3 million in thirdsecond quarter 2019.2020. In thirdsecond quarter 2020,2021, we sold our North Louisiana assets andrecorded $12.0 million accretion expense related to retained liabilities for certain gathering, transportation and processing obligations which extend intoextending until 2030. The fair valueIn addition, we recorded a gain of our estimated obligations was recorded at closing as an exit cost which totaled $479.8 million. As part of retaining these contract obligations, we paid $28.5$28.2 million to reduce our original estimate of these obligations due to payments being lower than our forecast and a midstream company to reduce these financial commitments. Also related to the sale of this asset, we recorded an accrual of $2.5 million for employee related expenses. During third quarter 2020, we also announced an additional general reductionchange in our work force and recorded $3.7 millionforecasted drilling plans of severance and stock-based compensation for this reduction in force.the buyer. In second quarter 2020, we negotiated capacity releases on certain transportation pipelines in Pennsylvania and recorded termination costs of $10.4 million which represents the discounted present value of our remaining obligation to the third party. In first quarter 2020, we completed the sale of our legacy assets in Northwest Pennsylvania and recorded $1.6 million of employee related expenses which were primarily related to the sale of this asset. In third quarter 2019, we sold various non-core assets in Pennsylvania and accrued $819,000 of severance costs. In second quarter 2019, we announced a general reduction in our work force and recorded $2.2 million of severance costs related to this work force reduction.

37


Deferred compensation plan expense was a loss of $6.2$35.5 million in thirdsecond quarter 20202021 compared to a gainloss of $8.9$12.6 million in thirdsecond quarter 2019.2020. This non-cash item relates to the increase or decrease in value of the liability associated with our common stock that is vested and held in our deferred compensation plan. The deferred compensation liability is adjusted to fair value by a charge or a credit to deferred compensation plan expense. Our stock price increased from $5.63$10.33 at March 31, 2021 to $16.76 at June 30, 2020 to $6.62 at September 30, 2020.2021. In the same period of the prior year, our stock price decreasedincreased from $6.98$2.28 at March 31, 2020 to $5.63 at June 30, 2019 to $3.82 at September 30, 2019.2020. During first ninesix months 2020,2021, deferred compensation was a loss of $10.3$55.3 million compared to a gainloss of $16.4$4.1 million in the same period of 2019.2020. Our stock price increased from $6.70 at December 31, 2020 to $16.76 at June 30, 2021. In the same period of the prior year, our stock price increased from $4.85 at December 31, 2019 to $6.62$5.63 at SeptemberJune 30, 2020. In the same period of 2019, our stock price decreased from $9.57 at December 31, 2018 to $3.82 at September30,2019.

Loss (gain) on early extinguishment of debt was a loss of $7.8 million$63,000 in thirdsecond quarter 2020 and a gain of $14.1 million in first nine months 20202021 compared to a gain of $3.0$9.0 million in bothsecond quarter 2020. In second quarter 2020, we repurchased in the third quarteropen market certain of our senior and first nine months 2019.senior subordinated notes at a discount and recognized a gain of $9.0 million. In third quarterJanuary 2020, we purchased for cash $500.0 million aggregate principal amount of variousour 5.75% senior and senior subordinated notes due 2021 2022 and 2023.our 5.875% senior notes due 2022. An early cash tender of $15.1 million was paid to note holders who tendered their notes within the early offer period. We recorded a loss on early extinguishment of debt in first quarter 2020 of $8.0$17.5 million, net of transaction call premium costs and expensing the remaining deferred financing costs. In addition, we purchased in the open market $2.7 million aggregate principal amountsexpenses of various senior and senior subordinated notes where we recorded a gain on early extinguishment of debt of $200,000, net of transaction costs and expensing the remaining deferred financing costs on the repurchased debt. In thirdThe cash tender offer and early cash tender premium were financed from the issuance of our 9.25% senior notes. Also in first quarter and first nine months 2019,2020, we purchased in the open market $93.6$48.5 million aggregate principal amount of variousour 5.00% senior notes due 2022, $5.8 million principal amount of our 5.875% senior notes due 2022 and $56.6 million principal amount of our 5.00% senior notes due 2023. We recognized a gain on early extinguishment of debt in first quarter 2020 of $3.0$30.4 million, net of transaction costs and the expensing of the remaining deferred financing costs on the repurchased debt.

Impairment of proved properties and other assets was $2.0 million in third quarter 2020 and $79.0$77.0 million in first ninesix months 2020. There were no proved property impairments in third quarter 2019 or first ninesix months 2019. In third quarter 2020, as part of our continued effort to reduce general and administrative expense, we vacated one floor in our corporate office and recorded an impairment related to this lease of $2.0 million.2021. In fourth quarter 2019, we recorded impairment expense

41


related to our oil and gas properties in North Louisiana due to a shift in business strategy and the possibility of a divestiture of those assets. In first quarter 2020, additional impairment of $77.0 million was recorded related to these North Louisiana assets based on market indications of fair value for these assets.

Loss (gain) on the sale of assets was a lossgain of $9.2 million$646,000 in third quarter 2020first six months 2021 compared to a lossgain of $36.3$121.7 million in the same period of 2019. Loss (gain)2020. In second quarter 2021, we recorded an additional gain on the sale of assets was a gain of $112.4 million for first nine months 2020 compared to a loss of $30.7 million in the same period of 2019. Third quarter 2020 includes the sale of our North Louisiana assets for estimated fair value of $260.0$2.4 million consisting of cash proceeds of $245.0 million and $15.0 million of contingent consideration which was the estimated fair value of contingent consideration we are entitledprimarily related to receive in the future, as of August 14, 2020. We recorded a pretax loss of $8.1 million on this sale, afterfinal closing adjustments. ThirdIn first quarter 2019 included2021, we recorded an additional loss on the sale of a proportionately reduced 2.5% overriding royalty in three separate transactions primarily covering our Washington County, PennsylvaniaNorth Louisiana assets for gross proceeds of $750.0 million for which we recognized a loss of $36.5 million which represents closing adjustments and transaction fees.$1.9 million. In first quarter 2020, we received approval from state governmental authorities for a change in operatorship for our shallow Northwest Pennsylvania properties and we recorded a gain on the sale of these legacy assets of $122.5 million. We did retain the deeper Utica rights on this acreage as part of this transaction.

Income tax benefit(benefit) expense was $105.3a benefit of $1.3 million in thirdsecond quarter 20202021 compared to a benefit of $47.2$22.3 million in thirdsecond quarter 2019.2020. Income tax benefitexpense was $98.3 million in first nine months 2020 compared to a benefit of $1.4 million in first ninesix months 2019. For third quarter 2020, the effective tax rate was 13.4%2021 compared to 63.1%$6.7 million in the same period of 2019. For first ninesix months 2020, the effective tax rate was 12.6% compared to (1.6%) in the same period of 2019.2020. The 20202021 and 20192020 effective tax rates were different than the statutory tax rate due to state income taxes, equity compensation, valuation allowances and other discrete tax items.

Management’s Discussion and Analysis of Financial Condition, Capital Resources and Liquidity

Cash Flow

Cash flows from operations are primarily affected by production volumes and commodity prices, net of the effects of settlements of our derivatives. Our cash flows from operations are also impacted by changes in working capital. We generally maintain low cash and cash equivalent balances because we use available funds to reduce our bank debt. Short-term liquidity needs are satisfied by borrowings under our bank credit facility. Because of this, and because our principal source of operating cash flows (proved reserves to be produced in future years) cannot be reported as working capital, we often have low or negative working capital. From time to time, we enter into various derivative contracts to provide an economic hedge of our exposure to commodity price risk associated with anticipated future natural gas, NGLs and oil production. The production we hedge has varied and will continue to vary from year to year depending on, among other things, our expectation of future commodity prices. Any payments due to counterparties under our derivative contracts should ultimately be funded by prices received from the sale of our production. Production receipts, however, often lag payments to the counterparties. As of SeptemberJune 30, 2020,2021, we have entered into derivative agreements covering 117.8244.6 Bcfe for the remainder of 20202021 and 380.0168.0 Bcfe for 2021,2022, not including our basis swaps.

4238


The following table presents sources and uses of cash and cash equivalents for the ninesix months ended SeptemberJune 30, 20202021 and 20192020 (in thousands):

 

 

Nine Months Ended

September 30,

 

 

Six Months Ended
June 30,

 

 

2020

 

 

 

2019

 

 

2021

 

 

2020

 

Sources of cash and cash equivalents

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating activities

 

$

178,974

 

 

$

549,431

 

 

$

283,435

 

 

$

203,268

 

Disposal of assets

 

 

246,083

 

 

 

784,527

 

 

195

 

 

 

1,071

 

Issuance of senior notes

 

 

850,000

 

 

 

 

 

600,000

 

 

 

550,000

 

Borrowing on credit facility

 

 

1,676,000

 

 

 

1,730,000

 

 

883,000

 

 

 

1,045,000

 

Other

 

 

21,664

 

 

 

22,011

 

 

 

30,572

 

 

 

17,288

 

Total sources of cash and cash equivalents

 

$

2,972,721

 

 

$

3,085,969

 

 

$

1,797,202

 

 

$

1,816,627

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Uses of cash and cash equivalents

 

 

 

 

 

 

 

 

 

 

 

 

 

Additions to natural gas and oil properties

 

$

(321,849

)

 

$

(550,355

)

 

$

(205,923

)

 

$

(254,073

)

Repayment on credit facility

 

 

(1,447,000

)

 

 

(2,345,000

)

 

(1,464,000

)

 

 

(883,000

)

Acreage purchases

 

 

(18,554

)

 

 

(39,795

)

 

(15,917

)

 

 

(14,486

)

Additions to field service assets

 

 

(2,493

)

 

 

(803

)

 

(652

)

 

 

(1,851

)

Repayment of senior and senior subordinated notes

 

 

(1,120,634

)

 

 

(90,274

)

 

(63,324

)

 

 

(617,982

)

Treasury stock purchases

 

 

(22,992

)

 

 

 

 

 

 

 

(22,992

)

Dividends paid

 

 

 

 

 

(15,077

)

Debt issuance costs

 

 

(12,735

)

 

 

 

 

(8,591

)

 

 

(8,360

)

Other

 

 

(26,493

)

 

 

(44,856

)

 

 

(38,789

)

 

 

(13,861

)

Total uses of cash and cash equivalents

 

$

(2,972,750

)

 

$

(3,086,160

)

 

$

(1,797,196

)

 

$

(1,816,605

)

Sources of Cash and Cash Equivalents

Cash flows provided from operating activities in first ninesix months 20202021 was $179.0$283.4 million compared to $549.4$203.3 million in first ninesix months 2019.2020. Cash provided from operating activities is largely dependent upon commodity prices and production volumes, net of the effects of settlement of our derivative contracts. The decreaseincrease in cash provided from operating activities from first ninesix months 20192020 to first ninesix months 20202021 reflects significantly lower nethigher realized prices (a decrease of 34%), the impact of our asset sales and lower operating expenses partially offset by working capital cash inflow partially offset by slightly higher production volumesoutflow and lower operating expenses.production volumes. As of SeptemberJune 30, 2020,2021, we have hedged more than 65% of our projected total production for the remainder of 2020,2021, with more than 80%75% of our projected natural gas production hedged. Net cash provided from operating activities was affected by a 1% increase10% decrease in production and working capital changes or the timing of cash receipts and disbursements. Changes in working capital (as reflected in our consolidated statements of cash flows) for first ninesix months 20202021 were negative $47.8$73.7 million compared to a positive $29.3$26.1 million for first nine months 2019 which includes the impact of the closing adjustments related to the sale of our North Louisiana assets.quarter 2020.

Uses of Cash and Cash Equivalents

Additions to natural gas and oil properties for first ninesix months 20202021 were consistent with expectations relative to our $430.0$425.0 million 20202021 capital budget.

Repayment of senior and senior subordinated notes for first ninesix months 2021 includes the redemption of various senior and senior subordinated notes due 2021, 2022 and 2023. The first six months 2020 includes purchases in the open market of $1.1$48.5 million principal amount of our 5.75% senior subordinated notes due 2021, $1.0 million principal amount of our 5.00% senior subordinated notes due 2022, $12.5 million principal amount of our 5.75% senior notes due 2021, $51.3 million principal amount of our 5.00% senior notes due 2022, $8.1$5.8 million principal amount of our 5.875% senior notes due 2022 and $86.9$56.6 million principal amount of our 5.00% senior notes due 2023. In addition, in conjunction with the issuance of our new $850.0$550.0 million aggregate principal amount 9.25% senior notes due 2026, we used the proceeds from this issuance and proceeds from the sale of our North Louisiana assets to redeem $336.2$324.1 million of our 5.75% senior notes due 2021 $241.0and $175.9 million of our 5.875% senior notes due 2022, $291.0 million of our 5.00% senior notes due 2022, $122.3 million of our 5.00% senior notes due 2023, $1.2 million of our 5.75% senior subordinated notes due 2021 and $8.3 million of our 5.00% senior subordinated notes due 2022. From time to time, we may continue to repurchase our senior notes based upon prevailing market or other conditions at the time.

Liquidity and Capital Resources

Our main sources of liquidity and capital resources are internally generated cash flowflows from operating activities, a bank credit facility with uncommitted and committed availability, access to the debt and equity capital markets and asset sales. We

43


must find new reserves and develop existing reserves to maintain andor grow our production and cash flows. We accomplish this primarily through successful drilling programs which require substantial capital expenditures. We continue to take steps to ensure we have adequate capital resources and liquidity to fund our capital expenditure program. In first nine months 2020,second quarter 2021, we entered into additional commodity derivative contracts for 20202021 through 2024 to protect future cash flows. Additionally, we suspended the payment of our common stock dividend in January 2020.

During first ninesix months 2020,2021, our net cash provided from operating activities of $179.0$283.4 million proceeds from asset sales and borrowings under our bank credit facility were used to fund approximately $342.9$222.5 million of capital expenditures (including acreage acquisitions). At SeptemberJune 30, 2020,2021, we had $517,000$464,000 in cash and total assets of $6.0$6.2 billion.

39


Long-term debt at SeptemberJune 30, 20202021 totaled $3.1$3.0 billion, including $706.0$121.0 million outstanding on our bank credit facility and $2.4$2.9 billion of senior and senior subordinated notes. Our available committed borrowing capacity at SeptemberJune 30, 20202021 was $1.4$1.9 billion with an additional $600.0 million in borrowing base capacity available for increased liquidity potential.under current bank commitments. Cash is required to fund capital expenditures necessary to offset inherent declines in production and reserves that are typical in the oil and natural gas industry. Future success in maintaining or growing reserves and production will be highly dependent on capital resources available and the success of finding or acquiring additional reserves.available. We currently believe that net cash generated from operating activities, unused committed borrowing capacity under the bank credit facility and proceeds from asset sales combined with our natural gas, NGLs and oil derivatives contracts currently in place will be adequate to satisfy near-term financial obligations and liquidity needs. While our expectation is to operate within our internally generated cash flow, to the extent our capital requirements exceed our internally generated cash flow and proceeds from asset sales, debt or equity securities may be issued to fund these requirements. Long-term cash flows are subject to a number of variables including the level of production and prices as well as various economic conditions that have historically affected the oil and natural gas business. A material decline in natural gas, NGLs and oil prices or a reduction in production and reserves would reduce our ability to fund capital expenditures, meet financial obligations and operate profitably. We establish a capital budget at the beginning of each calendar year and review it during the course of the year, taking into account various factors including the commodity price environment. Our initial 20202021 capital budget was announced in early JanuaryFebruary at $520.0 million which was subsequently reduced $90.0 million to $430.0 million based on the lower commodity price environment. We currently estimate our spending for 2020 will not be more than $415.0$425.0 million.

Commodity prices have remained highly volatile and have declinedincreased during first ninesix months 20202021 compared to fourth quarter 2019.2020. Our revenues, earnings, liquidity and ability to grow are substantially dependent on the prices we receive for and our ability to develop our reserves of natural gas, NGLs and oil. We have adjusted and must continue to adjust our business through efficiencies and cost reductions to compete in the current price environment which also requires reductions in overall debt levels over time.margin enhancements. We plan to continue to work towards profitable growth within cash flows.improved profitability and debt metrics. We would expect to monitor the market and look for opportunities to refinance or reduce debt based on market conditions. We believe we are well-positioned to manage the challenges presented in a low commodity price environment and that we can endure continued volatility in current and future commodity prices by:

exercising discipline in our capital program with the expectation of funding our capital expenditures with operating cash flow and, if required, with borrowings under our bank credit facility;
continuing to optimize our drilling, completion and operational efficiencies;
continuing to focus on improving our cost structure;
continuing to pursue asset sales to reduce debt;
continuing to manage price risk by hedging our production volumes; and
continuing to manage our balance sheet.

exercising discipline in our capital program with the expectation of funding our capital expenditures with operating cash flow and, if required, with borrowings under our bank credit facility;

continuing to optimize our drilling, completion and operational efficiencies;

continuing to focus on improving our cost structure;

continuing to pursue asset sales to reduce debt;

continuing to manage price risk by hedging our production volumes; and

continuing to manage our balance sheet.

Credit Arrangements

As of SeptemberJune 30, 2020,2021, we maintained a revolving credit facility with a borrowing base of $3.0 billion and aggregate lender commitments of $2.4 billion, which we refer to as our bank credit facility or bank debt. The bank credit facility is secured by substantially all of our assets and has a maturity date of April 13, 2023. See Note 9 to our unaudited consolidated financial statements for additional information regarding our bank debt. Availability under the bank credit facility is subject to a borrowing base set by the lenders. As of SeptemberJune 30, 2020,2021, the outstanding balance under our bank credit facility was $706.0$121.0 million. Additionally, we had $332.0$334.6 million of undrawn letters of credit leaving $1.4$1.9 billion of committed borrowing capacity available under the bank credit facility at the end of thirdsecond quarter 2020, with an additional $600.0 million in borrowing base capacity for potential increases in lender commitments.2021.

Our bank credit facility imposes limitations on the payment of dividends and other restricted payments (as defined under our bank credit facility). The bank credit facility also contains customary covenants relating to debt incurrence, liens, investments and financial ratios. We were in compliance with all covenants at SeptemberJune 30, 2020.2021. See Note 9 to our unaudited consolidated financial statements for additional information regarding our bank debt.

44Shelf Registration


We have a universal shelf registration statement filed with the SEC under which we, as a "well-known seasoned issuer" for purposes of SEC rules, have the ability to sell an indeterminate amount of various types of debt and equity securities.

Cash Dividend Payments

In January 2020, we announced that the Board of Directors suspended the dividend on our common stock. The determination of the amount of future dividends, if any, to be declared and paid is at the sole discretion of the Board of Directors and primarily depends on earnings,cash flow, capital expenditures, debt covenants and various other factors.

Cash Contractual Obligations

Our contractual obligations include long-term debt, operating leases, derivative obligations, asset retirement obligations and transportation, processing and gathering commitments including the divestiture contractual commitment. As of September

40


June 30, 2020,2021, we do not have any significant off-balance sheet debt or other such unrecorded obligations and we have not guaranteed any debt of any unrelated party. As of SeptemberJune 30, 2020,2021, we had a total of $332.0$334.6 million of undrawn letters of credit under our bank credit facility.

Since December 31, 2019,2020, there have been no material changes to our contractual obligations other than the changes to our indebtedness as discussed further in Note 9 and a reduction in our transportation, gathering and processing contractsdivestiture contract obligation as further discussed in Note 17.14.

Interest Rates

At SeptemberJune 30, 2020,2021, we had approximately $3.1$3.0 billion of debt outstanding. Of this amount, $2.4$2.9 billion bore interest at fixed rates averaging 6.5%6.9%. Bank debt totaling $706.0$121.0 million bears interest at a floating rate, which was 2.2% at SeptemberJune 30, 2020.2021. The 30-day LIBOR Rate on SeptemberJune 30, 20202021 was approximately 0.1%. A 1% increase in short-term interest rates on the floating-rate debt outstanding on SeptemberJune 30, 20202021 would result in approximately $7.1$1.2 million in additional annual interest expense.

Off-Balance Sheet Arrangements

We do not currently utilize any significant off-balance sheet arrangements with unconsolidated entities to enhance our liquidity or capital resource position, or for any other purpose. However, as is customary in the oil and gas industry, we have various contractual work commitments, some of which are described above under Cash Contractual Obligations.

Inflation and Changes in Prices

Our revenues, the value of our assets and our ability to obtain bank loans or additional capital on attractive terms have been and will continue to be affected by changes in natural gas, NGLs and oil prices and the costs to produce our reserves. Natural gas, NGLs and oil prices are subject to significant fluctuations that are beyond our ability to control or predict. Although certain of our costs and expenses are affected by general inflation, inflation does not normally have a significant effect on our business. We expect costs for the remainder of 20202021 to continue to be a function of supply and demand.

Forward-Looking Statements

Certain sections of Management’s Discussion and Analysis of Financial Condition and Results of Operations include forward-looking statements concerning trends or events potentially affecting our business. These statements contain words such as “anticipates,” “believes,” “expects,” “targets,” “plans,” “projects,” “could,” “may,” “should,” “would” or similar words indicating that future outcomes are uncertain. In accordance with “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, these statements are accompanied by cautionary language identifying important factors, though not necessarily all such factors, which could cause future outcomes to differ materially from those set forth in the forward-looking statements. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. While management believes that these forward-looking statements are reasonable when made, there can be no assurance that future developments affecting us will be those that we anticipate. All comments concerning our expectations for future revenues and operating results are based on our current forecasts for our existing operations and do not include the potential impact of any future events. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise. For additional risk factors affecting our business, see Item 1A. Risk Factors as set forth in our Annual Report on Form 10-K for the year ended December 31, 2019,2020, as filed with the SEC on February 27, 2020.23, 2021.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The primary objective of the following information is to provide forward-looking quantitative and qualitative information about our potential exposure to market risks. The term “market risk” refers to the risk of loss arising from adverse changes in natural gas, NGLs and oil prices and interest rates. The disclosures are not meant to be precise indicators of

45


expected future losses, but rather indicators of reasonably possible losses. This forward-looking information provides indicators of how we view and manage our ongoing market-risk exposure. All of our market-risk sensitive instruments were entered into for purposes other than trading. All accounts are U.S. dollar denominated.

Market Risk

We are exposed to market risks related to the volatility of natural gas, NGLs and oil prices. We employ various strategies, including the use of commodity derivative instruments, to manage the risks related to these price fluctuations. These derivative instruments apply to a varying portion of our production and provide only partial price protection. These arrangements limit the benefit to us of increases in prices but offer protection in the event of price declines. Further, if our counterparties defaulted, this protection might be limited as we might not receive the benefits of the derivatives. Realized prices are primarily driven by worldwide prices for oil and spot market prices for North American natural gas production. Natural gas and oil prices have been volatile and unpredictable for many years. Changes in natural gas prices affect us more than changes in oil prices because approximately 67%65% of our December 31, 20192020 proved reserves are natural gas and 2% of proved reserves are oil.oil and condensate. In addition, a portion of our NGLs, which are 33% of proved reserves, are also

41


impacted by changes in oil prices. We are also exposed to market risks related to changes in interest rates. These risks did not change materially from December 31, 20192020 to SeptemberJune 30, 2020.2021.

Commodity Price Risk

We use commodity-based derivative contracts to manage exposures to commodity price fluctuations. We do not enter into these arrangements for speculative or trading purposes. At times, certain of our derivatives are swaps where we receive a fixed price for our production and pay market prices to the counterparty. Our derivatives program can also include collars, which establish a minimum floor price and a predetermined ceiling price. We have also entered into natural gas derivative instruments containing a fixed price swap and a sold option (which we refer to as a swaption). Our program may also include a three-way collar which is a combination of three options. At SeptemberJune 30, 2020,2021, our derivative program includes swaps, collars, three-way collars and swaptions. The fair value of these contracts, represented by the estimated amount that would be realized upon immediate liquidation based on a comparison of the contract price and a reference price, generally NYMEX for natural gas and crude oil or Mont Belvieu for NGLs, as of SeptemberJune 30, 2020,2021, approximated a net unrealized pretax loss of $83.5$287.7 million. These contracts expire monthly through December 2021.2022. At SeptemberJune 30, 2020,2021, the following commodity derivative contracts were outstanding, excluding our basis swaps which are discussed below:

Period

 

Contract Type

 

Volume Hedged

 

Weighted Average Hedge Price

 

Fair Market Value

 

 

 

 

 

 

Swap

 

Sold Put

 

Floor

 

Ceiling

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(in thousands)

Natural Gas (1)

  

 

  

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

Swaps

 

1,133,587 Mmbtu/day

 

$

2.63

 

 

 

 

 

 

 

$

2,687

2021

 

Swaps

 

510,000 Mmbtu/day

 

$

2.77

 

 

 

 

 

 

 

$

(25,963)

2020

 

Collars

 

5,041 Mmbtu/day

 

 

 

 

 

 

$ 2.00

 

$ 2.50

 

$

January – October 2021

 

Collars

 

342,237 Mmbtu/day

 

 

 

 

 

 

$ 2.51

 

$ 3.00

 

$

(14,169)

2020

 

Three-way Collars

 

79,891 Mmbtu/day

 

 

 

 

$ 2.23

 

$ 2.58

 

$ 3.19

 

$

227

2021

 

Three-way Collars

 

240,000 Mmbtu/day

 

 

 

 

$ 1.99

 

$ 2.33

 

$ 2.60

 

$

(40,110)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Crude Oil

  

 

  

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

Swaps

 

6,000 bbls/day

 

$

58.02

 

 

 

 

 

 

 

$

9,576

2021

 

Swaps

 

1,000 bbls/day

 

$

55.00

 

 

 

 

 

 

 

$

4,489

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NGLs (C3-Propane)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

Swaps

 

6,000 bbls/day

 

$

0.51/gallon

 

 

 

 

 

 

 

$

101

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NGLs (NC4-Normal Butane)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

Swaps

 

1,000 bbls/day

 

$

0.60/gallon

 

 

 

 

 

 

 

$

17

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NGLs (C5-Natural Gasoline)

  

 

  

 

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

Swaps

 

2,000 bbls/day

 

$

0.89/gallon

 

 

 

 

 

 

 

$

25

Period

 

Contract Type

 

Volume Hedged

 

Weighted Average Hedge Price

 

 

Fair Market Value

 

 

 

 

 

 

 

Swap

 

 

Sold Put

 

 

Floor

 

 

Ceiling

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(in thousands)

 

Natural Gas (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 2021

 

Swaps

 

575,000 Mmbtu/day

 

$

2.78

 

 

 

 

 

 

 

 

 

 

 

$

(91,772

)

2021

 

Collars

 

293,696 Mmbtu/day

 

 

 

 

 

 

 

$

2.65

 

 

$

3.16

 

 

$

(29,935

)

 2021

 

Three-way Collars

 

309,728 Mmbtu/day

 

 

 

 

$

2.14

 

 

$

2.47

 

 

$

2.84

 

 

$

(49,883

)

 2022

 

Swaps

 

190,000 Mmbtu/day

 

$

2.82

 

 

 

 

 

 

 

 

 

 

 

$

(23,484

)

 2022

 

Collars

 

40,000 Mmbtu/day

 

 

 

 

 

 

 

$

2.90

 

 

$

3.29

 

 

$

(1,193

)

 2022

 

Three-way Collars

 

200,000 Mmbtu/day

 

 

 

 

$

2.20

 

 

$

2.72

 

 

$

3.35

 

 

$

(12,699

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Crude Oil (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 2021

 

Swaps

 

7,166 bbls/day

 

$

56.28

 

 

 

 

 

 

 

 

 

 

 

$

(19,391

)

2022

 

Swaps

 

4,560 bbls/day

 

$

60.39

 

 

 

 

 

 

 

 

 

 

 

$

(8,899

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NGLs (C3-Propane)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2021

 

Swaps

 

6,000 bbls/day

 

$0.90/gallon

 

 

 

 

 

 

 

 

 

 

 

$

(8,490

)

July – September 2021

 

Collars

 

5,000 bbls/day

 

 

 

 

 

 

 

$0.95/gallon

 

 

$1.05/gallon

 

 

$

(1,092

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NGLs (NC4-Normal Butane)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2021

 

Swaps

 

2,000 bbls/day

 

$1.05/gallon

 

 

 

 

 

 

 

 

 

 

 

$

(2,744

)

2021

 

Collars

 

2,500 bbls/day

 

 

 

 

 

 

 

$0.94/gallon

 

 

$1.08/gallon

 

 

$

(3,413

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NGLs (C5-Natural Gasoline)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2021

 

Swaps

 

3,000 bbls/day

 

$1.28/gallon

 

 

 

 

 

 

 

 

 

 

 

$

(6,952

)

2021

 

Collars

 

2,000 bbls/day

 

 

 

 

 

 

 

$1.34/gallon

 

 

$1.55gallon

 

 

$

(1,268

)

2022

 

Swaps

 

1,000 bbls/day

 

$1.50/gallon

 

 

 

 

 

 

 

 

 

 

 

$

(76

)

2022

 

Collars

 

1,000 bbls/day

 

 

 

 

 

 

 

$1.40/gallon

 

 

$1.60/gallon

 

 

$

(41

)

(1) We also sold natural gas call swaptions of 180,000 Mmbtu/day for 2022 at a weighted average price of $2.86. The fair market value of these swaptions at June 30, 2021 was a net derivative liability of $22.1 million. In addition, we sold oil call swaptions of 1,000 bbls per day for 2022 at a weighted average price of $54.00 which has a fair value of a loss of $4.3 million at June 30, 2021.

(1)

We also sold natural gas call swaptions of 140,000 Mmbtu/day for 2021 at a weighted average price of $2.88. In addition, we sold natural gas call swaptions of 280,000 Mmbtu/day per day for 2022 at a weighted average price of $2.81. The fair market value of these swaptions at September 30, 2020 was a net derivative liability of $20.4 million.

In the future, we expect our NGLs production to continue to increase. We believe NGLs prices are somewhat seasonal, particularly for propane. Therefore, the relationship of NGLs prices to NYMEX WTI (or West Texas Intermediate) will vary due to product components, seasonality and geographic supply and demand. We sell NGLs in several regional and international markets. If we are not able to sell or store NGLs, we may be required to curtail production or shift our drilling activities to dry gas areas.

Currently, the Appalachian region has limited local demand and infrastructure to accommodate ethane. We have agreements where we have contracted to either sell or transport ethane from our Marcellus Shale area. We cannot ensure that

46


these facilities will remain available. If we are not able to sell ethane under at least one of these agreements, we may be required to curtail production or, as we have done in the past, purchase or divert natural gas to blend with our rich residue gas.

42


Other Commodity Risk

We are impacted by basis risk, caused by factors that affect the relationship between commodity futures prices reflected in derivative commodity instruments and the cash market price of the underlying commodity. Natural gas transaction prices are frequently based on industry reference prices that may vary from prices experienced in local markets. If commodity price changes in one region are not reflected in other regions, derivative commodity instruments may no longer provide the expected hedge, resulting in increased basis risk. Therefore, in addition to the swaps, collars, three-way collars and callsswaptions discussed above, we have entered into natural gas basis swap agreements. The price we receive for our gas production can be more or less than the NYMEX Henry Hub price because of basis adjustments, relative quality and other factors. Basis swap agreements effectively fix the basis adjustments. The fair value of the natural gas basis swaps was a gain of $5.4$25.7 million at SeptemberJune 30, 20202021 and they settle monthly through December 2024.

At SeptemberJune 30, 2020,2021, we also had propane basisspread swap contracts which lock in the differential between Mont Belvieu and international propane indices. These contracts settle monthly in 2020 and include a total volume of 312,500 barrels.through 2021. The fair value of these contracts was a lossgain of $529,000$376,000 at SeptemberJune 30, 2020.2021.

At SeptemberJune 30, 2020,2021, we haveare entitled to receive contingent divestiture consideration associated with the sale of our North Louisiana assets, where we are entitled to receive contingent consideration, annually through 2023, of up to $90.0$75.0 million based on future achievement of certain natural gas and oil prices based on published indexes along with the realized NGLs prices of the buyer. The fair value at SeptemberJune 30, 20202021 was a gain of $15.4$37.4 million.

The following table shows the fair value of our derivatives and the hypothetical changes in fair value that would result from a 10% and a 25% change in commodity prices at SeptemberJune 30, 2020.2021. We remain at risk for possible changes in the market value of commodity derivative instruments; however, such risks should be mitigated by price changes in the underlying physical commodity (in thousands):

 

  

 

 

 

  

Hypothetical Change in Fair Value

 

 

 

Hypothetical Change in Fair Value

 

 

  

 

 

 

  

Increase in Commodity Price of

 

 

Decrease in Commodity Price of

 

 

  

Fair Value

 

  

10%

 

  

25%

 

 

10%

 

  

25%

 

Swaps

 

$

(9,068

)

 

$

(85,281

)

 

$

(213,200

)

 

$

85,281

 

 

$

213,203

 

Collars

 

 

(14,169

)

 

 

(23,530

)

 

 

(62,083

)

 

 

22,437

 

 

 

56,852

 

Three-way collars

 

 

(39,883

)

 

 

(22,017

)

 

 

(57,582

)

 

 

19,770

 

 

 

44,403

 

Swaptions

 

 

(20,368

)

 

 

(23,315

)

 

 

(72,837

)

 

 

13,104

 

 

 

19,374

 

Basis swaps

 

 

4,871

 

 

 

2,587

 

 

 

6,469

 

 

 

(2,587

)

 

 

(6,469

)

Freight swaps

 

 

(1,388

)

 

 

664

 

 

 

1,659

 

 

 

(664

)

 

 

(1,659

)

Divestiture contingent consideration

 

 

15,420

 

 

 

4,480

 

 

 

11,570

 

 

 

(3,950

)

 

 

(8,890

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hypothetical Change in Fair Value

 

 

Hypothetical Change in Fair Value

 

 

 

 

 

 

Increase in Commodity
Price of

 

 

Decrease in Commodity
Price of

 

 

 

Fair Value

 

 

10%

 

 

25%

 

 

10%

 

 

25%

 

Swaps

 

$

(161,808

)

 

$

(91,130

)

 

$

(227,825

)

 

$

91,130

 

 

$

227,825

 

Collars

 

 

(36,942

)

 

 

(28,066

)

 

 

(72,480

)

 

 

25,844

 

 

 

57,780

 

Three-way collars

 

 

(62,582

)

 

 

(33,999

)

 

 

(90,105

)

 

 

30,994

 

 

 

72,773

 

Swaptions

 

 

(26,414

)

 

 

(21,880

)

 

 

(56,376

)

 

 

17,073

 

 

 

25,740

 

Basis swaps

 

 

26,063

 

 

 

11,208

 

 

 

28,029

 

 

 

(11,194

)

 

 

(27,890

)

Freight swaps

 

 

37

 

 

 

346

 

 

 

866

 

 

 

(346

)

 

 

(866

)

Divestiture contingent consideration

 

 

37,350

 

 

 

6,810

 

 

 

15,380

 

 

 

(7,570

)

 

 

(18,770

)

Our commodity-based derivative contracts expose us to the credit risk of non-performance by the counterparty to the contracts. Our exposure is diversified primarily among major investment grade financial institutions and we have master netting agreements with our counterparties that provide for offsetting payables against receivables from separate derivative contracts. Our derivative contracts are with multiple counterparties to minimize our exposure to any individual counterparty. At SeptemberJune 30, 2020,2021, our derivative counterparties include twenty-onenineteen financial institutions, of which all but five are secured lenders in our bank credit facility. Counterparty credit risk is considered when determining the fair value of our derivative contracts. While our counterparties are primarily major investment grade financial institutions, the fair value of our derivative contracts has been adjusted to account for the risk of non-performance by certain of our counterparties, which was immaterial. OurThrough March 31, 2021, our propane and butane sales from the Marcus Hook facility near Philadelphia arewere short-term and are to a single purchaser. Ourpurchaser and our ethane sales from Marcus Hook arewere to a single international customer. As of April 1, 2021, other than limited spot sales, our propane and butane sales have been diversified among several purchasers and are for set terms of twelve to twenty-four months.

Interest Rate Risk

We are exposed to interest rate risk on our bank debt. We attempt to balance variable rate debt, fixed rate debt and debt maturities to manage interest costs, interest rate volatility and financing risk. This is accomplished through a mix of fixed rate senior and senior subordinated debt and variable rate bank debt. At SeptemberJune 30, 2020,2021, we had $3.1$3.0 billion of debt outstanding. Of this amount, $2.4$2.9 billion bears interest at fixed rates averaging 6.5%6.9%. Bank debt totaling $706.0$121.0 million bears interest at floating rates, which was 2.2% on SeptemberJune 30, 2020.2021. On SeptemberJune 30, 2020,2021, the 30-day LIBOR Rate was

47


approximately 0.1%. A 1% increase in short-term interest rates on the floating-rate debt outstanding on SeptemberJune 30, 2020,2021 would result in approximately $7.1$1.2 million in additional annual interest expense.

43


ITEM 4. CONTROLS AND PROCEDURES

ITEM 4.

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As required by Rule 13a-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we have evaluated, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q. Our disclosure controls and procedures are designed to provide reasonable assurance that the information required to be disclosed by us in reports that we file under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. Based upon the evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures were effective as of SeptemberJune 30, 20202021 at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

There was no change in our system of internal control over financial reporting (as defined in RulesExchange Act Rule 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarterthree months ended SeptemberJune 30, 20202021 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

ITEM 1.

See Note 17 to our unaudited consolidated financial statements entitled “Commitments and Contingencies” included in Part I Item 1 above for a summary of our legal proceedings, such information being incorporated herein by reference.

Environmental Proceedings

Our subsidiary, Range Resources – Appalachia, LLC, was ordered in January 2020notified by the Pennsylvania Department of Environmental Protection (“DEP”),DEP that it intends to take remedial actions pursuant toassess a civil penalty under the Pennsylvania Clean Streams Law and the 2012 Oil and Gas Act in connection with respect to one well in Lycoming County. While Range has undertakenCounty and ordered us to conduct certain remedial effortswork and monitoring to prevent methane and other substances from allegedly escaping the gas well into the surrounding environment including into soil, groundwater, streams and other surrounding water sources. DEP initially issued an order specifying its demands to the subsidiary on May 11, 2015. We appealed the order and the appeal was subsequently settled and discontinued whereupon we agreed to conduct certain, limited remedial work at the one well and continue monitoring water sources in the pastarea and DEP did not assess any fines at that time. Thereafter, on January 13, 2020, DEP issued a new order regarding the directionsame one well in Lycoming County which set forth similar allegations and demands as set forth above. This new order was issued despite considerable data and evidence presented to DEP over the course of the DEP regarding this well, Range has and continues to vigorously dispute the allegationsinvestigation that this one well has not been nor is currently the source of methane in surrounding groundwater andthe environment nor any water wells as contended by DEP. Range has considerable evidence tosupplies, but rather the contrary, including that methane had existed in the groundwaterenvironment before the commencement of our operations. RangeWe appealed the January 2020 order to the Environmental Hearing Board. While weand intend to vigorously defend against the allegations in the Order, nonetheless,asserted by DEP; however, a resolution of this matter may nonetheless result in penaltiesmonetary sanctions of more than $100,000.$250,000.

From time to time, we receive notices of violation from governmental and regulatory authorities in areas in which we operate relating to alleged violations of environmental statutes or the rules and regulations promulgated thereunder. While we cannot predict with certainty whether these notices of violation will result in fines and/or penalties, if fines and/or penalties are imposed, they may result in monetary sanctions, individually or in the aggregate, in excess of $100,000.$250,000.

ITEM 1A. RISK FACTORS

ITEM 1A.

RISK FACTORS

We are subject to various risks and uncertainties in the course of our business. In addition to the factors discussed elsewhere in this report, you should carefully consider the risks and uncertainties described under Item 1A. Risk Factors filed in our Annual Report on Form 10-K for the year ended December 31, 2019 and disclosed in our first quarter 10-Q for the quarter ended March 31, 2020.

48


ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table provides information about purchases by Range during theDuring second quarter ended September2021, we did not purchase any shares. Through June 30, 2020 of equity securities that are registered pursuant to Section 12 of the Securities Exchange Act of 1934:

Period

Total Number of Shares Purchased

Average Price Paid Per Share

Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs

Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (a)

7/1/20 – 7/31/20

$    —

$ 70,099,593

8/1/20 – 8/31/20

   —

$ 70,099,593

9/1/20 – 9/30/20

     —

$ 70,099,593

Total

$    —

(a) In October 2019, we announced a $100.0 million share repurchase program. As of September 30, 2020,2021, we have repurchased 10.0 million shares of common stock at a cost of approximately $29.7$29.9 million, excluding fees and commissions.commissions, as part of a $100.0 million share repurchase program announced in October 2019. Shares repurchased as of SeptemberJune 30, 20202021 are held as treasury stock.

4944


ITEM 6. EXHIBITS

Exhibit index

Exhibit
Number

EXHIBITS

Exhibit index

Exhibit
Number

Exhibit Description

3.1

3.1

Restated Certificate of Incorporation of Range Resources Corporation (incorporated by reference to Exhibit 3.1.1 to our Form 10-Q (File No. 001-12209) as filed with the SEC on May 5, 2004, as amended by the Certificate of ThirdFirst Amendment to Restated Certificate of Incorporation of Range Resources Corporation (incorporated by reference to Exhibit 3.1 to our Form 10-Q (File No. 001-12209) as filed with the SEC on July 28, 2005) and the Certificate of Second Amendment to Restated Certificate of Incorporation of Range Resources Corporation (incorporated by reference to Exhibit 3.1 to our Form 10-Q (File No. 001-12209) as filed with the SEC on July 24, 2008)

3.2

Amended and Restated By-laws of Range Resources Corporation (incorporated by reference to Exhibit 3.1 to our Form 8-K (File No. 001-12209) as filed with the SEC on May 19, 2016)

10.131.1*

Sixth Amended and Restated Credit Agreement, dated April 13, 2018 among Range Resources Corporation (as borrower) and JPMorgan Chase Bank, N.A. as administrative agent and the other lenders and agents party thereto (incorporated by reference to Exhibit 10.1 to our Form 8-K (File No. 001-12209) as filed with the SEC on April 16, 2018)

10.2

First Amendment to the Sixth Amended and Restated Credit Agreement, dated as of October 18, 2019 among Range Resources Corporation (as borrower) and JPMorgan Chase Bank, N.A. as administrative agent and the other lenders and agents party thereto (incorporated by reference to Exhibit 10.2 to our Form 10-Q (File No. 001-12209) as filed with the SEC on October 23, 2019)

10.3

Second Amendment to the Sixth Amended and Restated Credit Agreement, dated as of March 27, 2020 among Range Resources Corporation (as borrower) and JPMorgan Chase Bank N.A. as administrative agent and the other lenders and agents party thereto (incorporated by reference to Exhibit 10.1 to our Form 8-K (File No. 001-12209) as filed with the SEC on April 1, 2020)

10.4

Range Resources Corporation 2019 Equity-Based Compensation Plan (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K (File No. 001-12209) as filed with the SEC on May 16, 2019)

10.5

Range Resources Corporation Amended and Restated 2019 Equity & Based Compensation Plan (incorporated by reference to Exhibit A to our Definitive Proxy Statement for the 2020 Annual Meeting of Stockholders. (File No. 001-12209, as filed with the SEC on April 3, 2020)

10.6

Purchase Agreement, dated as of August 18, 2020, by and among Range Resources Corporation and JPMorgan Securities LLC (as representative of the several initial purchasers identified therein) (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K (File No. 001-12209) as filed with the SEC on August 19, 2020)

31.1*

Certification by the President and Chief Executive Officer of Range Resources Corporation Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2*

Certification by the Chief Financial Officer of Range Resources Corporation Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1**

Certification by the President and Chief Executive Officer of Range Resources Corporation Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2**

Certification by the Chief Financial Officer of Range Resources Corporation Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101. INS*

Inline XBRL Instance Document – the XBRL Instance Document does not appear in the Interactive Data file because its XBRL tags are embedded within the Inline XBRL document

101. SCH*

Inline XBRL Taxonomy Extension Schema

101. CAL*

Inline XBRL Taxonomy Extension Calculation Linkbase Document

50


Exhibit
Number

Exhibit Description

 

101. DEF*

101. DEF*

Inline XBRL Taxonomy Extension Definition Linkbase Document

101. LAB*

Inline XBRL Taxonomy Extension Label Linkbase Document

101. PRE*

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104 *

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

*

filed herewith

**

furnished herewith

51* filed herewith

** furnished herewith

45


SIGNATURES

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 thereunto duly authorized.

Date: October 29, 2020July 26, 2021

RANGE RESOURCES CORPORATION

By:

/s/ MARK S. SCUCCHI

Mark S. Scucchi

Senior Vice President and
Chief Financial Officer

Date: October 29, 2020July 26, 2021

RANGE RESOURCES CORPORATION

By:

/s/ DORI A. GINN

Dori A. Ginn

Senior Vice President – Controller and
Principal Accounting Officer

46

52