Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 30, 2020 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Berry Corp (bry) | |
Entity Central Index Key | 0001705873 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding (in shares) | 79,758,415 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 1 | $ 0 |
Accounts receivable, net of allowance for doubtful accounts of $2,303 at March 31, 2020 and $1,103 at December 31, 2019 | 48,602 | 71,867 |
Derivative instruments | 169,859 | 9,166 |
Other current assets | 19,730 | 19,399 |
Total current assets | 238,192 | 100,432 |
Noncurrent assets: | ||
Oil and natural gas properties | 1,357,496 | 1,675,717 |
Accumulated depletion and amortization | (146,158) | (209,105) |
Total oil and natural gas properties, net | 1,211,338 | 1,466,612 |
Other property and equipment | 109,094 | 135,117 |
Accumulated depreciation | (24,819) | (25,462) |
Total other property and equipment, net | 84,275 | 109,655 |
Derivative instruments | 15,245 | 525 |
Other noncurrent assets | 10,480 | 12,974 |
Total assets | 1,559,530 | 1,690,198 |
Current liabilities: | ||
Accounts payable and accrued expenses | 108,720 | 151,811 |
Derivative instruments | 0 | 4,817 |
Total current liabilities | 108,720 | 156,628 |
Noncurrent liabilities: | ||
Long-term debt | 403,663 | 394,319 |
Derivative instruments | 283 | 141 |
Deferred income taxes | 35,404 | 9,057 |
Asset retirement obligation | 134,877 | 124,019 |
Other noncurrent liabilities | 26,757 | 33,586 |
Commitments and Contingencies - Note 4 | ||
Equity: | ||
Common stock ($.001 par value; 750,000,000 shares authorized; 84,863,263 and 84,655,222 shares issued; and 79,751,017 and 79,542,976 shares outstanding, at March 31, 2020 and December 31, 2019, respectively) | 85 | 85 |
Additional paid-in-capital | 904,072 | 901,830 |
Treasury stock, at cost, (5,112,246 shares at March 31, 2020 and at December 31, 2019) | (49,995) | (49,995) |
Retained earnings (deficit) | (4,336) | 120,528 |
Total equity | 849,826 | 972,448 |
Total liabilities and equity | $ 1,559,530 | $ 1,690,198 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 2,303 | $ 1,103 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 750,000,000 | 750,000,000 |
Common stock, shares issued (in shares) | 84,863,263 | 84,655,222 |
Common stock, shares outstanding (in shares) | 79,751,017 | 79,542,976 |
Treasury stock, at cost (in shares) | 5,112,246 | 5,112,246 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenues and other: | ||
Revenues and other | $ 128,036 | $ 141,778 |
Gains (losses) on derivatives | 199,194 | (63,124) |
Total revenues and other | 339,265 | 76,539 |
Expenses and other: | ||
Transportation expenses | 1,822 | 2,173 |
Marketing expenses | 430 | 851 |
General and administrative expenses | 19,337 | 14,340 |
Depreciation, depletion, and amortization | 35,329 | 24,585 |
Impairment of oil and gas properties | 289,085 | 0 |
Taxes, other than income taxes | 4,352 | 8,086 |
Losses (gains) on derivatives | (199,194) | 63,124 |
Other operating expenses | 2,202 | 1,245 |
Total expenses and other | 419,290 | 114,853 |
Other (expenses) income: | ||
Interest expense | (8,920) | (8,805) |
Other, net | (6) | 154 |
Total other (expenses) income | (8,926) | (8,651) |
Reorganization items, net | 0 | (231) |
Loss before income taxes | (88,951) | (47,196) |
Income tax expense (benefit) | 26,349 | (13,098) |
Net loss | $ (115,300) | $ (34,098) |
Net loss per share: | ||
Basic (in dollars per share) | $ (1.45) | $ (0.42) |
Diluted (in dollars per share) | $ (1.45) | $ (0.42) |
Oil, natural gas and natural gas liquids sales | ||
Revenues and other: | ||
Revenues and other | $ 122,098 | $ 131,102 |
Expenses and other: | ||
Cost of goods sold | 50,752 | 57,928 |
Electricity sales | ||
Revenues and other: | ||
Revenues and other | 5,461 | 9,729 |
Expenses and other: | ||
Cost of goods sold | 3,946 | 7,760 |
Oil | ||
Revenues and other: | ||
Gains (losses) on derivatives | 211,229 | (65,239) |
Expenses and other: | ||
Losses (gains) on derivatives | (211,229) | 65,239 |
Marketing revenues | ||
Revenues and other: | ||
Revenues and other | 453 | 830 |
Other revenues | ||
Revenues and other: | ||
Revenues and other | 24 | 117 |
Natural gas sales | ||
Revenues and other: | ||
Revenues and other | 3,368 | 6,715 |
Gains (losses) on derivatives | (12,035) | 2,115 |
Expenses and other: | ||
Losses (gains) on derivatives | $ 12,035 | $ (2,115) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Common stock | Additional Paid-in Capital | Treasury Stock | Retained Earnings (Deficit) | |
Beginning balance at Dec. 31, 2018 | $ 1,006,446 | $ 82 | $ 914,540 | $ (24,218) | $ 116,042 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Shares withheld for payment of taxes on equity awards and other | (270) | (270) | ||||
Stock based compensation | 1,498 | 1,498 | ||||
Purchases of treasury stock | (24,375) | (24,375) | ||||
Purchase of rights to common stock | [1] | 0 | (20,265) | 20,265 | ||
Common stock issued to settle unsecured claims | 0 | 3 | (3) | |||
Dividends declared on common stock, $0.12/share | (10,072) | (10,072) | ||||
Net loss | (34,098) | (34,098) | ||||
Ending balance at Mar. 31, 2019 | 939,129 | 85 | 895,500 | (28,328) | 71,872 | |
Beginning balance at Dec. 31, 2019 | 972,448 | 85 | 901,830 | (49,995) | 120,528 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Shares withheld for payment of taxes on equity awards and other | (794) | (794) | ||||
Stock based compensation | 3,036 | 3,036 | ||||
Dividends declared on common stock, $0.12/share | (9,564) | (9,564) | ||||
Net loss | (115,300) | (115,300) | ||||
Ending balance at Mar. 31, 2020 | $ 849,826 | $ 85 | $ 904,072 | $ (49,995) | $ (4,336) | |
[1] | In 2018, we entered into several settlement agreements with general unsecured creditors from our bankruptcy process. We paid approximately $20 million to purchase their claims to our common stock. These claims were settled in February 2019 with no shares issued. |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - USD ($) $ in Millions | 2 Months Ended | 3 Months Ended | |
Feb. 28, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Stockholders' Equity [Abstract] | |||
Common stock, dividends declared (in dollars per share) | $ 0.12 | $ 0.12 | |
Purchase of rights to common stock | $ 20 | ||
Treasury stock reissued (in shares) | 0 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (115,300) | $ (34,098) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation, depletion and amortization | 35,329 | 24,585 |
Amortization of debt issuance costs | 1,338 | 1,255 |
Impairment of oil and gas properties | 289,085 | 0 |
Stock-based compensation expense | 2,922 | 1,474 |
Deferred income taxes | 26,347 | (13,098) |
Increase in allowance for doubtful accounts | 1,200 | 427 |
Other operating expenses | 1,575 | 1,245 |
Derivative activities: | ||
Total (gains) losses | (199,194) | 63,124 |
Cash settlements on derivatives | 19,625 | 14,904 |
Changes in assets and liabilities: | ||
Decrease (increase) in accounts receivable | 22,074 | (6,084) |
Increase in other assets | (331) | (717) |
Decrease in accounts payable and accrued expenses | (29,179) | (29,854) |
Decrease in other liabilities | (11,008) | (2,066) |
Net cash provided by operating activities | 44,483 | 21,097 |
Capital expenditures: | ||
Development of oil and natural gas properties | (45,542) | (47,679) |
Purchases of other property and equipment | (1,227) | (1,419) |
Changes in capital investment accruals | 3,533 | (3,693) |
Other | 198 | 0 |
Net cash used in investing activities | (43,038) | (52,791) |
Cash flows from financing activities: | ||
Borrowings under RBL credit facility | 124,100 | 15,350 |
Repayments on RBL credit facility | (115,000) | (15,350) |
Dividends paid on common stock | (9,750) | (9,813) |
Purchase of treasury stock | 0 | (25,241) |
Shares withheld for payment of taxes on equity awards and other | (794) | (270) |
Net cash used in financing activities | (1,444) | (35,324) |
Net increase (decrease) in cash and cash equivalents | 1 | (67,018) |
Cash and cash equivalents: | ||
Beginning | 0 | 68,680 |
Ending | $ 1 | $ 1,662 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation Effective February 18, 2020, Berry Petroleum Corporation changed its name to Berry Corporation (bry) and introduced a new logo. We believe that the name Berry Corporation (bry) is a name that better represents our progressive approach to evolving and growing the business in today’s dynamic oil and gas industry. “Berry Corp.” refers to Berry Corporation (bry), a Delaware corporation, which is the sole member of Berry Petroleum Company, LLC ("Berry LLC"). As the context may require, the “Company”, “we”, “our” or similar words refer to (i) Berry Corp. and Berry LLC, its consolidated subsidiary, as a whole or (ii) either Berry Corp. or Berry LLC. Nature of Business Berry Corp. is an independent oil and natural gas company that was incorporated under Delaware law on February 13, 2017. Berry Corp. operates through its wholly-owned subsidiary, Berry LLC. Our properties are located in the United States (the “U.S.”), in California (in the San Joaquin and Ventura basins), Utah (in the Uinta basin), and Colorado (in the Piceance basin). Principles of Consolidation and Reporting The condensed consolidated financial statements were prepared in conformity with U.S. generally accepted accounting principles (“GAAP”), which requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. In management’s opinion, the accompanying financial statements contain all normal, recurring adjustments that are necessary to fairly present our interim unaudited condensed consolidated financial statements. We eliminated all significant intercompany transactions and balances upon consolidation. For oil and gas exploration and production joint ventures in which we have a direct working interest, we account for our proportionate share of assets, liabilities, revenue, expense and cash flows within the relevant lines of the financial statements. We prepared this report pursuant to the rules and regulations of the U.S. Security and Exchange Commission (“SEC”) applicable to interim financial information, which permit the omission of certain disclosures to the extent they have not changed materially since the latest annual financial statements. We believe our disclosures are adequate to make the disclosed information not misleading. The results reported in these unaudited condensed consolidated financial statements may not accurately forecast results for future periods. This Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and the notes thereto in our Annual Report on Form 10-K for the year ended December 31, 2019. Reclassification We reclassified certain prior year amounts in the cash flow statements to conform to the current year presentation. These reclassifications had no material impact on the financial statements. New Accounting Standards Issued, But Not Yet Adopted In February 2016, the FASB issued rules requiring lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months and to include qualitative and quantitative disclosures with respect to the amount, timing, and uncertainty of cash flows arising from leases. As an emerging growth company, we have elected to delay the adoption of these rules until they are applicable to non-SEC issuers which is for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The FASB has issued a proposal to further delay implementation, which has not been finalized yet. We are currently identifying our lease population in accordance with the new lease standard. We expect the adoption of these rules to increase other assets and other liabilities on our balance sheet and we are currently evaluating the impact on our consolidated results of operations. In December 2019, the FASB issued rules which simplify the accounting for income taxes. As an emerging growth company, we have elected to delay the adoption of these rules until they are applicable to non-SEC issuers which is for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We are currently evaluating the impact of these rules on our consolidated financial statements. In March 2020, the FASB issued rules providing optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by the reference rate reform, if certain criteria are met. The optional expedient for contract modifications applies to contract modifications that replace a reference rate affected by the reference rate reform, such as the London Interbank Offered Rate (“LIBOR”). Entities may elect to apply the amendments for contract modifications as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020 through December 31, 2022. We are currently evaluating the impact of these rules on our consolidated financial statements. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes our outstanding debt: March 31, 2020 December 31, 2019 Interest Rate Maturity Security (in thousands) RBL Facility $ 10,950 $ 1,850 variable rates July 29, 2022 Mortgage on 85% of Present Value of proven oil and gas reserves and lien on other assets 2026 Notes 400,000 400,000 7.0% February 15, 2026 Unsecured Long-Term Debt - Principal Amount 410,950 401,850 Less: Debt Issuance Costs (7,287 ) (7,531 ) Long-Term Debt, net $ 403,663 $ 394,319 Deferred Financing Costs We incurred legal and bank fees related to the issuance of debt. At March 31, 2020 and December 31, 2019 , debt issuance costs for the RBL Facility (as defined below) reported in “other noncurrent assets” on the balance sheet were approximately $10 million and $11 million net of amortization, respectively. At March 31, 2020 and December 31, 2019 , debt issuance costs, net of amortization, for the unsecured notes due February 2026 (the “2026 Notes”) reported in Long-Term Debt, net were approximately $7 million and $8 million , respectively. For the three months ended March 31, 2020 and March 31, 2019 , the amortization expense for the RBL Facility and 2026 Notes were both approximately $1 million and was included in “interest expense” in the condensed consolidated statements of operations. Fair Value Our debt is recorded at the carrying amount on the balance sheets. The carrying amount of the RBL Facility approximates fair value because the interest rates are variable and reflect market rates. The fair value of the 2026 Notes was approximately $164 million and $376 million at March 31, 2020 and December 31, 2019, respectively. The RBL Facility On July 31, 2017, we entered into a credit agreement (“RBL Facility”). The RBL Facility provides for a revolving loan with up to $ 1.5 billion of commitments, subject to a reserve borrowing base. In late 2019, we completed a borrowing base redetermination under our RBL Facility that set our borrowing base to $500 million and reaffirmed our elected commitment amount at $400 million . The RBL Facility matures on July 29, 2022, unless terminated earlier in accordance with the RBL Facility terms. Borrowing base redeterminations generally become effective each May and November, although each of us and the administrative agent may make one interim redetermination between scheduled redeterminations. While we have submitted our most recent borrowing base redetermination, we have not yet received the results. The RBL Facility contains customary events of default and remedies for credit facilities of a similar nature. If we do not comply with the financial and other covenants in the RBL Facility, the lenders may, subject to customary cure rights, require immediate payment of all amounts outstanding under the RBL Facility and exercise all of their other rights and remedies, including foreclosure on all of the collateral. The RBL Facility requires us to maintain on a consolidated basis as of each quarter-end (i) a Leverage Ratio of no more than 4.0 to 1.0 and (ii) a Current Ratio of at least 1.0 to 1.0. The RBL Facility also contains customary restrictions. As of March 31, 2020, our Leverage Ratio and Current Ratio were 1.4 to 1.0 and 4.2 to 1.0, respectively. In addition, the RBL Facility currently provides that to the extent we incur unsecured indebtedness, including any amounts raised in the future, the borrowing base will be reduced by an amount equal to 25% of the amount of such unsecured debt. We were in compliance with all financial covenants under the RBL Facility as of March 31, 2020 . As of March 31, 2020 , we had approximately $11 million in borrowings outstanding, $7 million in letters of credit outstanding, and approximately $382 million of available borrowings capacity under the RBL Facility. Bond Repurchase Program In February 2020, our Board of Directors adopted a program to spend up to $75 million for the opportunistic repurchase of our 2026 Notes. The manner, timing and amount of any purchases will be determined based on our evaluation of market conditions, compliance with outstanding agreements and other factors, may be commenced or suspended at any time without notice and does not obligate Berry Corp. to purchase the 2026 Notes during any period or at all. Corporate Organization Berry Corp., as Berry LLC’s parent company, has no independent assets or operations. Any guarantees of potential future registered debt securities by Berry Corp. or Berry LLC would be full and unconditional. Berry Corp. and Berry LLC currently do not have any other subsidiaries. In addition, there are no significant restrictions upon the ability of Berry LLC to distribute funds to Berry Corp. by distribution or loan other than under the RBL Facility. None of the assets of Berry Corp. or Berry LLC represent restricted net assets. The RBL Facility permits Berry LLC to make distributions to Berry Corp. so long as both before and after giving pro forma effect to such distribution no default or borrowing base deficiency exists, availability equals or exceeds 15% of the then effective borrowing base, and Berry Corp. demonstrates a pro forma leverage ratio less than or equal to 2.75 to 1.00. The conditions are currently met with significant margin. |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives We utilize derivatives, such as swaps, puts and calls, to hedge a portion of our forecasted oil production and gas purchases to reduce exposure to fluctuations in oil and natural gas prices, which addresses our market risk. We target covering our operating expenses and a majority of our fixed charges, including capital for sustained production levels, interest and dividends, with the oil hedges for a period of up to two years out. Additionally, we target fixing the price for a large portion of our natural gas purchases used in our steam operations for up to two years . We also, from time to time, have entered into agreements to purchase a portion of the natural gas we require for our operations, which we do not record at fair value as derivatives because they qualify for normal purchases and normal sales exclusions. For fixed-price oil swaps, we make settlement payments for prices above the indicated weighted-average price per barrel of Brent or WTI and receive settlement payments for prices below the indicated weighted‑average price per barrel of Brent or WTI. For our purchased oil calls, we would receive settlement payments for prices above the indicated weighted-average price per barrel of Brent. For fixed-price gas purchase swaps, we are the buyer so we make settlement payments for prices below the weighted-average price per MMBtu and receive settlement payments for prices above the weighted-average price per MMBtu. We use oil swaps and puts to protect against decreases in the oil price and natural gas swaps to protect against increases in natural gas prices. We do not enter into derivative contracts for speculative trading purposes and have not accounted for our derivatives as cash-flow or fair-value hedges. The changes in fair value of these instruments are recorded in current earnings. (Gains) losses on oil hedges are classified in the revenues and other section of the statement. As of March 31, 2020 , we had the following crude oil production and gas purchases hedges. Q2 2020 Q3 2020 Q4 2020 FY 2021 Fixed Price Oil Swaps (Brent): Hedged volume (MBbls) 2,184 2,208 2,208 3,282 Weighted-average price ($/Bbl) $ 59.91 $ 59.85 $ 59.85 $ 47.19 Fixed Price Oil Swaps (WTI): Hedged volume (MBbls) 30 — — — Weighted-average price ($/Bbl) $ 61.75 $ — $ — $ — Purchased Oil Calls Options (Brent): Hedged volume (MBbls) 273 276 276 — Weighted-average price ($/Bbl) $ 65.00 $ 65.00 $ 65.00 $ — Fixed Price Gas Purchase Swaps (Kern, Delivered): Hedged volume (MMBtu) 5,005,000 5,060,000 3,840,000 8,500,000 Weighted-average price ($/MMBtu) $ 2.89 $ 2.89 $ 2.73 $ 2.62 Fixed Price Gas Purchase Swaps (SoCal Citygate): Hedged volume (MMBtu) 455,000 460,000 155,000 — Weighted-average price ($/MMBtu) $ 3.80 $ 3.80 $ 3.80 $ — In April 2020 we added fixed price gas purchase swaps (Kern, Delivered) of 10,000 MMbtu/d at $2.79 beginning November 2020 through October 2021. Our commodity derivatives are measured at fair value using industry-standard models with various inputs including publicly available underlying commodity prices and forward curves, and all are classified as Level 2 in the required fair value hierarchy for the periods presented. These commodity derivatives are subject to counterparty netting. The following tables present the fair values (gross and net) of our outstanding derivatives as of March 31, 2020 and December 31, 2019 : March 31, 2020 Balance Sheet Gross Amounts Gross Amounts Offset Net Fair Value Presented (in thousands) Assets: Commodity Contracts Current assets $ 181,696 $ (11,837 ) $ 169,859 Commodity Contracts Non-current assets 16,033 (788 ) 15,245 Liabilities: Commodity Contracts Current liabilities (11,837 ) 11,837 — Commodity Contracts Non-current liabilities (1,071 ) 788 (283 ) Total derivatives $ 184,821 $ — $ 184,821 December 31, 2019 Balance Sheet Gross Amounts Gross Amounts Offset Net Fair Value Presented (in thousands) Assets: Commodity Contracts Current assets $ 17,799 $ (8,633 ) $ 9,166 Commodity Contracts Non-current assets 773 (248 ) 525 Liabilities: Commodity Contracts Current liabilities (13,450 ) 8,633 (4,817 ) Commodity Contracts Non-current liabilities (389 ) 248 (141 ) Total derivatives $ 4,733 $ — $ 4,733 By using derivative instruments to economically hedge exposure to changes in commodity prices, we expose ourselves to credit risk. Credit risk is the failure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is positive, the counterparty owes us, which creates credit risk. We do not receive collateral from our counterparties. We minimize the credit risk in derivative instruments by limiting our exposure to any single counterparty. In addition, our RBL Facility prevents us from entering into hedging arrangements that are secured, except with our lenders and their affiliates that have margin call requirements, that otherwise require us to provide collateral or with a non-lender counterparty that does not have an A- or A3 credit rating or better from Standards & Poor’s or Moody’s, respectively. In accordance with our standard practice, our commodity derivatives are subject to counterparty netting under agreements governing such derivatives which partially mitigates the counterparty nonperformance risk. |
Lawsuits, Claims, Commitments a
Lawsuits, Claims, Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lawsuits, Claims, Commitments and Contingencies | Lawsuits, Claims, Commitments and Contingencies In the normal course of business, we, or our subsidiary, are subject to lawsuits, environmental and other claims and other contingencies that seek, or may seek, among other things, compensation for alleged personal injury, breach of contract, property damage or other losses, punitive damages, civil penalties, or injunctive or declaratory relief. We accrue reserves for currently outstanding lawsuits, claims and proceedings when it is probable that a liability has been incurred and the liability can be reasonably estimated. We have not recorded any reserve balances at March 31, 2020 and December 31, 2019. We also evaluate the amount of reasonably possible losses that we could incur as a result of these matters. We believe that reasonably possible losses that we could incur in excess of reserves accrued on our balance sheet would not be material to our consolidated financial position or results of operations. We, or our subsidiary, or both, have indemnified various parties against specific liabilities those parties might incur in the future in connection with transactions that they have entered into with us. As of March 31, 2020 , we are not aware of material indemnity claims pending or threatened against us. We have certain commitments under contracts, including purchase commitments for goods and services. We previously had an obligation to a counterparty in connection with our Piceance assets to either build a road or secure a license for alternative access, in lieu of paying a $6 million penalty. As of December 31, 2019, we fulfilled the obligation by delivering the access license pursuant to the agreement. The counterparty has since filed a claim challenging the sufficiency of such access which we dispute. We intend to defend the matter vigorously, however, given the uncertainty of litigation and the preliminary stage of the case, among other things, at this time we cannot estimate the reasonable possible loss, if any, that may result from this action. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Equity | Equity Cash Dividends Our board of directors approved a $0.12 per share quarterly cash dividend on our common stock for the first quarter of 2020, which we paid in April 2020. However, in April 2020, in connection with the current low oil price environment, we temporarily suspended our quarterly dividend until oil prices recover. Stock Repurchase Program In December 2018, our Board of Directors adopted a program for the opportunistic repurchase of up to $100 million of our common stock. Based on the Board’s evaluation of market conditions for our common stock at that time, they authorized initial repurchases of up to $50 million under the program. In February 2020, the Board of Directors authorized the repurchase of the remaining $50 million of our $100 million repurchase program. We are not required or otherwise obligated to repurchase any additional shares any repurchases may be commenced or suspended at any time without notice. Repurchases may be made from time to time in the open market, in privately negotiated transactions or by other means, as determined in the Company's sole discretion. The manner, timing and amount of any purchases will be determined based on our evaluation of market conditions, stock price, compliance with outstanding agreements and other factors, may be commenced or suspended at any time without notice and does not obligate Berry Corp. to purchase shares during any period or at all. Any shares acquired will be available for general corporate purposes. The Company had repurchased a total of 5,057,682 shares under the stock repurchase program for approximately $50 million as of December 31, 2019. For the three months ended March 31, 2020 , we did no t repurchase any shares under the stock repurchase program. Stock-Based Compensation In March 2020, the Company granted awards of 1,817,656 shares of restricted stock units (“RSUs”), which will vest annually in equal amounts over three years and 1,278,877 performance-based restricted stock units (“PSUs”), which will cliff vest at three years. The fair value of these awards was approximately $32 million . The RSUs awarded are service-based awards. The PSUs awarded include a market objective measured against both absolute total stockholder return (“Absolute TSR”) and total stockholder return relative (“Relative TSR”) to the Vanguard World Fund - Vanguard Energy ETF index (the “Index”) over the performance period, assuming the reinvestment of dividends. Depending on the results achieved during the three -year performance period, the actual number of shares that a grant recipient receives at the end of the period may range from 0% to 200% of the Target Shares granted. The fair value of the PSUs was determined using a Monte Carlo simulation analysis to estimate the total shareholder return ranking of the Company, including a comparison against the Index over the performance periods. The expected volatility of the Company’s common stock at the date of grant was estimated based on blended historical average volatility rates for the Company and selected guideline public companies. The dividend yield assumption was based on the current annualized declared dividend. The risk-free interest rate assumption was based on observed interest rates consistent with the approximate three -year performance measurement period. |
Supplemental Disclosures to the
Supplemental Disclosures to the Financial Statements | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Disclosures to the Financial Statements | Supplemental Disclosures to the Financial Statements Other current assets reported on the condensed consolidated balance sheets included the following: March 31, 2020 December 31, 2019 (in thousands) Prepaid expenses $ 4,768 $ 4,577 Materials and supplies 10,972 10,544 Oil inventories 3,144 3,432 Other 846 846 Total other current assets $ 19,730 $ 19,399 Other non-current assets at March 31, 2020 and December 31, 2019 , included approximately $10 million and $11 million of deferred financing costs, net of amortization, respectively. Accounts payable and accrued expenses on the condensed consolidated balance sheets included the following: March 31, 2020 December 31, 2019 (in thousands) Accounts payable-trade $ 10,796 $ 13,986 Accrued expenses 48,877 57,078 Royalties payable 9,897 25,385 Taxes other than income tax liability 11,656 9,150 Accrued interest 3,500 10,500 Dividends payable 9,703 9,888 Asset retirement obligation - current portion 13,700 25,208 Other 591 616 Total accounts payable and accrued expenses $ 108,720 $ 151,811 We reclassified certain accrued expenses to accounts payable trade accounts for the prior period to conform to the current year presentation. These reclassifications had no impact on the financial statements. The increase in the long-term portion of the asset retirement obligation from $124 million at December 31, 2019 to $135 million at March 31, 2020 was due to $2 million of accretion and reclassification of $12 million from the current portion due to changes in budgeted spending and minimum state requirements. These increases were partially offset by $3 million of liabilities settled during the period. Other non-current liabilities at March 31, 2020 and December 31, 2019 included approximately $27 million and $33 million of greenhouse gas liability, respectively. Supplemental Information on the Statement of Operations Other operating expenses were $2.2 million and $1.2 million for the three months ended March 31, 2020 and March 31, 2019. These expenses mainly consist of excess abandonment costs and drilling rig standby charges in 2020 and excess abandonment costs in 2019. Supplemental Cash Flow Information Supplemental disclosures to the condensed consolidated statements of cash flows are presented below: Three Months Ended 2020 2019 (in thousands) Supplemental Disclosures of Significant Non-Cash Investing Activities: Material inventory transfers to oil and natural gas properties $ 696 $ 1,986 Supplemental Disclosures of Cash Payments (Receipts): Interest, net of amounts capitalized $ 14,879 $ 14,000 Income taxes $ 2 $ — Cash and cash equivalents consist primarily of highly liquid investments with original maturities of three months or less and are stated at cost, which approximates fair value. As part of our cash management system, we use a controlled disbursement account to fund cash distribution checks presented for payment by the holder. Checks issued but not yet presented to banks may result in overdraft balances, which amounts are immaterial for these periods, for accounting purposes in the accounts payable and accrued expenses account. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share We calculate basic earnings (loss) per share by dividing net income (loss) by the weighted-average number of common shares outstanding during the three months ended March 31, 2020 and 2019 which is approximately 80 million shares and 82 million shares, respectively. Common shares issuable upon the satisfaction of certain conditions pursuant to a contractual agreement, are considered common shares outstanding and are included in the computation of net income (loss) per share. The RSUs and PSUs are not a participating security as the dividends are forfeitable. For the three months ended March 31, 2020 and March 31, 2019, no incremental RSUs or PSUs were included in the diluted EPS calculation as their effect was anti-dilutive under the “if converted” method. Three Months Ended 2020 2019 (in thousands except per share amounts) Basic EPS calculation Net loss $ (115,300 ) $ (34,098 ) Weighted-average shares of common stock outstanding 79,608 81,765 Basic loss per share $ (1.45 ) $ (0.42 ) Diluted EPS calculation Net loss $ (115,300 ) $ (34,098 ) Weighted-average shares of common stock outstanding 79,608 81,765 Dilutive effect of potentially dilutive securities (1) — — Weighted-average common shares outstanding - diluted 79,608 81,765 Diluted loss per share $ (1.45 ) $ (0.42 ) __________ (1) No potentially dilutive securities were included in computing earnings (loss) per share for the three months ended March 31, 2020 and March 31, 2019 , because the effect of inclusion would have been anti-dilutive. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition We account for revenue in accordance with the Accounting Standards Codification 606, Revenue from Contracts with Customers, which we adopted on January 1, 2019, using the modified retrospective method, which was applied to all contracts that were not completed as of that date. Prior period results were not adjusted and continue to be reported under the accounting standards in effect for the prior period. The new standard did not affect the timing of our revenue recognition and did not impact net income; accordingly, we did not record an adjustment to the opening balance of retained earnings. We adopted the practical expedient related to disclosing the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied at the end of the reporting period. The performance obligations that are unsatisfied at the end of a reporting period relate solely to future volumes that we have yet to sell. As such, these are wholly unsatisfied performance obligations as each unit of product represents a separate performance obligation as well as a wholly unsatisfied promise to transfer a distinct good that forms part of a single performance obligation. We derive substantially all of our revenue from sales of oil, natural gas and natural gas liquids (“NGL”), with the remaining revenue generated from sales of electricity and marketing activities. The following is a description of our principal activities from which we generate revenue. Revenues are recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration we expect to receive in exchange for those goods or services. Oil, Natural Gas and NGLs We recognize revenue from the sale of our oil, natural gas and NGLs production when delivery has occurred and control passes to the customer. Our oil and natural gas contracts are short term, typically less than a year and our NGL contracts are both short and long term. We consider our performance obligations to be satisfied upon transfer of control of the commodity. Our commodity sales contracts are indexed to a market price or an average index price. We recognize revenue in the amount that we expect to receive once we are able to adequately estimate the consideration (i.e., when market prices are known). Our contracts with customers typically require payment within 30 days following invoicing. Electricity Sales The electrical output of our cogeneration facilities that is not used in our operations is sold to the California market based on market pricing, which includes capacity payments. The majority of the portion sold from three of our cogeneration facilities is sold under long-term contracts to two California utility companies, based on market pricing. Revenue is recognized over time when obligations under the terms of a contract with our customer are satisfied; generally, this occurs upon delivery of the electricity. Revenue is measured as the amount of consideration we expect to receive based on average index pricing with payment due the month following delivery. Capacity payments are based on a fixed annual amount per kilowatt hour and monthly rates vary based on seasonality, which is consistent with how we earn the capacity payment. Capacity payments are settled monthly. We consider our performance obligations to be satisfied upon delivery of electricity or as the contracted amount of energy is made available to the customer in the case of capacity payments. We report electricity revenue as electricity sales on our consolidated statements of operations. Marketing Revenue Marketing revenue primarily includes our activities associated with transporting and marketing third-party volumes. These sales are made under the same agreements with the same purchaser as our natural gas sales discussed above. We consider our performance obligations to be satisfied upon transfer of control of the commodity. Revenues are presented excluding costs incurred prior to transferring control of these volumes to the customer, or the costs to purchase these volumes when we are acting as the principal. The revenues and expenses related to the sale and purchase of third-party volumes are presented separately as marketing revenue and marketing expenses on the condensed consolidated statements of operations. Disaggregated Revenue As a result of adoption of this standard, we are now required to disclose the following information regarding revenue from contracts with customers on a disaggregated basis. Three Months Ended 2020 2019 (in thousands) Oil sales $ 118,310 $ 123,450 Natural gas sales 3,368 6,715 Natural gas liquids sales 420 937 Electricity sales 5,461 9,729 Marketing revenues 453 830 Other revenues 24 117 Revenues from contracts with customers 128,036 141,778 Gains (losses) on oil derivatives 211,229 (65,239 ) Total revenues and other $ 339,265 $ 76,539 |
Oil and Natural Gas Properties
Oil and Natural Gas Properties | 3 Months Ended |
Mar. 31, 2020 | |
Extractive Industries [Abstract] | |
Oil and Natural Gas Properties | Oil and Natural Gas Properties We evaluate the impairment of our proved and unproved oil and natural gas properties whenever events or changes in circumstance indicate that a property’s carrying value may not be recoverable. If the carrying amount of the proved properties exceeds the estimated undiscounted future cash flows, we record an impairment charge to reduce the carrying values of proved properties to their estimated fair value. We estimate the fair values of proved properties using valuation techniques that consider the market approach for values from the recent sale of similar properties, if applicable, and the income approach, converting future cash flows to a single discounted amount. Significant inputs used to determine the fair values of proved properties include estimates of: (i) reserves; (ii) future operating and development costs; (iii) future commodity prices; and (iv) a risk-adjusted discount rate. These inputs require significant judgments and estimates by our management at the time of the valuation which can change significantly over time. The underlying commodity prices are embedded in our estimated cash flows and are the product of a process that begins with the relevant forward curve pricing, adjusted for estimated location and quality differentials, as well as other factors our management believes will impact realizable prices. The fair value was estimated using inputs characteristic of a Level 3 fair value measurement. We evaluate the impairment of our unproved oil and gas properties whenever events or changes in circumstances indicate the carrying value may not be recoverable. If exploration and development work were to be unsuccessful, or management decided not to pursue development of these properties as a result of lower commodity prices, higher development and operating costs, contractual conditions or other factors, the capitalized costs of such properties would be expensed. The timing of any write-downs of unproved properties, if warranted, depends upon management’s plans, the nature, timing and extent of future exploration and development activities and their results. At March 31, 2020, we performed impairment tests with respect to our proved and unproved oil and gas properties as a result of significant declines in oil prices during the latter part of the first quarter. These declines were driven by the uncertainty surrounding the outbreak of novel strain of coronavirus (SARS-Cov-2), which causes COVID-19 (“COVID-19”) and other macroeconomic events such as the geopolitical tensions between OPEC and Russia. The COVID-19 pandemic and related economic repercussions, coupled with OPEC+ actions, created significant volatility, uncertainty, and turmoil in the oil and gas industry, which have negatively affected and are expected to continue to negatively affect our business. Low oil prices are expected to continue for some period as reflected by current futures forward curves for crude. Consequently, we recorded a non-cash pre-tax asset impairment charge of $289 million on properties in Utah and certain California locations. We evaluate our proved properties in accordance with accounting guidance and fair value techniques utilizing the period-end forward price curve, as well as assessing projects we determine we would not pursue in the foreseeable future given the current environment. We believe our current plans and exploration and development efforts will allow us to realize the carrying value of our unproved property balance at March 31, 2020. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The COVID-19 pandemic and related economic repercussions, coupled with OPEC+ actions, created significant volatility, uncertainty, and turmoil in the oil and gas industry, which have negatively affected and are expected to continue to negatively affect our business. As a result, after evaluating the positive and negative evidence, we determined that it was more likely than not that a large portion of our interest deduction carryforwards and tax credits would not be realized. Accordingly, we recognized a valuation allowance on our deferred tax assets during the quarter in the amount of $51 million . This was the key contributor in the decrease in our effective tax rate from 28% for the three months ended March 31, 2019 to (30)% for the three months ended March 31, 2020. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principles of Consolidation and Reporting | Principles of Consolidation and Reporting The condensed consolidated financial statements were prepared in conformity with U.S. generally accepted accounting principles (“GAAP”), which requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. In management’s opinion, the accompanying financial statements contain all normal, recurring adjustments that are necessary to fairly present our interim unaudited condensed consolidated financial statements. We eliminated all significant intercompany transactions and balances upon consolidation. For oil and gas exploration and production joint ventures in which we have a direct working interest, we account for our proportionate share of assets, liabilities, revenue, expense and cash flows within the relevant lines of the financial statements. We prepared this report pursuant to the rules and regulations of the U.S. Security and Exchange Commission (“SEC”) applicable to interim financial information, which permit the omission of certain disclosures to the extent they have not changed materially since the latest annual financial statements. We believe our disclosures are adequate to make the disclosed information not misleading. The results reported in these unaudited condensed consolidated financial statements may not accurately forecast results for future periods. This Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and the notes thereto in our Annual Report on Form 10-K for the year ended December 31, 2019. |
Reclassification | Reclassification We reclassified certain prior year amounts in the cash flow statements to conform to the current year presentation. These reclassifications had no material impact on the financial statements. |
New Accounting Standards Issued, But Not Yet Adopted | New Accounting Standards Issued, But Not Yet Adopted In February 2016, the FASB issued rules requiring lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months and to include qualitative and quantitative disclosures with respect to the amount, timing, and uncertainty of cash flows arising from leases. As an emerging growth company, we have elected to delay the adoption of these rules until they are applicable to non-SEC issuers which is for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The FASB has issued a proposal to further delay implementation, which has not been finalized yet. We are currently identifying our lease population in accordance with the new lease standard. We expect the adoption of these rules to increase other assets and other liabilities on our balance sheet and we are currently evaluating the impact on our consolidated results of operations. In December 2019, the FASB issued rules which simplify the accounting for income taxes. As an emerging growth company, we have elected to delay the adoption of these rules until they are applicable to non-SEC issuers which is for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We are currently evaluating the impact of these rules on our consolidated financial statements. In March 2020, the FASB issued rules providing optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by the reference rate reform, if certain criteria are met. The optional expedient for contract modifications applies to contract modifications that replace a reference rate affected by the reference rate reform, such as the London Interbank Offered Rate (“LIBOR”). Entities may elect to apply the amendments for contract modifications as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020 through December 31, 2022. We are currently evaluating the impact of these rules on our consolidated financial statements. |
Revenue Recognition | Revenue Recognition We account for revenue in accordance with the Accounting Standards Codification 606, Revenue from Contracts with Customers, which we adopted on January 1, 2019, using the modified retrospective method, which was applied to all contracts that were not completed as of that date. Prior period results were not adjusted and continue to be reported under the accounting standards in effect for the prior period. The new standard did not affect the timing of our revenue recognition and did not impact net income; accordingly, we did not record an adjustment to the opening balance of retained earnings. We adopted the practical expedient related to disclosing the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied at the end of the reporting period. The performance obligations that are unsatisfied at the end of a reporting period relate solely to future volumes that we have yet to sell. As such, these are wholly unsatisfied performance obligations as each unit of product represents a separate performance obligation as well as a wholly unsatisfied promise to transfer a distinct good that forms part of a single performance obligation. We derive substantially all of our revenue from sales of oil, natural gas and natural gas liquids (“NGL”), with the remaining revenue generated from sales of electricity and marketing activities. The following is a description of our principal activities from which we generate revenue. Revenues are recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration we expect to receive in exchange for those goods or services. Oil, Natural Gas and NGLs We recognize revenue from the sale of our oil, natural gas and NGLs production when delivery has occurred and control passes to the customer. Our oil and natural gas contracts are short term, typically less than a year and our NGL contracts are both short and long term. We consider our performance obligations to be satisfied upon transfer of control of the commodity. Our commodity sales contracts are indexed to a market price or an average index price. We recognize revenue in the amount that we expect to receive once we are able to adequately estimate the consideration (i.e., when market prices are known). Our contracts with customers typically require payment within 30 days following invoicing. Electricity Sales The electrical output of our cogeneration facilities that is not used in our operations is sold to the California market based on market pricing, which includes capacity payments. The majority of the portion sold from three of our cogeneration facilities is sold under long-term contracts to two California utility companies, based on market pricing. Revenue is recognized over time when obligations under the terms of a contract with our customer are satisfied; generally, this occurs upon delivery of the electricity. Revenue is measured as the amount of consideration we expect to receive based on average index pricing with payment due the month following delivery. Capacity payments are based on a fixed annual amount per kilowatt hour and monthly rates vary based on seasonality, which is consistent with how we earn the capacity payment. Capacity payments are settled monthly. We consider our performance obligations to be satisfied upon delivery of electricity or as the contracted amount of energy is made available to the customer in the case of capacity payments. We report electricity revenue as electricity sales on our consolidated statements of operations. Marketing Revenue Marketing revenue primarily includes our activities associated with transporting and marketing third-party volumes. These sales are made under the same agreements with the same purchaser as our natural gas sales discussed above. We consider our performance obligations to be satisfied upon transfer of control of the commodity. Revenues are presented excluding costs incurred prior to transferring control of these volumes to the customer, or the costs to purchase these volumes when we are acting as the principal. The revenues and expenses related to the sale and purchase of third-party volumes are presented separately as marketing revenue and marketing expenses on the condensed consolidated statements of operations. |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt | The following table summarizes our outstanding debt: March 31, 2020 December 31, 2019 Interest Rate Maturity Security (in thousands) RBL Facility $ 10,950 $ 1,850 variable rates July 29, 2022 Mortgage on 85% of Present Value of proven oil and gas reserves and lien on other assets 2026 Notes 400,000 400,000 7.0% February 15, 2026 Unsecured Long-Term Debt - Principal Amount 410,950 401,850 Less: Debt Issuance Costs (7,287 ) (7,531 ) Long-Term Debt, net $ 403,663 $ 394,319 |
Derivatives (Tables)
Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Transactions Resulting in Crude Oil Production and Gas Purchases Hedges | As of March 31, 2020 , we had the following crude oil production and gas purchases hedges. Q2 2020 Q3 2020 Q4 2020 FY 2021 Fixed Price Oil Swaps (Brent): Hedged volume (MBbls) 2,184 2,208 2,208 3,282 Weighted-average price ($/Bbl) $ 59.91 $ 59.85 $ 59.85 $ 47.19 Fixed Price Oil Swaps (WTI): Hedged volume (MBbls) 30 — — — Weighted-average price ($/Bbl) $ 61.75 $ — $ — $ — Purchased Oil Calls Options (Brent): Hedged volume (MBbls) 273 276 276 — Weighted-average price ($/Bbl) $ 65.00 $ 65.00 $ 65.00 $ — Fixed Price Gas Purchase Swaps (Kern, Delivered): Hedged volume (MMBtu) 5,005,000 5,060,000 3,840,000 8,500,000 Weighted-average price ($/MMBtu) $ 2.89 $ 2.89 $ 2.73 $ 2.62 Fixed Price Gas Purchase Swaps (SoCal Citygate): Hedged volume (MMBtu) 455,000 460,000 155,000 — Weighted-average price ($/MMBtu) $ 3.80 $ 3.80 $ 3.80 $ — |
Fair Values (Gross and Net) of Outstanding Derivatives | The following tables present the fair values (gross and net) of our outstanding derivatives as of March 31, 2020 and December 31, 2019 : March 31, 2020 Balance Sheet Gross Amounts Gross Amounts Offset Net Fair Value Presented (in thousands) Assets: Commodity Contracts Current assets $ 181,696 $ (11,837 ) $ 169,859 Commodity Contracts Non-current assets 16,033 (788 ) 15,245 Liabilities: Commodity Contracts Current liabilities (11,837 ) 11,837 — Commodity Contracts Non-current liabilities (1,071 ) 788 (283 ) Total derivatives $ 184,821 $ — $ 184,821 December 31, 2019 Balance Sheet Gross Amounts Gross Amounts Offset Net Fair Value Presented (in thousands) Assets: Commodity Contracts Current assets $ 17,799 $ (8,633 ) $ 9,166 Commodity Contracts Non-current assets 773 (248 ) 525 Liabilities: Commodity Contracts Current liabilities (13,450 ) 8,633 (4,817 ) Commodity Contracts Non-current liabilities (389 ) 248 (141 ) Total derivatives $ 4,733 $ — $ 4,733 |
Supplemental Disclosures to t_2
Supplemental Disclosures to the Financial Statements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Other Current Assets | Other current assets reported on the condensed consolidated balance sheets included the following: March 31, 2020 December 31, 2019 (in thousands) Prepaid expenses $ 4,768 $ 4,577 Materials and supplies 10,972 10,544 Oil inventories 3,144 3,432 Other 846 846 Total other current assets $ 19,730 $ 19,399 |
Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses on the condensed consolidated balance sheets included the following: March 31, 2020 December 31, 2019 (in thousands) Accounts payable-trade $ 10,796 $ 13,986 Accrued expenses 48,877 57,078 Royalties payable 9,897 25,385 Taxes other than income tax liability 11,656 9,150 Accrued interest 3,500 10,500 Dividends payable 9,703 9,888 Asset retirement obligation - current portion 13,700 25,208 Other 591 616 Total accounts payable and accrued expenses $ 108,720 $ 151,811 |
Supplemental Disclosures to the Statements of Cash Flows | Supplemental disclosures to the condensed consolidated statements of cash flows are presented below: Three Months Ended 2020 2019 (in thousands) Supplemental Disclosures of Significant Non-Cash Investing Activities: Material inventory transfers to oil and natural gas properties $ 696 $ 1,986 Supplemental Disclosures of Cash Payments (Receipts): Interest, net of amounts capitalized $ 14,879 $ 14,000 Income taxes $ 2 $ — |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | Three Months Ended 2020 2019 (in thousands except per share amounts) Basic EPS calculation Net loss $ (115,300 ) $ (34,098 ) Weighted-average shares of common stock outstanding 79,608 81,765 Basic loss per share $ (1.45 ) $ (0.42 ) Diluted EPS calculation Net loss $ (115,300 ) $ (34,098 ) Weighted-average shares of common stock outstanding 79,608 81,765 Dilutive effect of potentially dilutive securities (1) — — Weighted-average common shares outstanding - diluted 79,608 81,765 Diluted loss per share $ (1.45 ) $ (0.42 ) __________ (1) No potentially dilutive securities were included in computing earnings (loss) per share for the three months ended March 31, 2020 and March 31, 2019 , because the effect of inclusion would have been anti-dilutive. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | As a result of adoption of this standard, we are now required to disclose the following information regarding revenue from contracts with customers on a disaggregated basis. Three Months Ended 2020 2019 (in thousands) Oil sales $ 118,310 $ 123,450 Natural gas sales 3,368 6,715 Natural gas liquids sales 420 937 Electricity sales 5,461 9,729 Marketing revenues 453 830 Other revenues 24 117 Revenues from contracts with customers 128,036 141,778 Gains (losses) on oil derivatives 211,229 (65,239 ) Total revenues and other $ 339,265 $ 76,539 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Long-Term Debt - Principal Amount | $ 410,950 | $ 401,850 |
Less: Debt Issuance Costs | (7,287) | (7,531) |
Long-Term Debt, net | 403,663 | 394,319 |
2026 Notes | Unsecured Debt | ||
Debt Instrument [Line Items] | ||
Long-Term Debt - Principal Amount | $ 400,000 | 400,000 |
Interest Rate | 7.00% | |
Revolving Credit Facility | RBL Facility | Line of credit | ||
Debt Instrument [Line Items] | ||
Long-Term Debt - Principal Amount | $ 10,950 | $ 1,850 |
Variable rate | 4.00% | 5.50% |
Security | 85.00% |
Debt - Narrative (Details)
Debt - Narrative (Details) | 3 Months Ended | ||||
Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Feb. 27, 2020USD ($) | Dec. 31, 2019USD ($) | Jul. 31, 2017USD ($) | |
Debt Instrument [Line Items] | |||||
Debt issuance costs for the 2026 Senior Unsecured Notes | $ 7,287,000 | $ 7,531,000 | |||
Amortization of debt issuance costs | 1,338,000 | $ 1,255,000 | |||
Bond repurchase program, authorized amount | $ 75,000,000 | ||||
Interest Expense | |||||
Debt Instrument [Line Items] | |||||
Amortization of debt issuance costs | 1,000,000 | $ 1,000,000 | |||
RBL Facility | Line of credit | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Debt issuance costs for the RBL Facility | 10,000,000 | 11,000,000 | |||
Maximum borrowing capacity | $ 1,500,000,000 | ||||
Borrowing base | 500,000,000 | ||||
Elected commitment feature to increase borrowing base | 400,000,000 | ||||
Borrowings outstanding | 11,000,000 | ||||
Available borrowing capacity | $ 382,000,000 | ||||
Leverage ratio (no more than) | 4 | ||||
Current ratio (at least) | 1 | ||||
Leverage ratio at period end | 1.4 | ||||
Current ratio at period end | 4.2 | ||||
Reduction in borrowing base if unsecured indebtedness is incurred | 25.00% | ||||
Minimum availability of borrowing base required which will permit distributions to parent company | 15.00% | ||||
Maximum pro forma leverage ratio allowable which will permit distributions to parent company | 2.75 | ||||
RBL Facility | Line of credit | Letter of credit | |||||
Debt Instrument [Line Items] | |||||
Letters of credit outstanding | $ 7,000,000 | ||||
2026 Notes | Unsecured Debt | |||||
Debt Instrument [Line Items] | |||||
Fair value of debt | $ 164,000,000 | $ 376,000,000 |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) MMBTU in Thousands | 1 Months Ended | 3 Months Ended |
Apr. 30, 2020MMBTU$ / MMBtu | Mar. 31, 2020 | |
Derivative [Line Items] | ||
Target period to cover operating expenses and fixed charges (up to) | 2 years | |
Target period for fixing the price natural gas purchases used in steam operations (up to) | 2 years | |
Subsequent Event | Fixed Price Gas Purchase Swaps (Kern, Delivered) | ||
Derivative [Line Items] | ||
Notional amount, flow rate | MMBTU | 10 | |
Derivative, fixed rate | $ / MMBtu | 2.79 |
Derivatives - Derivative Transa
Derivatives - Derivative Transactions Resulting in Hedged Gas Contracts Outstanding (Details) - Forecast MMBTU in Thousands, MBbls in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2020MMBTU$ / bbl$ / MMBtuMBbls | Sep. 30, 2020MMBTU$ / bbl$ / MMBtuMBbls | Jun. 30, 2020MMBTU$ / bbl$ / MMBtuMBbls | Dec. 31, 2021MMBTU$ / bbl$ / MMBtuMBbls | |
Fixed Price Oil Swaps (Brent) | ||||
Derivative [Line Items] | ||||
Hedged volume (MBbls) | MBbls | 2,208 | 2,208 | 2,184 | 3,282 |
Weighted-average price ($/Bbl) | $ / bbl | 59.85 | 59.85 | 59.91 | 47.19 |
Fixed Price Oil Swaps (WTI) | ||||
Derivative [Line Items] | ||||
Hedged volume (MBbls) | MBbls | 0 | 0 | 30 | 0 |
Weighted-average price ($/Bbl) | $ / bbl | 0 | 0 | 61.75 | 0 |
Purchased Oil Calls Options (Brent) | ||||
Derivative [Line Items] | ||||
Hedged volume (MBbls) | MBbls | 276 | 276 | 273 | 0 |
Weighted-average price ($/Bbl) | $ / bbl | 65 | 65 | 65 | 0 |
Fixed Price Gas Purchase Swaps (Kern, Delivered) | ||||
Derivative [Line Items] | ||||
Weighted-average price ($/MMBtu) | $ / MMBtu | 2.73 | 2.89 | 2.89 | 2.62 |
Hedged volume (MMBtu) | MMBTU | 3,840 | 5,060 | 5,005 | 8,500 |
Fixed Price Gas Purchase Swaps (SoCal Citygate) | ||||
Derivative [Line Items] | ||||
Weighted-average price ($/MMBtu) | $ / MMBtu | 3.80 | 3.80 | 3.80 | 0 |
Hedged volume (MMBtu) | MMBTU | 155 | 460 | 455 | 0 |
Derivatives - Fair Values (Gros
Derivatives - Fair Values (Gross and Net) of Outstanding Derivatives (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Liabilities: | ||
Total derivatives | $ 184,821 | $ 4,733 |
Commodity Contracts | Current assets | ||
Assets: | ||
Gross Amounts Recognized at Fair Value | 181,696 | 17,799 |
Gross Amounts Offset in the Balance Sheet | (11,837) | (8,633) |
Net Fair Value Presented on the Balance Sheet | 169,859 | 9,166 |
Commodity Contracts | Non-current assets | ||
Assets: | ||
Gross Amounts Recognized at Fair Value | 16,033 | 773 |
Gross Amounts Offset in the Balance Sheet | (788) | (248) |
Net Fair Value Presented on the Balance Sheet | 15,245 | 525 |
Commodity Contracts | Current liabilities | ||
Liabilities: | ||
Gross Amounts Recognized at Fair Value | (11,837) | (13,450) |
Gross Amounts Offset in the Balance Sheet | 11,837 | 8,633 |
Net Fair Value Presented on the Balance Sheet | 0 | (4,817) |
Commodity Contracts | Non-current liabilities | ||
Liabilities: | ||
Gross Amounts Recognized at Fair Value | (1,071) | (389) |
Gross Amounts Offset in the Balance Sheet | 788 | 248 |
Net Fair Value Presented on the Balance Sheet | $ (283) | $ (141) |
Lawsuits, Claims, Commitments_2
Lawsuits, Claims, Commitments and Contingencies - Narrative (Details) $ in Millions | Mar. 31, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments under contracts | $ 6 |
Equity - Narrative (Details)
Equity - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 13 Months Ended | ||||
Apr. 30, 2020 | Mar. 31, 2020 | Feb. 27, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Price of shares repurchased | $ 24,375,000 | $ 50,000,000 | |||||
Number of shares repurchased (in shares) | 0 | 5,057,682 | |||||
Fair value of grants | $ 32,000,000 | ||||||
Restricted Stock Units (RSUs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Grants in period (in shares) | 1,817,656 | ||||||
Vesting period | 3 years | ||||||
Performance-based Restricted Stock Units (PSUs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Grants in period (in shares) | 1,278,877 | ||||||
Vesting period | 3 years | ||||||
Minimum | Performance-based Restricted Stock Units (PSUs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting rights percentage | 0.00% | ||||||
Maximum | Performance-based Restricted Stock Units (PSUs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting rights percentage | 200.00% | ||||||
Stock Repurchase Program | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Authorized amount of repurchases | $ 100,000,000 | $ 100,000,000 | |||||
Authorized current repurchases | $ 50,000,000 | ||||||
Stock Repurchase Program, Current Repurchases Authorized | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Authorized amount of repurchases | $ 50,000,000 | ||||||
Subsequent Event | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock, dividends paid (in dollars per share) | $ 0.12 |
Supplemental Disclosures to t_3
Supplemental Disclosures to the Financial Statements - Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid expenses | $ 4,768 | $ 4,577 |
Materials and supplies | 10,972 | 10,544 |
Oil inventories | 3,144 | 3,432 |
Other | 846 | 846 |
Total other current assets | $ 19,730 | $ 19,399 |
Supplemental Disclosures to t_4
Supplemental Disclosures to the Financial Statements - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Deferred financing costs, net of amortization | $ 10,000 | $ 11,000 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Asset retirement obligation, noncurrent | 134,877 | 124,019 | |
Asset retirement obligation, current | (13,700) | (25,208) | |
Asset retirement obligation, accretion expense | 2,000 | ||
Asset retirement obligation, liabilities settled | 3,000 | ||
Greenhouse gas liabilities, non-current | 27,000 | $ 33,000 | |
Other operating expenses | 2,202 | $ 1,245 | |
Adjustment | |||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Asset retirement obligation, noncurrent | 12,000 | ||
Asset retirement obligation, current | $ 12,000 |
Supplemental Disclosures to t_5
Supplemental Disclosures to the Financial Statements - Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accounts payable-trade | $ 10,796 | $ 13,986 |
Accrued expenses | 48,877 | 57,078 |
Royalties payable | 9,897 | 25,385 |
Taxes other than income tax liability | 11,656 | 9,150 |
Accrued interest | 3,500 | 10,500 |
Dividends payable | 9,703 | 9,888 |
Asset retirement obligation - current portion | 13,700 | 25,208 |
Other | 591 | 616 |
Total accounts payable and accrued expenses | $ 108,720 | $ 151,811 |
Supplemental Disclosures to t_6
Supplemental Disclosures to the Financial Statements - Supplemental Disclosures to the Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Supplemental Disclosures of Significant Non-Cash Investing Activities: | ||
Material inventory transfers to oil and natural gas properties | $ 696 | $ 1,986 |
Supplemental Disclosures of Cash Payments (Receipts): | ||
Interest, net of amounts capitalized | 14,879 | 14,000 |
Income taxes | $ 2 | $ 0 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Weighted-average shares of common stock outstanding (in shares) | 79,608,000 | 81,765,000 |
Incremental common shares attributable to dilutive effect of share-based payment arrangements (in shares) | 0 | 0 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Basic EPS calculation | ||
Net loss | $ (115,300) | $ (34,098) |
Weighted-average shares of common stock outstanding (in shares) | 79,608,000 | 81,765,000 |
Basic loss per share (in dollars per share) | $ (1.45) | $ (0.42) |
Diluted EPS calculation | ||
Net loss | $ (115,300) | $ (34,098) |
Weighted-average shares of common stock outstanding (in shares) | 79,608,000 | 81,765,000 |
Dilutive effect of potentially dilutive securities (in shares) | 0 | 0 |
Weighted-average common shares outstanding - diluted (in shares) | 79,608,000 | 81,765,000 |
Diluted loss per share (in dollars per share) | $ (1.45) | $ (0.42) |
Potentially dilutive securities (in shares) | 0 | 0 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) | 3 Months Ended |
Mar. 31, 2020utlity_companycogeneration_facility | |
Revenue from Contract with Customer [Abstract] | |
Payment term (within) | 30 days |
Number of cogeneration facilities selling majority of electric output not used in operations | cogeneration_facility | 3 |
Number of utility companies under long term contract to buy electrical output | utlity_company | 2 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Revenues and other | $ 128,036 | $ 141,778 |
Gains (losses) on oil derivatives | 199,194 | (63,124) |
Total revenues and other | 339,265 | 76,539 |
Oil sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenues and other | 118,310 | 123,450 |
Natural gas sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenues and other | 3,368 | 6,715 |
Gains (losses) on oil derivatives | (12,035) | 2,115 |
Natural gas liquids sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenues and other | 420 | 937 |
Electricity sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenues and other | 5,461 | 9,729 |
Marketing revenues | ||
Disaggregation of Revenue [Line Items] | ||
Revenues and other | 453 | 830 |
Other revenues | ||
Disaggregation of Revenue [Line Items] | ||
Revenues and other | 24 | 117 |
Oil | ||
Disaggregation of Revenue [Line Items] | ||
Gains (losses) on oil derivatives | $ 211,229 | $ (65,239) |
Oil and Natural Gas Properties
Oil and Natural Gas Properties (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Extractive Industries [Abstract] | ||
Impairment of oil and gas properties | $ 289,085 | $ 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Recognition of valuation allowance | $ 51 | |
Effective income tax rate | (30.00%) | 28.00% |