Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Jan. 31, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2020 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-38606 | ||
Entity Registrant Name | BERRY CORPORATION (bry) | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 81-5410470 | ||
Entity Address, Address Line One | 16000 Dallas Parkway | ||
Entity Address, Address Line Two | Suite 500 | ||
Entity Address, City or Town | Dallas | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 75248 | ||
City Area Code | 661 | ||
Local Phone Number | 616-3900 | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | ||
Trading Symbol | BRY | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 266.2 | ||
Entity Common Stock, Shares Outstanding | 79,932,806 | ||
Documents Incorporated by Reference | The Company’s definitive proxy statement relating to the annual meeting of shareholders (to be held May 19, 2021) will be filed with the Securities and Exchange Commission within 120 days after the close of the Company’s fiscal year ended December 31, 2020 and is incorporated by reference in Part III to the extent described herein. | ||
Entity Central Index Key | 0001705873 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 80,557 | $ 0 |
Accounts receivable, net of allowance for doubtful accounts of $2,215 at December 31, 2020 and $1,103 at December 31, 2019 | 52,027 | 71,867 |
Derivative instruments | 2,507 | 9,166 |
Other current assets | 19,400 | 19,399 |
Total current assets | 154,491 | 100,432 |
Noncurrent assets: | ||
Oil and natural gas properties | 1,412,566 | 1,675,717 |
Accumulated depletion and amortization | (235,259) | (209,105) |
Total oil and natural gas properties, net | 1,177,307 | 1,466,612 |
Other property and equipment | 112,145 | 135,117 |
Accumulated depreciation | (31,368) | (25,462) |
Total other property and equipment, net | 80,777 | 109,655 |
Derivative instruments | 0 | 525 |
Other noncurrent assets | 7,235 | 12,974 |
Total assets | 1,419,810 | 1,690,198 |
Current liabilities: | ||
Accounts payable and accrued expenses | 151,985 | 151,811 |
Derivative instruments | 23,321 | 4,817 |
Total current liabilities | 175,306 | 156,628 |
Noncurrent liabilities: | ||
Long-term debt | 393,480 | 394,319 |
Derivative instruments | 0 | 141 |
Deferred income taxes | 1,011 | 9,057 |
Asset retirement obligation | 135,192 | 124,019 |
Other noncurrent liabilities | 785 | 33,586 |
Commitments and Contingencies - Note 5 | ||
Stockholders' Equity: | ||
Common stock ($0.001 par value; 750,000,000 shares authorized; 85,041,581 and 84,655,222 shares issued; and 79,929,335 and 79,542,976 shares outstanding, at December 31, 2020 and December 31, 2019, respectively) | 85 | 85 |
Additional paid-in capital | 915,877 | 901,830 |
Treasury stock, at cost (5,112,246 shares at December 31, 2020 and at December 31, 2019) | (49,995) | (49,995) |
Retained (deficit) earnings | (151,931) | 120,528 |
Total stockholders' equity | 714,036 | 972,448 |
Total liabilities and stockholders' equity | $ 1,419,810 | $ 1,690,198 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 2,215 | $ 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) | 85,041,581 | 84,655,222 |
Common stock, shares outstanding (in shares) | 79,929,335 | 79,542,976 |
Treasury stock, shares at cost (in shares) | 5,112,246 | 5,112,246 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues and other: | |||
Revenues and other | $ 406,052 | $ 597,403 | $ 591,178 |
(Losses) gains on derivatives | 116,746 | (44,955) | 1,735 |
Total revenues and other | 523,833 | 559,405 | 586,557 |
Expenses and other: | |||
Transportation expenses | 6,938 | 8,059 | 9,860 |
Marketing expenses | 1,380 | 2,073 | 2,140 |
General and administrative expenses | 77,696 | 62,643 | 54,026 |
Depreciation, depletion and amortization | 139,180 | 106,006 | 86,271 |
Impairment of oil and gas properties | 289,085 | 51,081 | 0 |
Taxes, other than income taxes | 35,572 | 40,645 | 33,117 |
Losses (gains) on derivatives | (116,746) | 44,955 | (1,735) |
Other operating expense (income) | 5,781 | 4,588 | (2,747) |
Total expenses and other | 759,623 | 517,836 | 385,705 |
Other (expenses) income: | |||
Interest expense | (34,295) | (34,234) | (35,648) |
Other, net | (28) | 80 | 243 |
Total other (expenses) income | (34,323) | (34,154) | (35,405) |
Reorganization items, net | 0 | (426) | 24,690 |
(Loss) income before income taxes | (270,113) | 6,989 | 190,137 |
Income tax expense (benefit) | (7,218) | (36,550) | 43,035 |
Net (loss) income | (262,895) | 43,539 | 147,102 |
Series A Preferred Stock dividends and conversion to common stock | 0 | 0 | (97,942) |
Net (loss) income attributable to common stockholders | $ (262,895) | $ 43,539 | $ 49,160 |
Net (loss) earnings per share attributable to common stockholders: | |||
Basic (in dollars per share) | $ (3.29) | $ 0.54 | $ 0.85 |
Diluted (in dollars per share) | $ (3.29) | $ 0.53 | $ 0.85 |
Oil and gas | |||
Revenues and other: | |||
Revenues and other | $ 378,663 | $ 565,596 | $ 552,874 |
(Losses) gains on derivatives | 117,781 | (37,998) | (4,621) |
Expenses and other: | |||
Cost of goods sold | 186,348 | 216,294 | 188,776 |
Losses (gains) on derivatives | (117,781) | 37,998 | 4,621 |
Electricity sales | |||
Revenues and other: | |||
Revenues and other | 25,813 | 29,397 | 35,208 |
Expenses and other: | |||
Cost of goods sold | 16,608 | 19,490 | 20,619 |
Marketing revenues | |||
Revenues and other: | |||
Revenues and other | 1,426 | 2,094 | 2,322 |
Other revenues | |||
Revenues and other: | |||
Revenues and other | 150 | 316 | 774 |
Losses (gains) on natural gas purchase derivatives | |||
Revenues and other: | |||
Revenues and other | 14,041 | 19,391 | 26,244 |
(Losses) gains on derivatives | (1,035) | (6,957) | 6,357 |
Expenses and other: | |||
Losses (gains) on derivatives | $ 1,035 | $ 6,957 | $ (6,357) |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Series A Preferred Stock | Common Stock | Additional Paid-in Capital | Treasury Stock | Retained (Deficit) Earnings |
Beginning balance at Dec. 31, 2017 | $ 859,310 | $ 335,000 | $ 33 | $ 545,345 | $ 0 | $ (21,068) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Cash dividends declared on Series A Preferred Stock, $0.308/share | (11,301) | (11,301) | ||||
Conversion of Series A Preferred Stock into common stock | 0 | (335,000) | 40 | 334,960 | ||
Cash payment to Series A Preferred Stockholders | (60,273) | (60,273) | ||||
Issuance of common stock in initial public offering | 133,805 | 10 | 133,795 | |||
Repurchase of common stock | (23,712) | (2) | (23,710) | |||
Shares withheld for payment of taxes on equity awards | (3,699) | 1 | (3,700) | |||
Stock based compensation | 6,789 | 6,789 | ||||
Purchase of rights to common stock | (20,265) | (20,265) | ||||
Purchase of treasury stock | (3,953) | (3,953) | ||||
Dividends declared on common stock | (17,357) | (7,365) | (9,992) | |||
Net (loss) income | 147,102 | 147,102 | ||||
Ending balance at Dec. 31, 2018 | 1,006,446 | 0 | 82 | 914,540 | (24,218) | 116,042 |
Beginning balance at Dec. 31, 2017 | 859,310 | 335,000 | 33 | 545,345 | 0 | (21,068) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Purchase of treasury stock | (50,000) | |||||
Ending balance at Dec. 31, 2019 | 972,448 | 0 | 85 | 901,830 | (49,995) | 120,528 |
Beginning balance at Dec. 31, 2018 | 1,006,446 | 0 | 82 | 914,540 | (24,218) | 116,042 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Shares withheld for payment of taxes on equity awards | (1,268) | (1,268) | ||||
Stock based compensation | 8,826 | 8,826 | ||||
Purchase of rights to common stock | 0 | (20,265) | 20,265 | |||
Purchase of treasury stock | (46,042) | (46,042) | ||||
Common stock issued to settle unsecured claims | 0 | 3 | (3) | |||
Dividends declared on common stock | (39,053) | (39,053) | ||||
Net (loss) income | 43,539 | 43,539 | ||||
Ending balance at Dec. 31, 2019 | 972,448 | 0 | 85 | 901,830 | (49,995) | 120,528 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Shares withheld for payment of taxes on equity awards | (1,039) | (1,039) | ||||
Stock based compensation | 15,086 | 15,086 | ||||
Dividends declared on common stock | (9,564) | (9,564) | ||||
Net (loss) income | (262,895) | (262,895) | ||||
Ending balance at Dec. 31, 2020 | $ 714,036 | $ 0 | $ 85 | $ 915,877 | $ (49,995) | $ (151,931) |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Stockholders' Equity [Abstract] | |||||||
Preferred stock, dividends declared (in dollars per share) | $ 0.308 | ||||||
Common stock, dividends declared (in dollars per share) | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.48 | $ 0.21 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flow from operating activities: | |||
Net (loss) income | $ (262,895) | $ 43,539 | $ 147,102 |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | |||
Depreciation, depletion and amortization | 139,180 | 106,006 | 86,271 |
Amortization of debt issuance costs | 5,351 | 5,059 | 5,430 |
Impairment of oil and gas properties | 289,085 | 51,081 | 0 |
Stock-based compensation expense | 14,630 | 8,647 | 6,750 |
Deferred income taxes | (8,045) | (36,778) | 43,946 |
Increase (decrease) in allowance for doubtful accounts | 1,112 | 153 | (20) |
Other operating expenses (income) | 5,083 | 5,518 | (2,747) |
Reorganization expenses, net (non-cash) | 0 | 0 | (25,523) |
Derivatives activities: | |||
Total (gains) losses | (116,746) | 44,955 | (1,735) |
Cash settlements on derivatives | 142,292 | 42,197 | (38,482) |
Cash payments on early-terminated derivatives | 0 | 0 | (126,949) |
Changes in assets and liabilities: | |||
Decrease (increase) in accounts receivable | 18,767 | (14,597) | (1,683) |
Increase in other assets | (2) | (5,136) | (819) |
Increase (decrease) in accounts payable and accrued expenses | (14,172) | (917) | 19,526 |
Decrease in other liabilities | (17,111) | (7,898) | (5,596) |
Net cash provided by operating activities | 196,529 | 241,829 | 105,471 |
Capital expenditures: | |||
Capital expenditures | (76,480) | (211,995) | (150,023) |
Changes in capital expenditures accruals | (11,336) | (11,159) | 20,371 |
Acquisition of properties and equipment and other | (5,981) | (2,840) | 0 |
Proceeds from sale of property and equipment and other | 177 | 969 | 8,212 |
Net cash used in investing activities | (93,620) | (225,025) | (121,440) |
Cash flow from financing activities: | |||
Borrowings under credit facility | 228,900 | 355,132 | 203,510 |
Repayments on credit facility | (230,750) | (353,282) | (582,510) |
Dividends paid on common stock | (19,463) | (39,157) | (7,365) |
Purchase of treasury stock | 0 | (46,909) | (23,351) |
Shares withheld for payment of taxes on equity awards and other | (1,039) | (1,268) | (3,699) |
Issuance of 2026 Senior Unsecured Notes | 0 | 0 | 400,000 |
Debt issuance costs | 0 | 0 | (9,193) |
IPO proceeds net of issuance costs | 0 | 0 | 133,805 |
Repurchase of common stock | 0 | 0 | (23,712) |
Payment to preferred stockholders in conversion | 0 | 0 | (60,273) |
Dividends paid on Series A Preferred Stock | 0 | 0 | (11,301) |
Net cash (used in) provided by financing activities | (22,352) | (85,484) | 15,911 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 80,557 | (68,680) | (58) |
Cash, cash equivalents and restricted cash: | |||
Beginning | 0 | 68,680 | 68,738 |
Ending | $ 80,557 | $ 0 | $ 68,680 |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies 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 in February 2017 and its common stock began trading on NASDAQ under the symbol “bry” in July 2018. Berry Corp. operates through its wholly-owned subsidiary, Berry LLC. Our properties are located onshore 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 consolidated financial statements have been 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. 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. 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. Use of Estimates The preparation of the accompanying consolidated financial statements in conformity with GAAP required management of the Company to make informed estimates and assumptions about future events. These estimates and the underlying assumptions affect the amount of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenues and expenses. Estimates that are particularly significant to the financial statements include estimates of our reserves of oil and gas; future cash flows from oil and gas properties; depreciation, depletion and amortization; asset retirement obligations; fair values of commodity derivatives; stock-based compensation; fair values of assets acquired and liabilities assumed; and income taxes. Cash Equivalents We consider all highly liquid short-term investments with original maturities of three months or less to be cash equivalents. Inventories Inventories were included in other current assets. Oil and natural gas inventories were valued at the lower of cost or net realizable value. Materials and supplies were valued at their weighted-average cost and are reviewed periodically for obsolescence. Oil and Natural Gas Properties Proved Properties We account for oil and natural gas properties in accordance with the successful efforts method. Under this method, all acquisition costs of proved properties are capitalized and amortized on a unit-of-production basis over the remaining life of the proved reserves. All development costs of proved properties are capitalized and amortized on a unit-of-production basis over the remaining life of the proved developed reserves. Costs of retired, sold or abandoned properties that constitute a part of an amortization base are charged or credited, net of proceeds, to accumulated depreciation, depletion and amortization unless doing so significantly affects the unit-of-production amortization rate, in which case a gain or loss is recognized in the current period. Gains or losses from the disposal of other properties are recognized in the current period. For assets acquired, we base the capitalized cost on fair value at the acquisition date. We expense expenditures for maintenance and repairs necessary to maintain properties in operating condition, as well as annual lease rentals, as they are incurred. Estimated dismantlement and abandonment costs are capitalized at their estimated net present value and amortized over the remaining lives of the related assets. Interest is capitalized only during the periods in which these assets are brought to their intended use. The amount of capitalized interest was approximately $1 million in 2020, $2 million in 2019, and in 2018 these costs were not significant. We only capitalize the interest on borrowed funds related to our share of costs associated with qualifying capital expenditures. The amount of capitalized exploratory well costs was zero for all periods and the amount of capitalized overhead was approximately $6 million, $2 million and $1 million in 2020, 2019 and 2018, respectively. We evaluate the impairment of our proved oil and natural gas properties generally on a field by field basis or at the lowest level for which cash flows are identifiable, whenever events or changes in circumstance indicate that the carrying value may not be recoverable. We reduce the carrying values of proved properties to fair value when the expected undiscounted future cash flows are less than net book value. We measure the fair values of proved properties using valuation techniques consistent with 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. Unproved Properties A portion of the carrying value of our oil and gas properties was attributable to unproved properties. At December 31, 2020 and 2019, the net capitalized costs attributable to unproved properties was approximately $311 million and $314 million, respectively. The unproved amounts were not subject to depreciation, depletion and amortization until they were classified as proved properties and amortized on a unit-of-production basis. 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 the 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. As of 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 a novel strain of coronavirus (SARS-Cov-2), which causes COVID-19 (“COVID-19”) and other macroeconomic events such as the geopolitical tensions between the Organization of Petroleum Exporting Countries (“OPEC”) and Russia. The COVID-19 pandemic and related economic repercussions, coupled with actions taken by OPEC and other oil producing nations (“OPEC+”), 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. Consequently, we recorded a non-cash pre-tax asset impairment charge of $289 million during the first quarter of 2020 on proved properties in Utah and certain California locations. We evaluated 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 December 31, 2020. At year end 2019, we evaluated our proved and unproved natural gas properties in regards to the decline in our expectations of future gas prices. As a result, we recorded a non-cash pre-tax asset impairment charge of $51 million for our Piceance gas properties in Colorado, of which $23 million was for proved properties and $28 million for unproved properties. Other Property and Equipment Other property and equipment includes natural gas gathering systems, pipelines, cogeneration facilities, buildings, software, data processing and telecommunications equipment, office furniture and equipment, and other fixed assets. These assets are recorded at cost, depreciated using the straight-line method based on expected useful lives ranging from 5 to 30 years for buildings and leasehold improvements and 2 to 30 years for plant and pipeline, drilling and other equipment, and the salvage value is considered as applicable. Asset Retirement Obligation We recognize the fair value of asset retirement obligations (“AROs”) in the period in which a determination is made that a legal obligation exists to dismantle an asset and remediate the property at the end of its useful life and the cost of the obligation can be reasonably estimated. The liability amounts were based on future retirement cost estimates and incorporate many assumptions such as time to abandonment, technological changes, future inflation rates and the risk-adjusted discount rate. When the liability was initially recorded, we capitalized the cost by increasing the related property, plant and equipment (“PP&E”) balances. If the estimated future cost of the AROs changes, we record an adjustment to both the ARO and PP&E. Over time, the liability is increased and the capitalized cost is depreciated over the useful life of the asset. Accretion expense is also recognized over time as the discounted liabilities are accreted to their expected settlement value and is included in depreciation, depletion and amortization in the statement of operations. The following table summarizes activity in our ARO account in which approximately $135 million and $124 million were included in long term liabilities as of December 31, 2020 and December 31, 2019, respectively, with the remaining current portion included in accrued liabilities: Year Ended December 31, 2020 2019 (in thousands) Beginning balance $ 149,227 $ 95,548 Liabilities incurred including from acquisitions 5,919 11,534 Settlements and payments (14,931) (22,036) Accretion expense 9,996 7,570 Revisions 9,981 56,611 Ending balance $ 160,192 $ 149,227 A majority of the revisions during 2019 was a result of California's new idle well regulations which became effective in the second quarter of that year and accelerated the timing of abandonment of certain long existing idle wells. The revisions in 2020 largely reflected further changes to timing and cost estimates of these abandonment projects. Revenue Recognition Substantially all of the Company’s revenue is from the sale of crude oil, natural gas and NGLs. See Note 12 for information regarding the Company’s revenue recognition policy. Fair Value Measurements We have categorized our assets and liabilities that are measured at fair value in a three-level fair value hierarchy, based on the inputs to the valuation techniques: Level 1—using quoted prices in active markets for the assets or liabilities; Level 2—using observable inputs other than quoted prices for the assets or liabilities; and Level 3—using unobservable inputs. Transfers between levels, if any, are recognized at the end of each reporting period. We primarily apply the market approach for recurring fair value measurement, maximize our use of observable inputs and minimize use of unobservable inputs. We generally use an income approach to measure fair value when observable inputs are unavailable. This approach utilizes management’s judgments regarding expectations of projected cash flows and discounts those cash flows using a risk-adjusted discount rate. The most significant items on our balance sheet that would be affected by recurring fair value measurements are derivatives. We determine the fair value of our oil and gas sales and natural gas purchase derivatives using valuation techniques which utilize market quotes and pricing analysis. Inputs include publicly available prices and forward price curves generated from a compilation of data gathered from third parties. We classify these measurements as Level 2. Our PP&E is written down to fair value if we determine that there has been an impairment in its value. The fair value is determined as of the date of the assessment using discounted cash flow models based on management’s expectations for the future. Inputs include estimates of future production, prices based on commodity forward price curves as of the date of the estimate, estimated future operating and development costs and a risk-adjusted discount rate. We classify these measurements as Level 3. Stock-based Compensation We have issued restricted stock units (“RSUs”) that vest over time and performance-based restricted stock units (“PSUs”) that vest based on our achievement of certain average prices per share or total shareholder return, to certain employees and non-employee directors. The fair value of the stock-based awards is determined at the date of grant and is not remeasured. Prior to our IPO in July 2018, we determined the fair value of the RSUs based on an estimate of the fair value of our equity using an income approach. We used a discounted cash flow method to value the estimated future cash flows at an appropriate discount rate. Subsequent to our IPO, since the underlying shares are now trading in the public markets, these estimates are no longer necessary. For PSUs, compensation value is measured on the grant date using payout values derived from a Monte-Carlo valuation model. Estimates used in the Monte Carlo valuation model are considered highly complex and subjective. Compensation expense, net of actual forfeitures, for the RSUs and PSUs is recognized on a straight-line basis over the requisite service periods, which is over the awards’ respective vesting or performance periods which range from one Other Loss Contingencies In the normal course of business, we are involved in lawsuits, claims and other environmental and legal proceedings and audits. We accrue reserves for these matters when it is probable that a liability has been incurred and the liability can be reasonably estimated. In addition, we disclose, if material, in aggregate, our exposure to loss in excess of the amount recorded on the balance sheet for these matters if it is reasonably possible that an additional material loss may be incurred. We review our loss contingencies on an ongoing basis. Loss contingencies are based on judgments made by management with respect to the likely outcome of these matters and are adjusted as appropriate. Management’s judgments could change based on new information, changes in, or interpretations of, laws or regulations, changes in management’s plans or intentions, opinions regarding the outcome of legal proceedings, or other factors. Electricity Cost Allocation We own several cogeneration facilities. Our investment in cogeneration facilities has been for the express purpose of lowering steam costs in our heavy oil operations in California and securing operating control of the respective steam generation. Cogeneration, also called combined heat and power, extracts energy from the exhaust of a turbine, which would otherwise be wasted, to produce steam. Such cogeneration operations also produce electricity. We allocate steam and electricity costs to lease operating expenses based on the conversion efficiency of the cogeneration facilities plus certain direct costs of producing steam. We also allocate a portion of the electricity production costs related to the power we sell to third parties, which is reported in “electricity generation expenses” in the statement of operations. Income Taxes Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their tax bases. Deferred tax assets are recognized when it is more likely than not that they will be realized. We periodically assess our deferred tax assets and reduce such assets by a valuation allowance if we deem it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. We recognize a tax benefit from an uncertain tax position when it is more likely than not that the position will be sustained upon examination, based on the technical merits of the position. Interest and penalties related to unrecognized tax benefits are recognized in income tax expense (benefit). Earnings per Share We computed basic and diluted earnings per share (EPS) using the two-class method required for participating securities. Common stock awards and preferred stock are considered participating securities when such shares have non-forfeitable dividend rights at the same rate as common stock. Under the two-class method, undistributed earnings allocated to participating securities are subtracted from net income attributable to common stock in determining net income attributable to common stockholders. In loss periods, no allocation is made to participating securities because the participating securities do not share in losses. For basic EPS, the weighted-average number of common shares outstanding excludes outstanding shares related to unvested restricted stock awards. For diluted EPS, the basic shares outstanding are adjusted by adding potentially dilutive securities, unless their effect is anti-dilutive. Business and Credit Concentrations We maintain our cash in bank deposit accounts which, at times, may exceed federally insured amounts. We have not experienced any losses in such accounts. We believe we are not exposed to any significant credit risk on our cash. We also sell oil, natural gas and NGLs to various types of customers, including pipelines, refineries and other oil and natural gas companies and electricity to utility companies. Based on the current demand for oil, natural gas and NGLs and the availability of other purchasers, we believe that the loss of any one of our major purchasers would not have a material adverse effect on our financial condition, results of operations or net cash provided by operating activities. For the year ended December 31, 2020, our three largest customers represented approximately 44%, 20% and 12% of our sales. For the year ended December 31, 2019, our three largest customers represented 36%, 24%, and 13% of our sales. For the year ended December 31, 2018, our three largest customers represented approximately 35%, 28% and 13% of our sales. At December 31, 2020, trade accounts receivable from three customers represented approximately 38%, 15%, and 11% of our receivables. At December 31, 2019, trade accounts receivable from three customers represented approximately 40%, 17% and 11% of our receivables. New Accounting Standards Issued, But Not Yet Adopted In February 2016, the Financial Accounting Standards Board (“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. During the second quarter of 2020, this adoption date was further delayed by FASB until fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. 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. To date, these rules have not had any impact on our consolidated financial statements and we continue to assess the future impact of these rules on our consolidated financial statements. |
Oil and Natural Gas Properties
Oil and Natural Gas Properties and Other Property and Equipment | 12 Months Ended |
Dec. 31, 2020 | |
Extractive Industries [Abstract] | |
Oil and Natural Gas Properties and Other Property and Equipment | Oil and Natural Gas Properties and Other Property and Equipment Oil and Natural Gas Capitalized Costs Aggregate capitalized costs related to oil, natural gas and NGL production activities with applicable accumulated depletion and amortization are presented below: Year Ended December 31, 2020 2019 (in thousands) Proved properties $ 1,101,371 $ 1,361,814 Unproved properties 311,195 313,903 Total proved and unproved properties 1,412,566 1,675,717 Less accumulated depletion and amortization (235,259) (209,105) Total proved and unproved properties, net $ 1,177,307 $ 1,466,612 Other Property and Equipment Other property and equipment consisted of the following: Year Ended December 31, 2020 2019 (in thousands) Cogens, natural gas plants and pipelines $ 72,999 $ 94,619 Buildings and leasehold improvements 2,241 3,752 Vehicles and service equipment 8,878 9,124 Furniture and equipment 21,515 20,078 Land 6,512 7,544 Total other property and equipment 112,145 135,117 Less: accumulated depreciation (31,368) (25,462) Total other property and equipment, net $ 80,777 $ 109,655 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes our outstanding debt: December 31, 2020 December 31, 2019 Interest Rate Maturity Security (in thousands) RBL Facility $ — $ 1,850 variable rates of 4.0% (2020) and 5.5% (2019), respectively July 29, 2022 Mortgage on 85% of Present Value of proven oil and gas reserves and lien on certain other assets 2026 Notes 400,000 400,000 7.0% February 15, 2026 Unsecured Long-Term Debt - Principal Amount 400,000 401,850 Less: Debt Issuance Costs (6,520) (7,531) Long-Term Debt, net $ 393,480 $ 394,319 Deferred Financing Costs We incurred legal and bank fees related to the issuance of debt. At December 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 $7 million and $11 million, net of amortization, respectively. At December 31, 2020 and 2019, debt issuance costs, net of amortization, for the unsecured notes due February 2026 (the “2026 Notes”) reported in “Long-Term Debt, net” on the balance sheet were approximately $7 million and $8 million, respectively. For the years ended December 31, 2020, 2019, and 2018, the amortization expense for both the RBL Facility and 2026 Notes was approximately $5 million for all periods. The amortization of debt issuance costs is presented in “interest expense” on the 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 $337 million and $376 million at December 31, 2020 and 2019, respectively. The RBL Facility On July 31, 2017, we entered into a credit agreement that provided for a revolving loan with up to $1.5 billion of commitment, subject to a reserve borrowing base (“RBL Facility”). The RBL Facility provides a letter of credit subfacility for the issuance of letters of credit in an aggregate amount not to exceed $25 million. Issuances of letters of credit reduce the borrowing availability for revolving loans under the RBL Facility on a dollar for dollar basis. 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. The RBL Facility has an elected commitment feature that allows us to increase commitments to the amount of our borrowing base with lender approval. In November 2020, we completed our scheduled semi-annual borrowing base redetermination under our RBL Facility, which resulted in a reaffirmed borrowing base and the Company's elected commitment at $200 million with no further borrowing restrictions beyond the covenants noted below. 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. Certain anti-cash hoarding provisions, including the requirement to repay outstanding loans on a weekly basis in the amount of any cash on the balance sheet (subject to certain exceptions) in excess of $30 million; and further limits to dividends and share repurchases. The RBL Facility matures on July 29, 2022, unless terminated earlier in accordance with the RBL Facility terms. 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 December 31, 2020, our Leverage Ratio and Current Ratio were 1.8:1.0 and 2.2:1.0, 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 December 31, 2020. The RBL Facility permits us to repurchase equity and indebtedness, among other things, if availability is equal to or greater than 20% of the elected commitments or borrowing base, whichever is in effect, and our pro forma leverage ratio is less than or equal to 2.5 to 1.0. Berry Corp. guarantees and each future subsidiary of Berry Corp. (other than Berry LLC), with certain exceptions, is required to guarantee, our obligations and obligations of the other guarantors under the RBL Facility and under certain hedging transactions and banking services arrangements (the “Guaranteed Obligations”). In addition, pursuant to a Guaranty Agreement dated as of July 31, 2017, Berry LLC guarantees the Guaranteed Obligations. The lenders under the RBL Facility hold a mortgage on 85% of the present value of our proven oil and gas reserves. The obligations of Berry LLC and the guarantors are also secured by liens on substantially all of our personal property, subject to customary exceptions. The RBL Facility, with certain exceptions, also requires that any future subsidiaries of Berry LLC will also have to grant mortgages, security interests and equity pledges. The outstanding borrowings under the RBL Facility bear interest at a rate equal to either (i) a customary London interbank offered rate plus an applicable margin ranging from 2.5% to 3.5% per annum, and (ii) a customary base rate plus an applicable margin ranging from 1.5% to 2.5% per annum, in each case depending on levels of borrowing base utilization. In addition, we must pay the lenders a quarterly commitment fee of 0.5% on the average daily unused amount of the borrowing availability under the RBL Facility. We have the right to prepay any borrowings under the RBL Facility with prior notice at any time without a prepayment penalty, other than customary “breakage” costs with respect to euro-dollar loans. As of December 31, 2020, we had no borrowings outstanding, $7 million in letters of credit outstanding, and approximately $193 million of available borrowings capacity under the RBL Facility. Senior Unsecured Notes Offering In February 2018, we completed a private issuance of $400 million in aggregate principal amount of 7.0% senior unsecured notes due February 2026 (the “2026 Notes”), which resulted in net proceeds to us of approximately $391 million after deducting expenses and the initial purchasers’ discount. We used a portion of the net proceeds from the issuance of the 2026 Notes to repay the $379 million outstanding balance on the RBL Facility and used the remainder for general corporate purposes. We may, at our option, redeem all or a portion of the 2026 Notes at any time on or after February 15, 2021. We were also entitled to redeem up to 35% of the aggregate principal amount of the 2026 Notes before February 15, 2021, with an amount of cash not greater than the net proceeds that we raise in certain equity offerings at a redemption price equal to 107% of the principal amount of the 2026 Notes being redeemed, plus accrued and unpaid interest, if any. In addition, prior to February 15, 2021, we may redeem some or all of the 2026 Notes at a price equal to 100% of the principal amount thereof, plus a “make-whole” premium, plus any accrued and unpaid interest. If we experience certain kinds of changes of control, holders of the 2026 Notes may have the right to require us to repurchase their notes at 101% of the principal amount of the 2026 Notes, plus accrued and unpaid interest, if any. The 2026 Notes are our senior unsecured obligations and rank equally in right of payment with all of our other senior indebtedness and senior to any of our subordinated indebtedness. The notes are fully and unconditionally guaranteed on a senior unsecured basis by us and will also be guaranteed by certain of our future subsidiaries (other than Berry LLC). The 2026 Notes and related guarantees are effectively subordinated to all of our secured indebtedness (including all borrowings and other obligations under our RBL Facility) to the extent of the value of the collateral securing such indebtedness, and structurally subordinated in right of payment to all existing and future indebtedness and other liabilities (including trade payables) of any future subsidiaries that do not guarantee the 2026 Notes. The indenture governing the 2026 Notes contains restrictive covenants that may limit our ability to, among other things: • incur or guarantee additional indebtedness or issue certain types of preferred stock; • pay dividends on capital stock or redeem, repurchase or retire our capital stock or subordinated indebtedness; • transfer, sell or dispose of assets; • make investments; • create certain liens securing indebtedness; • enter into agreements that restrict dividends or other payments from our restricted subsidiaries to us; • consolidate, merge or transfer all or substantially all of our assets; and • engage in transactions with affiliates. The indenture governing the 2026 Notes contains customary events of default, including, among others, (a) non-payment; (b) non-compliance with covenants (in some cases, subject to grace periods); (c) payment default under, or acceleration events affecting, material indebtedness and (d) bankruptcy or insolvency events involving us or certain of our subsidiaries. We were in compliance with all covenants as of December 31, 2020. 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. We have not yet repurchased any bonds under this program. 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. |
Derivatives
Derivatives | 12 Months Ended |
Dec. 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 and gas 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, which includes capital needed to sustain production levels, as well as interest and dividends as applicable, with the oil and gas sales 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 and gas sales swaps, we are the seller, so we make settlement payments for prices above the indicated weighted-average price per barrel and per MMBtu, respectively, and receive settlement payments for prices below the indicated weighted-average price per barrel and per MMBtu, respectively. 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 and gas swaps and puts to protect our sales against decreases in oil and gas prices. We also use swaps to protect our natural gas purchases against increases in 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 and gas sales hedges are classified in the revenues and other section of the statement of operations, while natural gas purchase hedges are included in expenses and other section of the statement of operations. As of December 31, 2020, we had the following crude oil production and gas purchases hedges. Q1 2021 Q2 2021 Q3 2021 Q4 2021 Fixed Price Oil Swaps (Brent): Hedged volume (MBbls) 1,710 1,728 1,042 1,042 Weighted-average price ($/Bbl) $ 45.82 $ 45.82 $ 46.17 $ 46.17 Fixed Price Gas Purchase Swaps (Kern, Delivered): Hedged volume (MMBtu) 4,950,000 4,777,500 4,830,000 2,085,000 Weighted-average price ($/MMBtu) $ 2.69 $ 2.83 $ 2.83 $ 2.95 As of December 31, 2020 we also had open swap positions that are excluded from the table above where we are both buyer and seller of equal notional volumes of 12,500 MMBtu/d of fixed price gas sales swaps each indexed to Northwest Pipeline Rocky Mountains and CIG, for the period January 1, 2021 through December 31, 2021. These swap positions effectively cancel each other while resulting in a mark-to-market gain of $2.6 million. This gain will be cash settled in 2021 as the positions expire In February 2021, we added 3,000 Bbls/d of fixed price oil swaps (Brent) at approximately $58 for the period July 2021 through December 31, 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 December 31, 2020 and 2019: December 31, 2020 Balance Sheet Classification Gross Amounts Recognized at Gross Amounts Offset Net Fair Value (in thousands) Assets: Commodity Contracts Current assets $ 15,217 $ (12,710) $ 2,507 Liabilities: Commodity Contracts Current liabilities (36,031) 12,710 (23,321) Total derivatives $ (20,814) $ — $ (20,814) December 31, 2019 Balance Sheet Classification Gross Amounts Recognized at Gross Amounts Offset Net Fair Value (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 In May 2018, we elected to terminate outstanding commodity derivative contracts for all WTI oil swaps and certain WTI/Brent basis swaps for July 2018 through December 2019 and all WTI oil sold call options for July 2018 through June 2020. Termination costs totaled approximately $127 million and were calculated in accordance with a bilateral agreement on the cost of elective termination included in these derivative contracts; the present value of the contracts using the forward price curve as of the date termination was elected. No penalties were charged as a result of the elective termination. Concurrently, Berry Corp. entered into commodity derivative contracts consisting of Brent oil swaps for July 2018 through March 2019. 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. Gains (Losses) on Derivatives A summary of gains and losses on the derivatives included on the statements of operations is presented below: Year Ended December 31, 2020 2019 2018 (in thousands) Gains (losses) on oil and gas sales derivatives $ 117,781 $ (37,998) $ (4,621) (Losses) gains on natural gas purchase derivatives (1,035) (6,957) 6,357 Total gains (losses) on derivatives $ 116,746 $ (44,955) $ 1,735 For the years ended December 31, 2020 and 2019, we received net cash scheduled settlements of approximately $142 million and $42 million, respectively. For the year ended December 31, 2018, we paid net cash settlements of approximately $38 million, excluding the payments for the early terminated derivatives. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies In the normal course of business, we, or our subsidiary, are the subject of, or party to, pending or threatened legal proceedings, contingencies and commitments involving a variety of matters that seek, or may seek, among other things, compensation for alleged personal injury, breach of contract, property damage or other losses, punitive damages, fines and penalties, remediation costs, 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 December 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 December 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. Prior to our 2017 emergence, Berry entered into a Carry and Earning Agreement with Encana, effective June 7, 2006, in connection with our Piceance assets which, among other things, required us 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. On January 30, 2020, Caerus Piceance LLC, the successor of Encana's interests filed a claim in the City and County of Denver District Court challenging the sufficiency of such access, which we dispute. We will continue to defend the matter vigorously, however, given the uncertainty of litigation and the stage of the case, among other things, at this time we cannot estimate the likelihood or an amount of possible loss, that may result from this action. Securities Litigation Matter On November, 20, 2020, Luis Torres, individually and on behalf of a putative class, filed a securities class action lawsuit (the “Torres Lawsuit”) in the United States District Court for the Northern District of Texas against Berry Corp. and certain of its current and former directors and officers. The complaint alleges that the Defendants made false and misleading statements during the Class Period and in the offering materials for the IPO, concerning the Company’s business, operational efficiency and stability, and compliance policies, that artificially inflated the Company’s stock price, resulting in injury to the purported class members when the value of Berry Corp.’s common stock declined following release of its financial results for the third quarter of 2020. The complaint does not quantify the alleged losses but seeks to recover all damages sustained by the putative class as a result of these alleged securities violations, as well as attorneys’ fees and costs. On January 21, 2021, multiple plaintiffs filed motions in the Torres Lawsuit seeking to be appointed lead plaintiff and lead counsel. We dispute these claims and intend to defend the matter vigorously. Given the uncertainty of litigation, the preliminary stage of the case, and the legal standards that must be met for, among other things, class certification and success on the merits, we cannot estimate the reasonably possible loss or range of loss that may result from this action. Other Commitments In addition, we entered into certain firm commitments to secure transportation of our natural gas production to market as well as processing and storage capacity which require a minimum monthly charge regardless of whether the contracted capacity is used or not. We also entered into a drilling commitment associated with our property acquisition. We also have operating lease agreements mainly for office space. Office rent payments are generally expensed as part of general and administrative expenses and were approximately $1.5 million, $1.5 million and $1.2 million in 2020, 2019 and 2018, respectively. At December 31, 2020, future net minimum payments for non-cancelable purchase obligations and operating leases (excluding oil and natural gas and other mineral leases, utilities, taxes and insurance and maintenance expense) were as follows: 2021 2022 2023 2024 2025 Thereafter Total (in thousands) Processing, transportation and storage contracts (1) $ 4,104 $ 2,588 $ 1,218 $ — $ — $ — $ 7,910 Operating lease obligations 1,863 1,872 1,778 1,551 1,551 2,491 11,106 Other purchase obligations (2) 18,000 14,700 2,400 — — — 35,100 Total $ 23,967 $ 19,160 $ 5,396 $ 1,551 $ 1,551 $ 2,491 $ 54,116 __________ (1) Amounts include payments which will become due under long-term agreements to purchase goods and services used in the normal course of business to secure transportation of our natural gas production to market, as well as, pipeline, processing and storage capacity. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity On the Effective Date (as defined in Note 13), Berry Corp. filed with the Secretary of State of the State of Delaware the Amended and Restated Certificate of Incorporation of Berry Corp. (the “Certificate of Incorporation”) and the Certificate of Designation of Series A Convertible Preferred Stock of Berry Corp. (the “Series A Certificate of Designation”). Berry Corp. also adopted the Amended and Restated Bylaws of Berry Corp. (the “Bylaws”) on the Effective Date. The Certificate of Incorporation provides that Berry Corp.’s authorized capital stock consists of 750,000,000 shares of common stock, par value $0.001 per share, and 250,000,000 shares of undesignated preferred stock, par value $0.001 per share. Cash Dividends Our Board of Directors approved a $0.12 per share cash dividend for the first quarter of 2020. For the year ended December 31, 2020 we paid approximately $19 million in cash dividends on our common stock, which included payment of the dividend declared for the fourth quarter of 2019. For the year ended December 31, 2019 we declared a cash dividend of $0.12 per share each quarter for a total of $0.48 per share and paid approximately $39 million in cash dividends on our common stock. For the year ended December 31, 2018, we declared cash dividends on our common stock beginning at our IPO, resulting in $0.21 per share and paid approximately $7 million in cash dividends on our common stock. We reinstated a quarterly dividend beginning the first quarter of 2021, subject to future determination by the Company's Board of Directors. The Company's Board of Directors declared a regular dividend of $0.04 per share on the Company’s outstanding common stock, payable on April 15, 2021 to shareholders of record at the close of business on March 15, 2021. Common Stock On the Effective Date, 32,920,000 shares of common stock in Berry Corp. were distributed in accordance with the Plan (as defined in Note 13). In addition 7,080,000 shares of Berry Corp. common stock reserved for future issuance in the event that the holders of such rights chose cash distributions instead. We negotiated with the claimants to settle their claims and in 2019 we issued approximately 2,770,000 shares of Berry Corp. common stock instead of 7,080,000 to resolve these claims for approximately $20 million. Voting Rights . Each share of common stock is entitled to one vote with respect to each matter on which holders of common stock are entitled to vote. Holders of common stock do not have cumulative voting rights. Dividend Rights . Holders of common stock will be entitled to receive dividends, if any, as may be declared from time to time by our board of directors (the “Board”) out of legally available funds. Liquidation Rights . Upon liquidation, dissolution or winding up of the Company, subject to the rights of the holders of outstanding preferred stock, holders of our common stock will be entitled to share ratably in the assets of the Company that are legally available for distribution to holders of our common stock after payment of the Company’s debts and other liabilities. Holders of preferred stock that is outstanding may be entitled to dividend or liquidation preferences over holders of our common stock, which means that the Company would have to pay distributions to holders of preferred stock before paying any distributions to holders of our common stock. Preemptive and Conversion Rights. Holders of common stock have no preemptive, conversion or other rights to subscribe for additional shares. Preferred Stock On the Effective Date, we issued 35,845,001 shares of preferred stock to participants in the rights offerings extended by the Company to certain holders of claims and in satisfaction of a backstop commitment fee for proceeds of $335 million. In July 2018, all shares of our Series A Preferred Stock, approximately 37.7 million in total, were converted to approximately 39.6 million common shares and, as a result, there were no shares of our Series A Preferred Stock outstanding as of December 31, 2020 and 2019. Dividend Rights . Holders of Series A Preferred Stock were entitled to receive, when, as and if declared by the board of directors, cumulative dividends at a rate of 6.0% per annum either in cash or in additional shares of Series A Preferred Stock at the discretion of the board of directors. Also in 2018, the board approved $0.308 per share, or approximately $11.3 million in cash dividends on the Series A Preferred Stock. Registration Rights Agreement On the Effective Date, Berry Corp. entered into a registration rights agreement (the “Registration Rights Agreement”) with certain holders of the Unsecured Notes. Subsequently, the registration rights agreement was amended and restated in connection with our IPO. In accordance with the Registration Rights Agreement, Berry Corp. filed a shelf registration statement with the SEC subsequent to the Effective Date. The shelf registration statement registered the resale, on a delayed or continuous basis, of all Registrable Securities that have been timely designated for inclusion by specified Holders (as defined in the Registration Rights Agreement). Generally, “Registrable Securities” includes (i) common stock issued or to be issued by Berry Corp. under the Plan (defined in Note 13), (ii) preferred stock that was purchased by the participants in the rights offering noted above and (iii) common stock into which the preferred stock converts, except that “Registrable Securities” does not include securities that have been sold under an effective registration statement or Rule 144 under the Securities Act. The Registration Rights Agreement will terminate when there are no longer any Registrable Securities outstanding. Initial Public Offering of Common Stock In July 2018, we completed our IPO and as a result, on July 26, 2018, our common stock began trading on the NASDAQ under the ticker symbol BRY. We received approximately $110 million of net proceeds, after deducting underwriting discounts and offering expenses payable by us, for the 8,695,653 shares of common stock issued for our benefit in the IPO, net of the shares sold for the benefit of certain selling stockholders. The price to the public for the shares sold in our IPO was $14.00 per share. See “ — Use of IPO proceeds” below for additional information. In connection with the IPO, each of the 37.7 million shares of our Series A Preferred Stock was automatically converted into 1.05 shares of our common stock or 39.6 million shares in aggregate and the right to receive a cash payment of $1.75 (the “Series A Preferred Stock Conversion”). The cash payment was reduced in respect of any cash dividend paid by the Company on such share of Series A Preferred Stock for any period commencing on or after April 1, 2018. Because we paid the second quarter preferred dividend of $0.15 per share in June, the cash payment for the conversion was reduced to $1.60 per share, or approximately $60 million. In connection with the IPO, we assigned the additional 1.9 million shares of common stock issued in the Series A Preferred Stock Conversion a value of $14.00 per share, which was equal to the value of shares sold in the IPO. This approximate $27 million value and the $60 million conversion cash payment reduced the income attributable to common stockholders by approximately $87 million for the year ended December 31, 2018. Shares Outstanding As of December 31, 2020, there were 79,929,335 shares of common stock outstanding. Up to an additional 4,520,989 shares were issuable for unvested restricted stock units and performance restricted stock units under the Company's 2017 Omnibus Incentive Plan as of December 31, 2020. 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 the time, they authorized repurchases of up to $50 million under the program at such time. The Company repurchased a total of 5,057,682 shares at an average price of $9.88 per share under the stock repurchase program for approximately $50 million in 2018 and 2019. In February 2020, the Board of Directors authorized the repurchase of the remaining $50 million of our $100 million repurchase program. 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. For the year ended December 31, 2020, we did not repurchase any shares under the stock repurchase program. Stock-Based Compensation The Company has awarded restricted stock units (“RSUs”) that are solely time-based awards and performance-based restricted stock units (“PSUs”) that include (i) awards that vest if the Company's stock price reaches certain levels over defined periods of time and (ii) awards with a market objective measured against both absolute total stockholder return (“Absolute TSR”) and a relative total stockholder return (“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 two 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 average volatility rates for the Company and selected guideline public companies. The dividend yield assumption was based on the then current annualized declared dividend. The risk-free interest rate assumption was based on observed interest rates consistent with the approximate two As of July 2018, the fair value of our common stock underlying our stock-based compensation awards granted was no longer based on complex models using inputs and assumptions, but rather is based on the price of our stock at the date of grant. On June 27, 2018, our board of directors adopted the second amended and restated 2017 Omnibus Incentive Plan (“Omnibus Plan”), as amended and restated (our “Restated Incentive Plan”). This plan constitutes an amendment and restatement of the plan (the “Prior Plan”) as in effect immediately prior to the adoption of the Restated Incentive Plan. The Prior Plan constituted an amendment and restatement of the plan originally adopted as of June 15, 2017 (the “2017 Plan”). The Restated Incentive Plan provides for the grant, from time to time, at the discretion of the board of directors or a committee thereof, of stock options, stock appreciation rights (“SARs”), restricted stock, restricted stock units, stock awards, dividend equivalents, other stock-based awards, cash awards and substitute awards. The maximum number of shares of common stock that may be issued pursuant to an award under the Restated Incentive Plan is 10,000,000 inclusive of the number of shares of common stock previously issued pursuant to awards granted under the Prior Plan or the 2017 Plan. The maximum number of shares remaining that may be issued is 4,395,440 as of December 31, 2020. For the years ended December 31, 2020, 2019, and 2018 the stock-based compensation expense was approximately $15 million, $9 million, and $7 million, respectively. For the years ended December 31, 2020, 2019 and 2018 the stock-based compensation had an income tax benefit of approximately zero, zero and $1.5 million, respectively. The table below summarizes the activity relating to RSUs issued under the Restated Incentive Plan during the year ended December 31, 2020. The RSUs vest ratably over three years. Unrecognized compensation cost associated with the RSUs at December 31, 2020 was approximately $9 million which will be recognized over a weighted-average period of approximately two years. Number of shares Weighted-average Grant Date Fair Value (shares in thousands) Non-vested at December 31, 2019 1,014 $ 12.05 Granted 1,850 $ 6.32 Vested (595) $ 11.16 Forfeited (330) $ 8.14 Non-vested at December 31, 2020 1,939 $ 7.52 The table below summarizes the activity relating to the PSUs issued under the Revised Incentive Plan during the year ended December 31, 2020. Unrecognized compensation cost associated with the PSUs at December 31, 2020 is approximately $14 million which will be recognized over a weighted-average period of approximately two years. Number of shares Weighted-average Grant Date Fair Value (shares in thousands) Non-vested at December 31, 2019 798 $ 10.77 Granted 1,328 $ 15.89 Vested (5) $ 11.33 Forfeited (469) $ 11.20 Non-vested at December 31, 2020 1,652 $ 14.77 Use of IPO Proceeds Of the approximately $110 million of net proceeds received by us in the IPO, we used approximately $105 million to repay borrowings under our RBL Facility. This included the $60 million we borrowed on the RBL Facility to make the payment due to the holders of our Series A Preferred Stock in connection with the conversion of preferred stock to common stock. We used the remainder for general corporate purposes. In connection with the IPO, on July 17, 2018, we entered into stock purchase agreements with certain funds affiliated with Oaktree Capital Management and Benefit Street Partners, pursuant to which we purchased an aggregate of 410,229 and 1,391,967 shares of our common stock, respectively, or 1,802,196 in total. In addition to the 8,695,653 shares of common stock issued and sold for our benefit in the IPO, we simultaneously received $24 million for selling 1,802,196 shares to the public and paid $24 million to purchase 1,802,196 shares under the stock purchase agreements. We purchased the shares immediately following the closing of the IPO and retired and returned them to the status of authorized but unissued shares. The selling stockholders also directly sold an additional 2,545,630 shares at a price to the public of $14.00 per share for which we did not receive any proceeds. |
Defined Contribution Plan
Defined Contribution Plan | 12 Months Ended |
Dec. 31, 2020 | |
Retirement Benefits [Abstract] | |
Defined Contribution Plan | Defined Contribution PlanWe sponsor a defined contribution retirement plan under section 401(k) of the Internal Revenue Code to assist all full-time employees in providing for retirement or other future financial needs. Employees are eligible to participate in the 401(k) plan on their date of hire. The 401(k) plan provided for a matching contribution of up to 6% of an employee’s eligible compensation until June 2020. The Company temporarily suspended matching due to COVID-19. As of January 2021, the Company reinstated the Plan's matching contributions to 100% of the first 3% of compensation deferred by the participant. We expensed approximately $1.0 million, $1.7 million, and $1.4 million for the years ended December 31, 2020, 2019, and 2018, respectively, under the provisions of the 401(k) plan. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 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 negatively affected our business in 2020. As a result, after evaluating the positive and negative evidence, we determined that it was more likely than not that our tax credits recorded in 2019 and other deferred tax assets would not be realized. Accordingly, we recognized a valuation allowance on our deferred tax assets for the year ended December 31, 2020 in the amount of $78 million. The key contributor to the change in our effective rate from (523)% in the year ended December 31, 2019 to 2.8% for the year ended December 31, 2020 is due to the valuation allowance recorded in 2020 and the recognition of U.S. federal general business credits in 2019 related to the 2017 and 2018 tax periods. The key contributor to the change in our effective rate from 23% in the year ended December 31, 2018 to (523)% for the year ended December 31, 2019 is due to the recognition of U.S. federal general business credits in 2019 and are related to the 2017 and 2018 tax periods. These credits are available to offset future federal income tax liabilities. Income tax expense (benefit) consisted of the following: Year Ended December 31, 2020 2019 2018 (in thousands) Current taxes: Federal $ — $ — $ (465) State 828 227 (446) Total current taxes 828 227 (911) Deferred taxes: Federal 2,653 (36,756) 33,227 State (10,699) (21) 10,719 Total deferred taxes (8,046) (36,777) 43,946 Total current and deferred taxes $ (7,218) $ (36,550) $ 43,035 A reconciliation of the federal statutory tax rate to the effective tax rate is as follows: Year Ended December 31, 2020 2019 2018 Federal statutory rate 21.0 % 21.0 % 21.0 % State, net of federal tax benefit 6.3 % 8.9 % 6.3 % Effect of permanent differences (0.6) % 0.2 % (0.6) % Tax credits - Prior Year 4.9 % (546.4) % — % Tax credits - Current Year 1.1 % — % — % State return to provision (1.1) % (6.6) % — % Change in valuation allowance (28.8) % — % (4.1) % Effective tax rate 2.8 % (522.9) % 22.6 % Significant components of the deferred tax assets and liabilities are as follows: Year Ended December 31, 2020 2019 (in thousands) Deferred tax assets: Net operating loss carryforwards $ 21,205 $ 14,542 Accruals 14,208 12,218 Asset retirement obligations 43,518 41,382 Derivative instruments 5,654 — Tax credits 62,058 47,803 Interest limitation carryforward — 13,892 Other 4,946 5,154 Subtotal 151,589 134,991 Valuation allowance (77,923) — Total deferred tax assets 73,666 134,991 Deferred tax liabilities: Book tax differences in property basis (74,677) (143,896) Derivative instruments — (152) Total deferred tax liabilities (74,677) (144,048) Net deferred tax liability $ (1,011) $ (9,057) As of December 31, 2020, the Company had approximately $96 million of federal net operating loss (“NOL”) carryforwards and $20 million of state NOL carryforwards. The federal net operating loss carryovers have no expiration date. State net operating loss carry forwards will expire in varying amounts beginning after taxable year ended 2027. In addition, as of December 31, 2020, the Company had US federal general business tax credit carryforwards totaling $51 million and state tax credits of $14 million ($11 million net of federal benefit), which, if unused, will expire after taxable years ended 2037 and 2032, respectively. During 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) and the Consolidated Appropriations Act of 2021 (the “CAA”) were signed into law. The CARES Act provides relief to corporate taxpayers by permitting a five-year carryback of 2018-2020 Net Operating Losses (“NOLs”), removing the 80% limitation on the utilization of those NOLs, increasing the Section 163(j) 30% limitation on interest expense deductibility to 50% of adjusted taxable income for 2019 and 2020, and accelerates refunds for minimum tax credit carryforwards, along with a few other provisions. Both the CARES Act and CAA did not have a material impact to our consolidated financial statements and related disclosures. Year Ended December 31, 2020 2019 (in thousands) Unrecognized tax benefits - January 1 $ 13,892 $ — Prior year - change (13,892) 6,720 Current year - change — 7,172 Unrecognized tax benefits - December 31 $ — $ 13,892 During the third quarter 2020, the Internal Revenue Service issued final regulations implementing interest expense deduction limitation rules under section 163(j) of the Internal Revenue Code. The final regulations changed certain rules on the computation and limitation of interest expense amounts and are applicable for tax years beginning on or after November 13, 2020. Early adoption is permitted for tax years beginning after December 31, 2017. We assessed the impact of these regulations being issued in 2020. As a result, we recognized the entirety of its $14 million of uncertain tax benefits that were recorded as of December 31, 2019. The recognition of these uncertain tax benefits did not affect the effective tax rate. No penalties or interest expense have been accrued on unrecognized tax benefits as of December 31, 2020. We had no material uncertain tax positions at December 31, 2020. We do not believe that the total unrecognized benefits will significantly increase within the next 12 months. We are subject to taxation in the United States and various state jurisdictions. We are not currently under audit by any federal or state income tax authority. The 2017 through 2020 federal and state tax returns remain open to examination under the respective statute of limitations. |
Supplemental Disclosures to the
Supplemental Disclosures to the Balance Sheets and Statements of Cash Flows | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Disclosures to the Balance Sheets and Statements of Cash Flows | Supplemental Disclosures to the Balance Sheets and Statements of Cash Flows Other current assets reported on the consolidated balance sheets included the following: Year Ended December 31, 2020 2019 (in thousands) Prepaid expenses $ 3,592 $ 4,577 Materials and supplies 11,666 10,544 Oil inventories 3,490 3,432 Other 652 846 Total other current assets $ 19,400 $ 19,399 Other non-current assets at December 31, 2020 and December 31, 2019 included approximately $7 million and $11 million of deferred financing costs, net of amortization, respectively. Accounts payable and accrued expenses on the consolidated balance sheets included the following: Year Ended December 31, 2020 2019 (in thousands) Accounts payable-trade $ 11,055 $ 13,986 Accrued expenses 43,452 57,078 Royalties payable 15,150 25,385 Greenhouse gas liability - current portion 35,554 — Taxes other than income tax liability 10,118 9,150 Accrued interest 10,783 10,500 Dividends payable — 9,888 Asset retirement obligation - current portion 25,000 25,208 Other 873 616 Total accounts payable and accrued expenses $ 151,985 $ 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. At December 31, 2020 we had no non-current greenhouse gas liability as the entire amount is due in 2021 and thus classified as a current liability in accounts payable and accrued expenses. At December 31, 2019 other non-current liabilities included approximately $33 million of greenhouse gas liability. Supplemental Information on the Statement of Operations For the years ended December 31, 2020 and 2019 other operating expenses were $6 million and $5 million, respectively. These other operating expenses mainly consisted of the costs in excess of the liability, due to earlier than anticipated abandonment and spending, related to our long-term abandonment activities and obligation. Additionally in 2020, as a result of the drastic and abrupt change to the oil supply and demand environment, we incurred additional costs for added oil tank storage capacity and drilling rig standby charges, partially offset by tax and other refunds from prior years received in 2020. For the year ended December 31, 2018 other operating income was $3 million, which consisted of a gain from the sale of our East Texas property, partially offset by a loss on the settlement of asset retirement obligations, largely due to a change in timing of the retirements. Supplemental Cash Flow Information Supplemental disclosures to the consolidated statements of cash flows are presented below: Year Ended December 31, 2020 2019 2018 (in thousands) Supplemental Disclosures of Significant Non-Cash Operating Activities: Greenhouse gas liability - reclassification from long-term to current liability $ 33,376 $ — $ — Supplemental Disclosures of Significant Non-Cash Investing Activities: Material inventory transfers to oil and natural gas properties $ 1,596 $ 10,056 $ 2,371 Supplemental Disclosures of Cash Payments (Receipts): Interest, net of amounts capitalized $ 29,962 $ 30,720 $ 19,761 Income taxes payments (refunds) $ 222 $ (2) $ (1,901) Reorganization items, net $ — $ — $ 832 The following table provides a reconciliation of cash, cash equivalents and restricted cash as reported in the consolidated statements of cash flows to the line items within the consolidated balance sheets: Year Ended December 31, 2020 2019 2018 (in thousands) Beginning of Period Cash and cash equivalents $ — $ 68,680 $ 33,905 Restricted cash — — 34,833 Cash, cash equivalents and restricted cash $ — $ 68,680 $ 68,738 Ending of Period Cash and cash equivalents $ 80,557 $ — $ 68,680 Restricted cash — — — Cash, cash equivalents and restricted cash $ 80,557 $ — $ 68,680 |
Acquisitions and Divestitures
Acquisitions and Divestitures | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Acquisitions and Divestitures 2020 In May 2020, we acquired approximately 740 net acres in the North Midway Sunset Field for approximately $5 million. We paid $2 million at closing and the remaining $3 million was paid following our first production from this property, in the fourth quarter 2020. This property is adjacent to, and extends, our existing producing area and we have identified numerous future drilling locations. We believe additional opportunities exist in other productive reservoirs of this property. We also acquired all existing idle wells on this property, some of which we plan to return to production in the near future as price and strategy dictate. We will plug and abandon the remaining idle wells pursuant to the California Idle Well Management Program. We recorded a $6 million liability for asset retirement obligations of the existing wells on this property. We also acquired approximately 267 acres in McKittrick Field which will allow us to continue development of the 21Z mineral fee and leases without requiring written approval from a third party surface fee owner for infrastructure on or across the surface fee property. The purchase price was not material. 2019 During 2019 we had various property acquisitions of approximately $2.9 million that individually were not significant. 2018 Disposition of East Texas Properties On November 30, 2018, we sold our non-core gas-producing properties and related assets located in the East Texas basin for approximately $7 million, before purchase price adjustments, which resulted in a gain of approximately $4 million. Production comprised approximately 0.7 MBoe per day of natural gas in the third quarter of 2018. Acquisition of Chevron North Midway-Sunset In April 2018, we acquired 2 leases on an aggregate of 214 acres of land owned by Chevron U.S.A. in the north Midway-Sunset field immediately adjacent to assets we currently operate. We assumed a drilling commitment of approximately $35 million to drill 115 wells on or before April 1, 2020, which we extended to April 1, 2023. We drilled 18 wells of these wells as of December 31, 2020. We paid no other consideration for the acquisition. Our drilling commitment will be tolled for a month for each consecutive 30-day period for which the posted price of WTI is less than $45 per barrel. This transaction is consistent with our business strategy to investigate areas beyond our known productive areas. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share We calculate basic (loss) earnings per share by dividing net (loss) income attributable to common stockholders by the weighted-average number of common shares outstanding for each period presented. 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. Our initial capitalization included the issuance of 32,920,000 shares of common stock and another 7,080,000 shares reserved to settle claims of unsecured creditors, all of which were included in our computation of net income (loss) per share until the claims were settled and the shares issued. In March 2019, we finalized settlement of these claims, issuing approximately 2,770,000 shares. In 2019, we retrospectively adjusted the year ended December 31, 2018 weighted average shares in our earnings per share calculations for the ultimate shares issued, instead of the 7,080,000 shares that had been reserved. In July 2018, all outstanding shares of our Series A Preferred Stock were converted to common shares in connection with the IPO of our common stock (see Note 6). The conversion was characterized as an induced conversion that required a deduction in our EPS calculation, from net income, of approximately $87 million in determining income attributable to common stockholders. This deduction represents the excess of fair value of the total consideration given to preferred stockholders in the transaction over the fair value of the common stock issuable under the original conversion terms. Included in the $87 million is a $60 million cash payment and approximately $27 million of value from the 1.9 million additional common shares received by preferred stockholders as a result of the automatic conversion that occurred in conjunction with our IPO. The Series A Preferred Stock was not a participating security, therefore, we calculated diluted EPS using the “if-converted” method under which the preferred dividends are added back to the numerator and the convertible preferred stock is assumed to be converted at the beginning of the period. No incremental shares of Series A Preferred Stock were included in the diluted EPS calculation for the years ended December 31, 2020 and 2019 as all outstanding shares of our Series A Preferred Stock were converted to common shares in connection with the IPO of our common stock in July 2018. No Series A Preferred Stock were included in the diluted EPS calculations for the year ended December 31, 2018 as their effect was anti-dilutive under the “if-converted” method. The RSUs and PSUs are not a participating security as the dividends are forfeitable. No incremental RSU or PSU shares were included in the diluted EPS calculation as their effect was anti-dilutive under the “if-converted” method for the year ended December 31, 2020. The incremental RSU and PSU shares of 572,000 for the year ended December 31, 2019, and the incremental RSU shares of 189,000 for the year ended December 31, 2018 were included in the diluted EPS calculation for those respective years, as their effect was dilutive under the “if-converted” method. No PSUs were included in the EPS calculations for the year end December 31, 2018 due to their contingent nature. Year Ended December 31, 2020 2019 2018 (in thousands except per share amounts) Basic EPS calculation Net (loss) income $ (262,895) $ 43,539 $ 147,102 less: Series A Preferred Stock dividends and conversion to common stock — — (97,942) Net (loss) income attributable to common stockholders $ (262,895) $ 43,539 $ 49,160 Weighted-average shares of common stock outstanding (1) 79,802 81,379 57,743 Basic (loss) earnings per share $ (3.29) $ 0.54 $ 0.85 Diluted EPS calculation Net (loss) income $ (262,895) $ 43,539 $ 147,102 less: Series A Preferred Stock dividends and conversion to common stock — — (97,942) Net (loss) income attributable to common stockholders $ (262,895) $ 43,539 $ 49,160 Weighted-average shares of common stock outstanding (1) 79,802 81,379 57,743 Dilutive effect of potentially dilutive securities — 572 189 Weighted-average common shares outstanding - diluted (2) 79,802 81,951 57,932 Diluted (loss) earnings per share $ (3.29) $ 0.53 $ 0.85 __________ (1) In 2019 we retrospectively adjusted the year ended December 31, 2018 weighted average shares in our earnings per share calculations for the 2,770,000 shares issued instead of 7,080,000 shares that had been reserved. (2) We excluded 101,000 RSUs and PSUs from the diluted weighted-average common shares outstanding for the year ended December 31, 2020, because their effect was anti-dilutive. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 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 NGL 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 the 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 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. Year Ended December 31, 2020 2019 2018 (in thousands) Oil sales $ 362,976 $ 543,634 $ 520,979 Natural gas sales 14,041 19,391 26,244 Natural gas liquids sales 1,646 2,571 5,651 Electricity sales 25,813 29,397 35,208 Marketing revenues 1,426 2,094 2,322 Other revenues 150 316 774 Revenues from contracts with customers 406,052 597,403 591,178 Gains (losses) on oil and gas sales derivatives 117,781 (37,998) (4,621) Total revenues and other $ 523,833 $ 559,405 $ 586,557 |
Emergence from Voluntary Reorga
Emergence from Voluntary Reorganization under Chapter 11 | 12 Months Ended |
Dec. 31, 2020 | |
Reorganizations [Abstract] | |
Emergence from Voluntary Reorganization under Chapter 11 | Emergence from Voluntary Reorganization under Chapter 11 On May 11, 2016 our predecessor company filed bankruptcy. On January 27, 2017, the Bankruptcy Court approved and confirmed our plan of reorganization in the Chapter 11 Proceeding (the “Plan”). Berry LLC settled all intercompany claims against it's former parent company (pre-Effective Date) and its affiliates pursuant to a settlement agreement approved as part of the Plan and the confirmation order. The settlement agreement provided Berry LLC with a $25 million general unsecured claim against the former parent company which Berry LLC has fully-reserved. On February 28, 2017 (the “Effective Date”), the Plan became effective and was implemented. On that date Berry LLC adopted fresh-start accounting and was recapitalized, which resulted in Berry LLC becoming a wholly-owned subsidiary of Berry Corp. and Berry Corp. being treated as the new entity for financial reporting. A final decree closing the Chapter 11 Proceeding was entered September 28, 2018, with the Court retaining jurisdiction as described in the confirmation order and without prejudice to the request of any party–in–interest to reopen the case including with respect to certain, immaterial remaining matters. GAAP requires that the financial statements, for periods subsequent to filing of the bankruptcy proceedings, distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain expenses, gains and losses that are realized or incurred in connection with the bankruptcy proceedings are recorded in “reorganization items, net” on our consolidated statements of operations. Liabilities Subject to Compromise The holders of unsecured claims against Berry LLC, (other than the Unsecured Notes) (the “Unsecured Claims”) received a right to their pro-rated share of either (i) 7,080,000 shares of common stock in Berry Corp. or (ii) in the event that such holder irrevocably elected to receive a cash recovery, cash distributions from the Cash Distribution Pool. After the Effective Date we have negotiated with claimants to settle their claims. Through the claims resolution process, many claims were disallowed by the Bankruptcy Court because they were duplicative, amended or superseded by later filed claims, were without merit, or were otherwise overstated. Throughout the Chapter 11 proceedings, the Debtors also resolved many claims through settlements or by Bankruptcy Court orders following the filing of an objection. As a result, in early 2019, we issued 2,770,000 shares to settle these claims for which we had originally reserved 7,080,000 shares. We settled all liabilities subject to compromise through cash recovery as of December 31, 2018, resulting in a significant recognition of gains due to the return of undistributed funds. See “Reorganization Items, net” below. Reorganization Items, Net Reorganization items, net represents costs and income directly associated with the Chapter 11 proceedings since the Petition Date, and also includes adjustments to reflect the carrying value of certain liabilities subject to compromise at their estimated allowed claim amounts, as such adjustments were determined. The following table summarizes the components of reorganization items included in the consolidated statements of operations: Year Ended December 31, 2020 2019 2018 (in thousands) Return of undistributed funds from cash distribution pool (1) $ — $ — $ 22,855 Gains on resolution of pre-emergence liabilities and claims — — 3,713 Legal and other professional advisory fees — (426) (3,083) Other — — 1,205 Reorganization items, net $ — $ (426) $ 24,690 __________ (1) This amount was reclassed from restricted cash to general cash, thus does not represent a cash transaction. |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principles of Consolidation and Reporting | Principles of Consolidation and ReportingThe consolidated financial statements have been 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. 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. |
Reclassification | ReclassificationWe 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. |
Use of Estimates | Use of Estimates The preparation of the accompanying consolidated financial statements in conformity with GAAP required management of the Company to make informed estimates and assumptions about future events. These estimates and the underlying assumptions affect the amount of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenues and expenses. |
Cash Equivalents | Cash Equivalents We consider all highly liquid short-term investments with original maturities of three months or less to be cash equivalents. |
Inventories | Inventories Inventories were included in other current assets. Oil and natural gas inventories were valued at the lower of cost or net realizable value. Materials and supplies were valued at their weighted-average cost and are reviewed periodically for obsolescence. |
Oil and Natural Gas Properties | Oil and Natural Gas Properties Proved Properties We account for oil and natural gas properties in accordance with the successful efforts method. Under this method, all acquisition costs of proved properties are capitalized and amortized on a unit-of-production basis over the remaining life of the proved reserves. All development costs of proved properties are capitalized and amortized on a unit-of-production basis over the remaining life of the proved developed reserves. Costs of retired, sold or abandoned properties that constitute a part of an amortization base are charged or credited, net of proceeds, to accumulated depreciation, depletion and amortization unless doing so significantly affects the unit-of-production amortization rate, in which case a gain or loss is recognized in the current period. Gains or losses from the disposal of other properties are recognized in the current period. For assets acquired, we base the capitalized cost on fair value at the acquisition date. We expense expenditures for maintenance and repairs necessary to maintain properties in operating condition, as well as annual lease rentals, as they are incurred. Estimated dismantlement and abandonment costs are capitalized at their estimated net present value and amortized over the remaining lives of the related assets. Interest is capitalized only during the periods in which these assets are brought to their intended use. The amount of capitalized interest was approximately $1 million in 2020, $2 million in 2019, and in 2018 these costs were not significant. We only capitalize the interest on borrowed funds related to our share of costs associated with qualifying capital expenditures. The amount of capitalized exploratory well costs was zero for all periods and the amount of capitalized overhead was approximately $6 million, $2 million and $1 million in 2020, 2019 and 2018, respectively. We evaluate the impairment of our proved oil and natural gas properties generally on a field by field basis or at the lowest level for which cash flows are identifiable, whenever events or changes in circumstance indicate that the carrying value may not be recoverable. We reduce the carrying values of proved properties to fair value when the expected undiscounted future cash flows are less than net book value. We measure the fair values of proved properties using valuation techniques consistent with 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. Unproved Properties A portion of the carrying value of our oil and gas properties was attributable to unproved properties. At December 31, 2020 and 2019, the net capitalized costs attributable to unproved properties was approximately $311 million and $314 million, respectively. The unproved amounts were not subject to depreciation, depletion and amortization until they were classified as proved properties and amortized on a unit-of-production basis. 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 the 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. As of 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 a novel strain of coronavirus (SARS-Cov-2), which causes COVID-19 (“COVID-19”) and other macroeconomic events such as the geopolitical tensions between the Organization of Petroleum Exporting Countries (“OPEC”) and Russia. The COVID-19 pandemic and related economic repercussions, coupled with actions taken by OPEC and other oil producing nations (“OPEC+”), 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. Consequently, we recorded a non-cash pre-tax asset impairment charge of $289 million during the first quarter of 2020 on proved properties in Utah and certain California locations. We evaluated 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 December 31, 2020. |
Other Property and Equipment | Other Property and Equipment Other property and equipment includes natural gas gathering systems, pipelines, cogeneration facilities, buildings, software, data processing and telecommunications equipment, office furniture and equipment, and other fixed assets. These assets are recorded at cost, depreciated using the straight-line method based on expected useful lives ranging from 5 to 30 years for buildings and leasehold improvements and 2 to 30 years for plant and pipeline, drilling and other equipment, and the salvage value is considered as applicable. |
Asset Retirement Obligation | Asset Retirement Obligation We recognize the fair value of asset retirement obligations (“AROs”) in the period in which a determination is made that a legal obligation exists to dismantle an asset and remediate the property at the end of its useful life and the cost of the obligation can be reasonably estimated. The liability amounts were based on future retirement cost estimates and incorporate many assumptions such as time to abandonment, technological changes, future inflation rates and the risk-adjusted discount rate. When the liability was initially recorded, we capitalized the cost by increasing the related property, plant and equipment (“PP&E”) balances. If the estimated future cost of the AROs changes, we record an adjustment to both the ARO and PP&E. Over time, the liability is increased and the capitalized cost is depreciated over the useful life of the asset. Accretion expense is also recognized over time as the discounted liabilities are accreted to their expected settlement value and is included in depreciation, depletion and amortization in the statement of operations. |
Revenue Recognition | Revenue RecognitionSubstantially all of the Company’s revenue is from the sale of crude oil, natural gas and NGLs. 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 NGL 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 the 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 consolidated statements of operations. |
Fair Value Measurements | Fair Value Measurements We have categorized our assets and liabilities that are measured at fair value in a three-level fair value hierarchy, based on the inputs to the valuation techniques: Level 1—using quoted prices in active markets for the assets or liabilities; Level 2—using observable inputs other than quoted prices for the assets or liabilities; and Level 3—using unobservable inputs. Transfers between levels, if any, are recognized at the end of each reporting period. We primarily apply the market approach for recurring fair value measurement, maximize our use of observable inputs and minimize use of unobservable inputs. We generally use an income approach to measure fair value when observable inputs are unavailable. This approach utilizes management’s judgments regarding expectations of projected cash flows and discounts those cash flows using a risk-adjusted discount rate. The most significant items on our balance sheet that would be affected by recurring fair value measurements are derivatives. We determine the fair value of our oil and gas sales and natural gas purchase derivatives using valuation techniques which utilize market quotes and pricing analysis. Inputs include publicly available prices and forward price curves generated from a compilation of data gathered from third parties. We classify these measurements as Level 2. Our PP&E is written down to fair value if we determine that there has been an impairment in its value. The fair value is determined as of the date of the assessment using discounted cash flow models based on management’s expectations for the future. Inputs include estimates of future production, prices based on commodity forward price curves as of the date of the estimate, estimated future operating and development costs and a risk-adjusted discount rate. We classify these measurements as Level 3. |
Stock-based Compensation | Stock-based Compensation We have issued restricted stock units (“RSUs”) that vest over time and performance-based restricted stock units (“PSUs”) that vest based on our achievement of certain average prices per share or total shareholder return, to certain employees and non-employee directors. The fair value of the stock-based awards is determined at the date of grant and is not remeasured. Prior to our IPO in July 2018, we determined the fair value of the RSUs based on an estimate of the fair value of our equity using an income approach. We used a discounted cash flow method to value the estimated future cash flows at an appropriate discount rate. Subsequent to our IPO, since the underlying shares one |
Other Loss Contingencies | Other Loss Contingencies In the normal course of business, we are involved in lawsuits, claims and other environmental and legal proceedings and audits. We accrue reserves for these matters when it is probable that a liability has been incurred and the liability can be reasonably estimated. In addition, we disclose, if material, in aggregate, our exposure to loss in excess of the amount recorded on the balance sheet for these matters if it is reasonably possible that an additional material loss may be incurred. We review our loss contingencies on an ongoing basis. Loss contingencies are based on judgments made by management with respect to the likely outcome of these matters and are adjusted as appropriate. Management’s judgments could change based on new information, changes in, or interpretations of, laws or regulations, changes in management’s plans or intentions, opinions regarding the outcome of legal proceedings, or other factors. |
Electricity Cost Allocation | Electricity Cost Allocation We own several cogeneration facilities. Our investment in cogeneration facilities has been for the express purpose of lowering steam costs in our heavy oil operations in California and securing operating control of the respective steam generation. Cogeneration, also called combined heat and power, extracts energy from the exhaust of a turbine, which would otherwise be wasted, to produce steam. Such cogeneration operations also produce electricity. We allocate steam and electricity costs to lease operating expenses based on the conversion efficiency of the cogeneration facilities plus certain direct costs of producing steam. We also allocate a portion of the electricity production costs related to the power we sell to third parties, which is reported in “electricity generation expenses” in the statement of operations. |
Income Taxes | Income Taxes Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their tax bases. Deferred tax assets are recognized when it is more likely than not that they will be realized. We periodically assess our deferred tax assets and reduce such assets by a valuation allowance if we deem it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. We recognize a tax benefit from an uncertain tax position when it is more likely than not that the position will be sustained upon examination, based on the technical merits of the position. Interest and penalties related to unrecognized tax benefits are recognized in income tax expense (benefit). |
Earnings per Share | Earnings per Share We computed basic and diluted earnings per share (EPS) using the two-class method required for participating securities. Common stock awards and preferred stock are considered participating securities when such shares have non-forfeitable dividend rights at the same rate as common stock. Under the two-class method, undistributed earnings allocated to participating securities are subtracted from net income attributable to common stock in determining net income attributable to common stockholders. In loss periods, no allocation is made to participating securities because the participating securities do not share in losses. For basic EPS, the weighted-average number of common shares outstanding excludes outstanding shares related to unvested restricted stock awards. For diluted EPS, the basic shares outstanding are adjusted by adding potentially dilutive securities, unless their effect is anti-dilutive. |
Business and Credit Concentration | Business and Credit Concentrations We maintain our cash in bank deposit accounts which, at times, may exceed federally insured amounts. We have not experienced any losses in such accounts. We believe we are not exposed to any significant credit risk on our cash. We also sell oil, natural gas and NGLs to various types of customers, including pipelines, refineries and other oil and natural gas companies and electricity to utility companies. Based on the current demand for oil, natural gas and NGLs and the availability of other purchasers, we believe that the loss of any one of our major purchasers would not have a material adverse effect on our financial condition, results of operations or net cash provided by operating activities. |
New Accounting Standards Issued, But Not Yet Adopted | New Accounting Standards Issued, But Not Yet Adopted In February 2016, the Financial Accounting Standards Board (“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. During the second quarter of 2020, this adoption date was further delayed by FASB until fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. 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. To date, these rules have not had any impact on our consolidated financial statements and we continue to assess the future impact of these rules on our consolidated financial statements. |
Basis of Presentation and Sig_3
Basis of Presentation and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Activity in ARO Account | The following table summarizes activity in our ARO account in which approximately $135 million and $124 million were included in long term liabilities as of December 31, 2020 and December 31, 2019, respectively, with the remaining current portion included in accrued liabilities: Year Ended December 31, 2020 2019 (in thousands) Beginning balance $ 149,227 $ 95,548 Liabilities incurred including from acquisitions 5,919 11,534 Settlements and payments (14,931) (22,036) Accretion expense 9,996 7,570 Revisions 9,981 56,611 Ending balance $ 160,192 $ 149,227 |
Oil and Natural Gas Propertie_2
Oil and Natural Gas Properties and Other Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Extractive Industries [Abstract] | |
Schedule of Aggregate Capitalized Costs Related to Oil, Natural Gas and NGL Production Activities | Aggregate capitalized costs related to oil, natural gas and NGL production activities with applicable accumulated depletion and amortization are presented below: Year Ended December 31, 2020 2019 (in thousands) Proved properties $ 1,101,371 $ 1,361,814 Unproved properties 311,195 313,903 Total proved and unproved properties 1,412,566 1,675,717 Less accumulated depletion and amortization (235,259) (209,105) Total proved and unproved properties, net $ 1,177,307 $ 1,466,612 |
Schedule of Other Property and Equipment | Other property and equipment consisted of the following: Year Ended December 31, 2020 2019 (in thousands) Cogens, natural gas plants and pipelines $ 72,999 $ 94,619 Buildings and leasehold improvements 2,241 3,752 Vehicles and service equipment 8,878 9,124 Furniture and equipment 21,515 20,078 Land 6,512 7,544 Total other property and equipment 112,145 135,117 Less: accumulated depreciation (31,368) (25,462) Total other property and equipment, net $ 80,777 $ 109,655 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt | The following table summarizes our outstanding debt: December 31, 2020 December 31, 2019 Interest Rate Maturity Security (in thousands) RBL Facility $ — $ 1,850 variable rates of 4.0% (2020) and 5.5% (2019), respectively July 29, 2022 Mortgage on 85% of Present Value of proven oil and gas reserves and lien on certain other assets 2026 Notes 400,000 400,000 7.0% February 15, 2026 Unsecured Long-Term Debt - Principal Amount 400,000 401,850 Less: Debt Issuance Costs (6,520) (7,531) Long-Term Debt, net $ 393,480 $ 394,319 |
Derivatives (Tables)
Derivatives (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Transactions Resulting in Crude Oil Production and Gas Purchases Hedges | As of December 31, 2020, we had the following crude oil production and gas purchases hedges. Q1 2021 Q2 2021 Q3 2021 Q4 2021 Fixed Price Oil Swaps (Brent): Hedged volume (MBbls) 1,710 1,728 1,042 1,042 Weighted-average price ($/Bbl) $ 45.82 $ 45.82 $ 46.17 $ 46.17 Fixed Price Gas Purchase Swaps (Kern, Delivered): Hedged volume (MMBtu) 4,950,000 4,777,500 4,830,000 2,085,000 Weighted-average price ($/MMBtu) $ 2.69 $ 2.83 $ 2.83 $ 2.95 |
Fair Values (Gross and Net) of Outstanding Derivatives | The following tables present the fair values (gross and net) of our outstanding derivatives as of December 31, 2020 and 2019: December 31, 2020 Balance Sheet Classification Gross Amounts Recognized at Gross Amounts Offset Net Fair Value (in thousands) Assets: Commodity Contracts Current assets $ 15,217 $ (12,710) $ 2,507 Liabilities: Commodity Contracts Current liabilities (36,031) 12,710 (23,321) Total derivatives $ (20,814) $ — $ (20,814) December 31, 2019 Balance Sheet Classification Gross Amounts Recognized at Gross Amounts Offset Net Fair Value (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 |
Gains and Losses of Derivatives Instruments in Statement of Operations | A summary of gains and losses on the derivatives included on the statements of operations is presented below: Year Ended December 31, 2020 2019 2018 (in thousands) Gains (losses) on oil and gas sales derivatives $ 117,781 $ (37,998) $ (4,621) (Losses) gains on natural gas purchase derivatives (1,035) (6,957) 6,357 Total gains (losses) on derivatives $ 116,746 $ (44,955) $ 1,735 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Net Minimum Payments for Purchase Obligations and Operating Leases | At December 31, 2020, future net minimum payments for non-cancelable purchase obligations and operating leases (excluding oil and natural gas and other mineral leases, utilities, taxes and insurance and maintenance expense) were as follows: 2021 2022 2023 2024 2025 Thereafter Total (in thousands) Processing, transportation and storage contracts (1) $ 4,104 $ 2,588 $ 1,218 $ — $ — $ — $ 7,910 Operating lease obligations 1,863 1,872 1,778 1,551 1,551 2,491 11,106 Other purchase obligations (2) 18,000 14,700 2,400 — — — 35,100 Total $ 23,967 $ 19,160 $ 5,396 $ 1,551 $ 1,551 $ 2,491 $ 54,116 __________ (1) Amounts include payments which will become due under long-term agreements to purchase goods and services used in the normal course of business to secure transportation of our natural gas production to market, as well as, pipeline, processing and storage capacity. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Schedule of Restricted Stock Units (RSUs) Activity | The table below summarizes the activity relating to RSUs issued under the Restated Incentive Plan during the year ended December 31, 2020. The RSUs vest ratably over three years. Unrecognized compensation cost associated with the RSUs at December 31, 2020 was approximately $9 million which will be recognized over a weighted-average period of approximately two years. Number of shares Weighted-average Grant Date Fair Value (shares in thousands) Non-vested at December 31, 2019 1,014 $ 12.05 Granted 1,850 $ 6.32 Vested (595) $ 11.16 Forfeited (330) $ 8.14 Non-vested at December 31, 2020 1,939 $ 7.52 |
Schedule of Performance-Based Restricted Stock Unit (PSUs) Activity | The table below summarizes the activity relating to the PSUs issued under the Revised Incentive Plan during the year ended December 31, 2020. Unrecognized compensation cost associated with the PSUs at December 31, 2020 is approximately $14 million which will be recognized over a weighted-average period of approximately two years. Number of shares Weighted-average Grant Date Fair Value (shares in thousands) Non-vested at December 31, 2019 798 $ 10.77 Granted 1,328 $ 15.89 Vested (5) $ 11.33 Forfeited (469) $ 11.20 Non-vested at December 31, 2020 1,652 $ 14.77 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | Income tax expense (benefit) consisted of the following: Year Ended December 31, 2020 2019 2018 (in thousands) Current taxes: Federal $ — $ — $ (465) State 828 227 (446) Total current taxes 828 227 (911) Deferred taxes: Federal 2,653 (36,756) 33,227 State (10,699) (21) 10,719 Total deferred taxes (8,046) (36,777) 43,946 Total current and deferred taxes $ (7,218) $ (36,550) $ 43,035 |
Reconciliation of the Federal Statutory Tax Rate to the Effective Tax Rate | A reconciliation of the federal statutory tax rate to the effective tax rate is as follows: Year Ended December 31, 2020 2019 2018 Federal statutory rate 21.0 % 21.0 % 21.0 % State, net of federal tax benefit 6.3 % 8.9 % 6.3 % Effect of permanent differences (0.6) % 0.2 % (0.6) % Tax credits - Prior Year 4.9 % (546.4) % — % Tax credits - Current Year 1.1 % — % — % State return to provision (1.1) % (6.6) % — % Change in valuation allowance (28.8) % — % (4.1) % Effective tax rate 2.8 % (522.9) % 22.6 % |
Schedule of Significant Components of Deferred Tax Assets and Liabilities | Significant components of the deferred tax assets and liabilities are as follows: Year Ended December 31, 2020 2019 (in thousands) Deferred tax assets: Net operating loss carryforwards $ 21,205 $ 14,542 Accruals 14,208 12,218 Asset retirement obligations 43,518 41,382 Derivative instruments 5,654 — Tax credits 62,058 47,803 Interest limitation carryforward — 13,892 Other 4,946 5,154 Subtotal 151,589 134,991 Valuation allowance (77,923) — Total deferred tax assets 73,666 134,991 Deferred tax liabilities: Book tax differences in property basis (74,677) (143,896) Derivative instruments — (152) Total deferred tax liabilities (74,677) (144,048) Net deferred tax liability $ (1,011) $ (9,057) |
Summary of Unrecognized Tax Benefits | Year Ended December 31, 2020 2019 (in thousands) Unrecognized tax benefits - January 1 $ 13,892 $ — Prior year - change (13,892) 6,720 Current year - change — 7,172 Unrecognized tax benefits - December 31 $ — $ 13,892 |
Supplemental Disclosures to t_2
Supplemental Disclosures to the Balance Sheets and Statements of Cash Flows (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Other Current Assets | Other current assets reported on the consolidated balance sheets included the following: Year Ended December 31, 2020 2019 (in thousands) Prepaid expenses $ 3,592 $ 4,577 Materials and supplies 11,666 10,544 Oil inventories 3,490 3,432 Other 652 846 Total other current assets $ 19,400 $ 19,399 |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses on the consolidated balance sheets included the following: Year Ended December 31, 2020 2019 (in thousands) Accounts payable-trade $ 11,055 $ 13,986 Accrued expenses 43,452 57,078 Royalties payable 15,150 25,385 Greenhouse gas liability - current portion 35,554 — Taxes other than income tax liability 10,118 9,150 Accrued interest 10,783 10,500 Dividends payable — 9,888 Asset retirement obligation - current portion 25,000 25,208 Other 873 616 Total accounts payable and accrued expenses $ 151,985 $ 151,811 |
Supplemental Cash Flow Information | Supplemental disclosures to the consolidated statements of cash flows are presented below: Year Ended December 31, 2020 2019 2018 (in thousands) Supplemental Disclosures of Significant Non-Cash Operating Activities: Greenhouse gas liability - reclassification from long-term to current liability $ 33,376 $ — $ — Supplemental Disclosures of Significant Non-Cash Investing Activities: Material inventory transfers to oil and natural gas properties $ 1,596 $ 10,056 $ 2,371 Supplemental Disclosures of Cash Payments (Receipts): Interest, net of amounts capitalized $ 29,962 $ 30,720 $ 19,761 Income taxes payments (refunds) $ 222 $ (2) $ (1,901) Reorganization items, net $ — $ — $ 832 The following table provides a reconciliation of cash, cash equivalents and restricted cash as reported in the consolidated statements of cash flows to the line items within the consolidated balance sheets: Year Ended December 31, 2020 2019 2018 (in thousands) Beginning of Period Cash and cash equivalents $ — $ 68,680 $ 33,905 Restricted cash — — 34,833 Cash, cash equivalents and restricted cash $ — $ 68,680 $ 68,738 Ending of Period Cash and cash equivalents $ 80,557 $ — $ 68,680 Restricted cash — — — Cash, cash equivalents and restricted cash $ 80,557 $ — $ 68,680 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | Year Ended December 31, 2020 2019 2018 (in thousands except per share amounts) Basic EPS calculation Net (loss) income $ (262,895) $ 43,539 $ 147,102 less: Series A Preferred Stock dividends and conversion to common stock — — (97,942) Net (loss) income attributable to common stockholders $ (262,895) $ 43,539 $ 49,160 Weighted-average shares of common stock outstanding (1) 79,802 81,379 57,743 Basic (loss) earnings per share $ (3.29) $ 0.54 $ 0.85 Diluted EPS calculation Net (loss) income $ (262,895) $ 43,539 $ 147,102 less: Series A Preferred Stock dividends and conversion to common stock — — (97,942) Net (loss) income attributable to common stockholders $ (262,895) $ 43,539 $ 49,160 Weighted-average shares of common stock outstanding (1) 79,802 81,379 57,743 Dilutive effect of potentially dilutive securities — 572 189 Weighted-average common shares outstanding - diluted (2) 79,802 81,951 57,932 Diluted (loss) earnings per share $ (3.29) $ 0.53 $ 0.85 __________ (1) In 2019 we retrospectively adjusted the year ended December 31, 2018 weighted average shares in our earnings per share calculations for the 2,770,000 shares issued instead of 7,080,000 shares that had been reserved. (2) We excluded 101,000 RSUs and PSUs from the diluted weighted-average common shares outstanding for the year ended December 31, 2020, because their effect was anti-dilutive. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 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. Year Ended December 31, 2020 2019 2018 (in thousands) Oil sales $ 362,976 $ 543,634 $ 520,979 Natural gas sales 14,041 19,391 26,244 Natural gas liquids sales 1,646 2,571 5,651 Electricity sales 25,813 29,397 35,208 Marketing revenues 1,426 2,094 2,322 Other revenues 150 316 774 Revenues from contracts with customers 406,052 597,403 591,178 Gains (losses) on oil and gas sales derivatives 117,781 (37,998) (4,621) Total revenues and other $ 523,833 $ 559,405 $ 586,557 |
Emergence from Voluntary Reor_2
Emergence from Voluntary Reorganization under Chapter 11 (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Reorganizations [Abstract] | |
Schedule of Reorganization Items | The following table summarizes the components of reorganization items included in the consolidated statements of operations: Year Ended December 31, 2020 2019 2018 (in thousands) Return of undistributed funds from cash distribution pool (1) $ — $ — $ 22,855 Gains on resolution of pre-emergence liabilities and claims — — 3,713 Legal and other professional advisory fees — (426) (3,083) Other — — 1,205 Reorganization items, net $ — $ (426) $ 24,690 __________ (1) This amount was reclassed from restricted cash to general cash, thus does not represent a cash transaction. |
Basis of Presentation and Sig_4
Basis of Presentation and Significant Accounting Policies - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
May 31, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Public Utilities, General Disclosures [Line Items] | |||||
Capitalized interest | $ 1,000,000 | $ 2,000,000 | $ 0 | ||
Capitalized exploratory well costs | 0 | 0 | 0 | ||
Capitalized overhead | 6,000,000 | 2,000,000 | 1,000,000 | ||
Net capitalized costs attributable to unproved properties | 311,000,000 | 314,000,000 | |||
Impairment of oil and gas properties | 289,085,000 | 51,081,000 | $ 0 | ||
Asset retirement obligation, noncurrent | 135,192,000 | 124,019,000 | |||
Asset retirement obligation, accretion expense | 9,996,000 | 7,570,000 | |||
Asset retirement obligation, liabilities incurred | $ 6,000,000 | 5,919,000 | 11,534,000 | ||
Asset retirement obligation, liabilities settled | $ 14,931,000 | $ 22,036,000 | |||
Largest customers | Sales | Customer one | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Concentration risk | 44.00% | 36.00% | 35.00% | ||
Largest customers | Sales | Customer two | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Concentration risk | 20.00% | 24.00% | 28.00% | ||
Largest customers | Sales | Customer three | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Concentration risk | 12.00% | 13.00% | 13.00% | ||
Largest customers | Trade accounts receivable | Customer one | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Concentration risk | 38.00% | 40.00% | |||
Largest customers | Trade accounts receivable | Customer two | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Concentration risk | 15.00% | 17.00% | |||
Largest customers | Trade accounts receivable | Customer three | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Concentration risk | 11.00% | 11.00% | |||
Buildings and leasehold improvements | Minimum | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Expected useful life | 5 years | ||||
Buildings and leasehold improvements | Maximum | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Expected useful life | 30 years | ||||
Plant and pipeline, drilling and other equipment | Minimum | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Expected useful life | 2 years | ||||
Plant and pipeline, drilling and other equipment | Maximum | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Expected useful life | 30 years | ||||
Restricted Stock Units (RSUs) and Performance-based Restricted Stock Units (PSUs) | Minimum | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Vesting period | 1 year | ||||
Restricted Stock Units (RSUs) and Performance-based Restricted Stock Units (PSUs) | Maximum | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Vesting period | 3 years | ||||
Proved Oil and Gas Properties | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Impairment of oil and gas properties | $ 289,000,000 | $ 23,000,000 | |||
Unproved Oil and Gas Properties | |||||
Public Utilities, General Disclosures [Line Items] | |||||
Impairment of oil and gas properties | $ 28,000,000 |
Basis of Presentation and Sig_5
Basis of Presentation and Significant Accounting Policies - Asset Retirement Obligation (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
May 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Asset retirement obligation, noncurrent | $ 135,192 | $ 124,019 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||
Beginning balance | 149,227 | 95,548 | |
Liabilities incurred including from acquisitions | $ 6,000 | 5,919 | 11,534 |
Settlements and payments | (14,931) | (22,036) | |
Accretion expense | 9,996 | 7,570 | |
Revisions | 9,981 | 56,611 | |
Ending balance | $ 160,192 | $ 149,227 |
Oil and Natural Gas Propertie_3
Oil and Natural Gas Properties and Other Property and Equipment - Aggregate Capitalized Costs Related to Oil, Natural Gas and NGL Production Activities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Extractive Industries [Abstract] | ||
Proved properties | $ 1,101,371 | $ 1,361,814 |
Unproved properties | 311,195 | 313,903 |
Oil and natural gas properties | 1,412,566 | 1,675,717 |
Less accumulated depletion and amortization | (235,259) | (209,105) |
Total oil and natural gas properties, net | $ 1,177,307 | $ 1,466,612 |
Oil and Natural Gas Propertie_4
Oil and Natural Gas Properties and Other Property and Equipment - Other Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Other property and equipment | $ 112,145 | $ 135,117 |
Less accumulated depreciation | (31,368) | (25,462) |
Total other property and equipment, net | 80,777 | 109,655 |
Cogens, natural gas plants and pipelines | ||
Property, Plant and Equipment [Line Items] | ||
Other property and equipment | 72,999 | 94,619 |
Buildings and leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Other property and equipment | 2,241 | 3,752 |
Vehicles and service equipment | ||
Property, Plant and Equipment [Line Items] | ||
Other property and equipment | 8,878 | 9,124 |
Furniture and office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Other property and equipment | 21,515 | 20,078 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Other property and equipment | $ 6,512 | $ 7,544 |
Debt - Outstanding Debt (Detail
Debt - Outstanding Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Long-Term Debt - Principal Amount | $ 400,000 | $ 401,850 |
Less: Debt Issuance Costs | (6,520) | (7,531) |
Long-Term Debt, net | $ 393,480 | 394,319 |
Line of credit | RBL Facility | ||
Debt Instrument [Line Items] | ||
Present value of proven oil and gas reserves | 85.00% | |
Long-Term Debt - Principal Amount | $ 0 | 1,850 |
Medium-term notes | 2026 Notes | ||
Debt Instrument [Line Items] | ||
Interest Rate | 7.00% | |
Long-Term Debt - Principal Amount | $ 400,000 | $ 400,000 |
Line of credit | RBL Facility | ||
Debt Instrument [Line Items] | ||
Variable rate | 4.00% | 5.50% |
Debt - Narrative (Details)
Debt - Narrative (Details) | Jul. 26, 2018USD ($) | Jul. 31, 2017USD ($) | Feb. 28, 2018USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Nov. 30, 2020USD ($) | Feb. 27, 2020USD ($) |
Debt Instrument [Line Items] | ||||||||
Debt issuance costs for the 2026 Senior Unsecured Notes | $ 6,520,000 | $ 7,531,000 | ||||||
Amortization of debt issuance costs | 5,351,000 | 5,059,000 | $ 5,430,000 | |||||
Maximum pro forma leverage ratio allowable which will permit repurchase of equity and indebtedness | 2.5 | |||||||
Mortgage held on present value of proven oil and gas reserves | 85.00% | |||||||
Net proceeds from issuance of debt | 0 | 0 | 400,000,000 | |||||
Borrowings repaid under the facility | $ 230,750,000 | 353,282,000 | 582,510,000 | |||||
Minimum availability of borrowing base required which will permit distributions to parent company | 20.00% | |||||||
Bond repurchase program, authorized amount | $ 75,000,000 | |||||||
RBL Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt issuance costs for the RBL Facility | $ 7,000,000 | 11,000,000 | ||||||
Medium-term notes | 2026 Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Fair value of debt | $ 337,000,000 | 376,000,000 | ||||||
Interest rate | 7.00% | |||||||
Line of credit | RBL Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Borrowings outstanding | $ 0 | |||||||
Unsecured debt | 2026 Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal amount of debt issued | $ 400,000,000 | |||||||
Interest rate | 7.00% | |||||||
Net proceeds from issuance of debt | $ 391,000,000 | |||||||
Aggregate principal amount able to be redeemed | 35.00% | |||||||
Redemption price in event of change in control | 101.00% | |||||||
Line of credit | RBL Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Leverage ratio (no more than) | 4 | |||||||
Current ratio (at least) | 1 | |||||||
Leverage ratio at period end | 1.8 | |||||||
Current ratio at period end | 2.2 | |||||||
Reduction in borrowing base if unsecured indebtedness is incurred | 25.00% | |||||||
Minimum availability of borrowing base required which will permit repurchase of equity and indebtedness | 20.00% | |||||||
Commitment fee | 0.50% | |||||||
Letters of credit outstanding | $ 7,000,000 | |||||||
Borrowings repaid under the facility | $ 105,000,000 | $ 379,000,000 | ||||||
Maximum pro forma leverage ratio allowable which will permit distributions to parent company | 2.5 | |||||||
Letters of credit | RBL Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | $ 25,000,000 | |||||||
Revolving credit facility | Line of credit | RBL Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | 1,500,000,000 | |||||||
Borrowing base | $ 200,000,000 | |||||||
Repayment of loans outstanding for amounts exceeding cash reported | $ 30,000,000 | |||||||
Available borrowing capacity | $ 193,000,000 | |||||||
LIBOR | Minimum | Line of credit | RBL Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 2.50% | |||||||
LIBOR | Maximum | Line of credit | RBL Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 3.50% | |||||||
Customary base rate | Minimum | Line of credit | RBL Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 1.50% | |||||||
Customary base rate | Maximum | Line of credit | RBL Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 2.50% | |||||||
On or after February 15, 2021 | Unsecured debt | 2026 Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price | 107.00% | |||||||
Prior to February 15, 2021 | Unsecured debt | 2026 Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price | 100.00% | |||||||
Interest expense | ||||||||
Debt Instrument [Line Items] | ||||||||
Amortization of debt issuance costs | $ 5,000,000 | $ 5,000,000 | $ 5,000,000 |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Feb. 24, 2021$ / bblbbl | May 31, 2018USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($)MMBTU | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
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 | |||||
Gain on derivative | $ 116,746 | $ (44,955) | $ 1,735 | |||
Derivative termination costs | $ 127,000 | |||||
Cash settlements received on derivatives | 142,000 | 42,000 | ||||
Cash settlements paid on normal derivatives | $ (142,292) | $ (42,197) | $ 38,482 | |||
Northwest Pipeline Rocky Mountains And CIG Fixed Price Oils And Gas Swaps Contracts | ||||||
Derivative [Line Items] | ||||||
Fixed price swaps as buyer and seller (in MMBtu) | MMBTU | 12,500 | |||||
Northwest Pipeline Rocky Mountains And CIG Fixed Price Oils And Gas Swaps Contracts | Scenario, Forecast | ||||||
Derivative [Line Items] | ||||||
Gain on derivative | $ 2,600 | |||||
Fixed Price Oil Swaps (Brent) | Subsequent Event | ||||||
Derivative [Line Items] | ||||||
Fixed price swaps sold (in Bbls) | bbl | 3,000 | |||||
Fixed price swaps sold (in dollars per barrel) | $ / bbl | 58 |
Derivatives - Derivative Transa
Derivatives - Derivative Transactions Resulting in Crude Oil Production and Gas Purchases Hedges (Details) - Scenario, Forecast MBbls in Thousands | 3 Months Ended | |||
Dec. 31, 2021MMBTU$ / MMBtu$ / bblMBbls | Sep. 30, 2021MMBTU$ / MMBtu$ / bblMBbls | Jun. 30, 2021MMBTU$ / bbl$ / MMBtuMBbls | Mar. 31, 2021MMBTU$ / MMBtu$ / bblMBbls | |
Fixed Price Oil Swaps (Brent) | ||||
Derivative [Line Items] | ||||
Hedged volume (MBbls) | MBbls | 1,042 | 1,042 | 1,728 | 1,710 |
Weighted-average price ($/Bbl) | $ / bbl | 46.17 | 46.17 | 45.82 | 45.82 |
Fixed Price Gas Purchase Swaps (Kern, Delivered) | ||||
Derivative [Line Items] | ||||
Hedged volume (MMBtu) | MMBTU | 2,085,000 | 4,830,000 | 4,777,500 | 4,950,000 |
Weighted-average price ($/MMBtu) | $ / MMBtu | 2.95 | 2.83 | 2.83 | 2.69 |
Derivatives - Fair Values (Gros
Derivatives - Fair Values (Gross and Net) of Outstanding Derivatives (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Derivative Liability [Abstract] | ||
Total derivatives | $ (20,814) | $ 4,733 |
Commodity Contracts | Current assets | ||
Assets: | ||
Gross Amounts Recognized at Fair Value | 15,217 | 17,799 |
Gross Amounts Offset in the Balance Sheet | (12,710) | (8,633) |
Net Fair Value Presented in the Balance Sheet | 2,507 | 9,166 |
Commodity Contracts | Non-current assets | ||
Assets: | ||
Gross Amounts Recognized at Fair Value | 773 | |
Gross Amounts Offset in the Balance Sheet | (248) | |
Net Fair Value Presented in the Balance Sheet | 525 | |
Commodity Contracts | Current liabilities | ||
Derivative Liability [Abstract] | ||
Gross Amounts Recognized at Fair Value | (36,031) | (13,450) |
Gross Amounts Offset in the Balance Sheet | 12,710 | 8,633 |
Net Fair Value Presented in the Balance Sheet | $ (23,321) | (4,817) |
Commodity Contracts | Non-current liabilities | ||
Derivative Liability [Abstract] | ||
Gross Amounts Recognized at Fair Value | (389) | |
Gross Amounts Offset in the Balance Sheet | 248 | |
Net Fair Value Presented in the Balance Sheet | $ (141) |
Derivatives - Gains and Losses
Derivatives - Gains and Losses of Derivatives Instruments in Statement of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Derivative [Line Items] | |||
(Losses) gains on derivatives | $ 116,746 | $ (44,955) | $ 1,735 |
Oil and gas | |||
Derivative [Line Items] | |||
(Losses) gains on derivatives | 117,781 | (37,998) | (4,621) |
Natural gas sales | |||
Derivative [Line Items] | |||
(Losses) gains on derivatives | $ (1,035) | $ (6,957) | $ 6,357 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Commitments under contracts | $ 6 | ||
Office rent expense | $ 1.5 | $ 1.5 | $ 1.2 |
Commitments and Contingencies_2
Commitments and Contingencies - Future Net Minimum Payments for Purchase Obligations and Operating Leases (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($)well | |
Operating lease obligations | |
2021 | $ 1,863 |
2022 | 1,872 |
2023 | 1,778 |
2024 | 1,551 |
2025 | 1,551 |
Thereafter | 2,491 |
Total | 11,106 |
Total | |
2021 | 23,967 |
2022 | 19,160 |
2023 | 5,396 |
2024 | 1,551 |
2025 | 1,551 |
Thereafter | 2,491 |
Total | 54,116 |
Commitments under contracts | $ 6,000 |
Drilling commitment, number of wells | well | 97 |
Drilling commitment, estimated total cost | $ 29,000 |
Drilling commitment, number of wells required to be drilled by next fiscal year | well | 40 |
Drilling commitment, required to be paid next year | $ 12,000 |
Processing, transportation and storage contracts | |
Minimum purchase obligations | |
2021 | 4,104 |
2022 | 2,588 |
2023 | 1,218 |
2024 | 0 |
2025 | 0 |
Thereafter | 0 |
Total | 7,910 |
Other purchase obligations | |
Minimum purchase obligations | |
2021 | 18,000 |
2022 | 14,700 |
2023 | 2,400 |
2024 | 0 |
2025 | 0 |
Thereafter | 0 |
Total | $ 35,100 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||||||
Apr. 30, 2020 | Feb. 24, 2021 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Feb. 28, 2017 | |
Class of Stock [Line Items] | ||||||||||
Common stock, shares authorized (in shares) | 750,000,000 | 750,000,000 | 750,000,000 | 750,000,000 | ||||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||
Preferred stock, shares authorized (in shares) | 250,000,000 | |||||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | |||||||||
Common stock, dividends paid (in dollars per share) | $ 0.12 | |||||||||
Dividends paid on common stock | $ 19,463 | $ 39,157 | $ 7,365 | |||||||
Common stock, dividends declared (in dollars per share) | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.48 | $ 0.21 | |||
Subsequent Event | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock, dividends declared (in dollars per share) | $ 0.04 |
Stockholders' Equity - Common S
Stockholders' Equity - Common Stock (Narrative) (Details) $ in Millions | Feb. 28, 2017voteshares | Dec. 31, 2019USD ($) | Mar. 31, 2019shares |
Class of Stock [Line Items] | |||
Common stock reserved to settle claims of unsecured creditors (in shares) | 7,080,000 | ||
Shares issued to settle claims (in shares) | 2,770,000 | ||
Payments for repurchase of common stock, subject to claims | $ | $ 20 | ||
Number of voting rights per share | vote | 1 | ||
Common Stock | |||
Class of Stock [Line Items] | |||
Issuance of shares (in shares) | 32,920,000 |
Stockholders' Equity - Preferre
Stockholders' Equity - Preferred Stock (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 26, 2018 | Feb. 28, 2017 | Jul. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 |
Class of Stock [Line Items] | ||||||
Issuance of common stock in initial public offering | $ 133,805 | |||||
Preferred shares outstanding (in shares) | 0 | 0 | ||||
Preferred stock, dividend rate | 6.00% | |||||
Preferred stock, dividends declared (in dollars per share) | $ 0.308 | |||||
Preferred stock, cash dividend | $ 11,300 | |||||
Series A Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Issuance of shares (in shares) | 35,845,001 | |||||
Issuance of common stock in initial public offering | $ 335,000 | |||||
Conversion of Series A to Common Shares | ||||||
Class of Stock [Line Items] | ||||||
Number of shares converted (in shares) | 37,700,000 | 37,700,000 | ||||
Common shares issued on conversion (in shares) | 39,600,000 | 39,600,000 |
Stockholders' Equity - Initial
Stockholders' Equity - Initial Public Offering of Common Stock (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 26, 2018 | Jul. 17, 2018 | Jul. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Subsidiary, Sale of Stock [Line Items] | |||||||
Net proceeds from IPO | $ 0 | $ 0 | $ 133,805 | ||||
Preferred dividend paid (in dollars per share) | $ 0.15 | ||||||
Conversion of Series A to Common Shares | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares converted (in shares) | 37,700,000 | 37,700,000 | |||||
Common shares issued on conversion (in shares) | 39,600,000 | 39,600,000 | |||||
Right to receive cash payment per share (in dollars per share) | $ 1.75 | ||||||
Right to receive cash payment less paid dividends per share (in dollars per share) | $ 1.60 | ||||||
Cash payment for conversion of preferred shares | $ 60,000 | ||||||
Common Stock | Conversion of Series A to Common Shares | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Number of shares converted per each share of preferred stock (in shares) | 1.05 | ||||||
Series A Preferred Stock Conversion and Common Stock Offering | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Net proceeds from IPO | $ 110,000 | ||||||
Increase in common stock outstanding (in shares) | 8,695,653 | 8,695,653 | |||||
Sale of stock, price per share (in dollars per share) | $ 14 | ||||||
Cash payment for conversion of preferred shares | $ 60,000 | ||||||
Sale of stock, consideration received | $ 27,000 | $ 27,000 | |||||
Reduction in income available to common stockholders | $ 87,000 | ||||||
Over-allotment option | |||||||
Subsidiary, Sale of Stock [Line Items] | |||||||
Sale of stock, price per share (in dollars per share) | $ 14 | ||||||
Sale of stock, underwriter option to purchase additional shares (in shares) | 1,900,000 | 1,900,000 |
Stockholders' Equity - Shares O
Stockholders' Equity - Shares Outstanding (Narrative) (Details) - shares | Dec. 31, 2020 | Dec. 31, 2019 |
Class of Stock [Line Items] | ||
Common stock, shares outstanding (in shares) | 79,929,335 | 79,542,976 |
2017 Omnibus Incentive Plan | ||
Class of Stock [Line Items] | ||
Common stock, shares outstanding (in shares) | 79,929,335 | |
Unvested restricted stock units and performance restricted stock units outstanding (in shares) | 4,520,989 |
Stockholders' Equity - Stock Re
Stockholders' Equity - Stock Repurchase Program (Narrative) (Details) - USD ($) | 1 Months Ended | 12 Months Ended | 24 Months Ended | ||
Feb. 29, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | |
Equity, Class of Treasury Stock [Line Items] | |||||
Number of shares repurchased (in shares) | 0 | 5,057,682 | 5,057,682 | ||
Average price of shares repurchased (in dollars per share) | $ 9.88 | $ 9.88 | |||
Repurchase of stock | $ 46,042,000 | $ 3,953,000 | $ 50,000,000 | ||
Stock Repurchase Program | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Authorized amount of repurchases | $ 100,000,000 | 100,000,000 | |||
Authorized current repurchases | $ 50,000,000 | ||||
Stock Repurchase Program, Current Repurchases Authorized | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Authorized amount of repurchases | $ 50,000,000 |
Stockholders' Equity - Stock-Ba
Stockholders' Equity - Stock-Based Compensation (Narrative) (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Jun. 27, 2018 | Feb. 28, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, shares reserved for future issuance (in shares) | 7,080,000 | ||||
Allocated share-based compensation expense | $ 15,000,000 | $ 9,000,000 | $ 7,000,000 | ||
Tax benefit from compensation expense | $ 0 | $ 0 | $ 1,500,000 | ||
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Unrecognized compensation costs | $ 9,000,000 | ||||
Unrecognized compensation cost, weighted average period of recognition | 2 years | ||||
Performance-based Restricted Stock Units (PSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation costs | $ 14,000,000 | ||||
Unrecognized compensation cost, weighted average period of recognition | 2 years | ||||
Restated Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, shares reserved for future issuance (in shares) | 10,000,000 | ||||
Number of shares available for grant (in shares) | 4,395,440 | ||||
Minimum | Performance-based Restricted Stock Units (PSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 2 years | ||||
Vesting rights percentage | 0.00% | ||||
Maximum | Performance-based Restricted Stock Units (PSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Vesting rights percentage | 200.00% |
Stockholders' Equity - RSUs and
Stockholders' Equity - RSUs and PRUs Activity (Details) - $ / shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Restricted Stock Units (RSUs) | ||
Number of shares | ||
Outstanding, beginning of period (in shares) | 1,014 | |
Granted (in shares) | 1,850 | |
Vested (in shares) | (595) | |
Forfeited (in shares) | (330) | |
Outstanding, end of period (in shares) | 1,939 | 1,014 |
Weighted-average Grant Date Fair Value | ||
Outstanding, beginning of period (in dollars per share) | $ 12.05 | |
Granted (in dollars per share) | 6.32 | |
Vested (in dollars per share) | 11.16 | |
Forfeited (in dollars per share) | 8.14 | |
Outstanding, end of period (in dollars per share) | $ 7.52 | $ 12.05 |
Performance-based Restricted Stock Units (PSUs) | ||
Number of shares | ||
Outstanding, beginning of period (in shares) | 798 | |
Granted (in shares) | 1,328 | |
Vested (in shares) | (5) | |
Forfeited (in shares) | (469) | |
Outstanding, end of period (in shares) | 1,652 | 798 |
Weighted-average Grant Date Fair Value | ||
Outstanding, beginning of period (in dollars per share) | $ 10.77 | |
Granted (in dollars per share) | $ 15.89 | |
Vested (in dollars per share) | 11.33 | |
Forfeited (in dollars per share) | 11.20 | |
Outstanding, end of period (in dollars per share) | $ 14.77 | $ 10.77 |
Stockholders' Equity - Use of I
Stockholders' Equity - Use of IPO Proceeds (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 26, 2018 | Jul. 17, 2018 | Feb. 28, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Subsidiary, Sale of Stock [Line Items] | ||||||
Net proceeds from IPO | $ 0 | $ 0 | $ 133,805 | |||
Payment to the holders of claims under the Pre-Emergence Credit Facility | $ 230,750 | $ 353,282 | $ 582,510 | |||
Series A Preferred Stock Conversion and Common Stock Offering | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Net proceeds from IPO | $ 110,000 | |||||
Net proceeds received | $ 60,000 | |||||
Issuance of shares of common stock in the IPO (in shares) | 8,695,653 | 8,695,653 | ||||
Sale of stock, price per share (in dollars per share) | $ 14 | |||||
Additional shares sold directly by the selling shareholders | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of shares sold (in shares) | 2,545,630 | |||||
Sale of stock, price per share (in dollars per share) | $ 14 | |||||
Line of credit | RBL Facility | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Payment to the holders of claims under the Pre-Emergence Credit Facility | $ 105,000 | $ 379,000 | ||||
Oaktree Capital Management and Benefit Street Partners Stock Purchase Agreements | Oaktree Capital Management And Benefit Street Partners | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of shares purchased (in shares) | 1,802,196 | |||||
Net proceeds from the IPO to purchase shares of common stock from certain stockholders | $ 24,000 | |||||
Oaktree Capital Management and Benefit Street Partners Stock Purchase Agreements | Oaktree Capital Management | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of shares purchased (in shares) | 410,229 | |||||
Oaktree Capital Management and Benefit Street Partners Stock Purchase Agreements | Benefit Street Partners | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Number of shares purchased (in shares) | 1,391,967 |
Defined Contribution Plan (Deta
Defined Contribution Plan (Details) - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jan. 31, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Subsequent Event [Line Items] | |||||
Defined contribution plan, matching contribution, percentage of employee's gross pay (up to) | 6.00% | ||||
Defined contribution plan, cost | $ 1 | $ 1.7 | $ 1.4 | ||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Defined contribution plan, matching contribution percentage | 100.00% | ||||
Defined contribution plan, matching contribution, percentage of employee's gross pay (up to) | 3.00% |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Components Of Income Tax Expense (Benefit) [Line Items] | |||
Valuation allowance | $ 77,923,000 | $ 0 | |
Effective tax rate | 2.80% | (522.90%) | 22.60% |
Income tax expense (benefit) | $ (7,218,000) | $ (36,550,000) | $ 43,035,000 |
Prior year - change | 13,892,000 | ||
Unrecognized tax benefits, accrued penalties or interest expense | 0 | ||
Domestic | |||
Components Of Income Tax Expense (Benefit) [Line Items] | |||
Net operating loss carryforwards | 96,000,000 | ||
Domestic | General Business Tax Credit Carryforward | |||
Components Of Income Tax Expense (Benefit) [Line Items] | |||
Tax credit carryforwards | 51,000,000 | ||
Domestic | State Tax Credit Carryforward | |||
Components Of Income Tax Expense (Benefit) [Line Items] | |||
Income tax expense (benefit) | (11,000,000) | ||
State and Local Jurisdiction | |||
Components Of Income Tax Expense (Benefit) [Line Items] | |||
Net operating loss carryforwards | 20,000,000 | ||
State and Local Jurisdiction | State Tax Credit Carryforward | |||
Components Of Income Tax Expense (Benefit) [Line Items] | |||
Tax credit carryforwards | $ 14,000,000 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current taxes: | |||
Federal | $ 0 | $ 0 | $ (465) |
State | 828 | 227 | (446) |
Total current taxes | 828 | 227 | (911) |
Deferred taxes: | |||
Federal | 2,653 | (36,756) | 33,227 |
State | (10,699) | (21) | 10,719 |
Total deferred taxes | (8,046) | (36,777) | 43,946 |
Total current and deferred taxes | $ (7,218) | $ (36,550) | $ 43,035 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of the Federal Statutory Tax Rate to the Effective Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory rate | 21.00% | 21.00% | 21.00% |
State, net of federal tax benefit | 6.30% | 8.90% | 6.30% |
Effect of permanent differences | (0.60%) | 0.20% | (0.60%) |
Tax credits - Prior Year | 4.90% | (546.40%) | 0.00% |
Tax credits - Current Year | 1.10% | 0.00% | 0.00% |
State return to provision | (1.10%) | (6.60%) | 0.00% |
Change in valuation allowance | (28.80%) | 0.00% | (4.10%) |
Effective tax rate | 2.80% | (522.90%) | 22.60% |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 21,205 | $ 14,542 |
Accruals | 14,208 | 12,218 |
Asset retirement obligations | 43,518 | 41,382 |
Derivative instruments | 5,654 | 0 |
Tax credits | 62,058 | 47,803 |
Interest limitation carryforward | 0 | 13,892 |
Other | 4,946 | 5,154 |
Subtotal | 151,589 | 134,991 |
Valuation allowance | (77,923) | 0 |
Total deferred tax assets | 73,666 | 134,991 |
Deferred tax liabilities: | ||
Book tax differences in property basis | (74,677) | (143,896) |
Derivative instruments | 0 | (152) |
Total deferred tax liabilities | (74,677) | (144,048) |
Net deferred tax liability | $ (1,011) | $ (9,057) |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Unrecognized tax benefits - January 1 | $ 13,892 | $ 0 |
Prior year - change | (13,892) | |
Prior year - change | 6,720 | |
Current year - change | 0 | 7,172 |
Unrecognized tax benefits - December 31 | $ 0 | $ 13,892 |
Supplemental Disclosures to t_3
Supplemental Disclosures to the Balance Sheets and Statements of Cash Flows - Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid expenses | $ 3,592 | $ 4,577 |
Materials and supplies | 11,666 | 10,544 |
Oil inventories | 3,490 | 3,432 |
Other | 652 | 846 |
Total other current assets | $ 19,400 | $ 19,399 |
Supplemental Disclosures to t_4
Supplemental Disclosures to the Balance Sheets and Statements of Cash Flows - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Deferred financing costs, non-current, net of amortization | $ 7,000 | $ 11,000 | |
Greenhouse gas liability, noncurrent | 0 | 33,000 | |
Other operating expense (income) | $ 5,781 | $ 4,588 | $ (2,747) |
Supplemental Disclosures to t_5
Supplemental Disclosures to the Balance Sheets and Statements of Cash Flows - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accounts payable-trade | $ 11,055 | $ 13,986 |
Accrued expenses | 43,452 | 57,078 |
Royalties payable | 15,150 | 25,385 |
Greenhouse gas liability - current portion | 35,554 | 0 |
Taxes other than income tax liability | 10,118 | 9,150 |
Accrued interest | 10,783 | 10,500 |
Dividends payable | 0 | 9,888 |
Asset retirement obligation - current portion | 25,000 | 25,208 |
Other | 873 | 616 |
Total accounts payable and accrued expenses | $ 151,985 | $ 151,811 |
Supplemental Disclosures to t_6
Supplemental Disclosures to the Balance Sheets and Statements of Cash Flows - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Supplemental Disclosures of Significant Non-Cash Operating Activities: | |||
Greenhouse gas liability - reclassification from long-term to current liability | $ 33,376 | $ 0 | $ 0 |
Supplemental Disclosures of Significant Non-Cash Investing Activities: | |||
Material inventory transfers to oil and natural gas properties | 1,596 | 10,056 | 2,371 |
Supplemental Disclosures of Cash Payments (Receipts): | |||
Interest, net of amounts capitalized | 29,962 | 30,720 | 19,761 |
Income taxes payments (refunds) | 222 | (2) | (1,901) |
Reorganization items, net | $ 0 | $ 0 | $ 832 |
Supplemental Disclosures to t_7
Supplemental Disclosures to the Balance Sheets and Statements of Cash Flows - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 80,557 | $ 0 | $ 68,680 | $ 33,905 |
Restricted cash | 0 | 0 | 0 | 34,833 |
Cash, cash equivalents and restricted cash | $ 80,557 | $ 0 | $ 68,680 | $ 68,738 |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Details) | Nov. 30, 2018USD ($) | May 31, 2020USD ($)a | Apr. 30, 2018USD ($)awelllease$ / bbl | Dec. 31, 2020USD ($) | Sep. 30, 2018MBoe | Dec. 31, 2020USD ($)well | Dec. 31, 2019USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Asset retirement obligation, liabilities incurred | $ 6,000,000 | $ 5,919,000 | $ 11,534,000 | ||||
Payments to acquire property | $ 2,900,000 | ||||||
Drilling commitment, number of wells | well | 97 | ||||||
Chevron North Midway-Sunset Acquisition | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Area of land acquired (in acres) | a | 740 | ||||||
Consideration transferred in acquisition | $ 5,000,000 | $ 0 | |||||
Payments to acquire business | $ 2,000,000 | ||||||
Payment for contingent consideration liability | $ 3,000,000 | ||||||
Number of leases acquired | lease | 2 | ||||||
Area of land acquired in lease (in acres) | a | 214 | ||||||
Drilling commitment assumed | $ 35,000,000 | ||||||
Drilling commitment, number of wells | well | 115 | ||||||
Drilling commitment, number of wells drilled | well | 18 | ||||||
Oil and gas delivery commitments, consecutive period for which price not met which will incur a toll | 30 days | ||||||
Oil and gas delivery commitments, fixed price to be met, less than (in dollars per barrel) | $ / bbl | 45 | ||||||
McKittrick Field | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Area of land acquired (in acres) | a | 267 | ||||||
East Texas operating area | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from sale of non-core oil and gas properties | $ 7,000,000 | ||||||
Gains on sale of assets and other, net | $ 4,000,000 | ||||||
Daily production (Mboe) | MBoe | 0.7 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - USD ($) $ in Thousands | Jul. 26, 2018 | Feb. 28, 2017 | Jul. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Common stock reserved to settle claims of unsecured creditors (in shares) | 7,080,000 | 7,080,000 | |||||
Shares issued to settle claims (in shares) | 2,770,000 | ||||||
Series A preferred stock dividends and conversion to common stock | $ 87,000 | $ 0 | $ 0 | $ 97,942 | |||
Cash payment to preferred stockholders | 60,000 | $ 0 | $ 0 | $ 60,273 | |||
Incremental common shares attributable to dilutive effect of preferred stock (in shares) | 0 | 0 | 0 | ||||
Series A Preferred Stock Conversion and Common Stock Offering | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Sale of stock, consideration received | $ 27,000 | $ 27,000 | |||||
Over-allotment option | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Additional common shares received by preferred stockholders (in shares) | 1,900,000 | 1,900,000 | |||||
Restricted Stock Units (RSUs) and Performance-based Restricted Stock Units (PSUs) | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Incremental common shares attributable to dilutive effect of preferred stock (in shares) | 0 | ||||||
Incremental common shares attributable to dilutive effect of share-based payment arrangements (in shares) | 572,000 | ||||||
Restricted Stock Units (RSUs) | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Incremental common shares attributable to dilutive effect of share-based payment arrangements (in shares) | 189,000 | ||||||
Performance-based Restricted Stock Units (PSUs) | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Incremental common shares attributable to dilutive effect of share-based payment arrangements (in shares) | 0 | ||||||
Common Stock | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||
Issuance of shares (in shares) | 32,920,000 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Feb. 28, 2017 | Jul. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Basic EPS calculation | |||||
Net (loss) income | $ (262,895) | $ 43,539 | $ 147,102 | ||
less: Series A Preferred Stock dividends and conversion to common stock | $ (87,000) | 0 | 0 | (97,942) | |
Net (loss) income attributable to common stockholders | $ (262,895) | $ 43,539 | $ 49,160 | ||
Weighted-average shares of common stock outstanding (in shares) | 79,802 | 81,379 | 57,743 | ||
Basic (loss) earnings per share (in dollars per share) | $ (3.29) | $ 0.54 | $ 0.85 | ||
Diluted EPS calculation | |||||
Net (loss) income | $ (262,895) | $ 43,539 | $ 147,102 | ||
less: Series A Preferred Stock dividends and conversion to common stock | $ (87,000) | 0 | 0 | (97,942) | |
Net (loss) income attributable to common stockholders | $ (262,895) | $ 43,539 | $ 49,160 | ||
Weighted-average shares of common stock outstanding (in shares) | 79,802 | 81,379 | 57,743 | ||
Dilutive effect of potentially dilutive securities (in shares) | 0 | 572 | 189 | ||
Weighted-average common shares outstanding - diluted (in shares) | 79,802 | 81,951 | 57,932 | ||
Diluted (loss) earnings per share (in dollars per share) | $ (3.29) | $ 0.53 | $ 0.85 | ||
Common stock reserved to settle claims of unsecured creditors (in shares) | 7,080 | 7,080 | |||
Restricted Stock Units (RSUs) and Performance-based Restricted Stock Units (PSUs) | |||||
Diluted EPS calculation | |||||
Potentially dilutive securities (in shares) | 101 | ||||
Scenario, Adjustment | |||||
Basic EPS calculation | |||||
Weighted-average shares of common stock outstanding (in shares) | 2,770 | ||||
Diluted EPS calculation | |||||
Weighted-average shares of common stock outstanding (in shares) | 2,770 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) | 12 Months Ended |
Dec. 31, 2020cogeneration_facilityutility_company | |
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 | utility_company | 2 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |||
Revenues and other | $ 406,052 | $ 597,403 | $ 591,178 |
(Losses) gains on derivatives | 116,746 | (44,955) | 1,735 |
Total revenues and other | 523,833 | 559,405 | 586,557 |
Oil sales | |||
Disaggregation of Revenue [Line Items] | |||
Revenues and other | 362,976 | 543,634 | 520,979 |
Natural gas sales | |||
Disaggregation of Revenue [Line Items] | |||
Revenues and other | 14,041 | 19,391 | 26,244 |
(Losses) gains on derivatives | (1,035) | (6,957) | 6,357 |
Natural gas liquids sales | |||
Disaggregation of Revenue [Line Items] | |||
Revenues and other | 1,646 | 2,571 | 5,651 |
Electricity sales | |||
Disaggregation of Revenue [Line Items] | |||
Revenues and other | 25,813 | 29,397 | 35,208 |
Marketing revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues and other | 1,426 | 2,094 | 2,322 |
Other revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenues and other | 150 | 316 | 774 |
Oil and gas | |||
Disaggregation of Revenue [Line Items] | |||
Revenues and other | 378,663 | 565,596 | 552,874 |
(Losses) gains on derivatives | $ 117,781 | $ (37,998) | $ (4,621) |
Emergence from Voluntary Reor_3
Emergence from Voluntary Reorganization under Chapter 11 - Narrative (Details) - USD ($) $ in Millions | Mar. 31, 2019 | Feb. 28, 2017 |
Reorganization Items [Line Items] | ||
Bankruptcy claims, common shares available to unsecured creditors (in shares) | 7,080,000 | |
Shares issued to settle claims (in shares) | 2,770,000 | |
Common stock, shares reserved for future issuance (in shares) | 7,080,000 | |
LINN Energy | ||
Reorganization Items [Line Items] | ||
General unsecured claims settled | $ 25 |
Emergence from Voluntary Reor_4
Emergence from Voluntary Reorganization under Chapter 11 - Schedule of Reorganization Items (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Reorganizations [Abstract] | |||
Return of undistributed funds from cash distribution pool | $ 0 | $ 0 | $ 22,855 |
Gains on resolution of pre-emergence liabilities and claims | 0 | 0 | 3,713 |
Legal and other professional advisory fees | 0 | (426) | (3,083) |
Other | 0 | 0 | 1,205 |
Reorganization items, net | $ 0 | $ (426) | $ 24,690 |