Ranger Oil Corporation ("Ranger" or the "Company") (NASDAQ: ROCC)
today announced financial and operational results for the fourth
quarter and full-year 2021, its near-term plans for shareholder
return initiatives through share repurchases and quarterly
dividends, and the Company’s 2022 outlook.
Significant Highlights
Fourth Quarter
- Sold 27,516
barrels of oil per day (“bbl/d”) for the fourth quarter of 2021,
exceeding the mid-point of upward revised oil sales guidance. Total
sales volumes were 40,236 barrels of oil equivalent per day
(“boe/d”);
- Reported net
income of $68 million and adjusted net income(1) of $76
million;
- Generated
adjusted EBITDAX(2) of $149 million;
-
Generated significant free cash flow(3) of $44 million; and
- As a result of
ongoing improvements in cycle times, Ranger completed its
anticipated fourth quarter drilling and completion (“D&C”)
program earlier than expected allowing the Company to begin
completions on four additional wells in 2021, bringing total
D&C capital expenditures to $82.8 million.
Planned Shareholder Return and Free Cash
Flow Initiatives
- Expecting to
produce over $250 million of free cash flow(3) in 2022 at current
commodity prices;
- Targeting $100
million share repurchase program authorization beginning in the
second quarter of 2022;
- Continuing debt
reduction providing financial and strategic flexibility;
- Planning to
initiate annualized dividend of $0.25 per share ($0.0625 per share
quarterly) beginning third quarter 2022; and
- Disciplined
pursuit of accretive consolidation and bolt-on prospects.
Darrin Henke, President and Chief Executive
Officer of Ranger, commented, “2021 was a truly transformative year
for our Company, and I couldn’t be more proud of our team. Due to
our low operating cost, high oil cut and premium Gulf Coast
pricing, we produced one of the highest Adjusted EBITDAX margins of
any public US independent. We transformed our balance sheet,
accessing the unsecured debt markets to term out and refinance the
majority of our debt, while simultaneously increasing our borrowing
base and liquidity. We closed our previously announced acquisition
of Lonestar Resources, acquired at a discount to PDP value in a
lower price environment, and increased our estimated inventory life
to approximately 20 years at our current pace of development(4). We
grew our total proved and proved developed reserve volumes by 90%
and 82% respectively, while reducing our leverage ratio and
producing over $100 million of free cash flow. Best of all, we set
up our Company to thrive in the coming year, with reported EBITDAX
and free cash flow expected to more than double in the current
commodity price environment.
Our robust cash flow profile allows us to
initiate what we believe will be a highly accretive strategy around
our use of free cash flow. First, we believe that consolidation
remains a highly attractive objective. We are committed to this
continued pursuit in a disciplined manner, maintaining a strong
balance sheet and pursuing only accretive opportunities with clear
value potential through the combination. As such, we expect to use
a significant portion of our free cash flow to continue to reduce
leverage in anticipation of attractive consolidation opportunities.
Second, as a testament to our commitment towards capital return to
shareholders, we are planning to initiate a $0.25 per share
annualized dividend, beginning in the third quarter. Third, we plan
to authorize a $100 million share repurchase program, with a focus
on acquiring shares when our market enterprise value is attractive
relative to the intrinsic value of our assets. Finally, we plan to
continue to invest in socially and environmentally responsible
initiatives both at Ranger as well as invest in the communities in
which we operate and live. Overall, we plan to continually evaluate
what is most beneficial for long-term shareholder value among all
of our various options for cash deployment.”
Fourth Quarter 2021 and Full-Year
Operating Results
Total sales volumes for the fourth quarter of
2021 were 3.7 million barrels of oil equivalent ("MMboe"), or
40,236 boe/d (68% crude oil). Ranger sold 10.2 MMboe, or
27,822 boe/d (76% crude oil) for the full-year 2021.
During the fourth quarter of 2021, the Company
completed and turned in line 12 gross (10.4 net) wells. In 2021,
the Company completed and turned in line 46 gross (40.4 net)
wells.
Fourth Quarter 2021 Financial
Results
Operating expenses were $119.0 million, or
$32.15 per boe, in the fourth quarter of 2021. Adjusted direct
operating expenses(5), which consist of lease operating expenses
("LOE"), gathering, processing, and transportation ("GPT")
expenses, production and ad valorem taxes, and cash general and
administrative ("G&A") expenses, excluding DD&A and
significant special charges, were $43.0 million, or $11.62 per boe,
in the fourth quarter of 2021.
Total G&A expenses for the fourth quarter of
2021 were $9.57 per boe. Adjusted cash G&A expenses(6), which
excludes share-based compensation and significant special charges,
were $2.00 per boe.
LOE was $4.38 per boe for the fourth quarter of
2021.
Net income for the fourth quarter of 2021 was
$68.3 million and Adjusted net income(1) was $75.8 million.
Adjusted EBITDAX(2) was $149.3 million for
the fourth quarter of 2021.
Full Year 2021 Financial
Results
Operating expenses were $300.1 million, or
$29.55 per boe, in 2021. Adjusted direct operating expenses(5) were
$126.8 million, or $12.49 per boe, in 2021.
Net income for the full year of 2021 was $98.9
million and Adjusted net income(1) was $175.0 million.
Adjusted EBITDAX(2) was $362.0 million in
2021.
Fourth Quarter 2021 Capital
Expenditures
As a result of ongoing improvements in cycle
times, Ranger completed its anticipated fourth quarter drilling and
completion program earlier than expected. The Company was
successful in negotiating discounted pricing to continue services
through the end of the year, allowing Ranger to move a portion of
the completion of four wells from early January 2022 into December
2021. The Company was also able to acquire additional highly
economic working interest in these wells. As a result, Ranger chose
to continue with a consistent pace of operations, incurring an
additional $8.8 million of D&C capital expenditures versus its
previously anticipated program in the fourth quarter, bringing
total D&C capital expenditures to $82.8 million.
Current Balance Sheet and
Liquidity
As of March 1, 2022, Ranger had $400 million of
senior unsecured notes and approximately $148
million drawn, net of cash, on its revolving credit facility.
The Company has a borrowing base of $725 million under its
revolving credit facility(7).
2022 Outlook
Mr. Henke commented, “As we look at our
development plan in 2022, we anticipate operating approximately two
continuous drilling rigs, with an occasional spot rig to maximize
operating efficiencies. While service costs may be rising, we
expect the combination of our consistent pace of development,
operating efficiencies and shift to longer laterals to expand our
cash-on-cash returns for shareholders. We expect the timing impact
of our transition to longer laterals to result in a smaller
contribution of production in the current first quarter, while
increasing production in the second and third quarters. Our
anticipated development program is expected to result in a high
single to low double digit pro forma annual production growth rate
for the year, which we believe will generate over $250 million in
free cash flow at current commodity prices.”
The table below sets forth the Company's
operational and financial guidance:
|
|
1Q 2022 |
|
2022 |
Total Sales Volumes
(boe/d) |
|
36,500 - 38,000 |
|
38,500 - 41,000 |
Oil Sales Volumes
(bbl/d) |
|
25,800 - 27,000 |
|
27,000 - 30,000 |
|
|
|
|
|
Realized Price
Differentials |
|
|
|
|
Oil (WTI, per barrel) |
|
$0.00 - $(2.00) |
|
$0.00 - $(2.00) |
Natural gas (Henry Hub, per MMBtu) |
|
$0.00 - $(0.30) |
|
$0.00 - $(0.30) |
|
|
|
|
|
Direct Operating
Expenses |
|
|
|
|
Lease operating expenses (per boe) |
|
$4.75 - $5.05 |
|
$5.05 - $5.35 |
GPT expenses (per boe) |
|
$2.35 - $2.65 |
|
$2.25 - $2.55 |
Ad valorem and production taxes (percent of product revenue) |
|
6.0% - 6.5% |
|
6.0% - 6.5% |
Adjusted Cash G&A expenses (per boe) |
|
$2.45 - $2.75 |
|
$2.05 - $2.55 |
|
|
|
|
|
Capital Expenditures
(millions) |
|
|
|
|
Drilling & Completion |
|
$80 - $90 |
|
$375 - $425 |
Land, Facilities and other |
|
|
|
$5 - $10 |
|
|
|
|
|
Note: First quarter 2022 sales guidance
reflects approximately 450 bbl/d of oil production that was shut-in
or constrained due to recent winter storm activity and related
outages.
Acreage
As of December 31, 2021, the Company had
approximately 140,900 net acres. Approximately 94% of
Ranger’s acreage is held by production.
Fourth Quarter and Full-Year 2021
Conference Call
A conference call and webcast discussing the
fourth quarter and year-end 2021 financial and operational results
are scheduled for Tuesday, March 8, 2022 at 11:00 a.m. ET. Prepared
remarks will be followed by a question and answer period. Investors
and analysts may participate via phone by dialing (844) 707-6931
(international: (412) 317-9248) five to 10 minutes before the
scheduled start time, or via webcast by logging on to the Company's
website, www.Rangeroil.com, at least 15 minutes prior to the
scheduled start time to download supporting materials and install
any necessary audio software.
An on-demand replay of the webcast will be
available on the Company's website beginning shortly after the
webcast. The replay will also be available from March 8, 2022,
through March 15, 2022, by dialing (877) 344-7529 (international
(412) 317-0088) and entering the passcode 7842986.
2022 Annual Shareholders Meeting
The Company also announced that its 2022 Annual Shareholders
Meeting will be held at 10:30 a.m. CT on May 2, 2022.
About Ranger Oil Corporation
Ranger Oil is a pure-play independent oil and
gas company engaged in the development and production of oil, NGLs,
and natural gas, with operations in the Eagle Ford shale in South
Texas. For more information, please visit our website
at www.Rangeroil.com.
Cautionary Statements Regarding Guidance and Other
Matters
The estimates, guidance and planned uses of free
cash flow discussed in this release are based on assumptions of
current and future capital expenditure levels, prices for oil,
NGLs, and natural gas, and NGLs, available liquidity, indications
of supply and demand for oil, well results, and operating costs.
This release does not constitute any form of guarantee or assurance
that the matters indicated will be achieved. While we believe these
estimates and the assumptions on which they are based are
reasonable as of the date on which they are made, they are
inherently uncertain and are subject to, among other things,
significant business, economic, operational, and regulatory risks,
and uncertainties, some of which are not known as of the date of
the statement. Guidance and estimates, and the assumptions on which
they are based, are subject to material revision. Actual results
may differ materially from estimates and guidance. Further,
expectations regarding amount and uses of free cash flow are
subject to market conditions, applicable legal requirements,
available liquidity, compliance with the Company’s debt and other
agreements and other factors. Please read the
"Forward-Looking Statements" section below, as well as "Risk
Factors" in our annual report on Form 10-K and our quarterly
reports on Form 10-Q, which are incorporated herein.
Forward-Looking
Statements
This communication contains certain
"forward-looking" statements within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Statements that are
not historical facts are forward-looking statements, and such
statements generally include, words such as "anticipate," "target,"
"guidance," "assumptions," "projects," "forward," "estimates,"
"outlook," "expects," "continues,", "project", "intends," "plans,"
"believes," "future," "potential," "may," "foresee," "possible,"
"should," "would," "could," "focus" and variations of such words or
similar expressions, including the negative thereof, to identify
that they are forward-looking statements. Because such statements
include assumptions, risks, uncertainties, and contingencies,
actual results may differ materially from those expressed or
implied by such forward-looking statements. These risks,
uncertainties and contingencies include, but are not limited to,
the following: the risk that the benefits of the acquisition of
Lonestar may not be fully realized or may take longer to realize
than expected, and that management attention will be diverted to
integration-related issues; the impact of the COVID-19 pandemic,
including reduced demand for oil and natural gas, economic
slowdown, governmental actions, stay-at-home orders, interruptions
to our operations or our customer's operations; risks related to
and the impact of actual or anticipated other world health events;
our ability to satisfy our short-term and long-term liquidity
needs, including our ability to generate sufficient cash flows from
operations or to obtain adequate financing; our ability to maintain
our relationships with our suppliers, service providers, customers,
employees, and other third parties; our ability to execute our
business plan in volatile commodity price environments; our ability
to develop, explore for, acquire and replace oil and gas reserves
and sustain production; changes to our drilling and development
program; our ability to generate profits or achieve targeted
reserves in our development and exploratory drilling and well
operations; our ability to meet guidance, market expectations and
internal projections, including type curves; the projected demand
for and supply of oil, NGLs and natural gas; our ability to
contract for drilling rigs, frac crews, materials, supplies and
services at reasonable costs; our ability to renew or replace
expiring contracts on acceptable terms; our ability to obtain
adequate pipeline transportation capacity or other transportation
for our oil and gas production at reasonable cost and to sell our
production at, or at reasonable discounts to, market prices; the
uncertainties inherent in projecting future rates of production for
our wells and the extent to which actual production differs from
that estimated in our proved oil and gas reserves; use of new
techniques in our development, including choke management and
longer laterals; drilling, completion and operating risks,
including adverse impacts associated with well spacing and a high
concentration of activity; our ability to convert drilling
locations into reserves and production, if at all; the longevity of
our currently estimated inventory; approval by our board of
directors of any dividends or share repurchases; and other risks
set forth in our filings with the SEC, including our most recent
Annual Report on Form 10-K and subsequent Quarterly Reports on Form
10-Q. Additional Information concerning these and other factors can
be found in our press releases and public filings with the SEC.
Many of the factors that will determine our future results are
beyond the ability of management to control or predict. In
addition, readers should not place undue reliance on
forward-looking statements, which reflect management's views only
as of the date hereof. The statements in this communication speak
only as of the date of the communication. We undertake no
obligation to revise or update any forward-looking statements, or
to make any other forward-looking statements, whether as a result
of new information, future events or otherwise, except as may be
required by applicable law.
Footnotes
(1) Adjusted net income is a non-GAAP financial
measure. Definitions of non-GAAP financial measures and
reconciliations of non-GAAP financial measures to the closest
GAAP-based financial measures appear at the end of this release.
(2) Adjusted EBITDAX is a non-GAAP financial measure. Definitions
of non-GAAP financial measures and reconciliations of non-GAAP
financial measures to the closest GAAP-based financial measures
appear at the end of this release. (3) Free cash flow is a non-GAAP
financial measure. Definitions of non-GAAP financial measures and
reconciliations of non-GAAP financial measures to the closest
GAAP-based financial measures appear at the end of this release. We
have not reconciled forward-looking estimates of free cash flow to
the most comparable GAAP measure because it is not possible to do
so without unreasonable efforts given the uncertainty and potential
variability of reconciling items, which are dependent on future
events and often outside of management’s control and which could be
significant. Because such items cannot be reasonably predicted with
the level of precision required, we are unable to provide an
estimate of our net income at this time. We are unable to estimate
forward-looking adjusted EBITDAX for the same reasons as it is a
non-GAAP measure that must be reconciled to the most comparable
GAAP measure, net income. Forward-looking estimates of free cash
flow are made in a manner consistent with the relevant definitions
and assumptions noted herein.(4) Assumes 50 wells drilled per year
normalized to 7,500 lateral feet. (5) Adjusted cash direct
operating expenses is a non-GAAP financial measure. Definitions of
non-GAAP financial measures and reconciliations of non-GAAP
financial measures to the closest GAAP-based financial measures
appear at the end of this release.(6) Adjusted cash G&A
expenses is a non-GAAP financial measure. Definitions of non-GAAP
financial measures and reconciliations of non-GAAP financial
measures to the closest GAAP-based financial measures appear at the
end of this release.(7) Ranger’s elected commitment under its
revolving credit facility is $400 million.
RANGER OIL CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(in thousands, except per share, production and
price data)
|
|
Three Months Ended |
|
Year Ended December 31, |
|
|
December 31,2021 |
|
September 30,2021 |
|
December 31,2020 |
|
|
2021 |
|
|
|
2020 |
|
Revenues |
|
|
|
|
|
|
|
|
|
|
Crude oil |
|
$ |
191,079 |
|
|
$ |
127,995 |
|
|
$ |
61,009 |
|
|
$ |
517,301 |
|
|
$ |
251,741 |
|
Natural gas liquids (NGLs) |
|
|
18,328 |
|
|
|
7,165 |
|
|
|
2,653 |
|
|
|
33,443 |
|
|
|
8,948 |
|
Natural gas |
|
|
15,187 |
|
|
|
4,973 |
|
|
|
2,830 |
|
|
|
26,080 |
|
|
|
10,103 |
|
Total product revenues |
|
|
224,594 |
|
|
|
140,133 |
|
|
|
66,492 |
|
|
|
576,824 |
|
|
|
270,792 |
|
Other operating income, net |
|
|
582 |
|
|
|
928 |
|
|
|
504 |
|
|
|
2,667 |
|
|
|
2,476 |
|
Total revenues |
|
|
225,176 |
|
|
|
141,061 |
|
|
|
66,996 |
|
|
|
579,491 |
|
|
|
273,268 |
|
Operating
expenses |
|
|
|
|
|
|
|
|
|
|
Lease operating |
|
|
16,202 |
|
|
|
10,647 |
|
|
|
9,562 |
|
|
|
45,402 |
|
|
|
37,463 |
|
Gathering, processing and transportation |
|
|
8,112 |
|
|
|
5,688 |
|
|
|
5,253 |
|
|
|
23,647 |
|
|
|
22,050 |
|
Production and ad valorem taxes |
|
|
11,273 |
|
|
|
7,534 |
|
|
|
3,467 |
|
|
|
31,041 |
|
|
|
16,619 |
|
General and administrative |
|
|
35,435 |
|
|
|
10,932 |
|
|
|
9,988 |
|
|
|
66,529 |
|
|
|
33,789 |
|
Depreciation, depletion and amortization |
|
|
48,003 |
|
|
|
30,975 |
|
|
|
25,782 |
|
|
|
131,657 |
|
|
|
140,673 |
|
Impairments of oil and gas properties |
|
|
— |
|
|
|
— |
|
|
|
120,351 |
|
|
|
1,811 |
|
|
|
391,849 |
|
Total operating expenses |
|
|
119,025 |
|
|
|
65,776 |
|
|
|
174,403 |
|
|
|
300,087 |
|
|
|
642,443 |
|
Operating income
(loss) |
|
|
106,151 |
|
|
|
75,285 |
|
|
|
(107,407 |
) |
|
|
279,404 |
|
|
|
(369,175 |
) |
Other income
(expense) |
|
|
|
|
|
|
|
|
|
|
Interest expense, net of amounts capitalized |
|
|
(11,879 |
) |
|
|
(10,582 |
) |
|
|
(7,044 |
) |
|
|
(33,161 |
) |
|
|
(31,257 |
) |
Loss on extinguishment of debt |
|
|
(7,629 |
) |
|
|
— |
|
|
|
— |
|
|
|
(8,860 |
) |
|
|
— |
|
Derivatives |
|
|
(17,320 |
) |
|
|
(21,084 |
) |
|
|
(21,457 |
) |
|
|
(136,999 |
) |
|
|
88,422 |
|
Other, net |
|
|
107 |
|
|
|
(7 |
) |
|
|
(808 |
) |
|
|
94 |
|
|
|
(850 |
) |
Income (loss) before income
taxes |
|
|
69,430 |
|
|
|
43,612 |
|
|
|
(136,716 |
) |
|
|
100,478 |
|
|
|
(312,860 |
) |
Income tax (expense) benefit |
|
|
(1,150 |
) |
|
|
(549 |
) |
|
|
1,193 |
|
|
|
(1,560 |
) |
|
|
2,303 |
|
Net income
(loss) |
|
|
68,280 |
|
|
|
43,063 |
|
|
|
(135,523 |
) |
|
|
98,918 |
|
|
|
(310,557 |
) |
Net income attributable to Noncontrolling interest |
|
|
(34,911 |
) |
|
|
(25,676 |
) |
|
|
— |
|
|
|
(58,689 |
) |
|
|
— |
|
Net income (loss)
attributable to common shareholders |
|
$ |
33,369 |
|
|
$ |
17,387 |
|
|
$ |
(135,523 |
) |
|
$ |
40,229 |
|
|
$ |
(310,557 |
) |
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per
share attributable to common shareholders: |
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
1.60 |
|
|
$ |
1.13 |
|
|
$ |
(8.92 |
) |
|
$ |
2.41 |
|
|
$ |
(20.46 |
) |
Diluted |
|
$ |
1.56 |
|
|
$ |
1.11 |
|
|
$ |
(8.92 |
) |
|
$ |
2.34 |
|
|
$ |
(20.46 |
) |
|
|
|
|
|
|
|
|
|
|
|
Weighted average
shares outstanding: |
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
20,839 |
|
|
|
15,319 |
|
|
|
15,200 |
|
|
|
16,695 |
|
|
|
15,176 |
|
Diluted |
|
|
43,900 |
|
|
|
15,713 |
|
|
|
15,200 |
|
|
|
17,165 |
|
|
|
15,176 |
|
RANGER OIL CORPORATION
SELECTED OPERATING STATISTICS
(UNAUDITED)
(in thousands, except per share, production and
price data)
|
|
Three Months Ended |
|
Year Ended December 31, |
|
|
December 31,2021 |
|
September 30,2021 |
|
December 31,2020 |
|
|
2021 |
|
|
2020 |
Total Sales
Volume |
|
|
|
|
|
|
|
|
|
|
Crude oil (Mbbls) |
|
|
2,532 |
|
|
1,879 |
|
|
1,538 |
|
|
7,711 |
|
|
6,829 |
NGLs (Mbbls) |
|
|
613 |
|
|
263 |
|
|
248 |
|
|
1,326 |
|
|
1,165 |
Natural gas (MMcf) |
|
|
3,345 |
|
|
1,211 |
|
|
1,154 |
|
|
6,712 |
|
|
5,360 |
Total
(Mboe) |
|
|
3,702 |
|
|
2,344 |
|
|
1,978 |
|
|
10,155 |
|
|
8,887 |
Average daily sales
volume (boe/d) |
|
|
40,236 |
|
|
25,483 |
|
|
21,502 |
|
|
27,822 |
|
|
24,281 |
|
|
|
|
|
|
|
|
|
|
|
Realized
Prices |
|
|
|
|
|
|
|
|
|
|
Crude oil ($/bbl) |
|
$ |
75.48 |
|
$ |
68.10 |
|
$ |
39.66 |
|
$ |
67.09 |
|
$ |
36.86 |
NGLs ($/bbl) |
|
$ |
29.91 |
|
$ |
27.24 |
|
$ |
10.71 |
|
$ |
25.23 |
|
$ |
7.68 |
Natural gas ($/Mcf) |
|
$ |
4.54 |
|
$ |
4.11 |
|
$ |
2.45 |
|
$ |
3.89 |
|
$ |
1.88 |
Aggregate ($/boe) |
|
$ |
60.67 |
|
$ |
59.77 |
|
$ |
33.61 |
|
$ |
56.80 |
|
$ |
30.47 |
|
|
|
|
|
|
|
|
|
|
|
Realized Prices,
including effects of derivatives, net
1 |
|
|
|
|
|
|
|
|
|
|
Crude oil ($/bbl) |
|
$ |
64.50 |
|
$ |
57.15 |
|
$ |
48.84 |
|
$ |
56.15 |
|
$ |
50.55 |
NGLs ($/bbl) |
|
$ |
29.91 |
|
$ |
25.77 |
|
$ |
10.71 |
|
$ |
24.86 |
|
$ |
7.68 |
Natural gas ($/Mcf) |
|
$ |
2.99 |
|
$ |
3.44 |
|
$ |
1.95 |
|
$ |
3.01 |
|
$ |
1.88 |
Aggregate ($/boe) |
|
$ |
51.77 |
|
$ |
50.49 |
|
$ |
40.46 |
|
$ |
47.87 |
|
$ |
40.98 |
1 Realized prices, including
effects of derivatives, net are non-GAAP measures. Definitions of
non-GAAP financial measures and reconciliations of non-GAAP
financial measures appear at the end of this release.
RANGER OIL CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(in thousands)
|
|
December 31, |
|
|
|
2021 |
|
|
2020 |
Assets |
|
|
|
|
Current assets |
|
$ |
186,151 |
|
$ |
153,420 |
Net property and equipment |
|
|
1,383,348 |
|
|
723,549 |
Other noncurrent assets |
|
|
7,109 |
|
|
30,357 |
Total assets |
|
$ |
1,576,608 |
|
$ |
907,326 |
|
|
|
|
|
Liabilities and
equity |
|
|
|
|
Liabilities |
|
|
|
|
Current liabilities |
|
$ |
268,882 |
|
$ |
148,195 |
Other noncurrent liabilities |
|
|
36,966 |
|
|
36,796 |
Total long-term debt, net |
|
|
601,252 |
|
|
509,497 |
Equity |
|
|
|
|
Common shareholders’ equity |
|
|
323,532 |
|
|
212,838 |
Noncontrolling interest |
|
|
345,976 |
|
|
— |
Total equity |
|
|
669,508 |
|
|
212,838 |
Total liabilities and equity |
|
$ |
1,576,608 |
|
$ |
907,326 |
RANGER OIL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(in thousands)
|
|
Three Months Ended |
|
Year Ended December 31, |
|
|
December 31,2021 |
|
September 30,2021 |
|
December 31,2020 |
|
|
2021 |
|
|
|
2020 |
|
Cash flows from
operating activities |
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
68,280 |
|
|
$ |
43,063 |
|
|
$ |
(135,523 |
) |
|
$ |
98,918 |
|
|
$ |
(310,557 |
) |
Adjustments to reconcile net income (loss) to net cash provided by
operating activities: |
|
|
|
|
|
|
|
|
|
|
Loss on extinguishment of debt |
|
|
7,629 |
|
|
|
— |
|
|
|
— |
|
|
|
8,860 |
|
|
|
— |
|
Depreciation, depletion and amortization |
|
|
48,003 |
|
|
|
30,975 |
|
|
|
25,782 |
|
|
|
131,657 |
|
|
|
140,673 |
|
Impairments of oil and gas properties |
|
|
— |
|
|
|
— |
|
|
|
120,351 |
|
|
|
1,811 |
|
|
|
391,849 |
|
Derivative contracts: |
|
|
|
|
|
|
|
|
|
|
Net (gains) losses |
|
|
17,320 |
|
|
|
21,084 |
|
|
|
21,457 |
|
|
|
136,999 |
|
|
|
(88,422 |
) |
Cash settlements and premiums received (paid), net 1 |
|
|
(84,434 |
) |
|
|
(22,238 |
) |
|
|
12,792 |
|
|
|
(130,475 |
) |
|
|
78,087 |
|
Deferred income tax expense (benefit) |
|
|
1,119 |
|
|
|
379 |
|
|
|
(1,393 |
) |
|
|
1,249 |
|
|
|
(1,424 |
) |
Non-cash interest expense |
|
|
993 |
|
|
|
563 |
|
|
|
814 |
|
|
|
2,735 |
|
|
|
4,150 |
|
Share-based compensation |
|
|
11,410 |
|
|
|
971 |
|
|
|
702 |
|
|
|
15,589 |
|
|
|
3,284 |
|
Other, net |
|
|
6 |
|
|
|
4 |
|
|
|
4 |
|
|
|
19 |
|
|
|
13 |
|
Changes in operating assets and liabilities, net |
|
|
13,992 |
|
|
|
6,681 |
|
|
|
(12,925 |
) |
|
|
21,663 |
|
|
|
4,612 |
|
Net cash provided by operating activities |
|
|
84,318 |
|
|
|
81,482 |
|
|
|
32,061 |
|
|
|
289,025 |
|
|
|
222,265 |
|
Cash flows from
investing activities |
|
|
|
|
|
|
|
|
|
|
Acquisitions, net of cash acquired |
|
|
11,009 |
|
|
|
— |
|
|
|
— |
|
|
|
11,009 |
|
|
|
— |
|
Capital expenditures |
|
|
(109,705 |
) |
|
|
(50,932 |
) |
|
|
(29,555 |
) |
|
|
(256,343 |
) |
|
|
(168,565 |
) |
Proceeds from sales of assets, net |
|
|
3 |
|
|
|
4 |
|
|
|
4 |
|
|
|
160 |
|
|
|
87 |
|
Net cash used in investing activities |
|
|
(98,693 |
) |
|
|
(50,928 |
) |
|
|
(29,551 |
) |
|
|
(245,174 |
) |
|
|
(168,478 |
) |
Cash flows from
financing activities |
|
|
|
|
|
|
|
|
|
|
Proceeds from credit facility borrowings |
|
|
50,000 |
|
|
|
— |
|
|
|
— |
|
|
|
70,000 |
|
|
|
51,000 |
|
Repayments of credit facility borrowings |
|
|
(54,900 |
) |
|
|
(26,000 |
) |
|
|
(10,000 |
) |
|
|
(176,400 |
) |
|
|
(99,000 |
) |
Repayments of second lien term loan |
|
|
(143,110 |
) |
|
|
(1,875 |
) |
|
|
— |
|
|
|
(200,000 |
) |
|
|
— |
|
Proceeds from 9.25% Senior Notes due 2026, net of discount |
|
|
— |
|
|
|
396,072 |
|
|
|
— |
|
|
|
396,072 |
|
|
|
— |
|
Repayments of acquired and other debt |
|
|
(249,700 |
) |
|
|
— |
|
|
|
— |
|
|
|
(249,700 |
) |
|
|
— |
|
Proceeds from redeemable common units |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
151,160 |
|
|
|
— |
|
Proceeds from redeemable preferred stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2 |
|
|
|
— |
|
Transaction costs paid on behalf of Noncontrolling interest |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(5,543 |
) |
|
|
— |
|
Issuance costs paid for Noncontrolling interest securities |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(3,758 |
) |
|
|
— |
|
Withholding taxes for share-based compensation |
|
|
(33 |
) |
|
|
(109 |
) |
|
|
(6 |
) |
|
|
(656 |
) |
|
|
(487 |
) |
Debt issuance costs paid |
|
|
(10,970 |
) |
|
|
(1,567 |
) |
|
|
— |
|
|
|
(14,367 |
) |
|
|
(78 |
) |
Net cash provided by (used in) financing activities |
|
|
(408,713 |
) |
|
|
366,521 |
|
|
|
(10,006 |
) |
|
|
(33,190 |
) |
|
|
(48,565 |
) |
Net increase (decrease) in
cash and cash equivalents |
|
|
(423,088 |
) |
|
|
397,075 |
|
|
|
(7,496 |
) |
|
|
10,661 |
|
|
|
5,222 |
|
Cash and cash equivalents –
beginning of period |
|
|
446,769 |
|
|
|
49,694 |
|
|
|
20,516 |
|
|
|
13,020 |
|
|
|
7,798 |
|
Cash and cash equivalents –
end of period |
|
$ |
23,681 |
|
|
$ |
446,769 |
|
|
$ |
13,020 |
|
|
$ |
23,681 |
|
|
$ |
13,020 |
|
1 Includes $49.6 million
related to novated and settled Lonestar derivative contracts as
part of the Lonestar Acquisition.
RANGER OIL CORPORATION
CERTAIN NON-GAAP FINANCIAL MEASURES
(UNAUDITED)
Readers are reminded that non-GAAP measures are
merely a supplement to, and not a replacement for, or superior to
financial measures prepared according to GAAP. They should be
evaluated in conjunction with the GAAP financial measures. It
should be noted as well that our non-GAAP information may be
different from the non-GAAP information provided by other
companies.
Reconciliation of GAAP “Realized prices”
to Non-GAAP “Realized prices, including effects of derivatives,
net”
We present our realized prices for crude oil,
NGLs and natural gas, as adjusted for the effects of derivatives,
net as we believe these measures are useful to management and
stakeholders in determining the effectiveness of our price-risk
management program that is designed to reduce the volatility
associated with our operations. Realized prices for crude oil, NGLs
and natural gas, as adjusted for the effects of derivatives, net,
are supplemental financial measures that are not prepared in
accordance with generally accepted accounting principles (“GAAP”).
The following table presents the calculation of our non-GAAP
realized prices for crude oil, NGLs and natural gas, as adjusted
for the effects of derivatives, net and reconciles to realized
prices for crude oil and natural gas determined in accordance with
GAAP:
|
Three Months Ended |
|
Year Ended December 31, |
|
December 31,2021 |
|
September 30,2021 |
|
December 31,2020 |
|
|
2021 |
|
|
|
2020 |
Realized crude oil prices
($/bbl) |
$ |
75.48 |
|
|
$ |
68.10 |
|
|
$ |
39.66 |
|
|
$ |
67.09 |
|
|
$ |
36.86 |
Effects of derivatives, net
($/bbl) |
|
(10.98 |
) |
|
|
(10.95 |
) |
|
|
9.18 |
|
|
|
(10.94 |
) |
|
|
13.69 |
Crude oil realized prices,
including effects of derivatives, net ($/bbl) |
$ |
64.50 |
|
|
$ |
57.15 |
|
|
$ |
48.84 |
|
|
$ |
56.15 |
|
|
$ |
50.55 |
|
|
|
|
|
|
|
|
|
|
Realized natural gas liquid
prices ($/bbl) |
$ |
29.91 |
|
|
$ |
27.24 |
|
|
$ |
10.71 |
|
|
$ |
25.23 |
|
|
$ |
7.68 |
Effects of derivatives, net
($/bbl) |
|
— |
|
|
|
(1.47 |
) |
|
|
— |
|
|
|
(0.37 |
) |
|
|
— |
Natural gas liquid realized
prices, including effects of derivatives, net ($/bbl) |
$ |
29.91 |
|
|
$ |
25.77 |
|
|
$ |
10.71 |
|
|
$ |
24.86 |
|
|
$ |
7.68 |
|
|
|
|
|
|
|
|
|
|
Realized natural gas prices
($/Mcf) |
$ |
4.54 |
|
|
$ |
4.11 |
|
|
$ |
2.45 |
|
|
$ |
3.89 |
|
|
$ |
1.88 |
Effects of derivatives, net
($/Mcf) |
|
(1.55 |
) |
|
|
(0.67 |
) |
|
|
(0.50 |
) |
|
|
(0.88 |
) |
|
|
— |
Natural gas realized prices,
including effects of derivatives, net ($/Mcf) |
$ |
2.99 |
|
|
$ |
3.44 |
|
|
$ |
1.95 |
|
|
$ |
3.01 |
|
|
$ |
1.88 |
|
|
|
|
|
|
|
|
|
|
Aggregate realized prices
($/boe) |
$ |
60.67 |
|
|
$ |
59.77 |
|
|
$ |
33.61 |
|
|
$ |
56.80 |
|
|
$ |
30.47 |
Effects of derivatives, net
($/boe) |
|
(8.90 |
) |
|
|
(9.28 |
) |
|
|
6.85 |
|
|
|
(8.93 |
) |
|
|
10.51 |
Aggregate realized prices,
including effects of derivatives, net ($/boe) |
$ |
51.77 |
|
|
$ |
50.49 |
|
|
$ |
40.46 |
|
|
$ |
47.87 |
|
|
$ |
40.98 |
Effects of derivatives includes, as applicable
to the period presented: (i) current period commodity derivative
settlements (excluding novated and settled Lonestar derivative
contracts); (ii) the impact of option premiums paid or received in
prior periods related to current period production; (iii) the
impact of prior period cash settlements of early-terminated
derivatives originally designated to settle against current period
production; (iv) the exclusion of option premiums paid or received
in current period related to future period production; and (v) the
exclusion of the impact of current period cash settlements for
early-terminated derivatives originally designated to settle
against future period production.
Reconciliation of GAAP “Net income
(loss)” to Non-GAAP “Adjusted net income”
Adjusted net income is a non-GAAP financial
measure that represents net income (loss) adjusted to include net
realized settlements of derivatives and exclude the effects, net of
income taxes, of non-cash changes in the fair value of derivatives,
impairments of oil and gas properties, net gains and losses on the
sales of assets, loss on extinguishment of debt,
acquisition/integration, divestiture and strategic transaction
costs, organizational restructuring, including severance and income
tax effect of adjustments. We believe that non-GAAP adjusted net
income provides meaningful supplemental information regarding our
operational performance. This information facilitates management’s
internal comparisons to the Company’s historical operating results
as well as to the operating results of our competitors. Since
management finds this measure to be useful, the Company believes
that our investors can benefit by evaluating both non-GAAP and GAAP
results. Adjusted net income is not a measure of financial
performance under GAAP and should not be considered as a measure of
liquidity or as an alternative to net income (loss).
|
|
Three Months Ended |
|
Year Ended December 31, |
|
|
December 31,2021 |
|
September 30,2021 |
|
December 31,2020 |
|
|
2021 |
|
|
|
2020 |
|
|
|
(in thousands, except per share amounts) |
Net income
(loss) |
|
$ |
68,280 |
|
|
$ |
43,063 |
|
|
$ |
(135,523 |
) |
|
$ |
98,918 |
|
|
$ |
(310,557 |
) |
Adjustments for
derivatives: |
|
|
|
|
|
|
|
|
|
|
Net losses (gains) |
|
|
17,320 |
|
|
|
21,084 |
|
|
|
21,457 |
|
|
|
136,999 |
|
|
|
(88,422 |
) |
Realized settlements, net 1 |
|
|
(33,941 |
) |
|
|
(22,740 |
) |
|
|
12,613 |
|
|
|
(94,563 |
) |
|
|
91,220 |
|
Impairments of oil and gas
properties |
|
|
— |
|
|
|
— |
|
|
|
120,351 |
|
|
|
1,811 |
|
|
|
391,849 |
|
Gain on sales of assets,
net |
|
|
(2 |
) |
|
|
(3 |
) |
|
|
(4 |
) |
|
|
(9 |
) |
|
|
(18 |
) |
Loss on extinguishment of
debt |
|
|
7,629 |
|
|
|
— |
|
|
|
— |
|
|
|
8,860 |
|
|
|
— |
|
Acquisition/integration,
divestiture and strategic transaction costs |
|
|
16,485 |
|
|
|
2,680 |
|
|
|
4,448 |
|
|
|
23,820 |
|
|
|
4,973 |
|
Organizational restructuring,
including severance |
|
|
128 |
|
|
|
— |
|
|
|
74 |
|
|
|
367 |
|
|
|
1,446 |
|
Income tax effect of
adjustments |
|
|
(128 |
) |
|
|
(13 |
) |
|
|
(1,386 |
) |
|
|
(1,219 |
) |
|
|
(2,952 |
) |
Adjusted net
income 2 |
|
$ |
75,771 |
|
|
$ |
44,071 |
|
|
$ |
22,030 |
|
|
$ |
174,984 |
|
|
$ |
87,539 |
|
1 Realized settlements, net
includes, as applicable to the period presented: (i) current period
commodity and interest rate derivative settlements (excluding
novated and settled Lonestar derivative contracts); (ii) the impact
of option premiums paid or received in prior periods related to
current period production; (iii) the impact of prior period cash
settlements of early-terminated derivatives originally designated
to settle against current period production; (iv) the exclusion of
option premiums paid or received in current period related to
future period production; and (v) the exclusion of the impact of
current period cash settlements for early-terminated derivatives
originally designated to settle against future period
production.
2 Adjusted net income includes
the adjusted net income attributable to noncontrolling interest for
the three months ended December 31, 2021 and September 30,
2021 and the year ended December 31, 2021.
Reconciliation of GAAP “Net income (loss)” to Non-GAAP
“Adjusted EBITDAX” - Actual
Adjusted EBITDAX represents net income (loss)
before loss on extinguishment of debt, interest expense, income
taxes, impairments of oil and gas properties, depreciation,
depletion and amortization expense and share-based compensation
expense, further adjusted to include the net commodity realized
settlements of derivatives and exclude the effects of gains and
losses on sales of assets, non-cash changes in the fair value of
derivatives, and special items including acquisition/integration,
divestiture and strategic transaction costs, and organizational
restructuring, including severance. We believe this presentation is
commonly used by investors and professional research analysts for
the valuation, comparison, rating, investment recommendations of
companies within the oil and gas exploration and production
industry. We use this information for comparative purposes within
our industry. Adjusted EBITDAX is not a measure of financial
performance under GAAP and should not be considered as a measure of
liquidity or as an alternative to net income (loss). Adjusted
EBITDAX as defined by Ranger Oil may not be comparable to similarly
titled measures used by other companies and should be considered in
conjunction with net income (loss) and other measures prepared in
accordance with GAAP, such as operating income or cash flows from
operating activities. Adjusted EBITDAX should not be considered in
isolation or as a substitute for an analysis of Ranger Oil’s
results as reported under GAAP.
|
Three Months Ended |
|
Year Ended December 31, |
|
December 31,2021 |
|
September 30,2021 |
|
December 31,2020 |
|
|
2021 |
|
|
|
2020 |
|
|
(in thousands, except per unit amounts) |
Net income
(loss) |
$ |
68,280 |
|
|
$ |
43,063 |
|
|
$ |
(135,523 |
) |
|
$ |
98,918 |
|
|
$ |
(310,557 |
) |
Adjustments to reconcile to
Adjusted EBITDAX: |
|
|
|
|
|
|
|
|
|
Loss on extinguishment of debt |
|
7,629 |
|
|
|
— |
|
|
|
— |
|
|
|
8,860 |
|
|
|
— |
|
Interest expense, net |
|
11,879 |
|
|
|
10,582 |
|
|
|
7,044 |
|
|
|
33,161 |
|
|
|
31,257 |
|
Income tax expense (benefit) |
|
1,150 |
|
|
|
549 |
|
|
|
(1,193 |
) |
|
|
1,560 |
|
|
|
(2,303 |
) |
Impairments of oil and gas properties |
|
— |
|
|
|
— |
|
|
|
120,351 |
|
|
|
1,811 |
|
|
|
391,849 |
|
Depreciation, depletion and amortization |
|
48,003 |
|
|
|
30,975 |
|
|
|
25,782 |
|
|
|
131,657 |
|
|
|
140,673 |
|
Share-based compensation expense |
|
11,410 |
|
|
|
971 |
|
|
|
702 |
|
|
|
15,589 |
|
|
|
3,284 |
|
Gain on sales of assets, net |
|
(2 |
) |
|
|
(3 |
) |
|
|
(4 |
) |
|
|
(9 |
) |
|
|
(18 |
) |
Adjustments for derivatives: |
|
|
|
|
|
|
|
|
|
Net losses (gains) |
|
17,320 |
|
|
|
21,084 |
|
|
|
21,457 |
|
|
|
136,999 |
|
|
|
(88,422 |
) |
Realized commodity settlements, net 1 |
|
(32,970 |
) |
|
|
(21,768 |
) |
|
|
13,536 |
|
|
|
(90,741 |
) |
|
|
93,430 |
|
Adjustment for special items: |
|
|
|
|
|
|
|
|
|
Acquisition/integration, divestiture and strategic transaction
costs |
|
16,485 |
|
|
|
2,680 |
|
|
|
4,448 |
|
|
|
23,820 |
|
|
|
4,973 |
|
Organizational restructuring, including severance |
|
128 |
|
|
|
— |
|
|
|
74 |
|
|
|
367 |
|
|
|
1,446 |
|
Adjusted
EBITDAX |
$ |
149,312 |
|
|
$ |
88,133 |
|
|
$ |
56,674 |
|
|
$ |
361,992 |
|
|
$ |
265,612 |
|
Net income (loss) per
boe |
$ |
18.45 |
|
|
$ |
18.37 |
|
|
$ |
(68.51 |
) |
|
$ |
9.74 |
|
|
$ |
(34.95 |
) |
Adjusted EBITDAX per
boe |
$ |
40.33 |
|
|
$ |
37.59 |
|
|
$ |
28.65 |
|
|
$ |
35.65 |
|
|
$ |
29.89 |
|
1 Realized commodity settlements, net
includes, as applicable to the period presented: (i) current period
commodity derivative settlements (excluding novated and settled
Lonestar derivative contracts); (ii) the impact of option premiums
paid or received in prior periods related to current period
production; (iii) the impact of prior period cash settlements of
early-terminated derivatives originally designated to settle
against current period production; (iv) the exclusion of option
premiums paid or received in current period related to future
period production; and (v) the exclusion of the impact of current
period cash settlements for early-terminated derivatives originally
designated to settle against future period production.
Reconciliation of GAAP “Net income (loss)” to Non-GAAP
“Adjusted EBITDAX” - Pro Forma
Adjusted EBITDAX represents net income (loss)
before loss on extinguishment of debt, interest expense, income
taxes, impairments of oil and gas properties, depreciation,
depletion and amortization expense and share-based compensation
expense, further adjusted to include the net commodity realized
settlements of derivatives and exclude the effects of gains and
losses on sales of assets, non-cash changes in the fair value of
derivatives, and special items including acquisition/integration,
divestiture and strategic transaction costs, and organizational
restructuring, including severance. We believe this presentation is
commonly used by investors and professional research analysts for
the valuation, comparison, rating, investment recommendations of
companies within the oil and gas exploration and production
industry. We use this information for comparative purposes within
our industry. Adjusted EBITDAX is not a measure of financial
performance under GAAP and should not be considered as a measure of
liquidity or as an alternative to net income (loss). Adjusted
EBITDAX as defined by Ranger Oil may not be comparable to similarly
titled measures used by other companies and should be considered in
conjunction with net income (loss) and other measures prepared in
accordance with GAAP, such as operating income or cash flows from
operating activities. Adjusted EBITDAX should not be considered in
isolation or as a substitute for an analysis of Ranger Oil’s
results as reported under GAAP.
|
December 31,2021 |
|
|
|
December 31,2021 |
|
LTM Actual |
|
Lonestar 1 |
|
LTM Pro Forma 1 |
|
(in thousands, except per unit amounts) |
Net income (loss) |
$ |
98,918 |
|
|
$ |
(18,742 |
) |
|
$ |
80,176 |
|
Adjustments to reconcile to
Adjusted EBITDAX: |
|
|
|
|
|
Loss on extinguishment of debt |
|
8,860 |
|
|
|
— |
|
|
|
8,860 |
|
Interest expense, net |
|
33,161 |
|
|
|
12,743 |
|
|
|
45,904 |
|
Income tax expense |
|
1,560 |
|
|
|
287 |
|
|
|
1,847 |
|
Impairments of oil and gas properties |
|
1,811 |
|
|
|
— |
|
|
|
1,811 |
|
Depreciation, depletion and amortization |
|
131,657 |
|
|
|
18,360 |
|
|
|
150,017 |
|
Share-based compensation expense |
|
15,589 |
|
|
|
1,894 |
|
|
|
17,483 |
|
Gain on sales of assets, net |
|
(9 |
) |
|
|
— |
|
|
|
(9 |
) |
Adjustments for derivatives: |
|
|
|
|
|
Net losses |
|
136,999 |
|
|
|
54,988 |
|
|
|
191,987 |
|
Realized commodity settlements, net 2 |
|
(90,741 |
) |
|
|
— |
|
|
|
(90,741 |
) |
Adjustment for special items: |
|
|
|
|
|
Acquisition/integration, divestiture and strategic transaction
costs |
|
23,820 |
|
|
|
7,931 |
|
|
|
31,751 |
|
Organizational restructuring, including severance |
|
367 |
|
|
|
709 |
|
|
|
1,076 |
|
Other, net |
|
— |
|
|
|
1,255 |
|
|
|
1,255 |
|
Adjusted
EBITDAX |
$ |
361,992 |
|
|
$ |
79,425 |
|
|
$ |
441,417 |
|
Net income (loss) per
boe |
$ |
9.74 |
|
|
$ |
(5.68 |
) |
|
$ |
5.96 |
|
Adjusted EBITDAX per
boe |
$ |
35.65 |
|
|
$ |
24.09 |
|
|
$ |
32.81 |
|
1 LTM Adjusted EBITDAX pro forma for
the Lonestar Resources acquisition is derived from the historical
periods as reported in Lonestar Resources’ respective Quarterly
Reports on Forms 10-Q for the first and second quarters of 2021 and
include the use of the financial information for the third quarter
of 2021 derived from its general ledger system and reported on the
same basis of accounting as applied for prior reported periods.
2 Realized commodity settlements, net
includes, as applicable to the period presented: (i) current period
commodity derivative settlements (excluding novated and settled
Lonestar derivative contracts); (ii) the impact of option premiums
paid or received in prior periods related to current period
production; (iii) the impact of prior period cash settlements of
early-terminated derivatives originally designated to settle
against current period production; (iv) the exclusion of option
premiums paid or received in current period related to future
period production; and (v) the exclusion of the impact of current
period cash settlements for early-terminated derivatives originally
designated to settle against future period production.
Reconciliation of GAAP “Operating
expenses” to Non-GAAP “Adjusted direct operating expenses and
Adjusted direct operating expenses per boe”
Adjusted direct operating expenses and adjusted
direct operating expenses per boe are supplemental non-GAAP
financial measure that exclude certain non-recurring expenses and
non-cash expenses. We believe that the non-GAAP measure of Adjusted
total direct operating expense per boe is useful to investors
because it provides readers with a meaningful measure of our cost
profile and provides for greater comparability
period-over-period.
|
Three Months Ended |
|
Year Ended December 31, |
|
December 31,2021 |
|
September 30,2021 |
|
December 31,2020 |
|
|
2021 |
|
|
|
2020 |
|
|
(in thousands, except per unit amounts) |
Operating expenses - GAAP |
$ |
119,025 |
|
|
$ |
65,776 |
|
|
$ |
174,403 |
|
|
$ |
300,087 |
|
|
$ |
642,443 |
|
Less: |
|
|
|
|
|
|
|
|
|
Share-based compensation |
|
(11,410 |
) |
|
|
(971 |
) |
|
|
(702 |
) |
|
|
(15,589 |
) |
|
|
(3,284 |
) |
Impairments of oil and gas properties |
|
— |
|
|
|
— |
|
|
|
(120,351 |
) |
|
|
(1,811 |
) |
|
|
(391,849 |
) |
Depreciation, depletion and amortization |
|
(48,003 |
) |
|
|
(30,975 |
) |
|
|
(25,782 |
) |
|
|
(131,657 |
) |
|
|
(140,673 |
) |
Total cash direct
operating expenses |
|
59,612 |
|
|
|
33,830 |
|
|
|
27,568 |
|
|
|
151,030 |
|
|
|
106,637 |
|
Significant special
charges: |
|
|
|
|
|
|
|
|
|
Acquisition/integration, divestiture and strategic transaction
costs |
|
(16,485 |
) |
|
|
(2,680 |
) |
|
|
(4,448 |
) |
|
|
(23,820 |
) |
|
|
(4,973 |
) |
Organizational restructuring, including severance |
|
(128 |
) |
|
|
— |
|
|
|
(74 |
) |
|
|
(367 |
) |
|
|
(1,446 |
) |
Non-GAAP Adjusted
direct operating expenses |
$ |
42,999 |
|
|
$ |
31,150 |
|
|
$ |
23,046 |
|
|
$ |
126,843 |
|
|
$ |
100,218 |
|
Operating expenses per
boe |
$ |
32.15 |
|
|
$ |
28.06 |
|
|
$ |
88.17 |
|
|
$ |
29.55 |
|
|
$ |
72.29 |
|
Total cash direct
operating expenses per boe |
$ |
16.10 |
|
|
$ |
14.43 |
|
|
$ |
13.94 |
|
|
$ |
14.87 |
|
|
$ |
12.00 |
|
Non-GAAP Adjusted
direct operating expenses per boe |
$ |
11.62 |
|
|
$ |
13.29 |
|
|
$ |
11.65 |
|
|
$ |
12.49 |
|
|
$ |
11.28 |
|
Reconciliation of GAAP “General and
administrative expenses” to Non-GAAP “Adjusted cash general and
administrative expenses”
Adjusted cash general and administrative
expenses is a supplemental non-GAAP financial measure that excludes
certain non-recurring expenses and non-cash share-based
compensation expense. We believe that the non-GAAP measure of
Adjusted cash general and administrative expenses is useful to
investors because it provides readers with a meaningful measure of
our recurring G&A expense and provides for greater
comparability period-over-period.
|
Three Months Ended |
|
Year Ended December 31, |
|
December 31,2021 |
|
September 30,2021 |
|
December 31,2020 |
|
|
2021 |
|
|
|
2020 |
|
|
(in thousands, except per unit amounts) |
GAAP General and
administrative expenses |
$ |
35,435 |
|
|
$ |
10,932 |
|
|
$ |
9,988 |
|
|
$ |
66,529 |
|
|
$ |
33,789 |
|
Less: Share-based
compensation |
|
(11,410 |
) |
|
|
(971 |
) |
|
|
(702 |
) |
|
|
(15,589 |
) |
|
|
(3,284 |
) |
Significant special
charges: |
|
|
|
|
|
|
|
|
|
Acquisition/integration, divestiture and strategic transaction
costs |
|
(16,485 |
) |
|
|
(2,680 |
) |
|
|
(4,448 |
) |
|
|
(23,820 |
) |
|
|
(4,973 |
) |
Organizational restructuring, including severance |
|
(128 |
) |
|
|
— |
|
|
|
(74 |
) |
|
|
(367 |
) |
|
|
(1,446 |
) |
Adjusted cash-based
general and administrative expenses |
$ |
7,412 |
|
|
$ |
7,281 |
|
|
$ |
4,764 |
|
|
$ |
26,753 |
|
|
$ |
24,086 |
|
GAAP General and
administrative expenses per boe |
$ |
9.57 |
|
|
$ |
4.66 |
|
|
$ |
5.05 |
|
|
$ |
6.55 |
|
|
$ |
3.80 |
|
Adjusted cash general
and administrative expenses per boe |
$ |
2.00 |
|
|
$ |
3.11 |
|
|
$ |
2.41 |
|
|
$ |
2.63 |
|
|
$ |
2.71 |
|
Reconciliation of GAAP “Standardized Measure of
Discounted Future Net Cash Flows” to Non-GAAP “PV-10”
Non-GAAP PV-10 value is the estimated future net
cash flows from estimated proved reserves discounted at an annual
rate of 10 percent before giving effect to income taxes. The
standardized measure of discounted future net cash flows is the
after-tax estimated future cash flows from estimated proved
reserves discounted at an annual rate of 10 percent, determined in
accordance with GAAP. We use non-GAAP PV-10 value as one measure of
the value of our estimated proved reserves and to compare relative
values of proved reserves amount exploration and production
companies without regard to income taxes. We believe that
securities analysts and rating agencies use PV-10 value in similar
ways. Our management believes PV-10 value is a useful measure for
comparison of proved reserve values among companies because, unlike
standardized measure, it excludes future income taxes that often
depend principally on the characteristics of the owner of the
reserves rather than on the nature, location and quality of the
reserves themselves.
|
December 31, |
|
|
2021 |
|
|
2020 |
|
(in thousands) |
Standardized measure of future
discounted cash flows |
$ |
3,057,161 |
|
$ |
650,290 |
Present value of future income
taxes discounted at 10% |
|
361,559 |
|
|
7,256 |
PV-10 |
$ |
3,418,720 |
|
$ |
657,546 |
Definition and Explanation of Free Cash
Flow
Free Cash Flow is a non-GAAP financial measure
that management believes illustrates our ability to generate cash
flows from our business that are available to be returned to our
providers of financing capital represented primarily by our debt
holders as we do not currently have a dividend or share repurchase
program. We present Free Cash Flow as the excess (deficiency) of
Discretionary cash flow over Capital additions, net. Discretionary
cash flow is defined as Adjusted EBITDAX (non-GAAP measure defined
and reconciled to GAAP net income above) less interest expense,
debt issue costs, other, net and adjustments for income taxes
refunded and changes for working capital. Capital additions
represent our committed capital expenditure and acquisition
transactions, net of any proceeds from the sales or disposition of
assets. We believe Free Cash Flow is commonly used by investors and
professional research analysts for the valuation, comparison,
rating, investment recommendations of companies in many industries.
Free Cash Flow should be considered as a supplement to net income
as a measure of performance and net cash provided by operating
activities as a measure of our liquidity.
|
Three Months EndedDecember 31, 2021 |
|
Year EndedDecember 31, 2021 |
|
(in thousands) |
Adjusted EBITDAX, as reported |
$ |
149,312 |
|
|
$ |
361,992 |
|
Cash interest |
|
(11,928 |
) |
|
|
(34,029 |
) |
Income taxes refunded
(paid) |
|
72 |
|
|
|
(288 |
) |
Debt issues costs paid |
|
(10,970 |
) |
|
|
(14,367 |
) |
Working capital and other,
net |
|
1,327 |
|
|
|
61,599 |
|
Discretionary cash flows |
|
127,813 |
|
|
|
374,907 |
|
|
|
|
|
Capital expenditures, as
reported |
|
(83,630 |
) |
|
|
(266,457 |
) |
Proceeds from asset sales |
|
3 |
|
|
|
160 |
|
Sales and use tax refunds |
|
— |
|
|
|
457 |
|
Capital additions, net |
|
(83,627 |
) |
|
|
(265,840 |
) |
Non-GAAP Free Cash
Flow |
$ |
44,186 |
|
|
$ |
109,067 |
|
|
|
|
|
As adjusted net debt at
beginning of period 1 |
$ |
630,662 |
|
|
$ |
695,543 |
|
Less: Net debt at end of
period |
|
(586,476 |
) |
|
|
(586,476 |
) |
Non-GAAP Free Cash
Flow |
$ |
44,186 |
|
|
$ |
109,067 |
|
1 Net debt at the beginning of the
period has been adjusted for the net cash effects of the Lonestar
Acquisition and Juniper Transaction. See the following table for
adjustments to net debt.
Net Debt
Net debt, excluding unamortized discount and
debt issuance costs is a non-GAAP financial measure that is defined
as total principal amount of long-term debt, less cash, cash
equivalents and restricted cash - non-current. Net debt, as
adjusted, calculated on a pro forma basis as of September 30, 2021
and December 31, 2020 to adjust for related impacts of the Lonestar
Acquisition and Juniper Transaction, respectively (refer to
footnotes 3 and 5 below). Long-term debt excludes non-recourse
mortgage debt assumed with the Lonestar Acquisition. The most
comparable financial measure to net debt, excluding unamortized
discount and debt issuance costs under GAAP is principal amount of
long-term debt. Net debt is used by management as a measure of our
financial leverage. Net debt, excluding unamortized discount and
debt issuance costs should not be used by investors or others as
the sole basis in formulating investment decisions as it does not
represent the Company’s actual indebtedness.
|
|
December 31, 2021 |
|
September 30, 2021 |
|
December 31, 2020 |
|
|
Actual |
|
Actual 1 |
|
Pro FormaAdjusted 2 |
|
Actual |
|
Pro FormaAdjusted 3, 4 |
|
|
(in thousands) |
Credit Facility |
|
$ |
208,000 |
|
|
$ |
212,900 |
|
|
$ |
212,900 |
|
|
$ |
314,400 |
|
|
$ |
233,900 |
|
9.25% Senior Notes due
2026 |
|
|
400,000 |
|
|
|
— |
|
|
|
400,000 |
|
|
|
— |
|
|
|
400,000 |
|
Second Lien Term Loan,
excludes unamortized discount and issue costs |
|
|
— |
|
|
|
143,110 |
|
|
|
143,110 |
|
|
|
200,000 |
|
|
|
148,735 |
|
Other debt 4 |
|
|
2,157 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Lonestar transaction 5 |
|
|
— |
|
|
|
— |
|
|
|
(74,651 |
) |
|
|
— |
|
|
|
(74,651 |
) |
Cash and cash equivalents
6 |
|
|
(23,681 |
) |
|
|
(50,697 |
) |
|
|
(50,697 |
) |
|
|
(13,020 |
) |
|
|
(12,441 |
) |
Net Debt |
|
$ |
586,476 |
|
|
$ |
305,313 |
|
|
$ |
630,662 |
|
|
$ |
501,380 |
|
|
$ |
695,543 |
|
1 Long-term debt used to calculate
Net Debt excludes the 9.25% senior unsecured notes and related
funds which were held in escrow as restricted cash at September 30,
2021.
2 Long-term debt used to calculate
pro forma adjusted Net Debt includes the 9.25% senior unsecured
notes and related funds which were held in escrow as restricted
cash at September 30, 2021.
3 Adjustments attributable to the
Juniper Transaction and debt amendments include (i) prepayments of
$80.5 million under the Credit Facility; (ii) prepayments of $51.3
million under the Second Lien Term Loan and (iii) transaction
expenses, the total of which was $0.6 million, paid in excess of
the $150 million received as a capital contribution from Juniper
used to fund the prepayments and transaction expenses.
4 Other debt includes $2.2 million
related to the PPP loan assumed in the Lonestar Acquisition which
was fully forgiven subsequent to December 31, 2021.
5 Adjustments attributable to the
Lonestar Acquisition and related debt repayments and hedge
restructurings include (i) net proceeds from the 9.25% Senior Notes
due 2026 of $396.1 million, (ii) debt repayments totaling $392.7
million for the Second Lien Term Loan and Lonestar’s debt, (iii)
hedge restructuring costs of $49.6 million and (iv) transaction
expenses of $28.5 million.
6 Excludes restricted cash -
non-current of $396.1 million as of September 30, 2021 related to
the Lonestar Acquisition.
Contact
Clay
Jeansonne Investor
RelationsPh: (713) 722-6540E-Mail: Invest@rangeroil.com
Ranger Oil (NASDAQ:ROCC)
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Ranger Oil (NASDAQ:ROCC)
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