UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
For the quarterly period ended:
Commission File Number:
(Exact Name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or | (IRS Employer Identification No.) |
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(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer,” “smaller reporting company,” and emerging growth company” in Rule 12b-2 of the Exchange Act.
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Emerging growth company |
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The registrant has one class of common stock of which
INDEX
Ring Energy, Inc.
For the Quarter Ended June 30, 2022
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Forward-Looking Statements
This Quarterly Report on Form 10-Q contains 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 (the “Exchange Act”). The statements contained in this report that are not historical facts are forward-looking statements that represent management’s beliefs and assumptions based on currently available information. Forward-looking statements include information concerning our possible or assumed future results of operations, business strategies, need for financing, competitive position, and potential growth opportunities. Our forward-looking statements do not consider the effects of future legislation or regulations. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words “believes,” “intends,” “may,” “should,” “anticipates,” “expects,” “could,” “plans,” “estimates,” “projects,” “targets” or comparable terminology or by discussions of strategy or trends. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we cannot give any assurances that these expectations will prove to be correct. Such statements by their nature involve risks and uncertainties that could significantly affect expected results, and actual future results could differ materially from those described in such forward-looking statements.
Among the factors that could cause actual future results to differ materially are the risks and uncertainties discussed in this report and in our annual report on Form 10-K for the year ended December 31, 2021. While it is not possible to identify all factors, we continue to face many risks and uncertainties including, but not limited to:
● | declines or volatility in the prices we receive for our oil and natural gas; |
● | our ability to raise additional capital to fund future capital expenditures; |
● | our ability to generate sufficient cash flow from operations, borrowings or other sources to enable us to fully develop and produce our oil and natural gas properties; |
● | general economic conditions, whether internationally, nationally or in the regional and local market areas in which we do business; |
● | risks associated with drilling, including completion risks, cost overruns and the drilling of non-economic wells or dry holes; |
● | uncertainties associated with estimates of proved oil and natural gas reserves; |
● | the presence or recoverability of estimated oil and natural gas reserves and the actual future production rates and associated costs; |
● | risks and liabilities associated with acquired companies and properties; |
● | risks related to integration of acquired companies and properties; |
● | potential defects in title to our properties; |
● | cost and availability of drilling rigs, equipment, supplies, personnel and oilfield services; |
● | geological concentration of our reserves; |
● | environmental or other governmental regulations, including legislation of hydraulic fracture stimulation; |
● | our ability to secure firm transportation for oil and natural gas we produce and to sell the oil and natural gas at market prices; |
● | exploration and development risks; |
● | management’s ability to execute our plans to meet our goals; |
● | our ability to retain key members of our management team on commercially reasonable terms; |
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● | the occurrence of cybersecurity incidents, attacks or other breaches to our information technology systems or on systems and infrastructure used by the oil and gas industry; |
● | weather conditions; |
● | effectiveness of our internal control over financial reporting; |
● | actions or inactions of third-party operators of our properties; |
● | costs and liabilities associated with environmental, health and safety laws; |
● | our ability to find and retain highly skilled personnel; |
● | operating hazards attendant to the oil and natural gas business; |
● | competition in the oil and natural gas industry; |
● | evolving geopolitical and military hostilities in the Middle East, Russia and Ukraine, and other areas of the world; |
● | the ongoing COVID-19 pandemic and its mutations and variants, including reactive or proactive measures taken by businesses, governments and by other organizations related thereto, and the direct and indirect effects of COVID-19 on the market for and price of oil; and |
● | the other factors discussed under “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021. |
Should our underlying assumptions prove incorrect or the consequences of the aforementioned risks worsen, actual results could differ materially from those expected. There may also be other risks and uncertainties that we are unable to predict at this time or that we do not now expect to have a material adverse impact on our business.
Forward-looking statements speak only as to the date hereof. All such forward-looking statements and any subsequent written or oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the statements contained herein or referred to in this section and any other cautionary statements that may accompany such forward-looking statements. Except as otherwise required by applicable law, we disclaim any intention or obligation to update publicly or revise such statements whether as a result of new information, future events or otherwise.
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PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
The unaudited condensed financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain disclosures required by accounting principles generally accepted in the United States and normally included in Annual Reports on Form 10-K have been omitted. Although management believes that our disclosures are adequate to make the information presented not misleading, these unaudited interim financial statements should be read in conjunction with the Company’s audited financial statements and related footnotes included in its most recent Annual Report on Form 10-K.
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RING ENERGY, INC.
CONDENSED BALANCE SHEETS
(Unaudited)
| June 30, 2022 |
| December 31, 2021 | |||
ASSETS |
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Current Assets |
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Cash and cash equivalents | $ | | $ | | ||
Accounts receivable |
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Joint interest billing receivable |
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Derivative assets | | — | ||||
Prepaid expenses and other assets | | | ||||
Total Current Assets |
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Properties and Equipment |
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Oil and natural gas properties, full cost method |
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Financing lease asset subject to depreciation |
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Fixed assets subject to depreciation | | | ||||
Total Properties and Equipment |
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Accumulated depreciation, depletion and amortization | ( | ( | ||||
Net Properties and Equipment |
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Operating lease asset |
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Derivative assets | | — | ||||
Deferred financing costs | | | ||||
Total Assets | $ | | $ | | ||
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current Liabilities |
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Accounts payable | $ | | $ | | ||
Financing lease liability | | | ||||
Operating lease liability | | | ||||
Derivative liabilities | | | ||||
Notes payable |
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Total Current Liabilities | | | ||||
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Noncurrent Liabilities |
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Deferred income taxes | | | ||||
Revolving line of credit | | | ||||
Financing lease liability, less current portion |
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Operating lease liability, less current portion | | | ||||
Asset retirement obligations | | | ||||
Total Liabilities | | | ||||
Stockholders’ Equity |
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Preferred stock - $ |
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Common stock - $ |
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Additional paid-in capital |
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Accumulated deficit |
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Total Stockholders’ Equity | | | ||||
Total Liabilities and Stockholders’ Equity | $ | | $ | |
The accompanying notes are an integral part of these unaudited condensed financial statements.
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RING ENERGY, INC.
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
| For the Three Months |
| For the Six Months | |||||||||
Ended June 30, | Ended June 30, | |||||||||||
2022 |
| 2021 |
| 2022 |
| 2021 | ||||||
Oil and Natural Gas Revenues | $ | | $ | | $ | | $ | | ||||
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Costs and Operating Expenses |
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Lease operating expenses |
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Gathering, transportation and processing costs | | | | | ||||||||
Ad valorem taxes |
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Oil and natural gas production taxes |
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Depreciation, depletion and amortization |
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Asset retirement obligation accretion | |
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Operating lease expense |
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General and administrative expense | |
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Total Costs and Operating Expenses |
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Income from Operations |
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Other Income (Expense) |
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Interest income | — | | — | | ||||||||
Interest (expense) |
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(Loss) on derivative contracts |
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Net Other Income (Expense) |
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Income (Loss) Before Provision for Income Taxes | |
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Benefit from (Provision for) Income Taxes | ( |
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Net Income (Loss) | $ | | $ | ( | $ | | $ | ( | ||||
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Basic Earnings (Loss) per share | $ | | $ | ( | $ | $ | ( | |||||
Diluted Earnings (Loss) per share | $ | | $ | ( | $ | $ | ( |
The accompanying notes are an integral part of these unaudited condensed financial statements.
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RING ENERGY, INC.
CONDENSED STATEMENTS OF STOCKHOLDERS’ EQUITY
(Unaudited)
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| Retained Earnings |
| Total | ||||||||
Common Stock | Paid-in | (Accumulated | Stockholders’ | |||||||||||
For the Six Months Ended June 30, 2022 |
| Shares |
| Amount |
| Capital |
| Deficit) |
| Equity | ||||
Balance, December 31, 2021 |
| | $ | | $ | | $ | ( | $ | | ||||
Share-based compensation | | | | | | |||||||||
Net income | |
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Balance, March 31, 2022 | |
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| $ | ( | $ | | |||
Exercise of common warrants issued in offering | | | | | | |||||||||
Options exercised | | | ( | | | |||||||||
Shares elected to be withheld for options exercised | ( | ( | | | | |||||||||
Restricted stock vested | | | ( | | | |||||||||
Shares to cover tax withholdings for restricted stock vested | ( | ( | | | | |||||||||
Payments to cover tax withholdings |
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Share-based compensation | | | | | | |||||||||
Net income | | | | | | |||||||||
Balance, June 30, 2022 | | $ | | $ | | $ | ( | $ | | |||||
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For the Six Months Ended June 30, 2021 |
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Balance, December 31, 2020 | | $ | | $ | | $ | ( | $ | | |||||
Common stock and warrants issued for cash, net | | | ( | | ( | |||||||||
Exercise of pre-funded warrants issued in offering | | | | | | |||||||||
Exercise of common warrants issued in offering | | | | | | |||||||||
Restricted stock vested | | | ( | | | |||||||||
Share-based compensation | | | | | | |||||||||
Net (loss) |
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Balance, March 31, 2021 |
| | $ | | $ | | $ | ( | $ | | ||||
Exercise of common warrants issued in offering | | | | | | |||||||||
Restricted stock vested |
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Shares to cover tax withholdings |
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Share-based compensation | | | | | | |||||||||
Net (loss) |
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Balance, June 30, 2021 | | $ | | $ | | $ | ( | $ | |
The accompanying notes are an integral part of these unaudited condensed financial statements.
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RING ENERGY, INC.
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
For the Six Months | ||||||
Ended June 30, | ||||||
| 2022 |
| 2021 | |||
Cash Flows From Operating Activities |
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Net income (loss) | $ | | $ | ( | ||
Adjustments to reconcile net income to net cash provided by (used in) operating activities: |
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Depreciation, depletion and amortization | |
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Asset retirement obligation accretion | |
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Amortization of deferred financing costs | | | ||||
Share-based compensation | |
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Deferred income tax expense (benefit) | | ( | ||||
Excess tax expense (benefit) related to share-based compensation | |
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Loss on derivative contracts | |
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Cash (paid) for derivative settlements, net | ( |
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Changes in assets and liabilities: |
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Accounts receivable | ( | ( | ||||
Prepaid expenses and other assets | ( |
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Accounts payable | |
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Settlement of asset retirement obligation | ( |
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Net Cash Provided by Operating Activities | |
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Cash Flows From Investing Activities |
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Payments to purchase oil and natural gas properties | ( |
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Payments to develop oil and natural gas properties | ( |
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Purchase of fixed assets subject to depreciation | ( | ( | ||||
Sale of fixed assets subject to depreciation | |
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Proceeds from divestiture of oil and natural gas properties | | | ||||
Net Cash (Used in) Investing Activities | ( | ( | ||||
Cash Flows From Financing Activities |
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Proceeds from revolving line of credit | |
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Payments on revolving line of credit | ( |
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Proceeds from issuance of common stock and warrants | |
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Payments to cover tax withholdings | ( | | ||||
Proceeds from notes payable | | | ||||
Payments on notes payable | ( |
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Payment of deferred financing costs | | ( | ||||
Reduction of financing lease liabilities | ( |
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Net Cash (Used in) Financing Activities | ( |
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Net Change in Cash | ( | ( | ||||
Cash at Beginning of Period | |
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Cash at End of Period | $ | | $ | | ||
Supplemental Cash Flow Information |
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Cash paid for interest | $ | | $ | | ||
Noncash Investing and Financing Activities |
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Asset retirement obligation incurred during development | $ | | $ | | ||
Asset retirement obligation acquired | |
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Asset retirement obligation revisions | | | ||||
Asset retirement obligation sold | | ( | ||||
Capitalized expenditures attributable to drilling projects financed through current liabilities | | | ||||
Operating lease assets obtained in exchange for new operating lease liability | |
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Operating lease asset revision | | ( |
The accompanying notes are an integral part of these unaudited condensed financial statements.
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NOTE 1 – BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
Condensed Financial Statements – The accompanying condensed financial statements prepared by Ring Energy, Inc. (the “Company” or “Ring”) have not been audited by an independent registered public accounting firm. In the opinion of the Company’s management, the accompanying unaudited financial statements contain all adjustments necessary for fair presentation of the results of operations for the periods presented, which adjustments were of a normal recurring nature, except as disclosed herein. The results of operations for the six months ended June 30, 2022, are not necessarily indicative of the results to be expected for the full year ending December 31, 2022, for various reasons, including the impact of fluctuations in prices received for oil and natural gas, natural production declines, the uncertainty of exploration and development drilling results, fluctuations in the fair value of derivative instruments, and other factors.
These unaudited condensed financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) applicable to interim financial information, and, accordingly, do not include all of the information and footnotes required by GAAP for complete financial statements. Therefore, these financial statements should be read in conjunction with the financial statements and notes included in the Company’s annual report on Form 10-K for the year ended December 31, 2021.
Organization and Nature of Operations – The Company is a Nevada corporation that owns interests in oil and natural gas properties in Texas and New Mexico. The Company’s oil and natural gas sales, profitability and future growth are dependent upon prevailing and future prices for oil and natural gas and the successful acquisition, exploration and development of oil and natural gas properties. Oil and natural gas prices have historically been volatile and may be subject to wide fluctuations in the future. A substantial decline in oil and natural gas prices could have a material adverse effect on the Company’s financial position, results of operations, cash flows and quantities of oil and natural gas reserves that may be economically produced.
COVID-19 – In March 2020, the World Health Organization classified the outbreak of COVID-19 as a pandemic. The nature of COVID-19 led to worldwide shutdowns, reductions in commercial and interpersonal activity and changes in consumer behavior. In attempting to control the spread of COVID-19, governments around the world imposed laws and regulations such as shelter-in-place orders, quarantines, executive orders and similar restrictions. As a result, the global economy was marked by significant slowdown and uncertainty, which in turn led to a precipitous decline in oil prices in response to decreased demand, further exacerbated by global energy storage shortages and by the price war among members of the Organization of Petroleum Exporting Countries (“OPEC”) and other non-OPEC producer nations (collectively with OPEC members, “OPEC+”) during the first quarter 2020. Prices recovered to pre-pandemic levels earlier last year and have recently increased to levels not seen since 2014, due in part to the accessibility of vaccines, reopening of states and other regions around the world after lockdowns, and optimism about the economic recovery. The continued spread of COVID-19, including vaccine-resistant strains or variants, or repeated deterioration in oil and natural gas prices could result in additional adverse impacts on the Company’s results of operations, cash flows and financial position, including asset impairments.
Liquidity and Capital Considerations – The Company strives to maintain an adequate liquidity level to address volatility and risk. Sources of liquidity include the Company’s cash flow from operations, cash on hand, available borrowing capacity under its revolving Credit Facility, and proceeds from sales of non-strategic assets.
While changes in oil and natural gas prices affect the Company’s liquidity, the Company has put in place hedges to protect, to some extent, its cash flows from such price declines; however, if oil or natural gas prices rapidly deteriorate due to unanticipated economic conditions, this could have a material adverse effect on the Company’s cash flows.
The Company expects ongoing oil price volatility over the short term. Extended depressed oil prices have historically had and could have a material adverse impact on the Company’s oil revenue, which is mitigated to some extent by the Company’s hedge contracts. The Company is always mindful of oil price volatility and its impact on the Company’s liquidity.
The Company believes that it has the ability to continue to fund its operations and service its debt by using cash on hand and cash flows from operations.
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Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during the reporting period. The Company’s unaudited condensed financial statements are based on a number of significant estimates, including estimates of oil and natural gas reserve quantities, which are the basis for the calculation of depletion and impairment of oil and gas properties. Reserve estimates, by their nature, are inherently imprecise. Actual results could differ from those estimates. Changes in the future estimated oil and natural gas reserves or the estimated future cash flows attributable to the reserves that are utilized for impairment analysis could have a significant impact on the Company’s future results of operations.
Fair Value Measurements – Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Financial Accounting Standards Board (“FASB”) has established a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. This hierarchy consists of three broad levels. Level 1 inputs are the highest priority and consist of unadjusted quoted prices in active markets for identical assets and liabilities. Level 2 are inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. Level 3 are unobservable inputs for an asset or liability.
Fair Values of Financial Instruments – The carrying amounts reported for the revolving line of credit approximate their fair value because the underlying instruments are at interest rates which approximate current market rates. The carrying amounts of accounts receivables and accounts payable and other current assets and liabilities approximate fair value because of the short-term maturities and/or liquid nature of these assets and liabilities.
Derivative Instruments and Commodity Risk Activities – The Company may periodically enter into derivative contracts to manage its exposure to commodity price risk. These derivative contracts, which are generally placed with major financial institutions, may take the form of forward contracts, futures contracts, swaps or options. The oil and gas reference prices upon which the commodity derivative contracts are based reflect various market indices that have a high degree of historical correlation with actual prices received by the Company for its oil and gas production.
Any gains or losses resulting from changes in fair value of outstanding derivative financial instruments and from the settlement of derivative financial instruments are recognized in earnings and included as a component of Other income (expense) in the Statements of Operations.
When applicable, the Company records all derivative instruments, other than those that meet the normal purchases and sales exception, on the Balance Sheets as either an asset or liability measured at fair value. Changes in fair value are recognized currently in earnings unless specific hedge accounting criteria are met. The change in fair value resulted in the recognition of an unrealized gain of $
Concentration of Credit Risk and Major Customers – The Company had $
Approximately
11
Oil and Gas Properties – The Company uses the full cost method of accounting for oil and gas properties. Under this method, all costs associated with the acquisition, leasing, exploration and development of oil and gas reserves are capitalized. Costs capitalized include acquisition costs, estimated future costs of abandonment and site restoration, geological and geophysical expenditures, lease rentals on undeveloped properties and costs of drilling and equipping productive wells and drilling costs for non-productive wells. Drilling costs include directly related overhead costs. Capitalized costs are generally categorized either as being subject to amortization or not subject to amortization. All of the Company’s capitalized costs are subject to amortization.
All capitalized costs of oil and gas properties, plus estimated future costs to develop proved reserves, are amortized on the unit-of-production method using estimates of proved reserves as determined by the Company’s independent petroleum engineers. The Company evaluates oil and gas properties for impairment quarterly. The Company did not incur a write down of oil and natural gas properties as a result of the ceiling test for the three and six months ended June 30, 2022 or for the three and six months ended June 30, 2021. Depreciation, depletion and amortization expense for the three and six months ended June 30, 2022 was $
Equipment, Vehicles and Leasehold Improvements – Office equipment is valued at historical cost adjusted for impairment loss less accumulated depreciation. Historical costs include all direct costs associated with the acquisition of office equipment and placing such equipment in service. Depreciation is calculated using the straight-line method based upon an estimated useful life of
Asset Retirement Obligation – The Company records a liability in the period in which an asset retirement obligation (“ARO”) is incurred, in an amount equal to the discounted estimated fair value of the obligation that is capitalized. Thereafter, this liability is accreted up to the final estimated retirement cost. An ARO is a future expenditure related to the disposal or other retirement of certain assets. The Company’s ARO relates to future plugging and abandonment expenses of its oil and natural gas properties and related facilities disposal.
Share-Based Employee Compensation – The Company has outstanding stock option grants and restricted stock awards to directors, officers and employees, which are described more fully in Note 11. The Company recognizes the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award and recognizes the related compensation expense over the period during which an employee is required to provide service in exchange for the award, which is generally the vesting period.
Share-Based Compensation to Non-Employees – The Company accounts for share-based compensation issued to non-employees as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The measurement date for these issuances is the earlier of (i) the date at which a commitment for performance by the recipient to earn the equity instruments is reached or (ii) the date at which the recipient’s performance is complete.
Income Taxes – Provisions for income taxes are based on taxes payable or refundable for the current year and deferred taxes. Deferred taxes are based on differences between the tax bases of assets and liabilities and their reported amounts in the financial statements, and tax carry forwards. Deferred tax assets and liabilities are included in the financial statements at currently enacted income tax rates applicable to the period in which the deferred tax assets and liabilities are expected to be realized or settled. As changes in tax laws or rates are enacted, deferred tax assets and liabilities are adjusted through the provision for income taxes.
Since December 31, 2020, the Company has determined that a full valuation allowance is necessary due to the Company assessment that it is more likely than not that it will be unable to obtain the benefits of its deferred tax assets due to the Company’s history of taxable losses. During the three months ended June 30, 2022, the Company determined that certain existing deferred tax assets will not be offset by existing deferred tax liabilities as a result of the 80% limitation on the utilization net operating losses incurred after 2017. Accordingly, for the three and six months ended June 30, 2022, the Company recorded federal income tax expense of $
12
ended June 30, 2021. The Company has immaterial operations in New Mexico which is in a net deferred tax asset position for which a full valuation allowance is still recorded.
Recently Adopted Accounting Pronouncements – In December 2019, the FASB released Accounting Standards Update (ASU) No. 2019-12 (“ASU 2019-12”), “Income Taxes (Topic 740) – Simplifying the Accounting for Income Taxes,” which removes certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation and calculating income taxes in interim periods. The ASU also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. The amended standard is effective for fiscal years beginning after December 15, 2020.The adoption of ASU 2019-12 did not have a material impact to the Company’s financial statements or disclosures.
In October 2020, the FASB issued ASU No. 2020-10, “Codification Improvements” (“ASU 2020-10”), which clarifies or improves disclosure requirements for various topics to align with SEC regulations. This update was effective for the Company beginning in the first quarter of 2021 and was applied retrospectively. The adoption and implementation of this ASU did not have a material impact on the Company’s financial statements.
In August 2020, the FASB issued ASU No. 2020-06, “Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40)” (“ASU 2020-06”). ASU 2020-06 was issued to reduce the complexity associated with accounting for certain financial instruments with characteristics of liabilities and equity. The guidance may be applied using either a modified retrospective or a fully retrospective method. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, with early adoption permitted. The Company adopted ASU 2020-06 effective January 1, 2022. The adoption and implementation of this ASU did not have a material impact on the Company’s financial statements.
Recent Accounting Pronouncements - In March 2020, the FASB issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”), which provides optional expedients and exceptions for applying GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another rate that is expected to be discontinued. ASU 2020-04 will be in effect through December 31, 2022. In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”), to provide clarifying guidance regarding the scope of Topic 848. ASU 2020-04 was issued to provide optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. The Company is currently assessing the impact of adopting this new guidance.
In October 2021, the FASB issued ASU No. 2021-08, “Business Combinations (Topic 805) - Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” (“ASU 2021-08”). This update requires the acquirer in a business combination to record contract asset and liabilities following Topic 606 - “Revenue from Contracts with Customers” at acquisition as if it had originated the contract, rather than at fair value. This update is effective for public business entities beginning after December 15, 2022, with early adoption permitted. The Company continues to evaluate the provisions of this update, but it does not believe the adoption will have a material impact on its financial position, results of operations, or liquidity.
Basic and Diluted Earnings per Share – Basic earnings per share is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if all contracts to issue common stock were converted into common stock, except for those that are anti-dilutive. The dilutive effect of stock options and other share-based compensation is calculated using the treasury method.
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NOTE 2 – REVENUE RECOGNITION
The Company predominantly derives its revenue from the sale of produced crude oil and natural gas. The contractual performance obligation is satisfied when the product is delivered to the customer. Revenue is recorded in the month the product is delivered to the purchaser. The Company receives payment from one to three months after delivery. The Company has utilized the practical expedient in ASC (“Accounting Standards Codification”) 606-10-50-14, which states an entity is not required to disclose the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Under the Company’s sales contracts, each unit of production delivered to a customer represents a separate performance obligation, therefore, future volumes to be delivered are wholly unsatisfied and disclosure of transaction price allocated to remaining performance obligation is not required. The transaction price includes variable consideration as product pricing is based on published market prices and reduced for contract specified differentials such as quality, energy content and transportation. The guidance does not require that the transaction price be fixed or stated in the contract. Estimating the variable consideration does not require significant judgment and the Company engages third party sources to validate the estimates. Revenue is recognized net of royalties due to third parties in an amount that reflects the consideration the Company expects to receive in exchange for those products.
Oil sales
Under the Company’s oil sales contracts, the Company sells oil production at the point of delivery and collects an agreed upon index price, net of pricing differentials. The Company recognizes revenue at the net price received when control transfers to the purchaser at the point of delivery and it is probable the Company will collect the consideration it is entitled to receive.
Natural gas sales
Under the Company’s natural gas sales processing contracts for its Central Basin Platform properties, Delaware Basin properties and part of its Northwest Shelf assets, the Company delivers unprocessed natural gas to a midstream processing entity at the wellhead. The midstream processing entity obtains control of the natural gas at the wellhead. The midstream processing entity gathers and processes the natural gas and remits proceeds to the Company for the resulting sale of natural gas. Under these processing agreements, the Company recognizes revenue when control transfers to the purchaser at the point of delivery and it is probable the Company will collect the consideration it is entitled to receive. As such, the Company accounts for any fees and deductions as a reduction of the transaction price.
Until April 30, 2022, under the Company’s natural gas sales processing contracts for the bulk of its Northwest Shelf assets, the Company delivered unprocessed natural gas to a midstream processing entity at the wellhead. However, the Company maintained ownership of the gas through processing and received proceeds from marketing the resulting products. Under this processing agreement, the Company recognized fees associated with the processing as an expense rather than netting these costs against Oil and Natural Gas Revenues in the Statements of Operations. Beginning May 1, 2022, these contracts were combined into one contract, and it was modified so that the Company no longer maintained ownership of the gas through processing. Accordingly, the Company, from that point on, accounts for any such fees and deductions as a reduction of the transaction price.
Disaggregation of revenue. The following table presents revenues disaggregated by product for the three and six months ended June 30, 2022 and 2021:
For The Three Months |
| For The Six Months | ||||||||||
Ended June 30, | Ended June 30, | |||||||||||
| 2022 |
| 2021 | 2022 |
| 2021 | ||||||
Operating Revenues |
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|
|
|
|
|
| |||||
Oil | $ | | $ | | $ | | $ | | ||||
Natural gas |
| | |
| |
| | |||||
Total operating revenues | $ | | $ | | $ | $ | |
All revenues are from production from the Permian Basin in Texas and New Mexico.
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NOTE 3 – LEASES
The Company has operating leases for its offices in The Woodlands, Texas and Midland, Texas. The Midland office is under a five-year lease which began January 1, 2021. Also beginning January 15, 2021, the Company entered into a five-and-a-half-year sub-lease for office space in The Woodlands, Texas. The future payments associated with these operating leases are reflected below.
The Company also has month to month leases for office equipment and compressors used in its operations on which the Company has elected to apply ASU 2016-02(i.e. not capitalize). The office equipment and compressors are not subject to ASU 2016-02 based on the agreement and nature of use. These leases are for terms that are less than 12 months and the Company does not intend to continue to lease this equipment for more than 12 months. The lease costs associated with these leases is reflected in the short-term lease costs within Lease operating expenses, shown below.
The Company has financing leases for vehicles. These leases have a term of
Future lease payments (undiscounted future cash flows) associated with these operating and financing leases as of June 30, 2022 are as follows:
| 2022 |
| 2023 |
| 2024 |
| 2025 |
| 2026 | ||||||
Operating lease payments(1) | $ | | $ | | $ | | $ | | $ | | |||||
Financing lease payments(2) | | | | | — |
(1) | The weighted average discount rate as of June 30, 2022 for operating leases was |
(2) | The weighted average discount rate as of June 30, 2022 for financing leases was |
The following table represents a reconciliation between the undiscounted future cash flows in the table above and the operating and financing lease liabilities disclosed in the Balance Sheets:
| As of | |||||
| June 30, 2022 |
| December 31, 2021 | |||
Operating lease liability, current portion | $ | | $ | | ||
Operating lease liability, non-current portion |
| |
| | ||
Operating lease liability, total | $ | | $ | | ||
Total undiscounted future cash flows |
| |
| | ||
Imputed interest |
| |
| | ||
Undiscounted future cash flows less imputed interest | $ | | $ | | ||
Financing lease liability, current portion | $ | | $ | | ||
Financing lease liability, non-current portion |
| |
| | ||
Financing lease liability, total | $ | | $ | | ||
Total undiscounted future cash flows |
| |
| | ||
Imputed interest |
| |
| | ||
Undiscounted future cash flows less imputed interest | $ | | $ | |
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The following table provides supplemental information regarding cash flows from operations for the three and six months ended:
Three months ended | Six months ended | |||||||||||
June 30, | June 30, | |||||||||||
| 2022 |
| 2021 |
| 2022 |
| 2021 | |||||
Operating lease costs | $ | | $ | | $ | | $ | | ||||
Short term lease costs (1) | | | | | ||||||||
Financing lease costs: |
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|
| ||||||||
Amortization of financing lease assets (2) | | | | | ||||||||
Interest on lease liabilities (3) | | | | |
(1) | Amount included in Lease operating expenses |
(2) | Amount included in Depreciation, depletion and amortization |
(3) | Amount included in Interest expense |
NOTE 4 – EARNINGS (LOSS) PER SHARE INFORMATION
For the Three Months | For the Six Months | |||||||||||
Ended June 30, | Ended June 30, | |||||||||||
| 2022 |
| 2021 |
| 2022 |
| 2021 | |||||
Net Income (Loss) | $ | | $ | ( | $ | | $ | ( | ||||
Basic Weighted-Average Shares Outstanding |
| | |
| |
| | |||||
Effect of dilutive securities: |
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| |||||
Stock options |
| | — |
| |
| — | |||||
Restricted stock units |
| | — |
| |
| — | |||||
Performance stock units | | — | | — | ||||||||
Common warrants | | — | | — | ||||||||
Diluted Weighted-Average Shares Outstanding |
| | |
| |
| | |||||
Basic Earnings (Loss) per Share | $ | | $ | ( | $ | | $ | ( | ||||
Diluted Earnings (Loss) per Share | $ | | $ | ( | $ | | $ | ( |
Stock options to purchase
NOTE 5 – ACQUISITIONS & DIVESTITURES
The Company entered into a Purchase, Sale and Exchange Agreement dated February 1, 2021, effective January 1, 2021, with an unrelated party, covering the sale and exchange of certain oil and gas interests in Andrews County, Texas. Upon the sale and transfer of wells and leases between the two parties, the Company received a net value consideration in cash of $
NOTE 6 – DERIVATIVE FINANCIAL INSTRUMENTS
The Company is exposed to fluctuations in crude oil and natural gas prices on its production. It utilizes derivative strategies that consist of either a single derivative instrument or a combination of instruments to manage the variability in cash flows associated with the forecasted sale of its future domestic oil and natural gas production. While the use of derivative instruments may limit or partially reduce
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the downside risk of adverse commodity price movements, the use also may limit future income from favorable commodity price movements.
The Company’s derivative financial instruments are recorded at fair value and included as either assets or liabilities in the accompanying Balance Sheets. The Company has not designated its derivative financial instruments as hedges for accounting purposes, and, as a result, any gains or losses resulting from changes in fair value of outstanding derivative financial instruments and from the settlement of derivative financial instruments are recognized in earnings and included as a component of “Other income (expense)” under the heading “(Loss) on derivative contracts” in the accompanying Statements of Operations.
The use of derivative transactions involves the risk that the counterparties, which generally are financial institutions, will be unable to meet the financial terms of such transactions. At June 30, 2022, 100% of the Company’s volumes subject to derivative instruments are with lenders under its Credit Facility (as defined in Note 8). Non-performance risk is incorporated by utilizing discount rates adjusted for the credit risk of the Company’s counterparties. The Company is not subject to master netting agreements and classifies the fair value of its derivative positions on a gross basis in its corresponding Balance Sheets. The following presents the impact of the Company’s contracts on its Balance Sheets for the periods indicated.
As of | ||||||
| June 30, 2022 |
| December 31, 2021 | |||
Commodity derivative instruments | $ | | $ | — | ||
Derivative assets, current | $ | | $ | — | ||
|
|
| ||||
Commodity derivative instruments | $ | | $ | — | ||
Derivative assets, noncurrent | $ | | $ | — | ||
Commodity derivative instruments | $ | | $ | | ||
Derivative liabilities, current | $ | | $ | |
The components of “(Loss) on
” are as follows for the respective periods:Three Months Ended | Six Months Ended | |||||||||||
June 30, | June 30, | |||||||||||
| 2022 |
| 2021 |
| 2022 |
| 2021 | |||||
(Loss) on oil derivative | $ | ( | $ | ( | $ | ( | $ | ( | ||||
(Loss) on natural gas derivatives |
| — |
| — | — | ( | ||||||
(Loss) on derivative contracts | $ | ( | $ | ( | $ | ( | $ | ( |
The components of “Cash (paid) for derivative settlements” are as follows for the respective periods:
Three Months Ended | Six Months Ended | |||||||||||
June 30, | June 30, | |||||||||||
| 2022 |
| 2021 |
| 2022 |
| 2021 | |||||
Cash flows from operating activites: | ||||||||||||
Cash (paid) on oil derivatives | $ | ( | $ | ( | $ | ( | $ | ( | ||||
Cash received on natural gas derivatives |
| — |
| — |
| — |
| | ||||
Cash (paid) for derivative settlements, net | $ | ( | $ | ( | $ | ( | $ | ( |
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During 2020, 2021, and early 2022, the Company entered into additional derivative contracts in the form of swaps for the 2022 calendar period for oil. Additionally, on June 28 and 29, 2022, the Company entered into twelve new derivative contracts in the form of put options. The following tables reflect the details of current contracts as of June 30, 2022:
|
| Type of |
| Barrels |
|
| Swap | Strike | Deferred | ||||||||
Date entered into |
| Period covered |
| Contract |
| per day |
| Index |