FIRST QUARTER HIGHLIGHTS
- Record quarterly production of 119,436 Boe per day (59% oil),
increases of 4% from the fourth quarter of 2023 and 37% from the
first quarter of 2023
- GAAP net income of $11.6 million, Adjusted Net Income of $130.5
million and Adjusted EBITDA of $387.0 million. See “Non-GAAP
Financial Measures” below
- Cash flow from operations of $392.1 million. Excluding changes
in net working capital, cash flow from operations was $352.5
million, an increase of 19% from the first quarter of 2023
- Generated $54.0 million of Free Cash Flow. See “Non-GAAP
Financial Measures” below
- Closed on previously announced acquisition of non-operated
interests across 3,000 net acres in the Northern Delaware
Basin
- After the closing of the Northern Delaware acquisition in the
first quarter, NOG paid $40 million in common stock dividends,
repurchased $20 million of common stock, and repaid approximately
$50 million of debt
Northern Oil and Gas, Inc. (NYSE: NOG) (“NOG” or “Company”)
today announced the Company’s first quarter results.
MANAGEMENT COMMENTS
“NOG has started 2024 in a powerful way, with strong well
performance and better than expected cash flow and production,”
commented Nick O’Grady, NOG’s Chief Executive Officer. “Our assets
continue to perform exceptionally well, and we took advantage of
market opportunities to repurchase shares at attractive prices
during the first quarter. The acquisition pipeline remains robust
and we remain disciplined in our approach to value creation, with a
clear focus on maximizing total return for our investors.”
FIRST QUARTER FINANCIAL RESULTS
Oil and natural gas sales for the first quarter were $532.0
million. First quarter GAAP net income was $11.6 million or $0.11
per diluted share. First quarter Adjusted Net Income was $130.5
million or $1.28 per adjusted diluted share. Adjusted EBITDA in the
first quarter was $387.0 million, a 19% increase from the first
quarter of 2023. See “Non-GAAP Financial Measures” below.
PRODUCTION
First quarter production was 119,436 Boe per day, an increase of
4% from the fourth quarter of 2023 and an increase of 37% from the
first quarter of 2023. Oil represented 59% of total production in
the first quarter with 70,181 Bbls per day, an increase of 2% from
the fourth quarter of 2023 and an increase of 30% from the first
quarter of 2023. NOG had 25.3 net wells turned in-line during the
first quarter, compared to 27.6 net wells turned in-line in the
fourth quarter of 2023. Production increased quarter over quarter,
driven primarily by better than expected well performance and
growth in NOG’s Permian Basin production, which increased by 6% on
a sequential quarterly basis and represented record quarterly
volumes in the basin for the Company. The Permian represented
approximately 45% of total volumes and eclipsed the Williston to
become the largest basin by production in the quarter for the first
time in the Company’s history.
PRICING
During the first quarter, NYMEX West Texas Intermediate (“WTI”)
crude oil averaged $76.91 per Bbl, and NYMEX natural gas at Henry
Hub averaged $2.10 per Mcf. NOG’s unhedged net realized oil price
in the first quarter was $72.92, representing a $3.99 differential
to WTI prices. NOG’s unhedged net realized gas price in the first
quarter was $2.47 per Mcf, representing 118% realization compared
with Henry Hub pricing. Oil differentials were modestly weaker than
in the fourth quarter of 2023, with in-basin prices in the
Williston and the Permian Basins widening as WTI prices increased
during the quarter. Natural gas realizations were modestly better
than forecast, driven by higher than expected NGL prices and
tighter in-season Appalachian differentials.
OPERATING COSTS
Lease operating costs were $105.4 million in the first quarter
of 2024, or $9.70 per Boe, flat on a per unit basis compared to the
fourth quarter of 2023. LOE costs were aided by increased Permian
volumes (which have lower costs), but this was offset by higher
firm transport costs and the impact of carrying fixed costs during
weather-related shut-ins. First quarter general and administrative
(“G&A”) costs totaled $11.4 million or $1.05 per Boe. This
includes $0.8 million of legal and transaction expenses in
connection with bolt-on acquisitions and $2.3 million of non-cash
stock-based compensation. NOG’s cash G&A costs excluding these
amounts totaled $8.3 million or $0.77 per Boe in the first quarter
of 2024, down $0.17 per Boe compared to the first quarter of
2023.
CAPITAL EXPENDITURES AND ACQUISITIONS
Capital expenditures for the first quarter were $295.8 million
(excluding non-budgeted acquisitions and other). This was comprised
of $291.8 million of total drilling and completion (“D&C”)
capital on organic and Ground Game assets, and $4.0 million of
Ground Game activity. D&C spending was driven by an
acceleration of development activity, some of which had been
previously planned for the second quarter of 2024. NOG’s weighted
average gross authorization for expenditure (or AFE) elected to in
the first quarter was $9.4 million, compared to $9.7 million in the
fourth quarter of 2023, which is generally in line with
expectations.
NOG’s Permian Basin spending was 68% of the capital expenditures
for the first quarter, the Williston was 26%, and the Appalachian
was 6%. On the Ground Game acquisition front, NOG closed on six
transactions through various structures during the first quarter
totaling 0.6 net current and future development wells and 1,709 net
acres.
LIQUIDITY AND CAPITAL RESOURCES
NOG had total liquidity of $1.02 billion as of March 31, 2024,
consisting of $987.0 million of committed borrowing availability
under the Revolving Credit Facility and $32.5 million of cash.
As of March 31, 2024, NOG had total debt of $1,968.1 million.
The total debt consisted of $263.0 million of outstanding
borrowings under the Revolving Credit Facility, $705.1 million of
outstanding 8.125% Senior Notes due 2028, $500.0 million of
outstanding 3.625% Convertible Notes due 2029, and $500.0 million
of outstanding 8.750% Senior Notes due 2031.
On February 5, 2024, NOG announced the closings of its November
2023 acquisitions of non-operated assets in the Utica and Northern
Delaware Basins. At closing, NOG acquired approximately 3,000 net
acres in the Delaware Basin as well as producing and in-process
properties in both the Delaware and Utica Basins. The initial
closing settlements totaled $162.2 million in cash plus a $17.1
million deposit paid at signing in November 2023.
SHAREHOLDER RETURNS
In the first quarter of 2024, the Company repurchased 549,356
shares at an average price of $36.42 per share in the open market.
The company has $67.5 million remaining on its share repurchase
authorization.
In February 2024, NOG’s Board of Directors declared a regular
quarterly cash dividend for NOG’s common stock of $0.40 per share
for stockholders of record as of March 28, 2024, to be paid on
April 30, 2024. This represented a 18% increase from the first
quarter of 2023.
2024 ANNUAL GUIDANCE*
NOG is reiterating its annual guidance as shown in the table
below, with some modest adjustments and additional detail for the
second quarter.
Given the acceleration and pull forward of activity in the first
quarter, NOG expects relatively flat production in the second
quarter and approximately 22 - 25 wells turned in-line. Overall,
despite the acceleration of cash flow and production in the first
quarter, NOG still expects approximately 60% of its budget to be
incurred in the first half of 2024, with approximately $240 - $260
million of capital expenditures in the second quarter, and is
reiterating its overall 2024 budget of $825 - $900 million. Based
on current commodity prices, NOG anticipates spending toward the
middle to upper band of guidance assuming oil prices and activity
levels remain elevated throughout the remainder of 2024, but will
remain flexible and return-driven. NOG expects modestly improving
differentials for crude oil in the Williston Basin and materially
wider gas differentials in the Permian Basin, driven by negative
field level Waha hub prices, in the second quarter.
Original Guidance
Revised Guidance
Annual Production (Boe per day)
115,000 - 120,000
115,000 - 120,000
Annual Oil Production (Bbls per day)
70,000 - 73,000
70,000 - 73,000
Second Quarter Production (Boe per
day)
—
117,500 - 119,500
Second Quarter Oil Production (Boe per
day)
—
69,000 - 71,000
Total Capital Expenditures ($ in
millions)
$825 - $900
$825 - $900
Net Wells Turned-in-Line (“TIL”)
87.5 - 92.5
87.5 - 92.5
Net Wells Spud
67.5 - 72.5
67.5 - 72.5
Operating Expenses and
Differentials:
Production Expenses (per Boe)
$9.25 - $10.00
$9.25 - $9.90
Production Taxes (as a percentage of Oil
& Gas Sales)
9.0% - 10.0%
9.0% - 10.0%
Average Differential to NYMEX WTI (per
Bbl)
($4.00) - ($4.50)
($4.00) - ($4.40)
Average Realization as a Percentage of
NYMEX Henry Hub (per Mcf)
80% - 85%
80% - 85%
DD&A Rate (per Boe)
$15.50 - $17.50
$15.50 - $17.50
General and Administrative Expense (per
Boe):
Non-Cash
$0.25 - $0.30
$0.25 - $0.30
Cash (excluding transaction costs on
non-budgeted acquisitions)
$0.75 - $0.85
$0.75 - $0.85
________________
*All forecasts are provided on a 2-stream
production basis.
FIRST QUARTER 2024 RESULTS
The following tables set forth selected operating and financial
data for the periods indicated.
Three Months Ended March
31,
2024
2023
% Change
Net Production:
Oil (Bbl)
6,386,481
4,847,773
32
%
Natural Gas and NGLs (Mcf)
26,892,903
18,101,255
49
%
Total (Boe)
10,868,632
7,864,649
38
%
Average Daily Production:
Oil (Bbl)
70,181
53,864
30
%
Natural Gas and NGLs (Mcf)
295,526
201,125
47
%
Total (Boe)
119,436
87,385
37
%
Average Sales Prices:
Oil (per Bbl)
$
72.92
$
73.31
(1
)%
Effect of Loss on Settled Oil Derivatives
on Average Price (per Bbl)
(0.84
)
(1.22
)
(31
)%
Oil Net of Settled Oil Derivatives (per
Bbl)
72.08
72.09
—
%
Natural Gas and NGLs (per Mcf)
2.47
3.91
(37
)%
Effect of Gain on Settled Natural Gas
Derivatives on Average Price (per Mcf)
0.91
1.08
(31
)%
Natural Gas and NGLs Net of Settled
Natural Gas Derivatives (per Mcf)
3.38
4.99
(32
)%
Realized Price on a Boe Basis Excluding
Settled Commodity Derivatives
48.95
54.20
(10
)%
Effect of Gain (Loss) on Settled Commodity
Derivatives on Average Price (per Boe)
1.76
1.74
1
%
Realized Price on a Boe Basis Including
Settled Commodity Derivatives
50.71
55.94
(9
)%
Costs and Expenses (per Boe):
Production Expenses
$
9.70
$
9.93
(2
)%
Production Taxes
4.71
4.44
6
%
General and Administrative Expenses
1.05
1.65
(36
)%
Depletion, Depreciation, Amortization and
Accretion
16.01
12.03
33
%
Net Producing Wells at Period
End
985.3
827.8
19
%
HEDGING
NOG hedges portions of its expected production volumes to
increase the predictability of its cash flow and to help maintain a
strong financial position. The following table summarizes NOG’s
open crude oil commodity derivative swap contracts scheduled to
settle after March 31, 2024.
Crude Oil Commodity Derivative
Swaps(1)
Crude Oil Commodity Derivative
Collars
Contract Period
Volume (Bbls/Day)
Weighted Average Price
($/Bbl)
Collar Call Volume
(Bbls)
Collar Put Volume
(Bbls)
Weighted Average Ceiling
Price ($/Bbl)
Weighted Average Floor
Price ($/Bbl)
2024:
Q2
27,173
$
75.52
2,560,637
1,918,517
$
83.84
$
70.23
Q3
25,621
74.55
1,725,056
1,573,256
80.90
71.23
Q4
27,469
74.06
1,528,749
1,354,800
81.40
70.78
2025:
Q1
20,308
$
74.96
413,286
314,849
$
79.20
$
67.84
Q2
18,089
74.09
273,171
199,233
75.49
67.63
Q3
8,504
72.39
234,994
161,970
75.76
67.88
Q4
8,466
72.04
208,511
135,487
76.87
67.63
2026:
Q1
2,930
$
69.05
43,226
39,289
$
70.25
$
62.50
Q2
2,930
68.98
43,707
39,727
70.25
62.50
Q3
2,930
68.91
44,187
40,163
70.25
62.50
Q4
2,930
68.83
44,187
40,163
70.25
62.50
_____________
(1)
Includes derivative contracts entered into
as of April 26, 2024. This table does not include volumes subject
to swaptions and call options, which are crude oil derivative
contracts NOG has entered into which may increase swapped volumes
at the option of NOG’s counterparties. This table also does not
include basis swaps. For additional information, see Note 10 to our
financial statements included in our Form 10-Q filed with the SEC
for the quarter ended March 31, 2024.
The following table summarizes NOG’s open natural gas commodity
derivative swap contracts scheduled to settle after March 31,
2024.
Natural Gas Commodity
Derivative Swaps(1)
Natural Gas Commodity
Derivative Collars
Contract Period
Volume (MMBTU/Day)
Weighted Average Price
($/MMBTU)
Collar Call Volume
(MMBTU)
Collar Put Volume
(MMBTU)
Weighted Average Ceiling
Price ($/MMBTU)
Weighted Average Floor
Price ($/MMBTU)
2024:
Q2
119,514
$
3.45
6,902,500
6,902,500
$
4.16
$
3.04
Q3
118,048
3.47
7,360,000
7,360,000
4.37
3.05
Q4
83,890
3.46
9,096,586
9,096,586
4.63
3.07
2025:
Q1
16,500
$
3.61
9,196,417
9,196,417
$
5.10
$
3.13
Q2
10,110
3.60
8,771,297
8,771,297
4.81
3.13
Q3
10,000
3.60
8,407,569
8,407,569
4.84
3.13
Q4
8,261
3.52
7,618,723
7,618,723
4.95
3.12
2026:
Q1
5,000
$
3.20
5,828,249
5,828,249
$
5.06
$
3.09
Q2
5,055
3.20
6,024,706
6,024,706
5.06
3.09
Q3
5,000
3.20
6,024,706
6,024,706
5.06
3.09
Q4
4,946
3.20
4,304,642
4,304,642
4.97
3.09
2027:
Q1
1,722
$
3.20
890,000
890,000
$
3.83
$
3.00
Q2
—
—
920,000
920,000
3.83
3.00
Q3
—
—
920,000
920,000
3.83
3.00
Q4
—
—
610,000
610,000
3.83
3.00
____________
(1)
Includes derivative contracts entered into
as of April 26, 2024. This table does not include basis swaps. For
additional information, see Note 10 to our financial statements
included in our Form 10-Q filed with the SEC for the quarter ended
March 31, 2024.
The following table presents NOG’s settlements on commodity
derivative instruments and unsettled gains and losses on open
commodity derivative instruments for the periods presented, which
is included in the revenue section of NOG’s statement of
operations:
Three Months Ended
March 31,
(In thousands)
2024
2023
Cash Received on Settled Derivatives
$
19,117
$
13,670
Non-Cash Mark-to-Market Gain (Loss) on
Derivatives
(157,648
)
139,987
Gain (Loss) on Commodity Derivatives,
Net
$
(138,531
)
$
153,656
CAPITAL EXPENDITURES & DRILLING ACTIVITY
(In millions, except for net well data)
Three Months Ended March 31,
2024
Capital Expenditures Incurred:
Organic Drilling and Development Capital
Expenditures
$
290.8
Ground Game Drilling and Development
Capital Expenditures
$
1.0
Ground Game Acquisition Capital
Expenditures
$
4.0
Other
$
2.7
Non-Budgeted Acquisitions
$
148.7
Net Wells Added to Production
25.3
Net Producing Wells (Period-End)
985.3
Net Wells in Process (Period-End)
52.4
Weighted Average Gross AFE for Wells
Elected to
$
9.4
FIRST QUARTER 2024 EARNINGS RELEASE CONFERENCE CALL
In conjunction with NOG’s release of its financial and operating
results, investors, analysts and other interested parties are
invited to listen to a conference call with management on Tuesday,
April 30, 2024 at 9:00 a.m. Central Time.
Those wishing to listen to the conference call may do so via
webcast or phone as follows:
Webcast:
https://events.q4inc.com/attendee/778174582 Dial-In Number: (888) 340-5044 (US/Canada) and
(646) 960-0363 (International) Conference
ID: 9661789 - NOG First Quarter 2024 Earnings Conference
Call Replay Dial-In Number: (800)
770-2030 (US/Canada) and (609) 800-9909 (International)
Replay Access Code: 9661789 - Replay
will be available through May 14, 2024
ABOUT NOG
NOG is a real asset company with a primary strategy of acquiring
and investing in non-operated minority working and mineral
interests in the premier hydrocarbon producing basins within the
contiguous United States. More information about NOG can be found
at www.noginc.com.
SAFE HARBOR
This press release contains forward-looking statements regarding
future events and NOG’s future results that are subject to the safe
harbors created under the Securities Act of 1933, as amended, and
the Securities Exchange Act of 1934, as amended. All statements
other than statements of historical facts included in this release
regarding NOG’s financial position, operating and financial
performance, business strategy, dividend plans and practices, plans
and objectives of management for future operations, industry
conditions, and indebtedness covenant compliance are
forward-looking statements. When used in this release,
forward-looking statements are generally accompanied by terms or
phrases such as “estimate,” “project,” “predict,” “believe,”
“expect,” “continue,” “anticipate,” “target,” “could,” “plan,”
“intend,” “seek,” “goal,” “will,” “should,” “may” or other words
and similar expressions that convey the uncertainty of future
events or outcomes. Items contemplating or making assumptions about
actual or potential future production and sales, market size,
collaborations, and trends or operating results also constitute
such forward-looking statements.
Forward-looking statements involve inherent risks and
uncertainties, and important factors (many of which are beyond
NOG’s control) that could cause actual results to differ materially
from those set forth in the forward-looking statements, including
the following: changes in crude oil and natural gas prices, the
pace of drilling and completions activity on NOG’s current
properties and properties pending acquisition; infrastructure
constraints and related factors affecting NOG’s properties; cost
inflation or supply chain disruptions; ongoing legal disputes over,
and potential shutdown of, the Dakota Access Pipeline; NOG’s
ability to acquire additional development opportunities, potential
or pending acquisition transactions, the projected capital
efficiency savings and other operating efficiencies and synergies
resulting from NOG’s acquisition transactions, integration and
benefits of property acquisitions, or the effects of such
acquisitions on NOG’s cash position and levels of indebtedness;
changes in NOG’s reserves estimates or the value thereof;
disruption to NOG’s business due to acquisitions and other
significant transactions; general economic or industry conditions,
nationally and/or in the communities in which NOG conducts
business; changes in the interest rate environment, legislation or
regulatory requirements, conditions of the securities markets;
risks associated with NOG’s 3.625% convertible senior notes due
2029 (the “Convertible Notes”), including the potential impact that
the Convertible Notes may have on NOG’s financial position and
liquidity, potential dilution, and that provisions of the
Convertible Notes could delay or prevent a beneficial takeover of
NOG; the potential impact of the capped call transaction undertaken
in tandem with the Convertible Notes issuance, including
counterparty risk; increasing attention to environmental, social
and governance matters; NOG’s ability to consummate any pending
acquisition transactions; other risks and uncertainties related to
the closing of pending acquisition transactions; NOG’s ability to
raise or access capital; cyber-incidents could have a material
adverse effect on NOG’s business, financial condition or results of
operations; changes in accounting principles, policies or
guidelines; events beyond NOG’s control, including a global or
domestic health crisis, acts of terrorism, political or economic
instability or armed conflict in oil and gas producing regions; and
other economic, competitive, governmental, regulatory and technical
factors affecting NOG’s operations, products and prices. Additional
information concerning potential factors that could affect future
results is included in the section entitled “Item 1A. Risk Factors”
and other sections of NOG’s most recent Annual Report on Form 10-K
for the year ended December 31, 2023, and Quarterly Report on Form
10-Q, as updated from time to time in amendments and subsequent
reports filed with the SEC, which describe factors that could cause
NOG’s actual results to differ from those set forth in the
forward-looking statements.
NOG has based these forward-looking statements on its current
expectations and assumptions about future events. While management
considers these expectations and assumptions to be reasonable, they
are inherently subject to significant business, economic,
competitive, regulatory and other risks, contingencies and
uncertainties, most of which are difficult to predict and many of
which are beyond NOG’s control. Accordingly, results actually
achieved may differ materially from expected results described in
these statements. NOG does not undertake any duty to update or
revise any forward-looking statements, except as may be required by
the federal securities laws.
CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)
Three Months Ended
March 31,
(In thousands, except share and per
share data)
2024
2023
Revenues
Oil and Gas Sales
$
532,041
$
426,234
Gain (Loss) on Commodity Derivatives,
Net
(138,531
)
153,656
Other Revenues
2,838
2,324
Total Revenues
396,348
582,214
Operating Expenses
Production Expenses
105,447
78,088
Production Taxes
51,210
34,918
General and Administrative Expenses
11,393
13,000
Depletion, Depreciation, Amortization and
Accretion
173,958
94,618
Other Expenses
2,019
1,001
Total Operating Expenses
344,027
221,625
Income From Operations
52,321
360,589
Other Income (Expense)
Interest Expense, Net of
Capitalization
(37,925
)
(30,143
)
Loss on Unsettled Interest Rate
Derivatives, Net
—
(1,017
)
Gain on Extinguishment of Debt, Net
—
659
Contingent Consideration Gain
—
6,176
Other Income (Expense)
56
4,619
Total Other Income (Expense)
(37,869
)
(19,706
)
Income Before Income Taxes
14,452
340,883
Income Tax Expense
2,846
692
Net Income
$
11,606
$
340,191
Net Income Per Common Share – Basic
$
0.12
$
4.01
Net Income Per Common Share – Diluted
$
0.11
$
3.98
Weighted Average Common Shares Outstanding
– Basic
100,442,472
84,915,729
Weighted Average Common Shares Outstanding
– Diluted
101,636,132
85,407,197
CONDENSED BALANCE SHEETS
(In thousands, except par value and
share data)
March 31, 2024
December 31, 2023
Assets
(Unaudited)
Current Assets:
Cash and Cash Equivalents
$
32,468
$
8,195
Accounts Receivable, Net
331,119
370,531
Advances to Operators
6,794
49,210
Prepaid Expenses and Other
2,566
2,489
Derivative Instruments
36,710
75,733
Income Tax Receivable
3,139
3,249
Total Current Assets
412,796
509,407
Property and Equipment:
Oil and Natural Gas Properties, Full Cost
Method of Accounting
Proved
8,877,966
8,428,518
Unproved
34,507
36,785
Other Property and Equipment
8,120
8,069
Total Property and Equipment
8,920,593
8,473,372
Less – Accumulated Depreciation, Depletion
and Impairment
(4,715,097
)
(4,541,808
)
Total Property and Equipment, Net
4,205,496
3,931,563
Derivative Instruments
1,070
10,725
Acquisition Deposit
—
17,094
Other Noncurrent Assets, Net
14,439
15,466
Total Assets
$
4,633,801
$
4,484,255
Liabilities and Stockholders’
Equity
Current Liabilities:
Accounts Payable
$
156,233
$
192,672
Accrued Liabilities
161,507
147,943
Accrued Interest
28,044
26,219
Derivative Instruments
80,290
16,797
Other Current Liabilities
1,936
2,130
Total Current Liabilities
428,010
385,761
Long-term Debt, Net
1,938,731
1,835,554
Deferred Tax Liability
71,249
68,488
Derivative Instruments
151,308
105,831
Asset Retirement Obligations
39,899
38,203
Other Noncurrent Liabilities
2,625
2,741
Total Liabilities
$
2,631,822
$
2,436,578
Commitments and Contingencies
Stockholders’ Equity
Common Stock, Par Value $.001; 135,000,000
Shares Authorized; 101,044,071 Shares Outstanding at 3/31/2024
100,761,148 Shares Outstanding at 12/31/2023
503
503
Additional Paid-In Capital
2,067,660
2,124,963
Retained Deficit
(66,183
)
(77,790
)
Total Stockholders’ Equity
2,001,980
2,047,676
Total Liabilities and Stockholders’
Equity
$
4,633,801
$
4,484,255
Non-GAAP Financial Measures
Adjusted Net Income, Adjusted EBITDA and Free Cash Flow are
non-GAAP measures. NOG defines Adjusted Net Income (Loss) as income
(loss) before income taxes, excluding (i) (gain) loss on unsettled
commodity derivatives, net of tax, (ii) (gain) loss on
extinguishment of debt, net of tax, (iii) contingent consideration
(gain) loss, net of tax, (iv) acquisition transaction costs, net of
tax, and (v) (gain) loss on unsettled interest rate derivatives,
net of tax. NOG defines Adjusted EBITDA as net income (loss) before
(i) interest expense, (ii) income taxes, (iii) depreciation,
depletion, amortization and accretion, (iv) non-cash stock-based
compensation expense, (v) (gain) loss on extinguishment of debt,
(vi) contingent consideration (gain) loss (vii) acquisition
transaction costs, (viii) (gain) loss on unsettled interest rate
derivatives, and (ix) (gain) loss on unsettled commodity
derivatives. NOG defines Free Cash Flow as cash flows from
operations before changes in working capital and other items, less
(i) capital expenditures, excluding non-budgeted acquisitions and
changes in accrued capital expenditures and other items. A
reconciliation of each of these measures to the most directly
comparable GAAP measure is included below.
Management believes the use of these non-GAAP financial measures
provides useful information to investors to gain an overall
understanding of current financial performance. Management believes
Adjusted Net Income and Adjusted EBITDA provide useful information
to both management and investors by excluding certain expenses and
unrealized commodity gains and losses that management believes are
not indicative of NOG’s core operating results. Management believes
that Free Cash Flow is useful to investors as a measure of a
company’s ability to internally fund its budgeted capital
expenditures, to service or incur additional debt, and to measure
success in creating stockholder value. In addition, these non-GAAP
financial measures are used by management for budgeting and
forecasting as well as subsequently measuring NOG’s performance,
and management believes it is providing investors with financial
measures that most closely align to its internal measurement
processes. The non-GAAP financial measures included herein may be
defined differently than similar measures used by other companies
and should not be considered an alternative to, or more meaningful
than, the comparable GAAP measures. From time to time NOG provides
forward-looking Free Cash Flow estimates or targets; however, NOG
is unable to provide a quantitative reconciliation of the forward
looking non-GAAP measure to its most directly comparable forward
looking GAAP measure because management cannot reliably quantify
certain of the necessary components of such forward looking GAAP
measure. The reconciling items in future periods could be
significant.
Reconciliation of Adjusted Net
Income
Three Months Ended
March 31,
(In thousands, except share and per
share data)
2024
2023
Income Before Income Taxes
$
14,452
$
340,883
Add:
Impact of Selected Items:
(Gain) Loss on Unsettled Commodity
Derivatives
157,648
(139,987
)
Gain on Extinguishment of Debt
—
(659
)
Contingent Consideration Gain
—
(6,176
)
Acquisition Transaction Costs
772
3,481
Loss on Unsettled Interest Rate
Derivatives
—
1,017
Adjusted Income Before Adjusted Income Tax
Expense
172,873
198,559
Adjusted Income Tax Expense (1)
(42,354
)
(48,647
)
Adjusted Net Income (non-GAAP)
$
130,519
$
149,912
Weighted Average Shares Outstanding –
Basic
100,442,472
84,915,729
Weighted Average Shares Outstanding –
Diluted
101,636,132
85,407,197
Income Before Income Taxes Per Common
Share – Basic
$
0.14
$
4.01
Add:
Impact of Selected Items
1.58
(1.68
)
Impact of Income Tax
(0.42
)
(0.56
)
Adjusted Net Income Per Common Share –
Basic
$
1.30
$
1.77
Income Before Income Taxes Per Common
Share – Adjusted Diluted
$
0.14
$
3.99
Add:
Impact of Selected Items
1.56
(1.67
)
Impact of Income Tax
(0.42
)
(0.56
)
Adjusted Net Income Per Common Share –
Adjusted Diluted
$
1.28
$
1.76
______________
(1)
For the three months ended March 31, 2024
and March 31, 2023, this represents a tax impact using an estimated
tax rate of 24.5%.
Reconciliation of Adjusted EBITDA
Three Months Ended
March 31,
(In thousands)
2024
2023
Net Income
$
11,606
$
340,191
Add:
Interest Expense
37,925
30,143
Income Tax Expense (Benefit)
2,846
692
Depreciation, Depletion, Amortization and
Accretion
173,958
94,618
Non-Cash Stock-Based Compensation
2,274
2,151
Gain on Extinguishment of Debt
—
(659
)
Contingent Consideration Gain
—
(6,176
)
Acquisition Transaction Costs
772
3,481
Loss on Unsettled Interest Rate
Derivatives
—
1,017
(Gain) Loss on Unsettled Commodity
Derivatives
157,648
(139,987
)
Adjusted EBITDA
$
387,030
$
325,472
Reconciliation of Free Cash Flow
Three Months Ended
March 31,
(In thousands)
2024
Net Cash Provided by Operating
Activities
$
392,147
Exclude: Changes in Working Capital and
Other Items
(39,665
)
Less: Capital Expenditures (1)
(298,507
)
Free Cash Flow
$
53,975
_______________
(1)
Capital expenditures are calculated as
follows:
Three Months Ended
March 31,
(In thousands)
2024
Cash Paid for Capital Expenditures
$
407,006
Less: Non-Budgeted Acquisitions
(127,834
)
Plus: Change in Accrued Capital
Expenditures and Other
19,334
Capital Expenditures
$
298,507
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240430539114/en/
Evelyn Infurna Vice President of Investor Relations 952-476-9800
ir@northernoil.com
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