SANDRIDGE ENERGY INC
For the period ended Jun 30, 2024. Filed Aug 8, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2024 · Filed Aug 8, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-31; filed 2024-05-08.
0001628280-24-021771
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-06-30; filed 2024-08-08.
0001628280-24-036244
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 65 previous paragraphs and 71 current paragraphs.
37 unchanged; 26 reworded; 7 added; 2 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 10 previous and 10 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (7)
Current report
Total MBoe production for the three-month period ended June 30, 2024 was comprised of approximately 13.6% oil, 54.3% natural gas and 32.1% NGL compared to 18.1% oil, 54.2% natural gas and 27.7% NGL in 2023. Total MBoe production for the six-month period ended June 30, 2024 was comprised of approximately 14.3% oil, 56.3% natural gas and 29.4% NGL compared to 17.8% oil, 54.4% natural gas and 27.8% NGL in 2023.
Current report
•On June 13, 2024, the Company closed on the acquisition of producing oil and gas assets intermediately adjacent to its assets in Alfalfa, Grant and Woods counties in Oklahoma for $2.1 million, subject to customary post-closing adjustments.
Current report
•On July 29, 2024, the Company entered into a purchase and sale agreement to acquire certain producing assets and leasehold interests in the Western Anadarko Basin for cash consideration of $144 million, before customary purchase price adjustments, with an effective date of July 1, 2024. The Company also entered into a joint development agreement governing its participation in the future development of certain leasehold interests acquired in the acquisition. The transaction is expected to be funded with cash on hand and is targeted to close by the end of the third quarter of 2024.
Current report
•Subsequent to June 30, 2024, the Company entered into oil and NGL derivative contracts. See“Note 11 — Subsequent Events” to the accompanying unaudited condensed consolidated financial statements included in this Quarterly Report for additional information regarding our commodity derivative contracts.
Current report
We recently announced the entry into a purchase and sale agreement to acquire assets in the Western Anadarko Basin. These assets include 42 producing wells, 4 drilled uncompleted (“DUC”) wells and leasehold interest in 11 drilling and spacing units (“DSUs”). While we will continue to be responsible stewards of our incumbent asset base, upon consummation of the transaction, our focus will expand to include the efficient integration of these new assets, utilizing our low-cost operating expertise. The transaction also provides the potential for expanded activity, which could include the completion of 3 operated DUC wells this year. We will work with our joint development partner, who has a demonstrable history of successful operations in the play, to plan and initiate a drilling campaign, potentially as early as the fourth quarter of this year. We will assume operatorship of the new wells after they are producing. More information and updated guidance will be provided, subject to closing the acquisition, which we anticipate will occur before the end of the third quarter.
Current report
We remain vigilant in evaluating further merger and acquisition opportunities, with consideration of our strong balance sheet and commitment to our capital return program.
Current report
The following table summarizes derivative activity for the three and six-month periods ended June 30, 2024 and 2023 (in thousands):
Removed paragraphs (2)
Previous report
Total MBoe production for the three-month period ended March 31, 2024 was comprised of approximately 15.1% oil, 58.2% natural gas and 26.7% NGL compared to 17.4% oil, 54.6% natural gas and 28.0% NGL in the first quarter of 2023.
Previous report
•In January 2024, the Board approved a one-time cash dividend of $1.50 per share of the Company's common stock, which was paid on February 20, 2024 to shareholders of record as of the close of business on February 5, 2024. The aggregate total payout was approximately $55.6 million. Additionally, in March 2024, the Board increased the on-going quarterly dividend to $0.11 per share which was first paid on March 29, 2024, to shareholders of record as of the close of business on March 15, 2024. The aggregate total payout was $4.1 million. The $0.11 per share dividend is subject to quarterly approval by the Board.
Reworded paragraphs (26)
Previous wording
The financial information with respect to the three-month periods ended March 31, 2024 and 2023, discussed below, is unaudited. In the opinion of management, this information contains all adjustments, which consist only of normal recurring adjustments unless otherwise disclosed, necessary to state fairly the accompanying unaudited condensed consolidated financial statements. The results of operations for the interim periods are not necessarily indicative of the results of operations for the full fiscal year.
Current wording
The financial information with respect to the three and six-month periods ended June 30, 2024 and 2023, discussed below, is unaudited. In the opinion of management, this information contains all adjustments, which consist only of normal recurring adjustments unless otherwise disclosed, necessary to state fairly the accompanying unaudited condensed consolidated financial statements. The results of operations for the interim periods are not necessarily indicative of the results of operations for the full fiscal year.
Previous wording
The charts below show production by product and percent revenues for the three-month periods ended March 31, 2024 and 2023:
Current wording
The charts below show production by product and percent revenues for the three and six-month periods ended June 30, 2024 and 2023:
Previous wording
We will continue to focus on growing the value and cash generation capability of our asset base in a safe, responsible and efficient manner, while exercising prudent capital allocations to projects we believe provide high rates of returns in the current commodity price environment. These projects include (1) artificial lift conversions to more efficient and cost effective systems, (2) high-graded re-fracturing and recompletion and (3) limited opportunistic leasing in proven areas around or adjacent to our area of operations that could further bolster future development. While commodity price futures are not yet at preferred levels to resume drilling or further well reactivations at this time, we retain the development option over a reasonable tenor, since our assets are 99% held by production. We will continue to monitor forward-looking commodity prices, results, costs and other factors that could influence returns on investments, which will continue to shape our disciplined development decisions in 2024 and beyond. We will also continue to maintain optionality to execute on value accretive merger and acquisition opportunities that could bring synergies, leverage our core competencies, compliment our portfolio of assets, further utilize our NOLs or otherwise yield attractive returns for our shareholders.
Current wording
We remain focused on growing the value of our asset base in a safe, responsible and efficient manner, while exercising prudent capital allocations to projects that provide high rates of returns in the current commodity price environment.
Previous wording
In order to reduce our exposure to price fluctuations, from time to time we may enter into commodity derivative contracts for a portion of our anticipated future oil, natural gas and NGL production as discussed in“Item 3. Quantitative and Qualitative Disclosures About Market Risk.” During periods where the strike prices for our commodity derivative contracts are below market prices at the time of settlement, we may not fully benefit from increases in the market price of oil and natural gas. Conversely, during periods of declining oil and natural gas market prices, our commodity derivative contracts may partially offset declining revenues and cash flows to the extent strike prices for our contracts are above market prices at the time of settlement. See“Note 3 — Derivatives” to the accompanying unaudited condensed consolidated financial statements included in this Quarterly Report for additional information regarding our commodity derivatives.
Current wording
In order to reduce our exposure to price fluctuations, from time to time we may enter into commodity derivative contracts for a portion of our anticipated future oil, natural gas and NGL production as discussed in“Item 3. Quantitative and Qualitative Disclosures About Market Risk.” During periods where the strike prices for our commodity derivative contracts are below market prices at the time of settlement, we may not fully benefit from increases in the market price of oil and natural gas. Conversely, during periods of declining oil and natural gas market prices, our commodity derivative contracts may partially offset declining revenues and cash flows to the extent strike prices for our contracts are above market prices at the time of settlement. See“Note 3 — Derivatives” and“Note 11 — Subsequent Events” to the accompanying unaudited condensed consolidated financial statements included in this Quarterly Report for additional information regarding our commodity derivatives.
Previous wording
Consolidated revenues for the three-month periods ended March 31, 2024 and 2023 are presented in the table below (in thousands):
Current wording
Consolidated revenues for the three and six-month periods ended June 30, 2024 and 2023 are presented in the table below (in thousands):
Previous wording
Variances in oil, natural gas and NGL revenues attributable to changes in the average prices received for our production and total production volumes sold for the three-month period ended March 31, 2024 are shown in the table below (in thousands):
Current wording
Variances in oil, natural gas and NGL revenues attributable to changes in the average prices received for our production and total production volumes sold for the three and six-month periods ended June 30, 2024 are shown in the table below (in thousands):
Previous wording
Oil, natural gas, and NGL revenues decreased primarily due to lower commodity prices. Production volumes for the three months ended March 31, 2024 decreased primarily due to the natural declines of our producing wells, as well as an increase in downtime associated with inclement weather for the period. There were no new wells or completions during the period, as the Company defers higher level of capital investment for higher commodity periods to maximizes returns. See "Item 1A—Risk Factors" included in our 2023 Form 10-K for additional discussion of the potential impact these events may have on our future revenues.
Current wording
Oil, natural gas, and NGL revenues decreased primarily due to lower commodity prices and production volumes. Production volumes decreased primarily due to the natural declines of our producing wells, as well as an increase in downtime associated with inclement weather for the period. See "Item 1A—Risk Factors" included in our 2023 Form 10-K for additional discussion of the potential impact these events may have on our future revenues.
Previous wording
The decrease in lease operating expenses for the three-month periods ended March 31, 2024 was primarily due to decreases in utility costs and expense workovers.
Current wording
Lease operating expenses decreased for the six months ended June 30, 2024 compared to the same period in 2023 due to a reduction in utility costs and expense workovers. The increase in lease operating expenses per Boe were primarily due to decreased production volumes for the three and six-months ended June 30, 2024.
Previous wording
Production, ad valorem, and other taxes for the three-month periods ended March 31, 2024 decreased primarily due to lower commodity prices and related revenues. Production, ad valorem, and other taxes for the three month period ended March 31, 2024 decreased as a percentage of oil, natural gas and NGL revenue primarily due to a decrease in ad valorem taxes as a result of decreased valuation assessments on our oil and gas properties.
Current wording
Production, ad valorem, and other taxes for the three and six-month periods ended June 30, 2024 decreased primarily due to lower commodity prices, sales volumes, and related revenues. Production, ad valorem, and other taxes for the three and six-month periods ended June 30, 2024 decreased as a percentage of oil, natural gas and NGL revenue primarily due to a decrease in ad valorem taxes as a result of decreased valuation assessments on our oil and gas properties.
Previous wording
The increase in depreciation and depletion for oil and natural gas properties was primarily the result a decrease in proved reserves at March 31, 2024, driven by lower SEC prices (as defined below), which increased our depletion rate.
Current wording
The increase in depreciation and depletion for oil and natural gas properties was primarily the result of a decrease in proved reserves at June 30, 2024 which increased our depletion rate.
Previous wording
A ceiling limitation calculation is performed at the end of each quarter. If the full cost pool balance exceeds the ceiling limitation, an impairment of the full cost pool is required. Calculation of the full cost ceiling test is based on, among other factors, trailing twelve-month first-day-of-the-month index prices (“SEC prices”) as adjusted for price differentials and other contractual arrangements. The SEC prices utilized in the calculation of proved reserves included in the full cost ceiling test at March 31, 2024 were $77.48 per barrel of oil and $2.45 per MMBtu of natural gas, before price differential adjustments.
Current wording
A ceiling limitation calculation is performed at the end of each quarter. If the full cost pool balance exceeds the ceiling limitation, an impairment of the full cost pool is required. Calculation of the full cost ceiling test is based on, among other factors, trailing twelve-month first-day-of-the-month index prices (“SEC prices”) as adjusted for price differentials and other contractual arrangements. The SEC prices utilized in the calculation of proved reserves included in the full cost ceiling test at June 30, 2024 were $79.00 per barrel of oil and $2.32 per MMBtu of natural gas, before price differential adjustments.
Previous wording
The ceiling limitation was not exceeded; therefore, no full cost ceiling limitation impairments were recorded during the three-month periods ended March 31, 2024 or 2023. During certain periods within the past five years, the SEC prices used in the full cost ceiling test have been lower than the SEC prices used for the March 31, 2024 full cost ceiling test and resulted in material ceiling limitation impairments. Full cost pool ceiling limitation impairments have no impact to our cash flow or liquidity.
Current wording
The ceiling limitation was not exceeded; therefore, no full cost ceiling limitation impairments were recorded during the three or six-month periods ended June 30, 2024 or 2023. During certain periods within the past five years, the SEC prices used in the full cost ceiling test have been lower than the SEC prices used for the June 30, 2024 full cost ceiling test and resulted in material ceiling limitation impairments. Full cost pool ceiling limitation impairments have no impact to our cash flow or liquidity.
Previous wording
Based on the SEC prices over the trailing ten months ended April 30, 2024, as well as two months of NYMEX strip pricing for May and June of 2024 as of April 30, 2024, we estimate the SEC prices utilized in the June 30, 2024 full cost ceiling test may be $79.60 per barrel of oil and $2.34 per MMBtu of natural gas (the "estimated second quarter prices"). Applying these estimated second quarter prices, and holding all other inputs constant to those used in the calculation of our March 31, 2024 ceiling test, we expect that no full cost ceiling limitation impairment is indicated for the second quarter of 2024.
Current wording
Based on the SEC prices over the trailing ten months ended July 31, 2024, as well as two months of NYMEX strip pricing for August and September of 2024 as of July 25, 2024, we estimate the SEC prices utilized in the September 30, 2024 full cost ceiling test may be $79.10 per barrel of oil and $2.23 per MMBtu of natural gas (the "estimated third quarter prices"). Applying these estimated third quarter prices, and holding all other inputs constant to those used in the calculation of our June 30, 2024 ceiling test, we expect that no full cost ceiling limitation impairment is indicated for the third quarter of 2024.
Previous wording
Other operating expenses for the three-month periods ended March 31, 2024 and 2023 consisted of the following (in thousands):
Current wording
Other operating expenses for the three and six-month periods ended June 30, 2024 and 2023 consisted of the following (in thousands):
Previous wording
The increase in general and administrative expenses for the three months ended March 31, 2024 was primarily the result of an increase in service and personnel costs.
Current wording
The increase in general and administrative expenses for the three and six-month periods ended June 30, 2024 was primarily the result of an increase in service and personnel costs.
Previous wording
Our other income (expense) for the three-month periods ended March 31, 2024 and 2023 are presented in the table below (in thousands):
Current wording
Our other income (expense) for the three and six-month periods ended June 30, 2024 and 2023 are presented in the table below (in thousands):
Previous wording
Interest income, net during the three-month periods ended March 31, 2024 and 2023 is primarily comprised of interest income on cash deposits.
Current wording
Interest income, net during the three and six-month periods ended June 30, 2024 and 2023 is primarily comprised of interest income on cash deposits.
Previous wording
As of March 31, 2024, our cash and cash equivalents, including restricted cash was $208.5 million. We expect our cash on hand and cash from operations to be adequate to meet our short and long-term liquidity needs. We had no outstanding term or revolving debt obligations as of March 31, 2024.
Current wording
As of June 30, 2024, our cash and cash equivalents, including restricted cash was $211.3 million. We expect our cash on hand and cash from operations to be adequate to meet our short and long-term liquidity needs. We had no outstanding term or revolving debt obligations as of June 30, 2024.
Previous wording
Dividend payments to shareholders of $59.7 million were the primary drivers in the reduction of working capital to $184.5 million at March 31, 2024 compared to $228.5 million at December 31, 2023. This activity was partially offset by cash flows from operations.
Current wording
Dividend payments to shareholders of $64.0 million were the primary drivers in the reduction of working capital to $191.0 million at June 30, 2024 compared to $228.5 million at December 31, 2023. This activity was partially offset by cash flows from operations.
Previous wording
In January 2024, the Board approved a one-time cash dividend of $1.50 per share of the Company's common stock, which was paid on February 20, 2024 to shareholders of record as of the close of business on February 5, 2024. The aggregate total payout was approximately $55.6 million. Additionally, in March 2024, the Board increased the on-going quarterly dividend to $0.11 per share which was first paid on March 29, 2024, to shareholders of record as of the close of business on March 15, 2024. The aggregate total payout was $4.1 million. The $0.11 per share dividend is subject to quarterly approval by the Board. Dividend payments for the three-month period ended March 31, 2024 totaled $59.7 million, which included $0.1 million in dividends on vested stock awards. See Note 8 for further discussion of the Company’s dividends.
Current wording
Dividend payments for the six-month period ended June 30, 2024 totaled $64.0 million, which included $0.3 million of dividends on vested stock awards. Dividend payments for the six-month period ended June 30, 2023 totaled $73.8 million. See Note 8 for further discussion of the Company’s dividends.
Previous wording
Our cash flows for the three-month periods ended March 31, 2024 and 2023 are presented in the following table and discussed below (in thousands):
Current wording
Our cash flows for the six-month periods ended June 30, 2024 and 2023 are presented in the following table and discussed below (in thousands):
Previous wording
The $24.2 million decrease in cash flows from operations for the three-month period ended March 31, 2024 compared to the same period in 2023 is primarily due to a decrease in revenues from lower commodity prices.
Current wording
The $36.8 million decrease in cash flows from operations for the six-month period ended June 30, 2024 compared to the same period in 2023 is primarily due to a decrease in revenues from lower commodity prices and sales volumes.
Previous wording
Our cash flows used in investing activities during the three-month periods ended March 31, 2024 and 2023 reflect capital expenditures of $1.1 million and $9.4 million, respectively, primarily related to capital expenditures made for capital workovers, well reactivation and drilling in 2023. Given the decline in natural gas prices, we have prudently elected to defer our drilling option for higher commodity price environments to maximize returns.
Current wording
Our cash flows used in investing activities during the six-month periods ended June 30, 2024 and 2023 reflect capital expenditures of $3.6 million and $24.3 million, respectively, primarily related to capital expenditures made for capital workovers, well reactivation and drilling in 2023. Given the decline in natural gas prices, we have prudently elected to defer our drilling option for higher commodity price environments to maximize returns. Additionally, the Company acquired producing oil and gas assets for $2.1 million during the six-months ended June 30, 2024.
Previous wording
Capital expenditures for the three-month periods ended March 31, 2024 and 2023 are summarized below (in thousands):
Current wording
Capital expenditures for the six-month periods ended June 30, 2024 and 2023 are summarized below (in thousands):
Previous wording
Cash used in financing activities for the three-month period ended March 31, 2024 consisted primarily of $59.7 million in cash dividends, $0.1 million of cash used for tax withholdings paid in exchange for shares withheld on employee vested stock awards that were settled by net exercise, and finance lease payments of $0.2 million. Cash used in financing activities for the three-month period ended March 31, 2023 consisted primarily of $0.2 million of cash used for tax withholdings paid in exchange for shares withheld on employee vested stock awards that were settled by net exercise and finance lease payments of $0.1 million. Net exercises of stock awards allows the holder of a stock award to tender back to us a number of shares at fair value upon the vesting of such stock award, that equals the employee payroll tax obligation due. We then remit a cash payment to the relevant taxing authority on behalf of the employee for their payroll tax obligations resulting from the vesting of their stock award.
Current wording
Cash used in financing activities for the six-month period ended June 30, 2024 consisted primarily of $64.0 million in cash dividends, $0.2 million of cash used for tax withholdings paid in exchange for shares withheld on employee vested stock awards that were settled by net exercise, and finance lease payments of $0.4 million. Cash used in financing activities for the six-month period ended June 30, 2023 consisted primarily of $73.8 million in cash dividends, $0.2 million of cash used for tax withholdings paid in exchange for shares withheld on employee vested stock awards that were settled by net exercise, and finance lease payments of $0.3 million. Net exercises of stock awards allows the holder of a stock award to tender back to us a number of shares at fair value upon the vesting of such stock award, that equals the employee payroll tax obligation due. We then remit a cash payment to the relevant taxing authority on behalf of the employee for their payroll tax obligations resulting from the vesting of their stock award.
Previous wording
For a description of our critical accounting policies and estimates, refer to Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the 2023 Form 10-K. For a discussion of recent accounting pronouncements, newly adopted and recent accounting pronouncements not yet adopted, see“Note 1—Basis of Presentation” to the accompanying unaudited condensed consolidated financial statements included in Item 1 of this Quarterly Report. We did not have any material changes in critical accounting policies, estimates, judgments and assumptions during the first three months of 2024.
Current wording
For a description of our critical accounting policies and estimates, refer to Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the 2023 Form 10-K. For a discussion of recent accounting pronouncements, newly adopted and recent accounting pronouncements not yet adopted, see“Note 1—Basis of Presentation” to the accompanying unaudited condensed consolidated financial statements included in Item 1 of this Quarterly Report. We did not have any material changes in critical accounting policies, estimates, judgments and assumptions during the first six months of 2024.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
These standalone projects include (1) artificial lift conversions to more efficient and cost-effective systems, (2) high-graded re-fracturing and recompletion and (3) opportunistic leasing that could bolster future development and complement the recently acquired Cherokee assets. Our incumbent leasehold remains approximately 99% held by production, which cost-effectively maintains its development option over a reasonable tenor. These assets have higher relative gas content for which prices are not yet at optimal levels to resume development or material reactivations. However, we will continue to monitor forward-looking commodity prices, project results, costs and other factors that could influence returns on investments over an expanded portfolio. These and other factors will continue to shape our development decisions in 2024 and beyond.