The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with the consolidated financial
statements and related notes appearing elsewhere in this Annual Report. The
following discussion contains "forward-looking statements" that reflect our
future plans, estimates, beliefs and expected performance. We caution you that
assumptions, expectations, projections, intentions or beliefs about future
events may, and often do, vary from actual results and the differences can be
material. See "Risk Factors" and "Forward-Looking Statements."
Summary of The Information Contained in Management's Discussion and Analysis of
Financial Condition and Results of Operations
Our Management's Discussion and Analysis of Financial Condition and Results of
Operations (MD&A) is provided in addition to the accompanying consolidated
financial statements and notes to assist readers in understanding our results of
operations, financial condition, and cash flows. Our MD&A is organized as
follows:
· Overview. Discussion of our business and overall analysis of financial and
other highlights affecting us, to provide context for the remainder of our
MD&A.
· Results of Operations. An analysis of our financial results comparing the
years ended December 31, 2022, and 2021.
· Liquidity and Capital Resources. An analysis of changes in our
consolidated balance sheets and cash flows and discussion of our financial
condition.
· Critical Accounting Policies and Estimates. Accounting estimates that we
believe are important to understanding the assumptions and judgments
incorporated in our reported financial results and forecasts.
Overview
We are an oil and gas company focused on the acquisition and development of oil
and natural gas assets where the latest in modern drilling and completion
techniques and technologies have yet to be applied. In particular, we focus on
legacy proven properties where there is a long production history, well defined
geology and existing infrastructure that can be leveraged when applying modern
field management technologies. Our current properties are located in the San
Andres formation of the Permian Basin situated in West Texas and eastern New
Mexico (the "Permian Basin") and in the Denver-Julesberg Basin ("D-J Basin") in
Colorado. As of December 31, 2022, we held approximately 31,308 net Permian
Basin acres located in Chaves and Roosevelt Counties, New Mexico, through our
wholly-owned operating subsidiary, PEDCO and approximately 12,372 net D-J Basin
acres located in Weld and Morgan Counties, Colorado, through our wholly-owned
operating subsidiary, Red Hawk. As of December 31, 2022, we held interests in
381 gross (377 net) wells in our Permian Basin Asset, of which 42 are active
producers, 16 are active injectors and two are active SWD's, all of which are
held by PEDCO and operated by its wholly-owned operating subsidiaries, and
interests in 92 gross (24.1 net) wells in our D-J Basin Asset, of which 18 gross
(16.2 net) wells are operated by Red Hawk and currently producing, 53 gross (7.9
net) wells are non-operated, and 21 wells have an after-payout interest.
Detailed information about our business plans and operations, including our core
D-J Basin and Permian Basin Assets, is contained under "Part 1" - " Item 1.
Business " above.
How We Conduct Our Business and Evaluate Our Operations
Our use of capital for acquisitions and development allows us to direct our
capital resources to what we believe to be the most attractive opportunities as
market conditions evolve. We have historically acquired properties that we
believe have significant appreciation potential. We intend to continue to
acquire both operated and non-operated properties to the extent we believe they
meet our return objectives.
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We will use a variety of financial and operational metrics to assess the
performance of our oil and natural gas operations, including:
· production volumes;
· realized prices on the sale of oil and natural gasgas;
· oil and natural gas production and operating expenses;
· capital expenditures;
· general and administrative expenses;
· net cash provided by operating activities; and
· net income.
Reserves
Our estimated net proved crude oil and natural gas reserves at December 31, 2022
and 2021 were approximately 16.1 MMBoe and 14.7 MMBoe, respectively. The 1.4
MMBoe increase was primarily due to the addition of proved undeveloped reserves
in our D-J Basin Asset as a result of increased activity around our acreage and
favorable pricing.
Using the average monthly crude oil price of $93.67 per Bbl and natural gas
price of $6.36 per thousand cubic feet ("Mcf") for the twelve months ended
December 31, 2022, our estimated discounted future net cash flow ("PV-10") for
our proved reserves was approximately $374.5 million, of which approximately
$268.7 million are proved undeveloped reserves. Total reserve value at December
31, 2022, represents an increase of approximately $177.8 million or 90% from
approximately $196.7 million a year earlier using the same SEC pricing and
reserves methodology. The increase is strictly attributable to commodity pricing
as the average pricing for 2022, noted above, was significantly higher than the
2021 average pricing of $66.56 per Bbl for crude oil and $3.598 per Mcf for
natural gas.
The reserves as of December 31, 2022 were determined in accordance with standard
industry practices and SEC regulations by the licensed independent petroleum
engineering firm of Cawley, Gillespie & Associates, Inc. A large portion of the
proved undeveloped crude oil reserves are associated with our Permian Basin
Asset. Although these hydrocarbon quantities have been determined in accordance
with industry standards, they are prepared using the subjective judgments of the
independent engineers and may actually be more or less.
Oil and Natural Gas Sales Volumes
During the year ended December 31, 2022, our net crude oil, natural gas, and
NGLs sales volumes increased to 364,771 Bbls, or 999 Bopd, from 265,302 Bbls, or
727 Bopd, a 37% increase over the previous fiscal year. The increase in
production volume is primarily driven by two main factors including, production
from two new wells in the operated Permian Basin asset which came online in Q2
2022, and the positive performance from our participation in non-operated wells
in the D-J Basin Asset which came online in Q1 2022 (see additional detail
below).
Significant Capital Expenditures
The table below sets out the significant components of capital expenditures for
the year ended December 31, 2022 (in thousands):
Capital Expenditures
Leasehold Acquisitions $ 14
Drilling and Facilities 23,117
Total* $ 23,131
*see " Item 8. Financial Statements and Supplementary Data " - " Note 6 - Oil
and Gas Properties ".
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Market Conditions and Commodity Prices
Our financial results depend on many factors, particularly the price of crude
oil and natural gas and our ability to market our production on economically
attractive terms. Commodity prices are affected by many factors outside of our
control, including changes in market supply and demand, which are impacted by
weather conditions, inventory storage levels, basis differentials and other
factors. As a result, we cannot accurately predict future commodity prices and,
therefore, we cannot determine with any degree of certainty what effect
increases or decreases in these prices will have on our production volumes or
revenues. In addition to production volumes and commodity prices, finding and
developing sufficient amounts of crude oil and natural gas reserves at
economical costs are critical to our long-term success. We expect prices to
remain volatile for the remainder of the year. For information about the impact
of realized commodity prices on our crude oil and natural gas and condensate
revenues, refer to "Results of Operations" below.
Results of Operations
The following discussion and analysis of the results of operations for each of
the two fiscal years in the years ended December 31, 2022 and 2021 should be
read in conjunction with the consolidated financial statements of PEDEVCO Corp.
and notes thereto included herein (see " Item 8. Financial Statements and
Supplementary Data ").
Net Income (Loss)
We reported net income for the year ended December 31, 2022 of $2.8 million, or
$0.03 per share, compared to a net loss for the year ended December 31, 2021 of
$1.3 million or ($0.02) per share. The increase in net income of $4.1 million
was primarily due to a $14.2 million increase in revenue, offset by an increase
of $7.9 million in total operating expenses in the current period, offset
further by a $0.4 million gain from forgiveness of our $0.4 million Paycheck
Protection Program loan in May 2021, coupled with a $1.8 million gain on sale of
oil and gas properties each in the prior period (all of which are discussed in
more detail below).
On June 2, 2020, the Company received loan proceeds of $370,000 (the "PPP Loan")
under the Small Business Association (SBA) Paycheck Protection Program. The PPP
Loan was evidenced by a promissory note, dated as of May 28, 2020 (the "Note"),
between the Company and Texas Capital Bank, N.A. The Note had a two-year term,
bears interest at the rate of 1.00% per annum, and may be prepaid at any time
without payment of any premium. Effective May 20, 2021, the Company received
notification from Texas Capital Bank, N.A. that the SBA had fully forgiven the
Company's PPP Loan principal and accrued interest of $370,000 and $4,000,
respectively. Therefore, as of December 31, 2021, the Company recognized no debt
or accrued interest related to the PPP Loan on the balance sheet, and a gain on
forgiveness of PPP Loan of $374,000 for the year ended December 31, 2021 in
connection with such forgiveness.
Net Revenues
The following table sets forth the revenue and production data for the
years ended December 31, 2022 and 2021:
Increase Increase
2022 2021 (Decrease) (Decrease)
Sale Volumes:
Crude Oil (Bbls) 304,507 228,068 76,439 34 %
Natural Gas (Mcf) 245,923 192,052 53,871 28 %
NGL (Bbls) 19,277 5,225 14,052 269 %
Total (Boe) (1) 364,771 265,302 99,469 37 %
Crude Oil (Bbls per day) 834 625 209 33 %
Natural Gas (Mcf per day) 674 526 148 28 %
NGL (Bbls per day) 53 14 39 279 %
Total (Boe per day) (1) 999 727 272 37 %
Average Sale Price:
Crude Oil ($/Bbl) $ 90.86 $ 64.76 $ 26.11 40 %
Natural Gas($/Mcf) 6.41 4.70 1.71 36 %
NGL ($/Bbl) 40,87 36.09 4.78 13 %
Net Operating Revenues (In
thousands):
Crude Oil $ 27,669 $ 14,769 $ 12,900 87 %
Natural Gas 1,577 902 675 75 %
NGL 788 189 599 317 %
Total Revenues $ 30,034 $ 15,860 $ 14,174 89 %
(1) Assumes 6 Mcf of natural gas equivalents to 1 barrel of oil.
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Total crude oil, natural gas and NGL revenues for the year ended December 31,
2022, increased $14.2 million, or 89%, to $30.0 million, compared to $15.9
million for the same period a year ago, due primarily to a favorable volume
variance of $7.9 million, coupled with a favorable price variance of $6.3
million. The increase in production volume is primarily driven by two main
factors including, production from two new wells in the operated Permian Basin
asset in Q2 2022, and the positive performance from our participation in
non-operated wells in the D-J Basin Asset in Q1 2022.
Net Operating and Other (Income) Expenses
The following table sets forth operating and other expenses for the years ended
December 31, 2022 and 2021 (in thousands):
Increase % Increase
2022 2021 (Decrease) (Decrease)
Direct Lease Operating
Expense $ 4,787 $ 3,565 $ 1,222 34 %
Workovers 2,704 881 1,823 207 %
Other* 2,912 1,415 1,497 106 %
Loss (gain) on settlement of (107 %)
ARO (6 ) 82 (88 )
Lease Operating Expenses $ 10,397 $ 5,943 $ 4,454 75 %
Depreciation, Depletion,
Amortization and Accretion 11,153 7,380 3,773 51 %
General and Administrative
(Cash) $ 3,757 $ 3,757 $ - 0 %
Share-Based Compensation (14 %)
(Non-Cash) 2,097 2,452 (355 )
Total General and (6 %)
Administrative Expense $ 5,854 $ 6,209 $ (355 )
Gain on Sale of Oil and Gas (100 %)
Properties - 1,805 (1,805 )
Interest Expense $ - $ 1 $ (1 ) (100 %)
Interest Income $ 117 $ 15 $ 102 680 %
Other Income $ 97 $ 180 $ (83 ) (46 %)
Gain on forgiveness of PPP (100 %)
loan $ - $ 374 $ (374 )
*Includes severance, ad valorem taxes and marketing costs.
Lease Operating Expenses. The increase of $4.5 million was primarily due to
increased overall activity compared to the prior period as well as increased
taxes and marketing fees from higher production volumes. Also, additional
workovers for well reactivations, artificial lift repairs and optimizations have
been executed during the current period in an effort to maximize production
volumes during the current increased commodity pricing environment. Workover
expense included approximately $0.7 million of one-time non-recurring operating
expenses for improving the Permian Basin Asset's water handling infrastructure
and approximately $0.5 million of non-recurring costs for environmental cleanup
and reclamations of historic well and facility sites that were inherited from
previous operators in our Permian Basin Asset. Increased commodity pricing
period over period caused increased production taxes coupled with increased
marketing fees from higher production volumes. Service and materials costs have
also increased accordingly with general supply chain and inflation issues seen
throughout the industry leading to increased operating and workover costs.
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Depreciation, Depletion, Amortization and Accretion. The $3.8 million increase
was primarily the result of an increase in production (noted above) in the
current period when compared to the prior period. Also, as production increased
during the period, there was a corresponding decrease in our proved developed
reserves in our December 31, 2022 reserve report. This resulted in a reduction
in our depletable base in our Permian Basin Asset, which, in turn caused our
depletion rate to increase from 28.21% to 37.86%. This increase resulted in
approximately $2.1 million in additional depletion expense in Q4 2022. The
decrease in proved developed producing reserves in our Permian Basin Asset was
related to the natural decline in production from existing wells and pushing the
drilling and completion of certain Permian Basin Asset wells into future periods
due to timing and allocation of capital to D-J Basin Asset projects.
Additionally, the Company elevated its plugging and abandonment program in the
Permian Basin Asset (in accordance with the terms of a new compliance order) to
plug additional wells over the next two years, which increased accretion expense
in Q4 2022 by approximately $0.5 million.
General and Administrative Expenses (excluding share-based compensation). There
was no change in general and administrative expenses (excluding share-based
compensation) as the Company continues to strive to contain costs and remain
within budget from period to period.
Share-Based Compensation. Share-based compensation, which is included in general
and administrative expenses in the Statements of Operations, decreased by $0.4
million primarily due to the forfeiture of certain employee stock-based options
and nonvested restricted shares due to certain voluntary employee terminations.
Share-based compensation is utilized for the purpose of conserving cash
resources for use in field development activities and operations.
Gain on Sale of Oil and Gas Properties. The Company sold rights to 230 net acres
and interests in three non-operated wells located in the D-J Basin for net cash
proceeds of $1.9 million and recognized a gain on sale of oil and gas properties
of $1.8 million during the year ended December 31, 2021. The Company had no
sales of oil and gas properties during the year ended December 31, 2022.
Interest Expense. The $0.01 million of interest expense in the prior period was
due to accrued interest related to the Company's PPP Loan, which was forgiven in
the prior period (see above for more information).
Interest Income and Other Expense. Includes interest earned from our
interest-bearing cash accounts, for which interest rates have increased in the
current period, compared to the prior period. Other income in the current period
is primarily related to an $80,000 vendor dispute settlement coupled with a
$24,000 non-refundable two-year rent payment made in September 2022, to the
Company for office space leased by SK Energy, which is 100% owned and controlled
by Dr. Simon Kukes, our Chief Executive Officer and director, offset by a
$15,000 royalty adjustment. The prior period other income consisted primarily of
$0.1 million in accounts payable settlements and other miscellaneous income
items.
Gain on forgiveness of PPP loan. Includes principal and accrued interest from
our PPP Loan that was fully forgiven during the prior period (see above for more
information).
Liquidity and Capital Resources
The primary sources of cash for the Company during the year ended December 31,
2022 were from $30.0 million in sales of crude oil and natural gas. The primary
uses of cash were funds used for drilling, completion, acquisition and operating
costs.
Impact of COVID-19
In December 2019, a novel strain of coronavirus, which causes the infectious
disease known as COVID-19, was reported in Wuhan, China. The World Health
Organization declared COVID-19 a "Public Health Emergency of International
Concern" on January 30, 2020, and a global pandemic on March 11, 2020. COVID-19
and the governmental responses thereto significantly reduced worldwide economic
activity during much of 2020. On January 30, 2023, the Biden Administration
announced it will end the public health emergency (and national emergency)
declarations on May 11, 2023. During 2021 and 2022, oil and gas prices increased
above pre-pandemic levels, and the effect of the pandemic on the Company's
operations in 2022 was minimal. The extent to which the COVID-19 outbreak will
continue to impact the Company's results will depend on future developments that
are highly uncertain and cannot be predicted, including virus mutations and
future governmental actions. Any future decrease in the price of oil, or the
demand for oil and gas, as a result of COVID-19, recessions, or otherwise, will
likely have a negative impact on our results of operations and cash flows.
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Ukraine Conflict
In late February 2022, Russia launched a significant military action against
Ukraine. The conflict has caused, and could intensify, volatility in natural
gas, oil and NGL prices, and the extent and duration of the military action,
sanctions and resulting market disruptions could be significant and could
potentially have a substantial negative impact on the global economy and/or our
business for an unknown period of time. We believe that the increase in crude
oil prices during the first half of 2022 was partially due to the impact of the
conflict between Russia and Ukraine on the global commodity and financial
markets, and in response to economic and trade sanctions that certain countries
have imposed on Russia.
Working Capital
At December 31, 2022, the Company's total current assets of $32.1 million
exceeded its total current liabilities of $17.0 million, resulting in a working
capital surplus of $15.1 million, while at December 31, 2021, the Company's
total current assets of $28.0 million exceeded its total current liabilities of
$5.2 million, resulting in a working capital surplus of $22.8 million. The $7.7
million decrease in our working capital surplus is primarily related to accrued
capital expenditures related to our participation in the drilling and completion
of six well in our D-J Basin Asset by a third-party operator (see " Item 8.
Financial Statements and Supplementary Data " - " Note 6 - Oil and Gas
Properties ") offset by increases in revenue as a result of our oil and gas
sales (described above).
Financing
The Company has an ongoing $3.6 million offering of securities in an "at the
market offering", pursuant to which the Company may sell securities from time to
time (the "ATM Offering"). On June 10, 2022, the Company sold 87,121 shares of
common stock at a sales price of $1.66 per share in the ATM Offering for net
proceeds of $141,000, which includes $4,000 in commission fees. The Company also
incurred $106,000 in initial and subsequent legal and audit fees for
registration and placement of the ATM Offering.
The ATM Offering was made pursuant to the terms of that certain November 17,
2021, Sales Agreement (the "Sales Agreement") with Roth Capital Partners, LLC
("Roth Capital", or the "Agent"). The Company will pay the sales agent a
commission of 3.0% of the gross sales price of any shares sold under the Sales
Agreement, less reimbursement of the first $40,000 of such gross proceeds. The
Company has also provided the Agent with customary indemnification rights and
has agreed to reimburse the sales agent for certain specified expenses up to
$25,000. The Company currently has $3.5 million remaining available in
securities which we may sell in the future via the Sales Agreement, subject to
availability under the Company's shelf-registration, which limits the maximum
amount of securities which can be sold in any 12 month period to 1/3 of the
Company's then public float.
Our net capital expenditures for 2023 are estimated at the time of this Annual
Report to range between $25 million to $35 million. This estimate includes
a range of $23 million to $33 million for drilling and completion costs on our
Permian Basin and D-J Basin Asset and approximately $2 million in estimated
capital expenditures for ESP purchases, rod pump conversions, recompletions,
well cleanouts, leasing, facilities, remediation and other miscellaneous capital
expenses. This estimate does not include anything for acquisitions or other
projects that may arise but are not currently anticipated. We periodically
review our capital expenditures and adjust our capital forecasts and allocations
based on liquidity, drilling results, leasehold acquisition opportunities,
partner non-consents, proposals from third party operators, and commodity
prices, while prioritizing our financial strength and liquidity (see "Part I" -
"Item 1A. Risk Factors").
We plan to continue to evaluate D-J Basin well proposals as received from third
party operators and participate in those we deem most economic and prospective.
If new proposals are received that meet our economic thresholds and require
material capital expenditures, we have flexibility to move capital from our
Permian Asset to our D-J Basin Asset, or vice versa, as our Permian Asset is
100% operated and held by production ("HBP"), allowing for flexibility of timing
on development. Our 2023 development program incorporates service costs that
have remained relatively flat, based on costs we have experienced since the end
of the third quarter of 2022. Our 2023 development program is based upon our
current outlook for the year and is subject to revision, if and as necessary, to
react to market conditions, product pricing, contractor availability, requisite
permitting, capital availability, partner non-consents, capital allocation
changes between assets, acquisitions, divestitures and other adjustments
determined by the Company in the best interest of its shareholders while
prioritizing our financial strength and liquidity.
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We expect that we will have sufficient cash available to meet our needs over the
next 12 months after the filing of this report and in the foreseeable future,
including to fund our 2023 development program, discussed above, which cash we
anticipate being available from (i) projected cash flow from our operations,
(ii) existing cash on hand, (iii) equity infusions or loans (which may be
convertible) made available from Dr. Simon Kukes, our Chief Executive Officer
and director, which funding Dr. Kukes under no obligation to provide, (iv)
public or private debt or equity financings, including up to $3.5 million in
securities which we may sell in the future in an on-going "at the market
offering", subject to availability under the Company's shelf-registration, which
limits the maximum amount of securities which can be sold in any 12 month period
to 1/3 of the Company's then public float, and (v) funding through credit or
loan facilities. In addition, we may seek additional funding through asset
sales, farm-out arrangements, and credit facilities to fund potential
acquisitions during the remainder of 2023.
Cash Flows (in thousands)
Year Ended December 31,
2022 2021
Cash flows provided by operating activities $ 15,981 $ 5,970
Cash flows used in investing activities
(12,266 ) (2,761 )
Cash flows provided by financing activities 35 14,694
Net increase in cash and restricted cash $ 3,750 $ 17,903
Cash provided by operating activities. Net cash provided by operating activities
increased by $10.0 million for the current year's period, when compared to the
prior year's period, primarily due to an increase in net income of $4.1 million,
coupled with a $3.8 million increase in depreciation, depletion and amortization
(due to increased sales production), and by a $0.1 million net decrease to our
other components of working capital in the current period. During the year ended
December 31, 2021, we also had a $1.8 million gain on the sale of oil and gas
properties and a $0.4 million gain from forgiveness of our PPP Loan.
Cash used in investing activities. Net cash used in investing activities
increased by $9.5 million for the current year's period, when compared to the
prior year's period, primarily due to increased capital spending relating to our
drilling and completion activities.
Cash provided by financing activities. In the prior period, the Company closed
an underwritten public offering of 5,968,500 shares of common stock at a public
offering price of $1.50 per share, which included the full exercise of the
underwriter's over-allotment option, for net proceeds (after deducting the
underwriters' discount equal to 6% of the public offering price and expenses
associated with the offering) of $8.2 million, net of offering costs. The
current period sales of our common stock via our ATM Offering are discussed
above.
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Non-GAAP Financial Measures
We have included EBITDA and Adjusted EBITDA in this Report as supplements to
GAAP measures of performance to provide investors with an additional financial
analytical framework which management uses, in addition to historical operating
results, as the basis for financial, operational and planning decisions and
present measurements that third parties have indicated are useful in assessing
the Company and its results of operations. "EBITDA" represents net income before
interest, taxes, depreciation and amortization. "Adjusted EBITDA" represents
EBITDA, less share-based compensation, gain on sale of oil and gas properties,
gain on forgiveness of the PPP Loan, and accounts payable settlements. Adjusted
EBITDA excludes certain items that we believe affect the comparability of
operating results and can exclude items that are generally non-recurring in
nature or whose timing and/or amount cannot be reasonably estimated. EBITDA and
Adjusted EBITDA are presented because we believe they provide additional useful
information to investors due to the various noncash items during the period.
EBITDA and Adjusted EBITDA are also frequently used by analysts, investors and
other interested parties to evaluate companies in our industry. EBITDA and
Adjusted EBITDA have limitations as analytical tools, and you should not
consider them in isolation, or as a substitute for analysis of our operating
results as reported under GAAP. Some of these limitations are: EBITDA and
Adjusted EBITDA do not reflect cash expenditures, future requirements for
capital expenditures, or contractual commitments; EBITDA and Adjusted EBITDA do
not reflect changes in, or cash requirements for, working capital needs; and
EBITDA and Adjusted EBITDA do not reflect the significant interest expense, or
the cash requirements necessary to service interest or principal payments, on
debt or cash income tax payments. For example, although depreciation and
amortization are noncash charges, the assets being depreciated and amortized
will often have to be replaced in the future, and EBITDA and Adjusted EBITDA do
not reflect any cash requirements for such replacements. Additionally, other
companies in our industry may calculate EBITDA and Adjusted EBITDA differently
than PEDEVCO Corp. does, limiting its usefulness as a comparative measure. You
should not consider EBITDA and Adjusted EBITDA in isolation, or as substitutes
for analysis of the Company's results as reported under GAAP. The Company's
presentation of these measures should not be construed as an inference that
future results will be unaffected by unusual or nonrecurring items. We
compensate for these limitations by providing a reconciliation of each of these
non-GAAP measures to the most comparable GAAP measure. We encourage investors
and others to review our business, results of operations, and financial
information in their entirety, not to rely on any single financial measure, and
to view these non-GAAP measures in conjunction with the most directly comparable
GAAP financial measure. The following table presents a reconciliation of the
GAAP financial measure of net income to the non-GAAP financial measure of
Adjusted EBITDA (in thousands):
Years Ended
December 31,
2022 2021
Net income (loss) $ 2,844 $ (1,299 )
Add (deduct)
Depreciation, depletion, amortization and accretion 11,153 7,380
Interest expense
- 1
EBITDA 13,997 6,082
Add (deduct)
Share-based compensation 2,097 2,452
Gain on sale of oil and gas properties - (1,805 )
Gain on forgiveness of PPP loan - (374 )
Accounts payable settlements - (104 )
Adjusted EBITDA $ 16,094 $ 6,251
Critical Accounting Policies and Estimates
Our discussion and analysis of our financial condition and results of operations
is based on our financial statements, which have been prepared in accordance
with accounting principles generally accepted in the United States. The
preparation of these financial statements requires us to make estimates and
judgments that affect the reported amounts of assets, liabilities, revenues and
expenses. We base our estimates on historical experience and on various other
assumptions that we believe to be reasonable under the circumstances, the
results of which form the basis for making judgments about the carrying values
of assets and liabilities that are not readily apparent from other sources.
Actual results may differ from these estimates under different assumptions or
conditions. We believe the following critical accounting policies affect our
most significant judgments and estimates used in preparation of our financial
statements.
Oil and Gas Properties, Successful Efforts Method. The successful efforts method
of accounting is used for oil and gas exploration and production activities.
Under this method, all costs for development wells, support equipment and
facilities, and proved mineral interests in oil and gas properties are
capitalized. Geological and geophysical costs are expensed when incurred. Costs
of exploratory wells are capitalized as exploration and evaluation assets
pending determination of whether the wells find proved oil and gas reserves.
Proved oil and gas reserves are the estimated quantities of crude oil and
natural gas which geological and engineering data demonstrate with reasonable
certainty to be recoverable in future years from known reservoirs under existing
economic and operating conditions, (i.e., prices and costs as of the date the
estimate is made). Prices include consideration of changes in existing prices
provided only by contractual arrangements, but not on escalations based upon
future conditions.
Exploratory wells in areas not requiring major capital expenditures are
evaluated for economic viability within one year of completion of drilling. The
related well costs are expensed as dry holes if it is determined that such
economic viability is not attained. Otherwise, the related well costs are
reclassified to oil and gas properties and subject to impairment review. For
exploratory wells that are found to have economically viable reserves in areas
where major capital expenditure will be required before production can commence,
the related well costs remain capitalized only if additional drilling is under
way or firmly planned. Otherwise, the related well costs are expensed as dry
holes.
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Exploration and evaluation expenditures incurred subsequent to the acquisition
of an exploration asset in a business combination are accounted for in
accordance with the policy outlined above.
Depreciation, depletion and amortization of capitalized oil and gas properties
is calculated on a field-by-field basis using the unit of production method.
Lease acquisition costs are amortized over the total estimated proved developed
and undeveloped reserves and all other capitalized costs are amortized over
proved developed reserves. Costs specific to developmental wells for which
drilling is in progress or uncompleted are capitalized as wells in progress and
not subject to amortization until completion and production commences, at which
time amortization on the basis of production will begin.
Revenue Recognition. The Company's revenue is comprised entirely of revenue from
exploration and production activities. The Company's oil is sold primarily to
marketers, gatherers, and refiners. Natural gas is sold primarily to interstate
and intrastate natural-gas pipelines, direct end-users, industrial users, local
distribution companies, and natural-gas marketers. NGLs are sold primarily to
direct end-users, refiners, and marketers. Payment is generally received from
the customer in the month following delivery.
Contracts with customers have varying terms, including month-to-month contracts,
and contracts with a finite term. The Company recognizes sales revenues for oil,
natural gas, and NGLs based on the amount of each product sold to a customer
when control transfers to the customer. Generally, control transfers at the time
of delivery to the customer at a pipeline interconnect, the tailgate of a
processing facility, or as a tanker lifting is completed. Revenue is measured
based on the contract price, which may be index-based or fixed, and may include
adjustments for market differentials and downstream costs incurred by the
customer, including gathering, transportation, and fuel costs.
Revenues are recognized for the sale of the Company's net share of production
volumes. Sales on behalf of other working interest owners and royalty interest
owners are not recognized as revenues.
Stock-Based Compensation. Pursuant to the provisions of Financial Accounting
Standards Board ("FASB") Accounting Standards Codification ("ASC") 718,
Compensation - Stock Compensation, which establishes accounting for equity
instruments exchanged for employee service, we utilize the Black-Scholes option
pricing model to estimate the fair value of employee stock option awards at the
date of grant, which requires the input of highly subjective assumptions,
including expected volatility and expected life. Changes in these inputs and
assumptions can materially affect the measure of estimated fair value of our
share-based compensation. These assumptions are subjective and generally require
significant analysis and judgment to develop. When estimating fair value, some
of the assumptions will be based on, or determined from, external data and other
assumptions may be derived from our historical experience with stock-based
payment arrangements. The appropriate weight to place on historical experience
is a matter of judgment, based on relevant facts and circumstances. We estimate
volatility by considering historical stock volatility. We have opted to use the
simplified method for estimating expected term, which is equal to the midpoint
between the vesting period and the contractual term.
Recently Adopted Accounting Pronouncements. The Company does not expect the
adoption of any other recently issued accounting pronouncements to have a
significant impact on its financial position, results of operations, or cash
flows.
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