Unaudited Pro Forma Condensed Combined Financial Information
Exhibit 99.2
Unaudited Pro Forma Condensed Combined Financial Information
On December 21, 2021, Continental Resources, Inc. (“Continental” or the “Company”) closed the previously announced purchase and sale agreement dated November 1, 2021 (the “Purchase Agreement”) with certain subsidiaries of Pioneer Natural Resources Company (“Pioneer” or the “Seller”), in which the Company purchased: (a) 100% of the issued and outstanding limited liability company interests of Jagged Peak Energy LLC, which in turn owns 100% of the issued and outstanding limited liability company interests of Parsley SoDe Water LLC; and (b) certain oil and gas assets and properties in the Permian Basin of Texas (collectively, the “Pioneer Acquisition”).
The purchase price paid to the Seller was approximately $3.06 billion in cash, representing a $3.25 billion purchase price less customary closing adjustments made pursuant to the Purchase Agreement. The Company funded the purchase price through a combination of cash on hand, borrowings on its credit facility totaling $500 million, and the issuance of senior notes totaling $1.6 billion. The increase in credit facility borrowings and proceeds received from the issuance of senior notes are collectively referred to as the “related financing”.
The Unaudited Pro Forma Condensed Combined Statements of Operations for the nine months ended September 30, 2021 and the year ended December 31, 2020 presented below have been prepared based on Continental’s historical Consolidated Statements of Operations for such periods and the historical Statements of Revenues and Direct Operating Expenses of properties acquired in the Pioneer Acquisition, and were prepared as if the Pioneer Acquisition and related financing had occurred on January 1, 2020. Certain historical amounts of Pioneer have been reclassified to conform to Continental’s financial statement presentation. The Unaudited Pro Forma Condensed Combined Balance Sheet at September 30, 2021 presented below was prepared based on Continental’s historical Consolidated Balance Sheet at September 30, 2021 and was prepared as if the Pioneer Acquisition and related financing had occurred on September 30, 2021.
The unaudited pro forma condensed combined financial information is provided for illustrative purposes only and does not purport to represent what the actual consolidated results of operations or the consolidated financial position of the Company would have been had the Pioneer Acquisition and related financing occurred on the dates noted above, nor are they necessarily indicative of future consolidated results of operations or consolidated financial position. Future results may vary significantly from the results reflected because of various factors. In Continental’s opinion, all adjustments that are necessary to present fairly the unaudited pro forma condensed combined financial information have been made.
The unaudited pro forma condensed combined financial information does not reflect the benefits of potential cost savings or the costs that may be necessary to achieve such savings, opportunities to increase revenue generation or other factors that may result from the Pioneer Acquisition and, accordingly, does not attempt to predict or suggest future results.
The unaudited pro forma condensed combined financial information should be read in conjunction with:
• | the audited consolidated financial statements and accompanying notes of Continental contained in Continental’s Annual Reports on Form 10-K for the years ended December 31, 2021 and 2020; |
• | the unaudited consolidated financial statements and accompanying notes of Continental contained in Continental’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2021; and |
• | the historical statements of revenues and direct operating expenses and related notes thereto for the properties acquired in the Permian Acquisition, which are included elsewhere in this filing. |
1
Continental Resources, Inc. and Subsidiaries
Unaudited Pro Forma Condensed Combined Balance Sheet
As of September 30, 2021
Historical | ||||||||||||||||
In thousands | Continental As Reported |
Pioneer Acquisition and Related Financing |
Pro Forma Combined |
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Assets |
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Current assets: |
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Cash and Receivables, net |
$ | 1,841,482 | $ | (972,996 | ) | (a | ) | $ | 871,475 | |||||||
2,989 | (b | ) | ||||||||||||||
Derivative assets |
314 | — | 314 | |||||||||||||
Inventories |
119,285 | — | 119,285 | |||||||||||||
Prepaid expenses and other |
17,561 | — | 17,561 | |||||||||||||
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Total current assets |
1,978,642 | (970,007 | ) | 1,008,635 | ||||||||||||
Net property and equipment, based on successful efforts method of accounting |
13,475,204 | 3,095,229 | (b | ) | 16,570,433 | |||||||||||
Operating lease right-of-use assets |
19,368 | 2,363 | (b | ) | 21,731 | |||||||||||
Derivative assets, noncurrent |
1,773 | — | 1,773 | |||||||||||||
Other noncurrent assets |
31,176 | — | 31,176 | |||||||||||||
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Total assets |
$ | 15,506,163 | $ | 2,127,585 | $ | 17,633,748 | ||||||||||
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Liabilities and equity |
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Current liabilities: |
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Accounts payable trade |
$ | 527,268 | $ | — | $ | 527,268 | ||||||||||
Revenues and royalties payable |
510,986 | 13,932 | (b | ) | 524,918 | |||||||||||
Accrued liabilities and other |
230,488 | 7,514 | (b | ) | 251,922 | |||||||||||
13,920 | (d | ) | ||||||||||||||
Derivative liabilities |
131,616 | — | 131,616 | |||||||||||||
Current portion of operating lease liabilities |
1,895 | — | 1,895 | |||||||||||||
Current portion of long-term debt |
2,306 | — | 2,306 | |||||||||||||
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Total current liabilities |
1,404,559 | 35,366 | 1,439,925 | |||||||||||||
Long-term debt, net of current portion |
4,741,729 | 2,087,776 | (c | ) | 6,829,505 | |||||||||||
Other noncurrent liabilities: |
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Deferred income tax liabilities, net |
1,911,270 | — | 1,911,270 | |||||||||||||
Asset retirement obligations, net of current portion |
192,788 | 16,000 | (b | ) | 208,788 | |||||||||||
Derivative liabilities, noncurrent |
2,172 | — | 2,172 | |||||||||||||
Operating lease liabilities, net of current portion |
17,326 | 2,363 | (b | ) | 19,689 | |||||||||||
Other noncurrent liabilities |
15,253 | — | 15,253 | |||||||||||||
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Total other noncurrent liabilities |
2,138,809 | 18,363 | 2,157,172 | |||||||||||||
Equity: |
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Preferred stock |
— | — | — | |||||||||||||
Common stock |
3,656 | — | 3,656 | |||||||||||||
Additional paid-in capital |
1,174,755 | — | 1,174,755 | |||||||||||||
Retained earnings |
5,670,478 | (13,920 | ) | (d | ) | 5,656,558 | ||||||||||
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Total shareholders’ equity attributable to Continental Resources |
6,848,889 | (13,920 | ) | 6,834,969 | ||||||||||||
Noncontrolling interests |
372,177 | — | 372,177 | |||||||||||||
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Total equity |
7,221,066 | (13,920 | ) | 7,207,146 | ||||||||||||
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Total liabilities and equity |
$ | 15,506,163 | $ | 2,127,585 | $ | 17,633,748 | ||||||||||
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See accompanying notes to unaudited pro forma condensed combined financial information
2
Continental Resources, Inc. and Subsidiaries
Unaudited Pro Forma Condensed Combined Statement of Operations
For the Nine Months Ended September 30, 2021
Historical | Conforming and | |||||||||||||||||||
Continental | Pioneer | Acquisition | Pro Forma | |||||||||||||||||
In thousands, except per share data | As Reported | Acquisition (a) | Adjustments | Combined | ||||||||||||||||
Revenues: |
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Crude oil and natural gas sales |
$ | 3,986,628 | $ | 692,305 | $ | — | $ | 4,678,933 | ||||||||||||
Loss on derivative instruments, net |
(232,795 | ) | — | — | (232,795 | ) | ||||||||||||||
Crude oil and natural gas service operations |
38,519 | — | — | 38,519 | ||||||||||||||||
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Total revenues |
3,792,352 | 692,305 | — | 4,484,657 | ||||||||||||||||
Operating costs and expenses: |
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Production expenses |
292,791 | 74,718 | (6,697 | ) | (b | ) | 360,812 | |||||||||||||
Production taxes |
280,667 | 41,694 | — | 322,361 | ||||||||||||||||
Transportation expenses |
156,670 | — | 6,697 | (b | ) | 163,367 | ||||||||||||||
Exploration expenses |
9,470 | — | — | 9,470 | ||||||||||||||||
Crude oil and natural gas service operations |
15,037 | — | — | 15,037 | ||||||||||||||||
Depreciation, depletion, amortization and accretion |
1,446,823 | — | 142,661 | (c | ) | 1,589,484 | ||||||||||||||
Property impairments |
30,991 | — | — | 30,991 | ||||||||||||||||
General and administrative expenses |
166,822 | — | — | 166,822 | ||||||||||||||||
Net gain on sale of assets and other |
(3,496 | ) | — | — | (3,496 | ) | ||||||||||||||
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Total operating costs and expenses |
2,395,775 | 116,412 | 142,661 | 2,654,848 | ||||||||||||||||
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Income (loss) from operations |
1,396,577 | 575,893 | (142,661 | ) | 1,829,809 | |||||||||||||||
Other income (expense): |
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Interest expense |
(185,796 | ) | — | (38,617 | ) | (d | ) | (224,413 | ) | |||||||||||
Gain (loss) on extinguishment of debt |
(290 | ) | — | — | (290 | ) | ||||||||||||||
Other |
895 | — | — | 895 | ||||||||||||||||
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(185,191 | ) | — | (38,617 | ) | (223,808 | ) | ||||||||||||||
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Income (loss) before income taxes |
1,211,386 | 575,893 | (181,278 | ) | 1,606,001 | |||||||||||||||
Provision for income taxes |
(291,116 | ) | — | (96,681 | ) | (e | ) | (387,797 | ) | |||||||||||
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Net income (loss) |
920,270 | 575,893 | (277,959 | ) | 1,218,204 | |||||||||||||||
Net income attributable to noncontrolling interests |
1,975 | — | — | 1,975 | ||||||||||||||||
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Net income (loss) attributable to Continental Resources |
$ | 918,295 | $ | 575,893 | $ | (277,959 | ) | $ | 1,216,229 | |||||||||||
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Net income per share attributable to Continental Resources: |
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Basic |
$ | 2.54 | $ | 3.37 | ||||||||||||||||
Diluted |
$ | 2.52 | $ | 3.34 | ||||||||||||||||
Weighted Average Common Shares Outstanding: |
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Basic |
360,899 | 360,899 | ||||||||||||||||||
Diluted |
364,479 | 364,479 |
See accompanying notes to unaudited pro forma condensed combined financial information
3
Continental Resources, Inc. and Subsidiaries
Unaudited Pro Forma Condensed Combined Statement of Operations
For the Year Ended December 31, 2020
Historical | Conforming and | |||||||||||||||||||
Continental | Pioneer | Acquisition | Pro Forma | |||||||||||||||||
In thousands, except per share data | As Reported | Acquisition (a) | Adjustments | Combined | ||||||||||||||||
Revenues: |
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Crude oil and natural gas sales |
$ | 2,555,434 | $ | 587,401 | $ | — | $ | 3,142,835 | ||||||||||||
Loss on derivative instruments, net |
(14,658 | ) | — | — | (14,658 | ) | ||||||||||||||
Crude oil and natural gas service operations |
45,694 | — | — | 45,694 | ||||||||||||||||
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Total revenues |
2,586,470 | 587,401 | — | 3,173,871 | ||||||||||||||||
Operating costs and expenses: |
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Production expenses |
359,267 | 105,455 | (4,045 | ) | (b | ) | 460,677 | |||||||||||||
Production taxes |
192,718 | 44,045 | — | 236,763 | ||||||||||||||||
Transportation expenses |
196,692 | — | 4,045 | (b | ) | 200,737 | ||||||||||||||
Exploration expenses |
17,732 | — | — | 17,732 | ||||||||||||||||
Crude oil and natural gas service operations |
18,294 | — | — | 18,294 | ||||||||||||||||
Depreciation, depletion, amortization and accretion |
1,880,959 | — | 226,221 | (c | ) | 2,107,180 | ||||||||||||||
Property impairments |
277,941 | — | — | 277,941 | ||||||||||||||||
Acquisition costs |
— | — | 13,920 | (f | ) | 13,920 | ||||||||||||||
General and administrative expenses |
196,572 | — | — | 196,572 | ||||||||||||||||
Net loss on sale of assets and other |
187 | — | — | 187 | ||||||||||||||||
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Total operating costs and expenses |
3,140,362 | 149,500 | 240,141 | 3,530,003 | ||||||||||||||||
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Income (loss) from operations |
(553,892 | ) | 437,901 | (240,141 | ) | (356,132 | ) | |||||||||||||
Other income (expense): |
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Interest expense |
(258,240 | ) | — | (51,483 | ) | (d | ) | (309,723 | ) | |||||||||||
Gain (loss) on extinguishment of debt |
35,719 | — | — | 35,719 | ||||||||||||||||
Other |
1,662 | — | — | 1,662 | ||||||||||||||||
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(220,859 | ) | — | (51,483 | ) | (272,342 | ) | ||||||||||||||
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Income (loss) before income taxes |
(774,751 | ) | 437,901 | (291,624 | ) | (628,474 | ) | |||||||||||||
(Provision) benefit for income taxes |
169,190 | — | (35,838 | ) | (e | ) | 133,352 | |||||||||||||
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Net income (loss) |
(605,561 | ) | 437,901 | (327,462 | ) | (495,122 | ) | |||||||||||||
Net income (loss) attributable to noncontrolling interests |
(8,692 | ) | — | — | (8,692 | ) | ||||||||||||||
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Net income (loss) attributable to Continental Resources |
$ | (596,869 | ) | $ | 437,901 | $ | (327,462 | ) | $ | (486,430 | ) | |||||||||
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Net loss per share attributable to Continental Resources: |
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Basic |
$ | (1.65 | ) | $ | (1.35 | ) | ||||||||||||||
Diluted |
$ | (1.65 | ) | $ | (1.35 | ) | ||||||||||||||
Weighted Average Common Shares Outstanding: |
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Basic |
361,538 | 361,538 | ||||||||||||||||||
Diluted |
361,538 | 361,538 |
See accompanying notes to unaudited pro forma condensed combined financial information
4
Continental Resources, Inc. and Subsidiaries
Notes to Unaudited Pro Forma Condensed Combined Financial Information
Note 1. Basis of Presentation
The accompanying pro forma condensed combined financial information was prepared based on the historical consolidated financial statements of Continental and the historical statements of revenues and direct operating expenses of the properties acquired in the Pioneer Acquisition. The Pioneer Acquisition was accounted for using the acquisition method under ASC Topic 805, Business Combinations, which requires all assets acquired and liabilities assumed to be recorded at fair value at the acquisition date. The Unaudited Pro Forma Condensed Combined Statements of Operations for the nine months ended September 30, 2021 and the year ended December 31, 2020 were prepared assuming the Pioneer Acquisition and related financing occurred on January 1, 2020. The Unaudited Pro Forma Condensed Combined Balance Sheet at September 30, 2021 was prepared as if the Pioneer Acquisition and related financing had occurred on September 30, 2021.
The unaudited pro forma condensed combined financial information is provided for illustrative purposes only and does not purport to represent what the actual consolidated results of operations or the consolidated financial position of the Company would have been had the Pioneer Acquisition and related financing occurred on the dates noted above, nor are they necessarily indicative of future consolidated results of operations or consolidated financial position. In Continental’s opinion, all adjustments that are necessary to present fairly the unaudited pro forma condensed combined financial information have been made. The unaudited pro forma condensed combined financial information has been compiled in a manner consistent with the accounting policies adopted by the Company. Actual results may differ materially from the assumptions and estimates contained herein.
Note 2. Pro Forma Adjustments
The pro forma adjustments are based on currently available information and certain estimates and assumptions that Continental believes provide a reasonable basis for presenting the significant effects of the Pioneer Acquisition and related financing. General descriptions of the pro forma adjustments are provided below.
Unaudited Pro Forma Condensed Combined Balance Sheet
The following adjustments have been made to the accompanying Unaudited Pro Forma Condensed Combined Balance Sheet as of September 30, 2021 to reflect the allocation of the fair value of the assets acquired and liabilities assumed for the Pioneer Acquisition and the related financing:
(a) Represents a decrease in cash of $3.06 billion for the final purchase price of the Pioneer Acquisition, partially offset by $1.59 billion of net proceeds from the issuance of senior notes and $500 million of credit facility borrowings incurred to fund a portion of the acquisition.
(b) Represents the allocation of the fair value of the assets acquired and liabilities assumed as follows:
(In thousands) | ||||
Assets acquired |
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Receivables |
$ | 2,989 | ||
Net property and equipment |
3,095,229 | |||
Operating lease right-of-use assets |
2,363 | |||
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Total assets acquired |
$ | 3,100,581 | ||
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Liabilities assumed |
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Revenues and royalties payable |
$ | 13,932 | ||
Accrued liabilities and other |
7,514 | |||
Asset retirement obligations |
16,000 | |||
Operating lease liabilities |
2,363 | |||
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Total liabilities assumed |
$ | 39,809 | ||
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Net assets acquired |
$ | 3,060,772 | ||
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5
Continental Resources, Inc. and Subsidiaries
Notes to Unaudited Pro Forma Condensed Combined Financial Information
Provisional fair value measurements have been made by the Company for acquired assets and liabilities, and adjustments to those measurements may be made in subsequent periods (up to one year from the acquisition date) as additional information necessary to complete the fair value analysis is obtained. The fair values of proved and unproved properties acquired were measured using discounted cash flow valuation techniques based on inputs that are not observable in the market and, as such, are considered Level 3 fair value measurements. Significant unobservable inputs included future commodity prices adjusted for differentials, projections of estimated quantities of recoverable reserves, forecasted production based on decline curve analysis, estimated timing and amount of future operating and development costs, and a weighted average cost of capital.
For income tax purposes, the Pioneer Acquisition will be treated as an asset purchase such that the tax basis in the assets and liabilities will generally reflect the allocated fair value at closing. Therefore, the Company does not anticipate a material tax consequence for deferred income taxes related to the Pioneer Acquisition.
(c) Represents $500 million of credit facility borrowings incurred and $1.6 billion of new senior notes issued to fund a portion of the Pioneer Acquisition, net of $11.6 million in initial purchasers’ fees and $0.6 million in original issue discount.
(d) Represents legal and advisory fees incurred in conjunction with the Pioneer Acquisition during the fourth quarter of 2021. These costs are reflected in the Unaudited Pro Forma Condensed Combined Balance Sheet as an increase to accrued liabilities and other with a corresponding impact to retained earnings.
Unaudited Pro Forma Condensed Combined Statements of Operations
The Unaudited Pro Forma Condensed Combined Statements of Operations for the nine months ended September 30, 2021 and the year ended December 31, 2020 reflect the following adjustments:
(a) Represents historical revenues and direct operating expenses of the crude oil and natural gas properties acquired in the Pioneer Acquisition.
(b) Represents the reclassification of transportation expenses from Production Expenses to Transportation Expenses to conform historical Pioneer direct operating expenses to Continental’s presentation method.
(c) Represents incremental depreciation, depletion, and amortization expense resulting from the change in basis of property and equipment acquired and increased accretion expense from new asset retirement obligations recognized as a result of the Pioneer Acquisition. The DD&A adjustment was calculated primarily using the unit-of-production method under the successful efforts method of accounting using estimated proved reserves and production volumes attributable to the acquired assets.
(d) Represents the following adjustments to interest expense resulting from interest and related amortization of initial debt discount and issuance costs.
In thousands | Nine Months Ended September 30, 2021 |
Year Ended December 31, 2020 |
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Interest expense on new 2.268% senior notes due 2026 |
$ | 13,608 | $ | 18,144 | ||||
2.268% senior notes issuance cost amortization |
1,103 | 1,439 | ||||||
Interest expense on new 2.875% senior notes due 2032 |
17,250 | 23,000 | ||||||
2.875% senior notes discount amortization |
511 | 664 | ||||||
2.875% senior notes issuance cost amortization |
40 | 52 | ||||||
Interest expense on credit facility borrowings |
6,105 | 8,184 | ||||||
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Total acquisition adjustments to interest expense |
$ | 38,617 | $ | 51,483 | ||||
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6
Continental Resources, Inc. and Subsidiaries
Notes to Unaudited Pro Forma Condensed Combined Financial Information
The interest expense for the credit facility reflects a rate of 1.61% as of year-end 2021. Actual interest expense may be higher or lower depending on fluctuations in interest rates and other market conditions. A one-eighth percent increase or decrease in the interest rate would result in a change in interest expense of approximately $0.5 million for the nine months ended September 30, 2021 and approximately $0.6 million for the year ended December 31, 2020.
(e) Represents the application of Continental’s statutory tax rate of 24.5% to the pre-tax amount of Pioneer Acquisition and pro-forma adjustments.
(f) Represents legal and advisory fees incurred in conjunction with the Pioneer Acquisition. Such fees were incurred in the fourth quarter of 2021 and have been reflected in the pro-forma adjustments as if they had been incurred on January 1, 2020.
Note 3. Supplemental Crude Oil and Natural Gas Information
Estimated Quantities of Proved Crude Oil and Natural Gas Reserves
The following tables present information regarding net proved crude oil and natural gas reserves attributable to Continental’s interests in proved properties as of December 31, 2020. In addition, the following tables also set forth information as of December 31, 2020 about the estimated net proved crude oil and natural gas reserves attributable to the Pioneer Acquisition, and the pro forma combined net proved crude oil and natural gas reserves as if the Pioneer Acquisition had occurred on January 1, 2020. The proved reserve estimates attributable to the Pioneer Acquisition at December 31, 2020 presented in the table below were prepared based upon information provided by the Seller. The following pro forma combined proved reserve information is not necessarily indicative of the results that might have occurred had the Pioneer Acquisition taken place on January 1, 2020, nor is it intended to be a projection of future results. The accuracy of any reserve estimate is a function of the quality of available data and of engineering and geological interpretation and judgment. Periodic revisions or removals of estimated reserves and future cash flows may be necessary as a result of a number of factors, including reservoir performance, new drilling, crude oil and natural gas prices, changes in costs, technological advances, new geological or geophysical data, changes in business strategies, or other economic factors. Accordingly, proved reserve estimates may differ significantly from the quantities of crude oil and natural gas ultimately recovered.
Crude Oil (MBbls) | ||||||||||||
Estimates of Proved Reserves |
As Reported | Pioneer Acquisition | Pro Forma Combined |
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Proved reserves as of January 1, 2020 |
760,187 | 61,646 | 821,833 | |||||||||
Revisions of previous estimates |
(249,845 | ) | (22,465 | ) | (272,310 | ) | ||||||
Extensions, discoveries and other additions |
42,106 | 14,446 | 56,552 | |||||||||
Production |
(58,745 | ) | (15,561 | ) | (74,306 | ) | ||||||
Sales of minerals in place |
— | (2,810 | ) | (2,810 | ) | |||||||
Purchases of minerals in place |
3,272 | 78,567 | 81,839 | |||||||||
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Proved reserves as of December 31, 2020 |
496,975 | 113,823 | 610,798 | |||||||||
Proved Developed Reserves |
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January 1, 2020 |
336,405 | 44,038 | 380,443 | |||||||||
December 31, 2020 |
281,906 | 104,486 | 386,392 | |||||||||
Proved Undeveloped Reserves |
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January 1, 2020 |
423,782 | 17,608 | 441,390 | |||||||||
December 31, 2020 |
215,069 | 9,337 | 224,406 |
7
Continental Resources, Inc. and Subsidiaries
Notes to Unaudited Pro Forma Condensed Combined Financial Information
Natural Gas (MMcf) | ||||||||||||
Estimates of Proved Reserves |
As Reported | Pioneer Acquisition |
Pro Forma Combined |
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Proved reserves as of January 1, 2020 |
5,154,471 | 74,071 | 5,228,542 | |||||||||
Revisions of previous estimates |
(1,530,174 | ) | (18,737 | ) | (1,548,911 | ) | ||||||
Extensions, discoveries and other additions |
295,686 | 14,389 | 310,075 | |||||||||
Production |
(306,528 | ) | (14,581 | ) | (321,109 | ) | ||||||
Sales of minerals in place |
— | (2,297 | ) | (2,297 | ) | |||||||
Purchases of minerals in place |
27,269 | 72,663 | 99,932 | |||||||||
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|
|
|||||||
Proved reserves as of December 31, 2020 |
3,640,724 | 125,508 | 3,766,232 | |||||||||
Proved Developed Reserves |
||||||||||||
January 1, 2020 |
2,226,117 | 48,763 | 2,274,880 | |||||||||
December 31, 2020 |
2,073,011 | 117,079 | 2,190,090 | |||||||||
Proved Undeveloped Reserves |
||||||||||||
January 1, 2020 |
2,928,354 | 25,308 | 2,953,662 | |||||||||
December 31, 2020 |
1,567,713 | 8,429 | 1,576,142 | |||||||||
Natural Gas Liquids (MBbls) | ||||||||||||
Estimates of Proved Reserves |
As Reported (a) | Pioneer Acquisition |
Pro Forma Combined |
|||||||||
Proved reserves as of January 1, 2020 |
— | 15,091 | 15,091 | |||||||||
Revisions of previous estimates |
— | (1,775 | ) | (1,775 | ) | |||||||
Extensions, discoveries and other additions |
— | 3,451 | 3,451 | |||||||||
Production |
— | (3,431 | ) | (3,431 | ) | |||||||
Sales of minerals in place |
— | (381 | ) | (381 | ) | |||||||
Purchases of minerals in place |
— | 14,825 | 14,825 | |||||||||
|
|
|
|
|
|
|||||||
Proved reserves as of December 31, 2020 |
— | 27,780 | 27,780 | |||||||||
Proved Developed Reserves |
||||||||||||
January 1, 2020 |
— | 10,009 | 10,009 | |||||||||
December 31, 2020 |
— | 25,940 | 25,940 | |||||||||
Proved Undeveloped Reserves |
||||||||||||
January 1, 2020 |
— | 5,082 | 5,082 | |||||||||
December 31, 2020 |
— | 1,840 | 1,840 |
(a) | Continental has not historically reported proved reserves for natural gas liquids. |
8
Continental Resources, Inc. and Subsidiaries
Notes to Unaudited Pro Forma Condensed Combined Financial Information
Total Equivalent Reserves (MBoe) | ||||||||||||
Estimates of Proved Reserves |
As Reported | Pioneer Acquisition |
Pro Forma Combined |
|||||||||
Proved reserves as of January 1, 2020 |
1,619,265 | 89,081 | 1,708,346 | |||||||||
Revisions of previous estimates |
(504,874 | ) | (27,362 | ) | (532,236 | ) | ||||||
Extensions, discoveries and other additions |
91,387 | 20,295 | 111,682 | |||||||||
Production |
(109,833 | ) | (21,422 | ) | (131,255 | ) | ||||||
Sales of minerals in place |
— | (3,574 | ) | (3,574 | ) | |||||||
Purchases of minerals in place |
7,817 | 105,503 | 113,320 | |||||||||
|
|
|
|
|
|
|||||||
Proved reserves as of December 31, 2020 |
1,103,762 | 162,521 | 1,266,283 | |||||||||
Proved Developed Reserves |
||||||||||||
January 1, 2020 |
707,424 | 62,173 | 769,597 | |||||||||
December 31, 2020 |
627,407 | 149,940 | 777,347 | |||||||||
Proved Undeveloped Reserves |
||||||||||||
January 1, 2020 |
911,841 | 26,908 | 938,749 | |||||||||
December 31, 2020 |
476,355 | 12,581 | 488,936 |
The following table presents the Standardized Measure of Discounted Future Net Cash Flows relating to the proved crude oil and natural gas reserves of Continental and of the properties acquired in the Pioneer Acquisition on a pro forma combined basis as of December 31, 2020. The Pro Forma Combined Standardized Measure shown below represents estimates only and should not be construed as the market value of either Continental’s crude oil and natural gas reserves or the acquired crude oil and natural gas reserves attributable to the Pioneer Acquisition.
As of December 31, 2020 | ||||||||||||
In millions |
As Reported | Pioneer Acquisition |
Pro Forma Combined |
|||||||||
Future cash inflows |
$ | 21,335 | $ | 4,363 | $ | 25,698 | ||||||
Future production costs |
(7,751 | ) | (1,400 | ) | (9,151 | ) | ||||||
Future development and abandonment costs |
(3,951 | ) | (161 | ) | (4,112 | ) | ||||||
Future income taxes |
(725 | ) | (48 | ) | (773 | ) | ||||||
|
|
|
|
|
|
|||||||
Future net cash flows |
8,908 | 2,754 | 11,662 | |||||||||
10% annual discount for estimated timing of cash flows |
(4,254 | ) | (1,465 | ) | (5,719 | ) | ||||||
|
|
|
|
|
|
|||||||
Standardized measure of discounted future net cash flows |
$ | 4,654 | $ | 1,289 | $ | 5,943 |
9
Continental Resources, Inc. and Subsidiaries
Notes to Unaudited Pro Forma Condensed Combined Financial Information
The following table sets forth the changes in the Standardized Measure of discounted future net cash flows attributable to estimated net proved crude oil and natural gas reserves of Continental and of the Pioneer Acquisition on a pro forma combined basis for the year ending December 31, 2020:
Year Ended December 31, 2020 | ||||||||||||
In millions | As Reported | Pioneer Acquisition |
Pro Forma Combined |
|||||||||
Standardized measure of discounted future net cash flows at January 1 |
$ | 10,462 | $ | 1,014 | $ | 11,476 | ||||||
Extensions, discoveries and improved recoveries, less related costs |
188 | 196 | 384 | |||||||||
Revisions of previous quantity estimates |
(2,952 | ) | (55 | ) | (3,007 | ) | ||||||
Changes in estimated future development and abandonment costs |
4,760 | — | 4,760 | |||||||||
Purchases (sales) of minerals in place, net |
54 | 1,376 | 1,430 | |||||||||
Net change in prices and production costs |
(6,912 | ) | (1,072 | ) | (7,984 | ) | ||||||
Accretion of discount |
1,184 | 116 | 1,300 | |||||||||
Sales of crude oil and natural gas produced, net of production costs |
(1,807 | ) | (425 | ) | (2,232 | ) | ||||||
Development costs incurred during the period |
863 | 9 | 872 | |||||||||
Change in timing of estimated future production and other |
(2,325 | ) | 17 | (2,308 | ) | |||||||
Change in income taxes |
1,139 | 113 | 1,252 | |||||||||
|
|
|
|
|
|
|||||||
Net change |
(5,808 | ) | 275 | (5,533 | ) | |||||||
|
|
|
|
|
|
|||||||
Standardized measure of discounted future net cash flows at December 31 |
$ | 4,654 | $ | 1,289 | $ | 5,943 | ||||||
|
|
|
|
|
|
10