Business Wire | Page 899

: Business Wire; Posted On Feb 23, 2023

LSB Industries, Inc. Reports Record Operating Results for the 2022 Fourth Quarter and Full Year

OKLAHOMA CITY--(BUSINESS WIRE)--LSB Industries, Inc. (NYSE: LXU) (“LSB” or the “Company”) today announced results for the fourth quarter ended December 31, 2022.

Fourth Quarter 2022 Highlights

Net sales of $234 million compared to $190 million in the fourth quarter of 2021
Adjusted EBITDA⁽¹⁾ of $105 million compared to $90 million in the fourth quarter of 2021
Adjusted EPS⁽¹⁾ of $0.90 compared to $0.72 in the fourth quarter of 2021
Cash Flow from Operations of $86 million and Capital Expenditures of $13 million
Repurchased approximately 5.6 million shares during the fourth quarter

Full Year 2022 Highlights

Net sales of $902 million compared to $556 million in the full year 2021
Adjusted EBITDA⁽¹⁾ of $415 million compared to $191 million in the full year 2021
Adjusted EPS⁽¹⁾ of $3.09 compared to $0.85 in the full year 2021
Cash Flow from Operations of $346 million and Capital Expenditures of $46 million
Total liquidity of approximately $460 million as of December 31, 2022
Successfully completed major turnarounds at two facilities
Completed $175 million stock repurchase program of approximately 13.2 million shares during the full year 2022 at an average price of approximately $13 per share leaving shares outstanding as of December 31, 2022 of 76.3 million

“Our fourth quarter capped off the most profitable year in our company's history," stated Mark Behrman, LSB’s President and CEO. “Our strategic commercial initiatives, optimizing our sales mix to maximize margins, combined with favorable positioning across our end markets, enabled us to capitalize on the robust pricing environment as evidenced by our selling prices in the fourth quarter. As a result, we delivered strong top and bottom-line growth for the quarter and full year. Additionally, we generated significant cash flow and further enhanced our liquidity and net leverage position, providing greater financial flexibility to pursue our multi-year growth plan.”

“LSB's transformation continued in 2022. In addition to $175 million in accretive share repurchases, we executed two secondary offerings for our largest shareholder, which allowed us to broaden our shareholder base, create more liquidity in our common stock and increase our profile with the investment community. We continued to invest significantly in our manufacturing assets, completing major turnarounds at both our El Dorado and Pryor facilities and have already seen the benefits from those investments. Lastly, with respect to our sustainability efforts, we launched our clean energy strategy, announcing a low carbon 'blue' ammonia project at our El Dorado facility and a zero carbon 'green' ammonia project at our Pryor facility."

Mr. Behrman continued, "We are excited about our opportunities in the coming year. While moderating from 2022 peak levels, selling prices for our products remain above historical averages and we expect to see an increase in corn and wheat acres planted this spring. As such, we expect another year of strong profitability and cash flow. We expect to make additional investments in our facilities as we progress towards our zero-safety incident and 95% on-stream rate goals and will continue to review using our cash to either reduce our debt or to repurchase additional stock. We also expect to formalize and announce plans to commence debottlenecking projects at one or more of our facilities, increasing our production capacity and enhancing margins in the coming years. Finally, we anticipate taking meaningful steps in our blue and green ammonia projects that will move us closer to our CO₂ emission reduction goals, while at the same time, providing us with incremental profitability."

Mr. Behrman concluded, "We are highly enthusiastic about both our near-term and multi-year prospects for driving shareholder value through a variety of company-specific initiatives that are largely independent of commodity market pricing trends."

Fourth Quarter Results Overview

	Three Months Ended December 31,
Product (Gross Sales in $000's)	2022		2021		% Change
AN & Nitric Acid	$	81,576	$	74,725	9	%
Urea ammonium nitrate (UAN)		55,449		50,269	10	%
Ammonia		83,144		53,146	56	%
Other		13,485		12,088	12	%
	$	233,654	$	190,228	23	%

Comparison of 2022 to 2021 quarterly periods:

Net sales increased during the quarter driven by stronger pricing for all of our products. The benefit of stronger pricing was partially offset by lower sales volumes related to the turnaround at our Pryor facility and the impact of extremely cold weather that caused the Cherokee facility to shut down during the final week of the quarter.
The year-over-year improvement in operating income and adjusted EBITDA primarily resulted from higher selling prices, partially offset by higher natural gas feedstock prices and lower sales volumes.

The following tables provide key sales metrics for our products:

	Three Months Ended December 31,
Key Product Volumes (short tons sold)	2022		2021		% Change
AN & Nitric Acid		157,104		181,467	(13	)%
Urea ammonium nitrate (UAN)		102,912		126,476	(19	)%
Ammonia		84,100		74,801	12	%
		344,116		382,744	(10	)%
Average Selling Prices (price per short ton) (A)
AN & Nitric Acid	$	464	$	354	31	%
Urea ammonium nitrate (UAN)	$	522	$	382	37	%
Ammonia	$	978	$	701	40	%

(A) Average selling prices represent “net back” prices which are calculated as sales less freight expenses divided by product sales volume in tons.

	Three Months Ended December 31,
	2022		2021		% Change
Average Benchmark Prices (price per ton)
Tampa Ammonia (MT) Benchmark	$	1,116	$	851	31	%
NOLA UAN	$	533	$	530	1	%


Input Costs
Average natural gas cost/MMBtu	$	6.95	$	4.42	57	%

Financial Position and Capital Expenditures

As of December 31, 2022, our total liquidity was approximately $460 million, including $394 million in cash and short-term investments and approximately $64 million of availability under our Working Capital Revolver. Total long-term debt, including the $10 million current portion, was $712 million on December 31, 2022 compared to $528 million on December 31, 2021.

Interest expense for the fourth quarter of 2022 was $12 million, in-line with the fourth quarter of 2021.

During the fourth quarter we repurchased approximately 5.6 million shares of the Company’s stock at an average price of approximately $13 per share. Shares were repurchased under the Company's stock repurchase plan which was approved by our Board of Directors in May 2022 at $50 million, expanded by the Board to $100 million in August 2022 and to $175 million in October 2022. We completed the full amount of the repurchase plan over the course of 2022.

Capital expenditures were approximately $13 million for the fourth quarter of 2022. For the full year 2023, total capital expenditures are expected to be between $60 million to $80 million which includes maintenance and margin enhancement investments.

Market Outlook

Nitrogen fertilizer prices moderated in recent months, largely reflecting a decline in European production costs coupled with the seasonal pause in demand that typically precedes the start of the spring planting season. Despite these factors, nitrogen pricing remains significantly above 10-year averages and appears likely to remain above these averages for 2023 due to the following:

U.S. corn stock/use ratios are at their lowest levels in a decade. Key factors include the impact on global corn supplies of dry conditions in South America, the Western U.S. and parts of Europe during 2022. As a result, corn prices remain near 10-year highs suggesting that farmers will likely be incentivized to plant additional acres and maximize yield through the coming planting season in order to capitalize on the favorable economics. Subject to supportive weather we expect this to translate into strong demand and above historic average pricing for nitrogen fertilizers in the coming planting season.

Additionally, natural gas prices in Europe have dropped in recent months due to a reduction in demand primarily related to warmer than expected temperatures throughout the continent this winter and a reduction in industrial production. The drop in feedstock costs has enabled numerous European ammonia facilities to resume operations. Despite lower gas costs, natural gas costs in Europe remain significantly higher than those in the U.S. and European operators remain the marginal producers, with production costs substantially higher than those in the U.S.

With respect to industrial markets, demand remains generally stable with domestic end-use markets continuing to be stronger than those in Europe and Asia. Inflation and other economic pressures are impacting some parts of the chemical manufacturing industry, while mining activity remains strong. Additionally, recent announcements from automotive manufacturers and suppliers indicate that some degree of improvement in auto production could unfold during 2023, which would be beneficial to demand for nitric acid.

Sales Volume Outlook

Estimated sales volumes for the full year 2023 are as follows:

Products	Full Year 2023 Sales*(tons)	Full Year Actual 2022 Sales (tons)
AN & Nitric Acid	590,000 – 610,000	589,000
Urea Ammonium Nitrate (UAN)	530,000 – 550,000	449,000
Ammonia	330,000 – 350,000	276,000

*2023 sales volumes forecast reflects no planned turnarounds as compared to turnarounds at the El Dorado and Pryor facilities during 2022.

Conference Call

LSB’s management will host a conference call covering the fourth quarter results on Thursday, February 23, 2023 at 10:00 am ET / 9:00 am CT to discuss these results and recent corporate developments. Participating in the call will be President & Chief Executive Officer, Mark Behrman and Executive Vice President & Chief Financial Officer, Cheryl Maguire. Interested parties may participate in the call by dialing (877) 407-6176 / (201) 689-8451. Please call in 10 minutes before the conference is scheduled to begin and ask for the LSB conference call. To coincide with the conference call, LSB will post a slide presentation at www.lsbindustries.com on the webcast section of the Investor tab of our website.

To listen to a webcast of the call, please go to the Company’s website at www.lsbindustries.com at least 15 minutes prior to the conference call to download and install any necessary audio software. If you are unable to listen live, the conference call webcast will be archived on the Company’s website.

LSB Industries, Inc.

LSB Industries, Inc., headquartered in Oklahoma City, Oklahoma, manufactures and sells chemical products for the agricultural, mining, and industrial markets. The Company owns and operates facilities in Cherokee, Alabama, El Dorado, Arkansas and Pryor, Oklahoma, and operates a facility for a global chemical company in Baytown, Texas. LSB’s products are sold through distributors and directly to end customers primarily throughout the United States. Committed to improving the world by setting goals that will reduce our environmental impact on the planet and improve the quality of life for all of its people, the Company is well positioned to play a key role in the reduction of global carbon emissions through its planned carbon capture and sequestration, and zero carbon ammonia strategies. Additional information about LSB can be found on its website at www.lsbindustries.com.

Forward-Looking Statements

Statements in this release that are not historical are forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements, which are subject to known and unknown risks, uncertainties and assumptions about us, may include projections of our future financial performance including the effects of the COVID-19 pandemic and anticipated performance based on our growth and other strategies and anticipated trends in our business. These statements are only predictions based on our current expectations and projections about future events. There are important factors that could cause our actual results, level of activity, performance or actual achievements to differ materially from the results, level of activity, performance or anticipated achievements expressed or implied by the forward-looking statements. Significant risks and uncertainties may relate to, but are not limited to, business and market disruptions related to the COVID-19 pandemic, market conditions and price volatility for our products and feedstocks, as well as global and regional economic downturns, including as a result of the COVID-19 pandemic, that adversely affect the demand for our end-use products; disruptions in production at our manufacturing facilities and other financial, economic, competitive, environmental, political, legal and regulatory factors. These and other risk factors are discussed in the Company’s filings with the Securities and Exchange Commission (SEC).

Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for our management to predict all risks and uncertainties, nor can management assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Neither we nor any other person assumes responsibility for the accuracy or completeness of any of these forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Unless otherwise required by applicable laws, we undertake no obligation to update or revise any forward-looking statements, whether because of new information or future developments.

See Accompanying Tables

LSB Industries, Inc. Condensed Consolidated Statements of Operations (Unaudited)

	Three Months Ended						Twelve Months Ended
	December 31,						December 31,
	2022			2021			2022			2021
	(In Thousands, Except Per Share Amounts)
Net sales	$	233,654		$	190,228		$	901,711		$	556,239
Cost of sales		141,070			111,764			553,344			417,260
Gross profit		92,584			78,464			348,367			138,979

Selling, general and administrative expense		9,717			9,090			39,428			38,028
Other expense (income), net		184			(314	)		561			(97	)
Operating income		82,683			69,688			308,378			101,048

Interest expense, net		12,372			11,760			46,827			49,378
Net loss on extinguishments of debt		—			20,259			113			10,259
Non-operating other expense (income), net		(2,456	)		(44	)		(8,083	)		2,422
Income before benefit for income taxes		72,767			37,713			269,521			38,989
Provision (benefit) for income taxes		6,897			(4,369	)		39,174			(4,556	)
Net income		65,870			42,082			230,347			43,545

Dividends on convertible preferred stocks		—			73			—			298
Dividends on Series E redeemable preferred stock		—			—			—			29,914
Accretion of Series E redeemable preferred stock		—			—			—			1,523
Deemed dividend on Series E and Series F redeemable preferred stocks		—			—			—			231,812
Net income (loss) attributable to common stockholders	$	65,870		$	42,009		$	230,347		$	(220,002	)

Basic:
Net income (loss)	$	0.84		$	0.49		$	2.72		$	(4.40	)

Diluted:
Net income (loss)	$	0.83		$	0.47		$	2.68		$	(4.40	)


Adjusted Net Income and Adjusted EPS⁽¹⁾
Adjusted net income attributable to common stockholders, excluding Exchange Transaction	$	65,870		$	42,009		$	230,347		$	43,247
Other adjustments		5,698			23,005			35,706			32,721
Adjusted net income attributable to common stockholders, excluding Exchange Transaction and other adjustments	$	71,568		$	65,014		$	266,053		$	75,968

Adjusted net income per common share, excluding Exchange Transaction and other adjustments	$	0.90		$	0.72		$	3.09		$	0.85

⁽¹⁾ This is a Non-GAAP measure. Refer to the Non-GAAP Reconciliation section.

LSB Industries, Inc. Consolidated Balance Sheets (Information at December 31, 2022 is unaudited)

	December 31,
	2022			2021
	(In Thousands)
Assets
Current assets:
Cash and cash equivalents	$	63,769		$	82,144
Short-term investments		330,553			—
Accounts receivable		75,494			86,902
Allowance for doubtful accounts		(699	)		(474	)
Accounts receivable, net		74,795			86,428
Inventories:
Finished goods		28,893			14,688
Raw materials		1,990			1,895
Total inventories		30,883			16,583
Supplies, prepaid items and other:
Prepaid insurance		17,429			14,244
Precious metals		13,323			14,945
Supplies		27,501			26,558
Other		8,346			2,234
Total supplies, prepaid items and other		66,599			57,981
Total current assets		566,599			243,136

Property, plant and equipment, net		848,661			858,480

Other assets:
Operating lease assets		22,682			27,317
Intangible and other assets, net		1,877			3,907
		24,559			31,224
	$	1,439,819		$	1,132,840

LSB Industries, Inc. Consolidated Balance Sheets (continued) (Information at December 31, 2022 is unaudited)

	December 31,
	2022		2021
	(In Thousands)
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	78,182	$	49,458
Short-term financing		16,134		12,716
Accrued and other liabilities		38,470		33,301
Current portion of long-term debt		9,522		9,454
Total current liabilities		142,308		104,929

Long-term debt, net		702,733		518,190

Noncurrent operating lease liabilities		14,896		19,568

Other noncurrent accrued and other liabilities		522		3,030

Deferred income taxes		63,487		26,633

Commitments and contingencies

Stockholders' equity:
Common stock, $.10 par value; 150 million shares authorized, 91.2 million shares issued		9,117		9,117
Capital in excess of par value		497,179		493,161
Retained earnings (accumulated deficit)		199,092		(31,255	)
		705,388		471,023
Less treasury stock, at cost:
Common stock, 14.9 million shares (1.4 million shares at December 31, 2021)		189,515		10,533
Total stockholders' equity		515,873		460,490
	$	1,439,819	$	1,132,840

Non-GAAP Reconciliations

This news release includes certain “non-GAAP financial measures” under the rules of the Securities and Exchange Commission, including Regulation G. These non-GAAP measures are calculated using GAAP amounts in our consolidated financial statements.

EBITDA and Adjusted EBITDA Reconciliation

EBITDA is defined as net income (loss) plus interest expense, less gain on extinguishment of debt, plus depreciation and amortization (D&A) (which includes D&A of property, plant and equipment and amortization of intangible and other assets), plus provision (benefit) for income taxes. Adjusted EBITDA is reported to show the impact of non-cash stock-based compensation, one time/non-cash or non-operating items-such as, one-time income or fees, loss (gain) on sale of a business and/or other property and equipment, certain fair market value (FMV) adjustments, and consulting costs associated with reliability and purchasing initiatives (Initiatives). We historically have performed turnaround activities on an annual basis; however, we have moved towards extending turnarounds to a two or three-year cycle. Rather than being capitalized and amortized over the period of benefit, our accounting policy is to recognize the costs as incurred. Given these turnarounds are essentially investments that provide benefits over multiple years, they are not reflective of our operating performance in a given year.

We believe that certain investors consider EBITDA a useful means of measuring our ability to meet our debt service obligations and evaluating our financial performance. In addition, we believe that certain investors consider adjusted EBITDA as more meaningful to further assess our performance. We believe that the inclusion of supplementary adjustments to EBITDA is appropriate to provide additional information to investors about certain items.

EBITDA and adjusted EBITDA have limitations and should not be considered in isolation or as a substitute for net income, operating income, cash flow from operations or other consolidated income or cash flow data prepared in accordance with GAAP. Because not all companies use identical calculations, this presentation of EBITDA and adjusted EBITDA may not be comparable to a similarly titled measure of other companies. The following table provides a reconciliation of net income (loss) to EBITDA and adjusted EBITDA for the periods indicated. Adjusted EBITDA margin is calculated by taking adjusted EBITDA divided by Net Sales.

Adjusted Net Income (Loss) and Adjusted Net Income (Loss) Per Share

Adjusted Net Income (Loss) and Adjusted Net Income (Loss) per share have been adjusted for the impact of the closing of the Exchange Transaction on September 27, 2021 as well as the one time/non-cash or non-operating items referred to in the above section relating to Adjusted EBITDA.

LSB Industries, Inc. Non-GAAP Reconciliations (continued)

LSB Consolidated ($ In Thousands)	Three Months Ended December 31,					Year Ended December 31,
	2022		2021			2022		2021
Net income	$	65,870	$	42,082		$	230,347	$	43,545
Plus:
Interest expense, net		9,908		11,760			41,407		49,378
Net loss on extinguishments of debt	-			20,259			113		10,259
Depreciation and amortization		17,117		17,619			68,019		69,943
Provision (benefit) for income taxes		6,897		(4,369	)		39,174		(4,556	)
EBITDA	$	99,792	$	87,351		$	379,060	$	168,569

Stock-based compensation		936		1,187			4,025		5,516
Change of Control	-		-			-			3,223
Noncash (gain) on natural gas contracts	-		-			-			(1,205	)
Legal fees (Leidos)		200		296			1,114		1,894
Loss on disposal of assets		391		133			1,219		823
Fair market value adjustment on preferred stock embedded derivatives	-		-			-			2,258
Turnaround costs		4,171		1,130			29,235		9,953
Adjusted EBITDA	$	105,490	$	90,097		$	414,653	$	191,031

LSB Industries, Inc. Non-GAAP Reconciliations (continued) (in thousands, except per share amounts)

	Three Months Ended				Twelve Months Ended
	December 31,				December 31,
	2022		2021		2022		2021
Numerator:
Net income (loss) attributable to common stockholders	$	65,870	$	42,009	$	230,347	$	(220,002	)
Adjustments for Exchange Transaction:
Dividend requirements on Series E Redeemable Preferred		-		-		-		29,914
Deemed dividend on Series E and Series F Redeemable Preferred		-		-		-		231,812
Accretion of Series E Redeemable Preferred		-		-		-		1,523
Adjusted net income attributable to common stockholders, excluding Exchange Transaction		65,870		42,009		230,347		43,247
Other Adjustments:
Stock-based compensation		936		1,187		4,025		5,516
Change of control		-		-		-		3,223
Noncash gain on natural gas contracts		-		-		-		(1,205	)
Legal fees (Leidos)		200		296		1,114		1,894
Loss on disposal of assets		391		133		1,219		823
FMV adjustment on preferred stock embedded derivative		-		-		-		2,258
Turnaround costs		4,171		1,130		29,235		9,953
Net loss on extinguishment of debt		-		20,259		113		10,259
Adjusted net income attributable to common stockholders, excluding Exchange Transaction and other adjustments	$	71,568	$	65,014	$	266,053	$	75,968
Denominator:
Adjusted weighted-average shares for basic net income per share and for adjusted net income per share, excluding Exchange Transaction ⁽¹⁾		78,224		86,507		84,753		49,963
Adjustment:
Unweighted shares, including unvested restricted stock subject to forfeiture		859		3,286		1,250		39,830
Outstanding shares, net of treasury, at period end for adjusted net income per share, excluding Exchange Transaction and other adjustments		79,083		89,793		86,003		89,793

Basic net income (loss) per common share	$	0.84	$	0.49	$	2.72	$	(4.40	)

Adjusted net income per common share, excluding Exchange Transaction	$	0.84	$	0.49	$	2.72	$	0.87

Adjusted net income per common share, excluding Exchange Transaction and other adjustments	$	0.90	$	0.72	$	3.09	$	0.85


Adjusted Net Income and Adjusted EPS⁽¹⁾
Adjusted net income attributable to common stockholders, excluding Exchange Transaction	$	65,870	$	42,009	$	230,347	$	43,247
Other adjustments		5,698		23,005		35,706		32,721
Adjusted net income	$	71,568	$	65,014	$	266,053	$	75,968

Adjusted net income per common share, excluding Exchange Transaction and other adjustments	$	0.90	$	0.72	$	3.09	$	0.85

⁽¹⁾ Excludes the weighted-average shares of unvested restricted stock that are subject to forfeiture

Contacts

Cheryl Maguire, Executive Vice President & CFO
(405) 510-3524

Fred Buonocore, CFA, Vice President of Investor Relations
(405) 510-3550
This email address is being protected from spambots. You need JavaScript enabled to view it.

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: Business Wire; Posted On Feb 23, 2023

Enterprise to Participate in Investor Conferences

HOUSTON--(BUSINESS WIRE)--Enterprise Products Partners L.P. (NYSE: EPD) announced today it will participate in meetings with investors at the following conferences:

THRIVE Energy Conference by Daniel Energy Partners, Thursday, February 23, 2023;
Barclays Select Series: Midstream Corporate Access Day, Monday, February 27, 2023;
Barclays Investment Grade Energy and Pipelines Corporate Days, Wednesday, March 1, 2023;
Morgan Stanley Global Energy and Power Conference, Thursday, March 2, 2023; and
Mizuho Energy Summit, Monday, March 13 and Tuesday, March 14, 2023.

The latest investor deck that may be used to facilitate the investor meetings can be accessed under the Investors tab on the Enterprise website.

Enterprise Products Partners L.P. is one of the largest publicly traded partnerships and a leading North American provider of midstream energy services to producers and consumers of natural gas, NGLs, crude oil, refined products and petrochemicals. Services include: natural gas gathering, treating, processing, transportation and storage; NGL transportation, fractionation, storage and marine terminals; crude oil gathering, transportation, storage and marine terminals; petrochemical and refined products transportation, storage and marine terminals; and a marine transportation business that operates on key U.S. inland and intracoastal waterway systems. The partnership’s assets currently include more than 50,000 miles of pipelines; over 260 million barrels of storage capacity for NGLs, crude oil, petrochemicals and refined products; and 14 billion cubic feet of natural gas storage capacity. Please visit www.enterpriseproducts.com for more information.

Contacts

Randy Burkhalter, Investor Relations, (713) 381-6812 or (866) 230-0745, This email address is being protected from spambots. You need JavaScript enabled to view it.
Rick Rainey, Media Relations, (713) 381-3635, This email address is being protected from spambots. You need JavaScript enabled to view it.

: Business Wire; Posted On Feb 23, 2023

Texas Pacific Land Corporation Announces Fourth Quarter and Full Year Results

Earnings Call to be held 7:30 am CT on Thursday, February 23, 2023

DALLAS--(BUSINESS WIRE)--Texas Pacific Land Corporation (NYSE: TPL) (the “Company” or "TPL") today announced its financial and operating results for the fourth quarter and full year of 2022.

Fourth Quarter 2022 Highlights

Net income of $99.7 million, or $12.95 per share (basic) and $12.94 per share (diluted)

Revenues of $152.7 million

Adjusted EBITDA⁽¹⁾ of $133.9 million

Royalty production of 21.3 thousand barrels of oil equivalent per day

$29.5 million of common stock repurchases

Quarterly cash dividend of $3.00 per share paid on December 15, 2022

As of December 31, 2022, TPL's royalty acreage had an estimated 5.0 net well permits, 7.4 net drilled but uncompleted wells, 2.3 net completed wells, and 57.7 net producing wells.

Full Year 2022 Highlights

Net income of $446.4 million, or $57.80 per share (basic) and $57.77 per share (diluted)

Revenues of $667.4 million

Adjusted EBITDA⁽¹⁾ of $591.8 million

Royalty production of 21.3 thousand barrels of oil equivalent per day

$87.9 million of common stock repurchases

$247.3 million of total cash dividends paid during 2022 (comprised of a $20.00 per share special dividend and $12.00 per share in regular dividends)

Published annual update of Environmental, Social and Governance ("ESG") disclosure including metrics for 2021

⁽¹⁾ Reconciliations of Non-GAAP measures are provided in the tables below.

“For the full year 2022, TPL achieved record results across both of our operating segments, record consolidated adjusted EBITDA, and record earnings per share,” said Tyler Glover, Chief Executive Officer of the Company. “The strong performance reflects the high quality of our underlying assets, the benefits of our active management approach, and the advantages of a vertically integrated business model. We also continue to make progress towards extracting value beyond our legacy revenue streams with opportunities such as carbon capture, grid batteries, renewables, and beneficial water reuse. Looking forward to 2023, although recent commodity prices have experienced some volatility, development activity in the Permian will remain robust. TPL is well positioned to capture value and generate free cash flow, and we look forward to sustaining our positive momentum into the new year.”

Financial Results for the Fourth Quarter of 2022

The Company reported net income of $99.7 million for the fourth quarter of 2022, an increase of 26.2% compared to net income of $79.0 million for the fourth quarter of 2021.

Our total revenues increased $5.5 million for the fourth quarter of 2022 compared to the same period of 2021, largely driven by a $6.4 million land sale of 6,263 acres and a $4.6 million increase in produced water royalties, principally related to increased volumes. These increases were partially offset by a decrease of $3.6 million in water sales, principally due to a 15.2% decrease in the number of barrels of sourced and treated water sold, and a decrease of $2.9 million in oil and gas royalties. Our share of production was approximately 21.3 thousand barrels of oil equivalent ("Boe") per day for the fourth quarter of 2022 compared to 22.0 thousand Boe per day for the same period of 2021. The average realized price was $51.57 per Boe for the fourth quarter of 2022, compared to $51.53 per Boe for the comparable period of 2021. Our revenue streams are directly impacted by commodity prices and development and operating decisions made by our customers and vary as the pace of development and oil demand varies.

Our total operating expenses of $28.5 million for the fourth quarter of 2022 increased $7.2 million compared to the same period of 2021. The increase in operating expenses is principally related to an increase in share-based compensation expense driven by the graded-vesting accounting method and an increase in ad valorem taxes during the fourth quarter of 2022 compared to the same period of 2021.

Financial Results for the Year Ended December 31, 2022

The Company reported net income of $446.4 million for the year ended December 31, 2022, an increase of 65.3% compared to net income of $270.0 million for the year ended December 31, 2021.

Our total revenues increased $216.5 million for the year ended December 31, 2022 compared to the same period of 2021, largely driven by a $166.0 million increase in oil and gas royalties, a $17.0 million increase in water sales, and a $14.2 million increase in produced water royalties. Our share of production was approximately 21.3 thousand Boe per day for the year ended December 31, 2022 compared to 18.6 thousand Boe per day for the same period of 2021. The average realized price was $60.81 per Boe for the year ended December 31, 2022 compared to $44.14 per Boe for the comparable period of 2021. The increases in water sales and produced water royalties are principally due to increased volumes. Our revenue streams are directly impacted by commodity prices and development and operating decisions made by our customers and vary as the pace of development and oil demand varies.

Our total operating expenses of $105.1 million for the year ended December 31, 2022 increased $16.6 million compared to the same period of 2021. Operating expenses for 2022 increased principally as a result of the Company recording an expense of $8.7 million for ad valorem taxes. Additionally, transfer and treatment expenses have increased as water sales revenue has increased 25.0% during the year ended December 31, 2022 compared to the same period of 2021.

Quarterly Dividend Declared

On February 10, 2023, the Board declared a quarterly cash dividend of $3.25 per share, payable on March 15, 2023 to stockholders of record at the close of business on March 8, 2023.

Stock Repurchase Program

On November 1, 2022, our board of directors approved a stock repurchase program to purchase up to an aggregate of $250 million of our outstanding common stock beginning January 1, 2023.

The Company intends to purchase stock under the repurchase program opportunistically with funds generated by cash from operations. This repurchase program may be suspended from time to time, modified, extended or discontinued by the board of directors at any time. Purchases under the stock repurchase program may be made through a combination of open market repurchases in compliance with Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended, privately negotiated transactions, and/or other transactions at the Company’s discretion, including under a Rule 10b5-1 trading plan that may be implemented by the Company, and will be subject to market conditions, applicable legal requirements and other factors.

Conference Call and Webcast Information

The Company will hold a conference call on Thursday, February 23, 2023 at 7:30 a.m. Central Time to discuss fourth quarter and year end results. A live webcast of the conference call will be available on the Investors section of the Company’s website at http://www.TexasPacific.com. To listen to the live broadcast, go to the site at least 15 minutes prior to the scheduled start time in order to register and install any necessary audio software.

The conference call can also be accessed by dialing 1-877-407-4018 or 1-201-689-8471. The telephone replay can be accessed by dialing 1-844-512-2921 or 1-412-317-6671 and providing the conference ID# 13734727. The telephone replay will be available starting shortly after the call through March 9, 2023.

About Texas Pacific Land Corporation

Texas Pacific Land Corporation is one of the largest landowners in the State of Texas with approximately 874,000 acres of land in West Texas, with the majority of its ownership concentrated in the Permian Basin. The Company is not an oil and gas producer, but its surface and royalty ownership provide revenue opportunities throughout the life cycle of a well. These revenue opportunities include fixed fee payments for use of our land, revenue for sales of materials (caliche) used in the construction of infrastructure, providing sourced water and/or treated produced water, revenue from our oil and gas royalty interests, and revenues related to saltwater disposal on our land. The Company also generates revenue from pipeline, power line and utility easements, commercial leases and temporary permits related to a variety of land uses including midstream infrastructure projects and hydrocarbon processing facilities.

Visit TPL at http://www.TexasPacific.com.

Cautionary Statement Regarding Forward-Looking Statements

This news release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are based on TPL’s beliefs, as well as assumptions made by, and information currently available to, TPL, and therefore involve risks and uncertainties that are difficult to predict. Generally, future or conditional verbs such as “will,” “would,” “should,” “could,” or “may” and the words “believe,” “anticipate,” “continue,” “intend,” “expect” and similar expressions identify forward-looking statements. Forward-looking statements include, but are not limited to, references to strategies, plans, objectives, expectations, intentions, assumptions, future operations and prospects and other statements that are not historical facts. You should not place undue reliance on forward-looking statements. Although TPL believes that plans, intentions and expectations reflected in or suggested by any forward-looking statements made herein are reasonable, TPL may be unable to achieve such plans, intentions or expectations and actual results, and performance or achievements may vary materially and adversely from those envisaged in this news release due to a number of factors including, but not limited to: the potential future impact of COVID-19 on the global and U.S. economies as well as on TPL’s financial condition and business operations; the initiation or outcome of potential litigation; and any changes in general economic and/or industry specific conditions. These risks, as well as other risks associated with TPL are also more fully discussed in our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q. You can access TPL’s filings with the SEC through the SEC website at http://www.sec.gov and TPL strongly encourages you to do so. Except as required by applicable law, TPL undertakes no obligation to update any forward-looking statements or other statements herein for revisions or changes after this communication is made.

FINANCIAL AND OPERATIONAL RESULTS (unaudited)

	Three Months Ended December 31,				Years Ended December 31,
		2022		2021		2022		2021
Our share of production volumes⁽¹⁾:
Oil (MBbls)		864		938		3,401		3,076
Natural gas (MMcf)		3,313		3,455		13,086		12,082
NGL (MBbls)		548		511		2,208		1,705
Equivalents (MBoe)		1,964		2,024		7,791		6,795
Equivalents per day (MBoe/d)		21.3		22.0		21.3		18.6

Oil and gas royalties (in thousands):
Oil royalties	$	68,585	$	66,803	$	307,606	$	195,710
Natural gas royalties		14,679		14,564		74,866		40,964
NGL royalties		13,432		18,266		69,962		49,794
Total oil and gas royalties	$	96,696	$	99,633	$	452,434	$	286,468

Realized prices:
Oil ($/Bbl)	$	83.16	$	74.60	$	94.69	$	66.62
Natural gas ($/Mcf)	$	4.79	$	4.56	$	6.19	$	3.67
NGL ($/Bbl)	$	26.51	$	38.64	$	34.25	$	31.56
Equivalents ($/Boe)	$	51.57	$	51.53	$	60.81	$	44.14

(1)	Term	Definition
	Bbl	One stock tank barrel of 42 U.S. gallons liquid volume used herein in reference to crude oil, condensate or NGLs.
	MBbls	One thousand barrels of crude oil, condensate or NGLs.
	MBoe	One thousand Boe.
	MBoe/d	One thousand Boe per day.
	Mcf	One thousand cubic feet of natural gas.
	MMcf	One million cubic feet of natural gas.
	NGL	Natural gas liquids. Hydrocarbons found in natural gas that may be extracted as liquefied petroleum gas and natural gasoline.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (in thousands, except share and per share amounts) (unaudited)

	Three Months Ended December 31,					Years Ended December 31,
		2022		2021			2022		2021
Revenues:
Oil and gas royalties	$	96,696	$	99,633		$	452,434	$	286,468
Water sales		19,207		22,783			84,725		67,766
Produced water royalties		19,566		14,934			72,234		58,081
Easements and other surface-related income		10,746		9,760			48,057		37,616
Land sales and other operating revenue		6,491		68			9,972		1,027
Total revenues		152,706		147,178			667,422		450,958

Expenses:
Salaries and related employee expenses		11,732		8,220			41,402		40,012
Water service-related expenses		4,418		2,734			17,463		13,233
General and administrative expenses		3,492		3,291			13,350		11,782
Legal and professional fees		3,747		2,377			8,735		7,281
Ad valorem taxes		1,878		—			8,734		—
Land sales expenses		55		—			55		—
Depreciation, depletion and amortization		3,153		4,695			15,376		16,257
Total operating expenses		28,475		21,317			105,115		88,565

Operating income		124,231		125,861			562,307		362,393

Other income (expense), net		3,922		(300	)		6,548		624
Income before income taxes		128,153		125,561			568,855		363,017
Income tax expense		28,422		46,516			122,493		93,037
Net income	$	99,731	$	79,045		$	446,362	$	269,980

Net income per share of common stock
Basic	$	12.95	$	10.21		$	57.80	$	34.83
Diluted	$	12.94	$	10.21		$	57.77	$	34.83

Weighted average number of shares of common stock outstanding
Basic		7,698,487		7,744,868			7,721,957		7,752,027
Diluted		7,705,116		7,744,977			7,726,809		7,752,054

SEGMENT OPERATING RESULTS (dollars in thousands) (unaudited)

	Three Months Ended December 31,
	2022				2021
Revenues:
Land and resource management:
Oil and gas royalties	$	96,696	64	%	$	99,633	68	%
Easements and other surface-related income		9,841	6	%		8,863	6	%
Land sales and other operating revenue		6,491	4	%		68	—	%
Total land and resource management revenue		113,028	74	%		108,564	74	%

Water services and operations:
Water sales		19,207	13	%		22,783	15	%
Produced water royalties		19,566	13	%		14,934	10	%
Easements and other surface-related income		905	—	%		897	1	%
Total water services and operations revenue		39,678	26	%		38,614	26	%
Total consolidated revenues	$	152,706	100	%	$	147,178	100	%

Net income:
Land and resource management	$	79,623	80	%	$	58,649	74	%
Water services and operations		20,108	20	%		20,396	26	%
Total consolidated net income	$	99,731	100	%	$	79,045	100	%

	Years Ended December 31,
	2022				2021
Revenues:
Land and resource management:
Oil and gas royalties	$	452,434	68	%	$	286,468	64	%
Easements and other surface-related income		44,569	7	%		32,892	7	%
Land sales and other operating revenue		9,972	1	%		1,027	—	%
Total land and resource management revenue		506,975	76	%		320,387	71	%

Water services and operations:
Water sales		84,725	13	%		67,766	15	%
Produced water royalties		72,234	11	%		58,081	13	%
Easements and other surface-related income		3,488	—	%		4,724	1	%
Total water services and operations revenue		160,447	24	%		130,571	29	%
Total consolidated revenues	$	667,422	100	%	$	450,958	100	%

Net income:
Land and resource management	$	365,041	82	%	$	208,897	77	%
Water services and operations		81,321	18	%		61,083	23	%
Total consolidated net income	$	446,362	100	%	$	269,980	100	%

NON-GAAP PERFORMANCE MEASURES AND DEFINITIONS

In addition to amounts presented in accordance with generally accepted accounting principles in the United States of America (“GAAP”), we also present certain supplemental non-GAAP measurements. These measurements are not to be considered more relevant or accurate than the measurements presented in accordance with GAAP. In compliance with the requirements of the SEC, our non-GAAP measurements are reconciled to net income, the most directly comparable GAAP performance measure. For all non-GAAP measurements, neither the SEC nor any other regulatory body has passed judgment on these non-GAAP measurements.

EBITDA and Adjusted EBITDA

EBITDA is a non-GAAP financial measurement of earnings before interest, taxes, depreciation, depletion and amortization. Its purpose is to highlight earnings without finance, taxes, and depreciation, depletion and amortization expense, and its use is limited to specialized analysis. We calculate Adjusted EBITDA as EBITDA excluding employee share-based compensation, conversion costs related to our Corporate Reorganization, and severance costs. Its purpose is to highlight earnings without non-cash activity such as share-based compensation and/or other non-recurring or unusual items such as conversion and severance costs. We have presented EBITDA and Adjusted EBITDA because we believe that both are useful supplements to net income in analyzing operating performance.

The following table presents a reconciliation of net income to EBITDA and Adjusted EBITDA for the three months and years ended December 31, 2022 and 2021 (in thousands):

	Three Months Ended December 31,				Years Ended December 31,
		2022		2021		2022		2021
Net income	$	99,731	$	79,045	$	446,362	$	269,980
Add:
Income tax expense		28,422		46,516		122,493		93,037
Depreciation, depletion and amortization		3,153		4,695		15,376		16,257
EBITDA		131,306		130,256		584,231		379,274
Add:
Employee share-based compensation		2,594		—		7,583		—
Conversion costs related to our corporate reorganization		—		—		—		2,026
Severance costs		—		—		—		6,680
Adjusted EBITDA	$	133,900	$	130,256	$	591,814	$	387,980

Contacts

Contact:
Investor Relations
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: Business Wire; Posted On Feb 23, 2023

Hannon Armstrong Announces Investor Day on March 21

ANNAPOLIS, Md.--(BUSINESS WIRE)--Hannon Armstrong Sustainable Infrastructure Capital, Inc. ("Hannon Armstrong" or "HASI") (NYSE: HASI), a leading investor in climate solutions, today announced it will host an Investor Day from 8:30 a.m. to 11:30 a.m. EDT on Tuesday, March 21 in Annapolis, Maryland. Beginning at 8:30 a.m., investors and other interested parties will be able to access a live video webcast, including the presentation materials, at https://investors.hannonarmstrong.com/. Registration to access the live webcast is available at the Investor Day Registration Page. A replay will be available after the event.

About Hannon Armstrong

Hannon Armstrong (NYSE: HASI) is the first U.S. public company solely dedicated to investments in climate solutions, providing capital to assets developed by leading companies in energy efficiency, renewable energy, and other sustainable infrastructure markets. With more than $9 billion in managed assets, our core purpose is to make climate positive investments with superior risk-adjusted returns. For more information, please visit hannonarmstrong.com or follow us on Twitter and LinkedIn.

Contacts

Investors:
Neha Gaddam
This email address is being protected from spambots. You need JavaScript enabled to view it.
410-571-6189

: Business Wire; Posted On Feb 23, 2023

Pioneer Natural Resources Declares First Quarter Dividend on Common Shares

DALLAS--(BUSINESS WIRE)--Pioneer Natural Resources Company (NYSE:PXD) ("Pioneer" or "the Company") announced today that its Board of Directors declared a quarterly base-plus-variable cash dividend of $5.58 per common share. The dividend is payable March 17, 2023, to stockholders of record at the close of business on March 6, 2023.

About Pioneer

Pioneer is a large independent oil and gas exploration and production company, headquartered in Dallas, Texas, with operations in the United States. For more information, visit Pioneer’s website at www.pxd.com.

Note: Future dividends, whether base or variable, are authorized and determined by the Company's Board of Directors in its sole discretion. Decisions regarding the payment of dividends are subject to a number of considerations at the time, including without limitation, the Company's liquidity and capital resources, the Company's results of operations and anticipated future results of operations, the level of cash reserves the Company maintains to fund future capital expenditures or other needs, and other factors that the Board of Directors deems relevant. The Company can provide no assurance that dividends will be authorized or declared in the future or the amount of any future dividends. Any future variable dividends, if declared and paid, will by their nature fluctuate based on the Company’s free cash flow¹, which will depend on a number of factors beyond the Company’s control, including commodity prices.

Footnote 1: As used by the Company, free cash flow is defined as net cash provided by operating activities, adjusted for changes in operating assets and liabilities, less capital expenditures.

Contacts

Investors
Tom Fitter – 972-969-1821
Greg Wright – 972-969-1770
Chris Leypoldt – 972-969-5834

Media and Public Affairs
Christina Voss – 972-969-5706

: Business Wire; Posted On Feb 23, 2023

Solaris Oilfield Infrastructure Announces Fourth Quarter and Full Year 2022 Results

Summary Results and Highlights

Net income of $8.0 million, or $0.15 per diluted Class A share, for the quarter ended December 31, 2022; Adjusted pro forma net income of $10.2 million, or $0.22 per fully diluted share for the quarter ended December 31, 2022
Adjusted EBITDA of $23.0 million for the quarter ended December 31, 2022
Paid a regular quarterly dividend of $0.105 per share on December 16, 2022, Solaris’ 17^th consecutive quarterly dividend; $112 million cumulatively returned to shareholders through dividends and share buybacks since 2018
Increased deployments of Solaris’ new top fill technology across multiple basins
Revising previous 2023 capital expenditure guidance to range between $65 million and $75 million, reflecting an approximately 10% to 20% reduction year over year

HOUSTON--(BUSINESS WIRE)--Solaris Oilfield Infrastructure, Inc. (NYSE:SOI) (“Solaris” or the “Company”), a leading provider of supply chain management and logistics solutions designed to drive efficiencies and reduce costs for the oil and natural gas industry, today reported financial results for the fourth quarter and full year 2022.

Operational Update and Outlook

During the fourth quarter of 2022, an average of 92 mobile proppant management systems were fully utilized, which was down 2% from average third quarter 2022 levels. Extreme weather events in December 2022 caused job startup delays which negatively impacted the fully utilized system count in the fourth quarter. Absent weather-related delays, the fully utilized system count would have been flat sequentially.

“I am very proud of the Solaris team’s accomplishments in 2022, a year where we saw tremendous growth across our business. Our average fully utilized system count grew over 50% versus 2021, we rapidly rolled out our new top fill offering, expanded into new basins and onboarded over 200 new team members,” Solaris’ Chairman and Chief Executive Officer Bill Zartler commented. “We are experiencing continued growth in our business in 2023, including additional manufacturing and deployments of our new technology offerings to existing and new customers. These new technology deployments will drive both well site efficiency for our customers and earnings and cash flow growth for Solaris. As the pace of spending on new technology slows during 2023, we anticipate generating excess cash and will continue to prioritize shareholder returns. We look forward to engaging with our shareholders about potential uses of our future free cash flow.”

Fourth Quarter 2022 Financial Review

Solaris reported net income of $8.0 million, or $0.15 per diluted Class A share, for fourth quarter 2022, compared to third quarter 2022 net income of $11.5 million, or $0.22 per diluted Class A share. Adjusted pro forma net income for fourth quarter 2022 was $10.2 million, or $0.22 per fully diluted share, compared to third quarter 2022 adjusted pro forma net income of $11.1 million, or $0.24 per fully diluted share. A description of adjusted pro forma net income and a reconciliation to net income attributable to Solaris, its most directly comparable generally accepted accounting principles (“GAAP”) measure, and the computation of adjusted pro forma earnings per fully diluted share are provided below.

Revenues were $84.1 million for fourth quarter 2022, which were down 9% from third quarter 2022, driven by a seasonal decline in activity that was exacerbated by extreme cold weather-related job startup delays in December. The decrease in systems was partially offset by an increase in systems deployed with new technologies.

Adjusted EBITDA for fourth quarter 2022 was $23.0 million, which was down 4% from third quarter 2022. The decrease in Adjusted EBITDA was driven by a seasonal decline in activity that was exacerbated by extreme cold weather-related job startup delays in December. The decrease in systems was partially offset by an increase in systems deployed with new top fill solutions. Absent job startup delays and higher costs associated with the severe winter weather in December, the Company expects Adjusted EBITDA would have been approximately in line with third quarter levels. A description of Adjusted EBITDA and a reconciliation to net income, its most directly comparable GAAP measure, is provided below.

Capital Expenditures, Free Cash Flow and Liquidity

Capital expenditures in the fourth quarter 2022 were $21.9 million, which was above prior guidance of $15 million to $20 million due to advance orders for parts related to new top fills to be manufactured in 2023. The Company is revising its capital expenditure guidance for full year 2023 to a range of $65 million to $75 million, which accounts for improving operational efficiencies and flexibility to respond to changing market dynamics while maintaining prior expectations for Solaris top fill system growth. This compares to prior guidance of approximately $75 million. The Company’s guidance for 2023 capital expenditures includes $15 million for maintenance capital which is unchanged from prior guidance.

Free cash flow (defined as net cash provided by operating activities less investment in property, plant and equipment) during fourth quarter 2022 was $2.2 million and reflects lower capital expenditures sequentially and a working capital source of $1.0 million as activity modestly slowed at year-end. Distributable cash flow (defined as Adjusted EBITDA less maintenance capital expenditures) was approximately $19 million for the fourth quarter 2022 and covered quarterly dividend distributions of approximately $4.9 million.

As of December 31, 2022, the Company had approximately $8.8 million of cash on the balance sheet. The Company had $8.0 million in borrowings outstanding on the credit facility, and total liquidity, including availability under the credit facility, was $50.8 million as of the end of the fourth quarter 2022.

Shareholder Returns

On November 17, 2022, the Company’s Board of Directors declared a cash dividend of $0.105 per share of Class A common stock, which was paid on December 16, 2022 to holders of record as of December 6, 2022. A distribution of $0.105 per unit was also approved for holders of units in Solaris Oilfield Infrastructure, LLC (“Solaris LLC”). Since initiating the dividend in December 2018, the Company has paid 17 consecutive quarterly dividends. Cumulatively, the Company has returned approximately $112 million in cash to shareholders through dividends and share repurchases since December 2018.

Conference Call

The Company will host a conference call to discuss its fourth quarter and full year 2022 results on Thursday, February 23, 2023 at 8:00 a.m. Central Time (9:00 a.m. Eastern Time). To join the conference call from within the United States, participants may dial (844) 413-3978. To join the conference call from outside of the United States, participants may dial (412) 317-6594. When instructed, please ask the operator to be joined to the Solaris Oilfield Infrastructure, Inc. call. Participants are encouraged to log in to the webcast or dial in to the conference call approximately ten minutes prior to the start time. To listen via live webcast, please visit the Investor Relations section of the Company’s website at http://www.solarisoilfield.com.

An audio replay of the conference call will be available shortly after the conclusion of the call and will remain available for approximately seven days. It can be accessed by dialing (877) 344-7529 within the United States or (412) 317-0088 outside of the United States. The conference call replay access code is 6844582. The replay will also be available in the Investor Relations section of the Company’s website shortly after the conclusion of the call and will remain available for approximately seven days.

About Solaris Oilfield Infrastructure, Inc.

Solaris Oilfield Infrastructure, Inc. (NYSE:SOI) provides mobile equipment that drives supply chain and execution efficiencies in the completion of oil and natural gas wells. Solaris’ patented equipment and systems are deployed across oil and natural gas basins in the United States. Additional information is available on our website, www.solarisoilfield.com.

Website Disclosure

We use our website (www.solarisoilfield.com) as a routine channel of distribution of company information, including news releases, analyst presentations, and supplemental financial information, as a means of disclosing material non-public information and for complying with our disclosure obligations under the U.S. Securities and Exchange Commission’s (the “SEC”) Regulation FD. Accordingly, investors should monitor our website in addition to following press releases, SEC filings and public conference calls and webcasts. Additionally, we provide notifications of news or announcements on our investor relations website. Investors and others can receive notifications of new information posted on our investor relations website in real time by signing up for email alerts.

None of the information provided on our website, in our press releases, public conference calls and webcasts, or through social media channels is incorporated by reference into, or deemed to be a part of, this press release or will be incorporated by reference into any report or document we file with the SEC unless we expressly incorporate any such information by reference, and any references to our website are intended to be inactive textual references only.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Examples of forward-looking statements include, but are not limited to, our business strategy, our industry, our future profitability, the various risks and uncertainties associated with the extraordinary market environment and impacts resulting from the volatility in global oil markets and the COVID-19 pandemic, expected capital expenditures and the impact of such expenditures on performance, management changes, current and potential future long-term contracts and our future business and financial performance. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. Factors that could cause our actual results to differ materially from the results contemplated by such forward-looking statements include, but are not limited to the factors discussed or referenced in our filings made from time to time with the SEC. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

SOLARIS OILFIELD INFRASTRUCTURE, INC AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data) (Unaudited)

	Three Months Ended									Year Ended
	December 31,						September 30,			December 31,
	2022			2021			2022			2022			2021

Revenue		77,658			41,599			89,376			300,000			145,723
Revenue - related parties		6,396			4,365			2,949			20,005			13,466
Total revenue		84,054			45,964			92,325			320,005			159,189

Operating costs and expenses:
Cost of services (excluding depreciation and amortization)		56,696			32,658			64,171			219,775			115,459
Depreciation and amortization		8,657			6,923			7,716			30,433			27,210
Property tax contingency (1)		—			—			—			3,072			—
Selling, general and administrative		5,873			4,934			5,929			23,074			19,264
Other operating expense (income) (2)		2,746			(280	)		524			1,847			(2,357	)
Total operating costs and expenses		73,972			44,235			78,340			278,201			159,576
Operating income (loss)		10,082			1,729			13,985			41,804			(387	)
Interest expense, net		(181	)		(77	)		(141	)		(489	)		(247	)
Total other expense		(181	)		(77	)		(141	)		(489	)		(247	)
Income (loss) before income tax expense		9,901			1,652			13,844			41,315			(634	)
Provision for income taxes		1,913			549			2,332			7,803			626
Net income (loss)		7,988			1,103			11,512			33,512			(1,260	)
Less: net (income) loss related to non-controlling interests		(3,192	)		(465	)		(4,106	)		(12,354	)		392
Net income (loss) attributable to Solaris	$	4,796		$	638		$	7,406		$	21,158		$	(868	)

Earnings (loss) per share of Class A common stock - basic	$	0.15		$	0.01		$	0.22		$	0.64		$	(0.04	)
Earnings (loss) per share of Class A common stock - diluted	$	0.15		$	0.01		$	0.22		$	0.64		$	(0.04	)

Basic weighted average shares of Class A common stock outstanding		31,640			31,129			31,599			31,479			30,786
Diluted weighted average shares of Class A common stock outstanding		31,640			31,129			31,599			31,479			30,786

1)		Property tax contingency represents a reserve related to an unfavorable Texas District Court ruling related to prior period property taxes. The ruling is currently under appeal.
2)		Other expense (income) includes the sale or disposal of assets, settlements of insurance claims, change in payable related to Tax Receivable Agreement, credit losses or recoveries, and transaction costs.

SOLARIS OILFIELD INFRASTRUCTURE, INC AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands, except per share amounts) (Unaudited)

	December 31,		December 31,
	2022		2021
Assets
Current assets:
Cash and cash equivalents	$	8,835	$	36,497
Accounts receivable, net of allowances for credit losses of $385 and $746, respectively		64,543		29,513
Accounts receivable - related party		4,925		3,607
Prepaid expenses and other current assets		5,151		9,797
Inventories		5,289		1,654
Total current assets		88,743		81,068
Property, plant and equipment, net		298,160		240,091
Non-current inventories		1,569		2,676
Operating lease right-of-use assets		4,033		4,182
Goodwill		13,004		13,004
Intangible assets, net		1,429		2,203
Deferred tax assets		55,370		62,942
Other assets		268		57
Total assets	$	462,576	$	406,223
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	25,934	$	9,927
Accrued liabilities		25,252		16,918
Current portion of payables related to Tax Receivable Agreement		1,092		1,210
Current portion of operating lease liabilities		917		717
Current portion of finance lease liabilities		1,924		31
Other current liabilities		790		496
Total current liabilities		55,909		29,299
Operating lease liabilities, net of current		6,212		6,702
Credit agreement		8,000		—
Finance lease liabilities, net of current		3,429		70
Payables related to Tax Receivable Agreement		71,530		71,892
Other long-term liabilities		367		384
Total liabilities		145,447		108,347
Stockholders' equity:
Preferred stock, $0.01 par value, 50,000 shares authorized, none issued and outstanding		—		—
Class A common stock, $0.01 par value, 600,000 shares authorized, 31,641 shares issued and outstanding as of December 31, 2022 and 31,146 shares issued and outstanding as of December 31, 2021		317		312
Class B common stock, $0.00 par value, 180,000 shares authorized, 13,674 shares issued and outstanding as of December 31, 2022 and 13,770 issued and outstanding as of December 31, 2021		—		—
Additional paid-in capital		202,551		196,912
Retained earnings		12,847		5,925
Total stockholders' equity attributable to Solaris and members' equity		215,715		203,149
Non-controlling interest		101,414		94,727
Total stockholders' equity		317,129		297,876
Total liabilities and stockholders' equity	$	462,576	$	406,223

SOLARIS OILFIELD INFRASTRUCTURE, INC AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited)

	Year Ended December 31,						Three Months Ended December 31,
	2022			2021			2022
Cash flows from operating activities:
Net income (loss)	$	33,512		$	(1,260	)	$	7,988
Adjustment to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		30,433			27,210			8,657
Loss on disposal of asset		3,707			125			2,400
Stock-based compensation		6,092			5,210			1,427
Amortization of debt issuance costs		159			176			31
Allowance for credit losses		(420	)		365			—
Change in payables related to Tax Receivable Agreement		(663	)		—			(10	)
Deferred income tax expense		7,683			132			2,540
Other		(169	)		(150	)		5
Changes in assets and liabilities:
Accounts receivable		(34,611	)		(12,157	)		3,952
Accounts receivable - related party		(1,318	)		(3,085	)		(2,329	)
Prepaid expenses and other assets		6,394			(6,726	)		3,423
Inventories		(4,622	)		(978	)		123
Accounts payable		13,337			2,959			768
Accrued liabilities		5,410			4,652			(4,895	)
Property tax contingency (1)		3,072			—			—
Net cash provided by operating activities		67,996			16,473			24,080
Cash flows from investing activities:
Investment in property, plant and equipment		(81,411	)		(19,638	)		(21,884	)
Cash received from insurance proceeds		1,463			34			155
Proceeds from disposal of assets		409			80			(13	)
Net cash used in investing activities		(79,539	)		(19,524	)		(21,742	)
Cash flows from financing activities:
Distribution and dividend paid to Solaris LLC unitholders and Class A common shareholders		(19,567	)		(19,205	)		(4,894	)
Borrowings under the credit agreement		11,000			—			2,000
Repayment of the credit agreement		(3,000	)		—			—
Payments under finance leases		(1,610	)		(30	)		(509	)
Payments under insurance premium financing		(1,484	)		(657	)		(537	)
Proceeds from stock option exercises		6			13			—
Distribution to Solaris LLC unitholders for income tax withholding		—			(153	)		—
Payments related to debt issuance costs		(358	)		—			—
Payments for shares withheld for taxes from RSU vesting and cancelled		(1,106	)		(786	)		4
Net cash used in financing activities		(16,119	)		(20,818	)		(3,936	)
Net decrease in cash and cash equivalents		(27,662	)		(23,869	)		(1,598	)
Cash and cash equivalents at beginning of period		36,497			60,366			10,433
Cash and cash equivalents at end of period	$	8,835		$	36,497		$	8,835
Non-cash activities
Operating:
Employee retention credit	$	—		$	1,900		$	—
Investing:
Capitalized depreciation in property, plant and equipment		555			582			131
Capitalized stock based compensation		386			299			91
Property and equipment additions incurred but not paid at period-end		3,173			206			3,173
Property, plant and equipment additions transferred from inventory		1,826			920			615
Additions to fixed assets through finance leases		6,863			—			2,309
Financing:
Insurance premium financing		1,931			246			483
Cash paid for:
Interest		249			132			147
Income taxes		370			325			—

Property tax contingency represents a reserve related to an unfavorable Texas District Court ruling related to prior period property taxes. The ruling is currently under appeal.

SOLARIS OILFIELD INFRASTRUCTURE, INC AND SUBSIDIARIES RECONCILIATION AND CALCULATION OF NON-GAAP FINANCIAL AND OPERATIONAL MEASURES (In thousands) (Unaudited)

EBITDA AND ADJUSTED EBITDA We view EBITDA and Adjusted EBITDA as important indicators of performance. We define EBITDA as net income, plus (i) depreciation and amortization expense, (ii) interest expense and (iii) income tax expense, including franchise taxes. We define Adjusted EBITDA as EBITDA plus (i) stock-based compensation expense and (ii) certain non-cash items and extraordinary, unusual or non-recurring gains, losses or expenses. We believe that our presentation of EBITDA and Adjusted EBITDA provides useful information to investors in assessing our financial condition and results of operations. Net income is the GAAP measure most directly comparable to EBITDA and Adjusted EBITDA. EBITDA and Adjusted EBITDA should not be considered alternatives to net income presented in accordance with GAAP. Because EBITDA and Adjusted EBITDA may be defined differently by other companies in our industry, our definitions of EBITDA and Adjusted EBITDA may not be comparable to similarly titled measures of other companies, thereby diminishing their utility. The following table presents a reconciliation of net income to EBITDA and Adjusted EBITDA for each of the periods indicated.

	Three Months Ended									Year Ended
	December 31,						September 30			December 31,
	2022			2021			2022			2022			2021

Net income (loss)	$	7,988		$	1,103		$	11,512		$	33,512		$	(1,260	)
Depreciation and amortization		8,657			6,923			7,716			30,433			27,210
Interest expense, net		181			77			141			489			247
Income taxes (1)		1,913			549			2,332			7,803			626
EBITDA	$	18,739		$	8,652		$	21,701		$	72,237		$	26,823
Property tax contingency (2)		—			—			—			3,072			—
Stock-based compensation expense (3)		1,427			1,303			1,553			6,092			5,210
Employee retention credit (4)		—			35			—			—			(2,957	)
Change in payables related to Tax Receivable Agreement (5)		(10	)		—			—			(663	)		—
Credit losses and adjustments to credit losses		—			(264	)		(32	)		(420	)		365
Other (6)		2,888			61			712			3,464			625
Adjusted EBITDA	$	23,044		$	9,787		$	23,934		$	83,782		$	30,066

________________________________

1)		Federal and state income taxes.
2)		Property tax contingency represents a reserve related to an unfavorable Texas District Court ruling related to prior period property taxes. The ruling is currently under appeal.
3)		Represents stock-based compensation expense related to restricted stock awards.
4)		Employee retention credit as part of Consolidated Appropriations Act of 2021, net of administrative fees.
5)		Reduction in liability due to state tax rate change.
6)		Other includes loss on disposal of assets, gain on insurance claims and other settlements, and costs related to the evaluation of potential acquisitions.

ADJUSTED PRO FORMA NET INCOME AND ADJUSTED PRO FORMA EARNINGS PER FULLY DILUTED SHARE

Adjusted pro forma net income represents net income attributable to Solaris assuming the full exchange of all outstanding membership interests in Solaris LLC not held by Solaris Oilfield Infrastructure, Inc. for shares of Class A common stock, adjusted for certain non-recurring items that the Company doesn't believe directly reflect its core operations and may not be indicative of ongoing business operations. Adjusted pro forma earnings per fully diluted share is calculated by dividing adjusted pro forma net income by the weighted-average shares of Class A common stock outstanding, assuming the full exchange of all outstanding units of Solaris LLC (“Solaris LLC Units”), after giving effect to the dilutive effect of outstanding equity-based awards.

Contacts

Yvonne Fletcher
Senior Vice President, Finance and Investor Relations
(281) 501-3070
This email address is being protected from spambots. You need JavaScript enabled to view it.

Read full story here

: Business Wire; Posted On Feb 23, 2023

Texas Pacific Land Corporation and bpx energy Agree to Comprehensive Water and Surface Use Agreements

DALLAS--(BUSINESS WIRE)--Texas Pacific Land Corporation (NYSE: TPL) (“TPL”) announced today a long-term agreement with bpx energy (“bpx”), a subsidiary of BP P.L.C. (NYSE: BP), to provide water services and surface access across approximately 270,000 acres in Culberson, Loving, and Reeves Counties, Texas.

Under the agreement, TPL will receive dedicated brackish and treated water sales, certain produced water commitments, and access to produced water for commercial treatment, recycling, and reuse. bpx will receive assured long-term access across a substantial portion of TPL’s vast surface acreage for the continued development of oil and gas and associated infrastructure. The alignment of TPL and bpx will enhance opportunities for bpx to efficiently grow production in the Delaware Basin and generate additional water and surface revenue streams for TPL.

“We are pleased to strengthen our long-standing and productive relationship with bpx, a premier operator with a high-quality, expansive Permian footprint,” said Tyler Glover, CEO of TPL. “Importantly, this will provide both of us with increased operating and commercial certainty across our shared acreage footprints. We look forward to leveraging our existing assets towards delivering essential services across both water and surface as we work to accelerate development activity in a core part of the Delaware Basin, where TPL also owns a sizeable oil and gas royalties position.”

“TPL has long been a key partner for us in the Permian Basin,” said David Lawler, CEO of bpx energy, “This agreement will optimize our operations in the Permian – expanding our world class infrastructure and supporting our delivery of resilient hydrocarbons.”

Forward Looking Statements

Certain matters contained in this press release include “forward-looking statements.” All statements, other than statements of historical fact, included in this press release may constitute forward-looking statements. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that these expectations will prove to be correct. These forward-looking statements are subject to certain known and unknown risks and uncertainties, as well as assumptions that could cause actual results to differ materially from those reflected in these forward-looking statements. Factors that might cause actual results to differ include, but are not limited to, the risk factors discussed from time to time in each of our documents and reports filed with the SEC.

Readers are cautioned not to place undue reliance on any forward-looking statements contained in this press release, which reflect management’s opinions only as of the date hereof. Except as required by law, we undertake no obligation to revise or publicly release the results of any revision to any forward-looking statements.

About Texas Pacific Land Corporation

Texas Pacific Land Corporation (NYSE: TPL) is one of the largest landowners in the State of Texas with approximately 874,000 acres of land in West Texas, with the majority of its ownership concentrated in the Permian Basin. The Company is not an oil and gas producer, but its surface and royalty ownership allow revenue generation through the entire value chain of oil and gas development, including through fixed fee payments for use of our land, revenue for sales of materials (caliche) used in the construction of infrastructure, providing sourced water and treated produced water, revenue from our oil and gas royalty interests, and revenues related to saltwater disposal on our land. The Company also generates revenue from pipeline, power line and utility easements, commercial leases, and temporary permits related to a variety of land uses including midstream infrastructure projects and hydrocarbon processing facilities.

About bpx energy

With operations in Texas and Louisiana, bpx energy, a subsidiary of BP P.L.C. (NYSE: BP), is a premier US onshore oil and gas producer and a leader in reducing methane emissions. In 2022 our world-class unconventional oil and gas assets in Texas and Louisiana produced an average of 325,000 barrels of oil equivalent per day. We also announced our aim to reach zero routine flaring in our onshore operations by 2025. We plan to accomplish this by investing significantly in infrastructure that enables us to eliminate some of the largest sources of emissions and keep more gas in the pipeline for our customers. For more information on bpx energy and bp in America, visit bp.com/us

Contacts

TPL Investor Relations
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bp US Pres Office
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: Business Wire; Posted On Feb 23, 2023

Cactus Announces Fourth Quarter and Full Year 2022 Results

HOUSTON--(BUSINESS WIRE)--Cactus, Inc. (NYSE: WHD) (“Cactus” or the “Company”) today announced financial and operating results for the fourth quarter and full year 2022.

Fourth Quarter 2022 Highlights and Recent Events

Revenue of $187.8 million and income from operations of $48.2 million;
Net income of $40.7 million⁽¹⁾and diluted earnings per Class A share of $0.50⁽¹⁾;
Adjusted net income⁽³⁾ of $43.5 million and diluted earnings per share, as adjusted⁽³⁾ of $0.57;
Net income margin of 21.7% and adjusted net income margin⁽³⁾ of 23.2%;
Adjusted EBITDA⁽⁴⁾ and Adjusted EBITDA margin⁽⁴⁾ of $66.4 million and 35.4%, respectively;
Cash flow from operations of $39.3 million;
Cash balance of $344.5 million with no bank debt outstanding as of December 31, 2022;
Signed agreement to acquire HighRidge Resources, Inc. (“FlexSteel”);
In January 2023, the Board of Directors (the “Board”) declared a quarterly cash dividend of $0.11 per Class A share; and
In January 2023, Cactus closed an underwritten offering of Class A common stock for net proceeds of $165.6 million.

Financial Summary

	Three Months Ended									Twelve Months Ended
	December 31,			September 30,			December 31,			December 31,			December 31,
		2022			2022			2021			2022			2021
	($ in thousands)									($ in thousands)
Revenues	$	187,774		$	184,481		$	129,916		$	688,369		$	438,589
Income from operations	$	48,221		$	51,296		$	25,712		$	174,748		$	75,427
Net income⁽¹⁾⁽²⁾	$	40,739		$	41,520		$	20,383		$	145,122		$	67,470
Net income margin		21.7	%		22.5	%		15.7	%		21.1	%		15.4	%
Adjusted net income⁽³⁾	$	43,525		$	40,062		$	18,666		$	140,163		$	54,497
Adjusted net income margin⁽³⁾		23.2	%		21.7	%		14.4	%		20.4	%		12.4	%
Adjusted EBITDA⁽⁴⁾	$	66,393		$	63,693		$	36,614		$	227,925		$	120,355
Adjusted EBITDA margin⁽⁴⁾		35.4	%		34.5	%		28.2	%		33.1	%		27.4	%

(1)		Net income during the fourth quarter of 2022 is inclusive of $7.4 million in expenses associated with the pending acquisition of FlexSteel (the “FlexSteel Acquisition”), $1.9 million in expense related to the revaluation of the tax receivable agreement (“TRA”) liability and a $1.8 million income tax benefit related to the revaluation of our deferred tax asset. Net income during the third quarter of 2022 is inclusive of $1.0 million in expenses associated with the pending FlexSteel Acquisition, $1.1 million in other income related to the revaluation of the TRA liability and $1.1 million of income tax expense related to the revaluation of our deferred tax asset. Net income during the fourth quarter of 2021 is inclusive of $1.9 million in other income related to the revaluation of the TRA liability as well as $1.3 million of income tax expense related to the revaluation of our deferred tax asset.
(2)		Net income for the full year 2022 is inclusive of $8.4 million in expenses associated with the pending FlexSteel Acquisition, $1.9 million in expense related to the revaluation of the TRA liability and $5.0 million of net income tax benefits associated with various non-routine items primarily comprised of benefits associated with stock-based compensation and the revaluation of our deferred tax asset. Net income for the full year 2021 is inclusive of $0.9 million in additional income related to the revaluation of the TRA liability, $0.4 million in offering related expenses and $8.6 million in net tax benefits associated with various non-routine items, primarily a partial release of a valuation allowance.
(3)		Adjusted net income, Adjusted net income margin and diluted earnings per share, as adjusted are non-GAAP financial measures. These figures assume Cactus, Inc. held all units in Cactus Wellhead, LLC (“Cactus LLC”), its operating subsidiary, at the beginning of the period. Additional information regarding non-GAAP measures and the reconciliation of GAAP to non-GAAP financial measures are in the Supplemental Information tables.
(4)		Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. See definition of these measures and the reconciliation of GAAP to non-GAAP financial measures in the Supplemental Information tables.

Scott Bender, President and CEO of Cactus, commented, “I am extremely proud of the Cactus team and our execution during the fourth quarter, which enabled us to deliver the highest recorded Adjusted EBITDA in Company history. In our Product revenue category, market share⁽¹⁾ increased to over 40% as rigs followed were up approximately 7% from the third quarter of 2022. Margins increased across all of our revenue categories during the period, showcasing our organization's continued focus on customer service and cost management.

“Looking ahead to the first quarter of 2023, we anticipate continued revenue growth. While the overall level of U.S. onshore drilling activity has waned in recent months, we expect another increase in Cactus’ rigs followed during the first quarter. Since the second half of 2022, larger, well capitalized operators have increased activity, which has typically been a positive sign for Cactus. Additionally, our working capital outflows should meaningfully decline during early 2023.

Mr. Bender concluded, “Regarding the pending FlexSteel Acquisition, we remain extremely excited about bringing this high-quality and differentiated business into Cactus. Significant progress around permanent financing for the transaction has been made and closing is on-track to occur during the first quarter. Following closing, we plan to share additional details regarding our near-term expectations for the combined business. The FlexSteel Acquisition represents a significant opportunity for Cactus. We believe our general operating philosophy, which is a focus on margins, returns and generating value for our shareholders, will enhance the FlexSteel business.”

(1)

Additional information regarding market share and rigs followed is located in the Supplemental Information tables.

Revenue Categories

Product

	Three Months Ended
	December 31,			September 30,			December 31,
		2022			2022			2021
	($ in thousands)
Product revenue	$	124,561		$	121,782		$	83,771
Gross profit	$	50,529		$	48,035		$	29,017
Gross margin		40.6	%		39.4	%		34.6	%

Fourth quarter 2022 product revenue increased $2.8 million, or 2.3%, sequentially, as sales of wellhead and production related equipment improved primarily due to higher customer drilling activity. Gross profit increased $2.5 million, or 5.2%, sequentially, with margins increasing 120 basis points driven largely by operating leverage and lower branch costs in relation to revenue generated.

Rental

	Three Months Ended
	December 31,			September 30,			December 31,
		2022			2022			2021
	($ in thousands)
Rental revenue	$	27,310		$	27,105		$	19,225
Gross profit (loss)	$	12,013		$	10,782		$	4,672
Gross margin		44.0	%		39.8	%		24.3	%

Fourth quarter 2022 rental revenue increased $0.2 million, or 0.8%, sequentially, due to higher international revenue generation. Gross profit increased $1.2 million sequentially and margins improved by 420 basis points due largely to better asset management, lower repair costs and declining depreciation expense.

Field Service and Other

	Three Months Ended
	December 31,	September 30,	December 31,
	2022	2022	2021
	($ in thousands)
Field service and other revenue	$ 35,903	$ 35,594	$ 26,920
Gross profit	$ 8,575	$ 8,449	$ 4,884
Gross margin	23.9 %	23.7 %	18.1 %

Fourth quarter 2022 field service and other revenue increased $0.3 million, or 0.9%, sequentially, due to improved revenue mix and increased ancillary services activity. Gross profit increased $0.1 million, or 1.5%, sequentially, with margins increasing by 20 basis points due to lower supplies costs and branch related expenses, which offset higher labor costs during the period.

Selling, General and Administrative Expenses (“SG&A”)

SG&A for the fourth quarter of 2022 was $22.9 million (12.2% of revenues), compared to $16.0 million (8.7% of revenues) for the third quarter of 2022 and $12.9 million (9.9% of revenues) for the fourth quarter of 2021. The sequential increase was due primarily to higher fees and expenses associated with the pending FlexSteel Acquisition.

Liquidity, Capital Expenditures and Other

As of December 31, 2022, the Company had $344.5 million of cash and no bank debt outstanding. Operating cash flow was $39.3 million for the fourth quarter of 2022. During the fourth quarter, the Company made dividend payments and associated distributions of $8.4 million.

Net cash used in investing activities represented $6.0 million during the fourth quarter of 2022. Net capital expenditures for the full year 2022 were $25.5 million. For the full year 2023, the Company expects net capital expenditures to be in the range of $35 million to $45 million, inclusive of capital directed toward international expansion and the potential purchase of a currently leased facility, but exclusive of capital expenditures associated with the FlexSteel business.

On January 13, 2023, Cactus closed an underwritten offering of 3,224,300 shares of its Class A common stock for total net proceeds of approximately $166 million, net of underwriting discounts and selling commissions. The net proceeds from the sale of the Class A common stock in the offering are expected to be utilized to fund a portion of the initial closing price for the pending FlexSteel Acquisition.

As of January 31, 2023, Cactus had 64,127,114 shares of Class A common stock outstanding (representing 81.1% of the total voting power) and 14,978,225 shares of Class B common stock outstanding (representing 18.9% of the total voting power).

Quarterly Dividend

In January 2023 the Board approved a quarterly cash dividend of $0.11 per share of Class A common stock with payment to occur on March 16, 2023 to holders of record of Class A common stock at the close of business on February 27, 2023. A corresponding distribution of up to $0.11 per CW Unit has also been approved for holders of CW Units of Cactus Wellhead, LLC.

Conference Call Details

The Company will host a conference call to discuss financial and operational results on Thursday, February 23, 2023 at 9:00 a.m. Central Time (10:00 a.m. Eastern Time).

The call will be webcast on Cactus’ website at www.CactusWHD.com. Please access the webcast for the call at least 10 minutes ahead of the start time to ensure a proper connection. Analysts and institutional investors may click here to pre-register for the conference call and obtain a dial-in number and passcode. An archived webcast of the conference call will be available on the Company’s website shortly after the end of the call.

About Cactus, Inc.

Cactus designs, manufactures, sells and rents a range of highly engineered wellhead and pressure control equipment. Its products are sold and rented principally for onshore unconventional oil and gas wells and are utilized during the drilling, completion and production phases of its customers’ wells. In addition, it provides field services for all its products and rental items to assist with the installation, maintenance and handling of the wellhead and pressure control equipment. Cactus operates service centers throughout the United States and Australia, while also providing equipment and services in select international markets.

Cautionary Statement Concerning Forward-Looking Statements

Certain statements contained in this press release and oral statements made regarding the matters addressed in this release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of Cactus’ control, that could cause actual results to differ materially from the results discussed in the forward-looking statements.

Forward-looking statements can be identified by the use of forward-looking terminology including “may,” “believe,” “expect,” “intend,” “anticipate,” “estimate,” “continue,” “potential,” “will,” “hope” or other similar words and include the Company’s expectation of future performance contained herein. These statements discuss future expectations, contain projections of results of operations or of financial condition, or state other “forward-looking” information. You are cautioned not to place undue reliance on any forward-looking statements, which can be affected by assumptions used or by risks or uncertainties, including unanticipated challenges relating to the pending FlexSteel Acquisition and related financing. Consequently, no forward-looking statements can be guaranteed. When considering these forward-looking statements, you should keep in mind the risk factors and other factors noted in the Company’s Annual Report on Form 10-K, any Quarterly Reports on Form 10-Q and the other documents that the Company files with the Securities and Exchange Commission. The risk factors and other factors noted therein could cause actual results to differ materially from those contained in any forward-looking statement. Cactus disclaims any duty to update and does not intend to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release.

Cactus, Inc.
Condensed Consolidated Statements of Income
(unaudited)

	Three Months Ended December 31,						Twelve Months Ended December 31,
		2022			2021			2022			2021
	(in thousands, except per share data)
Revenues
Product revenue	$	124,561		$	83,771		$	452,615		$	280,907
Rental revenue		27,310			19,225			100,453			61,629
Field service and other revenue		35,903			26,920			135,301			96,053
Total revenues		187,774			129,916			688,369			438,589

Costs and expenses
Cost of product revenue		74,032			54,754			277,871			189,083
Cost of rental revenue		15,297			14,553			62,037			54,377
Cost of field service and other revenue		27,328			22,036			106,013			73,681
Selling, general and administrative expenses		22,896			12,861			67,700			46,021
Total costs and expenses		139,553			104,204			513,621			363,162
Income from operations		48,221			25,712			174,748			75,427

Interest (expense) income, net		2,370			(142	)		3,714			(774	)
Other income (expense), net		(1,920	)		1,902			(1,910	)		492
Income before income taxes		48,671			27,472			176,552			75,145
Income tax expense		7,932			7,089			31,430			7,675
Net income	$	40,739		$	20,383		$	145,122		$	67,470
Less: net income attributable to non-controlling interest		9,750			5,359			34,948			17,877
Net income attributable to Cactus, Inc.	$	30,989		$	15,024		$	110,174		$	49,593

Earnings per Class A share - basic	$	0.51		$	0.25		$	1.83		$	0.90
Earnings per Class A share - diluted (a)	$	0.50		$	0.25		$	1.80		$	0.83

Weighted average shares outstanding - basic		60,797			58,988			60,323			55,398
Weighted average shares outstanding - diluted (a)		76,410			76,148			76,337			76,107

(a)

Dilution for the three and twelve months ended December 31, 2022 includes an additional $10.1 million and $36.3 million of pre-tax income attributable to non-controlling interest adjusted for a corporate effective tax rate of 25.0% and 15.1 million and 15.5 million weighted average shares of Class B common stock, respectively, plus the effect of dilutive securities. Dilution for the three and twelve months ended December 31, 2021 includes an additional $5.6 million and $18.8 million of pre-tax income attributable to non-controlling interest adjusted for a corporate effective tax rate of 27.0% and 16.7 million and 20.3 million weighted average shares of Class B common stock, respectively, plus the effect of dilutive securities.

Cactus, Inc.
Condensed Consolidated Balance Sheets
(unaudited)

	December 31,
		2022		2021
	(in thousands)
Assets
Current assets
Cash and cash equivalents	$	344,527	$	301,669
Accounts receivable, net		138,268		89,205
Inventories		161,283		119,817
Prepaid expenses and other current assets		10,564		7,794
Total current assets		654,642		518,485

Property and equipment, net		129,998		129,117
Operating lease right-of-use assets, net		23,183		22,538
Goodwill		7,824		7,824
Deferred tax asset, net		301,644		303,074
Other noncurrent assets		1,605		1,040
Total assets	$	1,118,896	$	982,078

Liabilities and Equity
Current liabilities
Accounts payable	$	47,776	$	42,818
Accrued expenses and other current liabilities		30,619		28,240
Current portion of liability related to tax receivable agreement		27,544		11,769
Finance lease obligations, current portion		5,933		4,867
Operating lease liabilities, current portion		4,777		4,880
Total current liabilities		116,649		92,574

Deferred tax liability, net		1,966		1,172
Liability related to tax receivable agreement, net of current portion		265,025		269,838
Finance lease obligations, net of current portion		6,436		5,811
Operating lease liabilities, net of current portion		18,375		17,650
Total liabilities		408,451		387,045

Equity		710,445		595,033
Total liabilities and equity	$	1,118,896	$	982,078

Cactus, Inc. Condensed Consolidated Statements of Cash Flows (unaudited)

	Twelve Months Ended December 31,
		2022			2021
	(in thousands)
Cash flows from operating activities
Net income	$	145,122		$	67,470
Reconciliation of net income to net cash provided by operating activities
Depreciation and amortization		34,124			36,308
Deferred financing cost amortization		165			168
Stock-based compensation		10,631			8,620
Provision for expected credit losses		406			310
Inventory obsolescence		2,739			3,490
Gain on disposal of assets		(1,391	)		(1,386	)
Deferred income taxes		25,299			4,829
(Gain) loss from revaluation of liability related to tax receivable agreement		1,910			(898	)
Changes in operating assets and liabilities:
Accounts receivable		(49,349	)		(45,492	)
Inventories		(44,891	)		(36,083	)
Prepaid expenses and other assets		(3,108	)		(2,789	)
Accounts payable		5,803			22,281
Accrued expenses and other liabilities		2,090			16,628
Payments pursuant to tax receivable agreement		(11,666	)		(9,697	)
Net cash provided by operating activities		117,884			63,759

Cash flows from investing activities
Capital expenditures and other		(28,291	)		(13,939	)
Proceeds from sale of assets		2,755			2,306
Net cash used in investing activities		(25,536	)		(11,633	)

Cash flows from financing activities
Payment of deferred financing costs		(353	)		—
Payments on finance leases		(6,055	)		(5,205	)
Dividends paid to Class A common stock shareholders		(26,719	)		(21,158	)
Distributions to members		(9,692	)		(9,742	)
Repurchase of shares		(4,563	)		(3,283	)
Net cash used in financing activities		(47,382	)		(39,388	)

Effect of exchange rate changes on cash and cash equivalents		(2,108	)		272

Net increase in cash and cash equivalents		42,858			13,010

Cash and cash equivalents
Beginning of period		301,669			288,659
End of period	$	344,527		$	301,669

Cactus, Inc. – Supplemental Information
Reconciliation of GAAP to non-GAAP Financial Measures
Adjusted net income, diluted earnings per share, as adjusted and adjusted net income margin
(unaudited)

Adjusted net income and diluted earnings per share, as adjusted are not measures of net income as determined by GAAP. Adjusted net income and diluted earnings per share, as adjusted are supplemental non-GAAP financial measures that are used by management and external users of the Company’s consolidated financial statements. Cactus defines adjusted net income as net income assuming Cactus, Inc. held all units in Cactus LLC, its operating subsidiary, at the beginning of the period, with the resulting additional income tax expense related to the incremental income attributable to Cactus, Inc. Adjusted net income also includes certain other adjustments described below. Cactus defines diluted earnings per share, as adjusted as Adjusted net income divided by weighted average shares outstanding, as adjusted. Cactus defines Adjusted net income margin as Adjusted net income divided by Revenue. The Company believes this supplemental information is useful for evaluating performance period over period.

	Three Months Ended									Twelve Months Ended December 31,
	December 31,			September 30,			December 31,			Twelve Months Ended December 31,
		2022			2022			2021			2022			2021
	($ in thousands, except per share data)
Net income	$	40,739		$	41,520		$	20,383		$	145,122		$	67,470
Adjustments:
Other non-operating (income) expense, pre-tax⁽¹⁾		1,920			(1,125	)		(1,902	)		1,910			(898	)
Transaction related expenses, pre-tax⁽²⁾		7,442			980			—			8,422			406
Income tax expense differential⁽³⁾		(6,576	)		(1,313	)		185			(15,291	)		(12,481	)
Adjusted net income	$	43,525		$	40,062		$	18,666		$	140,163		$	54,497

Diluted earnings per share, as adjusted	$	0.57		$	0.52		$	0.25		$	1.84		$	0.72

Weighted average shares outstanding, as adjusted⁽⁴⁾		76,410			76,319			76,148			76,337			76,107

Revenue	$	187,774		$	184,481		$	129,916		$	688,369		$	438,589
Net income margin		21.7	%		22.5	%		15.7	%		21.1	%		15.4	%
Adjusted net income margin		23.2	%		21.7	%		14.4	%		20.4	%		12.4	%

(1)		Represents non-cash adjustments for the revaluation of the liability related to the tax receivable agreement.
(2)		Reflects fees and expenses recorded in connection with the pending FlexSteel Acquisition and the 2021 offering of shares of our Class A common stock, excluding underwriting discounts and selling commissions. Fees and expenses related to the pending FlexSteel Acquisition shown for the three months ending September 30, 2022 were not previously included as an adjustment to net income.
(3)		Represents the increase or decrease in tax expense as though Cactus, Inc. owned 100% of Cactus LLC at the beginning of the period, calculated as the difference in tax expense recorded during each period and what would have been recorded, adjusted for pre-tax items listed above, based on a corporate effective tax rate of 25.0% for the three and twelve months ended December 31, 2022, 25.0% for the three months ended September 30, 2022, and 27.0% for the three and twelve months ended December 31, 2021.
(4)		Reflects 60.8, 60.7, and 59.0 million weighted average shares of basic Class A common stock and 15.1, 15.2 and 16.7 million of additional shares for the three months ended December 31, 2022, September 30, 2022, and December 31, 2021, and 60.3 and 55.4 million weighted average shares of basic Class A common stock and 15.5 and 20.3 million of additional shares for the twelve months ended December 31, 2022 and December 31, 2021, respectively, as if the weighted average shares of Class B common stock were exchanged and canceled for Class A common stock at the beginning of the period, plus the effect of dilutive securities.

Cactus, Inc. – Supplemental Information
Reconciliation of GAAP to non-GAAP Financial Measures
EBITDA, Adjusted EBITDA and Adjusted EBITDA margin
(unaudited)

EBITDA and Adjusted EBITDA are not measures of net income as determined by GAAP. EBITDA and Adjusted EBITDA are supplemental non-GAAP financial measures that are used by management and external users of the Company’s consolidated financial statements, such as industry analysts, investors, lenders and rating agencies.

Contacts

Cactus, Inc.
John Fitzgerald, 713-904-4655
Director of Corporate Development and Investor Relations
This email address is being protected from spambots. You need JavaScript enabled to view it.

Read full story here

: Business Wire; Posted On Feb 23, 2023

Western Midstream Announces Fourth-Quarter and Full-Year 2022 Results

Announces 2023 Guidance and 2022 Enhanced Distribution Expectation

Reported fourth-quarter 2022 Net income attributable to limited partners of $328.6 million, generating fourth-quarter Adjusted EBITDA⁽¹⁾ of $515.8 million.
Reported full-year 2022 Net income attributable to limited partners of $1.190 billion, generating full-year Adjusted EBITDA⁽¹⁾ of $2.128 billion, achieving the full-year 2022 Adjusted EBITDA guidance range of $2.125 billion to $2.225 billion.
Reported fourth-quarter 2022 Cash flows provided by operating activities of $489.2 million, generating fourth-quarter Free cash flow⁽¹⁾ of $365.6 million.
Reported full-year 2022 Cash flows provided by operating activities of $1.701 billion, generating full-year Free cash flow⁽¹⁾ of $1.268 billion, achieving the full-year 2022 Free cash flow guidance range of $1.250 billion to $1.350 billion.
Achieved year-end 2022 net leverage ratio⁽²⁾ of 3.1 times.
Repurchased 19,532,305 common units for aggregate consideration of $487.6 million through December 31, 2022.
Provided 2023 Adjusted EBITDA⁽³⁾ guidance range of $2.050 billion to $2.150 billion and total capital expenditures⁽⁴⁾ range between $575.0 million and $675.0 million.
Expect to maintain a quarterly Base Distribution of $0.50 per unit, or $2.00 per unit annualized for full-year 2023.
Expect to announce an Enhanced Distribution of $140.0 million, or approximately $0.36 per unit, which if approved, would be paid in conjunction with the first-quarter 2023 Base Distribution.⁽⁵⁾

HOUSTON--(BUSINESS WIRE)--Today Western Midstream Partners, LP (NYSE: WES) (“WES” or the “Partnership”) announced fourth-quarter and full-year 2022 financial and operating results. Net income (loss) attributable to limited partners for the fourth quarter of 2022 totaled $328.6 million, or $0.85 per common unit (diluted), with fourth-quarter 2022 Adjusted EBITDA⁽¹⁾ totaling $515.8 million, fourth-quarter 2022 Cash flows provided by operating activities totaling $489.2 million, and fourth-quarter 2022 Free cash flow⁽¹⁾ totaling $365.6 million. Net income (loss) attributable to limited partners for full-year 2022 totaled $1.190 billion, or $3.01 per common unit (diluted), with full-year 2022 Adjusted EBITDA⁽¹⁾ totaling $2.128 billion, full-year 2022 Cash flows provided by operating activities totaling $1.701 billion, and full-year 2022 Free cash flow⁽¹⁾ totaling $1.268 billion.

2022 HIGHLIGHTS

Increased average throughput for natural-gas, crude-oil and NGLs, and produced-water by 1-percent, 3-percent, and 19-percent year-over-year, respectively.
Repurchased 19,532,305 common units for aggregate consideration of $487.6 million through year-end, including 1,549,948 common units in the fourth quarter for an aggregate consideration of $40.5 million. This represents 39.0-percent of the $1.250 billion common unit repurchase program, which runs through December 31, 2024. The total common units repurchased since September 2020 now represent 13.7-percent of total unaffected units outstanding.
Achieved year-end 2022 net leverage ratio⁽²⁾ of 3.1 times, which surpasses the 2022 Enhanced Distribution leverage threshold of 3.4 times.
Achieved full-year Base Distribution guidance of $2.00 per unit.
Acquired the remaining 50-percent interest in Ranch Westex JV for $40.1 million and sold our 15-percent interest in Cactus II for $264.8 million.
Executed multiple, long-term commercial agreements with some of our largest producers in the Delaware Basin supported by either minimum volume commitments or acreage dedications and executed several agreements with new customers in the Maverick Basin.

On February 13, 2023, WES paid its fourth-quarter 2022 per-unit distribution of $0.50, which is in line with the prior quarter’s distribution and is consistent with the Partnership’s previously announced annualized regular quarterly distribution (“Base Distribution”) target of $2.00 per unit. Fourth-quarter and full-year 2022 Free cash flow⁽¹⁾ after distributions totaled $168.5 million and $532.7 million, respectively. Fourth-quarter and full-year 2022 capital expenditures⁽⁴⁾totaled $156.0 million and $538.1 million, respectively.

Fourth-quarter 2022 natural-gas throughput⁽⁷⁾ averaged 4.2 Bcf/d, representing a 1-percent sequential-quarter decrease and a 1-percent increase from fourth-quarter 2021. Fourth-quarter 2022 throughput for crude-oil and NGLs assets⁽⁷⁾ averaged 649 MBbls/d, representing a 9-percent sequential-quarter decrease and an 8-percent decrease from fourth-quarter 2021. Fourth-quarter 2022 throughput for produced-water assets⁽⁷⁾ averaged 851 MBbls/d, representing a 3-percent sequential-quarter decrease and a 7-percent increase from fourth-quarter 2021.

Full-year 2022 natural-gas throughput⁽⁷⁾averaged 4.2 Bcf/d, representing a 1-percent increase from full-year 2021. Full-year 2022 throughput for crude-oil and NGLs assets⁽⁷⁾ averaged 676 MBbls/d, representing a 3-percent increase from full-year 2021. Full-year 2022 throughput for produced-water assets⁽⁷⁾ averaged 836 MBbls/d, representing a 19-percent increase from full-year 2021.

“2022 was an incredibly successful year for WES. We grew average year-over-year throughput across all three products and generated the highest Net income and Adjusted EBITDA in our partnership’s history,” said Michael Ure, President and Chief Executive Officer. “Coming into the year, we introduced our capital-return framework, and we have acted on that framework by increasing our Base Distribution by 53-percent, buying back just under 50-percent of our original unit buyback authorization, retiring $504 million of senior notes, and recommending to pay our first Enhanced Distribution payment. As we reflect on 2022 in its entirety, I am very proud of our team’s accomplishments, which include accretive M&A activity, numerous commercial successes, and meaningful execution on our capital-return framework that continues to create substantial value for our stakeholders.”

2022 ENHANCED DISTRIBUTION

“We have been able to meaningfully improve the health of our balance sheet and reduce net leverage from 4.6 times at year-end 2019 to 3.1 times at year-end 2022, which is significantly below our 2022 Enhanced Distribution threshold of 3.4 times,” said Kristen Shults, Senior Vice President and Chief Financial Officer. “Additionally, we continued to focus on returning capital to stakeholders through a balanced approach of repurchasing $488 million of common units, paying $736 million in Base Distributions, and retiring $504 million of senior notes in 2022.”

Ms. Shults continued, “Taking our financial success and current business needs into consideration, we have recommended that the Board use its discretion to consider WES’s 2022 net proceeds from asset sales of $224.2 million as cash flow available for distribution and consider an Enhanced Distribution for 2022 of $140.0 million, or approximately $0.36 per unit based on our current unit count outstanding. WES expects to request formal approval of this Enhanced Distribution in April and to pay this distribution in conjunction with its first-quarter 2023 distribution in May.”

“Our recommendation to pay an Enhanced Distribution reflects our strong Free cash flow profile and the value creation from non-core asset sales in 2022. We view our financial policy, specifically the Enhanced Distribution framework, as a way to generate additional value for our long-term unitholders and to further differentiate WES relative to its peers,” concluded Ms. Shults.

2023 GUIDANCE

Based on the most current production-forecast information from our producer customers, WES is providing 2023 guidance as follows:

Adjusted EBITDA⁽³⁾ between $2.050 billion and $2.150 billion.
Total capital expenditures⁽⁴⁾between $575.0 million and $675.0 million.
Free cash flow⁽³⁾ between $1.125 billion and $1.225 billion.
Full-year 2023 Base Distribution of at least $2.00 per unit⁽⁶⁾, which excludes the impact of any potential Enhanced Distribution.

“Although our 2023 Adjusted EBITDA outlook is tempered relative to 2022, we expect our profitability to remain strong. Additionally, we are confident in our ability to generate substantial Free cash flow in 2023, even with an expected year-over-year increase in capital expenditures, which predominantly relates to the construction of Mentone Train III,” said Mr. Ure. “Looking to the future, producer activity levels should remain strong on the acreage we service in the Delaware Basin, and our remaining capital budget allows us to prepare for increasing throughput growth in 2024. As our capital needs subside upon completing Mentone Train III during the fourth quarter of 2023, we will stay focused on creating even more value for our stakeholders through our capital-return framework.”

Mr. Ure continued, “We remain optimistic regarding our expected 2023 operational and financial performance, even with the current and expected challenges facing the energy industry. Our premier asset bases are located within the core of their respective basins, continue to attract producer capital, and are supported by our fee-based contract structures. Additionally, our greatly improved balance sheet puts us in a position of financial strength and enables us to take advantage of market opportunities to create additional value for all stakeholders through further debt reduction, distribution payments, and unit repurchases under our expanded unit buyback program.”

CONFERENCE CALL TOMORROW AT 1:00 P.M. CT

WES will host a conference call on Thursday, February 23, 2023, at 1:00 p.m. Central Time (2:00 p.m. Eastern Time) to discuss fourth-quarter and full-year 2022 results. To participate, individuals should dial 888-330-2354 (Domestic) or 240-789-2706 (International) fifteen minutes before the scheduled conference call time and enter participant access code 32054. To access the live audio webcast of the conference call, please visit the investor relations section of the Partnership’s website at www.westernmidstream.com. A replay of the conference call also will be available on the website following the call.

For additional details on WES’s financial and operational performance, please refer to the earnings slides and updated investor presentation available at www.westernmidstream.com.

FILING OF ANNUAL REPORT ON FORM 10-K

Today WES also announced the filing of its Annual Report on Form 10-K for the fiscal year ended December 31, 2022, with the Securities and Exchange Commission. A copy of the report is available for viewing and downloading on the Western Midstream website at www.westernmidstream.com. Unitholders may request hard copies of the report, which contains WES’s audited financial statements, free of charge, by emailing This email address is being protected from spambots. You need JavaScript enabled to view it., or by submitting a written request to Western Midstream Partners, LP at the following address: 9950 Woodloch Forest Drive, Suite 2800, The Woodlands, TX 77380, Attention: Western Midstream Investor Relations.

ABOUT WESTERN MIDSTREAM

Western Midstream Partners, LP (“WES”) is a Delaware master limited partnership formed to acquire, own, develop, and operate midstream assets. With midstream assets located in Texas, New Mexico, Colorado, Utah, Wyoming, and Pennsylvania, WES is engaged in the business of gathering, compressing, treating, processing, and transporting natural gas; gathering, stabilizing, and transporting condensate, natural-gas liquids, and crude oil; and gathering and disposing of produced water for its customers. In its capacity as a natural-gas processor, WES also buys and sells natural gas, natural-gas liquids, and condensate on behalf of itself and as an agent for its customers under certain contracts.

For more information about Western Midstream Partners, LP, please visit www.westernmidstream.com.

This news release contains forward-looking statements. WES’s management believes that its expectations are based on reasonable assumptions. No assurance, however, can be given that such expectations will prove correct. A number of factors could cause actual results to differ materially from the projections, anticipated results, or other expectations expressed in this news release. These factors include our ability to meet financial guidance or distribution expectations; our ability to safely and efficiently operate WES’s assets; the supply of, demand for, and price of oil, natural gas, NGLs, and related products or services; our ability to meet projected in-service dates for capital-growth projects; construction costs or capital expenditures exceeding estimated or budgeted costs or expenditures; and the other factors described in the “Risk Factors” section of WES’s most-recent Form 10-K filed with the Securities and Exchange Commission and other public filings and press releases. WES undertakes no obligation to publicly update or revise any forward-looking statements.

______________________________________________________________

⁽¹⁾		Please see the definitions of the Partnership’s non-GAAP measures at the end of this release and reconciliation of GAAP to non-GAAP measures.
⁽²⁾		Debt-to-Adjusted EBITDA (trailing twelve months).
⁽³⁾		A reconciliation of the Adjusted EBITDA range to net cash provided by operating activities and net income (loss), and a reconciliation of the Free cash flow range to net cash provided by operating activities, is not provided because the items necessary to estimate such amounts are not reasonably estimable at this time. These items, net of tax, may include, but are not limited to, impairments of assets and other charges, divestiture costs, acquisition costs, or changes in accounting principles. All of these items could significantly impact such financial measures. At this time, WES is not able to estimate the aggregate impact, if any, of these items on future period reported earnings. Accordingly, WES is not able to provide a corresponding GAAP equivalent for the Adjusted EBITDA or Free cash flow ranges.
⁽⁴⁾		Accrual-based, includes equity investments, excludes capitalized interest, and excludes capital expenditures associated with the 25% third-party interest in Chipeta.
⁽⁵⁾		Board action on any Enhanced Distribution will be requested in April and is subject to the Board’s assessment of the needs of the business at that time.
⁽⁶⁾		Subject to Board review and approval on a quarterly basis based on the needs of the business.
⁽⁷⁾		Represents total throughput attributable to WES, which excludes (i) the 2.0% Occidental subsidiary-owned limited partner interest in WES Operating and (ii) for natural-gas throughput, the 25% third-party interest in Chipeta, which collectively represent WES’s noncontrolling interests.

Western Midstream Partners, LP
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

	Three Months Ended December 31,						Year Ended December 31,
thousands except per-unit amounts		2022			2021			2022			2021
Revenues and other
Service revenues – fee based	$	647,948		$	621,093		$	2,602,053		$	2,462,835
Service revenues – product based		46,971			34,317			249,692			122,584
Product sales		84,268			63,588			399,023			290,947
Other		250			212			953			789
Total revenues and other		779,437			719,210			3,251,721			2,877,155
Equity income, net – related parties		44,095			45,308			183,483			204,645
Operating expenses
Cost of product		92,663			72,040			420,900			322,285
Operation and maintenance		166,923			147,102			654,566			581,300
General and administrative		49,382			55,576			194,017			195,549
Property and other taxes		18,065			18,275			78,559			64,267
Depreciation and amortization		151,910			144,225			582,365			551,629
Long-lived asset and other impairments		20,491			1,345			20,585			30,543
Total operating expenses		499,434			438,563			1,950,992			1,745,573
Gain (loss) on divestiture and other, net		104,560			(234	)		103,676			44
Operating income (loss)		428,658			325,721			1,587,888			1,336,271
Interest expense		(84,606	)		(89,472	)		(333,939	)		(376,512	)
Gain (loss) on early extinguishment of debt		—			—			91			(24,944	)
Other income (expense), net		1,486			390			1,603			(623	)
Income (loss) before income taxes		345,538			236,639			1,255,643			934,192
Income tax expense (benefit)		504			(14,210	)		4,187			(9,807	)
Net income (loss)		345,034			250,849			1,251,456			943,999
Net income (loss) attributable to noncontrolling interests		8,710			7,332			34,353			27,707
Net income (loss) attributable to Western Midstream Partners, LP	$	336,324		$	243,517		$	1,217,103		$	916,292
Limited partners’ interest in net income (loss):
Net income (loss) attributable to Western Midstream Partners, LP	$	336,324		$	243,517		$	1,217,103		$	916,292
General partner interest in net (income) loss		(7,747	)		(5,331	)		(27,541	)		(19,815	)
Limited partners’ interest in net income (loss)	$	328,577		$	238,186		$	1,189,562		$	896,477
Net income (loss) per common unit – basic	$	0.85		$	0.58		$	3.01		$	2.18
Net income (loss) per common unit – diluted	$	0.85		$	0.58		$	3.00		$	2.18
Weighted-average common units outstanding – basic		384,885			407,212			394,951			411,309
Weighted-average common units outstanding – diluted		386,482			408,454			396,236			412,022

Western Midstream Partners, LP
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

thousands except number of units	December 31, 2022		December 31, 2021
Total current assets	$	900,425	$	684,764
Net property, plant, and equipment		8,541,600		8,512,907
Other assets		1,829,603		2,075,408
Total assets	$	11,271,628	$	11,273,079
Total current liabilities	$	903,857	$	1,140,197
Long-term debt		6,569,582		6,400,616
Asset retirement obligations		290,021		298,275
Other liabilities		400,053		338,231
Total liabilities		8,163,513		8,177,319
Equity and partners’ capital
Common units (384,070,984 and 402,993,919 units issued and outstanding at December 31, 2022 and 2021, respectively)		2,969,604		2,966,955
General partner units (9,060,641 units issued and outstanding at December 31, 2022 and 2021)		2,105		(8,882	)
Noncontrolling interests		136,406		137,687
Total liabilities, equity, and partners’ capital	$	11,271,628	$	11,273,079

Western Midstream Partners, LP
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

	Year Ended December 31,
thousands		2022			2021
Cash flows from operating activities
Net income (loss)	$	1,251,456		$	943,999
Adjustments to reconcile net income (loss) to net cash provided by operating activities and changes in assets and liabilities:
Depreciation and amortization		582,365			551,629
Long-lived asset and other impairments		20,585			30,543
(Gain) loss on divestiture and other, net		(103,676	)		(44	)
(Gain) loss on early extinguishment of debt		(91	)		24,944
Change in other items, net		(49,213	)		215,781
Net cash provided by operating activities	$	1,701,426		$	1,766,852
Cash flows from investing activities
Capital expenditures	$	(487,228	)	$	(313,674	)
Acquisitions from third parties		(40,127	)		—
Contributions to equity investments - related parties		(9,632	)		(4,435	)
Distributions from equity investments in excess of cumulative earnings – related parties		63,897			41,385
Proceeds from the sale of assets to related parties		200			—
Proceeds from the sale of assets to third parties		264,121			8,102
(Increase) decrease in materials and supplies inventory and other		(9,468	)		11,084
Net cash used in investing activities	$	(218,237	)	$	(257,538	)
Cash flows from financing activities
Borrowings, net of debt issuance costs	$	1,389,010		$	480,000
Repayments of debt		(1,518,548	)		(1,432,966	)
Increase (decrease) in outstanding checks		2,206			(21,631	)
Distributions to Partnership unitholders		(735,755	)		(533,758	)
Distributions to Chipeta noncontrolling interest owner		(10,736	)		(9,117	)
Distributions to noncontrolling interest owner of WES Operating		(24,898	)		(14,984	)
Net contributions from (distributions to) related parties		1,423			8,533
Unit repurchases		(487,590	)		(217,465	)
Other		(13,644	)		(10,849	)
Net cash provided by (used in) financing activities	$	(1,398,532	)	$	(1,752,237	)
Net increase (decrease) in cash and cash equivalents	$	84,657		$	(242,923	)
Cash and cash equivalents at beginning of period		201,999			444,922
Cash and cash equivalents at end of period	$	286,656		$	201,999

Western Midstream Partners, LP

RECONCILIATION OF GAAP TO NON-GAAP MEASURES

WES defines Adjusted gross margin attributable to Western Midstream Partners, LP (“Adjusted gross margin”) as total revenues and other (less reimbursements for electricity-related expenses recorded as revenue), less cost of product, plus distributions from equity investments, and excluding the noncontrolling interest owners’ proportionate share of revenues and cost of product.

WES defines Adjusted EBITDA as net income (loss), plus (i) distributions from equity investments, (ii) non-cash equity-based compensation expense, (iii) interest expense, (iv) income tax expense, (v) depreciation and amortization, (vi) impairments, and (vii) other expense (including lower of cost or market inventory adjustments recorded in cost of product), less (i) gain (loss) on divestiture and other, net, (ii) gain (loss) on early extinguishment of debt, (iii) income from equity investments, (iv) interest income, (v) income tax benefit, (vi) other income, and (vii) the noncontrolling interest owners’ proportionate share of revenues and expenses.

WES defines Free cash flow as net cash provided by operating activities less total capital expenditures and contributions to equity investments, plus distributions from equity investments in excess of cumulative earnings. Management considers Free cash flow an appropriate metric for assessing capital discipline, cost efficiency, and balance-sheet strength. Although Free cash flow is the metric used to assess WES’s ability to make distributions to unitholders, this measure should not be viewed as indicative of the actual amount of cash that is available for distributions or planned for distributions for a given period. Instead, Free cash flow should be considered indicative of the amount of cash that is available for distributions, debt repayments, and other general partnership purposes.

Below are reconciliations of (i) gross margin (GAAP) to Adjusted gross margin (non-GAAP), (ii) net income (loss) (GAAP) and net cash provided by operating activities (GAAP) to Adjusted EBITDA (non-GAAP), and (iii) net cash provided by operating activities (GAAP) to Free cash flow (non-GAAP), as required under Regulation G of the Securities Exchange Act of 1934. Management believes that Adjusted gross margin, Adjusted EBITDA, and Free cash flow are widely accepted financial indicators of WES’s financial performance compared to other publicly traded partnerships and are useful in assessing WES’s ability to incur and service debt, fund capital expenditures, and make distributions. Adjusted gross margin, Adjusted EBITDA, and Free cash flow as defined by WES, may not be comparable to similarly titled measures used by other companies.

Contacts

Daniel Jenkins
Director, Investor Relations
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832.636.1009

Shelby Keltner
Manager, Investor Relations
This email address is being protected from spambots. You need JavaScript enabled to view it.
832.636.1009

Read full story here

: Business Wire; Posted On Feb 23, 2023

Xcel Energy Inc. Board Increases 2023 Common Dividend 6.7%, Declares Dividend on Common Stock

MINNEAPOLIS--(BUSINESS WIRE)--The Board of Directors of Xcel Energy Inc. (NASDAQ: XEL) today raised the quarterly dividend on the company’s common stock from 48.75 cents per share to 52 cents per share, which is equivalent to an annual rate of $2.08 per share. The dividends are payable April 20, 2023, to shareholders of record on March 15, 2023.

“Since increasing our dividend growth objective in 2015 to 5-7 percent annually, we have delivered average annual dividend increases above 6 percent. Today's increase signals the confidence we have in our investment opportunities, and our commitment to provide shareholders an attractive total return profile,” said Bob Frenzel, chairman, president and CEO of Xcel Energy.

Xcel Energy is a major U.S. electricity and natural gas company, with operations in 8 Western and Midwestern states. Xcel Energy provides a comprehensive portfolio of energy-related products and services to 3.8 million electricity customers and 2.1 million natural gas customers through its regulated operating companies. Company headquarters are located in Minneapolis. More information is available at www.xcelenergy.com.

This information is not given in connection with any sale or offer for sale or offer to buy any securities.

Statements in this press release regarding Xcel Energy’s business which are not historical facts are “forward-looking statements” that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” in the Company's Annual Report on Form 10-K for the most recently ended fiscal year.

Contacts

Xcel Energy, Minneapolis
Shareholder Services
Darin Norman (612) 337-2310
or
Paul Johnson, Vice President, Treasurer & Investor Relations (612) 215-4535
or
Xcel Energy Media Relations Representatives (612) 215-5300

: Business Wire; Posted On Feb 23, 2023

Civitas Resources Announces Fourth Quarter and Full-Year 2022 Results

Announces $1 Billion Share Repurchase Authorization and Declares Fixed-plus-Variable Dividend to be Paid in March

2023 Plan Focused on Returning Cash to Shareholders

DENVER--(BUSINESS WIRE)--Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today announced its fourth quarter and full-year 2022 financial and operating results, as well as its 2023 outlook. In addition, the Company announced plans to repurchase up to $1 billion of common stock, par value $0.01 per share (the “Common Stock”), effective through December 31, 2024. A conference call to discuss the results is planned for 8:00 a.m. MT (10:00 a.m. ET), February 23, 2023. Dial-in details can be found in this release. In addition, supplemental slides have been posted to the Company’s website, www.civitasresources.com.

Fourth Quarter 2022 Highlights

Average daily sales of 169.4 thousand barrels of oil equivalent per day (“MBoe/d”), of which 45% was oil
Total capital expenditures of $278.2 million
GAAP net income of $281.9 million and Adjusted EBITDAX⁽¹⁾of $505.1 million
Net cash provided by operating activities of $512.2 million and free cash flow⁽¹⁾of $230.7 million
Fixed-plus-variable dividend, to be paid in March, increased to $2.15 per share, up approximately 10% sequentially from $1.95 per share in the prior quarter
Total liquidity was $1.8 billion as of December 31, 2022, which consisted of $768.0 million of cash plus funds available under the Company's credit facility

Peer-Leading Shareholder Return Framework Enhanced with $1 Billion Buyback Authorization

Civitas is committed to sustainably returning cash to its shareholders and its return philosophy and track record is one of the strongest in the industry today. Recent shareholder cash return highlights are below:

The company repurchased $300 million worth of its outstanding Common Stock in January, 2023
Today, the Company announced Board approval for the repurchase of up to $1 billion of additional Common Stock, effective through December 31, 2024
In 2022, the Company paid out over $530 million in base and variable dividends
In 2023, Civitas expects to distribute over $600 million in dividends, more than 60% of expected free cash flow⁽¹⁾ during the year, at current strip prices

⁽¹⁾Non-GAAP financial measure; see attached reconciliation schedules at the end of this release.

Dividend to be Paid in March

The Company's Board of Directors approved a dividend of $2.15 per share, payable on March 30, 2023 to shareholders of record as of March 15, 2023. The total reflects the combination of the quarterly base dividend of $0.50 per share and a quarterly variable dividend of $1.65 per share. Additional details regarding the calculation of the variable dividend can be found in the Company's new investor presentation located on its website.

Civitas CEO Chris Doyle said, “Civitas reported outstanding results this quarter, with production coming in at the high end of our guidance range despite the cold temperatures we experienced in December. Recently, we've seen a meaningful pullback in commodity prices while service costs remain high given current utilization. As a result, we are choosing to moderate our capital spending in 2023 to maximize capital efficiency. With capital spending down year-over-year and production broadly flat, we expect to generate significant free cash flow in 2023 and return the vast majority of it to shareholders through dividends and the newly authorized share repurchase program."

Fourth Quarter and Full-Year 2022 Financial and Operating Results

During the fourth quarter of 2022, the Company reported average daily sales of 169.4 MBoe/d, of which 45% was crude oil, 29% was natural gas, and 26% was natural gas liquids. The table below provides sales volumes, product mix, and average sales prices for the fourth quarter and full-year 2022 and 2021.

	Three Months Ended					Twelve Months Ended
	12/31/2022		12/31/2021		% Change	12/31/2022		12/31/2021		% Change
Avg. Daily Sales Volumes:
Crude oil (Bbls/d)		75,912		48,916	55 %		75,753		25,711	195 %
Natural gas (Mcf/d)		299,952		222,787	35 %		308,160		100,722	206 %
Natural gas liquids (Bbls/d)		43,539		30,182	44 %		42,922		13,517	218 %
Crude oil equivalent (Boe/d)		169,443		116,229	46 %		170,035		56,015	204 %

Product Mix
Crude oil		45 %		42 %			45 %		46 %
Natural gas		29 %		32 %			30 %		30 %
Natural gas liquids		26 %		26 %			25 %		24 %

Average Sales Prices (before derivatives):
Crude oil (per Bbl)	$	79.39	$	70.43	13 %	$	91.70	$	65.41	40 %
Natural gas (per Mcf)	$	5.74	$	4.42	30 %	$	6.15	$	3.84	60 %
Natural gas liquids (per Bbl)	$	25.04	$	36.56	(32) %	$	35.76	$	34.68	3 %
Crude oil equivalent (per Boe)	$	52.16	$	47.61	10 %	$	61.03	$	45.29	35 %

Net crude oil, natural gas, and natural gas liquids revenue for the fourth quarter of 2022 was $814.3 million, compared to $1.0 billion for the third quarter of 2022. The decrease was primarily related to 12%, 22%, and 25% lower crude oil, natural gas, and natural gas liquids realized prices, respectively. Crude oil accounted for approximately 68% of total revenue for the quarter. Differentials for the Company's crude oil production averaged approximately negative $3.30 per barrel in the fourth quarter.

Capital expenditures were $278.2 million and $988.5 million, which included $18.6 million and $74.4 million of land and midstream investments, for the fourth quarter and full-year of 2022, respectively. During the fourth quarter, the Company drilled 37 gross (30.1 net), completed 39 gross (33.5 net), and turned to sales 18 gross (17.5 net) operated wells.

Lease operating expense ("LOE") for the fourth quarter of 2022, on a unit basis, increased to $3.02 per Boe from $2.78 per Boe in the third quarter of 2022. Full-year 2022 LOE was $2.74 per Boe.

The Company's general and administrative ("G&A") expenses for the fourth quarter were $40.8 million, which included $6.9 million in non-cash stock-based compensation and $6.2 million of other non-recurring G&A expenses. Recurring cash G&A, which excludes non-recurring and non-cash items, was $27.7 million for the fourth quarter of 2022. On a per unit basis, the Company's recurring cash G&A increased 34% sequentially from $1.33 per Boe in the third quarter of 2022 to $1.78 per Boe in the fourth quarter of 2022.

Recurring cash G&A is a non-GAAP financial measures. Please see Schedule 7 at the end of this release for a reconciliation to the most comparable GAAP measure.

2022 Proved Reserves, Costs Incurred, and Finding and Development Costs

At December 31, 2022, the Company had proved reserves of 416.0 million Boe, a 5% increase from year-end 2021 reserves. The Company's year-end 2022 proved reserves were comprised of 152.6 million barrels of crude oil, 867.5 billion cubic feet of natural gas, and 118.8 million barrels of natural gas liquids. 83% of the total proved reserves are proved developed. The Company’s proved reserves PV-10, utilizing Securities and Exchange Commission ("SEC") pricing, was $9.8 billion. Civitas’ independent reserve engineering firm, Ryder Scott Company, LP., completed its estimate of the Company’s year-end 2022 proved reserves in accordance with SEC guidelines using pricing of $93.67 per barrel for crude oil and $6.36 per million British Thermal Units for natural gas. Please see Schedule 10 at the end of this release for information on SEC pricing and a reconciliation of PV-10 to the GAAP figure “Standardized Measure of Oil and Gas.”

A breakout of the Company’s costs incurred are provided in the table below.

(in thousands)	Year Ended December 31, 2022
Acquisition⁽¹⁾	$	437,100
Development⁽²⁾⁽³⁾		1,044,392
Exploration		6,981
Total	$	1,488,473
⁽¹⁾ Acquisition costs for unproved and proved properties were $16.8 million and $420.3 million, respectively.
⁽²⁾ Development costs include workover costs of $8.6 million charged to lease operating expense.
⁽³⁾ Includes amounts relating to asset retirement obligations of $64.7 million.

Proved Reserve Roll-Forward

	Net Reserves (MBoe)
Balance as of December 31, 2021	397,690
Production	(62,063	)
Purchases of minerals in place	27,269
Extensions, discoveries, and other additions	27,904
Removed from capital program	(228	)
Revisions to previous estimates	25,447
Balance as of December 31, 2022	416,019

2023 Outlook

2023 guidance is shown below.

2023 Guidance	Low	High
D&C Capital Expenditures ($MM)	$725	$825
Land, Midstream & Other Capital Expenditures ($MM)	$75	$85
Total Production (MBoe/d)	160	170
Oil Production (MBbl/d)	72	77
% Liquids	68%	70%
Realized Oil Price ($/Bbl relative to WTI)	$(4.00)	$(5.00)
Lease Operating Expenses ($/Boe)	$2.90	$3.20
Gathering, Transportation and Processing Expenses ($/Boe)	$4.50	$5.00
Midstream Operating Expenses ($/Boe)	$0.60	$0.70
Recurring Cash G&A Expenses ($MM)	$90	$100
Production Taxes (% of revenue)	8%	9%
Cash Income Taxes ($MM)⁽¹⁾	$75	$125
⁽¹⁾ At current strip prices

Note: Guidance is forward-looking information that is subject to considerable change and numerous risks and uncertainties, many of which are beyond the Company’s control. See “Forward-Looking Statements” below.

Conference Call Information

The Company plans to host a conference call to discuss these results at 8:00 a.m. Mountain Time (10:00 a.m. Eastern Time) on February 23, 2023. A live webcast and replay will be available on the Investor Relations section of the Company’s website at www.civitasresources.com. Dial-in information for the conference call is included below.

Type	Phone Number	Passcode
Live participant	888-510-2535	4872770
Replay	800-770-2030	4872770

About Civitas Resources, Inc.

Civitas Resources, Inc. is Colorado’s first carbon neutral oil and gas producer and is focused on developing and producing crude oil, natural gas, and natural gas liquids in Colorado’s Denver-Julesburg Basin. The Company is committed to pursuing compelling economic returns and cash flow while delivering best-in-class cost leadership and capital efficiency. Civitas is dedicated to safety, environmental responsibility, and implementing industry leading practices to create a positive local impact. For more information about Civitas, please visit www.civitasresources.com.

Share Repurchase Authorization Disclaimer

The repurchase authorization permits Civitas to make repurchases on a discretionary basis as determined by management, subject to market conditions, applicable legal requirements, available liquidity, compliance with the company's debt agreements and other appropriate factors.

Acquisitions under this repurchase authorization are to be made through open market or privately negotiated transactions and may be made pursuant to plans entered into in accordance with Rule 10b5-1 and/or Rule 10b-18 of the Securities Exchange Act of 1934. This repurchase authorization does not obligate Civitas to acquire any particular amount of common stock or warrants, and may be modified, extended, suspended or discontinued at any time without prior notice. No assurance can be given that any particular amount of common stock or warrants will be repurchased.

Forward-Looking Statements and Cautionary Statements

Certain statements in this press release concerning future opportunities for Civitas, future financial performance and condition, guidance, and any other statements regarding Civitas’ future expectations, beliefs, plans, objectives, financial conditions, assumptions, or future events or performance that are not historical facts are “forward-looking” statements based on assumptions currently believed to be valid. Forward-looking statements are all statements other than statements of historical facts. The words “anticipate,” “believe,” “ensure,” “expect,” “if,” “intend,” “estimate,” “probable,” “project,” “forecasts,” “predict,” “outlook,” “aim,” “will,” “could,” “should,” “would,” “potential,” “may,” “might,” “anticipate,” “likely,” “plan,” “positioned,” “strategy,” and similar expressions or other words of similar meaning, and the negatives thereof, are intended to identify forward-looking statements. The forward-looking statements are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995.

These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those anticipated, including, but not limited to, the ultimate timing, outcome and results of integrating the legacy operations of Civitas; changes in capital markets and the ability of Civitas to finance operations in the manner expected; the effects of commodity prices; the risks of oil and gas activities; and the fact that operating costs and business disruption may be greater than expected. Additionally, risks and uncertainties that could cause actual results to differ materially from those anticipated also include: declines or volatility in the prices we receive for our oil, natural gas, and natural gas liquids; general economic conditions, whether internationally, nationally, or in the regional and local market areas in which we do business, including any future economic downturn, the impact of continued or further increased inflation, disruption in the financial markets, and the availability of credit on acceptable terms; the effects of disruption of our operations or excess supply of oil and natural gas due to world health events, including the COVID-19 pandemic and the actions by certain oil and natural gas producing countries, including Russia; the continuing effects of the COVID-19 pandemic, including any recurrence or the worsening thereof; the ability of our customers to meet their obligations to us; our access to capital on acceptable terms; our ability to generate sufficient cash flow from operations, borrowings, or other sources to enable us to fully develop our undeveloped acreage positions; the presence or recoverability of estimated oil and natural gas reserves and the actual future sales volume rates and associated costs; uncertainties associated with estimates of proved oil and gas reserves; the possibility that the industry may be subject to future local, state, and federal regulatory or legislative actions (including additional taxes and changes in environmental regulation and regulations addressing climate change); environmental risks; seasonal weather conditions; lease stipulations; drilling and operating risks, including the risks associated with the employment of horizontal drilling and completion techniques; our ability to acquire adequate supplies of water for drilling and completion operations; availability of oilfield equipment, services, and personnel; exploration and development risks; operational interruption of centralized oil and natural gas processing facilities; competition in the oil and natural gas industry; management’s ability to execute our plans to meet our goals; our ability to attract and retain key members of our senior management and key technical employees; our ability to maintain effective internal controls; access to adequate gathering systems and pipeline take-away capacity; our ability to secure adequate processing capacity for natural gas we produce, to secure adequate transportation for oil, natural gas, and natural gas liquids we produce, and to sell the oil, natural gas, and natural gas liquids at market prices; costs and other risks associated with perfecting title for mineral rights in some of our properties; political conditions in or affecting other producing countries, including conflicts in or relating to the Middle East, South America, and Russia (including the current events involving Russia and Ukraine), and other sustained military campaigns or acts of terrorism or sabotage; and other economic, competitive, governmental, legislative, regulatory, geopolitical, and technological factors that may negatively impact our businesses, operations, or pricing. Expectations regarding business outlook, including changes in revenue, pricing, capital expenditures, cash flow generation, strategies for our operations, oil and natural gas market conditions, legal, economic, and regulatory conditions, and environmental matters are only forecasts regarding these matters.

Additional information concerning other risk factors is also contained in Civitas’ most recently filed Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other Securities and Exchange Commission filings. Civitas undertakes no duty to publicly update these statements except as required by law.

Schedule 1: Consolidated Statements of Operations and Comprehensive Income

(in thousands, expect for per share amounts, unaudited)

	Three Months Ended December 31,						Twelve Months Ended December 31,
		2022			2021			2022			2021
Operating net revenues:
Oil and natural gas sales	$	814,273		$	510,457		$	3,791,398		$	930,614
Operating expenses:
Lease operating expense		47,027			23,742			169,986			52,391
Midstream operating expense		9,549			6,112			31,944			17,426
Gathering, transportation, and processing		73,070			31,714			287,474			64,507
Severance and ad valorem taxes		71,498			41,491			305,701			65,113
Exploration		545			2,781			6,981			7,937
Depreciation, depletion, and amortization		214,997			137,498			816,446			226,931
Abandonment and impairment of unproved properties		—			55,045			17,975			57,260
Unused commitments		941			—			3,641			7,692
Bad debt expense (recovery)		(943	)		328			(950	)		607
Merger transaction costs		917			16,434			24,683			43,555
General and administrative (including $6,898, $9,462, $31,367, and $15,558, respectively, of stock-based compensation)		40,795			32,013			143,477			65,132
Total operating expenses		458,396			347,158			1,807,358			608,551
Other income (expense):
Derivative gain (loss)		23,702			73,103			(335,160	)		(60,510	)
Interest expense		(7,549	)		(3,015	)		(32,199	)		(9,700	)
Gain on property transactions, net		21			981			15,880			1,932
Other income (expense)		3,352			(3,177	)		21,217			(2,006	)
Total other income (expense)		19,526			67,892			(330,262	)		(70,284	)
Income from operations before income taxes		375,403			231,191			1,653,778			251,779
Income tax expense		(93,535	)		(67,491	)		(405,698	)		(72,858	)
Net income	$	281,868		$	163,700		$	1,248,080		$	178,921

Comprehensive income	$	281,868		$	163,700		$	1,248,080		$	178,921

Net income per common share:
Basic	$	3.31		$	2.49		$	14.68		$	4.82
Diluted	$	3.29		$	2.46			14.58		$	4.74
Weighted-average common shares outstanding
Basic		85,114			65,851			85,005			37,155
Diluted		85,750			66,543			85,604			37,746

Schedule 2: Consolidated Statement of Cash Flows

(in thousands, unaudited)

	Three Months Ended December 31,						Twelve Months Ended December 31,
		2022			2021			2022			2021
Cash flows from operating activities:
Net income	$	281,868		$	163,700		$	1,248,080		$	178,921
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, and amortization		214,997			137,498			816,446			226,931
Deferred income tax expense		97,736			67,490			337,502			72,858
Abandonment and impairment of unproved properties		—			55,045			17,975			57,260
Stock-based compensation		6,898			9,462			31,367			15,558
Amortization of deferred financing costs		1,145			927			4,464			1,890
Derivative (gain) loss		(23,702	)		(73,103	)		335,160			60,510
Derivative cash settlement loss		(84,682	)		(225,378	)		(576,802	)		(275,914	)
Gain on property transactions, net		(21	)		(981	)		(15,880	)		(1,932	)
Other		2,386			76			2,588			90
Changes in current assets and liabilities:
Accounts receivable, net		(39,968	)		(83,831	)		(941	)		(100,881	)
Prepaid expenses and other assets		(31,926	)		(5,582	)		(34,025	)		(3,338	)
Accounts payable and accrued liabilities		93,901			38,006			335,563			47,510
Settlement of asset retirement obligations		(6,454	)		(973	)		(24,456	)		(4,864	)
Net cash provided by operating activities		512,178			82,356			2,477,041			274,599
Cash flows from investing activities:
Acquisition of oil and natural gas properties		(3,154	)		(630	)		(377,923	)		(1,250	)
Cash acquired		—			173,865			44,310			223,692
Exploration and development of oil and natural gas properties		(258,138	)		(47,293	)		(967,096	)		(151,500	)
Proceeds from sale of oil and natural gas properties		2,355			—			2,355			—
Purchases of carbon offsets		(102	)		—			(7,298	)		—
Proceeds from (additions to) other property and equipment		(482	)		2,465			(579	)		2,393
Other		10			8			136			212
Net cash provided by (used in) investing activities		(259,511	)		128,415			(1,306,095	)		73,547
Cash flows from financing activities:
Proceeds from credit facility		—			—			100,000			155,000
Payments to credit facility		—			(340,000	)		(100,000	)		(589,000	)
Proceeds from issuance of senior notes		—			400,000			—			400,000
Redemption of senior notes		—			—			(100,000	)		—
Proceeds from exercise of stock options		76			869			308			1,585
Dividends paid		(166,331	)		(39,182	)		(536,922	)		(60,780	)
Payment of employee tax withholdings in exchange for the return of common stock		(518	)		(3,037	)		(19,580	)		(5,927	)
Deferred financing costs		—			(15,377	)		(1,174	)		(19,292	)
Other		—			—			—			(21	)
Net cash provided by (used in) financing activities		(166,773	)		3,273			(657,368	)		(118,435	)
Net change in cash, cash equivalents, and restricted cash		85,894			214,044			513,578			229,711
Cash, cash equivalents, and restricted cash:
Beginning of period		682,240			40,512			254,556			24,845
End of period	$	768,134		$	254,556		$	768,134		$	254,556

Schedule 3: Consolidated Balance Sheets

(in thousands, unaudited)

	As of December 31,
		2022			2021
ASSETS
Current assets:
Cash and cash equivalents	$	768,032		$	254,454
Accounts receivable, net:
Oil and natural gas sales		343,500			362,262
Joint interest and other		135,816			66,390
Derivative assets		2,490			3,393
Prepaid income taxes		29,604			—
Prepaid expenses and other		48,988			33,438
Total current assets		1,328,430			719,937
Property and equipment (successful efforts method):
Proved properties		6,774,635			5,457,213
Less: accumulated depreciation, depletion, and amortization		(1,214,484	)		(430,201	)
Total proved properties, net		5,560,151			5,027,012
Unproved properties		593,971			688,895
Wells in progress		407,351			177,296
Other property and equipment, net of accumulated depreciation of $7,329 in 2022 and $4,742 in 2021		49,632			51,639
Total property and equipment, net		6,611,105			5,944,842
Long-term derivative assets		794			—
Right-of-use assets		24,125			39,885
Deferred income tax assets		—			22,284
Other noncurrent assets		6,945			14,085
Total assets	$	7,971,399		$	6,741,033
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses	$	295,297		$	246,188
Production taxes payable		258,932			144,408
Oil and natural gas revenue distribution payable		538,343			466,233
Lease liability		13,464			18,873
Derivative liability		46,334			219,804
Asset retirement obligations		25,557			24,000
Total current liabilities		1,177,927			1,119,506
Long-term liabilities:
Senior notes		393,293			491,710
Lease liability		11,324			21,398
Ad valorem taxes		412,650			232,147
Derivative liability		17,199			19,959
Deferred income tax liabilities		319,618			—
Asset retirement obligations		265,469			201,315
Total liabilities		2,597,480			2,086,035
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $.01 par value, 25,000,000 shares authorized, none outstanding		—			—
Common stock, $.01 par value, 225,000,000 shares authorized, 85,120,287 and 84,572,846 issued and outstanding as of December 31, 2022 and 2021, respectively		4,918			4,912
Additional paid-in capital		4,211,197			4,199,108
Retained earnings		1,157,804			450,978
Total stockholders’ equity		5,373,919			4,654,998
Total liabilities and stockholders’ equity	$	7,971,399		$	6,741,033

Contacts

Investor Relations:
John Wren, This email address is being protected from spambots. You need JavaScript enabled to view it.

Media:
Rich Coolidge, This email address is being protected from spambots. You need JavaScript enabled to view it.

Read full story here

: Business Wire; Posted On Feb 23, 2023

ComEd Restores Power to 55,000 Customers Following Damaging Ice Storms

Crews working around the clock to safely restore service as quickly as possible

Combination of ice and high winds mean restoration effort likely will last days

B-roll footage of crews restoring outages today: https://vimeo.com/801412568/35e12af7cd

CHICAGO--(BUSINESS WIRE)--After significant ice storms moved through northern Illinois Wednesday afternoon, ComEd crews have restored power to more than 55,000 customers. The hardest hit areas are the north and northwest areas of Illinois. About 100,000 customers remain without power as of 8 pm while ComEd and contractor crews work 24/7 in challenging conditions to restore service to all remaining customers as quickly and safely as possible.

Following the ice storms today, high winds with gusts of up to 50 miles per hour are expected tomorrow, which can tear down frozen trees and branches, damaging ComEd equipment and leading to additional power outages. The combination of widespread ice and high winds mean it likely will take multiple days to restore all customers affected by the storms. ComEd is calling in additional crews from other states to help restore power to customers more quickly.

“The layer of ice covering trees, roads and our equipment creates hazards for our crews and can contribute to additional power outages well after the storm has passed,” said Terence R. Donnelly, president and COO of ComEd. “We know losing electric service is frustrating, and we thank everyone for their patience as we work safely to repair damaged equipment and get the power flowing again for all of our customers.”

ComEd has been investing in power grid upgrades and tree trimming to minimize the impact of storms. Since smart grid upgrades began in 2011, ComEd has avoided more than 19 million power outages – saving more than $3.3 billion in outage-related costs – and improved overall reliability by more than 80 percent. In 2022, ComEd delivered its best reliability ever and was recognized with the ReliabilityOne Award for having the most resilient power grid in the U.S.

ComEd prioritizes repairs that will bring back the greatest number of customers at once, and focuses on critical services, such as hospitals, senior centers, law enforcement and fire departments. Crews then move to restoration of individual outages. The following tips and information encourage customers to stay safe following severe weather:

If you encounter a downed power line, immediately call ComEd at 1-800-EDISON-1 (1-800-334-7661).
Spanish-speaking customers should call 1-800-95-LUCES (1-800-955-8237).
Never approach a downed power line. Always assume a power line is energized and extremely dangerous.
Check on elderly and other family members and neighbors to ensure their safety and make alternate arrangements in the event of an outage.

Customers can sign up for Outage Alerts at ComEd.com/Alerts or text OUT to 26633 to report their outage and receive restoration information about when their power may be restored.

ComEd also offers a mobile app for iPhone® and Android™® smart phones that gives customers the ability to report power outages and manage their accounts. In addition, customers can report outages through ComEd’s Facebook and Twitter pages.

ComEd is a unit of Chicago-based Exelon Corporation (NASDAQ: EXC), a Fortune 200 energy company with approximately 10 million electricity and natural gas customers – the largest number of customers in the U.S. ComEd powers the lives of more than 4 million customers across northern Illinois, or 70 percent of the state’s population. For more information visit ComEd.com and connect with the company on Facebook, Twitter, Instagram and YouTube.

Contacts

ComEd Media Relations
312-394-3500

: Business Wire; Posted On Feb 23, 2023

Civitas Resources, Inc. Announces Changes to Board of Directors

DENVER--(BUSINESS WIRE)--Civitas Resources, Inc. (NYSE: CIVI) (“Civitas” or the “Company”) today announced that Wouter van Kempen and Deborah Byers have been named Independent non-executive Chairman and Independent Director, respectively, of its Board of Directors. Independent Chairman Ben Dell and Brian Steck have elected to retire from the Board of Directors. The changes are effective February 22, 2023.

Chris Doyle, the Company’s President and CEO, said, “On behalf of the Board and our company, we are thankful for Ben and Brian’s leadership and the numerous contributions they have made toward our success. As we worked to efficiently integrate companies, their strategic counsel and expertise strengthened the process and positioned us well both operationally and financially. We are pleased to welcome Wouter and Deborah and are confident that their leadership and diverse experience will add immediate value to our Board and company.”

Mr. Dell, said, “I am immensely proud of what the company has accomplished over the last two years as we defined a new E&P model that prioritizes capital discipline, free cash flow and sustainable returns to investors, as well as the integration of leading ESG practices. I would like to thank Brian for his leadership and partnership which was instrumental as we set the vision for the company’s future and the Board which has worked tirelessly to position Civitas as a thought leader in the sector. As a continuing shareholder, I am confident in Civitas’s future and look forward to supporting the company as it realizes the tremendous value in its equity.”

Mr. van Kempen, added, “I have admired Civitas’ vision and leadership in helping reorientate the industry away from its traditional model focused on growing production at the expense of balance sheets to the disciplined returned-focused model which has become the standard for thriving companies today. I look forward to working with my fellow Board members, management, and our talented team to ensure Civitas meets its vast potential.”

In addition to his role as non-executive Independent Board Chairman, Mr. van Kempen, 53, will serve on the Compensation and Nominating and Corporate Governance Committees. He has extensive experience across the energy industry, including oil and gas, renewables, power generation and industrial equipment manufacturing. In his most recent role, Mr. van Kempen was the Chairman, President and CEO of DCP Midstream, a Fortune 500 energy company, from January 2013 to December 2022. Previously, he was President and COO of DCP Midstream. Mr. van Kempen has held global, senior positions in finance, mergers and acquisitions and P&L leadership roles at General Electric from 1993 to 2003, and Duke Energy from 2003 to 2010. He graduated from Erasmus University Rotterdam with a Master of Science degree in Business Economics.

Ms. Byers, 61, will serve on Civitas’ Audit and ESG Committees. Following 36 years of service in Public Accounting, she retired in July 2022 as a Partner from Ernst & Young LLP (EY). From July 2018 to her retirement, she was Americas Industry Leader overseeing the markets and growth strategy across EY’s primary industry segments. Ms. Byers was EY’s Houston Office Managing Partner and US Energy Leader from July 2013 to July 2018, and Managing Partner of the Southwest Region Strategy & Transactions business unit from July 2008 to July 2013. In these roles, she helped lead global energy markets and partnered with corporations and investment funds in all phases of energy investment across the sector. Ms. Byers holds a BBA from Baylor University and is a Certified Public Accountant.

About Civitas Resources, Inc.

Forward-Looking Statements and Cautionary Statements

Contacts

Investor Relations:
John Wren, This email address is being protected from spambots. You need JavaScript enabled to view it.

Media:
Rich Coolidge, This email address is being protected from spambots. You need JavaScript enabled to view it.

: Business Wire; Posted On Feb 22, 2023

Global Yacht Charter Market Report 2022 to 2030: Featuring Incrediblue, Sailogy, Sunsail and The Moorings Among Others - ResearchAndMarkets.com

DUBLIN--(BUSINESS WIRE)--The "Yacht Charter Market, By Yacht Type, By Consumer Type, By Region - Size, Share, Outlook, and Opportunity Analysis, 2022 - 2030" report has been added to ResearchAndMarkets.com's offering.

The global yacht charter market was valued for US$ 52268.8 Mn in 2021.

Companies Mentioned

Fun2Rent
Boatbound Inc.
Dream Yacht Charter
Fraser Escape Bareboat Charters
Incrediblue Limited
Sailogy S.A.
Sunsail Ltd.
The Moorings
Yachtico, Hanse Group
Antlos

A storage area network refers to a high-speed network, which interconnects and presents a shared band of storage devices to various servers. SANs are typically helpful in backup and disaster recovery settings. SANs are used to enhance the capacity of mass storage devices such as optical jukeboxes, tape libraries, and disk arrays that have access to servers.

Increasing volumes of critical data being accumulated in the global business environment have led to an increased need for better performances, manageability, availability, and security of data storage assets among enterprises. Furthermore, many enterprises are focused on implementing specialized storage networks that can aid businesses in attaining operational efficiencies.

Previously, in a conventional approach, LAN was used for data back-up and restore functions that are particularly slow and majorly impact efficiency of the whole operation. On the contrary, in SAN approach, data moves smoothly across the SAN to tape devices as it does not utilize critical server I/O or CPU resources. Several issues can be improved with the integration of high-performance backup and restore capabilities with data availability and device sharing. This includes performance degradation, extended downtime periods, and shrinking backup windows.

However, increase in the overall server efficiency with server-less backup offered by SAN architecture is fueling adoption of SAN across various verticals. Thus, these factors are expected to drive growth of the market in the near future. Increasing usage of SANs among small and medium-sized enterprises (SMEs) is expected to boost the market growth, especially in emerging economies.

This adoption of SANs among smaller organizations is mainly driven by the benefits offered by SANs such as flexibility, shared storage, and centralized control, in order to share capacity between multiple hosts. As a result of this, major SAN solution providers are constantly focused on products that are easy to use and are cost-effective for smaller enterprises, which in turn, is expected to boost the global Yacht Charter market growth over the forecast period.

Key features of the study:

This report provides an in-depth analysis of the Global Yacht Charter Market and provides market size (US$ Million) and compound annual growth rate (CAGR %) for the forecast period (2022-2030), considering 2021 as the base year
It elucidates potential revenue opportunities across different segments and explains attractive investment proposition matrix for this market
This study also provides key insights about market drivers, restraints, opportunities, new product launches or approval, regional outlook, and competitive strategy adopted by leading players
It profiles leading players in the global Yacht Charter Market based on the following parameters - regulatory landscape, company overview, financial performance, product portfolio, geographical presence, distribution strategies, key developments and strategies, and future plans
These key market players are focusing on collaboration strategy with other market leaders to innovate and launch new products to meet the increasing needs and requirements of consumers.
Insights from this report would allow marketers and management authorities of companies to make informed decision regarding future product launches, Yacht Size up gradation, market expansion, and marketing tactics
The global Yacht Charter market report caters to various stakeholders in this industry including investors, suppliers, distributors, new entrants, and financial analysts
Stakeholders would have ease in decision-making through the various strategy matrices used in analyzing the Global Yacht Charter Market

Detailed Segmentation:

Global Yacht Charter Market, By Yacht Type:

Displacement Type
Semi-Displacement
Planing
Catamaran
Trimaran
Sloop
Schooner
Catamaran
Ketch
Motor Yacht
Sailing Yacht

Global Yacht Charter Market, By Consumer Type:

Corporate
Retail
Individual
Family/Group
Couple
Others

Global Yacht Charter Market, By Yacht Size:

Large (over 50m)
Medium (30m - 50m)
Small (up to 30m)

Global Yacht Charter Market, By Region:

North America
Europe
Asia Pacific
Latin America
Middle East and Africa

For more information about this report visit https://www.researchandmarkets.com/r/twiaxy-charter?w=4

About ResearchAndMarkets.com

ResearchAndMarkets.com is the world's leading source for international market research reports and market data. We provide you with the latest data on international and regional markets, key industries, the top companies, new products and the latest trends.

Contacts

ResearchAndMarkets.com
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: Business Wire; Posted On Feb 23, 2023

Graham Corporation Announces Award of New Energy Vacuum System For Geothermal Power and Lithium Production

BATAVIA, N.Y.--(BUSINESS WIRE)--Graham Corporation (NYSE: GHM) (“GHM” or “the Company”), a global leader in the design and manufacture of mission critical fluid, power, heat transfer, and vacuum technologies for the defense, space, energy, and process industries, today announced that it has recently been awarded a multi- million dollar renewable energy vacuum system for the Hell’s Kitchen Stage 1 Project in the Imperial Valley of California.

The vacuum equipment will be used to remove the non-condensable gasses from the power generating facility of the geothermal plant being constructed and operated by Controlled Thermal Resources (CTR). CTR is a clean energy resource developer of an integrated lithium extraction and chemical conversion facility and geothermal power facility in Imperial Valley, California. Lithium is removed from the geothermal brine in a close to zero carbon footprint process before the brine is returned to its source. This is currently one of the cleanest and most environmentally friendly lithium extraction processes available.

Daniel J. Thoren, President and CEO commented, “This recent order is an excellent example of the opportunities we are pursuing in new energy. New energy represents a small but high growth part of our business that provides nice diversification and the opportunity to contribute to sustainable energy supply.”

Since the 1980s, the Imperial Valley has been a hotbed of geothermal power generation in California. Graham has been involved from the beginning, supplying vacuum equipment for geothermal power generating stations that are still operating today. With the development of state-of-the-art lithium extraction processes companies are finally able to access one of the largest lithium deposits in the world.

About Graham Corporation

GHM is a global leader in the design and manufacture of mission critical fluid, power, heat transfer and vacuum technologies for the defense, space, energy and process industries. The Graham Manufacturing and Barber-Nichols’ global brands are built upon world-renowned engineering expertise in vacuum and heat transfer, cryogenic pumps and turbomachinery technologies, as well as its responsive and flexible service and the unsurpassed quality customers have come to expect from the Company’s products and systems.

Graham Corporation routinely posts news and other important information on its website, www.grahamcorp.com, where additional information on Graham Corporation and its businesses can be found.

Contacts

For more information:
Christopher J. Thome
Vice President - Finance and CFO
Phone: (585) 343-2216

Deborah K. Pawlowski
Kei Advisors LLC
Phone: (716) 843-3908
This email address is being protected from spambots. You need JavaScript enabled to view it.

: Business Wire; Posted On Feb 22, 2023

dynaCERT and Cipher Neutron Catapult into the Hydrogen Economy Establishing an International R&D Facility in the Greater Toronto Metropolitan Area

TORONTO--(BUSINESS WIRE)--$DMJ #carbonemissions--dynaCERT Inc. (TSX: DYA) (OTCQX: DYFSF) (FRA: DMJ) ("dynaCERT" or the "Company") is pleased to announce that is has concluded a Collaboration Agreement with Cipher Neutron Inc. (“CN” or “Cipher Neutron”) to further jointly develop, produce and market state-of-the-art Hydrogen technology, including AEM Electrolyser technology, that is designed to produce Green Hydrogen for world-wide large infrastructure projects, and Reversible Fuel Cell technology applied to emergency preparedness and efficient storage of Hydrogen as a long-term source of power.

Cipher Neutron is a rapidly growing disruptive technology company focused on Electrolysers for Green Hydrogen production and Reversible Fuel Cells for power generation and energy storage solutions. Cipher Neutron combines a global group of collaborating scientists that team up with engineers, technology developers, experts in hydrogen technology, investment bankers and people that have worked in hydrogen and power generation for decades. Cipher Neutron’s innovative products, such as Electrolysers and Reversible Fuel Cells under development, have unique advantages over other Hydrogen production, power generation and energy storage solutions currently available in the global market.

Collaboration Agreement

In collaboration with dynaCERT, CN plans to expand the development of dynaCERT’s previously announced Anion Exchange Membrane (AEM) Electrolysers with a goal to expand dynaCERT’s collaborative Research & Development and to accomplish the following:

A 5-Kilowatt AEM Electrolyser that can meet the commercial specifications of potential clients internationally;
A 50-Kilowatt AEM Electrolyser that can meet the commercial specifications of potential clients internationally;
A 250-Kilowatt AEM Electrolyser that can meet the commercial specifications of potential clients internationally;
A line of Reversible Fuel Cells to meet the growing variety of customer’s emerging needs internationally; and,
A Production Facility meeting the suitability requirements to offer these products to international clients in a timely and reliable manner and on a cost competitive basis.

AEM Advantages

AEM is considered as a superior hybrid solution combining the benefits of both PEM electrolysers and Alkaline electrolysers. The major issue with PEM technology is the high cost owing to the use of precious metals such as Platinum and Iridium as catalysts. AEM does not require such precious metals making it more sustainable and cost effective than PEM electrolysers. The major drawback in Alkaline electrolysis is its low current density and highly corrosive alkaline solution used as the electrolyte. The AEM technology offers higher current density using significantly reduced amounts of corrosive electrolytes compared with alkaline electrolysers.

Green Hydrogen Cost Reductions

Green Hydrogen is defined as hydrogen that is produced from water electrolysis using clean electric power (i.e. electric power from hydro, solar, nuclear & wind), resulting in a zero GHG footprint. Grey Hydrogen, by comparison may often have a significant GHG footprint, as such hydrogen is produced by the steam methane reforming process.

One of the major hurdles of Green Hydrogen is its high production cost. CN and dynaCERT technology is designed to address this major industry problem. A typical commercially available electrolyser consumes more than 51 kilowatt-hours (“kWh”) of energy to produce one (1) kilogram of Hydrogen or 77% efficiency (based on High Heating Value calculations of H2 Gas). Cipher Neutron’s and dynaCERT’s jointly developed 5 Kilowatt AEM Electrolyser slashes the energy consumption down to 48 kWh, thereby achieving 82% efficiency.

Our highly efficient AEM Electrolyser can produce more Hydrogen per kWh than typical commercially available electrolysers and enables Green Hydrogen at affordable prices. For example, if clean electric power were available to a customer at USD 4 cents per kWh, the Green Hydrogen production cost of our 5 Kilowatt AEM Electrolyser would be under USD $2.00 per kilogram of Green Hydrogen Gas.

The R&D goals of CN and dynaCERT are to eventually design and produce commercially larger systems capable of producing Green Hydrogen Gas at more competitive prices, in order to excel at the ever increasing competitive Green Hydrogen pricing marketplace and stay at the forefront and cutting edge of the Hydrogen technology.

On a larger scale, CN and dynaCERT’s 1 Megawatt AEM Electrolyser will be designed to achieve the production of 498 kilograms of Hydrogen Gas per 24 hour day as compared to 470 kilograms of the current lesser efficient electrolysers commercially available today. This 28 kilogram difference in daily production of Hydrogen Gas equates to powering 36 compact Fuel Cell cars travelling up to 100 kilometers without producing any CO2 emissions. This travel distance would otherwise represent over half a tonne per day of CO2 emitted into the atmosphere from typical gas powered Internal Combustion Engine cars assuming a fuel economy of 7 Litres/100 kilometre.

Capital Cost Reduction of Green Hydrogen Electrolysers

Research and Development teams of dynaCERT and CN have focussed on cost efficiency and mitigating material costs. Operational efficiency and the core material costs go hand in hand with design engineering. Our 5 Kilowatt AEM Electrolyser is highly efficient and has achieved a higher current density of 2 amps/cm2 as compared to 0.07 amps/cm2 in a traditional alkaline electrolyser. Each cell in our 5 Kilowatt AEM electrolyser produces 28 times more Hydrogen Gas than a traditional alkaline cell of equivalent size. This cost reduction in raw materials, the elimination of the use of Platinum group metals as catalysts, coupled with our unique design, allows the AEM 250 kilowatt stacks planned by dynaCERT and CN to be priced below USD $950/kilowatt, believed to be a most compelling proposition to users of electrolyser technology.

Current Global Market

CN and dynaCERT have pioneered a five (5) Kilowatt AEM stack (a key technological subcomponent of an electrolyser) and plan to take their breakthrough transformative work to the next level with a trailblazing fifty (50) Kilowatt Electrolyser. This cutting-edge development is set to meet the current targets of the global hydrogen market, with the visionary scientists of the two companies going even further by planning to develop a futuristic two hundred and fifty (250) Kilowatt Electrolyser to meet and bid for future large infrastructure projects. The 5 Kilowatt AEM Electrolyser is planned to be market ready by Q4 2023 making it the largest capacity single-stack AEM Electrolyser commercially available today.

Hydrogen use today is dominated by industry, namely: oil refining, ammonia production, methanol production and steel production. In today’s hydrogen production, steam methane reforming accounts for more than 95 percent of the worldwide production of hydrogen also known as grey hydrogen. Steam reformers use heat, pressure, and catalysts to produce hydrogen gas from fossil fuels such as natural gas. This process generates about ten kilograms of carbon dioxide (CO2) per kilogram of hydrogen produced. As per the International Energy Agency, current production of grey hydrogen, mainly used in the chemical and petrochemical sectors, is responsible for more than 900,000,000 tonnes of CO2 emissions per year. As a result, switching those industry sectors to low-emission hydrogen use is a priority.

Growth of Green Hydrogen Market

Green Hydrogen is the only hydrogen type fully compatible with net-zero emission targets and sustainable, climate-safe energy use. Green Hydrogen produced by AEM Electrolysers of dynaCERT and CN, has the potential to emerge as a vital clean energy carrier. The global Green Hydrogen market size is valued by Grand View Research at USD 3.2 Billion in 2021 and is expected to expand at a compound annual growth rate or CAGR of 39.5% from 2022 to 2030.

Reversible Fuel Cell Technology

Cipher Neutron's remarkable work in developing the world's first patent pending Reversible Fuel Cell using Graphene Slurry to store hydrogen in a non-compressed form is set to modernize the industry. Cipher Neutron's dynamic and versatile Reversible Fuel Cells can be used both as an Electrolyser in it’s E-Mode (Hydrogen generation mode) and as a Fuel cell in it’s FC-Mode (Power Generation mode). Cipher Neutron plans to be the first company to commercialize Reversible Fuel Cells for residential and industrial use.

Reversible Fuel Cells

Cipher Neutron’s unique all-in-one Reversible Fuel Cell technology is designed to replace the need for two separate systems i.e. an Electrolyser system and a Fuel Cell system, thereby offering significantly less expensive solutions to clients that require both fuel cells and electrolysers.

The growing demand for reliable emergency preparedness devices in the world has created an international need for an economically viable source of backup electricity during periods of surging prices and times of natural disasters, war and suffering. Cipher Neutron’s Reversible Fuel Cell technology can provide carbon free power storage in the form of hydrogen and supply of electric power on demand at attractive prices.

Emerging off-grid solar and wind power projects use electrolysers for hydrogen production used to store energy and for later use in Fuel Cells to supply uninterrupted power to their intended loads. These Hydrogen projects typically include expensive and costly energy sources, electrolysers, hydrogen compressors, hydrogen storage tanks and fuel cells. Our Reversible Fuel Cell technology reduces such costs significantly.

The combined benefits of these two proprietary technologies, and the elimination of componants, allows for significant reductions in project investment capital and operating and maintenance costs in applications where dynaCERT and CN expect to emerge as strong bidders for large global infrastructure projects, chemical and steel production, and off-grid remote projects, in the next decade.

In a bid to target off-grid communities, including but not limited to cottages, remote villages, and islands, CN plans to launch in the market by Q1 2025 its 5 Kilowatt and 10 Kilowatt Reversible Fuel Cells.

Graphene Technology for Safe & Efficient Energy Storage

Furthermore, our labs have demonstrated that using Graphene Slurry for Hydrogen storage eliminates the requirement for Hydrogen compressors and, accordingly, CN’s research team has applied for a patent relating to this breakthrough technology.

Cipher Neutron's polymer acid electrolyte-based Reversible Fuel Cell with Graphene Slurry has the similar energy density as Lithium-ion batteries. This non-toxic energy storage method combines a lower carbon footprint, affordable recycling options and unparalleled safety, especially for residential and commercial applications.

Significant Investment by dynaCERT

Under the Collaboration Agreement, dynaCERT plans to invest in CN up to $17,500,000 upon the exercise of common share options at various prices granted by CN to dynaCERT (the “CN options”). dynaCERT may exercise such options at various expiry dates up to July 31, 2025, which may give dynaCERT up to a 50% ownership of CN based on current CN shares outstanding on an undiluted basis.

The proceeds of this investment is expected to be used by CN, in collaboration with dynaCERT, to develop a state-of-the-art International Hydrogen Research & Development facility in the Greater Toronto Metropolitan area, which will enable the development of AEM 250 Kilowatt Electrolysers while ensuring dynaCERT and CN retain their role in the Hydrogen Economy. As well, part of the proceeds shall be used to establish the necessary Production and Quality Control facilities for the company’s line of Reversible Fuel Cell models, and AEM Electrolyser models.

In order to quickly advance dynaCERT’s and CN’s penetration in the Hydrogen Economy and the AEM Electrolyser industry, dynaCERT has committed to exercise certain of its CN options in amounts ranging up to 50% of the net proceeds of any equity financing by dynaCERT up to a maximum of $5,000,000 at favourable seed capital exercise prices of CN equity to dynaCERT. When dynaCERT exercises such options, dynaCERT may then own 25% of CN on an undiluted basis.

In conjunction with executives at Cipher Neutron and dynaCERT, Galaxy Placements Inc. has, at no cost to dynaCERT nor CN, acted as corporate strategy advisor in certain of the structuring of the hydrogen business collaborations between these two international leaders in hydrogen generation. To accelerate the fulfillment of Cipher Neutron's and dynaCERT's global business, further future private financings by Cipher Neutron may provide institutions with an opportunity to gain large potential upside exposure to international hydrogen infrastructure projects.

Gurjant Randhawa, M.Eng., P.Eng., President and CEO of Cipher Neutron, stated, “Cipher Neutron and dynaCERT share ambitions for transforming and accelerating the energy transition. Our portfolio of technologies can help place both companies at the forefront of tackling climate change with practical and implementable solutions. We are enthusiastic to be supported by dynaCERT in its ambitions for a more sustainable future. There is enormous global demand for Green Hydrogen and clean energy, and engineering solutions such as those pioneered by Cipher Neutron and dynaCERT collaborating together are vital to increasing world options to reduce Greenhouse Gases. We look forward to working with dynaCERT on a variety of AEM Electrolyser and Green Hydrogen projects in Canada and around the globe, the many plans that will help to enable industries and the world to move beyond the detrimental effects of fossil fuels.”

Jim Payne, President and CEO of dynaCERT, stated, “While maintaining and supporting our current HydraGEN™ technology and network, world-wide, dynaCERT is proud to expand our relationship with Cipher Neutron, a highly respected and skilled partner with a proven track record in AEM Electrolysers. This collaboration will help us strengthen our supply chain and underpin our ability to deliver on our growing AEM Electrolyser initiatives. With a partner like Cipher Neutron, dynaCERT is also in a very strong position to become a global leader of the Hydrogen Economy, not just with AEM Electrolysers, but also in Green Hydrogen infrastructure projects. For the rapidly developing Hydrogen Economy, this collaboration is a game-changer. By bringing together one of the most highly regarded Green Hydrogen and fuel cell companies in Canada which operates globally, and with dynaCERT’s technology and manufacturing capabilities, we are designing the potential for future volume and scale for Green Hydrogen that hasn't existed until now in most parts of Canada. This partnership confirms Cipher Neutron’s world class position in flow field design and catalyst coated membranes, the key performance-defining components of our AEM Electrolysers and Reversible Fuel Cells."

About Cipher Neutron Inc.

Please see: www.cipherneutron.com

About Galaxy Placements Inc.

Galaxy Placements is a strategy advisor based in Canada operating world-wide focusing on providing to public and private companies lucrative Climate Change Solutions for Institutions. Galaxy Placements brings hundreds of person-years of professional experience and seasoned wisdom in the financial marketplace to Issuers such as dynaCERT and Cipher Neutron, and many others including public and private businesses. Galaxy Placements focuses advising issuers in the Critical Minerals Industry, the new Hydrogen Economy, and Clean Energy.

AEM Technology

Anion Exchange Membrane (AEM) electrolysis is the latest advanced technology designed to produce Green Hydrogen. AEM allows negatively charged Hydroxyl ions (OH-) to pass through the membrane and restricts positively charged ions (H+). These restricted protons (H+) combine to make Hydrogen gas on the cathode side and the Hydroxyl ions (OH-) combine at the anode side producing Water and Oxygen gas.

About dynaCERT Inc

dynaCERT Inc. manufactures and distributes Carbon Emission Reduction Technology along with its proprietary HydraLytica™ Telematics, a means of monitoring fuel consumption and calculating GHG emissions savings designed for the tracking of possible future Carbon Credits for use with internal combustion engines. As part of the growing global Hydrogen Economy, our patented technology creates hydrogen and oxygen on-demand through a unique electrolysis system and supplies these gases through the air intake to enhance combustion, which has shown to lower carbon emissions and improve fuel efficiency. Our technology is designed for use with many types and sizes of diesel engines used in on-road vehicles, reefer trailers, off-road construction, power generation, mining and forestry equipment. Website: www.dynaCERT.com.

READER ADVISORY

Except for statements of historical fact, this news release contains certain "forward-looking information" within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. In particular, information relating to Cipher Neutron Inc. and Galaxy Placements Inc. cannot be independently verified. Although we believe that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. We cannot guarantee future results, performance of achievements. Consequently, there is no representation that the actual results achieved will be the same, in whole or in part, as those set out in the forward-looking information.

Forward-looking information is based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking information. Some of the risks and other factors that could cause the results to differ materially from those expressed in the forward-looking information include, but are not limited to: uncertainty as to whether our strategies and business plans will yield the expected benefits; availability and cost of capital; the ability to identify and develop and achieve commercial success for new products and technologies; the level of expenditures necessary to maintain and improve the quality of products and services; changes in technology and changes in laws and regulations; the uncertainty of the emerging Hydrogen Economy; including the Hydrogen Economy moving at a pace not anticipated; our ability to secure and maintain strategic relationships and distribution agreements; and the other risk factors disclosed under our profile on SEDAR at www.sedar.com. Readers are cautioned that this list of risk factors should not be construed as exhaustive.

The forward-looking information contained in this news release is expressly qualified by this cautionary statement. We undertake no duty to update any of the forward-looking information to conform such information to actual results or to changes in our expectations except as otherwise required by applicable securities legislation. Readers are cautioned not to place undue reliance on forward-looking information.

Neither the Toronto Stock Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Toronto Stock Exchange) accepts responsibility for the adequacy or accuracy of the release.

On Behalf of the Board
Murray James Payne, CEO

Contacts

For more information:

Jim Payne, CEO & President
dynaCERT Inc.
#101 – 501 Alliance Avenue
Toronto, Ontario M6N 2J1
+1 (416) 766-9691 x 2
jpayne@dynaCERT.com

Investor Relations
dynaCERT Inc.
Nancy Massicotte
+1 (416) 766-9691 x 1
nmassicotte@dynaCERT.com

: Business Wire; Posted On Feb 23, 2023

Pioneer Natural Resources Reports Fourth Quarter and Full Year 2022 Financial and Operating Results

DALLAS--(BUSINESS WIRE)--Pioneer Natural Resources Company (NYSE:PXD) ("Pioneer" or "the Company") today reported financial and operating results for the quarter and year ended December 31, 2022. Pioneer reported fourth quarter net income attributable to common stockholders of $1.5 billion, or $5.98 per diluted share. These results include the effects of noncash mark-to-market adjustments and certain other unusual items. Excluding these items, non-GAAP adjusted income for the fourth quarter was $1.5 billion, or $5.91 per diluted share. Cash flow from operating activities for the fourth quarter was $2.6 billion. For the year ended December 31, 2022, the Company reported net income attributable to common stockholders of $7.8 billion, or $31.13 per diluted share. Cash flow from operating activities for the year was $11.3 billion.

Highlights

Delivered strong fourth quarter and full year free cash flow¹ of $1.7 billion and $8.4 billion, respectively
Declared a quarterly base-plus-variable dividend of $5.58 per share to be paid in March 2023 (based on fourth quarter results)
Repurchased $400 million of shares during the fourth quarter and $1.65 billion during the full year
Generated a return on capital employed² of 30% during 2022

Chief Executive Officer Scott D. Sheffield stated, "Pioneer delivered a strong 2022, executing on our investment framework and providing compelling shareholder returns. Our peer-leading free cash flow per barrel produced, paired with our low reinvestment rate, generated free cash flow of $8.4 billion during the year. This significant free cash flow resulted in nearly $8.0 billion being returned to shareholders through dividends of over $26 per share and $1.65 billion of share repurchases.

"We believe Pioneer is differentiated from our peers based on our decades of low-breakeven, high-return inventory that underpins our ability to deliver attractive corporate returns and durable free cash flow through commodity price cycles. Our best-in-class assets, great people, highly efficient and responsible operations, and commitment to substantial shareholder returns creates significant value for our shareholders. We expect to deliver more strong results during 2023 as we execute on our plan."

Financial Highlights

Pioneer maintains a strong balance sheet, with unrestricted cash on hand as of December 31, 2022 of $1.0 billion and net debt of $3.9 billion. The Company had $3.0 billion of liquidity as of December 31, 2022, comprised of $1.0 billion of cash and a $2.0 billion unsecured credit facility (undrawn as of December 31, 2022).

Cash flow from operating activities during the fourth quarter and full year 2022 was $2.6 billion and $11.3 billion, respectively, leading to free cash flow¹ of $1.7 billion for the fourth quarter and $8.4 billion for the full year 2022.

During the fourth quarter, the Company’s total capital expenditures³, including drilling, completion, facilities and water infrastructure, totaled $1.1 billion. For the full year 2022, the Company's total capital expenditures³ totaled $3.8 billion.

For the first quarter of 2023, the Company's Board of Directors (Board) has declared a quarterly base-plus-variable dividend of $5.58 per share, comprised of a $1.10 base dividend and $4.48 variable dividend. This represents a total annualized dividend yield of approximately 11%⁴. In addition to a strong dividend program, the Company continues to execute opportunistic share repurchases. During the fourth quarter, the Company repurchased $400 million of common stock, bringing total 2022 share repurchases to $1.65 billion. Additionally, Pioneer repurchased $250 million of common stock during January and February, bringing total repurchases under the current authorization to $1.9 billion.

Pioneer believes this peer-leading return of capital strategy, comprised of dividends and share repurchases, creates significant value for shareholders⁵.

Fourth Quarter Financial Results

For the fourth quarter of 2022, the average realized price for oil was $83.53 per barrel. The average realized price for natural gas liquids (NGLs) was $27.67 per barrel, and the average realized price for gas was $4.98 per thousand cubic feet. These prices exclude the effects of derivatives.

Production costs, including taxes, averaged $11.08 per barrel of oil equivalent (BOE). Depreciation, depletion and amortization (DD&A) expense averaged $10.77 per BOE. Exploration and abandonments expense was $9 million. General and administrative (G&A) expense was $83 million. Interest expense was $28 million. The net cash flow impact related to sales of purchased oil and gas, including firm transportation, was a loss of $76 million. Other expense was $55 million, or $39 million excluding unusual items. The Company recognized a current tax benefit of $172 million during the quarter (principally related to the overpayment of estimated cash taxes during the year). The Company's effective tax rate was 21% for the quarter.

Operations Update

Pioneer continued to deliver strong operational performance in the Midland Basin, which led to the Company placing 483 horizontal wells on production during 2022, including 84 horizontal wells placed on production during the fourth quarter.

Pioneer's large and contiguous acreage position provides the opportunity to drive further operational enhancements. The development of wells with lateral lengths in excess of 15,000 feet provides significant capital savings on a per foot basis and generates returns that are on average 20% higher than a 10,000-foot lateral well. The Company is expanding the development of 15,000 foot laterals and expects to place more than 100 of these wells on production in 2023.

Additionally, Pioneer has delivered significant cost and efficiency improvements from the utilization of simulfrac completions. The Company added a third simulfrac fleet in the first quarter of 2023. Consistent with the Company’s commitment to sustainable operations, Pioneer expects 100% of its completions fleets to be either electric or dual-fuel powered by the second half of 2023.

Extended laterals, utilization of simulfrac fleets and the transition of completions fleets from diesel-only fuel are a few examples of the many continuous improvement efforts that the Company's operational teams continue to generate. During 2022, Pioneer’s operational teams delivered a fifth consecutive year of improved drilling and completions efficiencies.

2023 Outlook

The Company expects its 2023 drilling, completions, facilities and water infrastructure capital budget³ to range between $4.45 billion to $4.75 billion. Additionally, the Company expects its capital budget for exploration, environmental and other capital to range between $150 million to $200 million, principally related to drilling four Barnett/Woodford formation wells in the Midland Basin, additional testing of the Company’s enhanced oil recovery (EOR) project and adding electric power infrastructure for future drilling, completions and production operations. Pioneer expects its capital program to be funded from 2023 cash flow⁶, which is projected to be approximately $9 billion.

During 2023, the Company plans to operate an average of 24 to 26 horizontal drilling rigs in the Midland Basin, including a three-rig average program in the southern Midland Basin joint venture area. The 2023 capital program is expected to place 500 to 530 wells on production. Pioneer expects 2023 oil production of 357 to 372 thousand barrels of oil per day (MBOPD) and total production of 670 to 700 thousand barrels of oil equivalent per day (MBOEPD).

First Quarter 2023 Guidance

First quarter 2023 oil production is forecasted to average between 349 to 364 MBOPD and total production is expected to average between 659 to 687 MBOEPD. Production costs are expected to average $11.75 per BOE to $13.25 per BOE. DD&A expense is expected to average $10.50 per BOE to $12.00 per BOE. Total exploration and abandonments expense is forecasted to be $10 million to $20 million. G&A expense is expected to be $78 million to $88 million. Interest expense is expected to be $27 million to $32 million. Other expense is forecasted to be $20 million to $40 million. The cash flow impact related to purchases and sales of oil and gas, including firm transportation, is expected to be a loss of $50 million to a loss of $90 million, based on forward oil price estimates for the quarter. The Company’s effective income tax rate is expected to be 22% to 27%, with cash taxes expected to be $70 million to $100 million, representing estimated federal and state tax payments that will be paid based on forecasted 2023 taxable income.

Proved Reserves

The Company added proved reserves totaling 365 million barrels of oil equivalent (MMBOE) during 2022, excluding acquisitions and price revisions. These proved reserve additions equate to a drillbit reserve replacement ratio of 152% when compared to Pioneer's full-year 2022 production of 240 MMBOE, including field fuel. The drillbit finding and development (F&D) cost was $10.82 per BOE in 2022, with a drillbit proved developed F&D cost of $9.83 per BOE.

As of December 31, 2022, the Company's total proved reserves were estimated at 2,377 MMBOE, of which 89% are proved developed.

Environmental, Social & Governance (ESG)

Pioneer views sustainability as a multidisciplinary effort that balances economic growth, environmental stewardship and social responsibility. The Company emphasizes developing natural resources in a manner that protects surrounding communities and preserves the environment.

During 2022, Pioneer continued to advance the Company's leading ESG strategy. Highlights from 2022 include partnering with NextEra Energy Resources to develop a 140-megawatt wind generation facility on Pioneer owned surface acreage and joining the Oil and Gas Methane Partnership (OGMP) 2.0 initiative, which is considered the gold standard on methane emission measurement and reporting for the upstream energy industry. Additionally, Pioneer's continued progress on its ESG initiatives led to an increase to an ESG “A” rating from MSCI.

For more details, see Pioneer’s 2022 Sustainability Report and 2022 Climate Risk Report at www.pxd.com/sustainability.

Earnings Conference Call

On Thursday, February 23, 2023, at 9:00 a.m. Central Time, Pioneer will discuss its financial and operating results for the quarter and year ended December 31, 2022, with an accompanying presentation. Instructions for listening to the call and viewing the accompanying presentation are shown below.

Internet: www.pxd.com

Select "Investors," then "Earnings & Webcasts" to listen to the discussion, view the presentation and see other related material.

Telephone: Dial (866) 580-3963 and enter confirmation code 1963876 five minutes before the call.

A replay of the webcast will be archived on Pioneer’s website. Alternatively, an audio replay will be available through March 23, 2023. To access the audio replay, dial (866) 583-1035 and enter confirmation code 1963876.

About Pioneer

Pioneer is a large independent oil and gas exploration and production company, headquartered in Dallas, Texas, with operations in the United States. For more information, visit www.pxd.com.

Except for historical information contained herein, the statements in this news release are forward-looking statements that are made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements and the business prospects of the Company are subject to a number of risks and uncertainties that may cause the Company's actual results in future periods to differ materially from the forward-looking statements. These risks and uncertainties include, among other things, volatility of commodity prices; product supply and demand; the impact of armed conflict (including the war in Ukraine) and political instability on economic activity and oil and gas supply and demand; competition; the ability to obtain drilling, environmental and other permits and the timing thereof; the effect of future regulatory or legislative actions on Pioneer or the industry in which it operates, including potential changes to tax laws; the ability to obtain approvals from third parties and negotiate agreements with third parties on mutually acceptable terms; potential liability resulting from pending or future litigation; the costs, including the potential impact of cost increases due to inflation and supply chain disruptions, and results of development and operating activities; the impact of a widespread outbreak of an illness, such as the COVID-19 pandemic, on global and U.S. economic activity, oil and gas demand, and global and U.S. supply chains; the risk of new restrictions with respect to development activities, including potential changes to regulations resulting in limitations on the Company's ability to dispose of produced water; availability of equipment, services, resources and personnel required to perform the Company's development and operating activities; access to and availability of transportation, processing, fractionation, refining, storage and export facilities; Pioneer's ability to replace reserves, implement its business plans or complete its development activities as scheduled; the Company's ability to achieve its emissions reductions, flaring and other ESG goals; access to and cost of capital; the financial strength of (i) counterparties to Pioneer's credit facility and derivative contracts, (ii) issuers of Pioneer's investment securities and (iii) purchasers of Pioneer's oil, NGL and gas production and downstream sales of purchased commodities; uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future; the assumptions underlying forecasts, including forecasts of production, operating cash flow, well costs, capital expenditures, rates of return, expenses, and cash flow from downstream purchases and sales of oil and gas, net of firm transportation commitments; tax rates; quality of technical data; environmental and weather risks, including the possible impacts of climate change on the Company's operations and demand for its products; cybersecurity risks; the risks associated with the ownership and operation of the Company's water services business and acts of war or terrorism. These and other risks are described in the Company's Annual Report on Form 10-K for the year ended December 31, 2021 and other filings with the United States Securities and Exchange Commission. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse effect on it. Accordingly, no assurances can be given that the actual events and results will not be materially different than the anticipated results described in the forward-looking statements. The Company undertakes no duty to publicly update these statements except as required by law.

"Drillbit finding and development cost per BOE," or "drillbit F&D cost per BOE," means the summation of exploration and development costs incurred divided by the summation of annual proved reserves, on a BOE basis, attributable to discoveries, extensions and revisions of previous estimates. Revisions of previous estimates exclude price revisions. Consistent with industry practice, future capital costs to develop proved undeveloped reserves are not included in costs incurred.

"Drillbit reserve replacement" is the summation of annual proved reserves, on a BOE basis, attributable to discoveries, extensions and revisions of previous estimates divided by annual production of oil, NGLs and gas, on a BOE basis. Revisions of previous estimates exclude price revisions.

"Drillbit proved developed finding and development cost per BOE," or "drillbit proved developed F&D cost per BOE," means the summation of exploration and development costs incurred (excluding asset retirement obligations) divided by the summation of annual proved reserves, on a BOE basis, attributable to proved developed reserve additions, including (i) discoveries and extensions placed on production during 2022, (ii) transfers from proved undeveloped reserves at year-end 2021 and (iii) technical revisions of previous estimates for proved developed reserves during 2022. Revisions of previous estimates exclude price revisions.

Footnote 1: Free cash flow is a non-GAAP financial measure. As used by the Company, free cash flow is defined as net cash provided by operating activities, adjusted for changes in operating assets and liabilities, less capital expenditures. See the supplemental schedules for a reconciliation of fourth quarter and full year 2022 free cash flow to the comparable GAAP number. Forecasted free cash flow numbers are non-GAAP financial measures. Due to their forward-looking nature, management cannot reliably predict certain of the necessary components of the most directly comparable forward-looking GAAP measures, such as working capital changes. Accordingly, Pioneer is unable to present a quantitative reconciliation of such forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures. Amounts excluded from this non-GAAP measure in future periods could be significant.

Footnote 2: Return on capital employed (ROCE) is a non-GAAP financial measure. As used by the Company, ROCE is net income adjusted for tax-effected noncash mark-to-market (MTM) adjustments, unusual items and interest expense divided by the summation of average total equity (adjusted for tax-effected noncash MTM adjustments, unusual items and interest expense) and average net debt. See reconciliation to comparable GAAP number in supplemental schedules.

Footnote 3: Excludes acquisitions, asset retirement obligations, capitalized interest, geological and geophysical G&A, information technology and corporate facilities.

Footnote 4: Calculated by dividing the Company’s annualized first quarter 2023 total dividend per share by the Company's closing stock price on February 17, 2023.

Footnote 5: Future dividends, whether base or variable, are authorized and determined by the Company's Board in its sole discretion. Decisions regarding the payment of dividends are subject to a number of considerations at the time, including without limitation the Company's liquidity and capital resources, the Company's results of operations and anticipated future results of operations, the level of cash reserves the Company maintains to fund future capital expenditures or other needs, and other factors that the Board deems relevant. The Company can provide no assurance that dividends will be authorized or declared in the future or the amount of any future dividends. Any future variable dividends, if declared and paid, will by their nature fluctuate based on the Company’s free cash flow, which will depend on a number of factors beyond the Company’s control, including commodity prices.

Footnote 6: Forecasted operating cash flow is a non-GAAP financial measure. The 2023 estimated operating cash flow number represents January through December 2023 forecasted cash flow (before working capital changes) based on strip pricing and internal forecasts of 2023 production. Due to their forward-looking nature, management cannot reliably predict certain of the necessary components of the most directly comparable forward-looking GAAP measures, such as working capital changes. Accordingly, Pioneer is unable to present a quantitative reconciliation of such forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures. Amounts excluded from this non-GAAP measure in future periods could be significant.

Note: Estimates of future results, including cash flow and free cash flow, are based on the Company’s internal financial model prepared by management and used to assist in the management of its business. Pioneer’s financial models are not prepared with a view to public disclosure or compliance with GAAP, any guidelines of the SEC or any other body. The financial models reflect numerous assumptions, in addition to those noted in this news release, with respect to general business, economic, market and financial conditions and other matters. These assumptions regarding future events are difficult, if not impossible to predict, and many are beyond Pioneer’s control. Accordingly, there can be no assurance that the assumptions made by management in preparing the financial models will prove accurate. It is expected that there will be differences between actual and estimated or modeled results, and actual results may be materially greater or less than those contained in the Company’s financial models.

PIONEER NATURAL RESOURCES COMPANY CONDENSED CONSOLIDATED BALANCE SHEETS (in millions)

	December 31, 2022			December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	1,032		$	3,847
Restricted cash		—			37
Accounts receivable, net		1,853			1,685
Income taxes receivable		164			1
Inventories		424			369
Investment in affiliate		172			135
Short-term investments, net		—			58
Other		81			41
Total current assets		3,726			6,173
Oil and gas properties, using the successful efforts method of accounting		44,473			40,517
Accumulated depletion, depreciation and amortization		(14,843	)		(12,335	)
Total oil and gas properties, net		29,630			28,182
Other property and equipment, net		1,658			1,694
Operating lease right-of-use assets		340			348
Goodwill		243			243
Other assets		143			171
	$	35,740		$	36,811

LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	2,637		$	2,559
Interest payable		33			53
Income taxes payable		63			45
Current portion of long-term debt		779			244
Derivatives		44			538
Operating leases		125			121
Other		206			513
Total current liabilities		3,887			4,073
Long-term debt		4,125			6,688
Derivatives		96			25
Deferred income taxes		3,867			2,038
Operating leases		236			243
Other liabilities		988			907
Equity		22,541			22,837
	$	35,740		$	36,811

PIONEER NATURAL RESOURCES COMPANY CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in millions, except per share data)

	Three Months Ended						Twelve Months Ended
	December 31,						December 31,
	2022			2021			2022			2021
Revenues and other income:
Oil and gas	$	3,516		$	3,716		$	16,310		$	11,503
Sales of purchased commodities		1,658			1,860			8,074			6,367
Interest and other income (loss), net		61			(18	)		119			23
Derivative loss, net		(128	)		(159	)		(315	)		(2,183	)
Gain (loss) on disposition of assets, net		1			(1,082	)		106			(1,067	)
		5,108			4,317			24,294			14,643
Costs and expenses:
Oil and gas production		463			377			1,922			1,267
Production and ad valorem taxes		210			206			965			651
Depletion, depreciation and amortization		655			672			2,530			2,498
Purchased commodities		1,734			1,915			8,235			6,560
Exploration and abandonments		9			12			41			51
General and administrative		83			76			334			292
Accretion of discount on asset retirement obligations		4			2			15			7
Interest		28			40			128			161
Other		54			26			173			410
		3,240			3,326			14,343			11,897
Income before income taxes		1,868			991			9,951			2,746
Income tax provision		(387	)		(228	)		(2,106	)		(628	)
Net income attributable to common stockholders	$	1,481		$	763		$	7,845		$	2,118

Net income per share attributable to common stockholders:
Basic	$	6.23		$	3.12		$	32.61		$	9.06
Diluted	$	5.98		$	2.97		$	31.13		$	8.61

Weighted average shares outstanding:
Basic		237			244			240			233
Diluted		247			257			252			246

Contacts

Investors
Tom Fitter - 972-969-1821
Greg Wright - 972-969-1770
Chris Leypoldt - 972-969-5834

Media and Public Affairs
Christina Voss - 972-969-5706

Read full story here

: Business Wire; Posted On Feb 22, 2023

Genesis Energy, L.P. Reports Fourth Quarter 2022 Results

HOUSTON--(BUSINESS WIRE)--Genesis Energy, L.P. (NYSE: GEL) today announced its fourth quarter results.

We generated the following financial results for the fourth quarter of 2022:

Net Income Attributable to Genesis Energy, L.P. of $42.0 million for the fourth quarter of 2022 compared to Net Loss Attributable to Genesis Energy, L.P. of $68.3 million for the same period in 2021.
Cash Flows from Operating Activities of $81.8 million for the fourth quarter of 2022 compared to $95.6 million for the same period in 2021.
We declared cash distributions on our preferred units of $0.9473 for each preferred unit, which equates to a cash distribution of approximately $24.0 million and is reflected as a reduction to Available Cash before Reserves to common unitholders.
Available Cash before Reserves to common unitholders of $83.1 million for the fourth quarter of 2022, which provided 4.52X coverage for the quarterly distribution of $0.15 per common unit attributable to the fourth quarter.
Total Segment Margin of $197.1 million for the fourth quarter of 2022.
Adjusted EBITDA of $180.2 million for the fourth quarter of 2022.
Adjusted Consolidated EBITDA of $736.3 million for the trailing twelve months ended December 31, 2022 and a bank leverage ratio of 4.14X, both calculated in accordance with our senior secured credit agreement and discussed further in this release.

Grant Sims, CEO of Genesis Energy, said, “We are once again very pleased with the financial performance of our market leading businesses for the fourth quarter. Our reported Adjusted EBITDA of $180.2 million exceeded our internal expectations, despite being negatively impacted by approximately $10 million during the quarter as a result of certain unplanned downtime from our producer customers in the Gulf of Mexico, all of which have since returned to normal operations. For the full year, we generated Adjusted EBITDA of $717.1 million, which exceeded the high end of our thrice upwardly revised full year guidance range for Adjusted EBITDA of $700 – $710 million that we issued last quarter, ending up approximately 25% over our initial 2022 guidance, or up approximately 18% over such initial range, even if you exclude the $41 million of non-recurring income we recognized in 2022. Importantly, we once again saw a reduction in our quarter-end leverage ratio, as calculated by our senior secured lenders, to 4.14 times, which is down in less than fifteen months from our third quarter 2021 leverage ratio of 5.51 times.

As we look forward to 2023, the fundamentals and macro conditions across our largest businesses continue to be as positive as we have ever seen them in our careers, and we believe this backdrop provides the foundation for us to continue to improve our balance sheet, generate increasing amounts of free cash flow from operations and deliver value for everyone in our capital structure in the coming years. We continue to see a significant amount of activity in the Gulf of Mexico, including new in-field development wells and new sub-sea tiebacks to existing deepwater production facilities for which we are the exclusive provider of midstream services. Additionally, we will benefit from a full year of volumes from both King’s Quay and Spruance, both of which continue to perform ahead of producer expectations, along with new volumes from Argos, which is currently expected to start up in the middle of the year. The soda ash market remains structurally tight which provided us with a constructive backdrop for our price negotiations on our uncontracted volumes as we entered 2023. We can now report that we have contractually agreed on the pricing for approximately 85% of our anticipated sales volumes of soda ash (including the additional 600,000 – 700,000 incremental tons from Granger expected in 2023) and related products for 2023. As a result, we expect that our weighted average realized price for the full year will exceed the weighted average realized price we received in 2022. Our marine transportation segment also continues to see at or near 100% utilization across all our asset classes, and we are seeing spot day rates and longer term contracted rates approaching levels not seen since 2014 and 2015.

Based on what I mentioned above, and our visibility into 2023, we now expect to generate Adjusted EBITDA this year in the range of $780 – $810⁽¹⁾ million and to exit 2023 with a leverage ratio, as calculated by our senior secured lenders, at or below 4.0 times. The mid-point of this range represents growth of approximately 18% over our 2022 Adjusted EBITDA, excluding the $41 million of non-recurring income we recognized in 2022. We have built into our guidance the potential negative effects if a significant worldwide recession were to unfold as we move through the year. Should that not be the case, or even if there is indeed a recession, but it is milder than we have currently modeled, there could be bias to the upside of even the top end of our 2023 Adjusted EBITDA guidance range provided herein. This anticipated financial performance will provide a clear future path for increasing financial flexibility and opportunities to continue to build long-term value for all our stakeholders.

Given this backdrop, in mid-January we opportunistically accessed the capital markets and successfully priced an offering of $500 million of 8.875% senior unsecured notes due 2030, using the net proceeds from the new notes to redeem in full our 5.625% senior unsecured notes due 2024, with the remainder being used to repay borrowings outstanding under our credit facility. In addition, on February 17, 2023 we successfully syndicated and closed on an extension and upsizing of our existing revolving credit facility with $850 million in commitments from both existing and new lenders with an initial maturity date of February 13, 2026. The relevant covenants contained in the new facility will remain materially the same as our previous facility, although, prospectively, we will have expanded general and permitted investment baskets which will give us increased flexibility to potentially purchase existing private or public securities across our capital structure that we might then perceive to be a high-valued use of our capital. We very much value the relationships with the banks in our bank group and are very appreciative of their continued and increased support of Genesis.

Importantly, with these steps, we now have no maturities of long-term debt until late 2025, and when combined with our clear line of sight to increasing amounts of free cash flow from operations, we believe we are well positioned with ample liquidity and financial flexibility to complete the remaining spend associated with our Granger soda ash expansion project in 2023, as well as complete the construction of the SYNC lateral and CHOPS expansion projects in the Gulf of Mexico in the second half of 2024. As we then start to harvest the incremental cash flow from these growth projects along with the continued strong performance of our base businesses, we believe we are in very good shape to begin simplifying our capital structure and perhaps even start looking at ways to return capital to our bond and common equity holders in one form or another, all while maintaining a leverage ratio at or below 4.0 times.

With that, I would like to next discuss our individual business segments and focus on their recent and expected performance in more detail.

Our offshore pipeline transportation segment performed in-line with our expectations despite experiencing more than expected producer downtime and maintenance at multiple major production facilities connected to our systems which negatively impacted our financial results by approximately $10 million for the quarter. More importantly all of these facilities have since returned to normal operations and we would expect a more normalized level of activity in our offshore segment during the first quarter.

Volumes from Murphy Oil’s operated King’s Quay development continued to exceed our expectations with production from their initial 7 well program producing approximately 115,000 barrels of oil equivalent per day, which is some 15% higher than the original design capacity of 85,000 barrels of oil and 100 million cubic feet of gas per day. Furthermore, Murphy has stated they are forecasting to maintain these production levels at King’s Quay for approximately three years without any additional field development. Meanwhile, Murphy is currently drilling an additional well at their operated Samurai field following the discovery of additional pay sands during their initial phase of development, and they expect this well to be turned to production and flow through King’s Quay starting in the second quarter. First oil from BP’s operated Argos floating production facility and the 14 wells pre-drilled and completed at the Mad Dog 2 field development is currently expected towards the middle of the year, but we are awaiting final confirmation from BP and their partners. We continue to expect volumes from Argos will ramp close to its nameplate capacity of 140,000 barrels of oil per day over the nine to twelve months subsequent to the date of initial production. As a reminder, 100% of the volumes from Argos will flow through our 64% owned and operated CHOPS pipeline for ultimate delivery to shore.

These larger developments, along with other in-field development drilling and other sub-sea tiebacks to production facilities connected to our critical infrastructure, will provide a bridge to the next wave of volumes which includes the approximately 160,000 barrels of oil per day of production handling capacity we expect in late 2024 and early 2025 from our recently contracted developments, Shenandoah and Salamanca. The corresponding construction of the SYNC lateral and CHOPS expansion to support these new volumes in late 2024 and early 2025 remains on schedule, and we currently estimate a total project cost of approximately $550 million, net to our interest. Through the end of last year, we had spent approximately $150 million on this project and would expect to see most of the remaining capital spent this year and the first half of 2024, as we get ready for first oil later that year and early 2025.

We continue to pursue multiple in-field, sub-sea and/or secondary recovery development opportunities representing upwards of 150,000 – 200,000 barrels of oil per day in the aggregate that could turn to production on our pipeline systems over the next two to four years, all of which have been identified but not yet fully sanctioned by the operators and producers involved. The combination of a growing, steady and stable base of production combined with the large scale contracted projects that have or will come on-line every year from 2022 through 2025 demonstrates the stability, longevity and future potential of the deepwater areas of the central Gulf of Mexico and its ability to continue to regenerate itself and support long-term, stable and growing cash flows for many years and decades to come.

Our sodium minerals and sulfur services segment again exceeded our expectations, driven in large part by strong operating performance and the steady increase in soda ash prices throughout 2022. The global supply and demand balance for soda ash has remained tight as global demand has continued to rise at the same time no new natural production has come on-line and the cost structure of synthetic production has continued to remain elevated throughout the year. This increasingly tight market dynamic provided the framework for steadily increasing soda ash prices throughout 2022. We saw this firsthand with our quarterly contract prices increasing by approximately 40% from the first quarter to the fourth quarter 2022, during the same period that soda ash exports out of China actually increased.

The market dynamic at the end of last year provided a very constructive backdrop for our contract pricing negotiations for our 2023 volumes. We have successfully locked in the price for approximately 85% of our anticipated sales volumes of soda ash and related products in 2023, including our new soda ash volumes from Granger, and our weighted average realized price for the full year is expected to exceed the weighted average realized price we received in 2022 as many customers continue to focus on security of supply versus price. In addition, the re-opening of China after the Chinese New Year and the abandonment of their zero-covid lockdowns in early January should mirror the covid reopenings in the U.S. and EU and should provide some tailwinds for soda ash demand within China, which could reduce exports and thus provide some upward bias for prices in our export markets in the back half of the year, all of which we will be actively monitoring throughout the year.

We safely and responsibly re-started our legacy Granger production facility ahead of schedule and had first soda ash “on the belt” on January 1, 2023. We expect production from the legacy Granger facility to ramp over the first part of the year to its nameplate capacity of 500,000 tons of annual soda ash production. Furthermore, our Granger expansion project remains on schedule for first soda ash “on the belt” sometime in the second half of 2023. Through the end of last year we had spent approximately $275 million on the Granger expansion project and would expect to spend another $75 – $100 million over the remainder of 2023 to complete the project.

The net result of our original Granger facility coming back on-line in January and the Granger expansion starting up in the second half of the year means we would expect to see a net increase in production of around 600,000 – 700,000 tons, for total production capacity of approximately 4.2 million tons in 2023. It is important to note 2023 will not fully reflect the true total average cost structure of Granger as we will be operating a largely fixed cost production facility at roughly 50% of design capacity. However, we expect to exit 2023 at or near the full production rates for Granger and thus would expect an additional net increase in production of approximately 500,000 – 600,000 tons, at relatively minor incremental production cost relative to 2023, for total production capacity of approximately 4.7 – 4.8 million tons in 2024 and beyond. Once fully ramped, we would expect our total average cost per ton at Granger to be one of the lowest cost soda ash production facilities in the world.

Our legacy sulfur services business performed slightly ahead of our expectations during the quarter. We were able to utilize our diverse supply network and storage footprint to mitigate the impacts of our largest host refinery taking an extended maintenance outage during the fourth quarter. As a result, we were able to capture an additional vessel loading beyond our expectations and secure additional sales volumes to our South American copper mining customers during the quarter. The steady demand for our sulfur-based products from our copper customers further reinforces our belief that copper demand will be inelastic to any potential economic slowdown given its importance as a fundamental building block of the global economy and its vital role in the green energy revolution. While we anticipate our sales volumes of sulfur-based products to experience a slight decline in 2023 as a result of the partial conversion of one of our host refineries to a biodiesel processing facility, we continue to expect to be able to comfortably supply the steady demand from our copper mining, as well as pulp and paper customers, which will support steady earnings from our refinery service business for many years ahead.

Our marine transportation segment exceeded our expectations as market supply and demand fundamentals continue to remain very strong. During the fourth quarter, we saw tremendously high utilization rates, at or near 100% of available capacity, for all classes of our vessels as demand for Jones Act tanker tonnage remained extremely robust, driven in large part by the significant reduction in marine vessel construction over the last three years and the necessary retirement of older tonnage. This lack of new supply of marine tonnage, combined with strong refinery utilization rates and increasing demand to move intermediate products and refined products from one location to another, has driven spot day rates and longer term contracted rates in our brown water and blue water fleets to levels approaching those last seen in 2014 and 2015. Similarly, the American Phoenix started its twelve-month charter last month with an investment grade counterparty that will run into January 2024 at a day rate comparable to the original rates it commanded when we first purchased the vessel in 2014. Given the increased cost of steel and long-lead times to build new equipment, and regardless of any slowdown in the broader economy, we believe the supply and demand fundamentals for our marine transportation segment will remain strong for the foreseeable future and certainly over the next two to three years.

Our onshore facilities and transportation segment performed in-line with our expectations. During the quarter we saw steady and stable volumes and demand from our refinery customers in and around our Baton Rouge and Texas City corridors. We continue to expect our onshore facilities and transportation segment will benefit as additional offshore volumes come on-line and make their way to our onshore terminals and pipelines for further delivery to refining and other demand centers along the Gulf Coast.

In 2023, we expect growth capital expenditures to range from approximately $400 – $450 million as we finalize the spending on our Granger soda ash expansion project and progress the construction of the SYNC lateral and CHOPS expansion in the Gulf of Mexico. As we complete the spend on Granger this year and on our offshore expansion projects in mid-to-late 2024, absent any unforeseen events, we would reasonably expect to start generating free cash flow after all estimated fixed charges and growth capital expenditures in late 2024 and continuing thereafter, all while maintaining our leverage ratio, as calculated by our senior secured lenders, at or below 4.0 times.

I am also pleased to announce that we will be releasing our initial ESG report in the coming weeks. This inaugural report highlights our commitment to the principals of ESG. We believe we have a responsibility to conduct our business in a socially, economically and environmentally responsible manner and will endeavor to enhance our disclosures over time.

The management team and board of directors remain steadfast in our commitment to building long-term value for everyone in the capital structure, and we believe the decisions we are making reflect this commitment and our confidence in Genesis moving forward. I would once again like to recognize our entire workforce for their efforts and unwavering commitment to safe and responsible operations. I’m proud to have the opportunity to work alongside each and every one of you.”

(1) Adjusted EBITDA is a non-GAAP financial measure. We are unable to provide a reconciliation of the forward-looking Adjusted EBITDA projections contained in this press release to its most directly comparable GAAP financial measure because the information necessary for quantitative reconciliations of Adjusted EBITDA to its most directly comparable GAAP financial measure is not available to us without unreasonable efforts. The probable significance of providing these forward-looking Adjusted EBITDA measures without directly comparable GAAP financial measures may be materially different from the corresponding GAAP financial measures.

Financial Results

Segment Margin

Variances between the fourth quarter of 2022 (the “2022 Quarter”) and the fourth quarter of 2021 (the “2021 Quarter”) in these components are explained below.

Segment Margin results for the 2022 Quarter and 2021 Quarter were as follows:

	Three Months Ended December 31,
	2022		2021
	(in thousands)
Offshore pipeline transportation	$	82,087	$	74,140
Sodium minerals and sulfur services		87,575		45,210
Onshore facilities and transportation		6,259		26,312
Marine transportation		21,220		9,972
Total Segment Margin	$	197,141	$	155,634

Offshore pipeline transportation Segment Margin for the 2022 Quarter increased $7.9 million, or 11%, from the 2021 Quarter primarily as a result of first oil achievement during the second quarter of 2022 from the King’s Quay floating production system (“FPS”) and the Spruance development (which all volumes are fully dedicated to our 64% owned Poseidon pipeline), which both successfully ramped up to their expected capacities in the 2022 Quarter. The King’s Quay FPS supports production from the Khaleesi, Mormont and Samurai field developments and is life-of-lease dedicated to our 100% owned crude oil and natural gas lateral pipelines and further downstream to our 64% owned Poseidon and CHOPS crude oil systems or our 25.67% owned Nautilus natural gas system for ultimate delivery to shore. During the 2022 Quarter, production volumes at King’s Quay reached in excess of 100,000 barrels of oil equivalent per day. In addition to this, we have contractual minimum volume commitments that began in 2022 associated with the Argos FPS (which supports the Mad Dog 2 development) that are included in our reported Segment Margin during the 2022 Quarter. Argos is anticipated to have first oil in the middle of 2023. These increases were partially offset by approximately $10 million as a result of certain unplanned producer downtime at numerous fields connected to our pipeline infrastructure in the 2022 Quarter, which returned to normal operations by the end of the year, and the effects to reported Segment Margin from our decrease in ownership of CHOPS, as we sold a 36% minority interest on November 17, 2021.

Sodium minerals and sulfur services Segment Margin for the 2022 Quarter increased $42.4 million, or 94%, from the 2021 Quarter primarily due to higher export and domestic pricing and higher sales volumes in our Alkali Business as well as increased volumes and pricing in our refinery services business. In our Alkali Business, we have continued to see strong demand improvement and growth as a result of the global economic recovery and the continued use of soda ash in the production of everyday end use products along with increased demand for products associated with the energy transition, including solar panels, and the use of soda ash in the production of lithium carbonate and lithium hydroxide, which are some of the building blocks of lithium batteries. This continued demand improvement, combined with flat or even slightly declining supply of soda ash in the near term, has continued to tighten the overall supply and demand balance and created a higher price environment for our tons and increased contribution to Segment Margin during the 2022 Quarter. We have contractually agreed on the pricing for approximately 85% of our anticipated sales volumes of soda ash and related products for 2023, and as a result, we expect that our weighted average realized price for 2023 will exceed the weighted average realized price we received in 2022. Additionally, we successfully re-started our original Granger production facility on January 1, 2023 and are still on schedule to complete our Granger Optimization Project in the second half of 2023, which represents an incremental 750,000 tons of annual production capacity that we anticipate to ultimately ramp up to.

Contacts

Genesis Energy, L.P.
Dwayne Morley
VP - Investor Relations
(713) 860-2536

Read full story here

: Business Wire; Posted On Feb 23, 2023

Crescent Energy Schedules Fourth Quarter and Full Year 2022 Earnings Release and Conference Call

HOUSTON--(BUSINESS WIRE)--Crescent Energy Company (NYSE: CRGY) today announced plans to host a conference call and webcast at 10 a.m. CT, on Wednesday, March 8, 2023 to discuss its fourth quarter and full year 2022 financial and operating results, as well as its outlook for 2023. The Company plans to release results after market close on Tuesday, March 7, 2023. The release and supplemental slides will be available on the company’s website at https://ir.crescentenergyco.com.

Conference Call Information

Time: 10 a.m. CT (11 a.m. ET)
Date: Wednesday, March 8, 2023
Conference Dial-In: 877-407-0989 / 201-389-0921 (Domestic / International)
Webcast Link: https://ir.crescentenergyco.com/events-presentations/

A webcast replay will be available on the website following the call.

About Crescent Energy

Crescent Energy is a well-capitalized, U.S. independent energy company with a portfolio of assets in key proven basins across the lower 48 states and substantial cash flow supported by a predictable base of production. Our core leadership team is a group of experienced investment, financial and industry professionals who continue to execute on the strategy we have employed since 2011. The Company’s mission is to invest in energy assets and deliver better returns, operations and stewardship. For additional information, please visit www.crescentenergyco.com.

Contacts

Emily Newport
This email address is being protected from spambots. You need JavaScript enabled to view it.

: Business Wire; Posted On Feb 22, 2023

Anaergia Sells Tønder Denmark Biomethane Plant to Copenhagen Infrastructure Partners

BURLINGTON, Ontario--(BUSINESS WIRE)--Anaergia Inc. (“Anaergia” or the “Company”) (TSX:ANRG) today announced it has sold its Envo Biogas plant in Tønder, Denmark to Copenhagen Infrastructure Partners’ (CIP) Advanced Bioenergy Fund I, which is developing biogas projects in Europe and North America. While the financial terms of the transaction were not disclosed, Anaergia expects to recognize a positive impact on the completion of the transaction. Anaergia plans to deploy capital from the sale towards facilitating additional growth, mainly in Italy and Germany.

Anaergia acquired and began construction on the Tønder project in late 2021 and injected the facility’s first biomethane into Danish pipelines in November 2022, which allowed the facility to qualify for a 20-year Danish Energy Agency biogas subsidy program.

When fully operational, the Tønder facility is expected to become one of Europe’s largest biogas plants, processing up to 900,000 tons of organic waste to produce up to 1.4 million MMBtu (40 million Nm3) of renewable natural gas annually. In addition, the Tønder plant will produce biogenic carbon dioxide that will be used by European Energy to produce green e-methanol to fuel container ships.

“Having advanced the Envo Biogas Tønder project and adding substantial value, the timing is now right for Anaergia to divest of this facility and use the proceeds to advance other new and existing projects in Europe,” said Andrew Benedek, Chairman and CEO of Anaergia. “We look forward to helping Copenhagen Infrastructure Partners complete construction on this project and collaborating with them in the future.”

“We are very pleased to have made our first investment into a large-scale and modern biogas project in Denmark, creating not just green energy, but also jobs and investments in the local community,” said Thomas Dalsgaard, partner with CIP. “We look forward to working with local stakeholders and farmers and to continue the construction of the plant that once in full operations will make a significant contribution to the green transition in the municipality of Tønder and in Denmark.”

About Anaergia
Anaergia was created to eliminate a major source of greenhouse gases by cost effectively turning organic waste into renewable natural gas (RNG), fertilizer and water, using proprietary technologies. With a proven track record from delivering world-leading projects on four continents, Anaergia is uniquely positioned to provide end-to-end solutions for extracting organics from waste, implementing high efficiency anaerobic digestion, upgrading biogas, producing fertilizer and cleaning water. Our customers are in the municipal solid waste, municipal wastewater, agriculture, and food processing industries. In each of these markets Anaergia has built many successful plants including some of the largest in the world. Anaergia owns and operates some of the plants it builds, and it also operates plants that are owned by its customers.

Forward-Looking Information
This news release contains forward-looking information within the meaning of applicable securities legislation, which reflects the Company’s current expectations regarding future events, including statements relating to the ability of our technologies and projects to address about two-thirds of all point source methane emissions and our business plans, growth strategies and ESG initiatives. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control. Such risks and uncertainties include, but are not limited to, the factors discussed under “Risk Factors” in the Company’s annual information form dated March 28, 2022, for the fiscal year ended December 31, 2021. Actual results could differ materially from those projected herein. Anaergia does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required under applicable securities laws.

For further information please see: www.anaergia.com

Contacts

For media relations: Melissa Bailey, Director, Marketing & Corporate Communications, This email address is being protected from spambots. You need JavaScript enabled to view it.
For investor relations: This email address is being protected from spambots. You need JavaScript enabled to view it.

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