Chord Energy Corporation
11/06/2025 | Press release | Distributed by Public on 11/06/2025 13:45
Quarterly Report for Quarter Ending September 30, 2025 (Form 10-Q)
- Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations" contained in our Annual Report on Form 10-K for the year ended December 31, 2024 ("2024 Annual Report"), as well as the unaudited condensed consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond our control. All statements, other than statements of historical fact included in this Quarterly Report on Form 10-Q, regarding our strategic tactics, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this Quarterly Report on Form 10-Q, the words "could," "believe," "anticipate," "intend," "estimate," "expect," "may," "continue," "predict," "potential," "project," "plans" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. In particular, the factors discussed below and detailed under "Part II, Item 1A. Risk Factors" in this Quarterly Report on Form 10-Q could affect our actual results and cause our actual results to differ materially from expectations, estimates, or assumptions expressed in, forecasted in, or implied in such forward-looking statements.
These forward-looking statements are based on management's current belief, based on currently available information, as to the outcome and timing of future events. Without limiting the generality of the foregoing, certain statements incorporated by reference or included in this Quarterly Report on Form 10-Q constitute forward-looking statements.
Forward-looking statements may include statements about:
•crude oil, NGLs and natural gas realized prices;
•uncertainty regarding the future actions of foreign oil producers and the related impacts such actions have on the balance between the supply of and demand for crude oil, NGLs and natural gas;
•the actions taken by OPEC+ with respect to oil production levels and announcements of potential changes in such levels, including the ability of the OPEC+ countries to agree on and comply with production levels;
•changes in trade policies and regulations, including increases or change in duties, current and potentially new tariffs or quotas; and other similar measures, as well as the potential impact of retaliatory tariffs and other actions;
•war between Russia and Ukraine, military conflicts in the Red Sea Region, evolving war between Hamas and Israel and conflict between Iran and Israel, and their effect on commodity prices;
•changes in general economic and geopolitical conditions;
•inflation rates and the impact of associated monetary policy responses, including fluctuating interest rates;
•logistical challenges and supply chain disruptions;
•our business strategy;
•the geographic concentration of our operations;
•estimated future net reserves and present value thereof;
•timing and amount of future production of crude oil, NGLs and natural gas;
•drilling and completion of wells;
•estimated inventory of wells remaining to be drilled and completed;
•costs of exploiting and developing our properties and conducting other operations;
•availability of drilling, completion and production equipment and materials;
•availability of qualified personnel;
•infrastructure for produced and flowback water gathering and disposal;
•gathering, transportation and marketing of crude oil, NGLs and natural gas in the Williston Basin and other regions in the United States;
•the possible shutdown of the Dakota Access Pipeline;
•failure to realize the anticipated benefits or synergies from the Arrangement(as defined in the "Results of Operations" section of Item 2 below) in the timeframe expected or at all;
•our ability to realize the anticipated benefits from the 2025 Williston Basin Acquisition (as defined in the "Recent Developments" section of Item 2 below);
•property acquisitions and divestitures;
•integration and benefits of property acquisitions or the effects of such acquisitions on our cash position and levels of indebtedness, including the 2025 Williston Basin Acquisition and the Arrangement;
•the amount, nature and timing of capital expenditures;
•availability and terms of capital;
•our financial strategic tactics, budget, projections, execution of business plan and operating results;
•cash flows and liquidity;
•our ability to pursue capital management activities such as share repurchases, paying dividends on our common stock or additional means to return capital to shareholders;
•our ability to utilize net operating loss carryforwards or other tax attributes in future periods;
•our ability to comply with the covenants under our Credit Facility and other indebtedness;
•operating hazards, natural disasters, weather-related delays, casualty losses and other matters beyond our control;
•interruptions in service and fluctuations in tariff provisions of third-party connecting pipelines;
•potential effects arising from cybersecurity threats, terrorist attacks and any consequential or other hostilities;
•compliance with, and changes in, environmental, safety and other laws and regulations, including the Inflation Reduction Act of 2022 and provisions under the newly enacted One Big Beautiful Bill Act;
•execution of our sustainability initiatives;
•effectiveness of risk management activities;
•competition in the oil and gas industry;
•counterparty credit risk;
•incurring environmental liabilities;
•developments in the global economy as well as any public health crisis and resulting demand and supply for crude oil, NGLs and natural gas;
•governmental regulation, including, but not limited to, that of the Federal Energy Regulatory Commission ("FERC"), and the taxation of the oil and gas industry;
•developments in crude oil-producing and natural gas-producing countries;
•technology;
•consumer demand and preferences for, and governmental policies encouraging, fossil fuel alternatives;
•the effects of accounting pronouncements issued periodically during the periods covered by forward-looking statements;
•uncertainty regarding future operating results;
•our ability to successfully forecast future operating results and manage activity levels with ongoing macroeconomic uncertainty;
•the impact of disruptions in the financial markets, including bank failures and the volatile interest rate environment;
•plans, objectives, expectations and intentions contained in this Quarterly Report on Form 10-Q that are not historical; and
•certain factors discussed elsewhere in this Quarterly Report on Form 10-Q, in our 2024 Annual Report and in our other filings with the SEC.
All forward-looking statements speak only as of the date of this Quarterly Report on Form 10-Q. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise. You should not place undue reliance on these forward-looking statements. Although we believe that our plans, intentions and expectations reflected in or suggested by the forward-looking statements we make in this Quarterly Report on Form 10-Q are reasonable, we can give no assurance that these plans, intentions or expectations will be achieved. Some of the key factors which could cause actual results to vary from our expectations include changes in crude oil, NGL and natural gas prices, climatic and environmental conditions, the timing of planned capital expenditures, availability of acquisitions, uncertainties in estimating proved reserves and forecasting production results, operational factors affecting the commencement or maintenance of producing wells, the condition of the capital markets generally, as well as our ability to access them, inflation, changing trade policies, the proximity to and capacity of transportation facilities and uncertainties regarding environmental regulations or litigation, the U.S. government shutdown and other legal or regulatory developments affecting our business, as well as those factors discussed below and elsewhere in this Quarterly Report on Form 10-Q, all of which are difficult to predict. In light of these risks, uncertainties and assumptions, the forward-looking events discussed may not occur. These cautionary statements qualify all forward-looking statements attributable to us or persons acting on our behalf.
Overview
Chord Energy Corporation (together with its consolidated subsidiaries, the "Company", "Chord", "we", "us," or "our") is an independent exploration and production ("E&P") company engaged in the acquisition, exploration, development and production of crude oil, NGL and natural gas primarily in the Williston Basin. Our mission is to responsibly produce hydrocarbons while exercising capital discipline, operating efficiently, improving continuously and providing a rewarding environment for our employees. We are ideally positioned to enhance return of capital and generate strong free cash flow, while being responsible stewards of the communities and environment where we operate.
Market Conditions and Commodity Prices
Our revenue, profitability and ability to return cash to shareholders depend substantially on factors beyond our control, such as economic, political and regulatory developments as well as competition from other sources of energy. Prices for crude oil, NGLs and natural gas have experienced significant fluctuations in recent years, including sustained decreases during 2025, and may continue to fluctuate widely or continue to decrease in the future due to a combination of macro-economic factors that impact the supply and demand for crude oil, NGLs and natural gas. The potential for continued volatility in our markets, economic uncertainty and unfavorable oil and gas market dynamics, including OPEC+ announcements during the second and third quarters of 2025 to increase oil production targets, U.S. tariffs and potential retaliatory tariffs, may have an adverse impact on our future business operations, financial condition and liquidity. Volatility in the energy markets persisted through the third quarter of 2025, with the price of crude oil experiencing a period of recovery early in the third quarter from the declines seen during the second quarter and then stabilized late in the third quarter; however, more recently, prices have continued to exhibit signs of volatility. Further decline in the price of crude oil, or a sustained depression of the price of crude oil for an extended period of time, could have a material adverse effect on our financial position, results of operations, cash flows, the quantities of crude oil, NGL and natural gas reserves that may be economically produced and our access to capital.
At June 30, 2025, we assessed goodwill for impairment and recognized a non-cash impairment charge of $539.3 million. See "Item 1. Financial Statements (Unaudited)-Note 5-Fair Value Measurements" for additional information.
While we are unable to predict future commodity prices, we do not believe that an impairment of our oil and gas properties is reasonably likely to occur at current price levels as it is more likely than not that the fair value of our oil and gas properties will continue to exceed its carrying value. We will continue to evaluate the recoverability of the carrying value of our oil and gas properties as a result of a future material or extended decline in the current price of crude oil, NGLs or natural gas or a material increase in the costs of labor, materials or services.
In an effort to improve price realizations from the sale of our crude oil, NGLs and natural gas, we manage our commodities marketing activities in-house, which enables us to market and sell our crude oil, NGLs and natural gas to a broader array of potential purchasers. We enter into crude oil, NGL and natural gas sales contracts with purchasers who have access to transportation capacity, utilize derivative financial instruments to manage our commodity price risk and enter into physical delivery contracts to manage our price differentials. Due to the availability of other markets and pipeline connections, we do not believe that the loss of any single customer would have a material adverse effect on our results of operations or cash flows.
Additionally, we sell a significant amount of our crude oil production through gathering systems connected to multiple pipeline and rail facilities. These gathering systems, which originate at the wellhead, reduce the need to transport barrels by truck from the wellhead, helping remove trucks from local highways and reduce greenhouse gas emissions. As of September 30, 2025, substantially all of our gross operated crude oil and natural gas production were connected to gathering systems.
Recent Developments
Williston Basin Acquisition
On September 15, 2025, we entered into a definitive agreement to acquire certain developed and undeveloped oil and gas assets located in the Williston Basin from XTO Energy Inc. and affiliates (collectively, "XTO"), subsidiaries of Exxon Mobil Corporation, for total cash consideration of $550.0 million, subject to customary purchase price adjustments (the "2025 Williston Basin Acquisition").
On October 31, 2025, we completed the 2025 Williston Basin Acquisition for total cash consideration of $542.2 million, including a deposit of $55.0 million paid to XTO upon execution of the purchase and sale agreement and $487.2 million paid to XTO at closing (including customary preliminary purchase price adjustments). We funded the 2025 Williston Basin Acquisition with proceeds from the issuance of the 2030 Senior Notes and cash on hand. The effective date of the 2025 Williston Basin Acquisition was September 1, 2025.
Results of Operations
Comparability of Financial Statements
On May 31, 2024, we acquired Enerplus Corporation ("Enerplus") in a stock-and-cash transaction ("the "Arrangement"). Enerplus was an independent North American oil and gas E&P company domiciled in Canada with substantially all of its producing assets in the Williston Basin of North Dakota, with limited non-operated interests in the Marcellus Shale. The results of operations presented below relate to the periods ended September 30, 2025, June 30, 2025 and September 30, 2024. The results reported for the three and nine months ended September 30, 2025 and the three months ended June 30, 2025 reflect the consolidated results of Chord, including combined operations with Enerplus, while the results reported for the nine months ended September 30, 2024 reflect the consolidated results of Chord, including the impact from the business combination with Enerplus beginning on May 31, 2024, unless otherwise noted.
Operational and Financial Highlights
•Production volumes averaged 280,857 Boepd (55% oil), including crude oil volumes of 155,698 Bopd in the third quarter of 2025.
•E&P and other capital expenditures (excluding capitalized interest) were $333.7 million in the third quarter of 2025.
•Lease operating expenses ("LOE") were $9.62 per Boe in the third quarter of 2025.
•Net cash provided by operating activities was $559.0 million and net income was $130.1 million in the third quarter of 2025.
•Issued $750.0 million 6.000% senior unsecured notes due October 1, 2030 (the "2030 Senior Notes") in September 2025.
Shareholder Return Highlights
•Paid $1.30 per share base cash dividend on September 8, 2025.
•Repurchased $83.0 million of common stock in the third quarter of 2025.
•Declared a base cash dividend of $1.30 per share of common stock. The dividend will be payable on December 5, 2025 to shareholders of record as of November 19, 2025.
Revenues
Our crude oil, NGL and natural gas revenues are derived from the sale of crude oil, NGL and natural gas production. These revenues do not include the effects of derivative instruments and may vary significantly from period to period as a result of changes in volumes of production sold and/or changes in commodity prices. Our crude oil, NGL and natural gas revenues for the nine months ended September 30, 2025 increased compared to the nine months ended September 30, 2024 due to the Arrangement, which closed on May 31, 2024 and expanded our operations primarily in the Williston Basin. Our purchased oil and gas sales are derived from the sale of crude oil, NGLs and natural gas purchased through our marketing activities primarily to optimize transportation costs, for blending to meet pipeline specifications or to cover production shortfalls. Revenues and expenses from crude oil, NGL and natural gas sales and purchases are generally recorded on a gross basis, as we act as a principal in these transactions by assuming control of the purchased crude oil or natural gas before it is transferred to the counterparty. In certain cases, we enter into sales and purchases with the same counterparty in contemplation of one another, and these transactions are recorded on a net basis.
The following table summarizes our revenues, production and average realized prices for the periods presented:
| Three Months Ended September 30, 2025 | Three Months Ended June 30, 2025 | Nine Months Ended September 30, 2025 | Nine Months Ended September 30, 2024 | ||||||||||||||||||||
| Revenues (in thousands) | |||||||||||||||||||||||
|
Crude oil revenues
|
$ | 910,811 | $ | 878,928 | $ | 2,745,874 | $ | 2,600,888 | |||||||||||||||
| NGL revenues | 24,821 | 28,569 | 114,736 | 114,055 | |||||||||||||||||||
| Natural gas revenues | 31,215 | 42,769 | 159,927 | 56,898 | |||||||||||||||||||
|
Purchased oil and gas sales
|
345,234 | 230,294 | 687,150 | 1,024,567 | |||||||||||||||||||
| Total revenues | $ | 1,312,081 | $ | 1,180,560 | $ | 3,707,687 | $ | 3,796,408 | |||||||||||||||
| Production data | |||||||||||||||||||||||
| Crude oil (MBbls) | 14,324 | 14,263 | 42,422 | 34,372 | |||||||||||||||||||
| NGLs (MBbls) | 5,073 | 4,926 | 14,324 | 11,572 | |||||||||||||||||||
|
Natural gas (MMcf)(1)
|
38,653 | 38,759 | 114,715 | 84,428 | |||||||||||||||||||
| Oil equivalents (MBoe) | 25,839 | 25,649 | 75,865 | 60,015 | |||||||||||||||||||
| Average daily production (Boepd) | 280,857 | 281,858 | 277,893 | 219,033 | |||||||||||||||||||
| Average daily crude oil production (Bopd) | 155,698 | 156,734 | 155,391 | 125,445 | |||||||||||||||||||
| Average sales prices | |||||||||||||||||||||||
| Crude oil (per Bbl) | |||||||||||||||||||||||
| Average sales price | $ | 63.59 | $ | 61.62 | $ | 64.73 | $ | 75.67 | |||||||||||||||
|
Effect of derivative settlements(2)
|
0.57 | 0.96 | 0.51 | (0.13) | |||||||||||||||||||
|
Average realized price after the effect of derivative settlements(2)
|
$ | 64.16 | $ | 62.58 | $ | 65.24 | $ | 75.54 | |||||||||||||||
| NGLs (per Bbl) | |||||||||||||||||||||||
| Average sales price | $ | 4.89 | $ | 5.80 | $ | 8.01 | $ | 9.86 | |||||||||||||||
|
Effect of derivative settlements(2)
|
- | - | - | - | |||||||||||||||||||
|
Average realized price after the effect of derivative settlements(2)
|
$ | 4.89 | $ | 5.80 | $ | 8.01 | $ | 9.86 | |||||||||||||||
| Natural gas (per Mcf) | |||||||||||||||||||||||
|
Average sales price(1)
|
$ | 0.81 | $ | 1.10 | $ | 1.39 | $ | 0.67 | |||||||||||||||
|
Effect of derivative settlements(2)
|
0.30 | 0.01 | 0.11 | - | |||||||||||||||||||
|
Average realized price after the effect of derivative settlements(1)(2)
|
$ | 1.11 | $ | 1.11 | $ | 1.50 | $ | 0.67 | |||||||||||||||
____________________
(1)For the three months ended September 30, 2025 and June 30, 2025, natural gas production volume from the Marcellus Shale was 10,813 MMcf and 11,821 MMcf, respectively. The realized natural gas price related to this production, prior to the effect of derivative settlements, was $2.16 per Mcf and $2.49 per Mcf for the three months ended September 30, 2025 and June 30, 2025, respectively. For the nine months ended September 30, 2025 and 2024, natural gas production volume from the Marcellus Shale was 34,197 MMcf and 14,272 MMcf, respectively. The realized natural gas price related to this production, prior to the effect of derivative settlements, was $3.14 per Mcf and $1.41 per Mcf for the nine months ended September 30, 2025 and 2024, respectively.
(2)The effect of derivative settlements includes the gains or losses on commodity derivatives for contracts ending in the periods presented. Our commodity derivatives do not qualify for or were not designated as hedging instruments for accounting purposes.
Three months ended September 30, 2025 as compared to three months ended June 30, 2025
Crude oil revenues. Our crude oil revenues increased $31.9 million to $910.8 million for the three months ended September 30, 2025 as compared to the three months ended June 30, 2025. The increase was primarily due to an increase of $28.0 million due to higher crude oil realized prices quarter over quarter, coupled with an increase of $3.9 million due to higher crude oil production volumes sold quarter over quarter. Average crude oil sales prices, without derivative settlements, increased by $1.96 per barrel quarter over quarter to an average of $63.59 per barrel for the three months ended September 30, 2025 primarily due to an increase in NYMEX WTI.
NGL revenues.Our NGL revenues decreased $3.7 million to $24.8 million for the three months ended September 30, 2025 as compared to the three months ended June 30, 2025. The decrease was primarily due to lower realized NGL prices quarter over quarter resulting in a $4.4 million decrease, partially offset by an increase of $0.7 million due to higher NGL production volumes sold quarter over quarter. Average NGL sales prices, without derivative settlements, decreased by $0.91 per barrel quarter over quarter to an average of $4.89 per barrel for the three months ended September 30, 2025 primarily due to decreases in the corresponding NGL product index prices.
Natural gas revenues.Our natural gas revenues decreased $11.6 million to $31.2 million for the three months ended September 30, 2025 as compared to the three months ended June 30, 2025. The decrease was primarily due to lower natural gas realized prices quarter over quarter resulting in an $11.5 million decrease, coupled with a decrease of $0.1 million due to lower natural gas production volumes sold quarter over quarter. Average natural gas sales prices, without derivative settlements, decreased by $0.30 per Mcf quarter over quarter to $0.81 per Mcf for the three months ended September 30, 2025 primarily due to lower index prices quarter over quarter. Additionally, natural gas production volume from the Marcellus Shale decreased from 11,821 MMcf for the three months ended June 30, 2025 to 10,813 MMcf for the three months ended September 30, 2025 as a result of production curtailment in response to Marcellus Shale gas price declines.
Purchased oil and gas sales. Purchased oil and gas sales increased $114.9 million to $345.2 million for the three months ended September 30, 2025 as compared to the three months ended June 30, 2025. This increase was primarily due to an increase in the volume of crude oil purchased and subsequently sold quarter over quarter, coupled with increased crude oil prices over the same period.
Nine months ended September 30, 2025 as compared to nine months ended September 30, 2024
Crude oil revenues. Our crude oil revenues increased $145.0 million to $2,745.9 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024. Our crude oil revenues increased $491.4 million due to our expanded operations as a result of the Arrangement. Excluding the increase from the Arrangement, crude oil revenues decreased $379.1 million due to lower crude oil realized prices, partially offset by an increase of $32.7 million due to higher crude oil production volumes sold. Average crude oil sales prices, without derivative settlements, decreased by $10.94 per barrel period over period to an average of $64.73 per barrel for the nine months ended September 30, 2025 due to decreases in NYMEX WTI and widening in-basin differentials period over period.
NGL revenues.Our NGL revenues increased $0.7 million to $114.7 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024. Our NGL revenues increased $3.8 million due to our expanded operations as a result of the Arrangement. Excluding the increase from the Arrangement, NGL revenues decreased $10.6 million due to lower realized NGL prices period over period, partially offset by an increase of $7.5 million due to higher NGL production volumes sold. Average NGL sales prices, without derivative settlements, decreased by $1.85 per barrel period over period to an average of $8.01 per barrel for the nine months ended September 30, 2025 primarily due to decreases in the corresponding NGL product index prices and widening differentials period over period.
Natural gas revenues.Our natural gas revenues increased $103.0 million to $159.9 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024. Our natural gas revenues increased $69.0 million due to our expanded operations as a result of the Arrangement. Excluding the increase from the Arrangement, natural gas revenues increased $34.4 million primarily due to higher average natural gas realized prices. Average natural gas sales prices, without derivative settlements, increased by $0.72 per Mcf period over period to $1.39 per Mcf for the nine months ended September 30, 2025 primarily due to increases in index prices period over period.
Purchased oil and gas sales.Purchased oil and gas sales decreased $337.4 million to $687.2 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024. This decrease was primarily due to a decrease in the volume of crude oil purchased and subsequently sold period over period, coupled with decreased crude oil prices over the same period.
Expenses and other income (expense)
Certain operating expenses, including LOE, GPT expenses and DD&A, increased for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024 due to the Arrangement, which closed on May 31, 2024 and expanded our operations primarily in the Williston Basin.
The following table summarizes our operating expenses and other income (expense) for the periods presented:
| Three Months Ended September 30, 2025 | Three Months Ended June 30, 2025 | Nine Months Ended September 30, 2025 | Nine Months Ended September 30, 2024 | ||||||||||||||||||||
| (In thousands, except per Boe of production data) | |||||||||||||||||||||||
| Operating expenses | |||||||||||||||||||||||
| Lease operating expenses | $ | 248,604 | $ | 256,966 | $ | 738,644 | $ | 582,908 | |||||||||||||||
| Gathering, processing and transportation expenses | 73,052 | 74,100 | 220,467 | 194,467 | |||||||||||||||||||
| Purchased oil and gas expenses | 340,947 | 231,745 | 684,060 | 1,021,739 | |||||||||||||||||||
| Production taxes | 79,509 | 68,965 | 223,116 | 244,410 | |||||||||||||||||||
| Depreciation, depletion and amortization | 374,919 | 376,997 | 1,101,725 | 757,036 | |||||||||||||||||||
| General and administrative expenses | 21,861 | 32,540 | 92,778 | 159,904 | |||||||||||||||||||
| Impairment and exploration | 2,034 | 541,940 | 545,957 | 14,908 | |||||||||||||||||||
| Total operating expenses | 1,140,926 | 1,583,253 | 3,606,747 | 2,975,372 | |||||||||||||||||||
| Gain (loss) on sale of assets, net | (365) | (522) | 4,628 | 13,814 | |||||||||||||||||||
| Operating income (loss) | 170,790 | (403,215) | 105,568 | 834,850 | |||||||||||||||||||
| Other income (expense) | |||||||||||||||||||||||
| Net gain on derivative instruments | 20,724 | 82,231 | 82,674 | 29,753 | |||||||||||||||||||
| Net gain (loss) from investment in unconsolidated affiliate | (4,646) | (962) | (10,507) | 23,246 | |||||||||||||||||||
| Interest expense, net of capitalized interest | (18,717) | (18,788) | (53,324) | (38,946) | |||||||||||||||||||
| Loss on debt extinguishment | - | - | (3,494) | - | |||||||||||||||||||
| Other income | 2,146 | 5,045 | 6,692 | 4,253 | |||||||||||||||||||
| Total other income (expense), net | (493) | 67,526 | 22,041 | 18,306 | |||||||||||||||||||
| Income (loss) before income taxes | 170,297 | (335,689) | 127,609 | 853,156 | |||||||||||||||||||
| Income tax expense | (40,186) | (54,216) | (167,566) | (215,126) | |||||||||||||||||||
| Net income (loss) | $ | 130,111 | $ | (389,905) | $ | (39,957) | $ | 638,030 | |||||||||||||||
| Costs and expenses (per Boe of production) | |||||||||||||||||||||||
| Lease operating expenses | $ | 9.62 | $ | 10.02 | $ | 9.74 | $ | 9.71 | |||||||||||||||
| Gathering, processing and transportation expenses | 2.83 | 2.89 | 2.91 | 3.24 | |||||||||||||||||||
| Production taxes | 3.08 | 2.69 | 2.94 | 4.07 | |||||||||||||||||||
Three months ended September 30, 2025 as compared to three months ended June 30, 2025
Lease operating expenses. LOE decreased $8.4 million to $248.6 million for the three months ended September 30, 2025 as compared to the three months ended June 30, 2025. The decrease was primarily due to a reduction in workover activity of $17.2 million, partially offset by higher variable costs of $7.0 million quarter over quarter. The same factors contributed to a decrease in LOE per BOE, which decreased $0.40 per Boe quarter over quarter to $9.62 per Boe for the three months ended September 30, 2025.
Purchased oil and gas expenses. Purchased oil and gas expenses increased $109.2 million to $340.9 million for the three months ended September 30, 2025 as compared to the three months ended June 30, 2025 primarily due to an increase in the volume of crude oil purchased and subsequently sold quarter over quarter coupled with increased crude oil prices over the same period.
Production taxes.Production taxes increased $10.5 million to $79.5 million for the three months ended September 30, 2025 as compared to the three months ended June 30, 2025. The increase was primarily due to the impact of higher crude oil revenues quarter over quarter coupled with less non-recurring refunds related to certain North Dakota wells receiving extraction tax exemptions within the three months ended September 30, 2025. The production tax rate as a percentage of crude oil, NGL and natural gas revenues of 8.2% for the three months ended September 30, 2025 increased from 7.3% for the three months ended June 30, 2025 primarily as a result of less non-recurring refunds within the current quarter.
General and administrative expenses.G&A expenses decreased $10.7 million to $21.9 million for the three months ended September 30, 2025 as compared to the three months ended June 30, 2025. The decrease was primarily attributable to decreases in various general corporate expenses of $6.7 million coupled with a decrease in merger-related costs of $2.9 million. Merger-related costs for the three months ended June 30, 2025 were $2.9 million and were primarily comprised of severance and advisory expenses related to the Arrangement. Merger-related costs for the three months ended September 30, 2025 were not material.
Impairment and exploration. There were no significant impairment charges during the three months ended September 30, 2025. As a result of a decrease in the price of our common stock during the three months ended June 30, 2025, which was impacted by a decline in crude oil and natural gas prices over that same period, we recorded an impairment charge on our goodwill of $539.3 million for the three months ended June 30, 2025.
Derivative instruments.We recorded a $20.7 million net gain on derivative instruments for the three months ended September 30, 2025, which was comprised of a net gain of $19.8 million associated with our commodity derivative contracts and an unrealized gain of $0.9 million associated with a contract that includes contingent consideration. The net gain of $19.8 million on commodity derivative contracts primarily included a realized gain of $19.8 million on settled commodity derivative contracts coupled with an insignificant unrealized gain related to the change in fair value of our commodity derivative contracts. During the three months ended June 30, 2025, we recorded a $82.2 million net gain on derivative instruments, which was comprised of a net gain of $82.0 million associated with our commodity derivative contracts and an unrealized gain of $0.2 million associated with a contract that includes contingent consideration. The net gain of $82.0 million on commodity derivative contracts included an unrealized gain of $67.9 million related to the change in fair value of our commodity derivative contracts primarily driven by a downward shift in the futures curve for forecasted commodity prices coupled with a realized gain of $14.1 million on settled commodity derivative contracts.
Investment in unconsolidated affiliate. We recorded a $4.6 million net loss related to our investment in Energy Transfer LP ("Energy Transfer") for the three months ended September 30, 2025, which included an unrealized loss of $7.0 millionas a result of a decreasein the fair value of the investment during the quarter, partially offset by a gain of $2.4 millionfor a cash distribution from Energy Transfer during the quarter. During the three months ended June 30, 2025, we recorded a $1.0 million net loss related to our investment in Energy Transfer, which included an unrealized loss of $3.3 million as a result of a decrease in the fair value of the investment during the quarter, partially offset by a gain of $2.4 million for a cash distribution from Energy Transfer during the quarter.
Income tax expense.Our effective tax rate was recorded at 23.6% of pre-tax income for the three months ended September 30, 2025 and (16.2)% of pre-tax loss for the three months ended June 30, 2025. The effective tax rate for the three months ended September 30, 2025 was higher than the statutory federal rate of 21% primarily as a result of the impact of state income taxes. The effective tax rate for the three months ended June 30, 2025 was lower than the statutory federal rate of 21% primarily as a result of the impact of the goodwill impairment charge, coupled with a loss before income taxes, recorded during the same period.
Nine months ended September 30, 2025 as compared to nine months ended September 30, 2024
Lease operating expenses. LOE increased $155.7 million to $738.6 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024. The increase was primarily driven by our expanded operations after the Arrangement contributing $115.3 million of additional LOE period over period, as well as increased workover costs of $27.1 million and increased fixed and variable costs of $16.4 million primarily due to new wells brought online during the nine months ended September 30, 2025. LOE per Boe increased $0.03 per Boe period over period to $9.74 per Boe for the nine months ended September 30, 2025.
Gathering, processing and transportation expenses. GPT expenses increased $26.0 million to $220.5 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024. The increase was primarily due to our expanded operations after the Arrangement contributing $48.2 million of additional GPT expenses. This increase was partially offset by lower transportation rates of $12.8 million, primarily due to several contracts expiring during the year ended December 31, 2024, and lower fair value losses of $5.9 million attributable to the completion of a derivative transportation contract in June 2024. GPT expenses decreased $0.33 per Boe period over period to $2.91 per Boe for the nine months ended September 30, 2025 primarily due to lower transportation rates and fair value losses period over period.
Purchased oil and gas expenses.Purchased oil and gas expenses decreased $337.7 million to $684.1 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024 primarily due to a decrease in the volume of crude oil purchased and subsequently sold period over period coupled with decreased crude oil prices over the same period.
Production taxes.Production taxes decreased $21.3 million to $223.1 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024. The decrease was primarily due to decreases in crude oil revenues period over period due to lower crude oil prices and a reduction in the production tax rate during the nine months ended September 30, 2025 primarily due to a non-recurring refund related to certain North Dakota wells receiving an extraction tax exemption. This decrease was largely offset by a $46.0 million increase in production taxes attributable to our expanded operations after the Arrangement. The production tax rate as a percentage of crude oil, NGL and natural gas revenues decreased from 8.8% for the nine months ended September 30, 2024 to 7.4% for the nine months ended September 30, 2025 primarily due to the non-recurring refund coupled with natural gas comprising a larger percentage of total sales relative to the prior period.
Depreciation, depletion and amortization.DD&A expense increased $344.7 million to $1,101.7 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024. The increase was primarily due to $194.5 million of additional depletion expense due to a higher depletion rate period over period, coupled with $129.8 million of additional DD&A expense related to an overall increase in production volumes, mainly due to our expanded operations after the Arrangement, as well as an increase in accretion expense of $13.8 million. The depletion rate increased $1.81 per Boe period over period to $14.11 per Boe for the nine months ended September 30, 2025 primarily due to the purchase consideration allocated to the fair value of the oil and gas properties acquired in the Arrangement. Accretion expense increased primarily due to higher plugging and abandonment expenses and incremental accretion related to properties acquired in the Arrangement.
General and administrative expenses.G&A expenses decreased $67.1 million to $92.8 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024 primarily due to lower merger-related costs of $72.2 million. Merger-related costs for the nine months ended September 30, 2025 and 2024 were $8.1 million and $80.3 million, respectively, and were primarily comprised of severance, legal and advisory expenses related to the Arrangement. This decrease in merger-related costs was partially offset by an increase in costs associated with a larger organization after the Arrangement of $5.1 million.
Impairment and exploration. Impairment and exploration expenses increased $531.0 million to $546.0 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024 primarily due to the impairment of our goodwill. During the nine months ended September 30, 2025, we recorded an impairment charge on our goodwill of $539.3 million as a result of the decrease in the price of our common stock during the three months ended June 30, 2025, which was impacted by a decline in crude oil and natural gas prices over that same period. During the nine months ended September 30, 2024, we recorded a lower of cost or net realizable value write down of oil-in-tank inventory of $7.4 million and a $2.5 million impairment expense related to the Denver office lease and related fixed assets acquired in connection with the Arrangement.
Gain (loss) on sale of assets, net. During the nine months ended September 30, 2025 and 2024, we recorded a net gain on sale of assets of $4.6 million and $13.8 million, respectively, primarily related to the divestiture of certain non-core oil and gas properties within each period.
Derivative instruments. During the nine months ended September 30, 2025, we recorded a $82.7 million net gain on derivative instruments, which was comprised of a net gain of $80.8 million associated with our commodity derivative contracts and an unrealized gain of $1.9 million associated with a contract that includes contingent consideration. The net gain of $80.8 million on commodity derivative contracts included an unrealized gain of $47.2 million related to the change in fair value of our commodity derivative contracts primarily driven by a downward shift in the futures curve for forecasted commodity prices and a realized gain of $33.6 million on settled commodity derivative contracts. During the nine months ended September 30, 2024, we recorded a $29.8 million net gain on derivative instruments, which was comprised of a net gain of $27.1 million associated with our commodity derivative contracts and an unrealized gain of $2.6 million associated with a contract that includes contingent consideration. The net gain of $27.1 million on commodity derivative contracts included an unrealized gain of $31.5 million related to the change in fair value of our commodity derivative contracts primarily driven by a downward shift in the futures curve for forecasted commodity prices,partially offset by a realized loss of $4.3 million on settled commodity derivative contracts.
Investment in unconsolidated affiliate. We recorded a $10.5 million net loss related to our investment in Energy Transfer for the nine months ended September 30, 2025, which included an unrealized loss of $17.6 million as a result of a decrease in the fair value of the investment during the period, partially offset by a gain of $7.1 million for cash distributions from Energy Transfer during the period. During the nine months ended September 30, 2024, we recorded a net gain of $23.2 million related to our investment in Energy Transfer, which included an unrealized gain of $16.3 million as a result of an increase in the fair value of the investment during the period, coupled with a gain of $6.9 million for cash distributions from Energy Transfer during the period.
Interest expense, net of capitalized interest.Interest expense increased $14.4 million to $53.3 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024. The increase is primarily due to $14.4 million of interest expense from the issuance of the 2033 Senior Notes in March 2025. Interest expense on the Credit Facility (defined below) was consistent period over period. For the nine months ended September 30, 2025, the weighted average borrowings outstanding under the Credit Facility were $283.4 million, and the weighted average interest rate incurred on the outstanding borrowings was 6.5%. During the nine months ended September 30, 2024, the weighted average borrowings outstanding under the Credit Facility were $267.0 million, and the weighted average interest rate incurred on the outstanding borrowings was 7.5%.
Loss on debt extinguishment.On March 13, 2025, we paid an aggregate of $409.1 million to purchase and satisfy and discharge the 2026 Senior Notes, resulting in a loss on debt extinguishment of $3.5 million for the nine months ended September 30, 2025. The loss primarily included the write-off of unamortized debt issuance costs of $2.1 million and a premium paid to redeem a portion of the 2026 Senior Notes of $1.1 million.
Income tax expense.Our effective tax rate was recorded at 131.3% and 25.2% of pre-tax income for the nine months ended September 30, 2025 and 2024, respectively. Our effective tax rate for the nine months ended September 30, 2025 was higher than the statutory federal rate of 21% primarily as a result of the impact of the goodwill impairment charge recorded during the second quarter of 2025. The effective tax rate for the nine months ended September 30, 2024 was higher than the statutory federal rate of 21% primarily as a result of the impact of state income taxes.
Liquidity and Capital Resources
As of September 30, 2025, we had $2,597.1 million of liquidity available, including $1,967.9 million of aggregate unused borrowing capacity available under the Credit Facility (defined below) and $629.2 million in cash and cash equivalents, reflecting the proceeds from the issuance of the 2030 Senior Notes, which was used to fund the 2025 Williston Basin Acquisition. During the nine months ended September 30, 2025, our primary sources of liquidity were from cash flows from operations, available borrowing capacity under the Credit Facility, proceeds from the issuance of the 2030 and 2033 Senior Notes and cash on hand. During the same period, our primary liquidity requirements were capital expenditures for the development of oil and gas properties, dividend payments, debt repayments, share repurchases, acquisitions and divestitures, an acquisition deposit, and working capital requirements.
Our cash flows depend on many factors, including the price of crude oil, NGLs and natural gas and the success of our development and exploration activities as well as future acquisitions. Our material cash requirements from known obligations include repayment of outstanding borrowings and interest payment obligations related to our long-term debt, obligations relating to the closing of the 2025 Williston Basin Acquisition, obligations to plug, abandon and remediate our oil and gas properties at the end of their productive lives, payment of income taxes, obligations associated with outstanding commodity derivative contracts that settle in a loss position and obligations associated with our leases. In addition, we have announced a return of capital plan pursuant to which we intend to return capital to stockholders through dividend payouts, supplemented by opportunistic share repurchases. On a quarterly basis, we pay a commitment fee on the average amount of borrowing base capacity not utilized during the quarter and fees calculated on the average amount of letter of credit balances outstanding during the quarter.
Capital availability will be affected by prevailing conditions in our industry, the global economy, the global banking and financial markets, stakeholder scrutiny of sustainability matters and other factors, many of which are beyond our control. The U.S. Federal Reserve recently decreased interest rates, however the potential for such rates to decrease further or to increase or remain elevated for an extended period of time creates additional economic uncertainty. Although we are unable to predict future interest rates, this disruption to the broader economy and financial markets may reduce our ability to access capital or result in such capital being available on less favorable terms, which could in the future negatively affect our liquidity. We believe, however, we have adequate liquidity to fund our capital expenditures and meet our contractual obligations during the next 12 months and the foreseeable future.
Williston Basin Acquisition. As of September 30, 2025, in connection with the 2025 Williston Basin Acquisition, we paid a $55.0 million deposit to XTO upon execution of the purchase and sale agreement. On October 31, 2025, we completed the 2025 Williston Basin Acquisition for total cash consideration of $542.2 million, including the $55.0 million deposit and $487.2 million paid to XTO at closing (including customary preliminary purchase price adjustments).
Enerplus Arrangement. In connection with the consummation of the Arrangementon May 31, 2024, we paid $375.8 million, or $1.84 per Enerplus common share, to Enerplus shareholders. In addition, we paid $395.0 million to settle Enerplus' revolving bank credit facility balance, $102.4 million to settle all outstanding Enerplus equity-based compensation awards and $5.9 million in retention bonuses paid to Enerplus employees.
Also in connection with the Arrangement, we incurred certain costs for advisory, legal and other third-party fees which were recorded to G&A expenses on the Condensed Consolidated Statements of Operations. During the nine months ended September 30, 2025, we incurred merger-related costs of $8.1 million, primarily related to severance costs and legal and advisory services. Merger-related costs for the three months ended September 30, 2025 were not material.
Commodity derivative contracts. We actively manage our exposure to commodity price fluctuations by executing derivative transactions to mitigate the impact of changes in crude oil, NGL and natural gas prices on our production, which mitigates our exposure to crude oil, NGL and natural gas price declines; however, these transactions may also limit our cash flow in periods of rising crude oil, NGL and natural gas prices.
As of September 30, 2025, our commodity derivative contracts cover 3,128 MBbls of our crude oil production and 12,420,000 MMBtu of our natural gas production for 2025, 6,848 MBbls of our crude oil production and 33,280,000 MMBtu of our natural gas production for 2026 and 1,587 MBbls of our crude oil production and 8,145,000 MMBtu of our natural gas production for 2027. See "Item 3. Quantitative and Qualitative Disclosures about Market Risk" for additional information.
Subsequent to September 30, 2025, we entered into the following commodity derivative contracts:
| Weighted Average Prices | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Commodity | Settlement Period | Derivative Instrument | Volumes |
Fixed-Price Swaps
|
Sub-Floor | Floor | Ceiling | |||||||||||||||||||||||||||||||||||||||||||
| Natural gas | 2026 | Fixed-price swaps | 3,650,000 | MMBtu | $ | 3.93 | ||||||||||||||||||||||||||||||||||||||||||||
| Crude oil | 2026 | Fixed-price swaps | 184,000 | Bbls | $ | 59.81 | ||||||||||||||||||||||||||||||||||||||||||||
| Natural gas | 2027 | Fixed-price swaps | 3,650,000 | MMBtu | $ | 4.00 | ||||||||||||||||||||||||||||||||||||||||||||
| Crude oil | 2027 | Three-way collars | 365,000 | Bbls | $ | 50.00 | $ | 60.00 | $ | 70.19 | ||||||||||||||||||||||||||||||||||||||||
Commitments. We also have contracts which include provisions for the delivery, transport or purchase of a minimum volume of crude oil, NGLs, natural gas and water within specified time frames, the majority of which are five years or less. Under the terms of these contracts, if we fail to deliver, transport or purchase the committed volumes we will be required to pay a deficiency payment for the volumes not tendered over the duration of the contract. The estimable future commitments under these agreements were $464.0 million as of September 30, 2025. We believe that for the substantial majority of these agreements our future production will be adequate to meet our delivery commitments or that we will be able to purchase sufficient volumes of crude oil, NGLs and natural gas from third parties to satisfy our minimum volume commitments. See "Item 8. Financial Statements and Supplementary Data-Note 21-Commitments and Contingencies" in our 2024 Annual Report for additional information on our volume delivery commitments.
Long-term debt
Revolving credit facility. As of September 30, 2025, we had a senior secured revolving credit facility (the "Credit Facility") with a borrowing base of $2.75 billion and elected commitments of $2.0 billion that was due July 1, 2027. As of September 30, 2025, we had no borrowings outstanding and $32.1 million of outstanding letters of credit, resulting in an unused borrowing capacity of $1,967.9 million. Additionally, we are permitted to incur term loans in addition to the revolving loans provided under the Credit Facility. As of September 30, 2025, we were in compliance with the financial covenants under the Credit Facility. See "Item 1. Financial Statements (Unaudited)-Note 10-Long-Term Debt" for additional information.
In November 2025, we entered into a seventh amended and restated credit agreement (the "Seventh Amended Credit Facility"). In connection with entry into the Seventh Amended Credit Facility, the semi-annual redetermination of our borrowing base was completed in November 2025, which reaffirmed the borrowing base and the aggregate elected commitment at $2.75 billion and $2.0 billion, respectively. Pursuant to the Seventh Amended Credit Facility, the maturity date was extended from July 1, 2027 to November 3, 2029 and the Term SOFR Loans are no longer subject to the 0.1% credit spread adjustment. Additionally, certain baskets were increased and certain provisions were updated to reflect current market practice. The Credit Facility's borrowing base is subject to redetermination semi-annually, on or about April 1 and October 1, with the next redetermination scheduled for April 1, 2026.
2030 Senior Notes.On September 30, 2025, we issued the 2030 Senior Notes in a private placement. Interest on the 2030 Senior Notes is payable semi-annually on April 1 and October 1 of each year, beginning on April 1, 2026. The 2030 Senior Notes were issued at par and resulted in net proceeds of $739.6 million, after deducting underwriters' discounts, commissions and other expenses. The proceeds were used (i) to fund the 2025 Williston Basin Acquisition and to pay related costs and expenses, (ii) to pay fees and expenses associated with the offering of the 2030 Senior Notes and (iii) for general corporate purposes, including repayment of a portion of the borrowings outstanding under the Credit Facility. In connection with the issuance of the 2030 Senior Notes, we recorded deferred financing costs of $10.4 million. See "Item 1. Financial Statements (Unaudited)-Note 10-Long-Term Debt" for additional information.
2033 Senior Notes.On March 13, 2025, we issued the 2033 Senior Notes in a private placement. Interest on the 2033 Senior Notes is payable semi-annually on March 15 and September 15 of each year, which began on September 15, 2025. The 2033 Senior Notes were issued at par and resulted in proceeds of $738.8 million, after deducting underwriters' discounts, commissions and other expenses. The proceeds were used to repurchase the 2026 Senior Notes tendered in a concurrent tender offer, to satisfy and discharge the remaining 2026 Senior Notes not tendered in the concurrent tender offer (which were redeemed on June 1, 2025) and to repay a portion of the borrowings outstanding under the Credit Facility. In connection with the issuance of the 2033 Senior Notes, we recorded deferred financing costs of $11.6 million. See "Item 1. Financial Statements (Unaudited)-Note 10-Long-Term Debt" for additional information.
2026 Senior Notes.As of December 31, 2024, we had $400.0 million of the 2026 Senior Notes outstanding. Interest on the 2026 Senior Notes was payable semi-annually on June 1 and December 1 of each year. Concurrent with the issuance of the 2033 Senior Notes on March 13, 2025, we paid an aggregate of $409.1 million, including $7.7 million of accrued interest, to purchase $366.3 million of outstanding 2026 Senior Notes tendered in a concurrent tender offer and to satisfy and discharge the remaining $33.7 million of outstanding 2026 Senior Notes, which were redeemed on June 1, 2025. See "Item 1. Financial Statements (Unaudited)-Note 10-Long-Term Debt" for additional information.
Cash Flows
Our cash flows for the nine months ended September 30, 2025 and 2024 are presented below:
| Nine Months Ended September 30, | |||||||||||
| 2025 | 2024 | ||||||||||
| (In thousands) | |||||||||||
|
Net cash provided by operating activities
|
$ | 1,635,670 | $ | 1,530,772 | |||||||
|
Net cash used in investing activities
|
(1,050,383) | (1,494,111) | |||||||||
|
Net cash provided by (used in) financing activities
|
6,971 | (302,609) | |||||||||
|
Increase (decrease) in cash and cash equivalents
|
$ | 592,258 | $ | (265,948) | |||||||
Cash flows provided by operating activities
Our net cash flows from operating activities are primarily impacted by commodity prices, production volumes and operating costs. Net cash provided by operating activities was $1,635.7 million for the nine months ended September 30, 2025. The increase in net cash provided by operating activities of $104.9 million as compared to the nine months ended September 30, 2024 was primarily due to our expanded operations from the Arrangement, including an increase in oil, NGL and natural gas revenues, partially offset by increases in LOE and GPT expenses. This increase was also driven by lower merger-related costs and decreased production taxes offset by changes in our working capital. See "Results of Operations" above for additional information.
Working Capital. Our working capital is primarily impacted by the factors discussed above, coupled with the timing of cash receipts and disbursements. Changes in working capital (as reflected in the Condensed Consolidated Statements of Cash Flows) increased net cash flows from operating activities by $1.0 million and $23.3 million during the nine months ended September 30, 2025 and 2024, respectively. Changes in working capital associated with our capital expenditure activities and settlement of outstanding commodity derivative instruments impact our cash flows from investing activities.
The Credit Facility includes a requirement that we maintain a Current Ratio (as defined in the Credit Facility) of no less than 1.0 to 1.0 as of the last day of any fiscal quarter. For purposes of the Current Ratio, the Credit Facility's definition of total current assets includes unused commitments under the Credit Facility, which were $1,967.9 million at September 30, 2025, and excludes current hedge assets, which were $86.2 million at September 30, 2025. For purposes of the Current Ratio, the Credit Facility's definition of total current liabilities excludes current hedge liabilities, of which there were none atSeptember 30, 2025.
Cash flows used in investing activities
For the nine months ended September 30, 2025, net cashused in investing activities of $1,050.4 million was primarily attributable to capital expenditures incurred to develop our oil and gas properties of $1,044.8 million, a deposit paid for the 2025 Williston Basin Acquisition of $55.0 million and acreage purchased in the Williston Basin of $27.4 million, partially offset by the settlement of derivative contracts of $32.0 million, the receipt of the 2024 contingent consideration earn-out payment of $25.0 million and proceeds from divestitures of certain non-core oil and gas properties of $10.7 million. Net cash used ininvesting activities for the nine months ended September 30, 2024 of$1,494.1 millionwas primarily attributable to the Arrangement, including $395.0 millionpaid to settle Enerplus' revolving bank credit facility balance, $375.8 millionpaid to Enerplus shareholders, $102.4 millionpaid to settle Enerplus' equity awards and $5.9 million in retention bonuses paid to Enerplus employees, partially offset by cash acquired in the Arrangement of $239.9 million. Net cash used ininvesting activities during the nine months ended September 30, 2024 also included capital expenditures of $877.4 million and the settlement of derivative contracts of $17.8 million, partially offset by thereceipt of the 2023 contingent consideration earn-out payment of $25.0 million and proceeds from divestitures of certain non-core oil and gas properties of $21.8 million.
Cash flows provided by (used in) financing activities
For the nine months ended September 30, 2025, net cash provided byfinancing activities of $7.0 million was primarily attributable to proceeds from the issuance of the 2030 Senior Notes and 2033 Senior Notes of $1,500.0 million. These sources of cash were partially offset by repayments under the Credit Facility of $4,132.0 million, offset by borrowings of $3,687.0 million, resulting in net repayments under the Credit Facility of $445.0 million, repayments of the 2026 Senior Notes totaling $401.4 million, payments to repurchase our common stock of $357.8 million, dividends paid to shareholders of $243.4 million, payments for income tax withholdings on vested equity-based compensation awards of $22.1 million and payment of debt issuance costs of $21.9 million primarily in connection with the issuance of the 2030 Senior Notes and 2033 Senior Notes. Net cash used in financing activities for the nine months ended September 30, 2024 of $302.6 million was primarily attributable to dividends paid to shareholders of $437.7 million, payments to repurchase our common stock of $239.8 million, repayments on the senior unsecured notes assumed from Enerplus of $63.0 million and payments for income tax withholdings on vested equity-based compensation awards of $58.0 million. These uses of cash were offset by borrowings under the credit facility of $2,250.0 million, offset by repayments of $1,780.0 million, resulting in net borrowings under the Credit Facility of $470.0 million, primarily made in connection with the Arrangement and proceeds from the exercise of outstanding warrants of $30.5 million.
Capital Expenditures
Expenditures for the acquisition and development of oil and gas properties are the primary use of our capital resources. Our capital expenditures are summarized in the following table for the period presented:
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| March 31, 2025 | June 30, 2025 | September 30, 2025 | September 30, 2025 | ||||||||||||||||||||
| (In thousands) | |||||||||||||||||||||||
| E&P | $ | 354,781 | $ | 354,470 | $ | 333,620 | $ | 1,042,871 | |||||||||||||||
|
Other capital expenditures(1)
|
658 | 1,119 | 32 | 1,809 | |||||||||||||||||||
|
Total E&P and other capital expenditures(2)
|
355,439 | 355,589 | 333,652 | 1,044,680 | |||||||||||||||||||
| Capitalized interest | 1,079 | 1,109 | 1,128 | 3,316 | |||||||||||||||||||
| Acquisitions | 17,876 | 8,315 | 1,569 | 27,760 | |||||||||||||||||||
|
Total capital expenditures(3)
|
$ | 374,394 | $ | 365,013 | $ | 336,349 | $ | 1,075,756 | |||||||||||||||
(1)Other capital expenditures include items such as infrastructure capital and administrative capital.
(2)Total E&P and other capital expenditures for the three and nine months ended September 30, 2025 include approximately $11.7 million for both periods, related to certain non-operated divested assets that have been reimbursed.
(3)Total capital expenditures reflected in the table above differs from the amounts shown in the statements of cash flows in our unaudited condensed consolidated financial statements because amounts reflected in the table include changes in accruals, while the amounts presented in the statements of cash flows are presented on a cash basis.
Dividends
On November 4, 2025, we declared a base cash dividend of $1.30 per share of common stock. The dividend will be payable on December 5, 2025 to shareholders of record as of November 19, 2025. See "Item 1. Financial Statements (Unaudited)-Note 14-Stockholders' Equity" for additional information.
See "Part I. Item 1.-Business-Business Strategy" in our 2024 Annual Report for additional information regarding our strategy on future dividend payments. Future dividend payments will depend on the Company's earnings, financial condition, capital requirements, level of indebtedness, statutory and contractual restrictions applicable to the payment of dividends and other considerations that the Board of Directors deems relevant.
Share Repurchase Program
In August 2025, our Board of Directors authorized a share repurchase program of up to $1.0 billion of the common stock, which replaced our previous $750 million share repurchase program that was authorized in October 2024. During the nine months ended September 30, 2025, we repurchased 3,388,561 shares of common stock at a weighted average price of $104.61 per common share for a total cost of $354.5 million under both the August 2025 and October 2024 share repurchase programs. As of September 30, 2025, there was $962.2 million of capacity remaining under our $1.0 billion share repurchase program.
During the nine months ended September 30, 2024, we repurchased 1,509,996 shares of common stock under a previous share repurchase program at a weighted average price of $157.47 per common share for a total cost of $237.8 million.
Fair Value of Financial Instruments
See "Item 1. Financial Statements (Unaudited)-Note 5-Fair Value Measurements" for additional information on our derivative instruments and their related fair value measurements. See also "Item 3. Quantitative and Qualitative Disclosures about Market Risk" below.
Critical Accounting Policies and Estimates
There have been no material changes in our critical accounting policies and estimates from those disclosed in our 2024 Annual Report.
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