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Form 8-K WHITING PETROLEUM CORP For: Apr 29

April 29, 2015 4:19 PM EDT
 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

_______________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

_______________________

Date of Report
 
(Date of earliest
 
event reported):
April 29, 2015

 
                         Whiting Petroleum Corporation                         
(Exact name of Registrant as specified in its charter)


Delaware
           1-31899           
20-0098515
(State or other
jurisdiction of
incorporation)
(Commission File
Number)
(IRS Employer
Identification No.)


            1700 Broadway, Suite 2300, Denver, Colorado 80290-2300           
(Address of principal executive offices, including ZIP code)


                              (303) 837-1661                              
(Registrant’s telephone number, including area code)

_______________________


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

£
Written communications pursuant to Rule 425 under the Securities Act (17 C.F.R. §230.425)
£
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 C.F.R. §240.14a-12)
£
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 C.F.R. §240.14d-2(b))
£
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 C.F.R. §240.13e-4(c))
 
 
 

 

Item 2.02.                      Results of Operations and Financial Condition.
 
On April 29, 2015, Whiting Petroleum Corporation issued a press release announcing its financial and operating results for the first quarter ended March 31, 2015 and providing certain guidance for the second quarter of 2015 and full-year 2015.  A copy of such press release is furnished as Exhibit 99 and is incorporated by reference herein.
 
Item 9.01.                      Financial Statements and Exhibits.

 
(a)
Financial Statements of Businesses Acquired.  Not applicable.
 
 
(b)
Pro Forma Financial Information.  Not applicable.
 
 
(c)
Shell Company Transactions.  Not applicable.
 
 
(d)
Exhibits:
 
 
(99)
Press Release of Whiting Petroleum Corporation, dated April 29, 2015.
 
 
2

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 

     
WHITING PETROLEUM CORPORATION
       
       
Date: April 29, 2015
 
By:
/s/ James J. Volker
     
James J. Volker
     
Chairman, President and Chief Executive Officer

 
3

 

WHITING PETROLEUM CORPORATION
FORM 8-K
EXHIBIT INDEX
 
Exhibit
Number
 
Description
(99)
 
Press Release of Whiting Petroleum Corporation, dated April 29, 2015.
 
 
4


 


 
Company contact:
John B. Kelso, Director of Investor Relations
 
303.837.1661 or [email protected]
 
Whiting Petroleum Corporation Announces First Quarter 2015 Financial and Operating Results
 
·  
Record Q1 2015 Production of 166,930 BOE/d Exceeds High End of Guidance
 
·  
Redtail Niobrara Field Production of 13,000 BOE/d in Q1 2015, Up 28% Over Q4 2014
 
·  
Dunn, Polar and Koala Fields Yielding Strong Results
 
·  
Pronghorn Slickwater Fracs Deliver 51% Increase in Productivity
 
·  
Borrowing Base Reaffirmed at $4.5 Billion, Zero Drawn at March 31, 2015
 
·  
$108 Million of Non-Core Property Sales
 
DENVER – April 29, 2015 – Whiting’s (NYSE: WLL) production in the first quarter 2015 totaled 15.0 million barrels of oil equivalent (MMBOE), 88% crude oil/natural gas liquids (NGLs).  First quarter 2015 production averaged 166,930 barrels of oil equivalent per day (BOE/d).  This represents a 3% pro forma increase over the full fourth quarter 2014.
 
James J. Volker, Whiting’s Chairman, President and CEO, commented, “While we are reducing rig count and well cost, production was strong in Q1 2015.  We had solid results in the Bakken/Three Forks and Niobrara.  Our operations in the first quarter generated record production of 166,930 BOE/d.  As a result of stronger production growth in the first quarter, our production guidance is 59.1 MMBOE for 6% year-over-year production growth despite the $108 million asset sale.  Our budget remains at $2 billion.  Our capital expenditures decline sharply in the second half of 2015.  Our total rig count will average 11 rigs in the second half of 2015.  Nine of these rigs will operate in the Bakken/Three Forks and two rigs will drill in the Niobrara.  This compares to 25 rigs working for us in the second half of 2014.”
 
 
 

 
 
Mr. Volker continued, “The reaffirmation of our credit facility with a $4.5 billion borrowing base demonstrates the confidence our banking group has in the value of our producing assets at current prices and our long-term growth prospects.  Our robust liquidity position provides us with excellent financial flexibility.  We are seeing lower completed well costs through service company price reductions, operational efficiencies and new technology applications.  Bakken/Three Forks wells are being drilled and completed for $6.5 million, down from $8.5 million in 2014.  Our completed well cost in the Niobrara is approximately $4.5 million, down from $6.0 million in 2014.  The full impact of these cost reductions will be realized in the second half of 2015.  Additionally, our unit costs in the first quarter 2015 have decreased significantly from the first quarter 2014 due in large part to cost control measures and technology driven productivity increases.  Our DD&A rate per BOE has dropped 28%, LOE per BOE has decreased 13% and G&A per BOE is down 18%.”
 
Operating and Financial Results
 
The following table summarizes the operating and financial results for the first quarter of 2015 and 2014:
 
   
Three Months Ended
March 31,
   
   
2015
   
2014
 
Change
Production (MBOE/d)
    166.93       100.07   67%
Discretionary cash flow-MM (1) 
  $ 249.3     $ 482.0   (48%)
Realized price ($/BOE)
  $ 37.97     $ 80.00   (53%)
Total revenues-MM
  $ 529.2     $ 740.2   (29%)
Net income (loss) available to common shareholders-MM (2)
  $ (106.1 )   $ 109.1   (197%)
Per basic share
  $ (0.63 )   $ 0.92   (168%)
Per diluted share
  $ (0.63 )   $ 0.91   (169%)
Adjusted net income (loss) available to common shareholders-MM (3)
  $ (39.1 )   $ 126.2   (131%)
Per basic share
  $ (0.23 )   $ 1.06   (122%)
Per diluted share
  $ (0.23 )   $ 1.05   (122%)


(1)
A reconciliation of net cash provided by operating activities to discretionary cash flow is included later in this news release.
(2)
For the three months ended March 31, 2015, net loss available to common shareholders included $41 million of pre-tax, non-cash derivative losses or $0.15 per basic and diluted share after tax. For the three months ended March 31, 2014, net income available to common shareholders included $24 million of pre-tax, non-cash derivative losses or $0.13 per basic and diluted share after tax.
(3)
A reconciliation of net income (loss) available to common shareholders to adjusted net income (loss) available to common shareholders is included later in this news release.

 
 
2

 
 
Non-Core Property Sales
 
On April 15, 2015, Whiting sold older, conventional, operated and non-operated properties to a private buyer for $108 million.  The properties were predominantly assets from Whiting USA Trust I, which reverted to Whiting Petroleum Corporation ownership in January 2015.  The effective date of the sale is May 1, 2015 and the sale closed on April 15, 2015.  The properties spanned approximately 4,000 wells, including several multi-well units, in 187 fields across 14 states.  Reserves totaled an estimated 8.2 MMBOE (86% oil) as of the effective date of the sale with estimated remaining 2015 production of 2,200 BOE/d.  The sale was consistent with Whiting’s continuing 2015 plans to sell mature properties with higher LOE per BOE than its core Bakken and Niobrara assets.  LOE for the properties averaged approximately $25.00 per BOE versus $6.50 per BOE in the Bakken and $9.00 per BOE in our core Niobrara area.
 
Operations Update
 
Core Development Areas
 
Williston Basin Development
 
We hold 1,270,092 gross (774,022 net) acres in the Williston Basin of North Dakota and Montana.  In the first quarter 2015, production from the Bakken/Three Forks averaged a record 133,500 BOE/d, an increase of 82% over the 73,325 BOE/d in the first quarter 2014 prior to the Kodiak acquisition in December of 2014 which added 41,190 BOE/d.  The Bakken/Three Forks represented 80% of Whiting’s total first quarter production.  As of December 31, 2014, Whiting had an estimated 7,541 future gross drilling locations in the Bakken/Three Forks formations, of which approximately 60% target the Bakken formation.
 
At our Dunn field in Dunn County, North Dakota, initial production rates from four Whiting-operated wells completed in mid-January averaged 3,181 BOE/d per well while 30-day rates averaged 1,255 BOE/d per well.  At the Polar field in Williams County, North Dakota, initial production rates from four Whiting-operated wells completed in late February averaged 2,630 BOE/d per well while 30-day rates averaged 1,130 BOE/d per well.  At the Koala field, which is located near our Hidden Bench field in McKenzie County, North Dakota, we completed four pad wells in mid-March that flowed an average rate of 2,584 BOE/d per well while 30-day rates averaged 1,395 BOE/d per well.
 
Slickwater fracs at Pronghorn result in significant productivity increases.  In July 2014, we began to implement slickwater completion technology at our Pronghorn field in Stark County, North Dakota.  We have completed a total of 15 slickwater wells.  On average, the slickwater wells had 90-day rates of 832 BOE/d, an increase of 51% over the 42 offsetting wells completed with crosslink fluid.
 
 
3

 
 
As recently reported in several publications, Whiting has the top two wells in the Williston Basin in terms of initial production rates.  The wells are located in our Tarpon field in McKenzie County, North Dakota.  The Flatland Federal 11-4TFH produced at an initial rate of 7,824 BOE/d during a 24-hour test of the Three Forks formation, making this the best well in the Basin.  The Flatland Federal 11-4TFH was completed October 11, 2014 with a cemented liner and a 104 stage coiled tubing frac.  The Flatland Federal 11-4HR produced at an initial rate of 7,120 BOE/d during a 24-hour test of the Middle Bakken formation.  The Flatland Federal 11-4HR was completed on October 10, 2014 with a cemented liner and coiled tubing frac.
 
Denver Julesburg Basin Development
 
Redtail Field: Our Economic Sweet Spot in the Niobrara. We hold a total of 184,348 gross (134,027 net) acres in our Redtail field, located in the Denver Julesburg Basin in Weld County, Colorado.  Whiting has established production in four zones, the Niobrara “A”, “B” and “C” zones and the Codell/Fort Hays formations.  Net production from the Redtail field averaged 13,000 BOE/d in the first quarter 2015, a 28% sequential increase over the fourth quarter 2014.  At year-end 2014, we had an estimated 6,685 future gross drilling locations in the Niobrara “A”, “B”, “C” zones and the Codell/Fort Hays formation.
 
Our first Codell/Fort Hays formation test continues to perform well.  The Razor 25B-2551 well, completed in the Codell/Fort Hays on September 9, 2014, averaged 355 BOE/d in its first 200 days on production or a total of 71,000 BOE.  The well was drilled on a 640-acre spacing unit and is trending above a 400 MBOE type curve, which indicates returns should be competitive with Niobrara “A” and “B” wells drilled on 960-acre spacing units with an estimated 450 MBOE EUR per well.  The Codell formation is prospective throughout our acreage base at Redtail.
 
We recently began selling our crude oil production from Redtail under a fixed-differential contract across a connection to the Pony Express Pipeline to Cushing, Oklahoma.  We are selling approximately 20,000 gross barrels of oil per day (15,825 barrels net) at a $4.75 per barrel discount to the NYMEX price.  This compares favorably to differentials of $12.00 per barrel prior to the new connection.
 
Other Notable Developments
 
Reaffirmation of $4.5 Billion Borrowing Base
 
In April, the lenders under Whiting’s revolving credit agreement completed their semi-annual redetermination of the borrowing base.  Under their current price deck, lenders reaffirmed a $4.5 billion borrowing base and Whiting has elected to request $3.5 billion of commitments.  There were no changes to the interest rates, fees or repayment terms of the credit line, which matures in December 2019.  In addition, Whiting and its lenders replaced the 4.0 to 1.0 total debt to EBITDAX covenant with a 2.5 to 1.0 senior secured debt to EBITDAX covenant.  The revised covenant applies each quarter through and including the quarter ending December 31, 2016, after which the prior covenant becomes applicable.  No funds were drawn on the credit facility as of March 31, 2015.  Also, Whiting terminated its $1 billion delayed draw facility, which was set to expire December 31, 2015.
 
 
4

 
 
Gas Capture and Crude Oil Conditioning
 
Whiting is capturing over 85% of its natural gas production in North Dakota.  State regulations require that a minimum of 77% of a company’s natural gas production be captured.  Whiting also has the equipment in place to condition all of its crude oil production so that it meets the specifications of recent regulations enacted by the North Dakota Industrial Commission.
 
Other Financial and Operating Results
 
The following table summarizes the Company’s net production and commodity price realizations for the quarters ended March 31, 2015 and 2014.
 
   
Three Months Ended
   
   
March 31,
   
Production
 
2015
 
2014
 
Change
Oil (MMBbl)
    12.18     7.24   68%
NGLs (MMBbl)
    1.11     0.65   72%
Natural gas (Bcf)
    10.37     6.70   55%
Total equivalent (MMBOE)
    15.02     9.00   67%
 
Average sales price
               
Oil (per Bbl):
               
Price received
  $ 39.25   $ 88.85   (56%)
Effect of crude oil hedging (1) 
    4.15     (0.10 )  
Realized price
  $ 43.40   $ 88.75   (51%)
Weighted average NYMEX price (per Bbl) (2)
  $ 48.58   $ 98.67   (51%)
NGLs (per Bbl):
               
Realized price
  $ 13.10   $ 52.95   (75%)
Natural gas (per Mcf):
               
Realized price
  $ 2.61   $ 6.50   (60%)
Weighted average NYMEX price (per Mcf) (2)
  $ 2.98   $ 4.93   (40%)
 

(1)
Whiting received $51 million and paid $1 million in pre-tax cash settlements on its crude oil hedges during the first quarter of 2015 and 2014, respectively.  A summary of Whiting’s outstanding hedges is included later in this news release.
(2)
Average NYMEX prices weighted for monthly production volumes.
 
 
5

 

First Quarter 2015 Costs and Margins
 
A summary of production, cash revenues and cash costs on a per BOE basis is as follows:
 
   
Three Months Ended
 
   
March 31,
 
   
2015
   
2014
 
   
(per BOE, except production)
 
Production (MMBOE)
    15.02       9.00  
                 
Sales price, net of hedging
  $ 37.97     $ 80.00  
Lease operating expense
    11.07       12.75  
Production tax
    2.95       6.67  
Cash general & administrative
    2.48       2.84  
Exploration
    3.63       2.68  
Cash interest expense
    4.81       4.08  
Cash income tax expense 
    0.01       0.11  
    $ 13.02     $ 50.87  
 
First Quarter 2015 Drilling and Expenditures Summary
 
The table below summarizes Whiting’s operated and non-operated drilling activity and capital expenditures for the three months ended March 31, 2015.
 
   
Gross/Net Wells Completed
   
           
Total New
 
% Success
 
CAPEX
   
Producing
 
Non-Producing
 
Drilling
 
Rate
 
(in MM)
Q1 15   245 / 108.3   1 / 0.9   246 / 109.2   100% / 99%   $   835.2 (1)

(1)
Includes $11 million for land, $49 million for facilities and $43 million in drilling rig early termination fees.

Outlook for Second Quarter and Full-Year 2015
 
The following table provides guidance for the second quarter and full-year 2015 based on current forecasts, including Whiting’s full-year 2015 capital budget of $2.0 billion.
   
Guidance
   
Second Quarter
 
Full-Year
   
2015
 
2015
Production (MMBOE)
  14.8  -  15.2   58.8  -  59.4
Lease operating expense per BOE
  $ 10.70  -  $ 11.30   $ 10.70  -  $ 11.10
General and administrative expense per BOE
  $   2.90  -  $   3.10   $   2.90  -  $   3.10
Interest expense per BOE
  $   5.50  -  $   5.90   $   5.50  -  $   5.90
Depreciation, depletion and amortization per BOE
  $ 19.50  -  $ 20.50   $ 19.50  -  $ 20.50
Production taxes (% of sales revenue)
  8.5%  -  8.7%   8.5%  -  8.7%
Oil price differentials to NYMEX per Bbl (1)
  ($  8.50) - ($  9.50)   ($  8.25) - ($  9.25)
Gas price premium (differential) to NYMEX per Mcf
  ($  0.20) -  $   0.20   ($  0.25) -  $   0.15
 
(1)
Does not include the effect of NGLs.

 
6

 

Commodity Derivative Contracts
 
Whiting is 38% hedged for July-December 2015 and 31% hedged for 2016 as summarized below.
 
The following summarizes Whiting’s crude oil hedges as of April 23, 2015:
 
           
Weighted Average
 
As a Percentage of
Derivative
 
Hedge
 
Contracted Crude
 
NYMEX Price
 
March 2015
Instrument
 
Period
 
(Bbls per Month)
 
(per Bbl)
 
Oil Production
Three-way collars (1)
 
2015
           
    Q2   100,000   $  70.00 - $  85.00 - $107.90   2.3%
    Q3   1,100,000   $  44.32 - $  54.77 - $  71.37   25.3%
    Q4   1,100,000   $  44.32 - $  54.77 - $  71.37   25.3%
    2016            
    Q1   1,000,000   $  44.25 - $  53.25 - $  74.57   23.0%
    Q2   1,000,000   $  44.25 - $  53.25 - $  74.57   23.0%
    Q3   1,000,000   $  44.25 - $  53.25 - $  74.57   23.0%
    Q4   1,000,000   $  44.25 - $  53.25 - $  74.57   23.0%
Collars
  2015            
    Q2   9,100   $  85.00 - $102.75   0.2%
    Q3   209,200   $  51.06 - $  57.37   4.8%
    Q4   209,200   $  51.06 - $  57.37   4.8%
    2016            
    Q1   250,000   $  51.00 - $  63.48   5.8%
    Q2   250,000   $  51.00 - $  63.48   5.8%
    Q3   250,000   $  51.00 - $  63.48   5.8%
    Q4   250,000   $  51.00 - $  63.48   5.8%
    2017            
    Q1   250,000   $  53.00 - $ 70.44   5.8%
    Q2   250,000   $  53.00 - $ 70.44   5.8%
    Q3   250,000   $  53.00 - $ 70.44   5.8%
    Q4   250,000   $  53.00 - $ 70.44   5.8%
Swaps
  2015            
    Q2   339,430   $93.33   7.8%
    Q3   559,160   $64.22   12.9%
    Q4   551,230   $63.89   12.7%
    2016            
    Q1   300,000   $56.11   6.9%
    Q2   300,000   $56.11   6.9%
    Q3   300,000   $56.11   6.9%
    Q4   300,000   $56.11   6.9%
 
(1)
A three-way collar is a combination of options: a sold call, a purchased put and a sold put.  The sold call establishes a maximum price (ceiling) we will receive for the volumes under contract. The purchased put establishes a minimum price (floor), unless the market price falls below the sold put (sub-floor), at which point the minimum price would be NYMEX plus the difference between the purchased put and the sold put strike price.
 

 
7

 

 
Whiting also has the following fixed-differential crude oil sales contracts in place as of April 1, 2015:
 
       
Differential
   
Contracted Volume
 
from NYMEX
Period
 
(Bbls per Day)
 
(per Bbl)
04/2015 to 12/2015
  25,000   $4.75
01/2016 to 12/2016
  28,750   $4.75
01/2017 to 12/2017
  33,750   $4.75
01/2018 to 12/2018
  38,750   $4.75
01/2019 to 12/2019
  43,750   $4.75
01/2020 to 03/2020
  45,000   $4.75
 

       
Differential
   
Contracted Volume
 
from NYMEX (1)
Period
 
(Bbls per Day)
 
(per Bbl)
04/2015 to 12/2015
  20,000   $5.00 - $6.00
01/2016 to 12/2016
  20,000   $5.00 - $6.00
01/2017 to 12/2017
  20,000   $5.00 - $6.00
01/2018 to 12/2018
  20,000   $5.00 - $6.00
01/2019 to 12/2019
  20,000   $5.00 - $6.00
01/2020 to 03/2020
  20,000   $5.00 - $6.00
 
(1)
The future production volumes in the table above will be sold at a price equal to NYMEX less certain fixed differentials depending on the delivery methods specified in the contract.  Based on prevailing storage and transportation costs, we estimate a fixed differential of $5.00 to $6.00 per barrel below NYMEX.
 

 
8

 

 
Selected Operating and Financial Statistics
 
   
Three Months Ended
March 31,
   
2015
      2014
Selected operating statistics:
     
Production
     
Oil, MBbl
    12,181       7,241  
NGLs, MBbl
    1,114       648  
Natural gas, MMcf
    10,373       6,702  
Oil equivalents, MBOE
    15,024       9,006  
Average prices
               
Oil per Bbl (excludes hedging)
  $ 39.25     $ 88.85  
NGLs per Bbl
  $ 13.10     $ 52.95  
Natural gas per Mcf
  $ 2.61     $ 6.50  
Per BOE data
               
Sales price (including hedging)
  $ 37.97     $ 80.00  
Lease operating
  $ 11.07     $ 12.75  
Production taxes
  $ 2.95     $ 6.67  
Depreciation, depletion and amortization
  $ 18.87     $ 26.12  
General and administrative
  $ 2.93     $ 3.59  
Selected financial data:
(In thousands, except per share data)
               
Total revenues and other income
  $ 529,232     $ 740,249  
Total costs and expenses
  $ 689,161     $ 554,837  
Net income (loss) available to common shareholders
  $ (106,111 )   $ 109,069  
Earnings (loss) per common share, basic
  $ (0.63 )   $ 0.92  
Earnings (loss) per common share, diluted
  $ (0.63 )   $ 0.91  
 
Weighted average shares outstanding, basic
    168,990       118,923  
Weighted average shares outstanding, diluted
    168,990       119,931  
Net cash provided by operating activities
  $ 202,139     $ 323,897  
Net cash used in investing activities
  $ (1,021,610 )   $ (579,554 )
Net cash provided by (used in) financing activities
  $ 847,286     $ (37,366 )
 
 
 
9

 

 
Selected Financial Data
 
For further information and discussion on the selected financial data below, please refer to Whiting Petroleum Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015, to be filed with the Securities and Exchange Commission.
 
WHITING PETROLEUM CORPORATION
CONSOLIDATED BALANCE SHEETS (unaudited)
(in thousands)
 
   
March 31,
   
December 31,
 
   
2015
   
2014
 
ASSETS
           
Current assets:
           
Cash and cash equivalents
  $ 105,915     $ 78,100  
Accounts receivable trade, net
    505,127       543,172  
Derivative assets
    110,318       135,577  
Prepaid expenses and other
    41,591       86,150  
Total current assets
    762,951       842,999  
Property and equipment:
               
Oil and gas properties, successful efforts method
    15,680,827       14,949,702  
Other property and equipment
    294,286       276,582  
Total property and equipment
    15,975,113       15,226,284  
Less accumulated depreciation, depletion and amortization
    (3,338,881 )     (3,083,572 )
Total property and equipment, net
    12,636,232       12,142,712  
Goodwill
    875,676       875,676  
Debt issuance costs
    85,729       53,274  
Other long-term assets
    91,425       104,843  
TOTAL ASSETS
  $ 14,452,013     $ 14,019,504  
 

 
10

 

WHITING PETROLEUM CORPORATION
CONSOLIDATED BALANCE SHEETS (unaudited)
(in thousands, except share and per share data)
 
   
March 31,
   
December 31,
 
   
2015
   
2014
 
LIABILITIES AND EQUITY
           
Current liabilities:
           
Accounts payable trade
  $ 104,084     $ 62,664  
Accrued capital expenditures
    198,717       429,970  
Revenues and royalties payable
    207,036       254,018  
Current portion of Production Participation Plan liability
    72,110       113,391  
Accrued liabilities and other
    171,728       169,193  
Taxes payable
    54,400       63,822  
Accrued interest
    42,808       67,913  
Deferred income taxes
    30,378       47,545  
Total current liabilities
    881,261       1,208,516  
Long-term debt
    5,236,187       5,628,782  
Deferred income taxes
    1,281,841       1,230,630  
Asset retirement obligations
    182,674       167,741  
Deferred gain on sale
    58,811       60,305  
Other long-term liabilities
    21,549       20,486  
Total liabilities
    7,662,323       8,316,460  
Commitments and contingencies
               
Equity:
               
Common stock, $0.001 par value, 300,000,000 shares authorized; 204,487,220 issued and 202,125,192 outstanding as of March 31, 2015 and 168,346,020 issued and 166,889,152 outstanding as of December 31, 2014
    204       168  
Additional paid-in capital
    4,577,832       3,385,094  
Retained earnings
    2,203,601       2,309,712  
Total Whiting shareholders' equity
    6,781,637       5,694,974  
Noncontrolling interest
    8,053       8,070  
Total equity
    6,789,690       5,703,044  
TOTAL LIABILITIES AND EQUITY
  $ 14,452,013     $ 14,019,504  
 
 
11

 

 
WHITING PETROLEUM CORPORATION
CONSOLIDATED STATEMENTS OF INCOME (unaudited)
(in thousands, except per share data)
 
   
Three Months Ended
 
   
March 31,
 
   
2015
   
2014
 
REVENUES AND OTHER INCOME:
           
Oil, NGL and natural gas sales
  $ 519,848     $ 721,250  
Amortization of deferred gain on sale
    5,836       7,744  
Gain on sale of properties
    3,198       10,559  
Interest income and other
    350       696  
Total revenues and other income
    529,232       740,249  
 
COSTS AND EXPENSES:
               
Lease operating
    166,365       114,786  
Production taxes
    44,378       60,030  
Depreciation, depletion and amortization
    283,519       235,265  
Exploration and impairment
    80,924       42,107  
General and administrative
    43,980       32,334  
Interest expense
    74,257       42,144  
Loss on early extinguishment of debt
    5,589       -  
Change in Production Participation Plan liability
    -       3,636  
Commodity derivative (gain) loss, net
    (9,851 )     24,535  
Total costs and expenses
    689,161       554,837  
 
INCOME (LOSS) BEFORE INCOME TAXES
    (159,929 )     185,412  
 
INCOME TAX EXPENSE (BENEFIT):
               
Current
    149       1,000  
Deferred
    (53,950 )     75,361  
Total income tax expense (benefit)
    (53,801 )     76,361  
 
NET INCOME (LOSS)
    (106,128 )     109,051  
Net loss attributable to noncontrolling interests
    17       18  
 
NET INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS
  $ (106,111 )   $ 109,069  
 
EARNINGS (LOSS) PER COMMON SHARE:
               
Basic
  $ (0.63 )   $ 0.92  
Diluted
  $ (0.63 )   $ 0.91  
 
WEIGHTED AVERAGE SHARES OUTSTANDING:
               
Basic
    168,990       118,923  
Diluted
    168,990       119,931  
 
 
 
12

 

 
WHITING PETROLEUM CORPORATION
Reconciliation of Net Income (Loss) Available to Common Shareholders to
Adjusted Net Income (Loss) Available to Common Shareholders
(in thousands, except per share data)
 
   
Three Months Ended
 
   
March 31,
 
   
2015
   
2014
 
Net income (loss) available to common shareholders
  $ (106,111 )   $ 109,069  
 
Adjustments net of tax:
               
Amortization of deferred gain on sale
    (3,674 )     (4,883 )
Gain on sale of properties
    (2,013 )     (6,658 )
Impairment expense
    16,629       11,341  
Penalties for early termination of drilling rig contracts
    26,918       -  
Early extinguishment of debt
    3,518       -  
Change in Production Participation Plan liability
    -       2,293  
Total measure of derivative (gain) loss reported under U.S. GAAP
    (6,201 )     15,472  
Total net cash settlements received (paid) on commodity derivatives during the period
    31,834       (468 )
Adjusted net income (loss) (1)
  $ (39,100 )   $ 126,166  
 
Adjusted net income (loss) available to common shareholders per share, basic
  $ (0.23 )   $ 1.06  
Adjusted net income (loss) available to common shareholders per share, diluted
  $ (0.23 )   $ 1.05  
 
(1)
Adjusted Net Income (Loss) Available to Common Shareholders is a non-GAAP financial measure.  Management believes it provides useful information to investors for analysis of Whiting’s fundamental business on a recurring basis.  In addition, management believes that Adjusted Net Income (Loss) Available to Common Shareholders is widely used by professional research analysts and others in valuation, comparison and investment recommendations of companies in the oil and gas exploration and production industry, and many investors use the published research of industry research analysts in making investment decisions.  Adjusted Net Income (Loss) Available for Common Shareholders should not be considered in isolation or as a substitute for net income, income from operations, net cash provided by operating activities or other income, cash flow or liquidity measures under U.S. GAAP and may not be comparable to other similarly titled measures of other companies.
 
 

 
13

 

 
WHITING PETROLEUM CORPORATION
Reconciliation of Net Cash Provided by Operating Activities to Discretionary Cash Flow
(in thousands)
 
 
Three Months Ended
 
 
March 31,
 
 
2015
 
2014
 
Net cash provided by operating activities
  $ 202,139     $ 323,897  
Exploration
    54,507       24,122  
Exploratory dry hole costs
    (541 )     (3,552 )
Changes in working capital
    (6,852 )     137,494  
Discretionary cash flow (1)
  $ 249,253     $ 481,961  
 
(1)
Discretionary cash flow is a non-GAAP measure.  Discretionary cash flow is presented because management believes it provides useful information to investors for analysis of the Company’s ability to internally fund acquisitions, exploration and development.  Discretionary cash flow should not be considered in isolation or as a substitute for net income, income from operations, net cash provided by operating activities or other income, cash flow or liquidity measures under U.S. GAAP and may not be comparable to other similarly titled measures of other companies.
 
 

 
14

 

 
Conference Call
The Company’s management will host a conference call with investors, analysts and other interested parties on Thursday, April 30, 2015 at 11:00 a.m. EDT (10:00 a.m. CDT, 9:00 a.m. MDT) to discuss Whiting’s first quarter 2015 financial and operating results. Participants are encouraged to pre-register for the conference call by clicking on the following link: http://dpregister.com/10063974. Callers who pre-register will be given a unique telephone number and PIN to gain immediate access on the day of the call.
 
Those without internet access or unable to pre-register may join the live call by dialing: (866) 777-2509 (U.S.); (866) 450-4696 (Canada) or (412) 317-5413 (International) to be connected to the call.  Presentation slides will be available at http://www.whiting.com by clicking on the “Investor Relations” box on the menu and then on the link titled "Presentations & Events."
 
A telephonic replay will be available beginning one to two hours after the call on Thursday, April 30, 2015 and continuing through Thursday, May 7, 2015.  You may access this replay at (877) 344-7529 (U.S.); 855-669-9658 (Canada) or (412) 317-0088 (International) and entering the pass code 10063974.  You may also access a web archive at http://www.whiting.com beginning one to two hours after the conference call.
 
About Whiting Petroleum Corporation
Whiting Petroleum Corporation, a Delaware corporation, is an independent oil and gas company that explores for, develops, acquires and produces crude oil, natural gas and natural gas liquids primarily in the Rocky Mountain and Permian Basin regions of the United States.  The Company’s largest projects are in the Bakken and Three Forks plays in North Dakota, the Niobrara play in northeast Colorado and its Enhanced Oil Recovery field in Texas.  The Company trades publicly under the symbol WLL on the New York Stock Exchange.  For further information, please visit http://www.whiting.com.
 
Forward-Looking Statements
This news release contains statements that we believe to be “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934. All statements other than historical facts, including, without limitation, statements regarding our future financial position, business strategy, projected revenues, earnings, costs, capital expenditures and debt levels, and plans and objectives of management for future operations, are forward-looking statements. When used in this news release, words such as we “expect,” “intend,” “plan,” “estimate,” “anticipate,” “believe” or “should” or the negative thereof or variations thereon or similar terminology are generally intended to identify forward-looking statements. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in, or implied by, such statements.
 
 
15

 
These risks and uncertainties include, but are not limited to: declines in oil, NGL or natural gas prices; our level of success in exploration, development and production activities; risks related to our level of indebtedness and periodic redeterminations of the borrowing base under our credit agreement; impacts to financial statements as a result of impairment write-downs; our ability to successfully complete asset dispositions and the risks related thereto; adverse weather conditions that may negatively impact development or production activities; the timing of our exploration and development expenditures; our ability to obtain sufficient quantities of CO2 necessary to carry out our EOR projects; inaccuracies of our reserve estimates or our assumptions underlying them; revisions to reserve estimates as a result of changes in commodity prices, regulation and other factors; risks relating to any unforeseen liabilities of ours; our ability to generate sufficient cash flows from operations to meet the internally funded portion of our capital expenditures budget; our ability to obtain external capital to finance exploration and development operations and acquisitions; federal and state initiatives relating to the regulation of hydraulic fracturing; the potential impact of federal debt reduction initiatives and tax reform legislation being considered by the U.S. Federal Government that could have a negative effect on the oil and gas industry; our ability to identify and complete acquisitions and to successfully integrate acquired businesses; unforeseen underperformance of or liabilities associated with acquired properties; the impacts of hedging on our results of operations; failure of our properties to yield oil or gas in commercially viable quantities; availability of, and risks associated with, transport of oil and gas; our ability to drill producing wells on undeveloped acreage prior to its lease expiration; shortages of or delays in obtaining qualified personnel or equipment, including drilling rigs and completion services; uninsured or underinsured losses resulting from our oil and gas operations; our inability to access oil and gas markets due to market conditions or operational impediments; the impact and costs of compliance with laws and regulations governing our oil and gas operations; our ability to replace our oil and natural gas reserves; any loss of our senior management or technical personnel; competition in the oil and gas industry; cyber security attacks or failures of our telecommunication systems; our ability to successfully integrate Kodiak after the Kodiak Acquisition and achieve anticipated benefits from the transaction; and other risks described under the caption “Risk Factors” in our Annual Report on Form 10-K for the period ended December 31, 2014.  We assume no obligation, and disclaim any duty, to update the forward-looking statements in this news release.
 
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