Form 8-K VINE ENERGY INC. For: May 17
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): May 17, 2021
VINE ENERGY INC.
(Exact Name of Registrant as Specified in Charter)
Delaware | 001-40239 | 81-4833927 | ||
(State or other jurisdiction of | (Commission | (I.R.S. Employer | ||
Incorporation or Organization) | File Number) | Identification No.) | ||
5800 Granite Parkway, Suite 550 Plano, Texas |
75024 | |||
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (469) 606-0540
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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 (see General Instruction A.2. below):
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities Registered Pursuant to Section 12(b):
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Class A common stock, par value $0.01 per share | VEI | The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. | Results of Operations and Financial Condition. |
On May 17, 2021, Vine Energy Inc., a Delaware corporation (the Company), issued a press release reporting the Companys financial and operating results for the first quarter ended March 31, 2021, and providing 2021 guidance. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Item 2.02 shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Companys filings under the Securities Act of 1933, as amended (the Securities Act), or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.
Item 7.01. | Regulation FD Disclosure. |
On May 17, 2021, the Company posted to its website an updated investor presentation. The investor presentation may be accessed by going to the Companys Investor Relations website at https://www.vineenergy.com/investors/events-and-presentations.
The information contained in this Item 7.01 shall not be deemed to be filed for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Companys filings under the Securities Act or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K, including the exhibit hereto, includes forward-looking statements. These forward-looking statements represent the Companys expectations or beliefs concerning future events, and it is possible that the results described in this Current Report on Form 8-K will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of the Companys control, which could cause actual results to differ materially from the results discussed in the forward-looking statements.
Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, the Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for the Company to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the Companys Registration Statement filed pursuant to Rule 424(b)(4) on March 19, 2021 with the Securities and Exchange Commission. The risk factors and other factors noted in the Companys Registration Statement could cause its actual results to differ materially from those contained in any forward-looking statement.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit Number |
Description | |
99.1 | Press Release of Vine Energy Inc., dated May 17, 2021. |
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.
Dated: May 17, 2021 | VINE ENERGY INC. | |||||||
By: | /s/ Jonathan C. Curth | |||||||
Name: | Jonathan C. Curth | |||||||
Title: | Executive Vice President, General Counsel and Corporate Secretary |
Exhibit 99.1
Vine Energy Inc. Announces First-Quarter 2021 Results and Provides 2021 Guidance
Plano, Texas, May 17, 2021Vine Energy Inc. (NYSE: VEI) (Vine or the Company) today reported first-quarter 2021 results and provided full-year 2021 guidance and select guidance for the second-quarter 2021.
Highlights
| Completed IPO on March 17, 2021, raising net proceeds of approximately $322 million |
| Issued $950 million of 8-year, 6.75% senior unsecured notes to retire predecessor company notes; projected to save nearly $20 million per year in cash interest expense |
| Closed on a new reserves-based lending facility (RBL) with an initial borrowing base of $350 million |
The highlights presented below reflect select financial metrics from the unaudited financial statements for the three months ended March 31, 2021 and 2020 and include the results of the predecessor Vine Oil & Gas LP for the entire period and the results of Brix Oil & Gas Holdings LP and Harvest Royalties Holdings LP from March 17, 2021, the effective date of the combination resulting from the corporate reorganization in connection with the initial public offering.
First-Quarter 2021 Select Financial Highlights
Q1 2021 | Q1 2020 | Change | ||||||||||
($ millions, except per share metrics) | ||||||||||||
Production (MMcfd) |
724 | 622 | 102 | |||||||||
Revenue, w/derivatives |
$ | 118 | $ | 130 | $ | (12 | ) | |||||
Operating Income |
$ | (23 | ) | $ | 3 | $ | (26 | ) | ||||
Operating Cash Flow |
$ | 105 | $ | 100 | $ | 5 | ||||||
Net Income |
$ | (58 | ) | $ | (27 | ) | $ | (31 | ) | |||
Net Income attributable to Vine |
$ | (16 | ) | |||||||||
Earnings per share |
$ | (3.95 | ) |
The unaudited financial statements are presented in their entirety in the appendix of this release.
To facilitate a clearer representation of first-quarter 2021 performance, all results presented hereinafter are pro forma for the combination resulting from the corporate reorganization and initial public offering as if the transactions occurred on January 1, 2020.
Financial and Operational Highlights
| Generated $145 million of adjusted EBITDAX and $20 million of Adjusted Free Cash Flow |
| Incurred capital of $98 million, or 68% of adjusted EBITDAX |
| Announced 2021 capital guidance, which is projected to yield average annual production of approximately 1 Bcf per day (net) while generating substantial Adjusted Free Cash Flow |
| Continued to demonstrate progress toward the Companys objective to reduce methane and greenhouse gas intensity |
1
Reflecting on the quarter, Eric Marsh, Chairman, President and Chief Executive Officer, commented, Our initial public offering begins a sequel in Vines short but exciting history, and it was undoubtedly the most transformational quarter since 2014 when the company was created by the acquisition of our Haynesville asset. Following the combination of three successful companies, Vine today holds a strategic position in the Haynesville Basin and we have the size, scale and balance sheet to generate significant levered free cash flow and return capital to our shareholders, while concurrently upholding our longstanding commitment to safety and environmental stewardship.
Mr. Marsh continued, Though there are many new things about us, our core identity hasnt changed. Most notably, we have about 25 years of high-quality inventory that supports our ability to create free cash flow longevity, and our operating team is one of the most highly skilled, technical collection of professionals in the industry. We harbor the institutional knowledge and technology which allows us to drill some of the most economic natural gas wells in North America. We believe we can eclipse past milestones as we reach new drilling and completion efficiencies, drive down capital intensity and operating expenses, and deliver on our expectations. Along the way, I believe improving natural gas fundamentals will hasten our bid to substantially increase the value of the company while holding production steady.
First-Quarter 2021 Select Financial Highlights (Pro Forma)
Q1 2021 | Q1 2020 | Change | ||||||||||
($ millions, except for per unit metrics) | ||||||||||||
Production (MMcfd) |
945 | 859 | 86 | |||||||||
Average Realized Price, w/realized derivatives ($/Mcf) |
$ | 2.34 | $ | 2.39 | $ | (0.05 | ) | |||||
Operating Expenses ($/Mcf) |
$ | 0.63 | $ | 0.66 | $ | (0.03 | ) | |||||
Adjusted EBITDAX |
$ | 145 | $ | 136 | $ | 9 | ||||||
Capital Incurred |
$ | 98 | $ | 99 | $ | (1 | ) | |||||
Adjusted Free Cash Flow |
$ | 20 | $ | 12 | $ | 8 |
Production increased 86 MMcfd compared to the prior year quarter due to new wells brought online, improved operational efficiencies and exceptional PDP performance. However, production was negatively impacted by 28 MMcfd averaged over the first quarter due to winter storm Uri in February 2021 that forced temporary well curtailments.
Average realized price, including realized gain/loss on derivatives, was $2.34 per Mcf, $0.05 per Mcf lower compared to the prior year quarter, as follows:
Q1 2021 | Q1 2020 | Change | ||||||||||
NYMEX settlement price (MMBtu) (1) |
$ | 2.69 | $ | 1.95 | $ | 0.74 | ||||||
Basis differential, including firm sales |
(0.13 | ) | (0.18 | ) | 0.05 | |||||||
Fuel component of gathering |
(0.07 | ) | (0.05 | ) | (0.02 | ) | ||||||
BTU factor |
(0.09 | ) | (0.07 | ) | (0.02 | ) | ||||||
Prior-period adjustments and non-operated sales |
(0.04 | ) | (0.01 | ) | (0.03 | ) | ||||||
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Average realized price, excluding derivatives (Mcf) |
$ | 2.36 | $ | 1.64 | $ | 0.72 | ||||||
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Realized gain/(loss) on derivatives |
(0.02 | ) | 0.75 | (0.77 | ) | |||||||
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Average realized price, including derivatives (Mcf) |
$ | 2.34 | $ | 2.39 | ($ | 0.05 | ) | |||||
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(1) | Based on posted futures settlement |
2
Total operating expense, excluding DD&A, strategic and exploration expense, and the non-cash gain on the gathering liability, decreased $0.03 per Mcf compared to the prior year quarter. Lease operating expense was impacted by costs related to winter storm Uri and higher produced water volume, while cash gathering expense benefited from a step down in the contractual rate in September 2020. G&A expense was lower by $0.02 due to the June 2020 reduction in force and operating leverage on higher production volume.
per Mcf | Q1 2021 | Q1 2020 | Change | |||||||||
Lease operating |
$ | 0.22 | $ | 0.20 | $ | 0.02 | ||||||
Gathering & treating, excluding non-cash gain |
0.31 | 0.32 | (0.01 | ) | ||||||||
Prod & ad-valorem taxes |
0.06 | 0.06 | 0.00 | |||||||||
General & administrative |
0.05 | 0.07 | (0.02 | ) | ||||||||
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Total (may not foot due to rounding) |
$ | 0.63 | $ | 0.66 | $ | (0.03 | ) | |||||
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Adjusted EBITDAX in the first-quarter 2021 was $145 million compared to $136 million in the prior year quarter, or approximately 73% of revenue, excluding unrealized derivative losses, in both periods. The increase was largely due to higher production volume, partially offset by lower average realized prices. With the sum of capital incurred and cash interest essentially flat year-over-year, Adjusted Free Cash Flow was $20 million compared to $12 million in the prior year quarter.
Refer to Non-GAAP Financial Measures in the appendix of this release for a definition of Adjusted EBITDAX and Adjusted Free Cash Flow and related disclaimers.
Operating Results
Development and completion capital incurred in the first-quarter 2021 was $92 million to drill 7 gross (6.2 net) wells and complete 11 gross (10.4) net wells, while other field capital was $6 million related to the buildout of the Companys water gathering and disposal infrastructure, midstream, leasing and other miscellaneous investments.
Q1 2021 |
Haynesville | Mid-Bossier | Total | |||||||||||||||||||||
Gross | Net | Gross | Net | Gross | Net | |||||||||||||||||||
Wells Drilled |
3 | 2.9 | 4 | 3.3 | 7 | 6.2 | ||||||||||||||||||
Wells Turned-In-Line (TIL) |
9 | 8.4 | 2 | 2.0 | 11 | 10.4 | ||||||||||||||||||
Completed Lateral (ft) |
87,993 | 83,010 |
Guidance: Prioritizing Free Cash Flow Generation and Debt Reduction
Vines 2021 guidance was developed to prioritize free cash flow generation and debt reduction. Average annual production is expected to be 10 12% higher compared to 2020 as the Company targets a one-time step-up to its optimal, long-term production goal of 1 Bcf per day.
Approximately 60% of expenditures associated with the 2021 capital program are expected to be incurred in the first six months of 2021. The program is expected to target 250,000 to 260,000 net feet of completed lateral while drilling and completion costs are expected in the range of $1,180 to $1,210 per lateral foot.
2021 (1) | 2nd quarter 2021 | |||
Average Production |
985 1,005 MMcfd | 1,050 1,060 MMcfd | ||
Adjusted Free Cash Flow (2) |
$145 $155 million | |||
Capital Spending (incurred) |
$340 $350 million | |||
Lease operating expense, per Mcf |
$0.19 $0.20 | |||
Gathering & treating, per Mcf |
$0.29 $0.30 | |||
Production & ad-valorem taxes, per Mcf |
$0.06 $0.07 | |||
General & administrative, per Mcf (3) |
$0.06 $0.07 | |||
Cash interest (4) |
$88 $90 million | $20 $22 million | ||
Cash income taxes (5) |
$22 $24 million | $5.0 $5.5 million |
(1) | Includes 1st quarter 2021 pro forma results for combined entity |
(2) | Based on NYMEX futures on April 30, 2021; refer to the appendix for Vines definition of Adjusted Free Cash Flow |
(3) | Excludes non-cash stock compensation |
(4) | Excludes call premiums on retirement of Vine Oil & Gas LP unsecured notes |
(5) | Includes tax distributions to original owners (financing cash flow) |
3
Financial Position and Liquidity
As of March 31, 2021, total debt outstanding was $1.1 billion, consisting of $28 million outstanding under the 1st lien RBL, $150 million outstanding under the 2nd lien term loan, and $910 million of legacy unsecured notes issued by Vine Oil & Gas LP as the predecessor entity. Settlement of the newly issued $950 million, 6.75% 2029 senior unsecured notes did not occur until April 7, 2021. Liquidity was $389 million, in the form of cash on hand and availability under the Companys $350 million RBL, less a $26 million letter of credit.
As of April 30, 2021, total debt outstanding was $1.2 billion, consisting of $73 million outstanding under the 1st lien RBL, $150 million outstanding under the 2nd lien term loan, and $950 million of 6.75% senior unsecured notes due 2029. Liquidity was $334 million.
In early May 2021, liquidity was enhanced by $13 million following the partial release (50%) of an outstanding letter of credit.
Hedging Update
Vine routinely utilizes commodity swaps and options to protect its development program and increase the predictability of future cash flows. As of March 31, 2021, approximately 90% of forecasted average production for April to December 2021 is hedged at a weighted average price of $2.53 per MMBtu.
The Company also engages in firm sales agreements with high-quality counterparties to effectively hedge the price received for natural gas sales at local gathering hubs. Approximately 55% of forecasted average production for April to December 2021 is presold, as follows: 30% at a weighted average price of $0.16 per MMBtu under NYMEX and 25% at $0.01 per MMBtu over Columbia Mainline.
Refer to appendix of this release for a quarterly schedule of the Companys commodity derivative and firm sales portfolios.
Environmental, Social and Governance
Vine is committed to operating in a manner that protects the welfare of people, the environment, wildlife, and local communities. The Company proudly produces 100% natural gas to meet global demand for cleaner, sustainable, and reliable energy, while concurrently preserving ecosystems for future generations. Since 2017, Vine predecessors have reduced methane intensity by 62% and greenhouse gas intensity by 35%, with plans to realize further reductions. To learn more about Vines ESG leadership, visit www.vineenergy.com/commitment.
Conference Call
Date: May 17, 2021
Time: 9am Central time
Securities analysts may access an open line by dialing (844) 912-3900 (domestic U.S.) or (236) 714-3354 (international) using conference ID 5188044.
All others are encouraged to access the live webcast in listen-only mode by navigating to the following link: https://www.vineenergy.com/investors/events-and-presentations/. Note: registration required. Please access the link at least 5 minutes prior to the start of the call.
A replay of the webcast will be archived for one-year at the web address noted above.
About Vine Energy Inc.
Vine Energy Inc. (NYSE: VEI) is an energy company focused exclusively on the development of natural gas properties in the stacked Haynesville and Mid-Bossier shales in the Haynesville Basin of Northwest Louisiana. The company employs a relentless focus on generating free cash flow and shareholder returns while demonstrating environmental, social and governance leadership. For more information, visit our website at www.VineEnergy.com.
4
Investor Contact Information
David Erdman
Director, Investor Relations
Phone: 469-605-2480
Email: [email protected]
Forward-Looking Statements
The information in this Notice includes forward-looking statements. All statements, other than statements of historical fact included in this Notice, regarding our strategy, future operations, financial position, estimated revenue and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this Notice, the words could, believe, anticipate, intend, estimate, expect, project and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on our current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. These forward-looking statements are based on managements current belief, based on currently available information, as to the outcome and timing of future events. We caution you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond our control, incident to the exploration for and development, production and sale of natural gas. These risks include, but are not limited to, commodity price volatility, lack of availability of drilling and production equipment and services, costs for drilling and completion and production services, drilling and other operating risks, environmental risks, regulatory changes, the uncertainty inherent in estimating natural gas reserves and in projecting future rates of production, cash flow and access to capital, the timing of development expenditures, and other risks.
###
5
FINANCIAL STATEMENTS OF VINE ENERGY INC.
(U.S. GAAP)
6
VINE ENERGY INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands, except per shareUnaudited)
For the Three Months Ended March 31, |
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2021 | 2020 | |||||||
Revenue: |
||||||||
Natural gas sales |
$ | 153,986 | $ | 92,543 | ||||
Realized (loss) gain on commodity derivatives |
(760 | ) | 42,044 | |||||
Unrealized loss on commodity derivatives |
(35,103 | ) | (4,639 | ) | ||||
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Total revenue |
118,123 | 129,948 | ||||||
Operating Expenses: |
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Lease operating |
14,960 | 12,995 | ||||||
Gathering and treating |
20,601 | 16,382 | ||||||
Production and ad valorem taxes |
3,982 | 4,149 | ||||||
General and administrative |
2,583 | 3,331 | ||||||
Monitoring fee |
2,077 | 1,738 | ||||||
Depletion, depreciation and accretion |
97,072 | 82,324 | ||||||
Exploration |
| 75 | ||||||
Strategic |
| 562 | ||||||
Write-off of deferred IPO costs |
| 5,787 | ||||||
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Total operating expenses |
141,275 | 127,343 | ||||||
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Operating Income |
(23,152 | ) | 2,605 | |||||
Interest Expense: |
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Interest |
(29,792 | ) | (29,351 | ) | ||||
Loss on extinguishment of debt |
(4,883 | ) | | |||||
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Total interest expense |
(34,675 | ) | (29,351 | ) | ||||
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Income before income taxes |
(57,827 | ) | (26,746 | ) | ||||
Income tax provision |
(165 | ) | (150 | ) | ||||
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Net Income |
$ | (57,992 | ) | $ | (26,896 | ) | ||
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Net income attributable to Predecessor |
(28,939 | ) | ||||||
Net income attributable to noncontrolling interest |
(13,144 | ) | ||||||
Net income attributable to Vine Energy Inc. |
(15,909 | ) | ||||||
Net income per share attributable to Vine Energy Inc.: |
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Basic |
$ | (3.95 | ) | |||||
Diluted |
$ | (3.95 | ) | |||||
Weighted average shares outstanding: |
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Basic |
4,032,450 | |||||||
Diluted |
4,032,450 |
7
VINE ENERGY INC.
CONSOLIDATED BALANCE SHEETS
(Amounts in thousandsUnaudited)
March 31, 2021 |
December 31, 2020 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
$ | 92,528 | $ | 15,517 | ||||
Accounts receivable |
91,161 | 77,129 | ||||||
Joint interest billing receivables |
17,625 | 18,280 | ||||||
Prepaid and other |
1,417 | 3,626 | ||||||
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Total current assets |
202,731 | 114,552 | ||||||
Natural gas properties (successful efforts): |
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Proved |
3,162,572 | 2,722,419 | ||||||
Unproved |
89,993 | | ||||||
Accumulated depletion |
(1,475,582 | ) | (1,380,065 | ) | ||||
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Total natural gas properties, net |
1,776,983 | 1,342,354 | ||||||
Other property and equipment, net |
8,828 | 7,936 | ||||||
Other |
12,233 | 2,921 | ||||||
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Total assets |
$ | 2,000,775 | $ | 1,467,763 | ||||
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Liabilities and Stockholders Equity / Partners Capital |
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Current liabilities: |
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Accounts payable |
$ | 7,908 | $ | 20,986 | ||||
Accrued liabilities |
141,468 | 90,004 | ||||||
Revenue payable |
29,121 | 37,552 | ||||||
Derivatives |
78,529 | 19,948 | ||||||
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Total current liabilities |
257,026 | 168,490 | ||||||
Long-term liabilities: |
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New RBL |
28,000 | | ||||||
Prior RBL |
| 183,569 | ||||||
Second lien credit facility |
143,664 | 142,947 | ||||||
Unsecured debt |
899,435 | 898,225 | ||||||
Asset retirement obligations |
23,467 | 21,889 | ||||||
TRA liability |
6,985 | | ||||||
Derivatives |
31,447 | 38,341 | ||||||
Other |
| 4,241 | ||||||
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Total liabilities |
1,390,024 | 1,457,702 | ||||||
Commitments and contingencies |
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Stockholders Equity / Partners Capital |
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Partners capital |
| 10,061 | ||||||
Class A common stock, $0.01 par value, 350,000,000 shares authorized, 41,040,721 issued and outstanding at March 31, 2021 |
410 | | ||||||
Class B common stock, $0.01 par value, 150,000,000 shares authorized, 34,218,535 issued and outstanding at March 31, 2021 |
342 | | ||||||
Additional paid-in capital |
348,406 | | ||||||
Retained earnings |
(15,909 | ) | ||||||
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Total stockholders equity attributable to Vine Energy Inc. |
333,249 | 10,061 | ||||||
Noncontrolling interest |
277,502 | | ||||||
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Total stockholders equity / partners capital |
610,751 | 10,061 | ||||||
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Total liabilities and stockholders equity / partners capital |
$ | 2,000,775 | $ | 1,467,763 | ||||
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8
VINE ENERGY INC
CONSOLIDATED STATEMENTS OF CASH FLOW
(Amounts in thousandsUnaudited)
For the Three Months Ended March 31, |
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2021 | 2020 | |||||||
Operating Activities |
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Net income |
$ | (57,992 | ) | $ | (26,896 | ) | ||
Adjustments to reconcile net income to operating cash flow: |
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Depletion, depreciation and accretion |
97,072 | 82,324 | ||||||
Amortization of financing costs |
2,909 | 4,361 | ||||||
Non-cash loss on extinguishment of debt |
4,883 | | ||||||
Non-cash write-off of deferred IPO costs |
| 5,787 | ||||||
Unrealized loss on commodity derivatives |
35,103 | 4,639 | ||||||
Volumetric and production adjustment to gas gathering liability |
| (2,567 | ) | |||||
Other |
33 | (6 | ) | |||||
Changes in assets and liabilities: |
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Accounts receivable |
11,294 | 9,549 | ||||||
Joint interest billing receivables |
10,084 | (5,041 | ) | |||||
Accounts payable and accrued expenses |
25,182 | 34,428 | ||||||
Revenue payable |
(21,815 | ) | (6,967 | ) | ||||
Other |
(1,442 | ) | 530 | |||||
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Operating cash flow |
105,311 | 100,141 | ||||||
Investing Activities |
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Cash received in acquisition of the Brix Companies |
19,858 | | ||||||
Capital expenditures |
(78,013 | ) | (86,005 | ) | ||||
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Investing cash flow |
(58,155 | ) | (86,005 | ) | ||||
Financing Activities |
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Repayment of Brix Credit Facility |
(127,500 | ) | | |||||
Proceeds from New RBL |
28,000 | 45,000 | ||||||
Payments on Prior RBL |
(190,000 | ) | | |||||
Proceeds from issuance of Class A common stock, net of fees |
327,422 | | ||||||
Deferred financing costs |
(8,067 | ) | (3,848 | ) | ||||
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Financing cash flow |
29,855 | 41,152 | ||||||
Net increase in cash and cash equivalents |
77,011 | 55,288 | ||||||
Cash and cash equivalents at beginning of period |
15,517 | 18,286 | ||||||
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|
|
|
|||||
Cash and cash equivalents at end of period |
$ | 92,528 | $ | 73,574 | ||||
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|
9
FINANCIAL STATEMENTS OF VINE ENERGY INC.
(Pro Forma)
10
To facilitate a clearer representation of first-quarter 2021 performance, all schedules presented hereinafter are pro forma for the combination resulting from the corporate reorganization and initial public offering as if the transactions occurred on January 1, 2020.
VINE ENERGY INC.
UNAUDITED PRO FORMA STATEMENTS OF OPERATIONS
For the Three Months Ended March 31, |
||||||||
2021 | 2020 | |||||||
Revenue: |
||||||||
Natural gas sales |
$ | 200,927 | $ | 128,296 | ||||
Realized gain (loss) on derivatives |
(2,348 | ) | 58,305 | |||||
Unrealized loss on derivatives |
(37,949 | ) | (5,437 | ) | ||||
|
|
|
|
|||||
Total revenue |
160,630 | 181,164 | ||||||
Operating Expenses: |
||||||||
Lease operating |
18,693 | 15,725 | ||||||
Gathering and treating |
26,296 | 22,654 | ||||||
Production and ad valorem taxes |
4,757 | 4,951 | ||||||
General and administrative |
3,954 | 5,453 | ||||||
Depletion, depreciation and accretion |
106,505 | 93,457 | ||||||
Exploration |
1 | 75 | ||||||
Strategic costs |
| 717 | ||||||
Write-off of deferred IPO expenses |
| 5,787 | ||||||
|
|
|
|
|||||
Total operating expenses |
160,206 | 148,819 | ||||||
|
|
|
|
|||||
Operating Income |
424 | 32,345 | ||||||
|
|
|
|
|||||
Interest expense |
(34,249 | ) | (27,284 | ) | ||||
Income Before Income Taxes |
(33,825 | ) | 5,061 | |||||
|
|
|
|
|||||
Income tax provision |
(165 | ) | $ | (150 | ) | |||
|
|
|
|
|||||
Net Income |
$ | (33,990 | ) | $ | 4,911 | |||
|
|
|
|
|||||
Net income attributable to non-controlling interests |
(15,390 | ) | 2,303 | |||||
|
|
|
|
|||||
Net Income Attributable to Vine Energy Inc. |
(18,600 | ) | 2,608 | |||||
|
|
|
|
|||||
Net Income per Share: |
||||||||
Basic |
$ | (0.45 | ) | $ | 0.06 | |||
|
|
|
|
|||||
Diluted |
$ | (0.45 | ) | $ | 0.06 | |||
|
|
|
|
|||||
Weighted Average Shares Outstanding: |
||||||||
Basic |
41,040,721 | 41,040,721 | ||||||
|
|
|
|
|||||
Diluted |
41,040,721 | 41,040,721 | ||||||
|
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11
VINE ENERGY INC
SELECT PRO FORMA PRODUCTION AND UNIT COSTS STATISTICS
For the Three Months Ended Mar 31, |
||||||||
2021 | 2020 | |||||||
Production data: |
||||||||
Natural gas (MMcf) |
85,035 | 78,207 | ||||||
Average daily production (MMcfd) |
945 | 859 | ||||||
Average sales prices per Mcf: |
||||||||
Before effects of derivatives |
$ | 2.36 | $ | 1.64 | ||||
After effects of derivatives |
2.34 | 2.39 | ||||||
Costs per Mcf: |
||||||||
Lease operating |
$ | 0.22 | $ | 0.20 | ||||
Cash gathering and treating |
0.31 | 0.32 | ||||||
Production and ad valorem taxes |
0.06 | 0.06 | ||||||
General and administrative |
0.05 | 0.07 | ||||||
|
|
|
|
|||||
Total cash operating expenses |
$ | 0.63 | $ | 0.66 | ||||
|
|
|
|
|||||
Exploration |
0.00 | 0.00 | ||||||
Depreciation, depletion and accretion |
1.25 | 1.19 | ||||||
Strategic |
| 0.01 | ||||||
Non-cash gain on gathering liability |
| (0.03 | ) | |||||
Non-cash writeoff of deferred IPO costs |
| 0.07 | ||||||
|
|
|
|
|||||
Total (may not foot due to rounding) |
$ | 1.88 | $ | 1.90 | ||||
|
|
|
|
12
VINE ENERGY INC.
NATURAL GAS SWAPS
Natural Gas Swaps |
Weighted Avg Swap Price |
|||||||
Period |
(MMBtud) | ($ / MMBtu) | ||||||
2021 |
||||||||
Second Quarter |
832,871 | $ | 2.52 | |||||
Third Quarter |
845,333 | $ | 2.53 | |||||
Fourth Quarter |
848,887 | $ | 2.55 | |||||
2022 |
||||||||
First Quarter |
866,797 | $ | 2.56 | |||||
Second Quarter |
348,859 | $ | 2.54 | |||||
Third Quarter |
409,853 | $ | 2.54 | |||||
Fourth Quarter |
604,935 | $ | 2.53 | |||||
2023 |
||||||||
First Quarter |
528,652 | $ | 2.48 | |||||
Second Quarter |
65,470 | $ | 2.45 | |||||
Third Quarter |
45,954 | $ | 2.44 | |||||
Fourth Quarter |
125,092 | $ | 2.50 | |||||
2024 |
||||||||
First Quarter |
313,512 | $ | 2.53 | |||||
Second Quarter |
11,957 | $ | 2.31 | |||||
Third Quarter |
7,366 | $ | 2.31 | |||||
Fourth Quarter |
70,761 | $ | 2.58 | |||||
2025 |
||||||||
First Quarter |
137,667 | $ | 2.58 |
VINE ENERGY INC.
FIRM SALES
Period |
Firm Sales: NYMEX Index (MMBtud) |
Weighted Avg Price (NYMEX less) ($ / MMBtu) |
Firm Sales: ML Index (MMBtud) |
Weighted Avg Price (ML plus) ($ / MMBtu) |
||||||||||||
2021 |
||||||||||||||||
Second Quarter |
405,067 | $ | (0.163 | ) | 467,171 | $ | 0.012 | |||||||||
Third Quarter |
310,000 | $ | (0.163 | ) | 355,202 | $ | 0.013 | |||||||||
Fourth Quarter |
310,000 | $ | (0.163 | ) | 138,401 | $ | 0.014 | |||||||||
2022 |
||||||||||||||||
First Quarter |
310,000 | $ | (0.163 | ) | 30,000 | $ | 0.015 | |||||||||
Second Quarter |
100,000 | $ | (0.150 | ) | 30,000 | $ | 0.015 | |||||||||
Third Quarter |
100,000 | $ | (0.150 | ) | 30,000 | $ | 0.015 | |||||||||
Fourth Quarter |
33,333 | $ | (0.150 | ) | 30,000 | $ | 0.015 | |||||||||
2023 |
||||||||||||||||
First Quarter |
30,000 | $ | 0.015 |
13
FINANCIAL STATEMENTS OF VINE ENERGY INC.
(Reconciliation)
14
NON-GAAP FINANCIAL MEASURES
We define Adjusted EBITDAX as our net income before interest expense, income taxes, depreciation, depletion and accretion, unrealized gains and losses on commodity derivatives, exploration expense, strategic expense, and other non-cash operating items. We believe Adjusted EBITDAX is a useful performance measure because it allows for an effective valuation of our operating performance when compared against our peers, without regard to our financing methods, corporate form, or capital structure. We exclude the items listed above in arriving at Adjusted EBITDAX to reflect the substantial variance in practice from company to company within our industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Adjusted EBITDAX should not be considered as an alternative to, or more meaningful than, net income determined in accordance with GAAP. Certain items excluded from Adjusted EBITDAX are significant components in understanding and assessing a companys financial performance, such as a companys cost of capital and tax burden, as well as the historic costs of depreciable assets, none of which are reflected in Adjusted EBITDAX. Our presentation of Adjusted EBITDAX should not be construed as an inference that our results will be unaffected by unusual or non-recurring items. Our computations of Adjusted EBITDAX may not be identical to other similarly titled measures of other companies.
We define Adjusted Free Cash Flow as Adjusted EBITDAX less the sum of cash interest, capital incurred and tax payments and distributions. We believe Adjusted Free Cash Flow is a useful performance measure as its an indicator of the companys ability to generate cash flow once capital is invested to either maintain or expand production. Adjusted Free Cash Flow should not be considered as an alternative to, or more meaningful than, operating cash flow or investing cash flow determined in accordance with GAAP. Our computation of adjusted free cash flow may not be identical to other similarly titled measures of other companies.
VINE ENERGY INC.
RECONCILIATION OF NET INCOME TO ADJUSTED EBITDAX AND ADJUSTED FREE CASH FLOW
Pro Forma Presentation | GAAP Presentation | |||||||||||||||
For the Three Months Ended Mar 31, |
For the Three Months Ended Mar 31, |
|||||||||||||||
2021 | 2020 | 2021 | 2020 | |||||||||||||
(in thousands) | (in thousands) | |||||||||||||||
Net income/(loss) |
$ | (33,990 | ) | $ | 4,911 | $ | (57,992 | ) | $ | (26,896 | ) | |||||
Interest expense |
34,249 | 27,284 | 34,675 | 29,351 | ||||||||||||
Income tax provision |
165 | 150 | 165 | 150 | ||||||||||||
Depletion, depreciation and accretion |
106,505 | 93,457 | 97,072 | 82,324 | ||||||||||||
Unrealized (gain)/loss on commodity derivatives |
37,949 | 5,437 | 35,103 | 4,639 | ||||||||||||
Exploration |
1 | 75 | | 75 | ||||||||||||
Non-cash G&A |
| 344 | (1 | ) | (6 | ) | ||||||||||
Strategic |
| 717 | | 562 | ||||||||||||
Non-cash writeoff of deferred IPO costs |
| 5,787 | | 5,787 | ||||||||||||
Non-cash volumetric and production adjustment to gas gathering liability |
| (2,567 | ) | | (2,567 | ) | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted EBITDAX |
$ | 144,879 | $ | 135,595 | $ | 109,022 | $ | 93,419 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Cash interest |
(26,588 | ) | (24,242 | ) | (26,770 | ) | (24,990 | ) | ||||||||
Capital incurred |
(97,828 | ) | (99,021 | ) | (81,168 | ) | (82,290 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Adjusted Free Cash Flow |
$ | 20,463 | $ | 12,332 | $ | 1,084 | $ | (13,861 | ) | |||||||
|
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15
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