OKLAHOMA CITY, Nov. 4, 2015 /PRNewswire/ -- SandRidge
Energy, Inc. (NYSE: SD) today announced financial and operational
results for the quarter ended September 30,
2015. Additionally, presentation slides will be available on
the Company's website, www.sandridgeenergy.com, under Investor
Relations/Events at 7 am ET on
November 5th.
The Company had a strong operational quarter, and has both
increased 2015 production guidance and decreased 2015 lease
operating expense guidance due to positive ongoing production and
expense results and the acquisition of the Piñon gathering system.
The acquisition eliminates approximately $40
million of expenses annually beginning in November 2015.
As previously announced during and after the third quarter,
SandRidge bought back $350 million of
unsecured notes for $124 million in
cash (36% of par value), creating annual interest expense savings
of $27 million. In the transactions,
the company also exchanged $575
million of unsecured notes into similar notes convertible
into approximately 364 shares of SandRidge common stock per
$1,000 of par value of the notes.
After the close of the third quarter, SandRidge entered into a
purchase and sales agreement to acquire assets from EE3, LLC, a
North Park Basin, Colorado
producer consisting of 16 wells producing 1.0 MBoepd with 136,000
net acres of Niobrara Shale oil development potential.
"Our third quarter results featured continued cost control,
strong operations, and we drilled eight more extended laterals. We
also addressed $925 million of debt
through bond repurchases at a steep discount to face value, and
additional bond exchange agreements reflecting conversion of debt
to equity at a very large premium to our recent share price, making
these exchanges extremely accretive to shareholders. In October, we
created considerable value by acquiring the Piñon gathering system,
reducing annual expenses by approximately $40 million." said James Bennett, SandRidge's Chief Executive
Officer and President.
"Topping off the significant and varied activity of recent
weeks, our $190 million acquisition
of assets in Colorado, which we
announced today, gives SandRidge entry into the derisked Niobrara
Shale oil play. We intend to allocate significant capital there,
taking advantage of our medium depth horizontal drilling and
infrastructure management skillsets. Combining continued
development of our existing Mid-Continent assets with our new high
return Niobrara play, we aim to diversify and improve our overall
capital efficiencies. We are visibly capturing balance sheet,
operational, and acquisition opportunities to enhance our value
proposition to investors."
Drilling and Operational Activities
Mid-Continent: During the third quarter of 2015,
SandRidge drilled 31 laterals. The Company averaged six horizontal
rigs operating in the play. The Company's Mid-Continent assets
produced 70.6 MBoepd during the third quarter (30% oil, 19% NGLs,
51% natural gas).
West Texas: During the
third quarter, Permian Basin properties produced approximately 4.2
MBoepd (82% oil, 11% NGLs, 7% natural gas). Legacy West Texas
Overthrust properties produced approximately 5.1 MBoepd (99%
natural gas, 1% oil).
Operational Highlights
- Average third quarter production of 79.9 MBoepd, a 10% decrease
versus the second quarter of 2015
- Achieved $2.3 million per
Mississippian lateral cost in the third quarter, a $700,000, or 23%, reduction from 2014 per lateral
costs
- Spud 14 laterals with multilateral design in the third quarter
(8 extended laterals and 6 full section development laterals) with
an average cost of $2.2 million per
lateral
- 19 single Mississippian laterals delivered an average 30-day IP
rate of 447 Boepd (51% oil), 127% of Mississippian type curve in
the third quarter
- 101 multilaterals delivered a cumulative average program to
date 90-day IP rate of 280 Boepd (52% oil), 100% of Mississippian
type curve through the third quarter
- Reduced Mid-Continent annual LOE guidance by $0.80 per Boe primarily due to a reduction in
power use and generator rentals
Operational Highlights - Subsequent to Third
Quarter
As previously announced, the Company acquired the Piñon
gathering system, in connection with its West Texas Overthrust
properties. Acquisition of this asset eliminates ~$40 million of annual expenses, beginning in
November 2015.
Steve Turk, SandRidge's Chief
Operating Officer noted, "The teams delivered strong results
averaging 79.9 MBoepd in the third quarter, 70.6 MBoepd from our
original Mid-Continent assets. Confidence in our program led
to the decision to again raise the lower end of our annual
production guidance by 500 MBoe. Ahead of our year end goal,
we also achieved an average cost of $2.3
million per Mississippian lateral in the third
quarter. New drilling in the quarter consisted of 56%
multilaterals from extended lateral development and our improved
full section development design, including our first successfully
executed 2-mile extended lateral Woodford well. Expanding upon these
established capabilities, we are excited about applying the team's
proven low cost operations expertise to our newly acquired Niobrara
assets in the North Park Basin. We are confident that our
experience in medium depth horizontal drilling and our disciplined
approach to reducing operating costs will enhance the value of this
oily multiple bench shale resource play."
Key Financial Results
Third Quarter
- Adjusted EBITDA, net of Noncontrolling Interest, was
$118 million for third quarter 2015
compared to $225 million in third
quarter 2014
- Adjusted operating cash flow of $45
million for third quarter 2015 compared to $203 million in third quarter
2014
- Adjusted net loss of $45 million,
or $0.07 per diluted share, for third
quarter 2015 compared to adjusted net income of $43 million, or $0.07 per diluted share, in third quarter
2014
Nine Months
- Adjusted EBITDA, net of Noncontrolling Interest, was
$460 million in the first nine months
of 2015 compared to $596 million in
first nine months of 2014, pro forma for divestitures
- Adjusted operating cash flow of $302
million in the first nine months of 2015 compared to
$509 million in the first nine months
of
2014
- Adjusted net loss of $61 million,
or $0.10 per diluted share, in the
first nine months of 2015 compared to adjusted net income of
$109 million, or $0.19 per diluted share, in the first nine months
of 2014
Adjusted net income (loss) available to common stockholders,
adjusted EBITDA, pro forma adjusted EBITDA and adjusted operating
cash flow are non-GAAP financial measures. Each measure is defined
and reconciled to the most directly comparable GAAP measure under
"Non-GAAP Financial Measures" beginning on page 10.
Financial / Other Highlights
- Ended the third quarter with $1.3
billion in liquidity, including $790
million in cash
- Bond repurchases and exchanges address $525 million of total debt, retiring $250 million with $94
million in cash (38% of par value) and exchanging
$275 million into debt, convertible
into equity
- Suspension of 7.0% semi-annual preferred stock dividend
payment
- Incurred a non-cash impairment charge of approximately
$1.1 billion primarily due to a
ceiling test impairment, resulting from a significant decline in
oil price
Financial / Other Highlights – Subsequent to Third
Quarter
- Additional bond repurchases and exchanges address $400 million of total debt, retiring $100 million with $30
million in cash (30% of par value) and exchanging
$300 million into debt, convertible
into equity
- Affirmed $500 million borrowing
base and amended credit agreement allowing for an increase in an
amount available for cash repurchase of senior unsecured notes from
$200 million to $275 million
- As of October 30, 2015, a total
principal amount of $126 million in
both 2022 and 2023 unsecured convertible notes had voluntarily
converted into common stock
Operational and Financial Statistics
Information regarding the Company's production, pricing, costs
and earnings is presented below:
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
2015
|
|
2014
|
|
2015
|
|
2014
|
Production -
Total
|
|
|
|
|
|
|
|
|
Oil (MBbl)
|
|
2,262
|
|
2,644
|
|
7,604
|
|
7,927
|
NGL (MBbl)
|
|
1,246
|
|
1,109
|
|
3,883
|
|
2,500
|
Natural gas
(MMcf)
|
|
23,058
|
|
21,501
|
|
71,133
|
|
62,335
|
Oil equivalent
(MBoe)
|
|
7,351
|
|
7,337
|
|
23,343
|
|
20,816
|
Daily production
(MBoed)
|
|
79.9
|
|
79.7
|
|
85.5
|
|
76.2
|
|
|
|
|
|
|
|
|
|
|
|
|
Production -
Mid-Continent
|
|
|
|
|
|
|
|
|
Oil (MBbl)
|
|
1,938
|
|
2,197
|
|
6,554
|
|
5,849
|
NGL (MBbl)
|
|
1,202
|
|
1,063
|
|
3,764
|
|
2,314
|
Natural gas
(MMcf)
|
|
20,128
|
|
18,190
|
|
62,292
|
|
48,704
|
Oil equivalent
(MBoe)
|
|
6,495
|
|
6,292
|
|
20,700
|
|
16,280
|
Daily production
(MBoed)
|
|
70.6
|
|
68.4
|
|
75.8
|
|
59.6
|
|
|
|
|
|
|
|
|
|
|
|
|
Average price per
unit
|
|
|
|
|
|
|
|
|
Realized oil price
per barrel - as reported
|
|
$ 43.33
|
|
$ 94.60
|
|
$ 47.55
|
|
$ 97.12
|
Realized impact of
derivatives per barrel
|
|
28.85
|
|
0.26
|
|
32.87
|
|
(1.27)
|
Net realized price
per barrel
|
|
$ 72.18
|
|
$ 94.86
|
|
$ 80.42
|
|
$ 95.85
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized NGL price
per barrel - as reported
|
|
$ 13.29
|
|
$ 35.84
|
|
$ 14.69
|
|
$ 37.84
|
Realized impact of
derivatives per barrel
|
|
-
|
|
-
|
|
-
|
|
-
|
Net realized price
per barrel
|
|
$ 13.29
|
|
$ 35.84
|
|
$ 14.69
|
|
$ 37.84
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized natural gas
price per Mcf - as reported
|
|
$ 2.19
|
|
$ 3.24
|
|
$ 2.20
|
|
$ 3.86
|
Realized impact of
derivatives per Mcf
|
|
0.09
|
|
0.13
|
|
0.41
|
|
(0.22)
|
Net realized price
per Mcf
|
|
$ 2.28
|
|
$ 3.37
|
|
$ 2.61
|
|
$ 3.64
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized price per
Boe - as reported
|
|
$ 22.46
|
|
$ 49.01
|
|
$ 24.65
|
|
$ 53.08
|
Net realized price
per Boe - including impact of derivatives
|
|
$ 31.61
|
|
$ 49.48
|
|
$ 36.58
|
|
$ 51.95
|
|
|
|
|
|
|
|
|
|
|
|
|
Average cost per
Boe
|
|
|
|
|
|
|
|
|
Lease
operating
|
|
$ 9.91
|
|
$ 11.27
|
|
$ 10.46
|
|
$ 12.32
|
Production
taxes
|
|
0.50
|
|
1.14
|
|
0.54
|
|
1.15
|
|
|
|
|
|
|
|
|
|
|
|
|
General and
administrative
|
|
|
|
|
|
|
|
|
|
General and
administrative, excluding stock-based compensation
|
|
$
4.17
|
|
$ 2.77
|
|
$ 4.01
|
|
$ 3.80
|
|
Stock-based
compensation (1)
|
|
0.49
|
|
0.58
|
|
0.65
|
|
0.76
|
|
Total general and
administrative
|
|
$ 4.66
|
|
$ 3.35
|
|
$ 4.66
|
|
$ 4.56
|
|
|
|
|
|
|
|
|
|
|
|
|
General and
administrative - adjusted
|
|
|
|
|
|
|
|
|
|
General and
administrative, excluding stock-based compensation
(2)
|
|
$ 3.29
|
|
$ 2.76
|
|
$ 3.37
|
|
$ 3.44
|
|
Stock-based
compensation (1)(3)
|
|
0.48
|
|
0.55
|
|
0.44
|
|
0.66
|
|
Total general and
administrative - adjusted
|
|
$ 3.77
|
|
$ 3.31
|
|
$ 3.81
|
|
$ 4.10
|
|
|
|
|
|
|
|
|
|
|
|
|
Depletion
(4)
|
|
$ 9.20
|
|
$ 15.49
|
|
$ 11.58
|
|
$ 15.99
|
|
|
|
|
|
|
|
|
|
|
|
|
Lease operating
cost per Boe
|
|
|
|
|
|
|
|
|
Mid-Continent
|
|
$ 7.09
|
|
$ 8.18
|
|
$ 7.75
|
|
$ 8.04
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per
share
|
|
|
|
|
|
|
|
|
Loss per share
applicable to common stockholders
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$ (1.23)
|
|
$ 0.30
|
|
$ (6.14)
|
|
$ (0.11)
|
|
Diluted
|
|
(1.23)
|
|
0.27
|
|
(6.14)
|
|
(0.11)
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net (loss)
income per share available to common stockholders
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$ (0.11)
|
|
$ 0.07
|
|
$ (0.18)
|
|
$ 0.14
|
|
Diluted
|
|
(0.07)
|
|
0.07
|
|
0.10
|
|
0.19
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
number of common shares outstanding (in thousands)
|
|
|
|
|
|
|
|
|
|
Basic
|
|
526,388
|
|
485,458
|
|
500,077
|
|
485,194
|
|
Diluted
(5)
|
|
641,526
|
|
575,912
|
|
586,424
|
|
578,125
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Expense for
equity-classified stock-based awards.
|
(2)
|
Excludes severance,
legal settlements and shareholder litigation costs totaling $6.4
million and $14.9 million for the three and nine-month periods
ended September 30, 2015, respectively. Excludes severance,
transaction costs and shareholder litigation costs totaling $0.1
million and $7.5 million for the three and nine-month periods ended
September 30, 2014, respectively.
|
(3)
|
Three and nine-month
periods ended September 30, 2015 exclude $0.1 million and $4.8
million, respectively, for the acceleration of certain stock
awards. Three and nine-month periods ended September 30, 2014
exclude $0.2 million and $2.2 million, respectively, for the
acceleration of certain stock awards.
|
(4)
|
Includes accretion of
asset retirement obligation.
|
(5)
|
Includes shares
considered antidilutive for calculating earnings per share in
accordance with GAAP for certain periods presented.
|
Capital Expenditures
The table below summarizes the Company's capital expenditures
for the three and nine-month periods ended September 30, 2015 and 2014:
|
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
|
|
|
|
(in
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
Drilling and
production
|
|
|
|
|
|
|
|
|
|
Mid-Continent
|
|
$ 87,183
|
|
$336,171
|
|
$511,789
|
|
$ 743,059
|
|
Permian
Basin
|
|
675
|
|
49,314
|
|
4,257
|
|
155,788
|
|
Gulf of Mexico/Gulf
Coast
|
|
-
|
|
-
|
|
-
|
|
22,975
|
|
|
|
|
|
87,858
|
|
385,485
|
|
516,046
|
|
921,822
|
Leasehold and
geophysical
|
|
|
|
|
|
|
|
|
|
Mid-Continent
|
|
15,848
|
|
47,260
|
|
42,434
|
|
127,296
|
|
Gulf of Mexico/Gulf
Coast
|
|
-
|
|
-
|
|
-
|
|
159
|
|
Other
|
|
651
|
|
2,340
|
|
4,391
|
|
7,990
|
|
|
|
|
|
16,499
|
|
49,600
|
|
46,825
|
|
135,445
|
|
|
|
|
|
|
|
|
|
|
|
|
Inventory
|
|
1,656
|
|
674
|
|
(3,356)
|
|
(728)
|
|
|
|
|
|
|
|
|
|
|
|
|
Total exploration and
development
|
|
106,013
|
|
435,759
|
|
559,515
|
|
1,056,539
|
|
|
|
|
|
|
|
|
|
|
|
|
Drilling and oil
field services
|
|
259
|
|
3,603
|
|
2,732
|
|
10,877
|
Midstream
|
|
3,719
|
|
14,045
|
|
20,400
|
|
25,810
|
Other -
general
|
|
3,306
|
|
14,422
|
|
18,405
|
|
27,311
|
|
|
|
|
|
|
|
|
|
|
|
|
Total capital
expenditures, excluding acquisitions
|
|
113,297
|
|
467,829
|
|
601,052
|
|
1,120,537
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisitions
|
|
(244)
|
|
367
|
|
3,231
|
|
16,920
|
|
|
|
|
|
|
|
|
|
|
|
|
Total capital
expenditures
|
|
$113,053
|
|
$468,196
|
|
$604,283
|
|
$1,137,457
|
Derivative Contracts
The table below sets forth the Company's consolidated oil and
natural gas price swaps and collars for the years 2015 and 2016 as
of November 4, 2015:
|
|
|
|
Quarter
Ending
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3/31/2015
|
|
6/30/2015
|
|
9/30/2015
|
|
12/31/2015
|
|
FY2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Oil
(MMBbls)
|
|
|
|
|
|
|
|
|
|
|
|
|
Swap
Volume
|
|
2.29
|
|
1.73
|
|
1.01
|
|
0.55
|
|
5.59
|
|
Swap
|
|
|
$92.71
|
|
$91.55
|
|
$92.43
|
|
$94.11
|
|
$92.44
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three-way Collar
Volume
|
0.72
|
|
0.73
|
|
1.56
|
|
1.56
|
|
4.58
|
|
Call
Price
|
|
$103.13
|
|
$103.13
|
|
$103.65
|
|
$103.65
|
|
$103.48
|
|
Put
Price
|
|
$90.82
|
|
$90.82
|
|
$90.03
|
|
$90.03
|
|
$90.28
|
|
Short Put
Price
|
|
$73.13
|
|
$73.13
|
|
$78.15
|
|
$78.15
|
|
$76.56
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas
(Bcf)
|
|
|
|
|
|
|
|
|
|
|
|
|
Swap
Volume
|
|
14.40
|
|
1.82
|
|
1.84
|
|
1.84
|
|
19.90
|
|
Swap
|
|
|
$4.62
|
|
$4.20
|
|
$4.20
|
|
$4.20
|
|
$4.51
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Collar
Volume
|
|
0.25
|
|
0.25
|
|
0.25
|
|
0.25
|
|
1.01
|
|
Collar:
High
|
|
$8.55
|
|
$8.55
|
|
$8.55
|
|
$8.55
|
|
$8.55
|
|
Collar:
Low
|
|
$4.00
|
|
$4.00
|
|
$4.00
|
|
$4.00
|
|
$4.00
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas Basis
(Bcf)
|
|
|
|
|
|
|
|
|
|
|
|
Swap
Volume
|
|
9.65
|
|
15.47
|
|
15.64
|
|
15.64
|
|
56.40
|
|
Swap
|
|
|
(0.29)
|
|
(0.30)
|
|
(0.30)
|
|
(0.30)
|
|
(0.30)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarter
Ending
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3/31/2016
|
|
6/30/2016
|
|
9/30/2016
|
|
12/31/2016
|
|
FY2016
|
Oil
(MMBbls)
|
|
|
|
|
|
|
|
|
|
|
|
|
Swap
Volume
|
|
0.36
|
|
0.36
|
|
0.37
|
|
0.37
|
|
1.46
|
|
Swap
|
|
|
$88.36
|
|
$88.36
|
|
$88.36
|
|
$88.36
|
|
$88.36
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three-way Collar
Volume
|
0.91
|
|
0.91
|
|
0.37
|
|
0.37
|
|
2.56
|
|
Call
Price
|
|
$101.35
|
|
$101.35
|
|
$99.63
|
|
$99.63
|
|
$100.85
|
|
Put
Price
|
|
$90.00
|
|
$90.00
|
|
$90.00
|
|
$90.00
|
|
$90.00
|
|
Short Put
Price
|
|
$83.39
|
|
$83.39
|
|
$82.50
|
|
$82.50
|
|
$83.14
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas
(Bcf)
|
|
|
|
|
|
|
|
|
|
|
|
|
Swap
Volume
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Swap
|
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Collar
Volume
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Collar:
High
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
Collar:
Low
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Natural Gas Basis
(Bcf)
|
|
|
|
|
|
|
|
|
|
|
|
Swap
Volume
|
|
2.73
|
|
2.73
|
|
2.76
|
|
2.76
|
|
10.98
|
|
Swap
|
|
|
(0.38)
|
|
(0.38)
|
|
(0.38)
|
|
(0.38)
|
|
(0.38)
|
Balance Sheet
The Company's capital structure at September 30, 2015 and December 31, 2014 is presented below:
|
|
September
30,
|
|
December
31,
|
|
2015
|
|
2014
|
|
|
|
|
|
(in
thousands)
|
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
790,142
|
|
$ 181,253
|
|
|
|
|
|
|
|
|
Current maturities of
long-term debt
|
|
$
-
|
|
$
-
|
Long-term debt (net
of current maturities)
|
|
|
|
|
|
8.75% Senior Secured
Notes due 2020
|
|
1,250,000
|
|
-
|
|
Senior Unsecured
Notes
|
|
|
|
|
|
|
8.75% Senior Notes
due 2020, net
|
|
401,149
|
|
445,402
|
|
|
7.5% Senior Notes due
2021
|
|
996,309
|
|
1,178,486
|
|
|
8.125% Senior Notes
due 2022
|
|
601,187
|
|
750,000
|
|
|
7.5% Senior Notes due
2023, net
|
|
622,923
|
|
821,548
|
|
Convertible Senior
Unsecured Notes
|
|
|
|
|
|
|
8.125% Convertible
Senior Notes due 2022, net
|
|
36,406
|
|
-
|
|
|
7.5% Convertible
Senior Notes due 2023, net
|
|
29,020
|
|
-
|
|
|
Total
debt
|
|
3,936,994
|
|
3,195,436
|
|
|
|
|
|
|
|
|
Stockholders'
(deficit) equity
|
|
|
|
|
|
Preferred
stock
|
|
6
|
|
6
|
|
Common
stock
|
|
542
|
|
477
|
|
Additional paid-in
capital
|
|
5,267,725
|
|
5,201,524
|
|
Treasury stock, at
cost
|
|
(6,876)
|
|
(6,980)
|
|
Accumulated
deficit
|
|
(6,328,118)
|
|
(3,257,202)
|
|
|
Total SandRidge
Energy, Inc. stockholders' (deficit) equity
|
(1,066,721)
|
|
1,937,825
|
|
|
|
|
|
|
|
|
|
Noncontrolling
interest
|
|
663,451
|
|
1,271,995
|
|
|
|
|
|
|
|
|
Total
capitalization
|
|
$ 3,533,724
|
|
$ 6,405,256
|
Pro Forma Capitalization
The Company's capital structure at September 30, 2015, pro forma for subsequent
events and based on par values is presented below:
|
Actual as
of
|
|
Actual as
of
|
|
Pro forma
(1)
|
June 30,
2015
|
|
September 30,
2015
|
|
September 30,
2015
|
|
(in
millions)
|
Cash
|
$
984
|
|
$
790
|
|
$
699
|
|
|
|
|
|
|
$500 million
Revolving Credit Facility (undrawn)
|
-
|
|
-
|
|
-
|
8.75% Senior Secured
2nd Lien Notes due 2020
|
1,250
|
|
1,250
|
|
1,328
|
Total Secured
Debt
|
$
1,250
|
|
$
1,250
|
|
$
1,328
|
|
|
|
|
|
|
Unsecured
Debt
|
|
|
|
|
|
8.75% Senior
Notes due 2020
|
450
|
|
405
|
|
396
|
7.5% Senior
Notes due 2021
|
1,146
|
|
994
|
|
758
|
8.125% Senior
Notes due 2022
|
729
|
|
601
|
|
528
|
7.5% Senior
Notes due 2023
|
825
|
|
625
|
|
544
|
Convertible
Debt
|
|
|
|
|
|
8.125% Convertible
Senior Notes due 2022
|
-
|
|
139
|
|
311
|
7.5% Convertible
Senior Notes due 2023
|
-
|
|
114
|
|
138
|
Total Unsecured
Debt
|
$
3,150
|
|
$
2,878
|
|
$
2,674
|
|
|
|
|
|
|
Total
Debt
|
$
4,400
|
|
$
4,128
|
|
$
4,002
|
|
|
|
|
|
|
|
|
|
|
|
|
8.5% Convertible
Perpetual Preferred Stock
|
265
|
|
265
|
|
265
|
7.0% Convertible
Perpetual Preferred Stock
|
300
|
|
300
|
|
278
|
Total Preferred
Stock
|
$
565
|
|
$
565
|
|
$
543
|
|
Note: All amounts
based on par value
|
(1)Pro
forma as of September 30, 2015:
|
(a) October 8, 2015 buyback & exchange: $100 million unsecured
debt repurchase, $300 million unsecured convertible
exchange
|
(b) Unsecured conversions: $126 million total unsecured debt
voluntary conversions submitted prior to October 31,
2015
|
(c) Preferred conversions: $22 million of preferred voluntary
conversions
|
(d) Piñon Gathering: Repurchased gathering system for $48 million
cash plus $78 million par value 2nd Lien
|
2015 Operational Guidance
The Company is raising its 2015 production guidance.
Additionally, the Company is lowering its LOE, Production Tax and
DD&A guidance. Additional 2015 Guidance detail is available on
the Company's website, www.sandridgeenergy.com, under Investor
Relations/Financial Information/Guidance.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Company
|
|
Mid-Continent
|
|
|
|
|
Projection as
of
|
|
Projection as
of
|
|
Projection as
of
|
|
Projection as
of
|
|
|
|
|
August 5,
2015
|
|
November 4,
2015
|
|
August 5,
2015
|
|
November 4,
2015
|
Production
|
|
|
|
|
|
|
|
|
Oil
(MMBbls)
|
9.3 - 10.0
|
|
9.3 - 10.0
|
|
7.9 - 8.6
|
|
7.9 - 8.6
|
|
Natural Gas Liquids
(MMBbls)
|
4.6 - 5.0
|
|
4.9 -
5.0
|
|
4.5 - 4.9
|
|
4.8 -
4.9
|
|
Total Liquids
(MMBbls)
|
13.9 -
15.0
|
|
14.2 -
15.0
|
|
12.4 -
13.5
|
|
12.7 -
13.5
|
|
Natural Gas
(Bcf)
|
90.5 -
93.5
|
|
91.8 -
93.5
|
|
78.4 -
81.4
|
|
79.7 -
81.4
|
|
Total
(MMBoe)
|
29.0 -
30.5
|
|
29.5 -
30.5
|
|
25.5 -
27.0
|
|
26.0 -
27.0
|
|
|
|
|
|
|
|
|
|
|
|
Price
Realization
|
|
|
|
|
|
|
|
|
Oil (differential
below NYMEX WTI)
|
$3.75
|
|
$3.75
|
|
|
|
|
|
Natural Gas Liquids
(realized % of NYMEX WTI)
|
30%
|
|
30%
|
|
|
|
|
|
Natural Gas
(differential below NYMEX Henry Hub)
|
$0.75
|
|
$0.75
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs per
Boe
|
|
|
|
|
|
|
|
|
Lifting
|
$11.50 -
$12.50
|
|
$10.50 -
$11.50
|
|
$8.75 -
$9.75
|
|
$7.95 -
$8.95
|
|
Production
Taxes
|
0.60 -
0.80
|
|
0.55 -
0.65
|
|
|
|
|
|
DD&A - oil &
gas
|
11.00 -
12.00
|
|
10.60 -
10.90
|
|
|
|
|
|
DD&A -
other
|
1.75 -
1.95
|
|
1.65 -
1.85
|
|
|
|
|
|
Total
DD&A
|
$12.75 -
$13.95
|
|
$12.25 -
$12.75
|
|
|
|
|
|
G&A -
cash
|
3.00 -
3.50
|
|
3.00 -
3.50
|
|
|
|
|
|
G&A -
stock
|
0.50 -
0.75
|
|
0.50 -
0.75
|
|
|
|
|
|
Total
G&A
|
$3.50 -
$4.25
|
|
$3.50 -
$4.25
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA from Oilfield
Services and Other ($ in millions) (1)
|
$10
|
|
$10
|
|
|
|
|
Adjusted Net Income
Attributable to Noncontrolling Interest ($ in millions)
(2)
|
$60
|
|
$60
|
|
|
|
|
Adjusted EBITDA
Attributable to Noncontrolling Interest ($ in millions)
(3)
|
$90
|
|
$90
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital Expenditures
($ in millions)
|
|
|
|
|
|
|
|
|
Exploration and
Production
|
$612
|
|
$612
|
|
|
|
|
|
Land and
Geophysical
|
38
|
|
38
|
|
|
|
|
|
Total Exploration and
Production
|
$650
|
|
$650
|
|
|
|
|
|
Oil Field
Services
|
5
|
|
5
|
|
|
|
|
|
Electrical/Midstream
|
30
|
|
30
|
|
|
|
|
|
General
Corporate
|
15
|
|
15
|
|
|
|
|
|
Total Capital
Expenditures (excluding acquisitions)
|
$700
|
|
$700
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
EBITDA from Oilfield
Services and Other is a non-GAAP financial measure as it excludes
from net income interest expense, income tax expense and
depreciation, depletion and amortization. The most directly
comparable GAAP measure for EBITDA from Oilfield Services and Other
is Net Income from Oilfield Services and Other. Information to
reconcile this non-GAAP financial measure to the most directly
comparable GAAP financial measure is not available at this time, as
management is unable to forecast the excluded items for future
periods and/or does not forecast the excluded items on a segment
basis.
|
|
|
|
|
(2)
|
Adjusted Net Income
Attributable to Noncontrolling Interest is a non-GAAP financial
measure as it excludes gain or loss due to changes in fair value of
derivative contracts and gain or loss on sale of assets. The most
directly comparable GAAP measure for Adjusted Net Income
Attributable to Noncontrolling Interest is Net Income Attributable
to Noncontrolling Interest. Information to reconcile this non-GAAP
financial measure to the most directly comparable GAAP financial
measure is not available at this time, as management is unable to
forecast the excluded items for future periods.
|
|
|
|
|
(3)
|
Adjusted EBITDA
Attributable to Noncontrolling Interest is a non-GAAP financial
measure as it excludes from net income interest expense, income tax
expense, depreciation, depletion and amortization, gain or loss due
to changes in fair value of derivative contracts and gain or loss
on sale of assets. The most directly comparable GAAP measure for
Adjusted EBITDA Attributable to Noncontrolling Interest is Net
Income Attributable to Noncontrolling Interest. Information to
reconcile this non-GAAP financial measure to the most directly
comparable GAAP financial measure is not available at this time, as
management is unable to forecast the excluded items for future
periods.
|
|
|
|
Non-GAAP Financial Measures
Adjusted operating cash flow, adjusted EBITDA, pro forma
adjusted EBITDA, adjusted net (loss) income, and adjusted net
income attributable to noncontrolling interest are non-GAAP
financial measures.
The Company defines adjusted operating cash flow as net cash
provided by operating activities before changes in operating assets
and liabilities and adjusted for cash paid on financing
derivatives. It defines EBITDA as net loss (income) before income
tax expense (benefit), interest expense and depreciation, depletion
and amortization and accretion of asset retirement obligations.
Adjusted EBITDA, as presented herein, is EBITDA excluding asset
impairment, interest income, gain on derivative contracts net
of cash received (paid) on settlement of derivative contracts, loss
(gain) on sale of assets, legal settlements, severance, oil field
services – Permian exit costs, gain on extinguishment of debt and
other various items (including non-cash portion of noncontrolling
interest and stock-based compensation). Pro forma adjusted EBITDA,
as presented herein, is adjusted EBITDA excluding adjusted EBITDA
attributable to properties or subsidiaries sold during the
period.
Adjusted operating cash flow and adjusted EBITDA are
supplemental financial measures used by the Company's management
and by securities analysts, investors, lenders, rating agencies and
others who follow the industry as an indicator of the Company's
ability to internally fund exploration and development activities
and to service or incur additional debt. The Company also uses
these measures because adjusted operating cash flow and adjusted
EBITDA relate to the timing of cash receipts and disbursements that
the Company may not control and may not relate to the period in
which the operating activities occurred. Further, adjusted
operating cash flow and adjusted EBITDA allow the Company to
compare its operating performance and return on capital with those
of other companies without regard to financing methods and capital
structure. These measures should not be considered in isolation or
as a substitute for net cash provided by operating activities
prepared in accordance with generally accepted accounting
principles ("GAAP"). Adjusted EBITDA should not be considered as a
substitute for net income, operating income, cash flows from
operating activities or any other measure of financial performance
or liquidity presented in accordance with GAAP. Adjusted EBITDA
excludes some, but not all, items that affect net income and
operating income and these measures may vary among other companies.
Therefore, the Company's adjusted EBITDA may not be comparable to
similarly titled measures used by other companies.
Management also uses the supplemental financial measure of
adjusted net (loss) income, which excludes asset impairment, gain
on derivative contracts net of cash received (paid) on settlement
of derivative contracts, gain on
convertible notes derivative liabilities, loss (gain)
on sale of assets, severance, oil field services – Permian exit
costs, gain on extinguishment of debt and other non-cash items from
loss applicable to common stockholders. Management uses this
financial measure as an indicator of the Company's operational
trends and performance relative to other oil and natural gas
companies and believes it is more comparable to earnings estimates
provided by securities analysts. Adjusted net (loss) income is not
a measure of financial performance under GAAP and should not be
considered a substitute for loss applicable to common
stockholders.
The supplemental measure of adjusted net income attributable to
noncontrolling interest is used by the Company's management to
measure the impact on the Company's financial results of the
ownership by third parties of interests in the Company's less than
wholly-owned consolidated subsidiaries. Adjusted net income
attributable to noncontrolling interest excludes the portion of
asset impairment and (gain) loss on derivative contracts net of
cash received (paid) on settlement of derivative contracts
attributable to third party ownership in less than wholly-owned
consolidated subsidiaries from net (loss) income attributable to
noncontrolling interest. Adjusted net income attributable to
noncontrolling interest is not a measure of financial performance
under GAAP and should not be considered a substitute for net (loss)
income attributable to noncontrolling interest.
The supplemental measures of pro forma cash and cash
equivalents and pro forma debt as presented herein are cash and
cash equivalents and debt adjusted for issuances, repurchases and
conversions into common stock of debt subsequent to period
end.
The tables below reconcile the most directly comparable GAAP
financial measures to operating cash flow, EBITDA and adjusted
EBITDA, adjusted net (loss) income available to common
stockholders, adjusted net income attributable to noncontrolling
interest, pro forma cash and cash equivalents and pro forma
debt.
Reconciliation of
Cash Provided by Operating Activities to Adjusted Operating Cash
Flow
|
|
|
|
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
|
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
|
|
|
|
(in
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by
operating activities
|
|
$41,892
|
|
$164,892
|
|
$360,886
|
|
$395,684
|
|
|
|
|
|
|
|
|
|
|
|
|
(Deduct)
add
|
|
|
|
|
|
|
|
|
|
Cash paid on
financing derivatives
|
|
-
|
|
-
|
|
-
|
|
(44,128)
|
|
Changes in operating
assets and liabilities
|
|
2,673
|
|
37,881
|
|
(59,084)
|
|
157,615
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating
cash flow
|
|
$44,565
|
|
$202,773
|
|
$301,802
|
|
$509,171
|
Reconciliation of
Net Loss to EBITDA and Adjusted EBITDA
|
|
|
|
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
|
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
|
|
|
|
(in
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss)
income
|
|
$(640,412)
|
|
$157,338
|
|
$(3,043,847)
|
|
$ (11,892)
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted
for
|
|
|
|
|
|
|
|
|
|
Income tax expense
(benefit)
|
|
25
|
|
(1,064)
|
|
90
|
|
(2,131)
|
|
Interest
expense
|
|
77,501
|
|
59,893
|
|
214,198
|
|
184,234
|
|
Depreciation and
amortization - other
|
|
11,379
|
|
14,417
|
|
37,234
|
|
45,350
|
|
Depreciation and
depletion - oil and natural gas
|
|
66,501
|
|
112,569
|
|
266,906
|
|
325,021
|
|
Accretion of asset
retirement obligations
|
|
1,132
|
|
1,116
|
|
3,323
|
|
7,927
|
EBITDA
|
|
(483,874)
|
|
344,269
|
|
(2,522,096)
|
|
548,509
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset
impairment
|
|
1,074,588
|
|
54
|
|
3,647,845
|
|
167,966
|
|
Interest
income
|
|
(501)
|
|
(110)
|
|
(629)
|
|
(545)
|
|
Stock-based
compensation
|
|
3,203
|
|
3,438
|
|
9,294
|
|
12,010
|
|
Gain on derivative
contracts
|
|
(42,211)
|
|
(132,575)
|
|
(59,034)
|
|
(4,792)
|
|
Cash received (paid)
upon settlement of derivative contracts (1)
|
|
67,258
|
|
3,445
|
|
278,581
|
|
(23,382)
|
|
Loss (gain) on sale
of assets
|
|
6,771
|
|
(995)
|
|
2,097
|
|
(978)
|
|
Legal
settlements
|
|
5,122
|
|
-
|
|
4,994
|
|
23
|
|
Severance
|
|
1,290
|
|
5
|
|
11,819
|
|
8,927
|
|
Oil field services -
Permian exit costs
|
|
62
|
|
-
|
|
4,353
|
|
-
|
|
Gain on
extinguishment of debt
|
|
(340,699)
|
|
-
|
|
(358,633)
|
|
-
|
|
Other
|
|
935
|
|
841
|
|
3,676
|
|
(322)
|
|
Non-cash portion of
noncontrolling interest (2)
|
|
(174,304)
|
|
6,594
|
|
(561,969)
|
|
(58,518)
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted
EBITDA
|
|
$ 117,640
|
|
$224,966
|
|
$ 460,298
|
|
$648,898
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: EBITDA
attributable to Gulf of Mexico properties
|
|
-
|
|
-
|
|
-
|
|
(53,376)
|
|
|
|
|
|
|
|
|
|
|
|
|
Pro forma adjusted
EBITDA
|
|
$ 117,640
|
|
$224,966
|
|
$ 460,298
|
|
$595,522
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Excludes amounts paid
upon early settlement of derivative contracts for the nine months
ended September 30, 2014.
|
(2)
|
Represents
depreciation and depletion, impairment, (gain) loss on commodity
derivative contracts net of cash received (paid) on settlement and
income tax expense attributable to noncontrolling
interests.
|
Reconciliation of
Cash Provided by Operating Activities to Adjusted
EBITDA
|
|
|
|
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
|
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
|
|
|
|
(in
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by
operating activities
|
|
$ 41,892
|
|
$164,892
|
|
$360,886
|
|
$395,684
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes in operating
assets and liabilities
|
|
2,673
|
|
37,881
|
|
(59,084)
|
|
157,615
|
Interest
expense
|
|
77,501
|
|
59,893
|
|
214,199
|
|
184,234
|
Cash paid on early
settlement of derivative contracts
|
|
-
|
|
-
|
|
-
|
|
25,434
|
Cash paid on early
conversion of convertible notes
|
|
2,709
|
|
-
|
|
2,709
|
|
-
|
Gain on convertible
notes derivative liability
|
|
10,146
|
|
-
|
|
10,146
|
|
-
|
Legal
settlements
|
|
5,122
|
|
-
|
|
4,994
|
|
23
|
Severance
|
|
1,156
|
|
(168)
|
|
7,004
|
|
6,775
|
Oil field services -
Permian exit costs
|
|
62
|
|
-
|
|
4,275
|
|
-
|
Noncontrolling
interest - SDT (1)
|
|
(6,619)
|
|
(5,670)
|
|
(19,237)
|
|
(17,361)
|
Noncontrolling
interest - SDR (1)
|
|
(4,918)
|
|
(9,201)
|
|
(16,277)
|
|
(32,251)
|
Noncontrolling
interest - PER (1)
|
|
(6,694)
|
|
(18,697)
|
|
(33,212)
|
|
(58,635)
|
Noncontrolling
interest - Other (1)
|
|
-
|
|
-
|
|
-
|
|
(4)
|
Other
|
|
|
(5,390)
|
|
(3,964)
|
|
(16,105)
|
|
(12,616)
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted
EBITDA
|
|
$117,640
|
|
$224,966
|
|
$460,298
|
|
$648,898
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Excludes depreciation
and depletion, impairment, (gain) loss on commodity derivative
contracts net of cash received (paid) on settlement and income tax
expense attributable to noncontrolling interests.
|
Reconciliation of
(Loss Applicable) Income Available to Common Stockholders to
Adjusted Net (Loss) Income Available to Common
Stockholders
|
|
|
|
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
|
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
|
|
|
|
(in
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss applicable)
income available to common stockholders
|
|
$(649,526)
|
|
$145,957
|
|
$(3,070,916)
|
|
$ (51,036)
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax benefit
adjustment
|
|
-
|
|
(1,160)
|
|
-
|
|
(1,160)
|
Asset impairment
(1)
|
|
907,834
|
|
54
|
|
3,127,684
|
|
138,093
|
Gain on derivative contracts
(1)
|
|
(38,438)
|
|
(116,719)
|
|
(53,926)
|
|
(7,608)
|
Cash received (paid)
upon settlement of derivative contracts (1)
|
|
60,342
|
|
4,079
|
|
249,665
|
|
(18,501)
|
Gain on convertible
notes derivative liability
|
|
(10,146)
|
|
-
|
|
(10,146)
|
|
-
|
Loss (gain) on sale
of assets
|
|
6,771
|
|
(995)
|
|
2,097
|
|
(978)
|
Legal
settlements
|
|
5,122
|
|
-
|
|
4,994
|
|
23
|
Severance
|
|
1,290
|
|
5
|
|
11,819
|
|
8,927
|
Oil field services -
Permian exit costs
|
|
62
|
|
-
|
|
4,353
|
|
-
|
Gain on
extinguishment of debt
|
|
(340,699)
|
|
-
|
|
(358,633)
|
|
-
|
Other
|
|
|
(160)
|
|
305
|
|
1,903
|
|
(968)
|
Effect of income
taxes
|
|
19
|
|
55
|
|
76
|
|
3,235
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net (loss)
income available to common stockholders
|
|
(57,529)
|
|
31,581
|
|
(91,030)
|
|
70,027
|
Preferred stock
dividends
|
|
9,114
|
|
11,381
|
|
27,069
|
|
39,144
|
Effect of convertible
debt, net of income taxes
|
|
2,918
|
|
-
|
|
2,918
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
Total adjusted net
(loss) income
|
|
$ (45,497)
|
|
$ 42,962
|
|
$ (61,043)
|
|
$109,171
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
number of common shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
526,388
|
|
485,458
|
|
500,077
|
|
485,194
|
|
Diluted
(2)
|
|
641,526
|
|
575,912
|
|
586,424
|
|
578,125
|
|
|
|
|
|
|
|
|
|
|
|
|
Total adjusted net
(loss) income
|
|
|
|
|
|
|
|
|
|
Per share -
basic
|
|
$ (0.11)
|
|
$ 0.07
|
|
$ (0.18)
|
|
$ 0.14
|
|
Per share -
diluted
|
|
$ (0.07)
|
|
$ 0.07
|
|
$ (0.10)
|
|
$ 0.19
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Excludes amounts attributable
to noncontrolling interests.
|
(2)
|
Weighted average
fully diluted common shares outstanding for certain periods
presented includes shares that are considered antidilutive for
calculating earnings per share in accordance with GAAP.
|
Reconciliation of
Net (Loss) Income Attributable to Noncontrolling Interest to
Adjusted Net Income Attributable to Noncontrolling
Interest
|
|
|
|
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
|
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
|
|
|
|
(in
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income
attributable to noncontrolling interest
|
|
$(156,073)
|
|
$40,162
|
|
$(493,243)
|
|
$49,733
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset
impairment
|
|
166,754
|
|
-
|
|
520,161
|
|
29,873
|
(Gain) loss on
derivative contracts
|
|
(3,773)
|
|
(15,856)
|
|
(5,108)
|
|
2,816
|
Cash received (paid)
on settlement of derivative contracts
|
|
6,916
|
|
(634)
|
|
28,916
|
|
(4,881)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net income
attributable to noncontrolling interest
|
|
$ 13,824
|
|
$23,672
|
|
$ 50,726
|
|
$77,541
|
Pro Forma Cash and
Cash Equivalents
|
|
|
|
|
|
|
September
30,
|
|
|
|
|
|
|
|
2015
|
|
|
|
|
|
|
|
(in
millions)
|
|
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
|
|
$
790
|
|
|
Acquisition of Piñon
Gathering System - October 2015
|
|
|
(48)
|
|
|
Repurchase of Senior
Unsecured Notes - October 2015
|
|
|
(30)
|
|
|
Conversion of Senior
Convertible Unsecured Notes - October 2015
(1)
|
|
|
(13)
|
|
|
|
|
|
|
|
|
|
Pro forma - cash and
cash equivalents
|
|
|
|
$
699
|
|
|
|
|
|
|
|
|
|
(1)
Submitted prior to October 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pro Forma
Debt
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September
30,
|
|
|
|
|
|
|
|
2015
|
|
|
|
|
|
|
|
(in
millions)
|
|
|
|
|
|
|
|
|
|
Total debt (par
value)
|
|
|
|
$
4,128
|
|
|
Acquisition of Piñon
Gathering System - October 2015
|
|
|
78
|
|
|
Repurchase of Senior
Unsecured Notes (par value) - October 2015
|
|
|
(100)
|
|
|
Conversion of Senior
Convertible Unsecured Notes (par value) - October 2015
(1)(2)
|
|
(104)
|
|
|
|
|
|
|
|
|
|
Pro forma - total
debt (par value)
|
|
|
|
$
4,002
|
|
|
|
|
|
|
|
|
|
(1) Submitted prior to October 31,
2015
|
|
|
|
|
|
(2) Payments for accrued interest
and early conversion
|
|
|
|
|
|
Conference Call Information
The Company will host a conference call to discuss these results
on Thursday, November 5, 2015 at
8:00 am CT. The telephone number to
access the conference call from within the U.S. is (877) 201-0168
and from outside the U.S. is (647) 788-4901. The passcode for the
call is 43465872. An audio replay of the call will be available
from November 5, 2015 until
11:59 pm CT on December 5, 2015. The number to access the
conference call replay from within the U.S. is (855) 859-2056 and
from outside the U.S. is (404) 537-3406. The passcode for the
replay is 43465872.
A live audio webcast of the conference call will also be
available via SandRidge's website, www.sandridgeenergy.com, under
Investor Relations/Presentations & Events. The webcast will be
archived for replay on the Company's website for 30 days.
Fourth Quarter 2015 Earnings Release and Conference
Call
February 24, 2016 (Wednesday) –
Earnings press release after market close
February 25, 2016 (Thursday) –
Earnings conference call at 8:00 am
CT
SandRidge Energy,
Inc. and Subsidiaries
|
Condensed
Consolidated Statements of Operations
|
(In thousands,
except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
|
|
|
|
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
|
|
|
|
|
(unaudited)
|
Revenues
|
|
|
|
|
|
|
|
|
|
Oil, natural gas and
NGL
|
$ 165,135
|
|
$359,613
|
|
$ 575,399
|
|
$1,104,835
|
|
Drilling and
services
|
4,572
|
|
21,348
|
|
19,658
|
|
57,280
|
|
Midstream and
marketing
|
8,838
|
|
11,922
|
|
26,208
|
|
44,706
|
|
Other
|
1,607
|
|
1,224
|
|
3,802
|
|
5,056
|
|
|
Total
revenues
|
180,152
|
|
394,107
|
|
625,067
|
|
1,211,877
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
Production
|
72,884
|
|
82,664
|
|
244,158
|
|
256,473
|
|
Production
taxes
|
3,652
|
|
8,380
|
|
12,548
|
|
24,027
|
|
Cost of
sales
|
4,323
|
|
15,992
|
|
22,034
|
|
38,942
|
|
Midstream and
marketing
|
6,633
|
|
11,405
|
|
22,464
|
|
40,659
|
|
Depreciation and
depletion - oil and natural gas
|
66,501
|
|
112,569
|
|
266,906
|
|
325,021
|
|
Depreciation and
amortization - other
|
11,379
|
|
14,417
|
|
37,234
|
|
45,350
|
|
Accretion of asset
retirement obligations
|
1,132
|
|
1,116
|
|
3,323
|
|
7,927
|
|
Impairment
|
1,074,588
|
|
54
|
|
3,647,845
|
|
167,966
|
|
General and
administrative
|
34,233
|
|
24,589
|
|
108,764
|
|
95,042
|
|
Gain on derivative
contracts
|
(42,211)
|
|
(132,575)
|
|
(59,034)
|
|
(4,792)
|
|
Loss (gain) on sale
of assets
|
6,771
|
|
(995)
|
|
2,097
|
|
(978)
|
|
|
Total
expenses
|
1,239,885
|
|
137,616
|
|
4,308,339
|
|
995,637
|
|
|
(Loss) income from
operations
|
(1,059,733)
|
|
256,491
|
|
(3,683,272)
|
|
216,240
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (expense)
income
|
|
|
|
|
|
|
|
|
Interest
expense
|
(77,000)
|
|
(59,783)
|
|
(213,569)
|
|
(183,689)
|
|
Gain on
extinguishment of debt
|
340,699
|
|
-
|
|
358,633
|
|
-
|
|
Other (expense)
income, net
|
(426)
|
|
(273)
|
|
1,208
|
|
3,159
|
|
|
Total other income
(expense)
|
263,273
|
|
(60,056)
|
|
146,272
|
|
(180,530)
|
(Loss) income before
income taxes
|
(796,460)
|
|
196,435
|
|
(3,537,000)
|
|
35,710
|
Income tax expense
(benefit)
|
25
|
|
(1,064)
|
|
90
|
|
(2,131)
|
Net (loss)
income
|
(796,485)
|
|
197,499
|
|
(3,537,090)
|
|
37,841
|
|
Less: net (loss)
income attributable to noncontrolling interest
|
(156,073)
|
|
40,161
|
|
(493,243)
|
|
49,733
|
Net (loss) income
attributable to SandRidge Energy, Inc.
|
(640,412)
|
|
157,338
|
|
(3,043,847)
|
|
(11,892)
|
Preferred stock
dividends
|
9,114
|
|
11,381
|
|
27,069
|
|
39,144
|
|
|
(Loss applicable)
income available to SandRidge Energy, Inc.
|
|
|
|
|
|
|
|
|
|
common
stockholders
|
$ (649,526)
|
|
$145,957
|
|
$(3,070,916)
|
|
$ (51,036)
|
(Loss) income per
share
|
|
|
|
|
|
|
|
|
Basic
|
|
|
$ (1.23)
|
|
$ 0.30
|
|
$ (6.14)
|
|
$ (0.11)
|
|
Diluted
|
|
|
$ (1.23)
|
|
$ 0.27
|
|
$ (6.14)
|
|
$ (0.11)
|
Weighted average
number of common shares outstanding
|
|
|
|
|
|
|
|
|
Basic
|
|
|
526,388
|
|
485,458
|
|
500,077
|
|
485,194
|
|
Diluted
|
|
|
526,388
|
|
575,911
|
|
500,077
|
|
485,194
|
SandRidge Energy,
Inc. and Subsidiaries
|
Condensed
Consolidated Balance Sheets
|
(In thousands,
except per share data)
|
|
|
|
|
|
|
|
|
|
|
September
30, 2015
|
|
December
31, 2014
|
|
|
|
|
|
|
(unaudited)
|
ASSETS
|
|
Current
assets
|
|
|
|
|
|
Cash and cash
equivalents
|
|
|
$
790,142
|
|
$
181,253
|
|
Accounts receivable,
net
|
|
|
198,205
|
|
330,077
|
|
Derivative
contracts
|
|
|
103,317
|
|
291,414
|
|
Prepaid
expenses
|
|
|
11,308
|
|
7,981
|
|
Other current
assets
|
|
|
6,025
|
|
21,193
|
|
|
Total current
assets
|
|
1,108,997
|
|
831,918
|
Oil and natural gas
properties, using full cost method of accounting
|
|
|
|
|
Proved
|
12,302,551
|
|
11,707,147
|
|
Unproved
|
260,657
|
|
290,596
|
|
Less: accumulated
depreciation, depletion and impairment
|
(10,235,369)
|
|
(6,359,149)
|
|
|
|
|
|
|
2,327,839
|
|
5,638,594
|
Other property, plant
and equipment, net
|
|
507,247
|
|
576,463
|
Derivative
contracts
|
|
16,249
|
|
47,003
|
Other
assets
|
|
142,750
|
|
165,247
|
|
|
Total
assets
|
|
$ 4,103,082
|
|
$ 7,259,225
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND
STOCKHOLDERS' (DEFICIT) EQUITY
|
|
|
|
Current
liabilities
|
|
|
|
|
Accounts payable and
accrued expenses
|
|
$
445,045
|
|
$ 683,392
|
Derivative
contracts
|
369
|
|
-
|
Deferred tax
liability
|
51,126
|
|
95,843
|
Other current
liabilities
|
|
-
|
|
5,216
|
|
|
Total current
liabilities
|
|
496,540
|
|
784,451
|
Long-term
debt
|
|
3,936,994
|
|
3,195,436
|
Derivative
contracts
|
326
|
|
-
|
Asset retirement
obligations
|
|
58,121
|
|
54,402
|
Other long-term
obligations
|
|
14,371
|
|
15,116
|
|
|
Total
liabilities
|
|
4,506,352
|
|
4,049,405
|
Commitments and
contingencies
|
|
|
|
|
Equity
|
|
|
|
|
|
|
SandRidge Energy,
Inc. stockholders' (deficit) equity
|
|
|
|
Preferred stock,
$0.001 par value, 50,000 shares authorized
|
|
|
|
|
8.5% Convertible
perpetual preferred stock; 2,650 shares issued and outstanding
at September 30, 2015 and
December 31, 2014; aggregate liquidation preference of
$265,000
|
|
|
|
|
3
|
|
3
|
|
7.0% Convertible
perpetual preferred stock; 3,000 shares issued and outstanding
at September 30, 2015 and
December 31, 2014; aggregate liquidation preference of
$300,000
|
|
|
|
|
3
|
|
3
|
|
|
|
|
Common stock,
$0.001 par value; 1,800,000 shares authorized, 547,718 issued and
546,157 outstanding at
September 30, 2015; 800,000 shares authorized, 485,932 issued and
484,819 outstanding at December
31, 2014
|
542
|
|
477
|
Additional paid-in
capital
|
5,270,225
|
|
5,204,024
|
Additional paid-in
capital - stockholder receivable
|
(2,500)
|
|
(2,500)
|
Treasury stock, at
cost
|
(6,876)
|
|
(6,980)
|
Accumulated
deficit
|
(6,328,118)
|
|
(3,257,202)
|
|
|
Total SandRidge
Energy, Inc. stockholders' (deficit) equity
|
(1,066,721)
|
|
1,937,825
|
Noncontrolling
interest
|
|
663,451
|
|
1,271,995
|
|
|
Total stockholders'
(deficit) equity
|
|
(403,270)
|
|
3,209,820
|
|
|
Total liabilities and
stockholders' (deficit) equity
|
$ 4,103,082
|
|
$ 7,259,225
|
SandRidge Energy,
Inc. and Subsidiaries
|
Condensed
Consolidated Statements of Cash Flows
|
(In
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
September 30,
|
|
|
|
|
|
|
2015
|
|
2014
|
|
|
|
|
|
|
(unaudited)
|
CASH FLOWS FROM
OPERATING ACTIVITIES
|
|
|
|
|
Net (loss)
income
|
$(3,537,090)
|
|
$ 37,841
|
|
Adjustments to
reconcile net (loss) income to net cash provided by operating
activities
|
|
|
|
|
|
Depreciation,
depletion and amortization
|
|
304,140
|
|
370,371
|
|
|
Accretion of asset
retirement obligations
|
|
3,323
|
|
7,927
|
|
|
Impairment
|
|
3,647,845
|
|
167,966
|
|
|
Debt issuance costs
amortization
|
|
8,324
|
|
7,045
|
|
|
Amortization of
discount, net of premium, on long-term debt
|
1,053
|
|
394
|
|
|
Gain on
extinguishment of debt
|
|
(358,633)
|
|
-
|
|
|
Write off of debt
issuance costs
|
|
7,108
|
|
-
|
|
|
Gain on convertible
notes derivative liability
|
(10,146)
|
|
-
|
|
|
Cash paid on early
conversion of convertible notes
|
(2,708)
|
|
-
|
|
|
Gain on derivative
contracts
|
|
(59,034)
|
|
(4,792)
|
|
|
Cash received (paid)
on settlement of derivative contracts
|
278,581
|
|
(48,816)
|
|
|
Loss (gain) on sale
of assets
|
|
2,097
|
|
(978)
|
|
|
Stock-based
compensation
|
|
15,170
|
|
15,853
|
|
|
Other
|
|
1,772
|
|
488
|
|
|
Changes in operating
assets and liabilities
|
59,084
|
|
(157,615)
|
|
|
|
|
Net cash provided by
operating activities
|
360,886
|
|
395,684
|
CASH FLOWS FROM
INVESTING ACTIVITIES
|
|
|
|
|
Capital expenditures
for property, plant and equipment
|
(761,905)
|
|
(1,071,465)
|
|
Acquisitions of
assets
|
|
(3,231)
|
|
(16,920)
|
|
Proceeds from sale of
assets
|
|
35,387
|
|
714,294
|
|
|
|
|
Net cash used in
investing activities
|
|
(729,749)
|
|
(374,091)
|
CASH FLOWS FROM
FINANCING ACTIVITIES
|
|
|
|
|
Proceeds from
borrowings
|
|
2,190,000
|
|
-
|
|
Repayments of
borrowings
|
|
(1,034,466)
|
|
-
|
|
Debt issuance
costs
|
|
(48,021)
|
|
-
|
|
Proceeds from the
sale of royalty trust units
|
|
-
|
|
22,119
|
|
Noncontrolling
interest distributions
|
|
(115,301)
|
|
(150,440)
|
|
Acquisition of
ownership interest
|
|
-
|
|
(2,730)
|
|
Stock-based
compensation excess tax benefit
|
-
|
|
14
|
|
Purchase of treasury
stock
|
|
(3,198)
|
|
(8,278)
|
|
Repurchase of common
stock
|
|
-
|
|
(17,542)
|
|
Dividends paid -
preferred
|
|
(11,262)
|
|
(45,025)
|
|
Cash paid on
settlement of financing derivative contracts
|
-
|
|
(44,128)
|
|
|
|
|
Net cash provided by
(used in) financing activities
|
977,752
|
|
(246,010)
|
NET INCREASE
(DECREASE) IN CASH AND CASH EQUIVALENTS
|
608,889
|
|
(224,417)
|
CASH AND CASH
EQUIVALENTS, beginning of year
|
181,253
|
|
814,663
|
CASH AND CASH
EQUIVALENTS, end of period
|
$ 790,142
|
|
$ 590,246
|
|
|
|
|
|
|
|
|
|
Supplemental
Disclosure of Cash Flow Information
|
|
|
|
|
Cash paid for
interest, net of amounts capitalized
|
$ (213,578)
|
|
$ (209,939)
|
|
Cash paid for income
taxes
|
|
$
(95)
|
|
$ (543)
|
|
|
|
|
|
|
|
|
|
Supplemental
Disclosure of Noncash Investing and Financing Activities
|
|
|
|
|
Change in accrued
capital expenditures
|
$ 160,853
|
|
$ (49,072)
|
|
Equity issued for
debt
|
|
$ (35,147)
|
|
$
-
|
|
Preferred stock
dividends paid in common stock
|
$ (16,188)
|
|
$
-
|
For further information, please contact:
Duane M. Grubert
EVP – Investor Relations and Strategy
SandRidge Energy, Inc.
123 Robert S. Kerr Avenue
Oklahoma City, OK
73102-6406
(405) 429-5515
Cautionary Note to Investors - This press release includes
"forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, including, but not
limited to, the information appearing under the heading
"Operational Guidance." These statements express a belief,
expectation or intention and are generally accompanied by words
that convey projected future events or outcomes. The
forward-looking statements include projections and estimates of the
Company's corporate strategies, future operations, net income and
EBITDA, drilling plans, oil, and natural gas and natural gas
liquids production, price realizations and differentials, reserves,
operating, general and administrative and other costs, capital
expenditures, tax rates, efficiency and cost reduction initiative
outcomes, infrastructure utilization and investment, and
development plans and appraisal programs. We have based these
forward-looking statements on our current expectations and
assumptions and analyses made by us in light of our experience and
our perception of historical trends, current conditions and
expected future developments, as well as other factors we believe
are appropriate under the circumstances. However, whether actual
results and developments will conform with our expectations and
predictions is subject to a number of risks and uncertainties,
including the volatility of oil and natural gas prices, our success
in discovering, estimating, developing and replacing oil and
natural gas reserves, actual decline curves and the actual effect
of adding compression to natural gas wells, the availability and
terms of capital, the ability of counterparties to transactions
with us to meet their obligations, our timely execution of hedge
transactions, credit conditions of global capital markets, changes
in economic conditions, the amount and timing of future development
costs, the availability and demand for alternative energy sources,
regulatory changes, including those related to carbon dioxide and
greenhouse gas emissions, and other factors, many of which are
beyond our control. We refer you to the discussion of risk factors
in Part I, Item 1A - "Risk Factors" of our Annual Report on Form
10-K for the year ended December 31,
2014 and in comparable "Risk Factors" sections of our
Quarterly Reports on Form 10-Q filed after the date of this press
release. All of the forward-looking statements made in this press
release are qualified by these cautionary statements. The actual
results or developments anticipated may not be realized or, even if
substantially realized, they may not have the expected consequences
to or effects on our Company or our business or operations. Such
statements are not guarantees of future performance and actual
results or developments may differ materially from those projected
in the forward-looking statements. We undertake no obligation to
update or revise any forward-looking statements.
SandRidge Energy, Inc. (NYSE: SD) is an oil and natural gas
exploration and production company headquartered in Oklahoma City, Oklahoma with its principal
focus on developing high-return, growth-oriented projects in the
Mid-Continent region of the United
States. In addition, SandRidge owns and operates a saltwater
gathering and disposal system and a drilling and related oil field
services business.
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SOURCE SandRidge Energy, Inc.