Commitments and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Included below is a discussion of various future commitments of the Company as of December 31, 2022. The commitments under these arrangements are not recorded in the accompanying Consolidated Balance Sheets. The amounts disclosed represent undiscounted cash flows on a gross basis and no inflation elements have been applied. As of December 31, 2022, the Company’s material off-balance sheet arrangements and transactions include $6.4 million in outstanding letters of credit issued under the Credit Facility and $17.7 million in net surety bond exposure issued as financial assurance on certain agreements.

Volume commitment agreements. As of December 31, 2022, the Company had certain agreements with an aggregate requirement to deliver, transport or purchase a minimum quantity of approximately 44.7 MMBbl of crude oil, 17.0 MMBbl of NGLs, 494.2 Bcf of natural gas and 1.6 MMBbl of water, prior to any applicable volume credits, within specified timeframes, the majority of which are ten years or less.

The estimable future commitments under these volume commitment agreements as of December 31, 2022 are as follows:


	(In thousands)
2023	$	173,080
2024	120,897
2025	83,796
2026	56,552
2027	36,358
Thereafter	48,862
	$	519,545

The future commitments under certain agreements cannot be estimated and are therefore excluded from the table above as they are based on fixed differentials relative to a commodity index price under the agreements as compared to the differential relative to a commodity index price for the production month.

The Company enters into long-term contracts to provide production flow assurance in oversupplied areas with limited infrastructure, which provides for optimization of transportation and processing costs. As properties are undergoing development activities, the Company may experience temporary delivery or transportation shortfalls until production volumes grow to meet or exceed the minimum volume commitments. The Company recognizes any monthly deficiency payments in the period in which the under delivery takes place and the related liability has been incurred. The table above does not include any such deficiency payments that may be incurred under the Company’s physical delivery contracts, since it cannot be predicted with accuracy the amount and timing of any such penalties incurred.

In connection with the Merger, the Company assumed certain agreements with an aggregate requirement to deliver a minimum quantity of crude oil from the Company’s Sanish field in Mountrail County, North Dakota through June 2024. As of December 31, 2022, the Company had remaining commitments to deliver approximately 10.5 million barrels (“MMBbl”) of crude oil under these agreements. The Company believes its production and reserves at the Sanish field are sufficient to fulfill this delivery commitment, and therefore expects to avoid any payments for deficiencies under this contract. Additionally, the Company assumed two buy/sell transportation agreements with an aggregate requirement to deliver a minimum quantity of crude oil through July 2024. As of December 31, 2022, the Company had remaining commitments to deliver approximately 4.0 MMBbl of crude oil under these agreements. The future commitments related to these contracts are included in the table above.

In connection with the Williston Basin Acquisition, the Company acquired gathering and transportation contracts that included minimum volume commitments. The Company believed it was probable it would not be able to meet the minimum volume commitment in certain of these contracts and recorded a liability of $11.9 million on the Consolidated Balance Sheet as of December 31, 2021, of which $5.5 million was recorded to accrued liabilities and $6.4 million was recorded to other liabilities. The future commitments related to these contracts are included in the table above.

Whiting Chapter 11 bankruptcy claims. On April 1, 2020, Whiting and certain of its subsidiaries (the “Whiting Debtors”) commenced voluntary cases (the “Whiting Chapter 11 Cases”) under chapter 11 of the Bankruptcy Code. On June 30, 2020, the Whiting Debtors filed their proposed Joint Chapter 11 Plan of Reorganization of Whiting and its Debtor affiliates (as amended, modified and supplemented, the “Whiting Plan”). On August 14, 2020, the Bankruptcy Court confirmed the Whiting Plan and on September 1, 2020, the Whiting Debtors satisfied all conditions required for Plan effectiveness and emerged from the Whiting Chapter 11 Cases.

The filing of the Whiting Chapter 11 Cases allowed Whiting to, upon approval of the Bankruptcy Court, assume, assign or reject certain contractual commitments, including certain executory contracts. Generally, the rejection of an executory contract or unexpired lease is treated as a pre-petition breach of such contract and, subject to certain exceptions, relieves Whiting from performing future obligations under such contract but entitles the counterparty or lessor to a pre-petition general unsecured claim for damages caused by such deemed breach. The claims resolution process is ongoing and certain of these claims remain subject to the jurisdiction of the Bankruptcy Court. To the extent that the Bankruptcy Court allows any unsecured claims against the Company, such claims may be satisfied through an issuance of the Company’s common stock or other remedy or agreement under and pursuant to the Whiting Plan. In connection with the closing of the Merger on July 1, 2022, the Company assumed Whiting’s obligations with respect to the Whiting Plan and, accordingly, has reserved 1,224,840 shares of common stock for potential future distribution to certain general unsecured claimants whose claim values are pending resolution in the Bankruptcy Court.

Arguello Inc. and Freeport-McMoRan Oil & Gas LLC. Whiting Oil and Gas Corporation (“WOG”), a wholly-owned subsidiary of the Company, had interests in federal oil and gas leases in the Point Arguello Unit located offshore in California. While those interests have expired, pursuant to certain related agreements (the “Point Arguello Agreements”), WOG was subject to certain abandonment and decommissioning obligations prior to WOG and Whiting rejecting the related contracts pursuant to the Whiting Plan. On October 1, 2020, Arguello Inc. and Freeport-McMoRan Oil & Gas LLC, individually and in its capacity as the designated Point Arguello Unit operator (collectively, the “FMOG Entities”) filed with the Bankruptcy Court an application for allowance of certain administrative claims arguing the FMOG Entities were entitled to recover Whiting’s proportionate share of decommissioning obligations owed to the U.S. government through subrogation to the U.S. government’s economic rights. The U.S. Government may also be able to bring claims against WOG directly for decommissioning costs. On February 18, 2021, WOG entered into a stipulation and agreed order with the United States Department of the Interior, Bureau of Safety & Environmental Enforcement (the “BSEE”) pursuant to which the BSEE withdrew its proofs of claims against Whiting and WOG and acknowledged their respective rights and obligations pursuant to the Whiting Plan. On October 20, 2022, the Company filed stipulations and proposed orders with the Bankruptcy Court to resolve all outstanding claims asserted by the FMOG Entities. Those stipulations and proposed orders were signed by the Bankruptcy Court on October 27, 2022. On November l, 2022, the Company paid $55.0 million in cash as full and final satisfaction, discharge and release of all such claims.

Litigation. The Company is party to various legal and/or regulatory proceedings from time to time arising in the ordinary course of business. When the Company determines that a loss is probable of occurring and is reasonably estimable, the Company accrues an undiscounted liability for such contingencies based on its best estimate using information available at the time. The Company discloses contingencies where an adverse outcome may be material, or in the judgment of management, the matter should otherwise be disclosed.Mandan, Hidatsa and Arikara Nation (“MHA Nation”) Title Dispute. This matter relates to certain leases acquired by the Company from QEP in October 2021: In June 2018, the MHA Nation notified QEP of its position that QEP has no valid lease covering certain minerals underlying the Missouri and Little Missouri Riverbeds on the Fort Berthold Reservation in North Dakota. The MHA Nation also passed a resolution purporting to rescind those portions of QEP's Indian Mineral Development Act of 1982 lease covering the disputed minerals underlying the Missouri River. QEP responded in September 2018 stating that the minerals underlying the Missouri River are properly leased. In May 2020, the Office of the Solicitor of the United States Department of the Interior (the “Department of the Interior”) issued an opinion (the “Missouri River Opinion”) finding that the State of North Dakota, not the MHA Nation, is the legal owner of the minerals underlying the Missouri River. The MHA Nation filed actions in two federal courts seeking to overturn the May 2020 decision, and in March 2021, the Department of the Interior withdrew the Missouri River Opinion and on February 4, 2022, the Department of the Interior issued a new opinion on the matter stating that the minerals beneath the Missouri River riverbed located on the Fort Berthold Indian Reservation belong to the MHA Nation and not the state of North Dakota. Based on the new opinion from the Department of Interior, on June 21, 2022, the D.C. Federal District Court issued an order dismissing the MHA Nation’s claims relating to title of the riverbed as moot and denied the State of North Dakota’s motion to intervene on remaining counts. Although the D.C. Federal District Court did not address the substantive question of ownership, its decision on mootness and denial of the State of North Dakota’s request to intervene effectively prevents the State of North Dakota from disputing riverbed ownership through this action. On June 29, 2022, the State of North Dakota appealed this order to the D.C. Circuit Court of Appeals. As of the date of this report, there has been no decision with regard to the appeal.