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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended
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Dec. 31, 2022
Accounting Policies [Abstract] |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Operations Civitas is an independent exploration and production company focused on the acquisition, development, and production of oil and associated liquids-rich natural gas in the Rocky Mountain region, primarily in the DJ Basin of Colorado. Basis of Presentation The accompanying consolidated financial statements include the accounts of the Company and have been prepared in accordance with GAAP, the instructions to Form 10-K, and Regulation S-X. All significant intercompany balances and transactions have been eliminated in consolidation. Additionally, certain prior period amounts have been reclassified to conform to current period presentation in the accompanying financial statements. During the current year, the Company is presenting inventory of oilfield equipment within prepaid expenses and other on the accompanying balance sheets. Accordingly, prior year amounts have been reclassified from inventory of oilfield equipment to prepaid expenses and other assets to conform to current year presentation. In connection with the preparation of the accompanying consolidated financial statements, the Company evaluated events subsequent to the balance sheet date of December 31, 2022, through the filing date of this report. Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, as well as the disclosure of contingent assets and liabilities and commitments as of the date of our financial statements. Actual results could differ from those estimates. Industry Segment and Geographic Information The Company operates in one industry segment, which is the acquisition, development, and production of oil and associated liquids-rich natural gas. All of the Company’s operations are conducted in the continental United States. Cash and Cash Equivalents The Company considers all highly liquid investments with original maturity dates of three months or less to be cash equivalents. The carrying value of cash and cash equivalents approximate fair value due to the short-term nature of these instruments. The Company maintained cash balances in excess of federal deposit insurance limits as of December 31, 2022 and 2021, potentially subjecting the Company to a concentration of credit risk. To mitigate this risk, we maintain our cash and cash equivalents in the form of money market deposit and checking accounts with financial institutions that we believe are creditworthy and are also lenders under our Credit Facility. Accounts Receivable The Company’s accounts receivable primarily consists of receivables due from purchasers of the Company’s oil, natural gas, and NGL production and from joint interest owners on properties the Company operates. The Company is exposed to credit risk in the event of nonpayment by the purchasers of its production and joint interest owners, nearly all of which are concentrated in energy-related industries. The Company continuously evaluates the creditworthiness of its purchasers and joint interest owners. Generally, the Company’s oil, natural gas, and NGLs receivables are collected within one to two months. For receivables due from joint interest owners, the Company generally has the ability to withhold future revenue disbursements to recover non-payment of joint interest billings. The Company has historically experienced minimal bad debts. The Company does not believe the loss of any single purchaser of its production would materially impact its financial position or results of operations, as oil, natural gas, and NGLs are products with well-established and highly liquid markets. For the periods presented below, the following purchasers of the Company’s production accounted for more than 10% of the Company’s revenue as follows:
| Year Ended December 31,
| 2022 |  | 2021 |  | 2020
Customer A | 50 | % |  | 43 | % |  | 77 | %
Customer B | 12 | % |  | 2 | % |  | — | %
Customer C | 10 | % |  | 13 | % |  | 9 | %
Customer D | 6 | % |  | 15 | % |  | — | %
Property and Equipment Proved Properties. The Company accounts for its oil and natural gas properties under the successful efforts method of accounting. Under this method, the costs of development wells are capitalized to proved properties whether those wells are successful or unsuccessful. Capitalized drilling and completion costs, including lease and well equipment, intangible development costs, and operational support facilities, are depleted using the units-of-production method based on estimated proved developed reserves. Proved leasehold costs are also depleted; however, the units-of-production method is based on estimated total proved reserves. The computation of depletion expense takes into consideration restoration, dismantlement, and abandonment costs as well as the anticipated proceeds from salvaging equipment. Because all of our proved properties are currently located in a single basin, we apply depletion on a single-basin basis. During the years ended December 31, 2022, 2021, and 2020, the Company incurred depletion expense of $773.5 million, $212.5 million, and $82.6 million, respectively. The Company assesses proved properties for impairment whenever events or circumstances indicate that their carrying value may not be recoverable. If carrying values exceed undiscounted future net cash flows, impairment is measured and recorded at fair value. Due to a lack of quoted market prices for proved properties, the Company estimates the fair value using valuation techniques that convert estimated future net cash flows to a single discounted amount. Significant inputs and assumptions to this estimation include, but are not limited to, reserves volumes, future operating and development costs, future commodity prices, inclusive of applicable differentials, and a market-based weighted average cost of capital rate. The expected future cash flows used for impairment reviews include future production volumes associated with proved developed producing reserves and risk-adjusted proved undeveloped reserves as well as risk-adjusted probable and possible reserves, as applicable. The partial sale of a proved property within an existing field is accounted for as a normal retirement and no net gain or loss on divestiture activity is recognized as long as such treatment does not significantly affect the units-of-production depletion rate. The sale of a partial interest in an individual proved property is accounted for as a recovery of cost. A net gain or loss on divestiture activity is recognized in the accompanying statements of operations for all other sales of proved properties. As of December 31, 2022 and 2021, the net book value of the Company’s midstream assets in the accompanying balance sheets was $326.8 million and $276.1 million, respectively. Depreciation on the Company’s midstream assets is calculated using the straight-line method over the estimated useful lives of the assets and properties they serve, which is approximately 30 years. Unproved Properties. Unproved properties consist of the costs to acquire undeveloped leases and are not subject to depletion until they are transferred to proved properties. Leasehold costs are transferred to proved properties on an ongoing basis as the properties to which they relate are evaluated and proved reserves established. Additional costs not subject to depletion include costs associated with development wells in progress or awaiting completion at year-end. These costs are transferred into costs subject to depletion on an ongoing basis as these wells are completed and proved reserves are established or confirmed. Unproved properties are routinely evaluated for continued capitalization or impairment. On a quarterly basis, management assesses undeveloped leasehold costs for impairment by considering, among other things, remaining lease terms, future drilling plans and capital availability to execute such plans, commodity price outlooks, recent operational results, reservoir performance and geology, and estimated acreage value based on prices received for similar, recent acreage transactions by the Company or other market participants. Changes in our assumptions of the estimated nonproductive portion of our undeveloped leases could result in additional impairment expense. The partial sale of unproved property is accounted for as a recovery of cost when there is uncertainty of the ultimate recovery of the cost applicable to the interest retained. Exploratory. Exploratory geological and geophysical, including exploratory seismic studies, and the costs of carrying and retaining unproved acreage are expensed as incurred. Under the successful efforts method of accounting, exploratory well costs are capitalized pending further evaluation of whether economically recoverable reserves have been found. If economically recoverable reserves are found, exploratory well costs will be capitalized as proved properties. If economically recoverable reserves are not found, exploratory well costs are expensed as dry holes. The application of the successful efforts method of accounting requires judgment to determine the proper designation of wells as either development or exploratory, which will ultimately determine the proper accounting treatment of costs of dry holes. Once a well is drilled, the determination that economic proved reserves have been discovered may take considerable time and judgment. Exploratory dry hole costs are included in the cash flows from investing activities section as part of exploration and development of oil and natural gas properties within the accompanying statements of cash flows. Oil and Natural Gas Reserves. The successful efforts method of accounting inherently relies on the estimation of proved oil and natural gas reserves. Reserve quantities and the related estimates of future net cash flows are critical inputs in our calculation of units-of-production depletion and our evaluation of proved and unproved properties for impairment. The process of estimating and evaluating crude oil and natural gas reserves is complex, requiring the evaluation of available geological, geophysical, engineering, and economic data to estimate underground accumulations of oil and natural gas that cannot be precisely measured. Consequently, the Company engages third-party independent reserve engineers Ryder Scott to prepare our estimates of oil and natural gas reserves. Significant inputs and engineering assumptions used in developing the estimates of proved oil and natural gas reserves include reserves volumes, future operating and development costs, historical commodity prices, and the Company’s ability to convert proved undeveloped reserves to producing properties within five years of their initial proved booking. The data for a given property may also change substantially over time as a result of numerous factors, including additional development activity, evolving production history, and a continual reassessment of the viability of production under changing economic conditions. As a result, revisions in existing reserve estimates occur. We cannot predict the amounts or timing of such future revisions. If such revisions are significant, they could significantly affect future amortization of capitalized costs and result in impairment of proved property. Other Property and Equipment Other property and equipment such as office furniture and equipment, buildings, and computer hardware and software are recorded at cost. Cost of renewals and improvements that substantially extend the useful lives of the assets are capitalized. Maintenance and repair costs are expensed as incurred. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, which range from three to 25 years. Leases The Company determines if an arrangement is representative of a lease at contract inception. Right-of-use assets represent our right to use the underlying assets for the lease term and the corresponding lease liabilities represent our obligations to make lease payments arising from the leases. Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the present value of the lease payments over the lease term. When evaluating a contract, the Company applies certain judgments to determine, among other factors, lease classification as either operating or financing, lease term, and discount rate. The terms of certain of our leases include options to extend or terminate the lease, only when we can ascertain that it is reasonably certain we will exercise that option, as well as evergreen periods for which the penalties associated with termination are considered to be significant. Leases with an initial term of one year or less are not recorded on the accompanying balance sheets. As the Company does not have any leases with an implicit interest rate that can be readily determined, we utilize our incremental borrowing rate based on information available at the lease commencement date in determining the present value of lease payments. We determine our incremental borrowing rate at the lease commencement date using our Credit Facility benchmark rate and make adjustments for facility utilization and lease term. Subsequent measurement, as well as presentation of expenses and cash flows, is dependent upon the classification of the lease as either an operating or finance lease. Please refer to Note 13 - Leases for additional discussion. Carbon Offsets and Renewable Energy Credits The Company periodically purchases carbon offsets and renewable energy credits as a means to offset carbon emissions generated by its operations and purchased electricity that could not otherwise be reduced or eliminated. Commensurate with their use, purchased carbon offsets and renewable energy credits are initially capitalized at cost as an intangible asset within other noncurrent assets on the accompanying balance sheets. Subsequently, capitalized carbon offsets and renewable energy credits are expensed when applied to the Company’s carbon emissions through depletion, depreciation, and amortization expense on the accompanying statements of operations. Purchased carbon offsets and renewable energy credits expected to be utilized within the next 12 months are presented as short-term within prepaid expenses and other on the accompanying balance sheets. Deferred Financing Costs Deferred financing costs include origination, legal, and other fees incurred to issue debt or amend existing credit facilities. Deferred financing costs related to the Credit Facility are capitalized to prepaid expenses and other and other noncurrent assets on the accompanying balance sheets and amortized to interest expense, net on the accompanying statements of operations on a straight-line basis over the life of the Credit Facility. Deferred financing costs related to senior notes are capitalized within senior notes on the accompanying balance sheets and amortized to interest expense, net on the accompanying statements of operations using the effective interest method over the life of the respective borrowings. Asset Retirement Obligations The Company recognizes an asset retirement obligation at fair value based on the present value of costs expected to be incurred in connection with the future abandonment of its oil and natural gas properties, including wells and facilities, in accordance with applicable regulatory requirements. This obligation, and the corresponding capitalized cost recorded to proved properties, is recorded at the time assets are acquired, a well is completed and begins production, or a facility is constructed. The Company recognizes a periodic expense in connection with the accretion of the discounted asset retirement obligation over the remaining estimated economic lives of the respective long-lived assets. The accretion expense is recorded as a component of depreciation, depletion, and amortization in our accompanying statements of operations. If the fair value of the estimated asset retirement obligation changes, an adjustment is recorded to both the asset retirement obligation and the corresponding capitalized cost recorded to proved properties. The recognition of an asset retirement obligation requires management to make various assumptions informed by historical experience and applicable regulatory requirements including estimated plugging and abandonment costs, economic lives, inflation rates, and the Company’s credit-adjusted risk-free rate. Cash paid to settle asset retirement obligations is included in the cash flows from operating activities section of the accompanying statements of cash flows. Please refer to Note 10 - Asset Retirement Obligations for a reconciliation of the Company’s total asset retirement obligation liability as of December 31, 2022 and 2021. Derivatives The Company periodically enters into commodity price derivative instruments to mitigate a portion of its exposure to potentially adverse market changes in commodity prices for its expected future oil and natural gas production and the associated impact on cash flows. These instruments typically include commodity price swaps and collars. The oil instruments are indexed to NYMEX WTI prices, and natural gas instruments are indexed to NYMEX HH and CIG prices, all of which have a high degree of historical correlation with actual prices received by the Company, before differentials. As of December 31, 2022, all derivative counterparties were members of the Credit Facility lender group and all commodity derivative contracts are entered into for other-than-trading purposes. The Company does not designate its commodity derivative contracts as hedging instruments. Commodity price derivative instruments are measured at fair value and are included in the accompanying balance sheets as derivative assets and liabilities, with the exception of derivative instruments that meet the “normal purchase normal sale” exclusion. The Company measures the fair value of its commodity price derivative instruments based upon a pricing model that utilizes market-based inputs, including, but not limited to, contractual price of the underlying position, current market prices, crude oil and natural gas forward curves, discount rates, volatility factors, and nonperformance risk. Changes in the fair value of the Company’s commodity price derivative instruments are recorded in the accompanying statements of operations as they occur. As of December 31, 2022 and 2021, all derivative instruments held by the Company were subject to master netting arrangements with various financial institutions. In general, the terms of the Company’s agreements provide for offsetting of amounts payable or receivable between it and the counterparty, at the election of both parties, for transactions that settle on the same date and in the same currency. The Company’s agreements also provide that in the event of an early termination, the counterparties have the right to offset amounts owed or owing under that and any other agreement with the same counterparty. The Company’s accounting policy is to not offset these positions in its accompanying balance sheets. Derivative (gain) loss as well as derivative cash settlement gain (loss) are included within the cash flows from operating activities section of the accompanying statements of cash flows. Please refer to Note 9 - Derivatives for additional discussion. Revenue Recognition The Company recognizes revenue from the sale of produced oil, natural gas, and NGL at the point in time when control of produced oil, natural gas, or NGL volumes transfer to the purchaser, which may differ depending on the applicable contractual terms. The Company considers the transfer of control to have occurred when the purchaser has the ability to direct the use of, and obtain substantially all of the remaining benefits from, the oil, natural gas, or NGL production. Transfer of control dictates the presentation of gathering, transportation, and processing expenses within the accompanying statements of operations. Gathering, transportation, and processing expenses incurred by the Company prior to the transfer of control are recorded gross within gathering, transportation, and processing in the accompanying statements of operations. Conversely, gathering, transportation, and processing expenses incurred by the Company subsequent to the transfer of control are recorded net within oil, natural gas, and NGL sales on the accompanying statements of operations. Oil sales. Under the Company’s crude purchase and marketing contracts, the Company typically delivers production at the wellhead, or other contractually agreed-upon delivery points, and collects an agreed-upon index price, net of pricing differentials. In this scenario, the Company recognizes revenue when control of its oil production transfers to the purchaser at the wellhead, or other contractually agreed-upon delivery point, at the net contracted price received. Natural gas and NGL sales. Under the Company’s natural gas processing contracts, the Company delivers natural gas to a midstream processing provider at the wellhead, inlet of the midstream processing provider’s system, or other contractually agreed-upon delivery points. The delivery points are specified within each contract, and the point at which control transfers varies between the inlet and tailgate of the midstream processing facility. The midstream processing provider gathers and processes the natural gas and remits proceeds to the Company for the resulting sales of NGLs and residue gas. For the contracts where the Company maintains control through the tailgate of the midstream processing facility, the Company recognizes revenue on a gross basis, with gathering, transportation, and processing fees presented as an expense in the accompanying statements of operations. Alternatively, for those contracts where the Company relinquishes control at the inlet of the midstream processing facility, the Company recognizes natural gas and NGL revenues based on the contracted amount of the proceeds received from the midstream processing entity and, as a result, the Company recognizes revenue on a net basis. In certain natural gas processing agreements, the Company may elect to take its residue gas and/or NGLs in-kind at the tailgate of the midstream entity’s processing plant and subsequently market the product. Through the marketing process, the Company delivers product to the third-party purchaser at a contractually agreed-upon delivery point and receives a specified index price from the third-party purchaser. In this scenario, the Company recognizes revenue when the control transfers to the third-party purchaser at the delivery point based on the index price received from the third-party purchaser. The gathering and processing expense attributable to the natural gas processing contracts, as well as any transportation expense incurred to deliver the product to the third-party purchaser, are presented as gathering, transportation, and processing expense in the consolidated statements of operations. The Company records revenue in the month production is delivered and control is transferred to the purchaser. However, settlement statements and payment may not be received for 30 to 60 days after the date production is delivered and control is transferred. Until such time settlement statements and payment are received, the Company records a revenue accrual based on, amongst other factors, an estimate of the volumes delivered at estimated prices as determined by the applicable contractual terms. The Company records the differences between its estimates and the actual amounts received for product sales in the month in which payment is received from the purchaser. Please refer to Note 3 - Revenue Recognition for additional discussion. Stock-Based Compensation The Company recognizes stock-based compensation based on the grant-date fair value of the equity instruments awarded. Stock-based compensation expense is recognized in the financial statements on a straight-line basis over the requisite service period for the entire award. The Company accounts for forfeitures of stock-based compensation awards as they occur. Please refer to Note 7 - Stock-Based Compensation for additional discussion. Income Taxes The Company accounts for income taxes under the asset and liability method, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the balance sheet or tax returns. Deferred income tax assets and liabilities are measured using enacted tax rates applicable to the future period when those temporary differences are expected to be recovered or settled. If we determine that it is more-likely-than-not that some portion or all of the deferred income tax assets will not be realized, a valuation allowance is recorded, thereby reducing the deferred income tax assets to what is considered to be realizable. The Company recognizes the tax benefit from an uncertain tax position only if it is more-likely-than-not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The Company’s policy is to recognize interest and penalties related to uncertain tax positions in income tax expense. There were no uncertain tax positions during any period presented. The tax returns for 2021, 2020, and 2019 are still subject to audit by the Internal Revenue Service. Please refer to Note 12 - Income Taxes for additional discussion. Earnings Per Share The Company uses the treasury stock method to determine the effect of potentially dilutive instruments. Please refer to Note 11 - Earnings Per Share for additional discussion. Acreage Exchanges From time to time, we enter into acreage exchanges in order to consolidate our core acreage positions, enabling us to have more control over the timing of development activities, achieve higher working interests and provide us the ability to drill longer lateral length wells within those core areas. We account for our nonmonetary acreage exchanges in accordance with the guidance prescribed by Accounting Standards Codification (“ASC”) 845, Nonmonetary Transactions. For those exchanges that lack commercial substance, we record the acreage received at the net carrying value of the acreage surrendered to obtain it. For those acreage exchanges that are deemed to have commercial substance, we record the acreage received at fair value, with a related gain or loss recognized within gain (loss) on property transactions, net in the accompanying statements of operations, in accordance with ASC 820, Fair Value Measurement. Business Combinations As part of our business strategy, we regularly pursue the acquisition of oil and natural gas properties. We utilize the acquisition method to account for acquisitions of businesses. Pursuant to this method, we allocate the cost of the acquisition, or purchase price, to assets acquired and liabilities assumed based on fair values as of the acquisition date. Please refer to Note 2 - Acquisitions and Divestitures for additional discussion. Fair Value of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, accounts receivables, and accounts payable and are carried at cost, which approximates fair value due to the short-term maturity of these instruments. As discussed above, the Company’s commodity price derivative instruments are recorded at fair value. The Company’s Senior Notes, as defined in Note 5 – Long-Term Debt, are recorded at cost, net of any unamortized deferred financing costs, and their respective fair values are disclosed in Note 8 – Fair Value Measurement s. The recorded value of the Company’s Credit Facility, as defined in Note 5 – Long-Term Debt, approximates its fair value as it bears interest at a floating rate that approximates a current market rate. The Company’s warrants were recorded at fair value upon issuance, with no recurring fair value measurement required. Considerable judgment is required to develop estimates of fair value. The estimates provided are not necessarily indicative of the amounts the Company would realize upon the sale or refinancing of such instruments. Please refer to Note 8 - Fair Value Measurement s for additional discussion. Recently Issued and Adopted Accounting StandardsThere are no accounting standards applicable to the Company that would have a material effect on the Company’s financial statements and disclosures that have been issued but not yet adopted by the Company as of December 31, 2022, and through the filing date of this report.

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