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ACQUISITIONS AND DIVESTITURES (Tables) | 6 Months Ended
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Jun. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] |
Schedule of Consideration Transferred and Preliminary Purchase Price Allocation | The following tables present the consideration transferred and preliminary purchase price allocation of the assets acquired and the liabilities assumed in the Vencer Acquisition:
Consideration (in thousands, except per share amount) |
Cash consideration | $ | 996,420 |
Deferred acquisition consideration(1)(3) | $ | 532,284 |
Shares of common stock issued | 7,181,527 |
Closing price per share(2) | $ | 68.08 |
Equity consideration(4) | $ | 488,918 |
Total consideration | $ | 2,017,622 |
_______________________ (1)Based on discounted fixed and determinable future payments of cash. (2)Based on the closing stock price of Civitas common stock on January 2, 2024. (3)Amounts represent non-cash investing activities until such time payments are made, as applicable. Please refer to Note 5 - Long-Term Debt for additional information. (4)Amounts represent non-cash financing activities.
Preliminary Purchase Price Allocation (in thousands) |
Assets Acquired |
Proved properties | $ | 1,855,909 |
Unproved properties | 231,627 |
Other property and equipment | 666 |
Right-of-use assets | 4,049 |
Total assets acquired | $ | 2,092,251 |
Liabilities Assumed |
Accounts payable and accrued expenses | $ | 2,000 |
Crude oil and natural gas revenue distribution payable | 28,423 |
Asset retirement obligations | 40,157 |
Lease liability | 4,049 |
Total liabilities assumed | 74,629 |
Net assets acquired | $ | 2,017,622 |
The following table presents the preliminary purchase price allocation of the assets acquired and the liabilities assumed in the Hibernia Acquisition:
Preliminary Purchase Price Allocation (in thousands) |
Assets Acquired |
Cash and cash equivalents | $ | 30,671 |
Accounts receivable - crude oil and natural gas sales | 89,766 |
Accounts receivable - joint interest and other | 4,463 |
Proved properties | 2,147,368 |
Unproved properties | 115,802 |
Other property and equipment | 520 |
Right-of-use assets | 30,393 |
Total assets acquired | $ | 2,418,983 |
Liabilities Assumed |
Accounts payable and accrued expenses | $ | 110,022 |
Production taxes payable | 10,320 |
Crude oil and natural gas revenue distribution payable | 75,267 |
Asset retirement obligations | 8,299 |
Lease liability | 30,393 |
Total liabilities assumed | 234,301 |
Net assets acquired | $ | 2,184,682 |
The following tables present the consideration transferred and preliminary purchase price allocation of the assets acquired and the liabilities assumed in the Tap Rock Acquisition:
Consideration (in thousands, except per share amount) |
Cash consideration | $ | 1,502,880 |
Shares of common stock issued | 13,538,472 |
Closing price per share(1) | $ | 73.14 |
Equity consideration | $ | 990,204 |
Total consideration | $ | 2,493,084 |
_______________________ (1)Based on the closing stock price of Civitas common stock on August 2, 2023.
Preliminary Purchase Price Allocation (in thousands) |
Assets Acquired |
Cash and cash equivalents | $ | 6,543 |
Accounts receivable - crude oil and natural gas sales | 106,255 |
Accounts receivable - joint interest and other | 30,415 |
Prepaid expenses and other | 17,930 |
Proved properties | 2,332,011 |
Unproved properties | 300,859 |
Other property and equipment | 12,827 |
Right-of-use assets | 626 |
Total assets acquired | $ | 2,807,466 |
Liabilities Assumed |
Accounts payable and accrued expenses | $ | 152,779 |
Production taxes payable | 9,692 |
Crude oil and natural gas revenue distribution payable | 68,094 |
Ad valorem taxes | 1,407 |
Asset retirement obligations | 31,518 |
Lease liability | 626 |
Deferred revenue | 50,266 |
Total liabilities assumed | 314,382 |
Net assets acquired | $ | 2,493,084 |
Schedule of Pro Forma Financial Information | The following unaudited pro forma financial information (in thousands, except per share amounts) represents a summary of the consolidated results of operations for the three and six months ended June 30, 2023, assuming the Vencer Acquisition had been completed as of January 1, 2023 and the Hibernia Acquisition and Tap Rock Acquisition had been completed as of January 1, 2022. The pro forma financial information is not necessarily indicative of the results of operations that would have been achieved if the Vencer, Hibernia, and Tap Rock acquisitions had been effective as of those dates, or of future results, and includes certain nonrecurring pro forma adjustments that were directly related to these business combinations.
|  | Three Months Ended June 30, 2023 |  |  |  | Six Months Ended June 30, 2023
Total revenue |  | $ | 1,203,468 |  |  |  |  | $ | 2,437,475 |
Net income |  | 230,903 |  |  |  |  | 564,055 |
Earnings per common share - basic |  | $ | 2.28 |  |  |  |  | $ | 5.54 |
Earnings per common share - diluted |  | 2.27 |  |  |  |  | 5.50 |

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