Exhibit 99.3 

 

 

 

WildFire Energy I LLC

 

Condensed Consolidated Interim Financial Statements 

For the quarterly period ended March 31, 2026 and 2025 

(Unaudited)

 

 

 

Unaudited Condensed Consolidated Interim Financial Statements:

 

Condensed Consolidated Interim Balance Sheets 3
   
Condensed Consolidated Interim Statements of Operations 4
   
Condensed Consolidated Interim Statements of Unit Holders’ Equity 5
   
Condensed Consolidated Interim Statements of Cash Flows 6
   
Notes to Condensed Consolidated Interim Financial Statements: 7
   
1. Organization and Significant Accounting Policies 7
   
2. Revenue Recognition 8
   
3. Acquisitions and Divestitures 8
   
4. Oil and Natural Gas Properties 8
   
5. Long–Term Debt 8
   
6. Asset Retirement Obligations 9
   
7. Fair Value Measurements 10
   
8. Derivative Financial Instruments 12
   
9. Commitments and Contingencies 13
   
10. Income Taxes 13
   
11. Defined Contribution Plan 14
   
12. Incentive Units 14
   
13. Related Party Transactions 14
   
14. Supplemental Disclosures 14
   
15. Subsequent Events 16

 

 

 

WildFire Energy I LLC 

Condensed Consolidated Interim Balance Sheets

(Unaudited, in thousands)

 

   March 31,   December 31, 
   2026   2025 
ASSETS          
Current assets:          
Cash and cash equivalents  $13,192   $2,364 
Accounts receivable, net   163,430    96,751 
Inventory   6,228    8,019 
Short-term derivative instruments   4,624    65,083 
Debt issuance cost   7,219    7,212 
Prepaids and other current assets   6,038    6,194 
Total current assets   200,731    185,623 
Oil and natural gas properties, successful efforts method:          
Proved oil and natural gas properties   4,471,156    4,411,357 
Unproved oil and natural gas properties   11,030    11,033 
Other property and equipment   92,952    91,004 
Accumulated depreciation, depletion and impairment   (2,025,697)   (1,957,022)
Total property and equipment, net   2,549,441    2,556,372 
Other non-current assets          
Debt issuance costs   14,221    15,984 
Long-term derivative instruments   1,485    48,339 
Right of use lease asset   5,812    6,369 
Other non-current assets   152    152 
TOTAL ASSETS  $2,771,842   $2,812,839 
LIABILITIES AND EQUITY          
Current liabilities:          
Accounts payable  $18,650   $15,158 
Revenues and royalties payable   102,627    85,099 
Accrued liabilities   82,140    83,875 
Short-term derivative instruments   134,568     
Asset retirement obligations   4,462    4,462 
Income tax payable   954    207 
Current portion of long-term debt   41,941    59,042 
Other current liabilities   2,460    2,390 
Total current liabilities   387,802    250,233 
Non-current liabilities:          
Long-term debt, net   708,162    700,755 
Long-term derivative instruments   11,135    1,197 
Asset retirement obligations   124,715    122,185 
Deferred income tax   5,972    7,874 
Operating lease liability   7,452    8,024 
Total non-current liabilities   857,436    840,035 
Commitments and Contingencies (Note 9)          
Unit holders' equity          
Unit holder contributions   751,574    751,574 
Retained earnings   775,030    970,997 
Total unit holders’ equity   1,526,604    1,722,571 
TOTAL LIABILITIES AND UNIT HOLDERS' EQUITY  $2,771,842   $2,812,839 

 

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

 

3

 

 

WildFire Energy I LLC 

Condensed Consolidated Interim Statements of Operations 

(Unaudited, in thousands)

 

   Three months ended 
   March 31, 
   2026   2025 
REVENUES          
Oil  $249,068   $216,131 
Natural gas   6,893    8,780 
NGLs   9,031    10,838 
Other operating revenues   11,859    8,677 
Total operating revenues   276,851    244,426 
           
OPERATING COSTS AND EXPENSES          
Lease operating expenses   28,823    30,548 
Gathering, processing and transportation expense   108    114 
Taxes other than income   19,859    19,343 
Other operating expenses   6,477    2,843 
Depreciation, depletion, amortization and accretion   71,020    63,038 
Exploration expenses   3    433 
General and administrative expenses   7,551    6,415 
Total operating costs and expenses   133,841    122,734 
           
Income from operations   143,010    121,692 
           
OTHER INCOME (EXPENSE)          
Gain (loss) on derivative instruments   (273,036)   126 
Interest expense   (18,190)   (22,198)
Other income   94    280 
Total other expense   (291,132)   (21,792)
Income (loss) before income taxes   (148,122)   99,900 
Income tax (expense) benefit   1,155    (881)
Net income (loss)  $(146,967)  $99,019 

 

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

 

4

 

 

WildFire Energy I LLC 

Condensed Consolidated Interim Statements of Unit Holders' Equity 

(Unaudited, in thousands)

 

   Unit holders’
contributions
   Retained
earnings
   Total unit
holders' equity
 
Balance, December 31, 2025   751,574    970,997    1,722,571 
Unit holders' contributions            
Unit holders' distributions       (49,000)   (49,000)
Net Loss       (146,967)   (146,967)
Balance, March 31, 2026  $751,574   $775,030   $1,526,604 

 

   Unit holders’
contributions
   Retained
earnings
   Total unit
holders' equity
 
Balance, December 31, 2024  $751,574   $665,395   $1,416,969 
Unit holders' contributions            
Unit holders' distributions       (39,200)   (39,200)
Net income       99,019    99,019 
Balance, March 31, 2025   751,574    725,214    1,476,788 

 

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

 

5

 

 

WildFire Energy I LLC 

Condensed Consolidated Interim Statements of Cash Flows 

(Unaudited, in thousands)

 

   Three months ended 
   March 31, 
   2026   2025 
Cash flows from operating activities:          
Net income (loss)  $(146,967)  $99,019 
Adjustments to reconcile net income (loss) to net cash provided by operating activities:          
Depreciation, depletion, amortization and accretion   71,020    63,038 
Write-off expired oil and natural gas leases   3    623 
(Gain) loss on derivative instruments   273,036    (126)
Net cash (paid) received in settlement of commodity derivatives contracts   10,882    (9,784)
Settlements paid for asset retirement obligations   (716)   (811)
Lease amortization   11    144 
Amortization of debt issuance costs   2,439    3,623 
Amortization of deferred acquisition payment   1,710    2,662 
Deferred income tax   (1,902)   443 
Changes in assets and liabilities:          
Increase in accounts receivable   (72,796)   (4,026)
Decrease in prepaid expenses   137    877 
Decrease in inventory   1,792    927 
Increase in accounts payable   23,240    3,829 
Decrease in accrued liabilities   (14,502)   (16,385)
Net cash provided by operating activities   147,387    144,053 
Cash flows from investing activities:          
Leasehold acquisition       (112)
Proved property acquisition   (474)   (14,746)
Drilling and development capital expenditures   (73,112)   (66,034)
Other property and equipment expenditures   (1,948)   (208)
Net cash used in investing activities   (75,534)   (81,100)
Cash flows from financing activities:          
Advances on revolving credit facility   221,000    224,000 
Payments on revolving credit facility   (173,000)   (193,000)
Payment of deferred acquisition costs   (60,000)   (60,000)
Cash paid for deferred financing costs   (25)   (59)
Unit holders’ distributions   (49,000)   (39,200)
Net cash used in financing activities   (61,025)   (68,259)
Net increase (decrease) in cash   10,828    (5,306)
Cash at beginning of period   2,364    12,009 
Cash at end of period  $13,192   $6,703 

 

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

 

6

 

 

WildFire Energy I LLC 

Notes to the Condensed Consolidated Interim Financial Statements 

(Unaudited)

 

1. Organization and Significant Accounting Policies

 

Organization

 

WildFire Energy I LLC, a Delaware limited liability company (“WildFire” and together with its consolidated subsidiaries, the “Company”) is an independent energy company focused on the acquisition, exploration and production of oil and natural gas properties in the United States, primarily targeting the Eagle Ford, Woodbine and Austin Chalk formation in East Texas, through the application of modern technology and production optimization. The Company's operations are primarily in the upstream segment of the oil and natural gas industry.

 

As a holding company, WildFire has no operations and conducts all of its business through its consolidated direct wholly owned subsidiary, WildFire Intermediate Holdings LLC, and its consolidated indirect wholly owned subsidiary WildFire Energy Operating LLC.

 

Basis of Presentation

 

The unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting. Accordingly, certain disclosures normally included in our annual audited financial statements have been omitted. The condensed consolidated interim financial statements and related notes included in this report should be read in conjunction with the consolidated financial statements and related notes included in the Company's audited consolidated financial statements as of and for the year ended December 31, 2025. Except as disclosed herein, there have been no material changes to the information disclosed in the notes to the audited consolidated financial statements as of and for the year ended December 31, 2025.

 

The condensed consolidated interim financial statements include the accounts of the Company and its subsidiaries after elimination of intercompany transactions and balances. WildFire's sole material assets consist of ownership interests in its consolidated wholly owned subsidiary, WildFire Intermediate Holdings LLC, and there is no material difference of the operations, cash flows, material assets or liabilities between WildFire and WildFire Intermediate Holdings, LLC.

 

The accompanying unaudited condensed consolidated interim financial statements, in management's opinion, reflect all necessary adjustments for the fair presentation of its financial positions, results of operations and cash flows for the periods presented. Such adjustments are of a normal, recurring nature. The consolidated balance sheet as of December 31, 2025, was derived from the audited consolidated financial statements.

 

Recent Accounting Pronouncements

 

In March 2024, the FASB issued ASU 2024-01, Compensation-Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards, which provides illustrative guidance to help entities determine whether profits interest and similar awards should be accounted for as share-based payment arrangements within the scope of ASC 718, Compensation-Stock Compensation. The Company adopted this standard on January 1, 2026. The adoption of this guidance did not have a material impact on the Company’s financial statements or disclosures, as the Company’s existing accounting for incentive units is consistent with the clarified scope.

 

In November 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements, which centralizes and clarifies interim disclosure requirements under GAAP. The Update provides a comprehensive list of required interim disclosures and introduces a disclosure principle requiring entities to report events occurring since the most recent annual period that have a material impact on the entity, regardless of whether such disclosures are specifically listed in Topic 270. Additionally, the amendments clarify the form and content of interim financial statements to ensure reporting consistency. For the Company, the amendments are effective for interim reporting periods within annual reporting periods beginning after December 15, 2028, with early adoption permitted. The Company is currently evaluating the impact of the adoption of this guidance on its financial statement disclosures.

 

7

 

 

2. Revenue Recognition

 

The Company's revenues are comprised of revenue from customers and include the sale of oil, natural gas, NGLs and other operating revenues. The Company believes that the disaggregation of revenue into these four major categories, as presented in the condensed consolidated interim statements of operations, appropriately depicts the nature of each revenue stream. The Company's “Accounts receivable, net” balance consist mainly of trade receivables from oil and natural gas sales, joint interest billing due from owners, trade receivables from sand mine operations and other receivables. Trade receivables from oil and natural gas sales totaled $149.7 million as of March 31, 2026 and $85.1 million as of December 31, 2025. For further detail regarding the Company's revenue recognition policies, refer to Note 1 - Organization and Summary of Significant Accounting Policies included in the Company's audited consolidated financial statements as of and for the year ended December 31, 2025.

 

3. Acquisitions and Divestitures

 

2025 Bolt-on Asset Acquisitions

 

During 2025, WildFire completed five bolt-on acquisitions of oil and natural gas properties for a cumulative adjusted purchase price of approximately $4.1 million. These transactions were recorded as asset acquisitions in accordance with ASC Topic 805, Business Combinations.

 

4. Oil and Natural Gas Properties

 

For the three months ended March 31, 2026 and 2025, depletion expense for oil and gas producing property and related equipment were $67.9 million and $60.3 million, respectively.

 

5. Long–Term Debt

 

Long term debt consisted of the following as of March 31, 2026 and December 31, 2025 (in thousands):

 

   March 31,   December 31, 
   2026   2025 
Current portion of deferred acquisition costs  $41,941   $59,042 
Current portion of long-term debt  $41,941   $59,042 
Revolving credit facility  $118,000   $70,000 
7.50% Senior Notes due 2029, net, 8.03% effective rate   590,162    589,567 
Deferred acquisition costs, 7.26% effective rate       41,188 
Long-term debt  $708,162   $700,755 
Total debt  $750,103   $759,797 

 

Total interest expense incurred for the three months ended March 31, 2026 and 2025 were $18.2 million and $22.2 million, respectively, net of capitalized interest of $0.4 million and $0.5 million, respectively.

 

Wildfire Revolving Credit Facility

 

The Company has a credit agreement with a syndicate of banks that provides for a secured revolving credit facility, maturing on March 19, 2029 (the "Credit Agreement"). As of March 31, 2026, the Credit Agreement had a borrowing base and an elected commitment of $1.5 billion. As of March 31, 2026, the Company had $118.0 million drawn and $1.4 billion in available borrowing capacity under the revolving credit facility.

 

The Credit Agreement contains restrictive covenants and requires the Company to maintain compliance with certain financial ratios. The Company was in compliance with the Credit Agreement's covenants and the applicable financial ratios as of March 31, 2026 and December 31, 2025. Refer to Note 7 - Long-Term Debt included in the Company's audited consolidated financial statements as of and for the year ended December 31, 2025 for more details on the Company's Credit Agreement.

 

For the three months ended March 31, 2026 and 2025, interest expense and commitment fees incurred on the revolving credit facility were $5.0 million and $8.2 million. These amounts include $1.8 million and $3.0 million of amortization of deferred financing costs, respectively.

 

8

 

 

For the three months ended March 31, 2026 and 2025, the weighted average interest rate on borrowings under the revolving credit facility averaged 5.93% and 6.94% per annum, respectively, which excluded commitment fees and amortization of deferred financing costs.

 

7.5% Unsecured Senior Notes due 2029

 

On September 26, 2024, WildFire issued $600 million aggregate principal amount of unsecured 7.5% senior notes, maturing on October 15, 2029 (the "Notes") for net proceeds of $588.0 million, after deducting commissions and transaction costs (the "Notes Offering").

 

In connection with the completion of the Notes Offering, WildFire, entered into an indenture, dated as of September 26, 2024 (the "Indenture"), among WildFire, its subsidiaries ("Guarantors"), and U.S. Bank Trust Company, National Association, as Trustee.

 

In connection with the offering, the Company incurred commissions and transaction costs of approximately $13.3 million. These costs are capitalized and amortized using the effective interest rate method over the term of the Notes and are included in the condensed consolidated interim statement of operations. The unamortized portion of these deferred financing costs is included as a reduction to the carrying value of the Notes. Refer to Note 7 - Long-Term Debt included in the Company's audited consolidated financial statements as of and for the year ended December 31, 2025 for more details on the Company's unsecured senior notes.

 

For the three months ended March 31, 2026 and 2025, the company recorded total interest expense of $11.8 million and $11.8 million, respectively, associated with the notes, including the amortization of commissions and issuance costs.

 

Deferred Acquisition Costs

 

In connection to the Chesapeake Acquisition, the Company recognized a debt obligation for deferred payments of $60 million due on each of March 1 of 2024, 2025 and 2026, and $45 million due on March 1, 2027. These payments were recorded at their present value, upon the acquisition close date. The present value of the deferred payments was calculated using an appropriate discount rate, reflecting the time value of money. Subsequent to the initial recognition, the balances are being accreted to their face value using the effective interest method, and an interest expense is recognized in the statement of operations. Any changes in the carrying amount of the debt due to accretion are recognized as interest expense in the period incurred. For the three months ended March 31, 2026 and 2025, interest expense incurred on the deferred acquisition costs were $1.7 million and $2.7 million, respectively.

 

6. Asset Retirement Obligations

 

The Company’s asset retirement obligations represent the present value of estimated future costs associated with the plugging and abandonment of oil and natural gas wells, removal of equipment and facilities from leased acreage, and land restoration in accordance with applicable local, state and federal laws. The Company determines its asset retirement obligation amounts by calculating the present value of the estimated future cash outflows associated with its plug and abandonment obligations. The associated asset retirement costs are capitalized as part of the carrying amount of proved properties. Subsequent to initial measurement, asset retirement obligations are required to be accreted each period. The following table provides a reconciliation of the Company’s asset retirement obligations (in thousands):

 

   March 31,   December 31, 
   2026   2025 
Asset retirement obligation, January 1  $126,647   $109,388 
Liabilities incurred for new wells and facilities construction   901    9,565 
Liabilities incurred for acquired wells       2,358 
Reduction due to plugged and abandoned wells   (716)   (1,635)
Reduction due to sold wells       (62)
Revision of estimates       (1,298)
Accretion   2,345    8,331 
Asset retirement obligation, end of period  $129,177   $126,647 

 

9

 

 

7. Fair Value Measurements

 

The Company categorizes assets and liabilities measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. The three levels are defined as follows:

 

Level 1 – Unadjusted, quoted Prices in active markets for Identical assets or liabilities at the measurement date.

 

Level 2 – Inputs, other than quoted prices within Level 1, that are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument's anticipated life.

 

Level 3 – Valuations that require inputs that are both unobservable and significant to the fair value measurement. Valuation under Level 3 generally involves a significant degree of judgment from management.

 

A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The Company reflects transfers between the three levels at the beginning of the reporting period in which the availability of observable inputs no longer justifies classification in the original level. There were no transfers between fair value hierarchy levels during the three months ended March 31, 2026.

 

Fair Value on a Recurring Basis

 

Derivative Financial Instruments

 

Derivative financial instruments are carried at fair value and measured on a recurring basis. The derivative financial instruments consist primarily of fixed price and basis swap agreements with a limited amount of Henry Hub gas collars. The Company’s commodity price hedges are valued based on discounted future cash flow models that are primarily based on published forward commodity price curves. These inputs are designated as Level 2 within the valuation hierarchy.

 

The fair values of derivative instruments in asset positions include measures of counterparty nonperformance risk, and the fair values of derivative instruments in liability positions include measures of the Company’s nonperformance risk. These measurements were not material to the condensed consolidated interim financial statements. The following table summarizes the fair value of the Company’s financial assets and liabilities, by level within the fair value hierarchy (in thousands):

 

March 31, 2026  Level 1   Level 2   Level 3   Total 
Financial assets                    
Derivative asset - current  $   $4,624   $   $4,624 
Derivative asset - non-current       1,485        1,485 
Total financial assets       6,109        6,109 
                     
Financial liabilities                    
Derivative liability - current       134,568        134,568 
Derivative liability - non-current       11,135        11,135 
Total financial liabilities  $   $145,703   $   $145,703 
                     
December 31, 2025                    
Financial assets                    
Derivative asset - current  $   $65,083   $   $65,083 
Derivative asset - non-current       48,339        48,339 
Total financial assets       113,422        113,422 
                     
Financial liabilities                    
Derivative liability - current                
Derivative liability - non-current       1,197        1,197 
Total financial liabilities  $   $1,197   $   $1,197 

 

10

 

 

Commodity derivative instrument models consider various assumptions, including quoted forward prices for commodities, time value and volatility. These assumptions are observable in the marketplace throughout the full term of the contract, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace, and are therefore designated as Level 2 within the valuation hierarchy. The discount rates used in the fair values of these instruments include a measure of either the Company’s or the counterparty’s nonperformance risk, as appropriate. The Company utilizes its counterparty’s valuations to assess the reasonableness of its own valuations.

 

Fair Value on a Nonrecurring Basis

 

The Company applies the provisions of the fair value measurement standard on a non-recurring basis to its non-financial assets and liabilities, including oil and natural gas properties, business combination and asset retirement obligations. These assets and liabilities are not measured at fair value on an ongoing basis but are subject to fair value estimation when acquisitions occur or asset retirement obligations are recorded. These are considered Level 3 valuations. See further discussion in Note 3, "Acquisitions and Divestitures".

 

Asset retirement obligations are recorded at fair value in the period in which the liability is incurred. Fair value is determined by calculating the present value of estimated future cash flows related to the liability. To estimate the future asset retirement obligation, management must make judgments and estimates regarding the timing and existence of a liability and what constitutes sufficient restoration under the current regulatory requirements. Fair value calculations inherently involve numerous assumptions and judgments such as the ultimate costs, inflation factors, credit-adjusted discount rates, timing of settlement and changes in the legal, regulatory, environmental and political environments.

 

Items Not Recorded at Fair Value

 

The carrying amounts reported on the condensed consolidated interim balance sheets for cash, accounts receivable, prepaid expenses, other current assets, accounts payable, revenues and royalties payable, accrued expenses and other current liabilities approximate their fair values.

 

The Company has not elected to account for its debt instruments at fair value. Borrowing under the revolving credit facility bear interest at floating market rates, therefore the carrying amount and fair value were approximately equal as of March 31, 2026 and December 31, 2025. The 7.5% Unsecured Senior Notes due 2029 had a carrying value of $590.2 million, net of $9.8 million in deferred financing costs, and an estimated fair value of $608.0 million as of March 31, 2026.

 

11

 

 

8. Derivative Financial Instruments

 

The Company is exposed to certain risks relating to its ongoing business operations and uses derivative instruments to manage its commodity price risk.

 

Commodity Derivative Instruments

 

The Company may periodically use derivative instruments, such as fixed price swaps, basis swaps, costless collars, and other similar agreements to achieve a more predictable cash flow by reducing its exposure to commodity price volatility. Commodity derivative contracts are thereby used to ensure adequate cash flow to fund the Company’s capital programs and to manage returns on acquisitions and drilling programs. While the use of these instruments limits the downside risk of adverse price changes, their use may also limit future revenues from favorable price changes. The Company does not enter into derivative contracts for speculative or trading purposes. A description of the Company's derivative financial instruments is provided below:

 

Fixed price swaps. Derivative instruments designed to establish a fixed price for anticipated future oil and natural gas production.

 

Basis swaps. Derivative instruments designed to guarantee a price differential for natural gas from a specified delivery point.

 

Costless collars. Derivative instruments designed to limit the range of natural gas price fluctuations by establishing a floor and a ceiling price, allowing the Company to benefit from favorable market movements while protecting against adverse price declines.

 

In January 2026, the Company restructured certain of its 2028 crude oil derivative contracts by entering into offsetting purchase contracts and simultaneously executing new crude oil swap contracts for the 2026 calendar year. This transaction was designed to monetize the fair value of the 2028 positions to support 2026 cash flows. The restructuring was completed on a cashless basis and did not result in an other-than-insignificant financing element at inception under ASC 815. Accordingly, the restructured contracts continue to be recognized at fair value on the condensed consolidated interim balance sheets, with changes in fair value recognized in earnings and all associated cash settlements classified within operating activities in the condensed consolidated interim statements of cash flows.

 

The derivative instruments below are not formally designated for hedge accounting treatment. The Company had the following open crude oil and natural gas derivative contracts as of March 31, 2026:

 

   2026   2027   2028   2029 
Crude Oil Derivative Contracts:                    
Fixed price swap contracts                    
Volume (Bbl)   7,420,428    5,810,016         
Weighted-average fixed price  $64.50   $65.02   $   $ 
                     
Natural Gas Derivative Contracts:                    
Fixed price swap contracts                    
Volume (MMBtu)   6,890,444    8,399,138    4,006,761    1,719,975 
Weighted-average fixed price  $4.04   $3.81   $3.67   $3.77 
                     
Basis swap                    
Volume (MMBtu)   7,136,665    8,445,454    3,298,473     
Weighted-average fixed price  $(0.37)  $(0.35)  $(0.27)  $ 
                     
Costless Collars                    
Volume (MMBtu)   158,926    46,317         
Bought Floor  $2.90   $2.90   $   $ 
Sold Ceiling  $4.85   $4.85   $   $ 

 

12

 

 

Balance Sheet Presentation

 

The Company’s commodity derivatives are measured at fair value and are included in the accompanying condensed consolidated interim balance sheets as a derivative asset or liability. The Company had a net derivative liability of $139.6 million as of March 31, 2026, and a net derivative asset of $112.2 million as of December 31, 2025. The following table summarizes both: (i) the gross fair value of derivative instruments by the appropriate balance sheet classification when the derivative instruments are subject to netting arrangements and qualify for net presentation in the balance sheet and (ii) the net recorded fair value as reflected on the balance sheet as of March 31, 2026 and December 31, 2025 (in thousands). There was no cash collateral received or pledged associated with our derivative instruments since the counterparties to our derivative contracts are lenders under our collective credit agreements.

 

      Asset Derivatives   Liability Derivatives 
Type  Balance Sheet Location  2026   2025   2026   2025 
Commodity contracts  Short-term derivative instruments  $5,898   $65,586   $135,842   $503 
Netting arrangements  Short-term derivative instruments   (1,274)   (503)   (1,274)   (503)
Net recorded fair value     $4,624   $65,083   $134,568   $ 
                        
Commodity contracts  Long-term derivative instruments  $5,433   $49,878   $15,083   $2,736 
Netting arrangements  Long-term derivative instruments   (3,948)   (1,539)   (3,948)   (1,539)
Net recorded fair value     $1,485   $48,339   $11,135   $1,197 

 

None of the Company’s derivative instruments contain credit-risk-related contingent features. The counterparties to the Company’s derivative contracts are high credit-quality financial institutions that are lenders under the Company’s credit agreement. The Company uses only credit agreement participants to hedge with, since these institutions are secured equally with the holders of the Company’s bank debt, which eliminates the potential need to post collateral when the Company is in a derivative liability position.

 

Gain & (Loss) on Derivatives

 

All gains and losses, including changes in the derivative instruments’ fair values, are included as a component of “Other income (expense)” in the condensed consolidated interim statements of operations. The following table details the gains and losses related to derivative instruments for the three months ended March 31, 2026 and 2025 (in thousands):

 

      Three months ended 
   March 31, 
   Statement of Operations Location  2026   2025 
Realized cash settlement gains (losses)  Gain (loss) on derivative instruments  $(21,217)  $(9,738)
Unrealized mark-to-market derivative gains  Gain (loss) on derivative instruments  $(251,819)  $9,864 

 

9. Commitments and Contingencies

 

Legal

 

From time to time, the Company may be involved in various legal proceedings and claims in the ordinary course of business. In management’s opinion, the outcome of any such currently pending legal action will not have a material adverse effect on our financial positions or results of operations.

 

Environmental and Governmental Regulation

 

Many aspects of the oil and natural gas industry are extensively regulated by federal, state, and local governments in the area in which the Company has operations. Regulations govern such things as drilling permits, environmental protection and pollution control, spacing of wells, the unitization and pooling of properties, reports concerning operations, royalty rates, and various other matters, including taxation. Oil and natural gas industry legislation and administrative regulations are periodically changed for a variety of political, economic, and other reasons. As of March 31, 2026 and December 31, 2025, the Company has not been fined or cited for any violations of governmental regulations that would have a material adverse effect upon its financial condition.

 

10. Income Taxes

 

The Company has calculated a state income tax benefit of $1.2 million and expense of $0.9 million for the three months ended March 31, 2026 and 2025, respectively, which included a deferred income tax benefit of $1.9 million and expense of $0.4 million, respectively.

 

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The Company had no significant uncertain tax positions and has not recorded any liabilities as of March 31, 2026. As of March 31, 2026, the Company made no provision for interest or penalties related to uncertain tax positions.

 

There are currently no federal or state income tax examinations under way and tax returns for the periods ended December 31, 2019 through the current year are still open to examination.

 

11. Defined Contribution Plan

 

The Company sponsors a 401(k) defined contribution plan for the benefit of all employees at the date of hire. The plan allows employees to make contributions of their annual compensation up to the annual limits established by the federal government. The Company makes contributions of 6% of an employee’s compensation up to annual limits established by the federal government and employees are fully vested in the employer contribution upon receipt. The Company contributed $0.2 million and $0.1 million for the three months ended March 31, 2026 and 2025, respectively. These amounts were recorded as “General and administrative, net” on the accompanying condensed consolidated interim statements of operations.

 

12. Incentive Units

 

The Limited Liability Company Agreement (the "Company Agreement") allows for the sharing of gain upon monetization either through a return of capital contributions, plus multiples of capital, through recapitalization, sale or merger or through a return of capital to the unit holders through other means.

 

The Company's Agreement allows for the sharing of gain upon monetization through Series B units (“incentive units”). From time to time, the Board of Directors has and may issue incentive units in consideration of services rendered by employees. The payout is generally dependent upon monetization achieved by the incentive unit holders’, with payments in the form of cash.

 

The amount of participation by incentive unit holders can vary depending upon the level of monetization achieved by the unit holders. The incentive units are being accounted for as liability-classified awards as achievement of the payout conditions are required for settlement of such awards by transferring cash to the incentive unit holder. Compensation cost is recognized only if the performance condition is probable of being satisfied at each reporting date.

 

For the three months ended March 31, 2026 and 2025, the Board of Directors authorized cash distributions to unit holders, as a return of contributed capital, of $49.0 million and $39.2 million, respectively. In connection with these distributions, the Board of Directors authorized special advance distributions to incentive unit holders of $1.0 million and $0.8 million for the three months ended March 31, 2026 and 2025, respectively, which were recorded as compensation expense.

 

13. Related Party Transactions

 

The Company has not identified any related party transactions during the three months ended March 31, 2026 and 2025.

 

14. Supplemental Disclosures

 

Accounts Receivable

 

The following table summarizes the Company's accounts receivable as of March 31, 2026 and December 31, 2025 (in thousands):

 

   March 31,   December 31, 
   2026   2025 
Accrued oil and natural gas sales, net  $149,692   $85,112 
Joint interest billing   2,379    1,890 
Receivables from sand mine operations   10,694    2,940 
Receivables from midstream operations   76    103 
Accrued derivative contract settlement   886    7,002 
Other receivables   65    66 
Allowance for credit losses   (362)   (362)
Accounts receivable, net  $163,430   $96,751 

 

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The following table reflects the Company's beginning and ending balances of its accounts receivables from purchasers of its oil, natural gas and NGLs for the three months ended March 31, 2026 and the year ended December 31, 2025 (in thousands):

 

   March 31,   December 31, 
   2026   2025 
Beginning balance of accounts receivable from purchasers of oil, natural gas and NGLs  $85,112   $104,508 
Ending balance of accounts receivable from purchasers of oil, natural gas and NGLs   149,692    85,112 

 

Revenue and Royalties Payable

 

The following table summarizes the Company's revenues held in suspense and royalties payable as of March 31, 2026 and December 31, 2025 (in thousands):

 

   March 31,   December 31, 
   2026   2025 
Revenue held in suspense  $59,504   $55,488 
Revenue and royalties payable   43,067    29,414 
Severance tax payable   56    197 
Total revenue and royalties payable  $102,627   $85,099 

 

Accrued Liabilities

 

The following table summarizes the Company's current accrued liabilities as of March 31, 2026 and December 31, 2025 (in thousands):

 

   March 31,   December 31, 
   2026   2025 
Accrued capital expenditures  $16,481   $29,696 
Accrued lease operating expenses   5,130    6,217 
Accrued interest   22,210    10,126 
Accrued ad valorem taxes   7,843    31,530 
Accrued general and administrative expense   248    407 
Accrued sand mine operating expenses   1,936    1,474 
Accrued derivative contract settlement   26,659    676 
Accrued payroll expenses   838    2,628 
Other   795    1,121 
Total accrued liabilities  $82,140   $83,875 

 

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Supplemental Cash Flow Information

 

The following table provides supplemental disclosures of cash flow information for the three months ended March 31, 2026 and 2025 (in thousands):

 

   For the three months ended 
   March 31, 
   2026   2025 
Cash paid for:          
Interest, net of capitalized interest  $(1,957)  $(5,008)
Capitalized interest   (386)   (508)
Interest paid  $(2,343)  $(5,516)
Income taxes  $   $ 
Non-cash investing activities:          
Change in accrued capital expenditures  $(13,215)  $1,415 
Additions to right of use assets  $   $1,817 

 

15. Subsequent Events

 

The Company evaluated subsequent events occurring after March 31, 2026 through July 20, 2026, the date our condensed consolidated interim financial statements were available for issuance.

 

In connection with the spring borrowing base redetermination on May 18, 2026, the Company entered into an amendment to its Credit Agreement. The amendment reaffirmed the borrowing base and elected commitments at $1.5 billion.

 

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