Berry Corporation (bry) (NASDAQ: BRY) (“Berry” or the “Company”)
announced today that it has successfully completed the acquisition
of Macpherson Energy Corporation, a privately held Kern County,
California operator, previously announced in June. The Company has
also updated its guidance for the full-year 2023 in connection with
the acquisition.
“Macpherson’s high-quality, low decline oil
producing properties are a complementary fit with Berry’s existing
portfolio and demonstrates Berry’s disciplined approach to
consolidation with a focus on value creation and accretion. This
transaction is immediately accretive to Berry in both production
and cash flows, supports our overall strategic plan to efficiently
maintain our California production, and is expected to enhance our
cash flows and shareholder returns,” said Fernando Araujo, Berry’s
Chief Executive Officer. “We are well-positioned to be a
consolidator of value creating opportunities in California and
other basins with conventional reservoirs.”
Consideration for the Macpherson acquisition,
primarily funded through a reduction in 2023 capital expenditures,
comprised an all-cash purchase price of $70 million (subject to
customary post-closing adjustments), $50 million of which was paid
at closing and the remainder of which will be paid in July 2024.
Berry funded the initial payment through a combination of cash on
hand and funds drawn from our credit facility and expects the final
payment to be funded similarly. The Company expects to repay the
credit facility borrowings by the second half of 2024.
Updated Full-Year 2023
Guidance
Reflecting the MacPherson acquisition and Berry’s results to
date, based on current projections, Berry’s 2023 full year guidance
is now as follows:
|
Prior |
Updated |
Full-Year 2023 Guidance |
|
|
Average Daily Production (boe/d)(1) |
24,000 - 25,200 |
24,800 - 25,400 |
Expenses from field operations ($/boe)(2) |
$35.00 - $37.00 |
$36.00 - $37.00 |
E&P non-production revenues ($/boe)(3) |
$3.30 - $3.50 |
$1.65 - $1.85 |
Natural gas purchase hedge settlements ($/boe)(4)(5) |
($3.60) - ($3.85) |
($4.20) - ($4.40) |
Taxes, Other than Income Taxes ($/boe) |
$4.75 - $5.25 |
$5.50 - $5.75 |
Adjusted General & Administrative (G&A) expenses
($/boe)(6) |
|
|
E&P Segment & Corp |
$6.55 - $6.95 |
$6.60 - $6.90 |
Well Servicing and Abandonment Segment |
~$1.55 |
~$1.30 |
Capital Expenditures ($ millions) |
|
|
E&P Segment & Corp |
$95 - $105 |
$68 - $74 |
Well Servicing and Abandonment Segment |
~$8 |
~$6 |
Well Servicing & Abandonment Segment Adjusted EBITDA ($mm) |
~$27 |
~$25 |
(1) Oil production is expected to be
approximately 93% of total.(2) Expenses from field operations
include lease operating expenses, electricity generation expenses,
transportation expenses, and marketing expenses.(3) E&P
non-production revenues include sales from electricity,
transportation, and marketing activities.(4) Natural gas purchase
hedge settlements is the cash (received) or paid from these
derivatives on a per boe basis.(5) Based on natural gas hedge
settlements to date and hedge positions as of September 7, 2023,
and Henry Hub gas price of $2.77 per mmbtu.(6) Adjusted General
& Administrative expenses and Well Servicing and Abandonment
Segment Adjusted EBITDA are non-GAAP financial measures. The
Company does not provide a reconciliation of these measures because
the Company believes such reconciliation would imply a degree of
precision and certainty that could be confusing to investors and is
unable to reasonably predict certain items included in or excluded
from the GAAP financial measures without unreasonable efforts. This
is due to the inherent difficulty of forecasting the timing or
amount of various items that have not yet occurred and are out of
the Company’s control or cannot be reasonably predicted. Non-GAAP
forward-looking measures provided without the most directly
comparable GAAP financial measures may vary materially from the
corresponding GAAP financial measures. The Company defines Adjusted
General and Administrative Expenses as general and administrative
expenses adjusted for non-cash stock compensation expense and
unusual and infrequent costs. The Company defines Adjusted EBITDA
as earnings before interest expense; income taxes; depreciation,
depletion, and amortization; derivative gains or losses net of cash
received or paid for scheduled derivative settlements; impairments;
stock compensation expense; and unusual and infrequent items.
About Berry Corporation
(bry)
Berry is a publicly traded (NASDAQ: BRY) western
United States independent upstream energy company with a focus on
onshore, low geologic risk, long-lived, conventional oil reserves
located primarily in the San Joaquin basin of California, as well
as the Uinta basin of Utah. We also have well servicing and
abandonment capabilities in California. More information can be
found at the Company’s website at bry.com.
Forward-Looking Statements
The information in this press release includes
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934. All statements, other than statements of historical
facts, included in this press release that address plans,
activities, events, objectives, goals, strategies, or developments
that the Company expects, believes or anticipates will or may occur
in the future, such as those regarding our financial position;
liquidity; cash flows; financial and operating results; capital
program; operations and business strategy; potential acquisition
and other strategic opportunities; hedging activities; capital
expenditures; return of capital; our shareholder return model;
projected accretion to financial and production results; projected
synergies related to the merger; anticipated increases to free cash
flow and shareholder returns; and other guidance are
forward-looking statements. The forward-looking statements in this
press release are based upon various assumptions, many of which are
based, in turn, upon further assumptions. Although we believe that
these assumptions were reasonable when made, these assumptions are
inherently subject to significant uncertainties and contingencies
which are difficult or impossible to predict and are beyond our
control. Therefore, such forward-looking statements involve
significant risks and uncertainties that could materially affect
our expected financial position, financial and operating results,
liquidity, cash flows and business prospects.
Berry cautions you that these forward-looking
statements are subject to all of the risks and uncertainties
incident to acquisition transactions and the exploration for and
development, production, gathering and sale of natural gas, NGLs
and oil most of which are difficult to predict and many of which
are beyond Berry’s control. These risks include, but are not
limited to, commodity price volatility; legislative and regulatory
actions that may prevent, delay or otherwise restrict our ability
to drill and develop our assets, including with respect to existing
and/or new requirements in the regulatory approval and permitting
process; legislative and regulatory initiatives in California or
our other areas of operation addressing climate change or other
environmental concerns; investment in and development of competing
or alternative energy sources; drilling, production and other
operating risks; effects of competition; uncertainties inherent in
estimating natural gas and oil reserves and in projecting future
rates of production; our ability to replace our reserves through
exploration and development activities or strategic transactions;
cash flow and access to capital; the timing and funding of
development expenditures; environmental, health and safety risks;
effects of hedging arrangements; potential shut-ins of production
due to lack of downstream demand or storage capacity; disruptions
to, capacity constraints in, or other limitations on the
third-party transportation and market takeaway infrastructure
(including pipeline systems) that deliver our oil and natural gas
and other processing and transportation considerations; the ability
to effectively deploy our ESG strategy and risks associated with
initiating new projects or business in connection therewith; our
ability to successfully integrate the Macpherson assets into our
operations; we fail to identify risks or liabilities related to
Macpherson, its operations or assets; our inability to achieve
anticipated synergies; our ability to successfully execute other
strategic bolt-on acquisitions; overall domestic and global
political and economic conditions; inflation levels, including
increased interest rates and volatility in financial markets and
banking; changes in tax laws and the other risks described under
the heading “Item 1A. Risk Factors” in the Company’s Annual Report
on Form 10-K for the year ended December 31, 2022 and subsequent
filings with the SEC.
You can typically identify forward-looking
statements by words such as aim, anticipate, achievable, believe,
budget, continue, could, effort, estimate, expect, forecast, goal,
guidance, intend, likely, may, might, objective, outlook, plan,
potential, predict, project, seek, should, target, will or would
and other similar words that reflect the prospective nature of
events or outcomes.
Any forward-looking statement speaks only as of
the date on which such statement is made, and we undertake no
responsibility to correct or update any forward-looking statement,
whether as a result of new information, future events or otherwise
except as required by applicable law. Investors are urged to
consider carefully the disclosure in our filings with the
Securities and Exchange Commission, available from us at via our
website or via the Investor Relations contact below, or from the
SEC’s website at www.sec.gov.
Contact
Contact: Berry Corporation (bry)
Todd Crabtree – Director, Investor Relations
(661) 616-3811
ir@bry.com
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