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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported):  August 10, 2020

 

Ring Energy, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada   001-36057   90-0406406
(State or other jurisdiction of incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)

 

901 West Wall St. 3rd Floor

Midland, TX

  79701

(Address of principal executive offices) (Zip Code)

 

(432) 682-7464

(Registrant’s telephone number, including area code)

  

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which
registered
Common Stock, $0.001 par value   REI   NYSE American

 

 

 

  

Item 2.02 Results of Operations and Financial Condition

 

On August 10, 2020, Ring Energy, Inc. (the “Company”) issued a press release providing information on its financial and operational results for the second quarter and the six months ended June 30, 2020. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 7.01 Regulation FD Disclosure

 

The information set forth under Item 2.02 of this Current Report on Form 8-K is hereby incorporated in Item 7.01 by reference.

 

The information in Item 2.02 and Item 7.01 of this Current Report on Form 8-K, including the attached Exhibit 99.1, is being furnished pursuant to Item 2.02 and Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits

 

  (d) Exhibits.

 

Exhibit
No.

  Title of Document
     
99.1   Press Release dated August 10, 2020.

  

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Ring Energy, Inc.
     
Date: August 12, 2020 By: /s/ William R. Broaddrick
    William R. Broaddrick
    Chief Financial Officer

 

 

 

 

 

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

August 10, 2020 NYSE American – REI

 

 

RING ENERGY ANNOUNCES SECOND QUARTER AND SIX MONTH 2020 FINANCIAL AND OPERATIONAL RESULTS

 

Three Consecutive Quarters Cash Flow Positive

 

Midland, TX. August 10, 2020 - Ring Energy, Inc. (NYSE American: REI) (“Ring”) (“Company”) announced today financial results for the three months and six months ended June 30, 2020. For the three-month period ended June 30, 2020, the Company reported oil and gas revenues of $10,636,593. For the six months ended June 30, 2020, the Company reported oil and gas revenues of $50,206,921.

 

For the three months ended June 30, 2020, Ring reported a net loss of $135,000,066 or $1.99 per diluted share. For the six months ended June 30, 2020, the Company reported a net loss of $91,195,948 or $1.34 per diluted share.

 

For the three months ended June 30, 2020, the net income included a pre-tax unrealized loss on derivatives of $26,771,529, a pre-tax ceiling test impairment of $147,937,943 and a non-cash charge for stock-based compensation of $1,317,542. Excluding these items, the net income per diluted share would have been $0.02. For the six months ended June 30, 2020, the net income included a pre-tax unrealized gain on derivatives of $20,315,152, a pre-tax ceiling test impairment of $147,937,943 and a non-cash charge for stock-based compensation of $1,991,337. Excluding these items, the net income per diluted share would have been $0.14. The Company believes results excluding these items are more comparable to estimates provided by security analysts and, therefore, are useful in evaluating operational trends of the Company and its performance, compared to other similarly situated oil and gas producing companies.

 

For the three months ended June 30, 2020, oil sales volume was 429,751 barrels, and gas sales volume was 417,491 MCF (thousand cubic feet). On a barrel of oil equivalent (“BOE”) basis for the three months ended June 30, 2020, production sales were 499,333 BOEs. For the six months ended June 30, 2020, oil sales volume was 1,285,354 barrels, and gas sales volume was 1,183,042 MCF. On a BOE basis for the six months ended June 30, 2020, production sales were 1,482,528 BOEs.

 

The average commodity prices received by the Company were $24.23 per barrel of oil and $0.53 per MCF of natural gas for the quarter ended June 30, 2020. On a BOE basis for the three-month period ended June 30, 2020, the average price received was $21.30. The average prices received for the six months ended June 30, 2020 were $38.16 per barrel of oil and $0.98 per MCF of natural gas. On a BOE basis for the six month period ended June 30, 2020, the average price received was $33.86.

 

The average price differential the Company experienced from WTI pricing in the second quarter 2020 was approximately $2.50.

 

During May 2020, the Company unwound the costless collars for June 2020 and July 2020, resulting in the receipt of a cash payment of $5,435,136. Concurrently, the Company entered into Swap contracts at $33.24 for 5,500 barrels per day for June and July 2020, equal to the barrels for which the costless collars were unwound. Similar to costless collars, there is no cost to enter into the Swap contracts. On Swap contracts, there is no spread and payments will be made or received based on the difference between WTI and the Swap contract price. The costless collar and Swap pricing does not take into account any pricing differentials between NYMEX WTI pricing and the price received by the Company.

 

 

 

Lease operating expenses (“LOE”), including production taxes, for the three months ended June 30, 2020 were $15.03 per BOE. Depreciation, depletion and amortization costs, including accretion, were $15.16 per BOE, and general and administrative costs, which included a $1,317,542 charge for stock-based compensation and $292,207 for an operating lease expense, were $8.95 per BOE. For the six months ended June 30, 2020, lease operating expenses, including production taxes, were $13.33 per BOE. Depreciation, depletion and amortization costs, including accretion, were $14.49 per BOE, and general and administrative costs, which included a $1,991,337 charge for stock-based compensation and $581,258 for operating lease expenses, were $5.26 per BOE.

 

Cash provided by operating activities, before changes in working capital, for the three and six months ended June 30, 2020 was $9,668,873, or $0.14 per fully diluted share, and $33,614,062, or $0.49 per fully diluted share. Earnings before interest, taxes, depletion and other non-cash items (“Adjusted EBITDA”) for the three and six months ended June 30, 2020 were $13,732,830, or $0.20 per fully diluted share, and $41,737,429, or $0.61 per fully diluted share. (See accompanying table for a reconciliation of net income to adjusted EBITDA).

 

Total capital expenditures for the three and six months ended June 30, 2020 were approximately $1.8 million and $17.9 million.

 

On June 17, 2020, the Company announced it had completed the spring 2020 redetermination of its senior credit facility. The Company entered into a new amendment which reduced the immediate borrowing base from $425 million to $375 million. As of June 30, 2020, the outstanding balance on the Company’s $1 billion senior credit facility was $375 million. The weighted average interest rate on borrowings under the senior credit facility was 4.5%. The next redetermination evaluation is scheduled for November 2020.

 

The Company’s Chief Executive Officer, Mr. Kelly Hoffman, stated, “While volatility continued in the energy space in the second quarter, we began to see some improvement and stability in the commodity price itself. We had essentially shut-in all of our production and in early June began bringing the wells back on line. Currently we are producing approximately 9,000 net BOEs per day. With production curtailed in the 2nd quarter, we made the necessary decisions to reduce costs and improve efficiencies wherever possible. Operationally, in combination with the revenue derived from the hedges we had in place, not only did we operate profitably, but we continued to be cash flow positive for the third consecutive quarter. In June, we completed the spring redetermination on the Company’s senior credit facility. The immediate borrowing base was reduced to $375 million and the current outstanding balance on our facility is $375 million. We will continue to operate within cash flow and pay down our debt through a combination of excess cash flow and strategic asset sales. Commodity prices are continuing to strengthen and the economy is showing signs of improvement. We are anxious to resume our drilling and development program once we see sustainable received prices in the low to mid $40’s per BOE. We are confident that Ring will continue to grow and prosper in this extremely challenging environment.”

 

About Ring Energy, Inc.

Ring Energy, Inc. is an oil and gas exploration, development and production company with current operations in Texas and New Mexico.

www.ringenergy.com

 

 

 

Safe Harbor Statement

 

This release contains 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. Forward-looking statements involve a wide variety of risks and uncertainties, and include, without limitations, statements with respect to the Company’s strategy and prospects. Such statements are subject to certain risks and uncertainties which are disclosed in the Company’s reports filed with the SEC, including its Form 10-K for the fiscal year ended December 31, 2019, its Form 10Q for the quarter ended June 30, 2020 and its other filings with the SEC. Readers and investors are cautioned that the Company’s actual results may differ materially from those described in the forward-looking statements due to a number of factors, including, but not limited to, the Company’s ability to acquire productive oil and/or gas properties or to successfully drill and complete oil and/or gas wells on such properties, general economic conditions both domestically and abroad, and the conduct of business by the Company, and other factors that may be more fully described in additional documents set forth by the Company.

 

For further information contact:

Bill Parsons

K M Financial, Inc.

(702) 489-4447

 

 

 

RING ENERGY, INC.

STATEMENTS OF OPERATIONS

 

    Three Months Ended     Six Months Ended  
    June 30,     June 30,  
    2020     2019     2020     2019  
          (restated)              
Oil and Gas Revenues   $ 10,636,593     $ 51,334,225     $ 50,206,921     $ 93,132,540  
                                 
Costs and Operating Expenses                     .          
      Oil and gas production costs     7,072,296       11,569,109       17,450,757       20,977,873  
      Oil and gas production taxes     433,760       2,412,895       2,304,005       4,495,770  
      Depreciation, depletion and amortization     7,338,108       14,615,270       21,021,104       27,544,324  
      Ceiling test impairment     147,937,943               147,937,943          
      Asset retirement obligation accretion     231,367       229,234       463,329       445,179  
      Operating lease expense     292,207       128,175       581,258       256,350  
      General and administrative expense     4,176,609       4,743,127       7,212,504       11,541,144  
                                 
         Total Costs and Operating Expenses     167,482,290       33,697,810       196,970,900       65,260,640  
                                 
Income (Loss) from Operations     (156,845,697 )     17,636,415       (146,763,979 )     27,871,900  
                                 
Other Income (Expense)                                
      Interest income     1       1,260       6       13,496  
      Interest expense     (4,253,040 )     (4,259,908 )     (8,501,538 )     (5,032,925 )
      Realized gain on derivatives     13,753,567       -       17,087,695       -  
        Unrealized gain (loss)on change in fair value of derivatives     (26,771,529 )     1,530,230       20,315,152       1,189,545  
                                 
            Net Other Income (Expense)     (17,271,001 )     (2,728,418 )     28,901,315       (3,829,884 )
                                 
Income (Loss) Before Provision for Income Taxes     (174,116,698 )     14,907,997       (117,862,664 )     24,042,106  
                                 
(Provision for) Benefit from Income Taxes     39,116,632       (3,565,400 )     26,666,716       (8,430,159 )
                                 
Net Income (Loss)   $ (135,000,066 )   $ 11,342,597     $ (91,195,948 )   $ 15,611,857  
                                 
Basic Earnings (Loss) Per Common Share   $ (1.99 )   $ 0.17     $ (1.34 )   $ 0.24  
Diluted Earnings (Loss) Per Common Share   $ (1.99 )   $ 0.17     $ (1.34 )   $ 0.24  
                                 
Basic Weighted-Average Common Shares Outstanding     67,980,794       67,357,645       67,987,295       65,305,081  
Diluted Weighted-Average Common Shares Outstanding     67,980,794       67,670,259       67,987,295       65,852,348  

 

 

 

COMPARATIVE OPERATING STATISTICS

 

 

      Three Months Ended June 30,  
    2020     2019     Change  
Net Sales - BOE per day     5,487       10,859       -49.5 %
Per BOE:                        
           Average Sales Price   $ 21.30     $ 51.94       -58.9 %
                         
           Lease Operating Expenses     14.16       11.71       20.9 %
           Production Taxes     0.87       2.44       -64.3 %
           DD&A     14.70       14.79       -0.6 %
           Accretion     0.46       0.23       100.0 %
           General & Administrative Expenses     8.36       4.80       74.2 %
           Operating Lease Expense     0.59                  

 

      Six Months Ended June 30,  
      2020       2019       Change  
Net Sales - BOE per day     8,145       10,314       -21.0 %
Per BOE:                        
           Average Sales price   $ 33.87     $ 49.89       -32.1 %
                         
           Lease Operating Expenses     11.77       11.24       4.7 %
           Production Taxes     1.55       2.41       -35.7 %
           DD&A     14.18       14.75       -3.8 %
           Accretion     0.31       0.24       29.1 %
           General & Administrative Expenses     4.86       6.18       -21.3 %
           Operating Lease Expense     0.39                  

 

 

 

 

RING ENERGY, INC.

BALANCE SHEET

 

    June 30,     December 31,  
    2020     2019  
ASSETS                
Current Assets                
     Cash   $ 17,229,780     $ 10,004,622  
     Accounts receivable     8,652,807       22,909,195  
     Joint interest billing receivable     523,439       1,812,469  
     Derivative asset     12,770,803          
     Prepaid expenses and retainers     584,395       3,982,255  
     Total Current Assets     39,761,224       38,708,541  
Property and Equipment                
     Oil and natural gas properties subject to amortization     953,891,407       1,083,966,135  
     Financing lease asset subject to depreciation     858,513       858,513  
     Fixed assets subject to depreciation     1,465,551       1,465,551  
     Total Property and Equipment     956,215,471       1,086,290,199  
     Accumulated depreciation, depletion and amortization     (178,095,148 )     (157,074,044 )
     Net Property and Equipment     778,120,323       929,216,155  
Operating lease asset     1,285,786       1,867,044  
Derivative asset     4,544,271          
Deferred Income Taxes     20,665,540       -  
Deferred Financing Costs     2,836,243       3,214,408  
Total Assets   $ 847,213,387     $ 973,006,148  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY                
Current Liabilities                
     Accounts payable   $ 19,164,925     $ 54,635,602  
     Financing lease liability     288,386     $ 280,970  
     Operating lease liability   $ 936,270     $ 1,175,904  
     Derivative liabilities     -       3,000,078  
     Total Current Liabilities     20,389,581       59,092,554  
                 
     Deferred income taxes     -       6,001,176  
     Revolving line of credit     375,000,000       366,500,000  
     Financing lease liability, less current portion     275,998       424,126  
     Operating lease liability, less current portion     349,516       691,140  
     Asset retirement obligations     16,996,355       16,787,219  
     Total Liabilities     413,011,450       449,496,215  
                 
Stockholders' Equity                
     Preferred stock - $0.001 par value; 50,000,000 shares authorized;  no shares issued or outstanding     -       -  
     Common stock - $0.001 par value; 150,000,000 shares authorized; 67,980,575 shares and 67,993,797 shares issued and outstanding, respectively     67,981       67,994  
     Additional paid-in capital     528,189,246       526,301,281  
     Retained earninngs (accumulated deficit)     (94,055,290 )     (2,859,342 )
     Total Stockholders' Equity     434,201,937       523,509,933  
Total Liabilities and Stockholders' Equity   $ 847,213,387     $ 973,006,148  

 

 

 

OPERATIONSRING ENERGY, INC. 

STATEMENTS OF CASH FLOW

 

    Six Months Ended  
    June 30,     June 30,  
    2020     2019 (restated)  
Cash Flows From Operating Activities                
      Net income (loss)   $ (91,195,948 )   $ 15,611,857  
      Adjustments to reconcile net income (loss) to net cash                
          Provided by operating activities:                
             Depreciation, depletion and amortization     21,021,104       27,544,324  
             Ceiling test impairment     147,937,943       -  
             Accretion expense     463,329       445,179  
             Amortization of deferred financing costs     378,165       -  
             Share-based compensation     1,991,337       1,643,199  
             Deferred income tax provision     (25,048,702 )     5,049,219  
             Excess tax deficiency related to share-based compensation     (1,618,014 )     3,380,940  
             Change in fair value of derivative instruments     (20,315,152 )     (1,189,545 )
          Changes in assets and liabilities:                
             Accounts receivable     15,545,418       (9,847,686 )
             Prepaid expenses and retainers     3,397,860       (6,388,823 )
             Accounts payable     (22,050,677 )     (451,965 )
             Settlement of asset retirement obligation     (320,580 )     (384,956 )
      Net Cash Provided by Operating Activities     30,186,083       35,411,743  
Cash Flows from Investing Activities                
      Payments to purchase oil and natural gas properties     (1,017,434 )     (268,120,579 )
      Payments to develop oil and natural gas properties     (30,302,779 )     (81,051,832 )
      Net Cash Used in Investing Activities     (31,320,213 )     (349,172,411 )
Cash Flows From Financing Activities                
      Proceeds from revolving line of credit     21,500,000       321,000,000  
      Payments on revolving line of credit     (13,000,000 )     -  
      Reduction of financing lease liabilities     (140,712 )     (24,076 )
      Net Cash Provided by Financing Activities     8,359,288       320,975,924  
Net Change in Cash     7,225,158       7,215,256  
Cash at Beginning of Period     10,004,622       3,363,726  
Cash at End of Period   $ 17,229,780     $ 10,578,982  
Supplemental Cash flow Information                
    Cash paid for interest   $ 8,320,562     $ 932,896  
                 
Noncash Investing and Financing Activities                
    Asset retirement obligation incurred during development     66,387       441,244  
    Operating lease assets obtained in exchange for new operating lease liability     -       539,577  
    Financing lease assets obtained in exchange for new financing lease liability     -       637,757  
    Capitalized expenditures attributable to drilling projects financed through current liabilities     1,750,000       41,800,000  
    Acquistion of oil and gas properties                
       Assumption of joint interest billing receivable     -       1,464,394  
       Assumption of prepaid assets     -       2,864,554  
       Assumption of accounts and revenue payables     -       (1,234,862 )
       Asset retirement obligation incurred through acquisition     -       (2,979,645 )
       Common stock issued as partial consideration in asset acquisition     -       (28,356,396 )
       Oil and gas properties subject to amortization     -       296,910,774  

 

RECONCILIATION OF CASH FLOW FROM OPERATIONS

 

Net cash provided by operating activities   $ 30,186,083     $ 35,411,743  
Change in operating assets and liabilities     3,427,979       17,073,430  
                 
Cash flow from operations   $ 33,614,062     $ 52,485,173  

 

Management believes that the non-GAAP measure of cash flow from operations is useful information for investors because it is used internally and is accepted by the investment community as a means of measuring the Company's ability to fund its capital program. It is also used by professional research analysts in providing investment recommendations pertaining to companies in the oil and gas exploration and production industry.

               

 

 

RING ENERGY, INC.

NON-GAAP DISCLOSURE RECONCILIATION

ADJUSTED EBITDA

 

    Six Months Ended  
    June 30,     June 30,  
    2020     2019 (restated)  
             
NET INCOME (LOSS)   $ (91,195,948 )   $ 15,611,857  
                 
     Net other (income) expense     (28,901,315 )     3,829,884  
     Realized gain on derivatives     17,087,695       -  
     Ceiling test impairment     147,937,943       -  
     Income tax expense (benefit)     (26,666,716 )     8,430,159  
     Depreciation, depletion and amortization     21,021,104       27,544,324  
     Accretion of discounted liabilities     463,329       445,179  
     Stock based compensation     1,991,337       1,643,199  
                 
ADJUSTED EBITDA   $ 41,737,429     $ 57,504,602