x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Texas
|
27-4662601
|
(State or other jurisdiction of
incorporation or organization)
|
(I.R.S. Employer
Identification No.)
|
|
|
5400 LBJ Freeway, Suite 1500
Dallas, Texas
|
75240
|
(Address of principal executive offices)
|
(Zip Code)
|
Large accelerated filer
|
|
x
|
|
Accelerated filer
|
|
¨
|
|
|
|
|
|||
Non-accelerated filer
|
|
¨
(Do not check if a smaller reporting company)
|
|
Smaller reporting company
|
|
¨
|
|
|
|
|
|
|
|
|
|
|
|
Emerging growth company
|
|
¨
|
|
Page
|
|
|
|
June 30,
2018 |
|
December 31,
2017 |
||||
ASSETS
|
|
|
|
||||
Current assets
|
|
|
|
||||
Cash
|
$
|
122,450
|
|
|
$
|
96,505
|
|
Restricted cash
|
21,063
|
|
|
5,977
|
|
||
Accounts receivable
|
|
|
|
||||
Oil and natural gas revenues
|
74,771
|
|
|
65,962
|
|
||
Joint interest billings
|
71,041
|
|
|
67,225
|
|
||
Other
|
4,726
|
|
|
8,031
|
|
||
Derivative instruments
|
5,875
|
|
|
1,190
|
|
||
Lease and well equipment inventory
|
12,557
|
|
|
5,993
|
|
||
Prepaid expenses and other assets
|
8,454
|
|
|
6,287
|
|
||
Total current assets
|
320,937
|
|
|
257,170
|
|
||
Property and equipment, at cost
|
|
|
|
||||
Oil and natural gas properties, full-cost method
|
|
|
|
||||
Evaluated
|
3,338,515
|
|
|
3,004,770
|
|
||
Unproved and unevaluated
|
692,544
|
|
|
637,396
|
|
||
Midstream and other property and equipment
|
360,971
|
|
|
281,096
|
|
||
Less accumulated depletion, depreciation and amortization
|
(2,164,013
|
)
|
|
(2,041,806
|
)
|
||
Net property and equipment
|
2,228,017
|
|
|
1,881,456
|
|
||
Other assets
|
6,893
|
|
|
7,064
|
|
||
Total assets
|
$
|
2,555,847
|
|
|
$
|
2,145,690
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Accounts payable
|
$
|
25,278
|
|
|
$
|
11,757
|
|
Accrued liabilities
|
133,365
|
|
|
174,348
|
|
||
Royalties payable
|
69,751
|
|
|
61,358
|
|
||
Amounts due to affiliates
|
8,108
|
|
|
10,302
|
|
||
Derivative instruments
|
4,016
|
|
|
16,429
|
|
||
Advances from joint interest owners
|
18,814
|
|
|
2,789
|
|
||
Amounts due to joint ventures
|
3,373
|
|
|
4,873
|
|
||
Other current liabilities
|
893
|
|
|
750
|
|
||
Total current liabilities
|
263,598
|
|
|
282,606
|
|
||
Long-term liabilities
|
|
|
|
||||
Senior unsecured notes payable
|
574,164
|
|
|
574,073
|
|
||
Asset retirement obligations
|
26,890
|
|
|
25,080
|
|
||
Derivative instruments
|
5,253
|
|
|
—
|
|
||
Other long-term liabilities
|
6,194
|
|
|
6,385
|
|
||
Total long-term liabilities
|
612,501
|
|
|
605,538
|
|
||
Commitments and contingencies (Note 9)
|
|
|
|
|
|
||
Shareholders’ equity
|
|
|
|
||||
Common stock - $0.01 par value, 160,000,000 shares authorized; 116,461,171 and 108,513,597 shares issued; and 116,357,739 and 108,510,160 shares outstanding, respectively
|
1,165
|
|
|
1,085
|
|
||
Additional paid-in capital
|
1,916,821
|
|
|
1,666,024
|
|
||
Accumulated deficit
|
(390,784
|
)
|
|
(510,484
|
)
|
||
Treasury stock, at cost, 103,432 and 3,437 shares, respectively
|
(2,670
|
)
|
|
(69
|
)
|
||
Total Matador Resources Company shareholders’ equity
|
1,524,532
|
|
|
1,156,556
|
|
||
Non-controlling interest in subsidiaries
|
155,216
|
|
|
100,990
|
|
||
Total shareholders’ equity
|
1,679,748
|
|
|
1,257,546
|
|
||
Total liabilities and shareholders’ equity
|
$
|
2,555,847
|
|
|
$
|
2,145,690
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Revenues
|
|
|
|
|
|
|
|
||||||||
Oil and natural gas revenues
|
$
|
209,019
|
|
|
$
|
113,764
|
|
|
$
|
390,973
|
|
|
$
|
228,611
|
|
Third-party midstream services revenues
|
3,407
|
|
|
2,099
|
|
|
6,475
|
|
|
3,654
|
|
||||
Realized (loss) gain on derivatives
|
(2,488
|
)
|
|
558
|
|
|
(6,746
|
)
|
|
(1,661
|
)
|
||||
Unrealized gain on derivatives
|
1,429
|
|
|
13,190
|
|
|
11,845
|
|
|
33,821
|
|
||||
Total revenues
|
211,367
|
|
|
129,611
|
|
|
402,547
|
|
|
264,425
|
|
||||
Expenses
|
|
|
|
|
|
|
|
||||||||
Production taxes, transportation and processing
|
20,110
|
|
|
12,875
|
|
|
37,901
|
|
|
24,682
|
|
||||
Lease operating
|
25,006
|
|
|
16,040
|
|
|
47,154
|
|
|
31,797
|
|
||||
Plant and other midstream services operating
|
5,676
|
|
|
2,942
|
|
|
9,896
|
|
|
5,283
|
|
||||
Depletion, depreciation and amortization
|
66,838
|
|
|
41,274
|
|
|
122,207
|
|
|
75,266
|
|
||||
Accretion of asset retirement obligations
|
375
|
|
|
314
|
|
|
739
|
|
|
614
|
|
||||
General and administrative
|
19,369
|
|
|
17,177
|
|
|
37,295
|
|
|
33,515
|
|
||||
Total expenses
|
137,374
|
|
|
90,622
|
|
|
255,192
|
|
|
171,157
|
|
||||
Operating income
|
73,993
|
|
|
38,989
|
|
|
147,355
|
|
|
93,268
|
|
||||
Other income (expense)
|
|
|
|
|
|
|
|
||||||||
Net gain on asset sales and inventory impairment
|
—
|
|
|
—
|
|
|
—
|
|
|
7
|
|
||||
Interest expense
|
(8,004
|
)
|
|
(9,224
|
)
|
|
(16,495
|
)
|
|
(17,679
|
)
|
||||
Other (expense) income
|
(352
|
)
|
|
1,922
|
|
|
(299
|
)
|
|
1,991
|
|
||||
Total other expense
|
(8,356
|
)
|
|
(7,302
|
)
|
|
(16,794
|
)
|
|
(15,681
|
)
|
||||
Net income
|
65,637
|
|
|
31,687
|
|
|
130,561
|
|
|
77,587
|
|
||||
Net income attributable to non-controlling interest in subsidiaries
|
(5,831
|
)
|
|
(3,178
|
)
|
|
(10,861
|
)
|
|
(5,094
|
)
|
||||
Net income attributable to Matador Resources Company shareholders
|
$
|
59,806
|
|
|
$
|
28,509
|
|
|
$
|
119,700
|
|
|
$
|
72,493
|
|
Earnings per common share
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.53
|
|
|
$
|
0.28
|
|
|
$
|
1.08
|
|
|
$
|
0.72
|
|
Diluted
|
$
|
0.53
|
|
|
$
|
0.28
|
|
|
$
|
1.08
|
|
|
$
|
0.72
|
|
Weighted average common shares outstanding
|
|
|
|
|
|
|
|
||||||||
Basic
|
112,706
|
|
|
100,211
|
|
|
110,809
|
|
|
100,005
|
|
||||
Diluted
|
113,056
|
|
|
100,227
|
|
|
111,280
|
|
|
100,455
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total shareholders’ equity attributable to Matador Resources Company
|
|
|
|
|
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interest in subsidiaries
|
|
Total shareholders’ equity
|
|||||||||||||||||
|
Common Stock
|
|
Additional
paid-in capital |
|
Accumulated deficit
|
|
Treasury Stock
|
|
|
|
|||||||||||||||||||||||
|
Shares
|
|
Amount
|
|
|
|
Shares
|
|
|
Amount
|
|
|
|
|
|||||||||||||||||||
Balance at January 1, 2018
|
108,514
|
|
|
$
|
1,085
|
|
|
$
|
1,666,024
|
|
|
$
|
(510,484
|
)
|
|
3
|
|
|
$
|
(69
|
)
|
|
$
|
1,156,556
|
|
|
$
|
100,990
|
|
|
$
|
1,257,546
|
|
Issuance of common stock pursuant to employee stock compensation plan
|
717
|
|
|
7
|
|
|
(7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Issuance of common stock
|
7,000
|
|
|
70
|
|
|
226,542
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
226,612
|
|
|
—
|
|
|
226,612
|
|
|||||||
Cost to issue equity
|
—
|
|
|
—
|
|
|
(146
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(146
|
)
|
|
—
|
|
|
(146
|
)
|
|||||||
Issuance of common stock pursuant to directors’ and advisors’ compensation plan
|
76
|
|
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Stock-based compensation expense related to equity-based awards including amounts capitalized
|
—
|
|
|
—
|
|
|
11,327
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,327
|
|
|
—
|
|
|
11,327
|
|
|||||||
Stock options exercised, net of options forfeited in net share settlements
|
154
|
|
|
2
|
|
|
(1,618
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,616
|
)
|
|
—
|
|
|
(1,616
|
)
|
|||||||
Restricted stock forfeited
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
100
|
|
|
(2,601
|
)
|
|
(2,601
|
)
|
|
—
|
|
|
(2,601
|
)
|
|||||||
Contributions related to formation of Joint Venture (see Note 6)
|
—
|
|
|
—
|
|
|
14,700
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,700
|
|
|
—
|
|
|
14,700
|
|
|||||||
Contributions from non-controlling interest owners of less-than-wholly-owned subsidiaries
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
53,900
|
|
|
53,900
|
|
|||||||
Distributions to non-controlling interest owners of less-than-wholly-owned subsidiaries
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10,535
|
)
|
|
(10,535
|
)
|
|||||||
Current period net income
|
—
|
|
|
—
|
|
|
—
|
|
|
119,700
|
|
|
—
|
|
|
—
|
|
|
119,700
|
|
|
10,861
|
|
|
130,561
|
|
|||||||
Balance at June 30, 2018
|
116,461
|
|
|
$
|
1,165
|
|
|
$
|
1,916,821
|
|
|
$
|
(390,784
|
)
|
|
103
|
|
|
$
|
(2,670
|
)
|
|
$
|
1,524,532
|
|
|
$
|
155,216
|
|
|
$
|
1,679,748
|
|
|
Six Months Ended
June 30, |
||||||
|
2018
|
|
2017
|
||||
Operating activities
|
|
|
|
||||
Net income
|
$
|
130,561
|
|
|
$
|
77,587
|
|
Adjustments to reconcile net income to net cash provided by operating activities
|
|
|
|
||||
Unrealized gain on derivatives
|
(11,845
|
)
|
|
(33,821
|
)
|
||
Depletion, depreciation and amortization
|
122,207
|
|
|
75,266
|
|
||
Accretion of asset retirement obligations
|
739
|
|
|
614
|
|
||
Stock-based compensation expense
|
8,945
|
|
|
11,192
|
|
||
Amortization of debt issuance cost
|
411
|
|
|
64
|
|
||
Net gain on asset sales and inventory impairment
|
—
|
|
|
(7
|
)
|
||
Changes in operating assets and liabilities
|
|
|
|
||||
Accounts receivable
|
(9,321
|
)
|
|
(25,642
|
)
|
||
Lease and well equipment inventory
|
(8,611
|
)
|
|
(140
|
)
|
||
Prepaid expenses
|
(2,167
|
)
|
|
(2,619
|
)
|
||
Other assets
|
(149
|
)
|
|
165
|
|
||
Accounts payable, accrued liabilities and other current liabilities
|
(883
|
)
|
|
4,442
|
|
||
Royalties payable
|
8,393
|
|
|
11,435
|
|
||
Advances from joint interest owners
|
16,025
|
|
|
3,768
|
|
||
Other long-term liabilities
|
(97
|
)
|
|
(1,062
|
)
|
||
Net cash provided by operating activities
|
254,208
|
|
|
121,242
|
|
||
Investing activities
|
|
|
|
|
|
||
Oil and natural gas properties capital expenditures
|
(421,595
|
)
|
|
(328,929
|
)
|
||
Expenditures for midstream and other property and equipment
|
(79,560
|
)
|
|
(41,743
|
)
|
||
Proceeds from sale of assets
|
7,593
|
|
|
977
|
|
||
Net cash used in investing activities
|
(493,562
|
)
|
|
(369,695
|
)
|
||
Financing activities
|
|
|
|
|
|
||
Repayments of borrowings
|
(45,000
|
)
|
|
—
|
|
||
Borrowings under Credit Agreement
|
45,000
|
|
|
—
|
|
||
Proceeds from issuance of common stock
|
226,612
|
|
|
—
|
|
||
Cost to issue equity
|
(73
|
)
|
|
—
|
|
||
Proceeds from stock options exercised
|
464
|
|
|
2,201
|
|
||
Contributions related to formation of Joint Venture
|
14,700
|
|
|
171,500
|
|
||
Contributions from non-controlling interest owners of less-than-wholly-owned subsidiaries
|
53,900
|
|
|
14,700
|
|
||
Distributions to non-controlling interest owners of less-than-wholly-owned subsidiaries
|
(10,535
|
)
|
|
(1,960
|
)
|
||
Taxes paid related to net share settlement of stock-based compensation
|
(4,683
|
)
|
|
(2,970
|
)
|
||
Purchase of non-controlling interest of less-than-wholly-owned subsidiary
|
—
|
|
|
(2,653
|
)
|
||
Net cash provided by financing activities
|
280,385
|
|
|
180,818
|
|
||
Increase (decrease) in cash and restricted cash
|
41,031
|
|
|
(67,635
|
)
|
||
Cash and restricted cash at beginning of period
|
102,482
|
|
|
214,142
|
|
||
Cash and restricted cash at end of period
|
$
|
143,513
|
|
|
$
|
146,507
|
|
|
|
|
|
||||
Supplemental disclosures of cash flow information (Note 10)
|
|
|
|
|
|
|
Three Months Ended
June 30, 2018 |
Six Months Ended
June 30, 2018 |
||||
Revenues from contracts with customers
|
$
|
212,426
|
|
$
|
397,448
|
|
Realized loss on derivatives
|
(2,488
|
)
|
(6,746
|
)
|
||
Unrealized gain on derivatives
|
1,429
|
|
11,845
|
|
||
Total revenues
|
$
|
211,367
|
|
$
|
402,547
|
|
|
Three Months Ended
June 30, 2018 |
Six Months Ended
June 30, 2018 |
||||
Oil revenues
|
$
|
166,271
|
|
$
|
314,430
|
|
Natural gas revenues
|
42,748
|
|
76,543
|
|
||
Third-party midstream services revenues
|
3,407
|
|
6,475
|
|
||
Total revenues from contracts with customers
|
$
|
212,426
|
|
$
|
397,448
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||
2018
|
|
2017
|
|
2018
|
|
2017
|
|||||
Weighted average common shares outstanding
|
|
|
|
|
|
|
|
||||
Basic
|
112,706
|
|
|
100,211
|
|
|
110,809
|
|
|
100,005
|
|
Dilutive effect of options and restricted stock units
|
350
|
|
|
16
|
|
|
471
|
|
|
450
|
|
Diluted weighted average common shares outstanding
|
113,056
|
|
|
100,227
|
|
|
111,280
|
|
|
100,455
|
|
|
|
||
Beginning asset retirement obligations
|
$
|
26,256
|
|
Liabilities incurred during period
|
1,589
|
|
|
Liabilities settled during period
|
(459
|
)
|
|
Accretion expense
|
739
|
|
|
Ending asset retirement obligations
|
28,125
|
|
|
Less: current asset retirement obligations
(1)
|
(1,235
|
)
|
|
Long-term asset retirement obligations
|
$
|
26,890
|
|
(1)
|
Included in accrued liabilities in the Company’s interim unaudited condensed consolidated balance sheet at
June 30, 2018
.
|
Commodity
|
Calculation Period
|
|
Notional Quantity (Bbl)
|
|
Weighted Average Price Floor ($/Bbl)
|
|
Weighted Average Price, Short Call ($/Bbl)
|
|
Weighted Average Price, Long Call ($/Bbl)
|
|
Fair Value of Asset (Liability) (thousands)
|
|||||||||
Oil - WTI
(1)
|
07/01/2018 - 12/31/2018
|
|
960,000
|
|
|
$
|
50.08
|
|
|
$
|
63.50
|
|
|
$
|
66.68
|
|
|
$
|
(2,249
|
)
|
Total open three-way costless collar contracts
|
|
|
|
|
|
|
|
$
|
(2,249
|
)
|
Commodity
|
Calculation Period
|
|
Notional Quantity (Bbl)
|
|
Fixed Price
($/Bbl)
|
|
Fair Value of
Asset
(Liability)
(thousands)
|
|||||
Oil Basis Swaps
|
07/01/2018 - 12/31/2018
|
|
2,610,000
|
|
|
$
|
(1.02
|
)
|
|
$
|
31,351
|
|
Total open swap contracts
|
|
|
|
|
|
|
$
|
31,351
|
|
|||
|
|
|
|
|
|
|
|
|||||
Total open derivative financial instruments
|
|
|
|
|
|
$
|
(3,394
|
)
|
Derivative Instruments
|
Gross
amounts recognized |
|
Gross amounts
netted in the condensed consolidated balance sheets |
|
Net amounts presented in the condensed
consolidated balance sheets |
||||||
June 30, 2018
|
|
|
|
|
|
||||||
Current assets
|
$
|
101,679
|
|
|
$
|
(95,804
|
)
|
|
$
|
5,875
|
|
Other assets
|
2,749
|
|
|
(2,749
|
)
|
|
—
|
|
|||
Current liabilities
|
(99,820
|
)
|
|
95,804
|
|
|
(4,016
|
)
|
|||
Other liabilities
|
(8,002
|
)
|
|
2,749
|
|
|
(5,253
|
)
|
|||
Total
|
$
|
(3,394
|
)
|
|
$
|
—
|
|
|
$
|
(3,394
|
)
|
December 31, 2017
|
|
|
|
|
|
||||||
Current assets
|
$
|
131,092
|
|
|
$
|
(129,902
|
)
|
|
$
|
1,190
|
|
Current liabilities
|
(146,331
|
)
|
|
129,902
|
|
|
(16,429
|
)
|
|||
Total
|
$
|
(15,239
|
)
|
|
$
|
—
|
|
|
$
|
(15,239
|
)
|
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
Type of Instrument
|
Location in Condensed Consolidated Statement of Operations
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Derivative Instrument
|
|
|
|
|
|
|
|
|
|
||||||||
Oil
|
Revenues: Realized (loss) gain on derivatives
|
|
$
|
(2,488
|
)
|
|
$
|
581
|
|
|
$
|
(6,797
|
)
|
|
$
|
(1,053
|
)
|
Natural Gas
|
Revenues: Realized (loss) gain on derivatives
|
|
—
|
|
|
(23
|
)
|
|
51
|
|
|
(608
|
)
|
||||
Realized (loss) gain on derivatives
|
|
(2,488
|
)
|
|
558
|
|
|
(6,746
|
)
|
|
(1,661
|
)
|
|||||
Oil
|
Revenues: Unrealized gain on derivatives
|
|
1,829
|
|
|
10,643
|
|
|
12,956
|
|
|
28,422
|
|
||||
Natural Gas
|
Revenues: Unrealized (loss) gain on derivatives
|
|
(400
|
)
|
|
2,547
|
|
|
(1,111
|
)
|
|
5,399
|
|
||||
Unrealized gain on derivatives
|
|
1,429
|
|
|
13,190
|
|
|
11,845
|
|
|
33,821
|
|
|||||
Total
|
|
|
$
|
(1,059
|
)
|
|
$
|
13,748
|
|
|
$
|
5,099
|
|
|
$
|
32,160
|
|
Level 1
|
Unadjusted quoted prices for identical, unrestricted assets or liabilities in active markets.
|
Level 2
|
Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. This category includes those derivative instruments that are valued with industry standard models that consider various inputs, including: (i) quoted forward prices for commodities, (ii) time value of money and (iii) current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these inputs are observable in the marketplace throughout the full term of the derivative instrument and can be derived from observable data or supported by observable levels at which transactions are executed in the marketplace.
|
Level 3
|
Unobservable inputs that are not corroborated by market data that reflect a company’s own market assumptions.
|
|
Fair Value Measurements at
June 30, 2018 using |
||||||||||||||
Description
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Assets (Liabilities)
|
|
|
|
|
|
|
|
||||||||
Natural gas derivatives
|
$
|
—
|
|
|
$
|
79
|
|
|
$
|
—
|
|
|
$
|
79
|
|
Oil derivatives and basis swaps
|
—
|
|
|
(3,473
|
)
|
|
—
|
|
|
(3,473
|
)
|
||||
Total
|
$
|
—
|
|
|
$
|
(3,394
|
)
|
|
$
|
—
|
|
|
$
|
(3,394
|
)
|
|
Fair Value Measurements at
December 31, 2017 using |
||||||||||||||
Description
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Assets (Liabilities)
|
|
|
|
|
|
|
|
||||||||
Natural gas derivatives
|
$
|
—
|
|
|
$
|
1,190
|
|
|
$
|
—
|
|
|
$
|
1,190
|
|
Oil derivatives and basis swaps
|
—
|
|
|
(16,429
|
)
|
|
—
|
|
|
(16,429
|
)
|
||||
Total
|
$
|
—
|
|
|
$
|
(15,239
|
)
|
|
$
|
—
|
|
|
$
|
(15,239
|
)
|
|
June 30,
2018 |
|
December 31,
2017 |
||||
Accrued evaluated and unproved and unevaluated property costs
|
$
|
79,540
|
|
|
$
|
105,347
|
|
Accrued midstream property costs
|
11,459
|
|
|
14,823
|
|
||
Accrued cost to issue equity
|
73
|
|
|
—
|
|
||
Accrued lease operating expenses
|
14,209
|
|
|
12,611
|
|
||
Accrued interest on debt
|
8,345
|
|
|
8,345
|
|
||
Accrued asset retirement obligations
|
1,235
|
|
|
1,176
|
|
||
Accrued partners’ share of joint interest charges
|
14,824
|
|
|
27,628
|
|
||
Other
|
3,680
|
|
|
4,418
|
|
||
Total accrued liabilities
|
$
|
133,365
|
|
|
$
|
174,348
|
|
|
Six Months Ended
June 30, |
||||||
|
2018
|
|
2017
|
||||
Cash paid for interest expense, net of amounts capitalized
|
$
|
14,286
|
|
|
$
|
15,875
|
|
Increase in asset retirement obligations related to mineral properties
|
$
|
834
|
|
|
$
|
1,978
|
|
Increase (decrease) in asset retirement obligations related to midstream properties
|
$
|
296
|
|
|
$
|
(138
|
)
|
(Decrease) increase in liabilities for oil and natural gas properties capital expenditures
|
$
|
(26,389
|
)
|
|
$
|
43,797
|
|
(Decrease) increase in liabilities for midstream properties capital expenditures
|
$
|
(2,371
|
)
|
|
$
|
1,838
|
|
Stock-based compensation expense recognized as liability
|
$
|
(93
|
)
|
|
$
|
(339
|
)
|
Increase (decrease) in liabilities for accrued cost to issue equity
|
$
|
73
|
|
|
$
|
(343
|
)
|
Transfer of inventory from (to) oil and natural gas properties
|
$
|
343
|
|
|
$
|
(228
|
)
|
Transfer of inventory to midstream and other property and equipment
|
$
|
(2,390
|
)
|
|
$
|
—
|
|
|
Six Months Ended
June 30, |
||||||
|
2018
|
|
2017
|
||||
Cash
|
$
|
122,450
|
|
|
$
|
131,467
|
|
Restricted cash
|
21,063
|
|
|
15,040
|
|
||
Total cash and restricted cash
|
$
|
143,513
|
|
|
$
|
146,507
|
|
|
Exploration and Production
|
|
|
|
|
|
Consolidations and Eliminations
|
|
Consolidated Company
|
||||||||||
|
|
Midstream
|
|
Corporate
|
|
|
|||||||||||||
Three Months Ended June 30, 2018
|
|
|
|
|
|
|
|
|
|
||||||||||
Oil and natural gas revenues
|
$
|
207,229
|
|
|
$
|
1,790
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
209,019
|
|
Midstream services revenues
|
—
|
|
|
19,896
|
|
|
—
|
|
|
(16,489
|
)
|
|
3,407
|
|
|||||
Realized loss on derivatives
|
(2,488
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,488
|
)
|
|||||
Unrealized gain on derivatives
|
1,429
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,429
|
|
|||||
Expenses
(1)
|
126,025
|
|
|
9,363
|
|
|
18,475
|
|
|
(16,489
|
)
|
|
137,374
|
|
|||||
Operating income (loss)
(2)
|
$
|
80,145
|
|
|
$
|
12,323
|
|
|
$
|
(18,475
|
)
|
|
$
|
—
|
|
|
$
|
73,993
|
|
Total assets
|
$
|
2,058,447
|
|
|
$
|
354,068
|
|
|
$
|
143,332
|
|
|
$
|
—
|
|
|
$
|
2,555,847
|
|
Capital expenditures
(3)
|
$
|
199,345
|
|
|
$
|
32,900
|
|
|
$
|
732
|
|
|
$
|
—
|
|
|
$
|
232,977
|
|
(1)
|
Includes depletion, depreciation and amortization expenses of
$64.5 million
and
$2.3 million
for the exploration and production and midstream segments, respectively. Also includes corporate depletion, depreciation and amortization expenses of
$25,000
.
|
(2)
|
Includes
$5.8 million
in net income attributable to non-controlling interest in subsidiaries related to the midstream segment.
|
(3)
|
Includes
$16.1 million
in capital expenditures attributable to non-controlling interest in subsidiaries related to the midstream segment.
|
|
Exploration and Production
|
|
|
|
|
|
Consolidations and Eliminations
|
|
Consolidated Company
|
||||||||||
|
|
Midstream
|
|
Corporate
|
|
|
|||||||||||||
Three Months Ended June 30, 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
Oil and natural gas revenues
|
$
|
113,387
|
|
|
$
|
377
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
113,764
|
|
Midstream services revenues
|
—
|
|
|
11,367
|
|
|
—
|
|
|
(9,268
|
)
|
|
2,099
|
|
|||||
Realized gain on derivatives
|
558
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
558
|
|
|||||
Unrealized gain on derivatives
|
13,190
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,190
|
|
|||||
Expenses
(1)
|
78,078
|
|
|
5,960
|
|
|
15,852
|
|
|
(9,268
|
)
|
|
90,622
|
|
|||||
Operating income (loss)
(2)
|
$
|
49,057
|
|
|
$
|
5,784
|
|
|
$
|
(15,852
|
)
|
|
$
|
—
|
|
|
$
|
38,989
|
|
Total assets
|
$
|
1,436,678
|
|
|
$
|
192,889
|
|
|
$
|
147,509
|
|
|
$
|
—
|
|
|
$
|
1,777,076
|
|
Capital expenditures
(3)
|
$
|
165,583
|
|
|
$
|
27,347
|
|
|
$
|
1,752
|
|
|
$
|
—
|
|
|
$
|
194,682
|
|
(1)
|
Includes depletion, depreciation and amortization expenses of
$39.6 million
and
$1.3 million
for the exploration and production and midstream segments, respectively. Also includes corporate depletion, depreciation and amortization expenses of
$0.4 million
.
|
(2)
|
Includes
$3.2 million
in net income attributable to non-controlling interest in subsidiaries related to the midstream segment.
|
(3)
|
Includes
$13.4 million
in capital expenditures attributable to non-controlling interest in subsidiaries related to the midstream segment.
|
|
Exploration and Production
|
|
|
|
|
|
Consolidations and Eliminations
|
|
Consolidated Company
|
||||||||||
|
|
Midstream
|
|
Corporate
|
|
|
|||||||||||||
Six Months Ended June 30, 2018
|
|
|
|
|
|
|
|
|
|
||||||||||
Oil and natural gas revenues
|
$
|
387,489
|
|
|
$
|
3,484
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
390,973
|
|
Midstream services revenues
|
—
|
|
|
35,708
|
|
|
—
|
|
|
(29,233
|
)
|
|
6,475
|
|
|||||
Realized loss on derivatives
|
(6,746
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,746
|
)
|
|||||
Unrealized gain on derivatives
|
11,845
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,845
|
|
|||||
Expenses
(1)
|
232,180
|
|
|
16,561
|
|
|
35,684
|
|
|
(29,233
|
)
|
|
255,192
|
|
|||||
Operating income (loss)
(2)
|
$
|
160,408
|
|
|
$
|
22,631
|
|
|
$
|
(35,684
|
)
|
|
$
|
—
|
|
|
$
|
147,355
|
|
Total assets
|
$
|
2,058,447
|
|
|
$
|
354,068
|
|
|
$
|
143,332
|
|
|
$
|
—
|
|
|
$
|
2,555,847
|
|
Capital expenditures
(3)
|
$
|
388,790
|
|
|
$
|
78,617
|
|
|
$
|
1,258
|
|
|
$
|
—
|
|
|
$
|
468,665
|
|
(1)
|
Includes depletion, depreciation and amortization expenses of
$117.8 million
and
$3.9 million
for the exploration and production and midstream segments, respectively. Also includes corporate depletion, depreciation and amortization expenses of
$0.6 million
.
|
(2)
|
Includes
$10.9 million
in net income attributable to non-controlling interest in subsidiaries related to the midstream segment.
|
(3)
|
Includes
$38.5 million
in capital expenditures attributable to non-controlling interest in subsidiaries related to the midstream segment.
|
|
Exploration and Production
|
|
|
|
|
|
Consolidations and Eliminations
|
|
Consolidated Company
|
||||||||||
|
|
Midstream
|
|
Corporate
|
|
|
|||||||||||||
Six Months Ended June 30, 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
Oil and natural gas revenues
|
$
|
227,552
|
|
|
$
|
1,059
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
228,611
|
|
Midstream services revenues
|
—
|
|
|
20,983
|
|
|
—
|
|
|
(17,329
|
)
|
|
3,654
|
|
|||||
Realized loss on derivatives
|
(1,661
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,661
|
)
|
|||||
Unrealized gain on derivatives
|
33,821
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
33,821
|
|
|||||
Expenses
(1)
|
146,416
|
|
|
10,462
|
|
|
31,608
|
|
|
(17,329
|
)
|
|
171,157
|
|
|||||
Operating income (loss)
(2)
|
$
|
113,296
|
|
|
$
|
11,580
|
|
|
$
|
(31,608
|
)
|
|
$
|
—
|
|
|
$
|
93,268
|
|
Total assets
|
$
|
1,436,678
|
|
|
$
|
192,889
|
|
|
$
|
147,509
|
|
|
$
|
—
|
|
|
$
|
1,777,076
|
|
Capital expenditures
(3)
|
$
|
373,956
|
|
|
$
|
40,227
|
|
|
$
|
3,216
|
|
|
$
|
—
|
|
|
$
|
417,399
|
|
(1)
|
Includes depletion, depreciation and amortization expenses of
$72.1 million
and
$2.5 million
for the exploration and production and midstream segments, respectively. Also includes corporate depletion, depreciation and amortization expenses of
$0.7 million
.
|
(2)
|
Includes
$5.1 million
in net income attributable to non-controlling interest in subsidiaries related to the midstream segment.
|
(3)
|
Includes
$18.6 million
in capital expenditures attributable to non-controlling interest in subsidiaries related to the midstream segment.
|
Condensed Consolidating Balance Sheet
June 30, 2018 |
||||||||||||||||||||
|
|
Matador
|
|
Non-Guarantor Subsidiaries
|
|
Guarantor Subsidiaries
|
|
Eliminating Entries
|
|
Consolidated
|
||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Intercompany receivable
|
|
$
|
811,982
|
|
|
$
|
8,235
|
|
|
$
|
—
|
|
|
$
|
(820,217
|
)
|
|
$
|
—
|
|
Third-party current assets
|
|
3,031
|
|
|
29,358
|
|
|
288,548
|
|
|
—
|
|
|
320,937
|
|
|||||
Net property and equipment
|
|
—
|
|
|
299,258
|
|
|
1,928,759
|
|
|
—
|
|
|
2,228,017
|
|
|||||
Investment in subsidiaries
|
|
1,285,896
|
|
|
—
|
|
|
162,418
|
|
|
(1,448,314
|
)
|
|
—
|
|
|||||
Third-party long-term assets
|
|
6,433
|
|
|
—
|
|
|
3,394
|
|
|
(2,934
|
)
|
|
6,893
|
|
|||||
Total assets
|
|
$
|
2,107,342
|
|
|
$
|
336,851
|
|
|
$
|
2,383,119
|
|
|
$
|
(2,271,465
|
)
|
|
$
|
2,555,847
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Intercompany payable
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
820,217
|
|
|
$
|
(820,217
|
)
|
|
$
|
—
|
|
Third-party current liabilities
|
|
8,646
|
|
|
15,482
|
|
|
239,726
|
|
|
(256
|
)
|
|
263,598
|
|
|||||
Senior unsecured notes payable
|
|
574,164
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
574,164
|
|
|||||
Other third-party long-term liabilities
|
|
—
|
|
|
3,735
|
|
|
37,280
|
|
|
(2,678
|
)
|
|
38,337
|
|
|||||
Total equity attributable to Matador Resources Company
|
|
1,524,532
|
|
|
162,418
|
|
|
1,285,896
|
|
|
(1,448,314
|
)
|
|
1,524,532
|
|
|||||
Non-controlling interest in subsidiaries
|
|
—
|
|
|
155,216
|
|
|
—
|
|
|
—
|
|
|
155,216
|
|
|||||
Total liabilities and equity
|
|
$
|
2,107,342
|
|
|
$
|
336,851
|
|
|
$
|
2,383,119
|
|
|
$
|
(2,271,465
|
)
|
|
$
|
2,555,847
|
|
Condensed Consolidating Balance Sheet
December 31, 2017 |
||||||||||||||||||||
|
|
Matador
|
|
Non-Guarantor Subsidiaries
|
|
Guarantor Subsidiaries
|
|
Eliminating Entries
|
|
Consolidated
|
||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Intercompany receivable
|
|
$
|
585,109
|
|
|
$
|
2,912
|
|
|
$
|
—
|
|
|
$
|
(588,021
|
)
|
|
$
|
—
|
|
Third-party current assets
|
|
2,240
|
|
|
9,334
|
|
|
245,596
|
|
|
—
|
|
|
257,170
|
|
|||||
Net property and equipment
|
|
—
|
|
|
223,178
|
|
|
1,658,278
|
|
|
—
|
|
|
1,881,456
|
|
|||||
Investment in subsidiaries
|
|
1,147,295
|
|
|
—
|
|
|
111,077
|
|
|
(1,258,372
|
)
|
|
—
|
|
|||||
Third-party long-term assets
|
|
6,425
|
|
|
—
|
|
|
3,642
|
|
|
(3,003
|
)
|
|
7,064
|
|
|||||
Total assets
|
|
$
|
1,741,069
|
|
|
$
|
235,424
|
|
|
$
|
2,018,593
|
|
|
$
|
(1,849,396
|
)
|
|
$
|
2,145,690
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Intercompany payable
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
588,021
|
|
|
$
|
(588,021
|
)
|
|
$
|
—
|
|
Third-party current liabilities
|
|
8,847
|
|
|
19,891
|
|
|
254,142
|
|
|
(274
|
)
|
|
282,606
|
|
|||||
Senior unsecured notes payable
|
|
574,073
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
574,073
|
|
|||||
Other third-party long-term liabilities
|
|
1,593
|
|
|
3,466
|
|
|
29,135
|
|
|
(2,729
|
)
|
|
31,465
|
|
|||||
Total equity attributable to Matador Resources Company
|
|
1,156,556
|
|
|
111,077
|
|
|
1,147,295
|
|
|
(1,258,372
|
)
|
|
1,156,556
|
|
|||||
Non-controlling interest in subsidiaries
|
|
—
|
|
|
100,990
|
|
|
—
|
|
|
—
|
|
|
100,990
|
|
|||||
Total liabilities and equity
|
|
$
|
1,741,069
|
|
|
$
|
235,424
|
|
|
$
|
2,018,593
|
|
|
$
|
(1,849,396
|
)
|
|
$
|
2,145,690
|
|
Condensed Consolidating Statement of Operations
For the Three Months Ended June 30, 2018 |
||||||||||||||||||||
|
|
Matador
|
|
Non-Guarantor Subsidiaries
|
|
Guarantor Subsidiaries
|
|
Eliminating Entries
|
|
Consolidated
|
||||||||||
Total revenues
|
|
$
|
—
|
|
|
$
|
21,356
|
|
|
$
|
206,219
|
|
|
$
|
(16,208
|
)
|
|
$
|
211,367
|
|
Total expenses
|
|
1,178
|
|
|
9,466
|
|
|
142,938
|
|
|
(16,208
|
)
|
|
137,374
|
|
|||||
Operating (loss) income
|
|
(1,178
|
)
|
|
11,890
|
|
|
63,281
|
|
|
—
|
|
|
73,993
|
|
|||||
Interest expense
|
|
(8,004
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,004
|
)
|
|||||
Other income (expense)
|
|
—
|
|
|
11
|
|
|
(363
|
)
|
|
—
|
|
|
(352
|
)
|
|||||
Earnings in subsidiaries
|
|
68,988
|
|
|
—
|
|
|
6,070
|
|
|
(75,058
|
)
|
|
—
|
|
|||||
Income before income taxes
|
|
59,806
|
|
|
11,901
|
|
|
68,988
|
|
|
(75,058
|
)
|
|
65,637
|
|
|||||
Net income attributable to non-controlling interest in subsidiaries
|
|
—
|
|
|
(5,831
|
)
|
|
—
|
|
|
—
|
|
|
(5,831
|
)
|
|||||
Net income attributable to Matador Resources Company shareholders
|
|
$
|
59,806
|
|
|
$
|
6,070
|
|
|
$
|
68,988
|
|
|
$
|
(75,058
|
)
|
|
$
|
59,806
|
|
Condensed Consolidating Statement of Operations
For the Three Months Ended June 30, 2017 |
||||||||||||||||||||
|
|
Matador
|
|
Non-Guarantor Subsidiaries
|
|
Guarantor Subsidiaries
|
|
Eliminating Entries
|
|
Consolidated
|
||||||||||
Total revenues
|
|
$
|
—
|
|
|
$
|
11,274
|
|
|
$
|
127,198
|
|
|
$
|
(8,861
|
)
|
|
$
|
129,611
|
|
Total expenses
|
|
1,586
|
|
|
4,814
|
|
|
93,083
|
|
|
(8,861
|
)
|
|
90,622
|
|
|||||
Operating (loss) income
|
|
(1,586
|
)
|
|
6,460
|
|
|
34,115
|
|
|
—
|
|
|
38,989
|
|
|||||
Interest expense
|
|
(9,224
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9,224
|
)
|
|||||
Other (expense) income
|
|
(27
|
)
|
|
26
|
|
|
1,923
|
|
|
—
|
|
|
1,922
|
|
|||||
Earnings in subsidiaries
|
|
39,228
|
|
|
—
|
|
|
3,244
|
|
|
(42,472
|
)
|
|
—
|
|
|||||
Income before income taxes
|
|
28,391
|
|
|
6,486
|
|
|
39,282
|
|
|
(42,472
|
)
|
|
31,687
|
|
|||||
Total income tax (benefit) provision
|
|
(118
|
)
|
|
64
|
|
|
54
|
|
|
—
|
|
|
—
|
|
|||||
Net income attributable to non-controlling interest in subsidiaries
|
|
—
|
|
|
(3,178
|
)
|
|
—
|
|
|
—
|
|
|
(3,178
|
)
|
|||||
Net income attributable to Matador Resources Company shareholders
|
|
$
|
28,509
|
|
|
$
|
3,244
|
|
|
$
|
39,228
|
|
|
$
|
(42,472
|
)
|
|
$
|
28,509
|
|
Condensed Consolidating Statement of Operations
For the Six Months Ended June 30, 2018 |
||||||||||||||||||||
|
|
Matador
|
|
Non-Guarantor Subsidiaries
|
|
Guarantor Subsidiaries
|
|
Eliminating Entries
|
|
Consolidated
|
||||||||||
Total revenues
|
|
$
|
—
|
|
|
$
|
38,550
|
|
|
$
|
392,699
|
|
|
$
|
(28,702
|
)
|
|
$
|
402,547
|
|
Total expenses
|
|
2,412
|
|
|
16,394
|
|
|
265,088
|
|
|
(28,702
|
)
|
|
255,192
|
|
|||||
Operating (loss) income
|
|
(2,412
|
)
|
|
22,156
|
|
|
127,611
|
|
|
—
|
|
|
147,355
|
|
|||||
Interest expense
|
|
(16,495
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,495
|
)
|
|||||
Other income (expense)
|
|
6
|
|
|
11
|
|
|
(316
|
)
|
|
—
|
|
|
(299
|
)
|
|||||
Earnings in subsidiaries
|
|
138,601
|
|
|
—
|
|
|
11,306
|
|
|
(149,907
|
)
|
|
—
|
|
|||||
Income before income taxes
|
|
119,700
|
|
|
22,167
|
|
|
138,601
|
|
|
(149,907
|
)
|
|
130,561
|
|
|||||
Net income attributable to non-controlling interest in subsidiaries
|
|
—
|
|
|
(10,861
|
)
|
|
—
|
|
|
—
|
|
|
(10,861
|
)
|
|||||
Net income attributable to Matador Resources Company shareholders
|
|
$
|
119,700
|
|
|
$
|
11,306
|
|
|
$
|
138,601
|
|
|
$
|
(149,907
|
)
|
|
$
|
119,700
|
|
Condensed Consolidating Statement of Operations
For the Six Months Ended June 30, 2017 |
||||||||||||||||||||
|
|
Matador
|
|
Non-Guarantor Subsidiaries
|
|
Guarantor Subsidiaries
|
|
Eliminating Entries
|
|
Consolidated
|
||||||||||
Total revenues
|
|
$
|
—
|
|
|
$
|
20,937
|
|
|
$
|
259,846
|
|
|
$
|
(16,358
|
)
|
|
$
|
264,425
|
|
Total expenses
|
|
2,846
|
|
|
8,682
|
|
|
175,987
|
|
|
(16,358
|
)
|
|
171,157
|
|
|||||
Operating (loss) income
|
|
(2,846
|
)
|
|
12,255
|
|
|
83,859
|
|
|
—
|
|
|
93,268
|
|
|||||
Net gain on asset sales and inventory impairment
|
|
—
|
|
|
—
|
|
|
7
|
|
|
—
|
|
|
7
|
|
|||||
Interest expense
|
|
(17,679
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(17,679
|
)
|
|||||
Other income
|
|
—
|
|
|
26
|
|
|
1,965
|
|
|
—
|
|
|
1,991
|
|
|||||
Earnings in subsidiaries
|
|
92,900
|
|
|
—
|
|
|
7,069
|
|
|
(99,969
|
)
|
|
—
|
|
|||||
Income before income taxes
|
|
72,375
|
|
|
12,281
|
|
|
92,900
|
|
|
(99,969
|
)
|
|
77,587
|
|
|||||
Total income tax (benefit) provision
|
|
(118
|
)
|
|
118
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Net income attributable to non-controlling interest in subsidiaries
|
|
—
|
|
|
(5,094
|
)
|
|
—
|
|
|
—
|
|
|
(5,094
|
)
|
|||||
Net income attributable to Matador Resources Company shareholders
|
|
$
|
72,493
|
|
|
$
|
7,069
|
|
|
$
|
92,900
|
|
|
$
|
(99,969
|
)
|
|
$
|
72,493
|
|
Condensed Consolidating Statement of Cash Flows
For the Six Months Ended June 30, 2018 |
||||||||||||||||||||
|
|
Matador
|
|
Non-Guarantor Subsidiaries
|
|
Guarantor Subsidiaries
|
|
Eliminating Entries
|
|
Consolidated
|
||||||||||
Net cash (used in) provided by operating activities
|
|
$
|
(224,441
|
)
|
|
$
|
10,225
|
|
|
$
|
468,424
|
|
|
$
|
—
|
|
|
$
|
254,208
|
|
Net cash used in investing activities
|
|
—
|
|
|
(79,119
|
)
|
|
(454,478
|
)
|
|
40,035
|
|
|
(493,562
|
)
|
|||||
Net cash provided by financing activities
|
|
226,539
|
|
|
83,400
|
|
|
10,481
|
|
|
(40,035
|
)
|
|
280,385
|
|
|||||
Increase in cash and restricted cash
|
|
2,098
|
|
|
14,506
|
|
|
24,427
|
|
|
—
|
|
|
41,031
|
|
|||||
Cash and restricted cash at beginning of period
|
|
286
|
|
|
5,663
|
|
|
96,533
|
|
|
—
|
|
|
102,482
|
|
|||||
Cash and restricted cash at end of period
|
|
$
|
2,384
|
|
|
$
|
20,169
|
|
|
$
|
120,960
|
|
|
$
|
—
|
|
|
$
|
143,513
|
|
Condensed Consolidating Statement of Cash Flows
For the Six Months Ended June 30, 2017 |
||||||||||||||||||||
|
|
Matador
|
|
Non-Guarantor Subsidiaries
|
|
Guarantor Subsidiaries
|
|
Eliminating Entries
|
|
Consolidated
|
||||||||||
Net cash (used in) provided by operating activities
|
|
$
|
(98,583
|
)
|
|
$
|
1,566
|
|
|
$
|
218,259
|
|
|
$
|
—
|
|
|
$
|
121,242
|
|
Net cash provided by (used in) investing activities
|
|
33
|
|
|
(38,362
|
)
|
|
(197,486
|
)
|
|
(133,880
|
)
|
|
(369,695
|
)
|
|||||
Net cash provided by (used in) financing activities
|
|
—
|
|
|
47,707
|
|
|
(769
|
)
|
|
133,880
|
|
|
180,818
|
|
|||||
(Decrease) increase in cash and restricted cash
|
|
(98,550
|
)
|
|
10,911
|
|
|
20,004
|
|
|
—
|
|
|
(67,635
|
)
|
|||||
Cash and restricted cash at beginning of period
|
|
99,795
|
|
|
2,900
|
|
|
111,447
|
|
|
—
|
|
|
214,142
|
|
|||||
Cash and restricted cash at end of period
|
|
$
|
1,245
|
|
|
$
|
13,811
|
|
|
$
|
131,451
|
|
|
$
|
—
|
|
|
$
|
146,507
|
|
•
|
our business strategy;
|
•
|
our reserves;
|
•
|
our technology;
|
•
|
our cash flows and liquidity;
|
•
|
our financial strategy, budget, projections and operating results;
|
•
|
our oil and natural gas realized prices;
|
•
|
the timing and amount of future production of oil and natural gas;
|
•
|
the availability of drilling and production equipment;
|
•
|
the availability of oil field labor;
|
•
|
the amount, nature and timing of capital expenditures, including future exploration and development costs;
|
•
|
the availability and terms of capital;
|
•
|
our drilling of wells;
|
•
|
our ability to negotiate and consummate acquisition and divestiture opportunities;
|
•
|
government regulation and taxation of the oil and natural gas industry;
|
•
|
our marketing of oil and natural gas;
|
•
|
our exploitation projects or property acquisitions;
|
•
|
the integration of acquisitions with our business;
|
•
|
our ability and the ability of our midstream joint venture to construct and operate midstream facilities, including the operation of our Black River cryogenic natural gas processing plant and the drilling of additional salt water disposal wells;
|
•
|
the ability of our midstream joint venture to attract third-party volumes;
|
•
|
our costs of exploiting and developing our properties and conducting other operations;
|
•
|
general economic conditions;
|
•
|
competition in the oil and natural gas industry, including in both the exploration and production and midstream segments;
|
•
|
the effectiveness of our risk management and hedging activities;
|
•
|
environmental liabilities;
|
•
|
counterparty credit risk;
|
•
|
developments in oil-producing and natural gas-producing countries;
|
•
|
our future operating results;
|
•
|
estimated future reserves and the present value thereof; and
|
•
|
our plans, objectives, expectations and intentions contained in this Quarterly Report or in our other filings with the SEC that are not historical.
|
|
June 30,
2018 |
|
December 31,
2017 |
|
June 30,
2017 |
||||||
Estimated Proved Reserves Data:
(1)(2)
|
|
|
|
|
|
||||||
Estimated proved reserves:
|
|
|
|
|
|
||||||
Oil (MBbl)
(3)
|
95,448
|
|
|
86,743
|
|
|
74,954
|
|
|||
Natural Gas (Bcf)
(4)
|
448.2
|
|
|
396.2
|
|
|
356.5
|
|
|||
Total (MBOE)
(5)
|
170,155
|
|
|
152,771
|
|
|
134,373
|
|
|||
Estimated proved developed reserves:
|
|
|
|
|
|
||||||
Oil (MBbl)
(3)
|
45,030
|
|
|
36,966
|
|
|
28,454
|
|
|||
Natural Gas (Bcf)
(4)
|
224.3
|
|
|
190.1
|
|
|
159.7
|
|
|||
Total (MBOE)
(5)
|
82,415
|
|
|
68,651
|
|
|
55,075
|
|
|||
Percent developed
|
48.4
|
%
|
|
44.9
|
%
|
|
41.0
|
%
|
|||
Estimated proved undeveloped reserves:
|
|
|
|
|
|
||||||
Oil (MBbl)
(3)
|
50,418
|
|
|
49,777
|
|
|
46,500
|
|
|||
Natural Gas (Bcf)
(4)
|
223.9
|
|
|
206.1
|
|
|
196.8
|
|
|||
Total (MBOE)
(5)
|
87,740
|
|
|
84,120
|
|
|
79,298
|
|
|||
Standardized Measure
(6)
(in millions)
|
$
|
1,613.3
|
|
|
$
|
1,258.6
|
|
|
$
|
1,001.9
|
|
PV-10
(7)
(in millions)
|
$
|
1,765.9
|
|
|
$
|
1,333.4
|
|
|
$
|
1,086.9
|
|
(1)
|
Numbers in table may not total due to rounding.
|
(2)
|
Our estimated proved reserves, Standardized Measure and PV-10 were determined using index prices for oil and natural gas, without giving effect to derivative transactions, and were held constant throughout the life of the properties. The unweighted arithmetic averages of the first-day-of-the-month prices for the period from July 2017 through June 2018 were
$54.15
per Bbl for oil and
$2.92
per MMBtu for natural gas, for the period from January 2017 through December 2017 were
$47.79
per Bbl for oil and
$2.98
per MMBtu for natural gas and for the period from July 2016 through June 2017 were
$45.42
per Bbl for oil and
$3.01
per MMBtu for natural gas. These prices were adjusted by property for quality, energy content, regional price differentials, transportation fees, marketing deductions and other factors affecting the price received at the wellhead. We report our proved reserves in two streams, oil and natural gas, and the economic value of the NGLs associated with the natural gas is included in the estimated wellhead natural gas price on those properties where the NGLs are extracted and sold.
|
(3)
|
One thousand barrels of oil.
|
(4)
|
One billion cubic feet of natural gas.
|
(5)
|
One thousand barrels of oil equivalent, estimated using a conversion ratio of one Bbl of oil per six Mcf of natural gas.
|
(6)
|
Standardized Measure represents the present value of estimated future net cash flows from proved reserves, less estimated future development, production, plugging and abandonment costs and income tax expenses, discounted at 10% per annum to reflect the timing of future cash flows. Standardized Measure is not an estimate of the fair market value of our properties.
|
(7)
|
PV-10 is a non-GAAP financial measure and generally differs from Standardized Measure, the most directly comparable GAAP financial measure, because it does not include the effects of income taxes on future net revenues. PV-10 is not an estimate of the fair market value of our properties. We and others in the industry use PV-10 as a measure to compare the relative size and value of proved reserves held by companies and of the potential return on investment related to the companies’ properties without regard to the specific tax characteristics of such entities. Our PV-10 at
June 30, 2018
,
December 31, 2017
and
June 30, 2017
may be reconciled to the Standardized Measure of discounted future net cash flows at such dates by reducing our PV-10 by the discounted future income taxes associated with such reserves. The discounted future income taxes at
June 30, 2018
,
December 31, 2017
and
June 30, 2017
were
$152.6 million
,
$74.8 million
and
$85.0 million
, respectively.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Operating Data:
|
|
|
|
|
|
|
|
||||||||
Revenues (in thousands):
(1)
|
|
|
|
|
|
|
|
||||||||
Oil
|
$
|
166,271
|
|
|
$
|
81,322
|
|
|
$
|
314,430
|
|
|
$
|
164,958
|
|
Natural gas
|
42,748
|
|
|
32,442
|
|
|
76,543
|
|
|
63,653
|
|
||||
Total oil and natural gas revenues
|
209,019
|
|
|
113,764
|
|
|
390,973
|
|
|
228,611
|
|
||||
Third-party midstream services revenues
|
3,407
|
|
|
2,099
|
|
|
6,475
|
|
|
3,654
|
|
||||
Realized (loss) gain on derivatives
|
(2,488
|
)
|
|
558
|
|
|
(6,746
|
)
|
|
(1,661
|
)
|
||||
Unrealized gain on derivatives
|
1,429
|
|
|
13,190
|
|
|
11,845
|
|
|
33,821
|
|
||||
Total revenues
|
$
|
211,367
|
|
|
$
|
129,611
|
|
|
$
|
402,547
|
|
|
$
|
264,425
|
|
Net Production Volumes:
(1)
|
|
|
|
|
|
|
|
||||||||
Oil (MBbl)
(2)
|
2,706
|
|
|
1,767
|
|
|
5,088
|
|
|
3,417
|
|
||||
Natural gas (Bcf)
(3)
|
12.7
|
|
|
9.6
|
|
|
22.8
|
|
|
17.5
|
|
||||
Total oil equivalent (MBOE)
(4)
|
4,817
|
|
|
3,360
|
|
|
8,892
|
|
|
6,330
|
|
||||
Average daily production (BOE/d)
(5)
|
52,937
|
|
|
36,922
|
|
|
49,126
|
|
|
34,972
|
|
||||
Average Sales Prices:
|
|
|
|
|
|
|
|
||||||||
Oil, without realized derivatives (per Bbl)
|
$
|
61.44
|
|
|
$
|
46.01
|
|
|
$
|
61.80
|
|
|
$
|
48.28
|
|
Oil, with realized derivatives (per Bbl)
|
$
|
60.52
|
|
|
$
|
46.34
|
|
|
$
|
60.46
|
|
|
$
|
47.97
|
|
Natural gas, without realized derivatives (per Mcf)
|
$
|
3.38
|
|
|
$
|
3.40
|
|
|
$
|
3.35
|
|
|
$
|
3.64
|
|
Natural gas, with realized derivatives (per Mcf)
|
$
|
3.38
|
|
|
$
|
3.39
|
|
|
$
|
3.36
|
|
|
$
|
3.61
|
|
(1)
|
We report our production volumes in two streams: oil and natural gas, including both dry and liquids-rich natural gas. Revenues associated with NGLs are included with our natural gas revenues.
|
(2)
|
One thousand barrels of oil.
|
(3)
|
One billion cubic feet of natural gas.
|
(4)
|
One thousand barrels of oil equivalent, estimated using a conversion ratio of one Bbl of oil per six Mcf of natural gas.
|
(5)
|
Barrels of oil equivalent per day, estimated using a conversion ratio of one Bbl of oil per six Mcf of natural gas.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
(In thousands, except expenses per BOE)
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Expenses:
|
|
|
|
|
|
|
|
||||||||
Production taxes, transportation and processing
|
$
|
20,110
|
|
|
$
|
12,875
|
|
|
$
|
37,901
|
|
|
$
|
24,682
|
|
Lease operating
|
25,006
|
|
|
16,040
|
|
|
47,154
|
|
|
31,797
|
|
||||
Plant and other midstream services operating
|
5,676
|
|
|
2,942
|
|
|
9,896
|
|
|
5,283
|
|
||||
Depletion, depreciation and amortization
|
66,838
|
|
|
41,274
|
|
|
122,207
|
|
|
75,266
|
|
||||
Accretion of asset retirement obligations
|
375
|
|
|
314
|
|
|
739
|
|
|
614
|
|
||||
General and administrative
|
19,369
|
|
|
17,177
|
|
|
37,295
|
|
|
33,515
|
|
||||
Total expenses
|
137,374
|
|
|
90,622
|
|
|
255,192
|
|
|
171,157
|
|
||||
Operating income
|
73,993
|
|
|
38,989
|
|
|
147,355
|
|
|
93,268
|
|
||||
Other income (expense):
|
|
|
|
|
|
|
|
||||||||
Net gain on asset sales and inventory impairment
|
—
|
|
|
—
|
|
|
—
|
|
|
7
|
|
||||
Interest expense
|
(8,004
|
)
|
|
(9,224
|
)
|
|
(16,495
|
)
|
|
(17,679
|
)
|
||||
Other (expense) income
|
(352
|
)
|
|
1,922
|
|
|
(299
|
)
|
|
1,991
|
|
||||
Total other expense
|
(8,356
|
)
|
|
(7,302
|
)
|
|
(16,794
|
)
|
|
(15,681
|
)
|
||||
Net income
|
65,637
|
|
|
31,687
|
|
|
130,561
|
|
|
77,587
|
|
||||
Net income attributable to non-controlling interest in subsidiaries
|
(5,831
|
)
|
|
(3,178
|
)
|
|
(10,861
|
)
|
|
(5,094
|
)
|
||||
Net income attributable to Matador Resources Company shareholders
|
$
|
59,806
|
|
|
$
|
28,509
|
|
|
$
|
119,700
|
|
|
$
|
72,493
|
|
Expenses per BOE:
|
|
|
|
|
|
|
|
||||||||
Production taxes, transportation and processing
|
$
|
4.17
|
|
|
$
|
3.83
|
|
|
$
|
4.26
|
|
|
$
|
3.90
|
|
Lease operating
|
$
|
5.19
|
|
|
$
|
4.77
|
|
|
$
|
5.30
|
|
|
$
|
5.02
|
|
Plant and other midstream services operating
|
$
|
1.18
|
|
|
$
|
0.88
|
|
|
$
|
1.11
|
|
|
$
|
0.83
|
|
Depletion, depreciation and amortization
|
$
|
13.87
|
|
|
$
|
12.28
|
|
|
$
|
13.74
|
|
|
$
|
11.89
|
|
General and administrative
|
$
|
4.02
|
|
|
$
|
5.11
|
|
|
$
|
4.19
|
|
|
$
|
5.29
|
|
|
Six Months Ended
June 30, |
||||||
(In thousands)
|
2018
|
|
2017
|
||||
Net cash provided by operating activities
|
$
|
254,208
|
|
|
$
|
121,242
|
|
Net cash used in investing activities
|
(493,562
|
)
|
|
(369,695
|
)
|
||
Net cash provided by financing activities
|
280,385
|
|
|
180,818
|
|
||
Net change in cash and restricted cash
|
$
|
41,031
|
|
|
$
|
(67,635
|
)
|
Adjusted EBITDA
attributable to Matador Resources Company shareholders
(1)
|
$
|
254,592
|
|
|
$
|
142,611
|
|
(1)
|
Adjusted EBITDA is a non-GAAP financial measure. For a definition of Adjusted EBITDA and a reconciliation of Adjusted EBITDA to our net income (loss) and net cash provided by operating activities, see “— Non-GAAP Financial Measures” below.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Unaudited Adjusted EBITDA Reconciliation to Net Income:
|
|
|
|
|
|
|
|
||||||||
Net income attributable to Matador Resources Company shareholders
|
$
|
59,806
|
|
|
$
|
28,509
|
|
|
$
|
119,700
|
|
|
$
|
72,493
|
|
Net income attributable to non-controlling interest in subsidiaries
|
5,831
|
|
|
3,178
|
|
|
10,861
|
|
|
5,094
|
|
||||
Net income
|
65,637
|
|
|
31,687
|
|
|
130,561
|
|
|
77,587
|
|
||||
Interest expense
|
8,004
|
|
|
9,224
|
|
|
16,495
|
|
|
17,679
|
|
||||
Depletion, depreciation and amortization
|
66,838
|
|
|
41,274
|
|
|
122,207
|
|
|
75,266
|
|
||||
Accretion of asset retirement obligations
|
375
|
|
|
314
|
|
|
739
|
|
|
614
|
|
||||
Unrealized gain on derivatives
|
(1,429
|
)
|
|
(13,190
|
)
|
|
(11,845
|
)
|
|
(33,821
|
)
|
||||
Stock-based compensation expense
|
4,766
|
|
|
7,026
|
|
|
8,945
|
|
|
11,192
|
|
||||
Net gain on asset sales and inventory impairment
|
—
|
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
||||
Consolidated Adjusted EBITDA
|
144,191
|
|
|
76,335
|
|
|
267,102
|
|
|
148,510
|
|
||||
Adjusted EBITDA attributable to non-controlling interest in subsidiaries
|
(6,853
|
)
|
|
(3,683
|
)
|
|
(12,510
|
)
|
|
(5,899
|
)
|
||||
Adjusted EBITDA attributable to Matador Resources Company shareholders
|
$
|
137,338
|
|
|
$
|
72,652
|
|
|
$
|
254,592
|
|
|
$
|
142,611
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Unaudited Adjusted EBITDA Reconciliation to Net Cash Provided by Operating Activities:
|
|
|
|
|
|
|
|
||||||||
Net cash provided by operating activities
|
$
|
118,059
|
|
|
$
|
59,933
|
|
|
$
|
254,208
|
|
|
$
|
121,242
|
|
Net change in operating assets and liabilities
|
18,174
|
|
|
7,198
|
|
|
(3,190
|
)
|
|
9,653
|
|
||||
Interest expense, net of non-cash portion
|
7,958
|
|
|
9,204
|
|
|
16,084
|
|
|
17,615
|
|
||||
Adjusted EBITDA attributable to non-controlling interest in subsidiaries
|
(6,853
|
)
|
|
(3,683
|
)
|
|
(12,510
|
)
|
|
(5,899
|
)
|
||||
Adjusted EBITDA attributable to Matador Resources Company shareholders
|
$
|
137,338
|
|
|
$
|
72,652
|
|
|
$
|
254,592
|
|
|
$
|
142,611
|
|
|
Payments Due by Period
|
||||||||||||||||||
(In thousands)
|
Total
|
|
Less
Than
1 Year
|
|
1 - 3
Years
|
|
3 - 5
Years
|
|
More
Than
5 Years
|
||||||||||
Contractual Obligations:
|
|
|
|
|
|
|
|
|
|
||||||||||
Revolving credit borrowings, including letters of credit
(1)
|
$
|
2,991
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,991
|
|
|
$
|
—
|
|
Senior unsecured notes
(2)
|
575,000
|
|
|
—
|
|
|
—
|
|
|
575,000
|
|
|
—
|
|
|||||
Office leases
|
21,370
|
|
|
2,490
|
|
|
5,215
|
|
|
5,548
|
|
|
8,117
|
|
|||||
Non-operated drilling commitments
(3)
|
47,190
|
|
|
47,190
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Drilling rig contracts
(4)
|
32,439
|
|
|
29,547
|
|
|
2,892
|
|
|
—
|
|
|
—
|
|
|||||
Asset retirement obligations
|
28,125
|
|
|
1,235
|
|
|
871
|
|
|
2,026
|
|
|
23,993
|
|
|||||
Natural gas transportation, gathering and processing agreements with non-affiliates
(5)
|
451,087
|
|
|
8,479
|
|
|
86,559
|
|
|
90,815
|
|
|
265,234
|
|
|||||
Gathering, processing and disposal agreements with San Mateo
(6)
|
222,614
|
|
|
2,313
|
|
|
69,994
|
|
|
75,102
|
|
|
75,205
|
|
|||||
Natural gas construction contracts
(7)
|
15,474
|
|
|
15,474
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total contractual cash obligations
|
$
|
1,396,290
|
|
|
$
|
106,728
|
|
|
$
|
165,531
|
|
|
$
|
751,482
|
|
|
$
|
372,549
|
|
(1)
|
At
June 30, 2018
, we had
no
borrowings outstanding under our Credit Agreement and approximately
$3.0 million
in outstanding letters of credit issued pursuant to the Credit Agreement. The Credit Agreement matures in October 2020.
|
(2)
|
The amounts included in the table above represent principal maturities only. Interest expense on our 6.875% senior notes due 2023 that are outstanding as of
June 30, 2018
is expected to be approximately $39.5 million each year until maturity.
|
(3)
|
At
June 30, 2018
, we had outstanding commitments to participate in the drilling and completion of various non-operated wells. Our working interests in these wells are typically small, and certain of these wells were in progress at
June 30, 2018
. If all of these wells are drilled and completed, we will have minimum outstanding aggregate commitments for our participation in these wells of approximately
$47.2 million
at
June 30, 2018
, which we expect to incur within the next year.
|
(4)
|
We do not own or operate our own drilling rigs, but instead enter into contracts with third parties for such drilling rigs. See Note 9 to the interim unaudited condensed consolidated financial statements in this Quarterly Report for more information regarding these contractual commitments.
|
(5)
|
In late 2015, we entered into a 15-year fixed-fee natural gas gathering and processing agreement for a significant portion of our operated natural gas production in Loving County, Texas. In late 2017, we entered into an 18-year fixed-fee natural gas transportation agreement where we committed to deliver a portion of the residue natural gas production at the tailgate of the Black River Processing Plant to transport through the counterparty’s pipeline in Eddy County, New Mexico. In late 2017, we also entered into a fixed-fee NGL transportation and fractionation agreement whereby we committed to deliver our NGL production at the tailgate of the Black River Processing Plant. We have committed to deliver a minimum amount of NGLs to the counterparty upon construction and completion of a pipeline expansion and a fractionation facility by the counterparty, which is currently expected to be completed late in 2019. We have no rights to compel the counterparty to construct this pipeline extension or fractionation facility. If the counterparty does not construct the pipeline extension and fractionation facility, then we do not have any minimum volume commitments under the agreement. If the counterparty constructs the pipeline extension and fractionation facility on or prior to February 28, 2021, then we will have a commitment to deliver a minimum amount of NGLs for seven years following the completion of the pipeline extension and fractionation facility. If we do not meet our NGL volume commitment in any quarter during the seven-year commitment period, we will be required to pay a deficiency fee per gallon of NGL deficiency. The amounts in the table assume that the seven-year period containing minimum NGL volume commitments begins in late 2019. In the second quarter of 2018, we entered into a 16-year, fixed fee natural gas transportation agreement that begins on October 1, 2019, whereby we committed to deliver a portion
|
(6)
|
In February 2017, we dedicated our current and future leasehold interests in the Rustler Breaks and Wolf asset areas pursuant to 15-year, fixed-fee natural gas, oil and salt water gathering agreements and salt water disposal agreements. In addition, effective February 1, 2017, we dedicated our current and future leasehold interests in the Rustler Breaks asset area pursuant to a 15-year, fixed-fee natural gas processing agreement. See Note 9 to the interim unaudited condensed consolidated financial statements in this Quarterly Report for more information regarding these contractual commitments.
|
(7)
|
Beginning in May 2017, a subsidiary of San Mateo entered into certain agreements with third parties for the engineering, procurement, construction and installation of an expansion of the Black River Processing Plant. In addition, during the first quarter of 2018, a subsidiary of San Mateo entered into agreements for additional field compression and an amine gas treatment unit to maximize the operation of the Black River Processing Plant. See Note 9 to the interim unaudited condensed consolidated financial statements in this Quarterly Report for more information regarding these contractual commitments.
|
Period
|
|
Total Number of Shares Purchased
(1)
|
|
Average Price Paid Per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Maximum Number of Shares that May Yet Be Purchased under the Plans or Programs
|
|||||
April 1, 2018 to April 30, 2018
|
|
5,971
|
|
|
$
|
31.28
|
|
|
—
|
|
|
—
|
|
May 1, 2018 to May 31, 2018
|
|
673
|
|
|
30.56
|
|
|
—
|
|
|
—
|
|
|
June 1, 2018 to June 30, 2018
|
|
439
|
|
|
27.29
|
|
|
—
|
|
|
—
|
|
|
Total
|
|
7,083
|
|
|
$
|
30.97
|
|
|
—
|
|
|
—
|
|
Exhibit
Number
|
|
Description
|
|
|
|
3.1
|
|
|
|
|
|
3.2
|
|
|
|
|
|
3.3
|
|
|
|
|
|
3.4
|
|
|
|
|
|
3.5
|
|
|
|
|
|
10.1
|
|
|
|
|
|
10.2
|
|
|
|
|
|
23.1
|
|
|
|
|
|
31.1
|
|
|
|
|
|
31.2
|
|
|
|
|
|
32.1
|
|
|
|
|
|
32.2
|
|
|
|
|
|
99.1
|
|
|
|
|
|
101
|
|
The following financial information from Matador Resources Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2018 formatted in XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets - Unaudited, (ii) the Condensed Consolidated Statements of Operations - Unaudited, (iii) the Condensed Consolidated Statement of Changes in Shareholders’ Equity - Unaudited, (iv) the Condensed Consolidated Statements of Cash Flows - Unaudited and (v) the Notes to Condensed Consolidated Financial Statements - Unaudited (submitted electronically herewith).
|
|
|
|
MATADOR RESOURCES COMPANY
|
|
|
|
|
Date: August 3, 2018
|
By:
|
|
/s/ Joseph Wm. Foran
|
|
|
|
Joseph Wm. Foran
|
|
|
|
Chairman and Chief Executive Officer
|
Date: August 3, 2018
|
By:
|
|
/s/ David E. Lancaster
|
|
|
|
David E. Lancaster
|
|
|
|
Executive Vice President and Chief Financial Officer
|
1.
|
Section 9(a)(ii) of the Agreement is amended by replacing the words “twelve (12) months” with “twenty-four (24) months.”
|
2.
|
Section 14(b) of the Agreement is restated in its entirety to provide as follows:
|
3.
|
Section 14(c) of the Agreement is restated in its entirety to provide as follows:
|
MATADOR RESOURCES COMPANY
|
|||||
|
|
|
|
||
|
|
||||
By:
|
/s/ Joseph Wm. Foran
|
||||
|
Joseph Wm. Foran
|
||||
|
Chairman of the Board and Chief
|
||||
|
Executive Officer
|
EMPLOYEE:
|
|||||
|
|||||
/s/ Billy E. Goodwin
|
|||||
Billy E. Goodwin, individually
|
MATADOR RESOURCES COMPANY
|
|||||
|
|
|
|
||
By:
|
/s/ Joseph Wm. Foran
|
||||
|
Joseph Wm. Foran
|
||||
|
Chairman of the Board and Chief
|
||||
|
Executive Officer
|
Address for Notice
:
|
|||||
|
|||||
One Lincoln Centre
|
|||||
5400 LBJ Freeway, Suite 1500
|
|||||
Dallas, TX 75240
|
|||||
Attention: Board of Directors
|
EMPLOYEE:
|
|||||
|
|||||
/s/ Bradley M. Robinson
|
|||||
Bradley M. Robinson, individually
|
Address for Notice
:
|
|||||
|
|||||
|
|
|
|
|
|
|
|
|
|
AGREED TO BY:
|
|
|
|
|
||||
|
|
|
|
|||||
|
|
|
|
__________________________________
|
||||
[EMPLOYEE]
|
|
|
|
Date
|
||||
|
|
|
|
STATE OF TEXAS
|
|
|
|
|
|
|
|
|
|
|
|||
COUNTY OF ____________
|
|
|
|
|
|
|
|
|
|
|
Notary Public in and for the State of Texas
|
|
|
MATADOR RESOURCES COMPANY
|
|
|
|
By:
|
|
|
|
Title:
|
|
|
|
Date:
|
|
STATE OF TEXAS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COUNTY OF ____________
|
|
|
|
|
|
|
|
|
|
|
|
|
Notary Public in and for the State of Texas
|
|
|
Exhibit 23.1
|
|
|
|
NETHERLAND, SEWELL & ASSOCIATES, INC.
|
||
|
|
|
By:
|
|
/s/ C.H. (Scott) Rees III
|
|
|
C.H. (Scott) Rees III, P.E.
|
|
|
Chairman and Chief Executive Officer
|
August 3, 2018
|
/s/ Joseph Wm. Foran
|
|
|
Joseph Wm. Foran
|
|
|
Chairman and Chief Executive Officer
(Principal Executive Officer)
|
|
August 3, 2018
|
/s/ David E. Lancaster
|
|
|
David E. Lancaster
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
|
|
August 3, 2018
|
/s/ Joseph Wm. Foran
|
|
|
Joseph Wm. Foran
|
|
|
Chairman and Chief Executive Officer
(Principal Executive Officer)
|
|
August 3, 2018
|
/s/ David E. Lancaster
|
|
|
David E. Lancaster
|
|
|
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
|
|
|
|
Net Reserves
|
|
Future Net Revenue (M$)
|
||||
|
|
Oil
|
|
Gas
|
|
|
|
Present Worth
|
Category
|
|
(MBBL)
|
|
(MMCF)
|
|
Total
|
|
at 10%
|
|
|
|
|
|
|
|
|
|
Proved Developed Producing
|
|
44,451.0
|
|
221,348.2
|
|
1,845,692.4
|
|
1,233,851.1
|
Proved Developed Non-Producing
|
|
579.1
|
|
2,963.9
|
|
28,107.7
|
|
20,060.8
|
Proved Undeveloped
|
|
50,417.6
|
|
223,932.6
|
|
1,294,931.6
|
|
511,950.5
|
|
|
|
|
|
|
|
|
|
Total Proved
|
|
95,447.7
|
|
448,244.7
|
|
3,168,730.9
|
|
1,765,862.8
|