Form 8-K/A - Current report: [Amend]

CHORD ENERGY CORPORATION

Date: August 7, 2024

/s/ Shannon B. Kinney

Shannon B. Kinney

Executive Vice President, Chief Administrative Officer, General Counsel and Corporate Secretary

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 31, 2024

CHORD ENERGY CORPORATION

(Exact name of registrant as specified in its charter)


Delaware	001-34776	80-0554627
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

	1001 Fannin Street, Suite 1500 Houston, Texas	77002
	(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (281) 404-9500

Not Applicable

(Former Name or Former Address, If Changed Since Last Report)

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))

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	CHRD	The Nasdaq Stock Market LLC

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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

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. ☐

Introductory Note.

As reported in a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission by Chord Energy Corporation (“Chord” or the “Company”) on June 6, 2024 (the “Original Form 8-K”), on May 31, 2024, the Company and Spark Acquisition ULC, an unlimited liability company organized and existing under the laws of the Province of Alberta, Canada and a wholly owned subsidiary of Chord (“Canadian Sub”), completed the previously announced strategic business combination transaction with Enerplus Corporation, a corporation existing under the laws of the Province of Alberta, Canada (“Enerplus”), whereby Canadian Sub acquired all of the issued and outstanding Enerplus common shares pursuant to the arrangement agreement entered into by and among Chord, Canadian Sub and Enerplus on February 21, 2024, and effected by way of a plan of arrangement under the Business Corporations Act (Alberta) (the “Arrangement”).

This Current Report on Form 8-K/A (this “Amendment”) amends and supplements the Original Form 8-K to provide the pro forma financial statements described in Item 9.01 below and to file certain exhibits to the Original Form 8-K. No other modifications to the Original Form 8-K are being made by this Amendment. This Amendment should be read in connection with the Original Form 8-K, which provides a more complete description of the Arrangement.

Item 9.01

Financial Statements and Exhibits.

(b)

Pro Forma Financial Information.

The following unaudited pro forma condensed combined financial information of the Company, attached as Exhibit 99.1 hereto:

•

Unaudited Pro Forma Condensed Combined Financial Statements as of and for the three months ended March 31, 2024 and for the year ended December 31, 2023; and

•

Notes to the Unaudited Pro Forma Condensed Combined Financial Statements.

(d)

Exhibits.


Exhibit Number		Description

23.1		Consent of KPMG LLP relating to Enerplus Corporation.

23.2		Consent of Netherland, Sewell & Associates, Inc. relating to Enerplus Corporation.

23.3		Consent of McDaniel & Associates Consultants Ltd. relating to Enerplus Corporation.

99.1		Unaudited Pro Forma Condensed Combined Financial Statements as of and for the three months ended March 31, 2024 and for the year ended December 31, 2023.

104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

The Board of Directors of Chord Energy Corporation

We consent to the use of our report dated February 21, 2024, which appears in the Annual Report on Form 40-F of Enerplus Corporation and subsidiaries (the “Entity”) for the fiscal year ended December 31, 2023, on the consolidated financial statements of the Entity, which comprise the consolidated balance sheets as of December 31, 2023 and 2022, the related consolidated statements of income/(loss) and comprehensive income/(loss), changes in shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes, which is incorporated by reference in the Registration Statements (No. 333- 262192 and 333- 266127) on Form S-8, and No. 333- 271727 on Form S-3 of Chord Energy Corporation.

/s/ KPMG LLP

Chartered Professional Accountants

August 7, 2024

Calgary, Canada

Exhibit 23.2

LOGO

CONSENT OF INDEPENDENT PETROLEUM ENGINEERS AND GEOLOGISTS

We hereby consent to the references to our firm, in the context in which they appear, and to the references to and the incorporation by reference to the Registration Statement No. 333-262192 and No. 333-266127 on Form S-8 and to the Registration Statement No. 333-271727 on Form S-3 of Chord Energy Corporation (the “Company”) of our reserves report dated February 20, 2024, included in the Annual Report on Form 40-F of Enerplus Corporation for the fiscal year ended December 31, 2023, as well as in the notes to the financial statements included therein, incorporated by reference in this Current Report on Form 8-K/A dated August 7, 2024, in accordance with the requirements of the Securities Act of 1933, as amended.


NETHERLAND, SEWELL & ASSOCIATES, INC.

By:		/s/ Richard B. Talley, Jr.
		Richard B. Talley, Jr., P.E.
		Chairman and Chief Executive Officer

Houston, Texas

August 7, 2024

Exhibit 23.3

LOGO

CONSENT OF INDEPENDENT PETROLEUM ENGINEERS AND GEOLOGISTS

We hereby consent to the references to our firm, in the context in which they appear, and to the references to and the incorporation by reference to the Registration Statement No. 333-262192 and No. 333-266127 on Form S-8 and to the Registration Statement No. 333-271727 on Form S-3 of Chord Energy Corporation (the “Company”) of our reserves report dated February 21, 2024, included in the Annual Report on Form 40-F of Enerplus Corporation for the fiscal year ended December 31, 2023, as well as in the notes to the financial statements included therein, incorporated by reference in this Current Report on Form 8-K/A dated August 7, 2024, in accordance with the requirements of the Securities Act of 1933, as amended.


McDANIEL & ASSOCIATES CONSULTANTS LTD.

By:		/s/ Jared W. B. Wynveen
		Jared W. B. Wynveen, P. Eng
		Executive Vice President

Calgary, Alberta

August 7, 2024

Exhibit 99.1

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

On May 31, 2024, Chord Energy Corporation (“Chord” or the “Company”) completed the arrangement contemplated by the Arrangement Agreement, dated as of February 21, 2024 (the “Arrangement Agreement”), by and among Chord, Enerplus Corporation (“Enerplus”) and Spark Acquisition ULC, a wholly-owned subsidiary of Chord (such transaction, the “Arrangement”). Pursuant to the Arrangement Agreement, each Enerplus shareholder received 0.10125 shares of common stock of Chord, par value of $0.01 per share (the “Chord Common Stock”) and $1.84 in cash, in exchange for each Enerplus common share held as of the Effective Time (as defined in the Arrangement Agreement).

Chord and Enerplus prepared their respective historical financial statements in accordance with U.S. GAAP. In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 805, Business Combinations (“ASC 805”), Chord was treated as the acquirer for accounting purposes and accounted for the Arrangement as an acquisition of a business.

The unaudited pro forma condensed combined balance sheet at March 31, 2024 was prepared as if the Arrangement had occurred on March 31, 2024. The unaudited pro forma condensed combined statements of operations for the three months ended March 31, 2024 and for the year ended December 31, 2023 were prepared as if the Arrangement had occurred on January 1, 2023. The unaudited pro forma condensed combined financial statements have been derived from the historical consolidated financial statements of the Company and Enerplus.

The unaudited pro forma condensed combined financial statements and underlying pro forma adjustments are based upon currently available information and include certain estimates and assumptions made by the Company’s management; accordingly, actual results could differ materially from the pro forma information. Significant estimates and assumptions include the preliminary purchase price allocation, based on estimates of, and assumptions related to, the fair value of the assets acquired and liabilities assumed as of the Effective Time that were applied as if the transaction occurred on March 31, 2024. Management believes that the assumptions used to prepare the unaudited pro forma condensed combined financial statements and accompanying notes provide a reasonable and supportable basis for presenting the significant estimated effects of the Arrangement. The following unaudited pro forma condensed combined statements of operations do not purport to represent what the Company’s results of operations would have been if the Arrangement had occurred on January 1, 2023. The unaudited pro forma condensed combined balance sheet does not purport to represent what the Company’s financial position would have been if the Arrangement had occurred on March 31, 2024. The unaudited pro forma condensed combined financial statements should be read together with the following:

(i)

Company’s audited historical consolidated financial statements and related notes included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 26, 2024;

(ii)

Enerplus’ audited historical consolidated financial statements and related notes filed with SEDAR+ on February 21, 2024 and included in its Annual Report on Form 40-F for the fiscal year ended December 31, 2023, filed with the SEC on February 21, 2024;

(iii)

Company’s unaudited historical condensed consolidated financial statements and related notes included in its Quarterly Report on Form 10-Q for the three months ended March 31, 2024, filed with the SEC on May 9, 2024; and

(iv)

Enerplus’ unaudited historical condensed consolidated financial statements and related notes for the three months ended March 31, 2024 filed with SEDAR+ on May 8, 2024 and included on Form 6-K filed with the SEC on May 8, 2024.

The unaudited pro forma condensed combined financial statements have been prepared in accordance with Article 11 of SEC Regulation S-X as amended by the final rule, Release No. 33-10786 “Amendments to Financial Disclosures about Acquired and Disposed Businesses,” using assumptions set forth in the notes herein. Article 11 permits presentation of reasonably estimable synergies and other transaction effects that have occurred or are reasonably expected to occur (“Management’s Adjustments”). The Company has elected not to present Management’s Adjustments and will only be presenting Transaction Accounting Adjustments in the unaudited pro forma condensed combined financial statements.

Chord Energy Corporation

Pro Forma Condensed Combined Balance Sheet (Unaudited)

As of March 31, 2024

(In thousands)


	As Reported			Enerplus As Adjusted – Note 2			Transaction Accounting Adjustments – Note 3				Pro Forma Combined Chord
ASSETS
Current assets
Cash and cash equivalents	$	296,354		$	33,412		$	(537,559	)	(a)	$	—
								207,793		(b)
Accounts receivable, net		982,062			252,571			1,432		(c)		1,236,065
Inventory		78,118			2,350			—				80,468
Prepaid expenses		30,135			13,394			(10,145	)	(c)		33,384
Derivative instruments		26,540			—			—				26,540
Other current assets		2,033			13,004			—				15,037

Total current assets		1,415,242			314,731			(338,479	)			1,391,494
Property, plant and equipment
Oil and gas properties (successful efforts method)		6,575,306			7,887,965			(2,634,182	)	(a)		11,829,089
								—		(c)
Other property and equipment		49,087			103,957			(92,963	)	(a)		60,081
Less: accumulated depreciation, depletion and amortization		(1,218,284	)		(6,429,847	)		6,429,847		(a)		(1,218,284	)

Total property, plant and equipment, net		5,406,109			1,562,075			3,702,702				10,670,886

Derivative instruments		22,231			—			—				22,231
Investment in unconsolidated affiliate		114,181			—			—				114,181
Long-term inventory		28,360			5,257			—				33,617
Operating right-of-use assets		19,218			23,851			—				43,069
Deferred tax assets		—			131,527			(131,527	)	(d)		—
Goodwill		—			—			466,016		(a)		466,016
Other assets		20,173			884			3,076		(e)		24,133

Total assets	$	7,025,514		$	2,038,325		$	3,701,788			$	12,765,627

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	39,511		$	9,440		$	—			$	48,951
Revenues and production taxes payable		592,888			185,581			—				778,469
Accrued liabilities		545,820			162,152			12,896		(a)		779,577
								3,076		(e)
								37,252		(f)
								11,994		(g)
								6,387		(h)
Current portion of long-term debt		—			80,600			(1,722	)	(a)		78,878
Accrued interest payable		8,532			—			—				8,532
Derivative instruments		19,523			368			—				19,891
Advances from joint interest partners		2,484			—			—				2,484
Current operating lease liabilities		13,691			11,460			—				25,151
Other current liabilities		22,671			—			—				22,671

Total current liabilities		1,245,120			449,601			69,883				1,764,604

Long-term debt		396,324			93,504			(56,425	)	(a)		641,196
								207,793		(b)
Deferred tax liabilities		122,288			118,648			1,056,284		(d)		1,297,220
Asset retirement obligations		155,696			117,631			(6,377	)	(a)		266,950
Derivative instruments		3,022			—			—				3,022
Operating lease liabilities		15,993			13,067			—				29,060
Other liabilities		11,893			—			—				11,893

Total liabilities		1,950,336			792,451			1,271,158				4,013,945

Commitments and contingencies
Stockholders’ equity
Common stock		459			2,694,403			(2,694,196	)	(a)		666
Treasury stock		(523,288	)		—			—				(523,288	)
Additional paid-in capital		3,575,557			13,531			3,718,399		(a)		7,307,487
Retained earnings		2,022,450			(1,160,719	)		1,160,719		(a)		1,966,817
								(37,252	)	(f)
								(11,994	)	(g)
								(6,387	)	(h)
Accumulated other comprehensive loss		—			(301,341	)		301,341		(a)		—

Total stockholders’ equity		5,075,178			1,245,874			2,430,630				8,751,682

Total liabilities and stockholders’ equity	$	7,025,514		$	2,038,325		$	3,701,788			$	12,765,627

The accompanying notes are an integral part of these unaudited pro forma condensed combined financial statements.

Chord Energy Corporation

Pro Forma Condensed Combined Statement of Operations (Unaudited)

Three Months Ended March 31, 2024

(In thousands, except per share data)


	As Reported			Enerplus As Adjusted – Note 2			Transaction Accounting Adjustments – Note 3				Pro Forma Combined Chord
Revenues
Oil, NGL and gas revenues	$	748,162		$	332,835		$	—			$	1,080,997
Purchased oil and gas sales		337,098			—			—				337,098

Total revenues		1,085,260			332,835			—				1,418,095
Operating expenses
Lease operating expenses		159,206			72,799			—				232,005
Gathering, processing and transportation expenses		53,984			32,464			—				86,448
Purchased oil and gas expenses		335,762			—			—				335,762
Production taxes		63,911			29,436			—				93,347
Depreciation, depletion and amortization		168,894			92,510			8,537		(a)		269,941
General and administrative expenses		25,712			32,026			4,417		(b)		62,155
Exploration and impairment		6,154			—			—				6,154

Total operating expenses		813,623			259,235			12,954				1,085,812
Gain on sale of assets, net		1,302			—			—				1,302

Operating income		272,939			73,600			(12,954	)			333,585
Other income (expense)
Net gain (loss) on derivative instruments		(27,577	)		(2,775	)		—				(30,352	)
Net gain (loss) from investment in unconsolidated affiliate		16,296			—			—				16,296
Interest expense, net of capitalized interest		(7,592	)		(3,098	)		(1,725	)	(c)		(12,415	)
Other income		2,826			3,441			—				6,267

Total other income (expense), net		(16,047	)		(2,432	)		(1,725	)			(20,204	)

Income from continuing operations		256,892			71,168			(14,679	)			313,381
Income tax expense		(57,539	)		(5,032	)		3,523		(d)		(59,048	)

Net income	$	199,353		$	66,136		$	(11,156	)		$	254,333

Earnings per share:
Basic	$	4.79									$	4.08		(e)
Diluted	$	4.65									$	4.00		(e)
Weighted average shares outstanding:
Basic		41,648			—			—				62,328		(e)
Diluted		42,747			—			—				63,607		(e)

The accompanying notes are an integral part of these unaudited pro forma condensed combined financial statements.

Chord Energy Corporation

Pro Forma Condensed Combined Statement of Operations (Unaudited)

Year Ended December 31, 2023

(In thousands, except per share data)


	As Reported			Enerplus As Adjusted – Note 2			Transaction Accounting Adjustments – Note 3				Pro Forma Combined Chord
Revenues
Oil, NGL and gas revenues	$	3,132,411		$	1,546,086		$	—			$	4,678,497
Purchased oil and gas sales		764,230			—			—				764,230
Other services revenues		—			—			—				—

Total revenues		3,896,641			1,546,086			—				5,442,727
Operating expenses
Lease operating expenses		658,938			272,747			—				931,685
Gathering, processing and transportation expenses		180,219			145,576			—				325,795
Purchased oil and gas expenses		761,325			—			—				761,325
Production taxes		260,002			135,131			—				395,133
Depreciation, depletion and amortization		598,562			377,495			77,960		(a)		1,054,017
General and administrative expenses		126,319			65,664			23,342		(b)		270,958
								37,252		(c)
								11,994		(d)
								6,387		(e)
Exploration and impairment		35,330			—			—				35,330

Total operating expenses		2,620,695			996,613			156,935				3,774,243
Gain (loss) on sale of assets, net		(2,764	)		—			—				(2,764	)

Operating income		1,273,182			549,473			(156,935	)			1,665,720
Other income (expense)
Net gain on derivative instruments		63,182			31,317			—				94,499
Net gain from investment in unconsolidated affiliate		21,330			—			—				21,330
Interest expense, net of capitalized interest		(28,630	)		(15,120	)		(6,781	)	(f)		(50,531	)
Other income		9,964			1,760			—				11,724

Total other income (expense), net		65,846			17,957			(6,781	)			77,022

Income from continuing operations		1,339,028			567,430			(163,716	)			1,742,742
Income tax (expense)		(315,249	)		(111,354	)		39,292		(g)		(387,311	)

Net income from continuing operations	$	1,023,779		$	456,076		$	(124,424	)		$	1,355,431

Earnings from continuing operations per share:
Basic	$	24.59									$	21.80		(h)
Diluted	$	23.51									$	21.15		(h)
Weighted average shares outstanding:
Basic		41,490			—			—				62,170		(h)
Diluted		43,398			—			—				64,078		(h)

The accompanying notes are an integral part of these unaudited pro forma condensed combined financial statements.

Notes to Unaudited Pro Forma Condensed Combined Financial Statements

1.	Basis of Presentation

The unaudited pro forma condensed combined financial statements have been prepared in accordance with Article 11 using assumptions set forth in the notes herein. Article 11 permits presentation of reasonably estimable synergies and other transaction effects that have occurred or are reasonably expected to occur, otherwise known as Management’s Adjustments. The Company has elected not to present Management’s Adjustments and will only be presenting Transaction Accounting Adjustments in the unaudited pro forma condensed combined financial statements.

On May 31, 2024, the Arrangement was completed, and the Company issued 20,680,097 shares of Chord Common Stock and paid $375.8 million in cash to Enerplus shareholders. Pursuant to the Arrangement Agreement, each Enerplus shareholder received 0.10125 shares of Chord Common Stock and $1.84 in cash, in exchange for each Enerplus common share held as of the Effective Time. The Arrangement was accounted for using the acquisition method of accounting in accordance with ASC 805, with Chord treated as the accounting acquirer. The Company’s allocation of the preliminary purchase price with respect to the Arrangement is based on estimates of, and assumptions related to, the fair value of the assets acquired and liabilities assumed as of the Effective Time that were applied as if the transaction occurred on March 31, 2024. The Company intends to finalize the valuations and purchase price allocation as soon as practicable within the measurement period, but in no event later than one year following the closing date of the Arrangement. Accordingly, the pro forma adjustments are preliminary, have been made solely for the purpose of providing pro forma financial information and are subject to revision based on a final determination of fair value as of the closing date of the Arrangement. Differences between preliminary estimates and the final allocation of the consideration paid may have a material impact on the accompanying unaudited pro forma condensed combined financial statements.

For purposes of preparing the unaudited pro forma condensed combined financial statements, certain pro forma adjustments were translated from Canadian dollars to United States dollars using historical exchange rates.

2.	Arrangement Reclassification Adjustments

Certain reclassifications have been made in the historical presentation of Enerplus’ financial statements to conform to the Company’s historical presentation.

Balance Sheet as of March 31, 2024


		Balance Sheet As of March 31, 2024 (In thousands)
Enerplus Caption	Chord Caption	Enerplus Historical			Reclassification Adjustments			Ref.		Enerplus As Adjusted
Current Assets
Cash and cash equivalents	Cash and cash equivalents	$	33,412		$	—				$	33,412
Accounts receivable, net of allowance for doubtful accounts	Accounts receivable, net		252,571			—					252,571
	Inventory		—			2,350			(i)		2,350
	Prepaid expenses		—			13,394			(i)		13,394
Derivative financial assets	Derivative instruments (current asset)		—			—					—
Other current assets	Other current assets		28,748			(15,744	)		(i)		13,004

Total current assets			314,731			—					314,731

Property and equipment:
Crude oil and natural gas properties (full cost method)	Oil and gas properties (successful efforts method)		1,551,081			6,336,884			(ii)		7,887,965
Other capital assets	Other property and equipment		10,994			92,963			(iii)		103,957

Total property and equipment			1,562,075			6,429,847					7,991,922
	Less: accumulated depreciation, depletion and amortization		—			(6,429,847	)		(ii) (iii)		(6,429,847	)

Total property and equipment, net			1,562,075			—					1,562,075
	Derivative instruments		—			—					—
	Investment in unconsolidated affiliate		—			—					—
	Long-term inventory		—			5,257			(iv)		5,257
Right-of-use assets	Operating right-of-use assets		23,851			—					23,851
Deferred income tax asset	Deferred tax assets		131,527			—					131,527
Other long-term assets	Other assets		6,141			(5,257	)		(iv)		884

Total assets		$	2,038,325		$	—				$	2,038,325

Current liabilities
Accounts payable and other current liabilities	Accounts payable	$	357,541		$	(348,101	)		(v)	$	9,440
	Revenues and production taxes payable		—			185,581			(v)		185,581
	Accrued liabilities		—			162,152			(v)		162,152
	Accrued interest payable		—			—					—
Derivative financial liabilities	Derivative instruments (current liability)		—			368			(v)		368
	Advances from joint interest partners		—			—					—
Current portion of lease liabilities	Current operating lease liabilities		11,460			—					11,460
Current portion of long-term debt	Other current liabilities		80,600			—					80,600

Total current liabilities			449,601			—					449,601

Long-term debt	Long-term debt		93,504			—					93,504
Deferred income tax liability	Deferred tax liabilities		118,648			—					118,648
Asset retirement obligation	Asset retirement obligations		117,631			—					117,631
	Derivative instruments (long-term liability)		—			—					—
Lease liabilities	Operating lease liabilities		13,067			—					13,067
	Other liabilities		—			—					—

Total liabilities			792,451			—					792,451

Equity
Share capital	Common stock		2,694,403			—					2,694,403
	Treasury stock		—			—					—
Paid-in capital	Additional paid-in capital		13,531			—					13,531
Accumulated deficit	Retained earnings		(1,160,719	)		—					(1,160,719	)
Accumulated other comprehensive loss	Accumulated other comprehensive loss		(301,341	)		—					(301,341	)

Total equity			1,245,874			—					1,245,874

Total liabilities and equity		$	2,038,325		$	—				$	2,038,325

(i)	Represents the reclassification of balances contained in “Other current assets” on Enerplus’ historical balance sheet into “Inventory” and “Prepaid expenses” to conform to the Company’s balance sheet presentation.

(ii)	Represents the reclassification of balances contained in “Crude oil and natural gas properties (full cost method)” on Enerplus’ historical balance sheet into “Less: accumulated depreciation, depletion and amortization” to conform to the Company’s balance sheet presentation.

(iii)

Represents the reclassification of balances contained in “Other capital assets” on Enerplus’ historical balance sheet into “Less: accumulated depreciation, depletion and amortization” to conform to the Company’s balance sheet presentation.

(iv)	Represents the reclassification of balances contained in “Other long-term assets” on Enerplus’ historical balance sheet into “Long-term inventory” to conform to the Company’s balance sheet presentation.

(v)

Represents the reclassification of balances contained in “Accounts payable and other current liabilities” on Enerplus’ historical balance sheet into “Revenues and production taxes payable”, “Accrued liabilities” and “Derivative instruments (current liability)” to conform to the Company’s balance sheet presentation.

Statement of Operations for the three months ended March 31, 2024


		Statement of Operations Three Months Ended March 31, 2024 (In thousands)
Enerplus Caption	Chord Caption	Enerplus Historical			Reclassification Adjustments			Ref.		Enerplus As Adjusted
Revenues
Crude oil and natural gas sales	Oil, NGL and gas revenues	$	362,037		$	(29,202	)		(i)	$	332,835
	Purchased oil and gas sales		—			—					—
Commodity derivative instruments gain/(loss)	Other services revenues		(2,775	)		2,775			(ii)		—

	Total operating revenues		359,262			(26,427	)				332,835

Expenses
Operating	Lease operating expenses		102,001			(29,202	)		(i)		72,799
Transportation	Gathering, processing and transportation expenses		32,464			—					32,464
	Purchased oil and gas expenses		—			—					—
Production taxes	Production taxes		29,436			—					29,436
General and administrative	General and administrative expenses		24,257			7,769			(iii)		32,026
Depletion, depreciation and accretion	Depreciation, depletion and amortization		92,510			—					92,510
Interest			3,530			(3,530	)		(iv)		—
Other expense/(income)			(3,873	)		3,873			(v)		—
Transaction costs			7,769			(7,769	)		(iii)		—
	Exploration and impairment		—			—					—

	Total operating expenses		288,094			(28,859	)				259,235

	Gain on sale of assets, net		—			—					—

	Operating income		71,168			2,432					73,600

	Net gain (loss) on derivative instruments		—			(2,775	)		(ii)		(2,775	)
	Net gain from investment in unconsolidated affiliate		—			—					—
	Interest expense, net of capitalized interest		—			(3,098	)		(iv) (v)		(3,098	)
	Other income (expense)		—			3,441			(v)		3,441

	Total other income (expense), net		—			(2,432	)				(2,432	)

Income/(Loss) Before Taxes	Income from continuing operations		71,168			—					71,168
Income tax expense (benefit)
Current income tax expense/(recovery)	Income tax (expense) benefit		2,445			2,587			(vi) (vii)		(5,032	)
Deferred income tax expense/(recovery)			2,587			(2,587	)		(vi)		—

	Total income tax expense (benefit)		5,032			—					(5,032	)

Net Income/(Loss)	Net income attributable to Chord	$	66,136		$	—				$	66,136

(i)	Represents the reclassification of balances contained in “Operating” on Enerplus’ historical income statement into “Oil, NGL and gas revenues” to conform to the Company’s accounting policy.

(ii)	Represents the reclassification of balances contained in “Commodity derivative instruments gain/(loss)” on Enerplus’ historical income statement into “Net gain (loss) on derivative instruments” to conform to the Company’s income statement presentation.

(iii)

Represents the reclassification of balances contained in “Transaction costs” on Enerplus’ historical income statement into “General and administrative expenses” to conform to the Company’s income statement presentation.

(iv)	Represents the reclassification of balances contained in “Interest” on Enerplus’ historical income statement into “Interest expense, net of capitalized interest” to conform to the Company’s income statement presentation.

(v)	Represents the reclassification of balances contained in “Other expense/(income)” on Enerplus’ historical income statement into “Interest expense, net of capitalized interest” and “Other income (expense)” to conform to the Company’s income statement presentation.

(vi)	Represents the reclassification of balances contained in “Deferred income tax expense/(recovery)” on Enerplus’ historical income statement into “Income tax (expense) benefit” to conform to the Company’s income statement presentation.

(vii)

Represents the presentation of balances contained in “Current income tax expense/(recovery)” and “Deferred income tax expense/(recovery)” on Enerplus’ historical income statement as a negative value within “Income tax (expense) benefit” to conform to the Company’s income statement presentation.

Statement of Operations for the year ended December 31, 2023


		Statement of Operations
		Year Ended December 31, 2023
		(In thousands)
Enerplus Caption	Chord Caption	Enerplus Historical			Reclassification Adjustments			Ref.			Enerplus As Adjusted
Revenues
Crude oil and natural gas sales	Oil, NGL and gas revenues	$	1,663,016		$	(116,930	)		(i)		$	1,546,086
	Purchased oil and gas sales		—			—						—
Commodity derivative instruments gain/(loss)	Other services revenues		31,317			(31,317	)		(ii)			—

	Total operating revenues		1,694,333			(148,247	)					1,546,086

Expenses
Operating	Lease operating expenses		389,677			(116,930	)		(i)			272,747
Transportation	Gathering, processing and transportation expenses		145,576			—						145,576
	Purchased oil and gas expenses		—			—						—
Production taxes	Production taxes		135,131			—						135,131
General and administrative	General and administrative expenses		65,664			—						65,664
Depletion, depreciation, accretion, and impairment	Depreciation, depletion and amortization		377,495			—						377,495
Interest			17,597			(17,597	)		(iii)			—
Foreign exchange (gain)/loss			60			(60	)		(iv)			—
Transaction costs and other expense/(income)			(4,297	)		4,297			(v)			—
	Exploration and impairment		—			—						—

	Total operating expenses		1,126,903			(130,290	)					996,613

	Gain on sale of assets, net		—			—						—

	Operating income		567,430			(17,957	)					549,473

	Net gain (loss) on derivative instruments		—			31,317			(ii)			31,317
	Net gain from investment in unconsolidated affiliate		—			—						—
	Interest expense, net of capitalized interest		—			(15,120	)		(iii)	(v)		(15,120	)
	Other income (expense)		—			1,760			(iv)	(v)		1,760

	Total other income (expense), net		—			17,957						17,957

Income/(Loss) Before Taxes	Income from continuing operations		567,430			—						567,430
Income tax expense (benefit)
Current income tax expense/(recovery)	Income tax (expense) benefit		27,183			84,171			(vi)	(vii)		(111,354	)
Deferred income tax expense/(recovery)			84,171			(84,171	)		(vi)			—

	Total income tax expense (benefit)		111,354			—						(111,354	)

Net Income/(Loss)	Net income attributable to Chord	$	456,076		$	—					$	456,076

(i)	Represents the reclassification of balances contained in “Operating” on Enerplus’ historical income statement into “Oil, NGL and gas revenues” to conform to the Company’s accounting policy.

(ii)	Represents the reclassification of balances contained in “Commodity derivative instruments gain/(loss)” on Enerplus’ historical income statement into “Net gain (loss) on derivative instruments” to conform to the Company’s income statement presentation.

(iii)

Represents the reclassification of balances contained in “Interest” on Enerplus’ historical income statement into “Interest expense, net of capitalized interest” to conform to the Company’s income statement presentation.

(iv)	Represents the reclassification of balances contained in “Foreign exchange (gain)/loss” on Enerplus’ historical income statement into “Other income (expense)” to conform to the Company’s income statement presentation.

(v)	Represents the reclassification of balances contained in “Transaction costs and other expense/(income)” on Enerplus’ historical income statement into “Interest expense, net of capitalized interest” and “Other income (expense)” to conform to the Company’s income statement presentation.

(vi)	Represents the reclassification of balances contained in “Deferred income tax expense/(recovery)” on Enerplus’ historical income statement into “Income tax (expense) benefit” to conform to the Company’s income statement presentation.

(vii)

3.	Arrangement Preliminary Acquisition Accounting and Pro Forma Adjustments and Assumptions

Balance Sheet

The unaudited pro forma condensed combined balance sheet at March 31, 2024 reflects the following adjustments:

(a)

As the accounting acquirer, Chord accounted for the Arrangement using the acquisition method of accounting for business combinations in accordance with ASC 805. Chord’s allocation of the preliminary purchase price with respect to the Arrangement is based on estimates of, and assumptions related to, the fair value of the assets acquired and liabilities assumed as of the Effective Time that were applied as if the transaction occurred on March 31, 2024. Because the unaudited pro forma condensed combined financial statements have been prepared based on these preliminary estimates, the final purchase price allocation and the resulting effect on the financial position and results of operations of the combined company may be materially different from the pro forma amounts included herein. Chord expects to finalize the purchase price allocation as soon as reasonably practicable, which will not extend beyond the one-year measurement period provided under ASC 805.

The preliminary purchase price allocation is subject to change due to several factors, including, but not limiting to, the following:

•

Changes in the estimated fair value of Enerplus’ identifiable assets acquired and liabilities assumed as of the closing date of the Arrangement, which could result from changes in oil and gas properties estimates, discount rates and other factors; and

•

The tax basis of Enerplus’ assets and liabilities as of the closing date of the Arrangement.

The tables below represent the preliminary value of the total consideration and its allocation to the net assets acquired (in thousands, except per share amounts).


	Enerplus Shares Outstanding⁽¹⁾		Chord Shares Issued ⁽²⁾		Per Share Price⁽³⁾		Purchase Price Consideration ⁽⁴⁾
Chord shares issued to legacy Enerplus shareholders				20,680	$	180.47	$	3,732,137
Plus: Cash consideration per eligible share of legacy Enerplus common shares issued and outstanding		204,246				1.84		375,813
Plus: Cash consideration to settle legacy Enerplus awards								102,393
Plus: Cash consideration to payoff legacy Enerplus debt contemporaneously with close								53,433
Plus: Cash consideration to pay a retention bonus to legacy Enerplus employees								5,920

Preliminary arrangement consideration							$	4,269,696

(1)	The Enerplus shares outstanding consist of Enerplus common shares issued and outstanding as of May 31, 2024.

(2)	The Chord shares issued consists of Chord Common Stock issued to legacy Enerplus shareholders on May 31, 2024.

(3)

The per share price applied to Enerplus’ common shares issued and outstanding reflects the opening price per share of Chord Common Stock as of May 31, 2024. The per share price attributable to the cash consideration is the cash consideration per share amount as stipulated in the Arrangement Agreement.

(4)

The Enerplus bank credit facilities balance reflects the principal outstanding (inclusive of unamortized debt issuance costs) as of March 31, 2024. The final purchase price will be based upon the Enerplus bank credit facilities as of the closing date and, therefore, will be different from the amount shown above.


	Preliminary Purchase Price Allocation
Assets Acquired
Cash and cash equivalents	$	33,412
Accounts receivable, net		254,003
Inventory		2,350
Prepaid expenses		3,249
Other current assets		13,004
Oil and gas properties (successful efforts method)		5,253,783
Other property and equipment		10,994
Long-term inventory		5,257
Operating right-of-use assets		23,851
Other assets		884

Total assets acquired		5,600,787

Liabilities Assumed
Accounts payable		9,440
Revenues and production taxes payable		185,581
Accrued liabilities		175,048
Current portion of long-term debt		78,878
Derivative instruments (current liability)		368
Current operating lease liabilities		11,460
Long-term debt		37,079
Deferred tax liabilities		1,174,932
Asset retirement obligations		111,254
Operating lease liabilities		13,067

Total liabilities assumed		1,797,107

Net Assets Acquired	$	3,803,680
Goodwill Acquired		466,016

Purchase price consideration	$	4,269,696

(b)

Represents the incremental borrowings of $207.8 million used to finance the closing of the Arrangement using Chord’s existing revolving credit facility.

The amount of incremental borrowings reflected in the unaudited pro forma condensed combined financial statements represents the total cash necessary to effectuate the Arrangement less the sum of (i) the historical cash balance at Chord as of March 31, 2024 and (ii) the historical cash balance at Enerplus as of March 31, 2024. The actual amount of incremental borrowings will be informed by cash balances as of the closing date and, therefore, will be different from the amount presented in the unaudited pro forma condensed combined financial statements as of March 31, 2024.

(c)

Represents the adjustment to align Enerplus’ historical treatment of capital project prepayments with Chord’s accounting policy. The impact to Oil and gas properties (successful efforts method) is recorded through the preliminary fair value measurement of Enerplus’ oil and gas properties acquired by Chord as described in 3(a) above.

(d)

Represents the adjustment to deferred income taxes to record the acquisition of a net deferred tax liability. This is primarily the result of the purchase price allocated to the acquired oil and gas properties in excess of their acquired tax basis. Additionally, represents the elimination of Enerplus’ Canadian entities’ historical deferred tax asset. The deferred tax adjustment assumes a forecasted blended statutory rate of 24.0%. Because the tax rates used for these unaudited pro forma condensed combined financial statements are an estimate, the blended rate will likely vary from the actual effective rate in periods subsequent to the completion of the Arrangement.

(e)

Represents the adjustment of $3.1 million for deferred financing costs incurred by Chord related to the amendment entered into by Chord on the closing date of the Arrangement to increase the borrowing base and commitment amounts on its existing revolving credit facility.

(f)

Represents the accrual of $37.3 million of estimated transaction costs expected to be incurred by Chord subsequent to March 31, 2024. These transaction costs are preliminary estimates; the final amounts and the resulting effect on Chord’s financial position may differ significantly.

(g)

Represents the accrual of $12.0 million of severance costs incurred by Chord subsequent to March 31, 2024 payable to certain Enerplus officers and Chord directors whom were terminated pursuant to the Arrangement.

(h)

Represents the accrual of $6.4 million of estimated employee bonuses payable to Chord employees in connection with the Arrangement. These bonuses are preliminary estimates; the final amounts and the resulting effect on Chord’s financial position may differ significantly.

Statement of Operations

The unaudited pro forma condensed combined statement of operations for the three months ended March 31, 2024 reflects the following adjustments:

(a)

Represents the incremental depreciation, depletion and amortization expense related to the assets acquired in the Arrangement, which is based on the preliminary purchase price allocation. Depletion was calculated using the unit-of-production method under the successful efforts method of accounting. The depletion expense was adjusted for (i) the revision to the depletion rate reflecting the acquisition costs and the reserves volumes attributable to the acquired oil and gas properties and (ii) the difference in depletion methodology under the successful efforts method of accounting applied by Chord compared to the full cost method of accounting applied by Enerplus. The pro forma depletion rate attributable to the Arrangement was $12.47 per barrel of oil equivalent. This adjustment also includes an increase in accretion expense attributable to asset retirement obligations of $0.3 million for the three months ended March 31, 2024 due to Chord’s higher credit-adjusted risk-free rate as compared to Enerplus.

(b)

Represents the adjustment to expense certain historical costs originally capitalized by Enerplus under the full cost method of accounting to align with Chord’s accounting policy under the successful efforts method of accounting.

(c)

Represents the net increase to interest expense resulting from the (i) elimination of interest expense on Enerplus’ bank credit facilities, (ii) incremental interest expense for the amortization of the fair value adjustment to Enerplus’ senior notes assumed by Chord, (iii) reduction of interest expense to align with Chord’s capitalized interest accounting policy, (iv) incremental interest expense for borrowings on Chord’s existing credit facility to finance the closing of the Arrangement and (v) incremental interest expense for the amortization of deferred financing costs related to the amendment entered into by Chord on the closing date of the Arrangement to increase the borrowing base capacity and commitment amounts on Chord’s revolving credit facility as follows:


	Three Months Ended March 31, 2024
	(In thousands)
Elimination of interest expense on Enerplus’ bank credit facilities	$	2,472
Incremental interest expense for amortization of remeasurement of legacy Enerplus’ senior notes		(647	)
Reduction of interest expense related to capitalized interest to align with Chord’s accounting policy		558
Incremental interest expense for borrowings on Chord’s revolving credit facility		(3,859	)
Incremental interest expense for amortization of deferred financing costs		(249	)

Net transaction accounting adjustments to interest expense	$	(1,725	)

A 0.125% change in the variable interest rate of Chord’s revolving credit facility or a $10 million change in the amount financed would increase or decrease interest expense presented in the unaudited pro forma condensed combined statement of operations for the three months ended March 31, 2024 by $0.1 million and $0.2 million, respectively.

(d)

Represents the estimated income tax impact of the pro forma adjustments from the Arrangement at the estimated blended federal and state statutory rate of approximately 24% for the three months ended March 31, 2024. Because the tax rates used for these unaudited pro forma condensed combined financial statements are an estimate, the blended rate will likely vary from the actual effective rate in periods subsequent to the completion of the Arrangement.

(e)

The table below represents the calculation of the weighted average shares outstanding and earnings per share included in the unaudited pro forma condensed combined statement of operations for the three months ended March 31, 2024. As the Arrangement is being reflected in the unaudited pro forma condensed combined statement of operations for the three months ended March 31, 2024 as if it had occurred on January 1, 2023, the calculation of weighted average shares outstanding for basic and diluted earnings per share assumes that the shares issuable related to the Arrangement have been outstanding for the entire period.


	Three Months Ended March 31, 2024
	(In thousands, except per share data)
Pro forma net income	$	254,333
Basic shares:
Chord shares outstanding (weighted average per statement of operations)		41,648
Chord shares issued in exchange for legacy Enerplus shares as part of consideration transferred		20,680

Pro forma weighted average common shares outstanding, basic		62,328

Diluted shares:
Pro forma weighted average shares outstanding, basic		62,328
Dilutive effect of shares convertible from Chord share based awards		500
Dilutive effect of shares convertible from Chord in-the-money warrants		779

Pro forma weighted average common shares outstanding, diluted		63,607

Earnings attributable to Chord per share, basic	$	4.08
Earnings attributable to Chord per share, diluted	$	4.00
Anti-dilutive weighted average common shares:
Potential common shares		2,238

The unaudited pro forma condensed combined statement of operations for the year ended December 31, 2023 reflects the following adjustments:

(a)

Represents the incremental depreciation, depletion and amortization expense related to the assets acquired in the Arrangement, which is based on the preliminary purchase price allocation. Depletion was calculated using the unit-of-production method under the successful efforts method of accounting. The depletion expense was adjusted for (i) the revision to the depletion rate reflecting the acquisition costs and the reserves volumes attributable to the acquired oil and gas properties and (ii) the difference in depletion methodology under the successful efforts method of accounting applied by Chord compared to the full cost method of accounting applied by Enerplus. The pro forma depletion rate attributable to the Arrangement was $12.19 per barrel of oil equivalent. This adjustment also includes an increase in accretion expense attributable to asset retirement obligations of $1.3 million for the year ended December 31, 2023 due to Chord’s higher credit-adjusted risk-free rate as compared to Enerplus.

(b)	Represents the adjustment to expense certain historical costs originally capitalized by Enerplus under the full cost method of accounting to align with Chord’s accounting policy under the successful efforts method of accounting.

(c)

Represents $37.3 million of estimated transaction costs expected to be incurred by Chord subsequent to March 31, 2024. These transaction costs are preliminary estimates; the final amounts and the resulting effect on Chord’s results of operations may differ significantly. These costs are nonrecurring and will not affect Chord’s statement of operations beyond 12 months after the closing of the Arrangement.

(d)

Represents $12.0 million of severance costs incurred by Chord subsequent to March 31, 2024 payable to certain Enerplus officers and Chord directors whom were terminated pursuant to the Arrangement. These costs are nonrecurring and will not affect Chord’s statement of operations beyond 12 months after the closing of the Arrangement.

(e)

Represents $6.4 million of estimated employee bonuses payable to Chord employees in connection with the Arrangement. These bonuses are preliminary estimates; the final amounts and the remaining effect on Chord’s results of operations may differ significantly. These costs are nonrecurring and will not affect Chord’s statement of operations beyond 12 months after the closing of the Arrangement.

(f)


	Year Ended December 31, 2023
	(In thousands)
Elimination of interest expense on Enerplus’ bank credit facilities	$	10,078
Incremental interest expense for amortization of remeasurement of legacy Enerplus’ senior notes		(2,593	)
Reduction of interest expense related to capitalized interest to align with Chord’s accounting policy		2,168
Incremental interest expense for borrowings on Chord’s revolving credit facility		(15,436	)
Incremental interest expense for amortization of deferred financing costs		(998	)

Net transaction accounting adjustments to interest expense	$	(6,781	)

A 0.125% change in the variable interest rate of Chord’s revolving credit facility or a $10 million change in the amount financed would increase or decrease interest expense presented in the unaudited pro forma condensed combined statement of operations for the year ended December 31, 2023 by $0.3 million and $0.7 million, respectively.

(g)

Represents the estimated income tax impact of the pro forma adjustments from the Arrangement at the estimated blended federal and state statutory rate of approximately 24% for the year ended December 31, 2023. Because the tax rates used for these unaudited pro forma condensed combined financial statements are an estimate, the blended rate will likely vary from the actual effective rate in periods subsequent to the completion of the Arrangement.

(h)

The table below represents the calculation of the weighted average shares outstanding and earnings per share included in the unaudited pro forma condensed combined statement of operations for the year ended December 31, 2023. As the Arrangement is being reflected in the unaudited pro forma condensed combined statement of operations for the year ended December 31, 2023 as if it had occurred on January 1, 2023, the calculation of weighted average shares outstanding for basic and diluted earnings per share assumes that the shares issuable related to the Arrangement have been outstanding for the entire year.


	Year Ended December 31, 2023
	(In thousands, except per share data)
Pro forma net income	$	1,355,431
Basic shares:
Chord shares outstanding (weighted average per statement of operations)		41,490
Chord shares issued in exchange for legacy Enerplus shares as part of consideration transferred		20,680

Pro forma weighted average common shares outstanding, basic		62,170

Diluted shares:
Pro forma weighted average shares outstanding, basic		62,170
Dilutive effect of shares convertible from Chord share based awards		944
Dilutive effect of shares convertible from Chord in-the-money warrants		964

Pro forma weighted average common shares outstanding, diluted		64,078

Earnings attributable to Chord per share, basic	$	21.80
Earnings attributable to Chord per share, diluted	$	21.15
Anti-dilutive weighted average common shares:
Potential common shares		3,709

4.	Supplemental Pro Forma Crude Oil, Natural Gas and Natural Gas Liquids Reserves Information

The following tables present the estimated pro forma combined net proved developed and undeveloped crude oil, natural gas and natural gas liquids (“NGL”) reserves prepared as of December 31, 2023, along with a summary of changes in the quantities of net remaining proved reserves during the year ended December 31, 2023. The pro forma combined standardized measure of discounted future net cash flows relating to proved reserves as of December 31, 2023, as well as changes to the standardized measure for the year ended December 31, 2023, are also presented.

The pro forma combined reserves, production and standardized measure have been prepared in accordance with FASB ASC Topic 932 – Extractive Activities – Oil and Gas. Further, this pro forma combined reserves, production and standardized measure information gives effect to the Arrangement as if it had been completed on January 1, 2023; however, the proved reserves and standardized measures presented below represent the respective estimates made as of December 31, 2023, by the Company and Enerplus while they were separate companies. These estimates have not been updated for changes in development plans or other factors, which have occurred or may occur subsequent to December 31, 2023, or subsequent to the completion of the Arrangement. This pro forma information has been prepared for illustrative purposes and is not intended to be a projection of future results of the combined company. With respect to the disclosures below, the amounts were determined by referencing the “Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil and Natural Gas Reserves” reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and the “Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Crude Oil and Natural Gas Reserves Quantities” reported in Enerplus’ Annual Report on Form 40-F for the year ended December 31, 2023; an explanation of the underlying methodology applied, as required by SEC regulations, can be found within the Annual Report on Form 10-K for the Company and the Annual Report on Form 40-F for Enerplus.


	Crude Oil (MBbl)
	Chord Historical			Enerplus Historical			Pro Forma Combined
Proved reserves
Net proved reserves at December 31, 2022		381,288			148,953			530,241
Revision of previous estimates		(38,073	)		(14,905	)		(52,978	)
Extensions, discoveries and other additions		53,207			28,551			81,758
Sales of reserves in place		(3,999	)		(952	)		(4,951	)
Purchase of reserves in place		12,375			—			12,375
Production		(36,427	)		(18,532	)		(54,959	)

Net proved reserves at December 31, 2023		368,371			143,115			511,486

Proved developed reserves:
December 31, 2022		272,529			80,809			353,338
December 31, 2023		241,362			69,755			311,117
Proved undeveloped reserves:
December 31, 2022		108,759			68,144			176,903
December 31, 2023		127,009			73,360			200,369


	Natural Gas (MMcf)
	Chord Historical			Enerplus Historical			Pro Forma Combined
Proved reserves
Net proved reserves at December 31, 2022		814,926			877,468			1,692,394
Revision of previous estimates		(33,308	)		(168,462	)		(201,770	)
Extensions, discoveries and other additions		62,273			40,173			102,446
Sales of reserves in place		(3,067	)		(1,079	)		(4,146	)
Purchase of reserves in place		20,060			—			20,060
Production		(82,953	)		(82,775	)		(165,728	)

Net proved reserves at December 31, 2023		777,931			665,325			1,443,256

Proved developed reserves:
December 31, 2022		689,651			624,988			1,314,639
December 31, 2023		640,180			519,714			1,159,894
Proved undeveloped reserves:
December 31, 2022		125,275			252,480			377,755
December 31, 2023		137,751			145,611			283,362


	NGL (MBbl)
	Chord Historical			Enerplus Historical			Pro Forma Combined
Proved reserves
Net proved reserves at December 31, 2022		138,451			27,100			165,551
Revision of previous estimates		(5,270	)		675			(4,595	)
Extensions, discoveries and other additions		15,046			4,303			19,349
Sales of reserves in place		(53	)		(119	)		(172	)
Purchase of reserves in place		3,052			—			3,052
Production		(13,047	)		(4,170	)		(17,217	)

Net proved reserves at December 31, 2023		138,179			27,789			165,968

Proved developed reserves:
December 31, 2022		115,227			16,342			131,569
December 31, 2023		105,702			15,038			120,740
Proved undeveloped reserves:
December 31, 2022		23,224			10,758			33,982
December 31, 2023		32,477			12,751			45,228


	Total (MBoe)
	Chord Historical			Enerplus Historical			Pro Forma Combined
Proved reserves
Net proved reserves at December 31, 2022		655,560			322,298			977,858
Revision of previous estimates		(48,894	)		(42,307	)		(91,201	)
Extensions, discoveries and other additions		78,632			39,550			118,182
Sales of reserves in place		(4,563	)		(1,251	)		(5,814	)
Purchase of reserves in place		18,770			—			18,770
Production		(63,300	)		(36,498	)		(99,798	)

Net proved reserves at December 31, 2023		636,205			281,792			917,997

Proved developed reserves:
December 31, 2022		502,698			201,316			704,014
December 31, 2023		453,760			171,412			625,172
Proved undeveloped reserves:
December 31, 2022		152,862			120,982			273,844
December 31, 2023		182,445			110,380			292,825

The pro forma combined standardized measure of discounted future net cash flows relating to proved crude oil, natural gas and NGL reserves as of December 31, 2023 are as follows:


	Year Ended December 31, 2023
	(In thousands)
	Chord Historical			Enerplus Historical			Pro Forma Combined
Future cash inflows	$	31,882,940		$	10,888,013		$	42,770,953
Future production costs		(13,815,882	)		(3,824,062	)		(17,639,944	)
Future development costs		(3,055,823	)		(1,803,944	)		(4,859,767	)
Future income tax expense		(2,573,017	)		(1,078,714	)		(3,651,731	)

Future net cash flows		12,438,218			4,181,293			16,619,511
10% annual discount for estimating timing of cash flows		(5,447,578	)		(1,308,753	)		(6,756,331	)

Standardized measure of discounted future net cash flows	$	6,990,640		$	2,872,540		$	9,863,180

The changes in the pro forma combined standardized measure of discounted future net cash flows relating to proved crude oil, natural gas and NGL reserves as of December 31, 2023 are as follows:


	Year Ended December 31, 2023
	(In thousands)
	Chord Historical			Enerplus Historical			Pro Forma Combined
January 1, 2023	$	11,494,475		$	5,529,264		$	17,023,739
Net changes in prices and production costs		(6,138,846	)		(4,590,215	)		(10,729,061	)
Net changes in future development costs		(92,072	)		(505,114	)		(597,186	)
Sales of crude oil and natural gas, net		(2,033,251	)		(992,632	)		(3,025,883	)
Extensions		864,249			879,358			1,743,607
Purchases of reserves in place		373,913			—			373,913
Sales of reserves in place		(75,097	)		(24,617	)		(99,714	)
Revisions of previous quantity estimates		(1,142,960	)		648,098			(494,862	)
Previously estimated development costs incurred		574,607			531,061			1,105,668
Accretion of discount		1,445,215			588,421			2,033,636
Net change in income taxes		1,419,851			808,916			2,228,767
Changes in timing and other		300,556			—			300,556

December 31, 2023	$	6,990,640		$	2,872,540		$	9,863,180

Document and Entity Information	May 31, 2024
Cover [Abstract]
Entity Registrant Name	Chord Energy Corp
Amendment Flag	true
Entity Central Index Key	0001486159
Document Type	8-K/A
Document Period End Date	May 31, 2024
Entity Incorporation State Country Code	DE
Entity File Number	001-34776
Entity Tax Identification Number	80-0554627
Entity Address, Address Line One	1001 Fannin Street
Entity Address, Address Line Two	Suite 1500
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77002
City Area Code	(281)
Local Phone Number	404-9500
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock
Trading Symbol	CHRD
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Amendment Description	As reported in a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission by Chord Energy Corporation (“Chord” or the “Company”) on June 6, 2024 (the “Original Form 8-K”), on May 31, 2024, the Company and Spark Acquisition ULC, an unlimited liability company organized and existing under the laws of the Province of Alberta, Canada and a wholly owned subsidiary of Chord (“Canadian Sub”), completed the previously announced strategic business combination transaction with Enerplus Corporation, a corporation existing under the laws of the Province of Alberta, Canada (“Enerplus”), whereby Canadian Sub acquired all of the issued and outstanding Enerplus common shares pursuant to the arrangement agreement entered into by and among Chord, Canadian Sub and Enerplus on February 21, 2024, and effected by way of a plan of arrangement under the Business Corporations Act (Alberta) (the “Arrangement”). This Current Report on Form 8-K/A (this “Amendment”) amends and supplements the Original Form 8-K to provide the pro forma financial statements described in Item 9.01 below and to file certain exhibits to the Original Form 8-K. No other modifications to the Original Form 8-K are being made by this Amendment. This Amendment should be read in connection with the Original Form 8-K, which provides a more complete description of the Arrangement.