0001509589FALSE00015095892024-08-012024-08-01

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K


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


August 1, 2024
Date of Report (Date of earliest event reported)


Civitas Resources, Inc.
(Exact name of registrant as specified in its charter)
Delaware
001-35371
61-1630631
(State or other jurisdiction of incorporation or organization)
(Commission File No.)
(I.R.S. employer identification number)

555 17th Street, Suite 3700
Denver, Colorado 80202
(Address of principal executive offices, including zip code)

(303) 293-9100
(Registrant’s telephone number, including area code)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 classTrading SymbolName of exchange on which registered
Common Stock, par value $0.01 per shareCIVINew York Stock Exchange

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

Emerging growth company o

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. o



Item 2.02      Results of Operations and Financial Condition.
On August 1, 2024, Civitas Resources, Inc. (the “Company”) announced its results for the fiscal quarter ended June 30, 2024. A copy of the Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information contained in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01     Exhibits.
(d)        Exhibits
Exhibit No. Description
104Cover Page Interactive Data File (formatted as Inline XBRL)



SIGNATURE

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.
Civitas Resources, Inc.
Dated: August 1, 2024
By:/s/ Adrian Milton
Name:Adrian Milton
Title:Senior Vice President, General Counsel and Assistant Corporate Secretary


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Exhibit 99.1





Civitas Resources Reports Second Quarter 2024 Results

Capital return framework enhanced for share repurchase flexibility and balance sheet support, with buyback authorization increased to $500 million

Lower well costs driving $50 million reduction in full-year capital expectations;
2024 sales volume outlook raised 1.5%

DENVER — August 1, 2024 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today reported its second quarter 2024 financial and operating results. A webcast and conference call is planned for 9 a.m. MT (11 a.m. ET) on Friday, August 2, 2024. Participation details are available in this release, and supplemental materials can be accessed on the Company's website, www.civitasresources.com.
Key Second Quarter 2024 Results
Three Months Ended June 30, 2024Six Months Ended June 30, 2024
Net Income ($MM)$216.0$391.8
Adjusted Net Income ($MM)(1)
$207.0$478.7
Operating Cash Flow ($MM)$359.6$1,172.1
Adjusted EBITDAX ($MM)(1)
$918.1$1,846.3
Total Sales Volumes (MBoe/d)342.9 339.2 
Oil Volumes (MBbl/d)155.3 155.7 
Capital Expenditures ($MM)$566.5$1,216.0
Adjusted Free Cash Flow ($MM)(1)
$235.4$381.0
(1) Non-GAAP financial measure; see attached reconciliation schedules at the end of this release.
Additional Highlights
•Permian Basin sales volumes increased nearly 12% from the first quarter, driven by strong production from recent Delaware and Midland Basin wells.
•Well costs in the Midland Basin are currently 10% lower than at the start of the year, enhancing well-level average rates of return by more than 10% (at $70 per barrel WTI).
•Total cash operating expense per BOE was $8.97, below expectation and the first quarter of 2024.
•Commenced production on 13 four-mile laterals from the Watkins area of the DJ Basin (the longest laterals ever drilled and completed in Colorado) in late June 2024.
•Return of capital to shareholders totaled $274 million, including dividends paid of $1.50 per share and share repurchases of $125 million, or 1,766,808 shares at an average price of $70.70 per share.
•The Company amended its credit facility to increase the borrowing base by $400 million (to $3.4 billion) and its elected commitment by $350 million (to $2.2 billion) during the May 2024 redetermination.

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Shareholder Return Framework Adds Flexibility for Buybacks
Civitas maintains one of the industry’s premier shareholder return programs, distributing to shareholders a strong base dividend and at least 50% of its free cash flow, after the base dividend, in the form of a variable return.
The Company's Board of Directors recently enhanced Civitas' shareholder return program to add flexibility in the way it returns the variable component to shareholders. Beginning with the third quarter, the variable return of capital will now be provided through a combination of common stock repurchases and dividends, with the quarterly allocation between the two determined by management and the Board. The base dividend remains unchanged at $0.50 per share quarterly.
As part of the enhanced capital return framework, the Board authorized a new share repurchase program of up to $500 million of the Company's outstanding shares of common stock. The new share repurchase program replaces the prior share repurchase program and represents an approximately 75% increase as compared to the authorization remaining under the prior program. Civitas intends to continue its disciplined and strong share repurchase track record, as evidenced by the Company's execution of over $510 million in buybacks at an average price of $63.80 since the beginning of 2023.
The remaining 50% of free cash flow, after the base dividend, will support the Company's balance sheet initiatives, with a long-term leverage target unchanged at less than 0.75 times EBITDAX (earnings before interest, taxes, depreciation and exploration).
CEO Quote
“Civitas’ team and assets continue to perform very well, as demonstrated by our strong second quarter results,” said CEO Chris Doyle. “At this time last year, we transformed our Company through multiple Permian Basin acquisitions, which significantly expanded our scale, depth and quality of inventory. Since then, we've driven production ahead of plan, lowered drilling and completion costs, and enhanced margins through reduced operating costs, evidencing that assets are better in Civitas' hands. In the DJ Basin, we continue to execute very well, and the regulatory environment has been derisked for multiple years into the future. In support of these results and the value we are creating, our Board has recently increased our share buyback authorization and enhanced our capital return framework by adding flexibility for us to execute repurchases in times when our equity does not reflect the underlying value of our high-quality business. I am highly confident in our execution and our focused business strategy to capture the long-term value within Civitas.”
Second Quarter 2024 Financial and Operating Results
Crude oil, natural gas, and natural gas liquids ("NGL") sales for the second quarter of 2024 were $1.3 billion, consistent with the first quarter of 2024. Crude oil accounted for 87% of total revenue.
Sales volumes exceeded expectations at 343 MBoe/d, benefiting from continued strong well performance and accelerated turn-in-line timing. Crude oil volumes were consistent with expectations and relatively flat from the first quarter of the year, with higher natural gas and NGL volumes in the Permian Basin driving outperformance. Permian Basin sales volumes were up nearly 12% as compared to the first quarter of the year, with the increase primarily related to the impact and timing of new wells commencing production. Approximately 58% of second quarter sales volumes in the Permian Basin were from the Midland Basin, with 42% from the Delaware Basin.
Second quarter DJ Basin volumes were lower than the first quarter of the year in part due to the two previously-announced non-core asset divestments which closed in March and May 2024. Assets sold reduced second quarter average sales volumes by approximately 5 MBoe/d (~35% oil). In addition, DJ Basin sales volumes reflect the timing of new wells commencing production which were weighted to the latter part of the second quarter, as well as temporary third-party facility downtime.
In the second quarter of 2024, differentials for the Company's crude oil and natural gas averaged a reduction of $0.16 per barrel and $1.72 per thousand cubic feet from the respective index prices. Higher than anticipated crude oil realizations were primarily related to improvement in the values obtained for the Company's crude quality, especially Niobrara production in the DJ Basin. Natural gas differentials were significantly impacted by weak Waha pricing in the Permian Basin. NGL realizations per barrel averaged 26% of WTI crude oil in the second quarter of 2024.
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The following table presents crude oil, natural gas, and NGL sales volumes by operating region as well as consolidated average sales prices for the periods presented:
Three Months Ended
June 30, 2024March 31, 2024
Average sales volumes per day
Crude oil (Bbls/d)
DJ Basin67,846 73,132 
Permian Basin87,495 83,022 
Total155,341 156,154 
Natural gas (Mcf/d)
DJ Basin315,308 343,736 
Permian Basin282,659 253,121 
Total597,967 596,857 
Natural gas liquids (Bbls/d)
DJ Basin36,648 38,473 
Permian Basin51,220 41,396 
Total87,868 79,869 
Average sales volumes per day (Boe/d)
DJ Basin157,044 168,889 
Permian Basin185,824 166,604 
Total342,868 335,493 
Average sales prices (before derivatives):
  Crude oil (per Bbl)$80.27 $75.69 
  Natural gas (per Mcf)$0.17 $1.60 
  Natural gas liquids (per Bbl)$20.94 $22.73 
Total (per Boe)$42.03 $43.49 
Realized hedging losses totaled $13 million for the second quarter of 2024. A complete listing of derivative positions can be found in the Company's Quarterly Report on Form 10-Q for the period ended June 30, 2024.
Total cash operating expense per BOE, including lease operating expense, gathering, transportation and processing expenses, midstream operating expense, as well as cash general and administrative (a non-GAAP measure(1)), for the second quarter of 2024 was $8.97. Second quarter cash operating expense benefited from continued focus on chemicals and labor optimization in the Permian Basin and the divestment of higher-cost, non-core DJ Basin assets.
Depreciation, depletion and amortization was $16.70 per BOE for the second quarter, higher than the first quarter of 2024 primarily as a result of timing differences between capital investments and reserve additions.
Interest expense of $115 million, which includes amortization on the remaining Vencer deferred payment, was in line with expectation.
As of the end of the second quarter, Civitas' financial liquidity was $1.4 billion, consisting of cash on hand and available borrowing capacity on the Company's credit facility. The Company's borrowings on its revolving credit facility totaled $850 million at the end of the second quarter, increasing from the first quarter primarily as a result of working capital changes during the period, including gross Colorado ad valorem taxes paid for 2022 of nearly $400 million.
(1) Non-GAAP financial measure; see attached reconciliation schedules at the end of this release.
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Second Quarter Capital Expenditures Benefit from Well Cost Savings
Capital expenditures for the second quarter totaled $567 million, below anticipation as a result of sustainably lower costs. Through ongoing drilling and completion efficiencies, as well as design optimization and scale savings, the Company has delivered 10% well cost reductions in the Midland Basin and three percent in each of the Delaware and DJ Basins.
During the second quarter, the Company drilled, completed, and turned to sales 34, 32, and 49 gross wells (32, 30, and 41 net), respectively, in the Permian Basin, and 23, 39, and 34 gross wells (22, 33, and 31 net), respectively, in the DJ Basin. The Company's average lateral length completed during the quarter totaled 2.3 miles in the Permian Basin and 2.2 miles in the DJ Basin.
The following table presents capital expenditures by operating region:
Three Months Ended
June 30, 2024March 31, 2024
Capital expenditures (in thousands)
DJ Basin$264,402 $262,595 
Permian Basin302,587 386,234 
Other/Corporate (480)703 
Total$566,509 $649,532 
2024 Outlook Enhanced Through Lower Capex and Higher Volumes
Civitas continues to find innovative ways to safely reduce well costs and enhance production. Recent accomplishments have led to a $50 million reduction in 2024 capital investment plans, with the Company's new full-year 2024 capital guidance being $1.85 - $1.95 billion.
Full-year 2024 expected sales volumes were increased to the upper half of the Company's original range, now expected between 335 and 345 MBoe/d. The increase in total sales volumes represents a 3% increase at the midpoint from original guidance, after adjusting for asset sales. Civitas reiterated its expectation for full-year oil volumes. Third quarter total volumes and oil are anticipated to be higher than the second quarter, with increases expected in both the Permian Basin and DJ Basin.
Updated full-year guidance, including a reduced cash operating expense outlook, can be found in the Company's supplemental earnings presentation on the Company's website.
Webcast / Conference Call Information
The Company plans to host a webcast and conference call at 9 a.m. MT (11 a.m. ET) on Friday, August 2, 2024. The webcast will be available on the Investor Relations section of the Company’s website at www.civitasresources.com. The dial-in number for the call is 888-510-2535, with passcode 4872770.
About Civitas Resources, Inc.
Civitas Resources, Inc. is an independent exploration and production company focused on the acquisition, development and production of crude oil and liquids-rich natural gas from its premier assets in the DJ Basin in Colorado and the Permian Basin in Texas and New Mexico. Civitas’ proven business model to maximize shareholder returns is focused on four key strategic pillars: generating significant free cash flow, maintaining a premier balance sheet, returning capital to shareholders, and demonstrating ESG leadership. For more information about Civitas, please visit www.civitasresources.com.
Cautionary Statement Regarding Forward-Looking Information
Certain statements in this press release concerning future opportunities for Civitas, future financial performance and condition, guidance, and any other statements regarding Civitas’ future expectations, beliefs, plans, objectives, financial conditions, returns to shareholders, assumptions, or future events or performance that are not historical facts are “forward-looking” statements based on assumptions currently believed to be valid. Forward-looking statements are
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all statements other than statements of historical facts. The words “anticipate,” “believe,” “ensure,” “expect,” “if,” “intend,” “estimate,” “probable,” “project,” “forecasts,” “predict,” “outlook,” “aim,” “will,” “could,” “should,” “would,” “potential,” “may,” “might,” “anticipate,” “likely,” “plan,” “positioned,” “strategy,” and similar expressions or other words of similar meaning, and the negatives thereof, are intended to identify forward-looking statements. Specific forward-looking statements included in this press release include statements regarding the Company’s plans and expectations with respect to the future production, capital expenditures, dividend payments, and share repurchases, and the effects of such on the Company’s results of operations, financial position, growth opportunities, reserve estimates and competitive position. The forward-looking statements are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, and the Private Securities Litigation Reform Act of 1995.
These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those anticipated, including, but not limited to, Civitas’ future financial condition, results of operations, strategy and plans; the ability of Civitas to realize anticipated synergies related to Civitas' recent acquisitions in the timeframe expected or at all; changes in capital markets and the ability of Civitas to finance operations in the manner expected; the effects of commodity prices; the risks of oil and gas activities; and the fact that operating costs and business disruption may be greater than expected. Additionally, risks and uncertainties that could cause actual results to differ materially from those anticipated also include: declines or volatility in the prices we receive for our oil, natural gas, and natural gas liquids; general economic conditions, whether internationally, nationally, or in the regional and local market areas in which we do business, including any future economic downturn, the impact of continued or further inflation, disruption in the financial markets, and the availability of credit on acceptable terms; the Company’s ability to identify and select possible additional acquisition and disposition opportunities; the effects of disruption of our operations or excess supply of oil and natural gas due to world health events, and the actions by certain oil and natural gas producing countries, including Russia; the ability of our customers to meet their obligations to us; our access to capital on acceptable terms; our ability to generate sufficient cash flow from operations, borrowings, or other sources to enable us to fully develop our undeveloped acreage positions; our ability to continue to pay dividends at their current level or at all; the presence or recoverability of estimated oil and natural gas reserves and the actual future sales volume rates and associated costs; uncertainties associated with estimates of proved oil and gas reserves; the possibility that the industry may be subject to future local, state, and federal regulatory or legislative actions (including additional taxes and changes in environmental, health and safety regulation and regulations addressing climate change); environmental, health and safety risks; seasonal weather conditions, as well as severe weather and other natural events caused by climate change; lease stipulations; drilling and operating risks, including the risks associated with the employment of horizontal drilling and completion techniques; our ability to acquire adequate supplies of water for drilling and completion operations; the availability of oilfield equipment, services, and personnel; exploration and development risks; operational interruption of centralized oil and natural gas processing facilities; competition in the oil and natural gas industry; management’s ability to execute our plans to meet our goals; unforeseen difficulties encountered in operating in new geographic areas; our ability to attract and retain key members of our senior management and key technical employees; our ability to maintain effective internal controls; access to adequate gathering systems and pipeline take-away capacity; our ability to secure adequate processing capacity for natural gas we produce, to secure adequate transportation for oil, natural gas, and natural gas liquids we produce, and to sell the oil, natural gas, and natural gas liquids at market prices; costs and other risks associated with perfecting title for mineral rights in some of our properties; potential impacts following the result of the upcoming presidential election in the United States, including volatility in the political, legal, and regulatory environments; political conditions in or affecting other producing countries, including conflicts or hostilities in or relating to the Middle East (including the current events related to the Israel-Palestine conflict), South America, Russia (including the current events involving Russia and Ukraine), and the Red Sea, and other sustained military campaigns or acts of terrorism or sabotage and the effects therefrom; the effects of any pandemic or other global health epidemic; other economic, competitive, governmental, legislative, regulatory, geopolitical, and technological factors that may negatively impact our businesses, operations, or pricing; and disruptions to our business due to acquisitions and other significant transactions. Expectations regarding business outlook, including changes in revenue, pricing, capital expenditures, cash flow generation, strategies for our operations, oil and natural gas market conditions, legal, economic, and regulatory conditions, and environmental matters are only forecasts regarding these matters.
Additional information concerning other factors that could cause results to differ materially from those described above can be found under Item 1A. “Risk Factors” and “Management’s Discussion and Analysis” sections in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, subsequently filed Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other filings made with the Securities and Exchange Commission.
All forward-looking statements speak only as of the date they are made and are based on information available at the time they were made. The Company assumes no obligation to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements were made or to reflect the
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occurrence of unanticipated events except as required by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.
Disclaimer
Civitas’ share repurchase program permits the Company to make repurchases on a discretionary basis as determined by management and the Board, subject to market conditions, applicable legal requirements, available liquidity, compliance with the Company's debt agreements, and other appropriate factors. Repurchases under the share repurchase program are to be made through open market or privately negotiated transactions and may be made pursuant to plans entered into in accordance with Rule 10b5-1 and/or Rule 10b-18 of the Exchange Act. The share repurchase program does not have a termination date, does not obligate Civitas to acquire any particular amount of common stock, and may be modified, extended, suspended, or discontinued at any time without prior notice. No assurance can be given that any particular amount of common stock will be repurchased.
For further information, please contact:
Investor Relations:
Brad Whitmarsh, 832.736.8909, bwhitmarsh@civiresources.com
Mae Herrington, 832.913.5444, mherrington@civiresources.com

Media:
Rich Coolidge, info@civiresources.com
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Schedule 1: Condensed Consolidated Statements of Operations
(in thousands, except for per share amounts, unaudited)
Three Months Ended June 30,Six Months Ended June 30,
 2024202320242023
Operating net revenues:    
Crude oil, natural gas, and NGL sales$1,311,532 $658,840 $2,639,288 $1,313,681 
Other operating income1,162 1,686 2,609 2,867 
Total operating net revenues1,312,694 660,526 2,641,897 1,316,548 
Operating expenses:    
Lease operating expense126,606 51,230 258,071 97,068 
Midstream operating expense11,939 13,319 25,500 23,380 
Gathering, transportation, and processing94,469 64,873 183,370 132,225 
Severance and ad valorem taxes101,913 52,443 203,819 104,805 
Exploration1,340 546 12,874 1,117 
Depreciation, depletion, and amortization521,090 232,786 987,930 434,089 
Transaction costs7,877 31,145 30,597 31,627 
General and administrative expense (including $12,262, $9,895, $23,461, and $17,275, respectively, of stock-based compensation)59,135 33,541 117,013 70,399 
Other operating expense1,458 1,199 9,024 1,337 
Total operating expenses925,827 481,082 1,828,198 896,047 
Other income (expense):    
Derivative gain (loss), net7,578 4,927 (102,102)30,087 
Interest expense(114,897)(8,753)(224,683)(16,202)
Loss on property transactions, net— (13)(1,430)(254)
Other income3,434 8,045 8,338 17,068 
Total other income (expense)(103,885)4,206 (319,877)30,699 
Income from operations before income taxes282,982 183,650 493,822 451,200 
Income tax expense(66,993)(44,363)(102,012)(109,452)
Net income$215,989 $139,287 $391,810 $341,748 
Earnings per common share:    
Basic$2.17 $1.73 $3.92 $4.22 
Diluted$2.15 $1.72 $3.88 $4.18 
Weighted-average common shares outstanding:
Basic99,426 80,393 100,062 81,052 
Diluted100,245 81,144 100,865 81,824 
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Schedule 2: Condensed Consolidated Statements of Cash Flows
(in thousands, unaudited)
Three Months Ended June 30,Six Months Ended June 30,
 2024202320242023
Cash flows from operating activities:
Net income$215,989 $139,287 $391,810 $341,748 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, and amortization521,090 232,786 987,930 434,089 
Stock-based compensation12,262 9,895 23,461 17,275 
Derivative (gain) loss, net(7,578)(4,927)102,102 (30,087)
Derivative cash settlement loss, net(12,752)(1,335)(23,907)(11,885)
Amortization of deferred financing costs and deferred acquisition consideration13,044 1,155 25,389 2,305 
Loss on property transactions, net— 13 1,430 254 
Deferred income tax expense62,695 44,022 92,689 89,975 
Other, net(930)300 (1,965)292 
Changes in operating assets and liabilities, net(444,252)(84,015)(426,819)32,064 
Net cash provided by operating activities359,568 337,181 1,172,120 876,030 
Cash flows from investing activities:
Acquisitions of businesses, net of cash acquired(33,694)— (867,596)— 
Acquisitions of crude oil and natural gas properties(13,984)(20,423)(13,984)(51,247)
Deposits for acquisitions— (352,500)— (352,500)
Capital expenditures for drilling and completion activities and other fixed assets(519,120)(268,560)(1,090,697)(518,949)
Proceeds from property transactions78,817 64 171,679 5,764 
Purchases of carbon credits and renewable energy credits(1,886)(5,651)(1,886)(5,651)
Other, net— (527)— (621)
Net cash used in investing activities(489,867)(647,597)(1,802,484)(923,204)
Cash flows from financing activities:
Proceeds from credit facility1,000,000 — 1,300,000 — 
Payments to credit facility(550,000)— (1,200,000)— 
Proceeds from issuance of senior notes— 2,666,250 — 2,666,250 
Payment of deferred financing costs and other(3,789)(4,215)(5,157)(4,215)
Dividends paid(148,918)(174,148)(297,357)(347,524)
Common stock repurchased and retired(124,936)(20,198)(191,872)(320,305)
Proceeds from exercise of stock options6 4 6 444 
Payment of employee tax withholdings in exchange for the return of common stock(1,436)(10,492)(8,506)(12,610)
Principal payments on finance lease obligations(814)— (1,577)— 
Net cash provided by (used in) financing activities170,113 2,457,201 (404,463)1,982,040 
Net change in cash, cash equivalents, and restricted cash39,814 2,146,785 (1,034,827)1,934,866 
Cash, cash equivalents, and restricted cash:
Beginning of period(1)
52,174 556,215 1,126,815 768,134 
End of period(1)
$91,988 $2,703,000 $91,988 $2,703,000 
(1) Includes $2.0 million of restricted cash and consists of $1.9 million of interest earned on cash held in escrow that is presented in deposits for acquisitions within the accompanying unaudited condensed consolidated balance sheets (“balance sheets”) for the period ended December 31, 2023 and $0.1 million of funds for road maintenance and repairs that is presented in other noncurrent assets within the accompanying balance sheets for all periods presented.
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Schedule 3: Condensed Consolidated Balance Sheets
(in thousands, unaudited)
 June 30, 2024December 31, 2023
ASSETS  
Current assets:  
Cash and cash equivalents$91,884 $1,124,797 
Accounts receivable, net:  
Crude oil and natural gas sales559,736 505,961 
Joint interest and other227,233 247,228 
Derivative assets14,118 35,192 
Deposits for acquisitions— 163,164 
Prepaid expenses and other60,809 68,070 
Total current assets953,780 2,144,412 
Property and equipment (successful efforts method):  
Proved properties15,671,856 12,738,568 
Less: accumulated depreciation, depletion, and amortization(3,249,814)(2,339,541)
Total proved properties, net12,422,042 10,399,027 
Unproved properties817,351 821,939 
Wells in progress661,599 536,858 
Other property and equipment, net of accumulated depreciation of $10,938 in 2024 and $9,808 in 202356,630 62,392 
Total property and equipment, net13,957,622 11,820,216 
Derivative assets500 8,233 
Other noncurrent assets129,388 124,458 
Total assets$15,041,290 $14,097,319 
LIABILITIES AND STOCKHOLDERS’ EQUITY  
Current liabilities:  
Accounts payable and accrued expenses$665,635 $565,708 
Production taxes payable259,304 421,045 
Crude oil and natural gas revenue distribution payable705,343 766,123 
Derivative liability70,835 18,096 
Deferred acquisition consideration497,277 — 
Other liabilities91,345 80,915 
Total current liabilities2,289,739 1,851,887 
Long-term liabilities:  
Long-term debt4,889,554 4,785,732 
Ad valorem taxes189,917 307,924 
Derivative liability936 — 
Deferred income tax liabilities, net657,470 564,781 
Asset retirement obligations317,886 305,716 
Other long-term liabilities109,771 99,958 
Total liabilities8,455,273 7,915,998 
Commitments and contingencies
Stockholders’ equity:  
Preferred stock, $.01 par value, 25,000,000 shares authorized, none outstanding
— — 
Common stock, $.01 par value, 225,000,000 shares authorized, 98,347,937 and 93,774,901 issued and outstanding as of June 30, 2024 and December 31, 2023, respectively5,050 5,004 
Additional paid-in capital5,318,431 4,964,450 
Retained earnings1,262,536 1,211,867 
Total stockholders’ equity6,586,017 6,181,321 
Total liabilities and stockholders’ equity$15,041,290 $14,097,319 
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Schedule 4: Adjusted Net Income
(in thousands, except per share amounts, unaudited)
Adjusted Net Income is a supplemental non-GAAP financial measure that is used by management to present a more comparable, recurring profitability between periods. We believe that Adjusted Net Income provides external users of our consolidated financial statements with additional information to assist in their analysis of the Company. The Company defines Adjusted Net Income as net income after adjusting for (1) the impact of certain non-cash items and one-time transactions and correspondingly (2) the related tax effect in each period. Adjusted Net Income is not a measure of net income as determined by GAAP and should not be considered in isolation or as a substitute for net income, net cash provided by operating activities, or other profitability or liquidity measures prepared under GAAP.
The following table presents a reconciliation of the GAAP financial measure of net income to the non-GAAP financial measure of Adjusted Net Income.
Three Months EndedSix Months Ended
June 30, 2024March 31, 2024June 30, 2024June 30, 2023
Net income$215,989 $175,821 $391,810 $341,748 
Adjustments to net income:
Unused commitments(1)
608 (1,226)(618)754 
Transaction costs7,877 22,720 30,597 31,627 
Loss on property transactions, net— 1,430 1,430 254 
Derivative (gain) loss, net(7,578)109,680 102,102 (30,087)
Derivative cash settlement loss(12,752)(11,155)(23,907)(11,885)
Total adjustments to net income before taxes(11,845)121,449 109,604 (9,337)
Tax effect of adjustments2,807 (20,161)(22,688)2,269 
Total adjustments to net income after taxes(9,038)101,288 86,916 (7,068)
Adjusted Net Income
$206,951 $277,109 $478,726 $334,680 
Adjusted Net Income per diluted share
$2.06 $2.74 $4.75 $4.09 
Diluted weighted-average common shares outstanding 100,245 101,293 100,865 81,824 
(1) Included as a portion of other operating expense in the accompanying statements of operations.

Civitas Resources, Inc.
10

Schedule 5: Adjusted EBITDAX
(in thousands, unaudited)
Adjusted EBITDAX is a supplemental non-GAAP measure that represents earnings before interest, income taxes, depreciation, depletion, and amortization, exploration expense, and other non-cash and non-recurring charges. Adjusted EBITDAX excludes certain items that we believe affect the comparability of operating results and can exclude items that are generally non-recurring in nature or whose timing and/or amount cannot be reasonably estimated. We present Adjusted EBITDAX because we believe it provides useful additional information to investors and analysts, as a performance measure, for analysis of our ability to internally generate funds for exploration, development, acquisitions, and to service debt. We are also subject to financial covenants under our revolving credit facility based on Adjusted EBITDAX ratios. In addition, Adjusted EBITDAX is widely used by professional research analysts and others in the valuation, comparison, and investment recommendations of companies in the oil and natural gas exploration and production industry. Adjusted EBITDAX should not be considered in isolation or as a substitute for net income, net cash provided by operating activities, or other profitability or liquidity measures prepared under GAAP. Because Adjusted EBITDAX excludes some, but not all items that affect net income and may vary among companies, the Adjusted EBITDAX amounts presented may not be comparable to similar metrics of other companies.
The following table presents a reconciliation of the GAAP financial measure of net income to the non-GAAP financial measure of Adjusted EBITDAX:
Three Months EndedSix Months Ended
June 30, 2024March 31, 2024June 30, 2024June 30, 2023
Net Income$215,989 $175,821 $391,810 $341,748 
Total adjustments to net income before taxes (from schedule 4)(11,845)121,449 109,604 (9,337)
Exploration1,340 11,534 12,874 1,117 
Depreciation, depletion, and amortization521,090 466,840 987,930 434,089 
Stock-based compensation(2)
12,262 11,199 23,461 17,275 
Interest expense114,897 109,786 224,683 16,202 
Interest income(1)
(2,650)(3,425)(6,074)(12,807)
Income tax expense66,993 35,019 102,012 109,452 
Adjusted EBITDAX$918,076 $928,223 $1,846,300 $897,739 
(1) Included as a portion of other income in the condensed consolidated statements of operations.
(2) Included as a portion of general and administrative expense in the condensed consolidated statements of operations.




Civitas Resources, Inc.
11

Schedule 6: Adjusted Free Cash Flow
(in thousands, unaudited)
Adjusted Free Cash Flow is a supplemental non-GAAP financial measure that is calculated as net cash provided by operating activities before changes in operating assets and liabilities and less exploration and development of crude oil and natural gas properties, changes in working capital related to capital expenditures, and purchases of carbon credits. We believe that Adjusted Free Cash Flow provides additional information that may be useful to investors and analysts in evaluating our ability to generate cash from our existing crude oil and natural gas assets to fund future exploration and development activities and to return cash to stockholders. Adjusted Free Cash Flow is a supplemental measure of liquidity and should not be viewed as a substitute for cash flows from operations because it excludes certain required cash expenditures.
The following table presents a reconciliation of the GAAP financial measure of net cash provided by operating activities to the non-GAAP financial measure of Adjusted Free Cash Flow:

Three Months EndedSix Months Ended
June 30, 2024March 31, 2024June 30, 2024June 30, 2023
Net cash provided by operating activities$359,568 $812,552 $1,172,120 $876,030 
Add back: Changes in operating assets and liabilities, net444,252 (17,433)426,819 (32,064)
Cash flow from operations before changes in operating assets and liabilities803,820 795,119 1,598,939 843,966 
Less: Cash paid for capital expenditures for drilling and completion activities and other fixed assets(519,120)(571,577)(1,090,697)(518,949)
Less: Changes in working capital related to capital expenditures(47,389)(77,955)(125,344)56,345 
Capital expenditures(566,509)(649,532)(1,216,041)(462,604)
Less: Purchases of carbon credits and renewable energy credits(1,886)— (1,886)(5,651)
Adjusted Free Cash Flow$235,425 $145,587 $381,012 $375,711 


Civitas Resources, Inc.
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Schedule 7: Cash General and Administrative
(in thousands, unaudited)
Cash general and administrative is a supplemental non-GAAP measure that is calculated as general and administrative expense less stock-based compensation, that we believe affects the comparability of operating results as it is non-cash. Cash general and administrative is a non-GAAP measure that we include in our total cash operating expense per BOE. We believe it provides useful additional information to investors and analysts, as a performance measure, for analysis of our operations.
The following table presents a reconciliation of the GAAP financial measure of general and administrative expense to the non-GAAP financial measure of cash general and administrative:
Three Months EndedSix Months Ended
June 30, 2024March 31, 2024June 30, 2024June 30, 2023
General and administrative expense (as reported)
$59,135 $57,878 $117,013 $70,399 
Less: Stock-based compensation
(12,262)(11,199)(23,461)(17,275)
Cash general and administrative expense$46,873 $46,679 $93,552 $53,124 
Civitas Resources, Inc.
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v3.24.2.u1
Cover
Aug. 01, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Aug. 01, 2024
Entity Registrant Name Civitas Resources, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-35371
Entity Tax Identification Number 61-1630631
Entity Address, Address Line One 555 17th Street, Suite 3700
Entity Address, City or Town Denver
Entity Address, State or Province CO
Entity Address, Postal Zip Code 80202
City Area Code 303
Local Phone Number 293-9100
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.01 per share
Trading Symbol CIVI
Security Exchange Name NYSE
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001509589
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