Chord Energy Reports Fourth Quarter and Full-Year 2025 Financial and Operating Results, Issues 2026 Outlook and Declares Base Dividend

HOUSTON, Feb. 25, 2026 /PRNewswire/ -- Chord Energy Corporation (NASDAQ: CHRD) ("Chord", "Chord Energy" or the "Company") today reported financial and operating results for the fourth quarter and full-year 2025 and announced its 2026 outlook.

Key Takeaways and Updates:

4Q25 Operational and Financial Highlights:

(1) Non-GAAP financial measure. See "Non-GAAP Financial Measures" below for a reconciliation to the most directly comparable financial measures under United States generally accepted accounting principles ("GAAP").

"2025 was an outstanding year for Chord," said Danny Brown, Chord Energy's President and Chief Executive Officer. "We demonstrated consistent execution, both increasing volumes and lowering capital relative to original expectations. Importantly, Chord also significantly enhanced its cost structure through multiple initiatives, which resulted in improved free cash flow while increasing and improving the quality of our inventory. The company made significant progress derisking its extended lateral program and is hitting the ground running in 2026."

Mr. Brown continued, "Fourth quarter results continue our pattern of strong performance, with higher than expected production supported by solid execution and well results, all while maintaining our focus on cost control. Chord also guided to a strong first quarter, despite challenging weather in December and January. Chord's outlook is compelling, supported by deep, low-cost, oil-weighted inventory, a strong balance sheet, excellent track record on execution, and a relentless focus on continuous improvement. I'd like to express my deepest appreciation to the Chord team for their continued efforts to achieve, and exceed, our goals and for their focus on making our organization better. Chord is well positioned to handle the ongoing volatility with commodity prices, generating solid free cash flow at current prices, with notable upside to the next upcycle. We look forward to continuing to execute and deliver value for our shareholders."

4Q25 Operational and Financial Update:

The following table presents select 4Q25 operational and financial data compared to guidance released on November 4, 2025:

Metric

4Q25 Actual

4Q25 Guidance

Oil Volumes (MBopd)

153.0

149.0 – 153.0

NGL Volumes (MBblpd)

52.4

49.5 – 53.5

Natural Gas Volumes (MMcfpd)

404.2

421.0 – 433.0

Total Volumes (MBoepd)

272.8

268.7 – 278.7

CapEx ($MM) (1)

$313.2

$315 – $345

Oil Discount to WTI ($/Bbl)

$(2.24)

$(2.80) – $(0.80)

NGL Realization (% of WTI)

8 %

5% – 15%

Natural Gas Realization (% of Henry Hub)

39 %

30% – 40%

LOE ($/Boe)

$9.72

$9.20 – $10.20

Cash GPT ($/Boe) (2)

$2.82

$2.70 – $3.00

Cash G&A ($MM) (2)

$26.8

$20.0 – $25.0

Production Taxes (% of Oil, NGL and Natural Gas Sales)

7.8 %

8.3% – 8.8%

Cash Interest ($MM) (2)

$26.3

$25.0 – $27.0

Cash Tax (% of Adjusted EBITDA)

— %

0% – 3%

(1)

4Q25 includes $8.0MM of reimbursable non-op CapEx.

(2)

Non-GAAP financial measure. See "Non-GAAP Financial Measures" below for a reconciliation to the most directly comparable financial measures under GAAP.

Chord had 30 gross (27 net) operated TILs in 4Q25 and 122 gross (99 net) operated TILs in FY25.

Estimated Net Proved Reserves:

During 2025, the Company added 103.8 million barrels of oil equivalent ("MMBoe") of estimated net proved reserves as a result of successful drilling in the Williston Basin and 38.0 MMBoe from the purchase of reserves in place associated with the acquisition of Williston Basin assets from XTO in 4Q25. Chord's estimated net proved reserves at December 31, 2025 were 917.5 MMBoe and consisted of 514.7 million barrels ("MMBbl") of crude oil, 174.1 MMBbl of NGL and 1,372.1 billion cubic feet ("Bcf") of natural gas. The Company's estimated net proved reserves and PV-10 do not include probable or possible reserves and were determined using the preceding 12-month unweighted arithmetic average of the first-day-of-the-month index prices for crude oil and natural gas, which were held constant throughout the life of the properties. For the year ended December 31, 2025, the unweighted arithmetic average first-day-of-the-month prices for the prior 12 months were $65.34 per Bbl for crude oil and $3.39 per MMBtu for natural gas. These prices were adjusted for quality, energy content, transportation fees and market differentials. The information in the following table does not give any effect to or reflect our commodity derivatives. Future operating costs, production taxes, plugging and abandonment costs and capital costs were based on current costs as of year-end. The Company's estimated net proved reserves and related PV-10 at December 31, 2025 were based on reports independently prepared by Netherland, Sewell & Associates, Inc., the Company's independent reserve engineers.

The table below summarizes the Company's estimated net proved reserves and related PV-10 at December 31, 2025:

Crude Oil

(MMBbl)

NGL (MMBbl)

Natural Gas

(Bcf)

Net Estimated

Reserves

(MMBoe)

PV-10 (1) ($MM)

Developed

314.5

127.1

1,127.9

629.5

$ 6,409.1

Undeveloped

200.2

47.0

244.2

288.0

2,663.3

Total Proved

514.7

174.1

1,372.1

917.5

$ 9,072.4

(1)

PV-10 is a non-GAAP financial measure and generally differs from Standardized Measure, the most directly comparable GAAP financial measure, because it does not include the effect of income taxes on discounted future net cash flows. We believe PV-10 is a useful measure for investors when evaluating the relative monetary significance of our oil and gas properties and as a basis for comparison of the relative size and value of our proved reserves to our peers without regard to income taxes, which can vary between individual companies for various and unique factors. The PV-10 does not purport to present the fair value of our proved oil, NGL and natural gas reserves.

Return of Capital:

Chord declared a base dividend of $1.30 per share of common stock. The dividend will be payable on March 27, 2026 to shareholders of record as of March 12, 2026. Details regarding the Return of Capital calculation can be found in the Company's most recent investor presentation located on its website at https://ir.chordenergy.com/presentations.

The Company repurchased 103,057 shares of common stock at a weighted average price of $97.01 per share totaling $10.0MM in 4Q25, representing 100% of shareholder returns after the base dividend. Shares issued and outstanding as of December 31, 2025 were 56.8MM (57.2MM on a fully-diluted basis), compared to 56.9MM (57.3MM on a fully-diluted basis) as of September 30, 2025.

Operations Update:

2026 Outlook:

Chord's 2026 program seeks to maintain stable production levels, while maximizing free cash flow. The February 2026 outlook is consistent with Chord's preliminary outlook discussed in November, which estimated 2026 oil volumes of 157 – 161 MBopd for approximately $1.4B of CapEx. In 2026, Chord expects to generate approximately $2.3B of Adjusted EBITDA and $700MM of Adjusted Free Cash Flow ($64/Bbl WTI and $3.75/MMBtu Henry Hub).

Highlights of Chord's FY26 guidance include:

The following table presents select operational and financial guidance for the periods presented:

Metric

1Q26 Guidance

FY26 Guidance

Oil Volumes (MBopd)

152.5 – 155.5

157.0 – 161.0

NGL Volumes (MBblpd)

48.0 – 49.0

49.5 – 50.5

Natural Gas Volumes (MMcfpd)

401.0 – 409.0

403.0 – 413.0

Total Volumes (MBoepd)

267.3 – 272.7

273.7 – 280.3

CapEx ($MM)

$325 – $355

$1,350 – $1,450

Oil Discount to WTI ($/Bbl)

$(1.60) – $(2.60)

$(1.50) – $(2.50)

NGL Realization (% of WTI)

5% – 15%

Natural Gas Realization (% of Henry Hub)

50% – 60%

35% – 45%

LOE ($/Boe)

$9.40 – $10.40

$9.30 – $10.30

Cash GPT ($/Boe) (1)

$2.75 – $3.25

$2.65 – $3.15

Cash G&A ($MM) (1)

$23 – $28

$90 – $100

Production Taxes (% of Oil, NGL and Natural Gas Sales)

7.5% – 7.9%

7.7% – 8.1%

Cash Interest ($MM) (1)

$25 – $27

$100 – $110

Cash Tax (% of Adjusted EBITDA) (2)

0% – 3%

1% – 5%

(1)

Non-GAAP financial measure. See "Non-GAAP Financial Measures" below for more information.

(2)

1Q26 and FY26 reflect $55/Bbl – $70/Bbl WTI.

Select Operational and Financial Data:

The following table presents select operational and financial data for the periods presented:

4Q25

3Q25

FY25

Production data:

Crude oil (MBopd)

153.0

155.7

154.8

NGL (MBblpd)

52.4

55.1

52.5

Natural gas (MMcfpd) (1)

404.2

420.1

416.2

Total production (MBoepd)

272.8

280.9

276.6

Percent crude oil

56.1 %

55.4 %

56.0 %

Average sales prices:

Crude oil, without realized derivatives ($/Bbl)

$ 56.90

$ 63.59

$ 62.78

Differential to NYMEX WTI ($/Bbl)

(2.24)

(1.41)

(2.02)

Crude oil, with realized derivatives ($/Bbl)

58.62

64.16

63.59

Crude oil realized derivatives gain ($MM)

(24.3)

(8.3)

(45.9)

NGL, without realized derivatives ($/Bbl)

4.88

4.89

7.22

NGL, with realized derivatives ($/Bbl)

4.88

4.89

7.22

Natural gas, without realized derivatives ($/Mcf) (2)

1.40

0.81

1.40

Natural gas, with realized derivatives ($/Mcf)

1.56

1.11

1.51

Natural gas realized derivatives gain ($MM)

(5.9)

(11.5)

(17.9)

Selected financial data ($MM):

Revenues:

Crude oil revenues

$ 801.0

$ 910.8

$ 3,546.9

NGL revenues

23.5

24.8

138.2

Natural gas revenues

52.1

31.2

212.0

Total oil, NGL and natural gas revenues

$ 876.6

$ 966.8

$ 3,897.1

Cash flows:

Net cash provided by operating activities:

$ 405.0

$ 559.0

$ 2,040.7

Non-GAAP financial measures (3):

Adjusted EBITDA

$ 506.4

$ 577.8

$ 2,327.0

Adjusted FCF (4)

167.0

218.6

816.9

Adjusted Net Income Attributable to Common Stockholders

72.7

134.5

551.2

Select operating expenses:

LOE

$ 244.0

$ 248.6

$ 982.6

Gathering, processing and transportation expenses ("GPT")

70.5

73.1

290.9

Production taxes

68.8

79.5

291.9

Depreciation, depletion and amortization

368.4

374.9

1,470.2

Total select operating expenses

$ 751.7

$ 776.1

$ 3,035.6

Select operating expenses ($/Boe):

LOE

$ 9.72

$ 9.62

$ 9.73

GPT

2.81

2.83

2.88

Production taxes

2.74

3.08

2.89

Depreciation, depletion and amortization

14.17

14.06

14.12

Total select operating expenses

$ 29.44

$ 29.59

$ 29.62

Earnings per share:

Basic earnings per share

$ 1.48

$ 2.26

$ 0.74

Diluted earnings per share

1.48

2.26

0.74

Adjusted diluted earnings per share (Non-GAAP) (3)

1.28

2.35

9.53

(1)

Marcellus natural gas volumes were 119.0 MMcfpd in 4Q25, 117.5 MMcfpd in 3Q25 and 123.7 MMcfpd in FY25.

(2)

Marcellus natural gas realized prices were $3.19/Mcf in 4Q25, $2.16/Mcf in 3Q25 and $3.15/Mcf in FY25.

(3)

Non-GAAP financial measure. See "Non-GAAP Financial Measures" below for a reconciliation to the most directly comparable financial measures under GAAP.

(4)

4Q25, 3Q25 and FY25 include $8.0MM, $11.7MM and $19.7MM of reimbursable non-op CapEx, respectively.

Capital Expenditures:

The following table presents the Company's capital expenditures ("CapEx") by category for the periods presented (in millions):

1Q25

2Q25

3Q25

4Q25

FY25

CapEx ($MM):

E&P (1)

$ 353.7

$ 351.2

$ 331.1

$ 301.6

$ 1,337.6

Midstream

1.1

3.3

2.5

11.4

18.3

Other

0.6

1.1

—

0.2

1.9

Total CapEx (2)

$ 355.4

$ 355.6

$ 333.6

$ 313.2

$ 1,357.8

(1)

4Q25 and FY25 include $8.0MM and $19.7MM of reimbursable non-op CapEx, respectively.

(2)

4Q25 and FY25 exclude capitalized interest costs of $1.1MM and $4.4MM, respectively.

In addition, acquisition and leasehold costs were $548.7MM and $576.5MM in 4Q25 and FY25, respectively, including $542.2MM associated with the acquisition of Williston Basin assets from XTO in 4Q25.

Balance Sheet and Liquidity:

The following table presents key balance sheet data and liquidity metrics as of December 31, 2025 (in millions):

December 31, 2025

Revolving credit facility (1)

$ 2,000.0

Revolver borrowings

$ —

Senior notes

1,500.0

Total debt

$ 1,500.0

Cash and cash equivalents

$ 189.5

Letters of credit

32.8

Liquidity

$ 2,156.7

(1)

$2.75B borrowing base and $2.0B of elected commitments.

Contact:

Chord Energy Corporation

Bob Bakanauskas, VP, Investor Relations

(281) 404-9600

[email protected]

Conference Call Information

Investors, analysts and other interested parties are invited to listen to the webcast:

Date:

Thursday, February 26, 2026

Time:

10:00 a.m. Central

Live Webcast:

https://app.webinar.net/mBbx0VZ0w4o

You may use the following dial-in information to join the conference call by phone with operator assistance:

Dial-in:

1-800-836-8184

Intl. Dial-in:

1-646-357-8785

Conference ID:

22774

A recording of the conference call will be available beginning at 1:00 p.m. Central on the day of the call and will be available until Thursday, March 5, 2026 by dialing:

Replay dial-in:

1-888-660-6345

Intl. replay:

1-646-517-4150

Replay access:

22774 #

The call will also be available for replay for approximately 30 days at https://www.chordenergy.com

Forward-Looking Statements and Cautionary Statements

Certain statements in this press release, other than statements of historical facts, that address activities, events or developments that Chord expects, believes or anticipates will or may occur in the future, including any statements regarding future opportunities for Chord, future financial performance and condition, guidance and statements regarding Chord's expectations, beliefs, plans, financial condition, objectives, assumptions or future events or performance are forward-looking statements based on assumptions currently believed to be valid. Forward-looking statements are 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 include statements regarding Chord's plans and expectations with respect to the return of capital plan, advancement of its extended lateral program and production levels, anticipated financial and operating results and other guidance. The forward-looking statements are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995.

These forward-looking statements are based on certain assumptions made by Chord based on management's experience and perception of historical trends, current conditions, anticipated future developments and other factors believed to be appropriate. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of Chord, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include, but are not limited to, changes in crude oil, NGL and natural gas realized prices, uncertainty regarding the future actions of foreign oil producers and the related impacts such actions have on the balance between the supply of and demand for crude oil, NGLs and natural gas, the actions taken by OPEC+ with respect to oil production levels and announcements of potential changes in such levels, including the ability of the OPEC+ countries to agree on and comply with production levels, changes in trade policies and regulations, including increases or change in duties, current and potentially new tariffs or quotas and other similar measures, as well as the potential impact of retaliatory tariffs and other actions, war between Russia and Ukraine, military conflicts in the Red Sea Region and the wider Middle East and their effect on commodity prices, changes or uncertainty in general economic and geopolitical conditions, inflation rates and the impact of associated monetary policy responses, including fluctuating interest rates, logistical challenges and supply chain disruptions, our business strategy, including the continued implementation of our 4-mile well program, the geographic concentration of our operations, uncertainties in estimating proved reserves and forecasting production results, drilling and completion of wells, operational factors affecting the commencement or maintenance of producing wells, the availability of infrastructure and midstream service providers, our ability to realize the anticipated benefits from acquisitions, the condition of the capital markets generally, as well as Chord's ability to access them, the proximity to and capacity of transportation facilities, uncertainties regarding environmental regulations or litigation and other legal or regulatory developments affecting Chord's business and other important factors that could cause actual results to differ materially from those projected as described in Chord's reports filed with the U.S. Securities and Exchange Commission (the "SEC").

Any forward-looking statement speaks only as of the date on which such statement is made and Chord undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements. Additional information concerning other risk factors is also contained in Chord's most recently filed Annual Report on Form 10-K for the year ended December 31, 2024, subsequent Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other SEC filings.

About Chord Energy

Chord Energy Corporation is an independent exploration and production company with quality and sustainable long-lived assets primarily in the Williston Basin. The Company is uniquely positioned with a best-in-class balance sheet and is focused on rigorous capital discipline and generating free cash flow by operating efficiently, safely and responsibly to develop its unconventional onshore oil-rich resources in the continental United States. For more information, please visit the Company's website at www.chordenergy.com.

Comparability of Financial Statements

The results reported for the year ended December 31, 2025 reflect the consolidated results of Chord, while the results reported for the year ended December 31, 2024 reflect the consolidated results of Chord, including combined operations with Enerplus Corporation ("Enerplus") beginning on May 31, 2024, unless otherwise noted.

Chord Energy Corporation

Condensed Consolidated Balance Sheets (Unaudited)

(In thousands, except share data)

December 31, 2025

December 31, 2024

ASSETS

Current assets

Cash and cash equivalents

$ 189,531

$ 36,950

Accounts receivable, net

1,116,685

1,298,973

Inventory

115,713

94,299

Prepaid expenses

33,767

30,875

Derivative instruments

77,312

35,944

Other current assets

5,061

82,077

Total current assets

1,538,069

1,579,118

Property, plant and equipment

Oil and gas properties (successful efforts method)

14,848,968

12,770,786

Other property and equipment

60,395

58,158

Less: accumulated depreciation, depletion and amortization

(3,572,834)

(2,142,775)

Total property, plant and equipment, net

11,336,529

10,686,169

Derivative instruments

8,366

5,629

Investment in equity securities

119,698

142,201

Long-term inventory

30,759

25,973

Operating right-of-use assets

12,749

38,004

Goodwill

—

530,616

Other assets

28,104

24,297

Total assets

$ 13,074,274

$ 13,032,007

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities

Accounts payable

$ 41,795

$ 68,751

Revenues and production taxes payable

618,258

752,742

Accrued liabilities

735,386

732,296

Accrued interest payable

28,594

4,693

Derivative instruments

—

1,230

Current operating lease liabilities

14,656

37,629

Other current liabilities

11,898

86,637

Total current liabilities

1,450,587

1,683,978

Long-term debt

1,479,581

842,600

Deferred tax liabilities

1,615,850

1,496,442

Asset retirement obligations

432,802

282,369

Derivative instruments

—

1,016

Operating lease liabilities

10,518

15,190

Other liabilities

4,982

8,150

Total liabilities

4,994,320

4,329,745

Commitments and contingencies

Stockholders' equity

Common stock, $0.01 par value: 240,000,000 shares authorized, 67,150,747 shares

issued and 56,762,243 shares outstanding at December 31, 2025; and 240,000,000

shares authorized, 66,967,779 shares issued and 60,070,893 shares outstanding at

December 31, 2024

675

673

Treasury stock, at cost: 10,388,504 shares at December 31, 2025 and 6,896,886

shares at December 31, 2024

(1,304,092)

(936,157)

Additional paid-in capital

7,339,735

7,336,091

Retained earnings

2,043,636

2,301,655

Total stockholders' equity

8,079,954

8,702,262

Total liabilities and stockholders' equity

$ 13,074,274

$ 13,032,007

Chord Energy Corporation

Condensed Consolidated Statements of Operations (Unaudited)

(In thousands, except per share data)

Three Months Ended December 31,

Year Ended December 31,

2025

2024

2025

2024

Revenues

Oil, NGL and gas revenues

$ 876,603

$ 1,064,297

$ 3,897,140

$ 3,836,138

Purchased oil and gas sales

292,836

390,377

979,986

1,414,944

Total revenues

1,169,439

1,454,674

4,877,126

5,251,082

Operating expenses

Lease operating expenses

243,966

241,500

982,610

824,408

Gathering, processing and transportation expenses

70,451

73,092

290,917

267,559

Purchased oil and gas expenses

291,068

390,618

975,128

1,412,357

Production taxes

68,764

88,987

291,880

333,397

Depreciation, depletion and amortization

368,446

350,740

1,470,171

1,107,776

General and administrative expenses

33,516

45,682

126,294

205,585

Impairment and exploration

5,454

2,113

551,412

17,021

Total operating expenses

1,081,665

1,192,732

4,688,412

4,168,103

Gain on sale of assets, net

4,083

3,274

8,711

17,088

Operating income

91,857

265,216

197,425

1,100,067

Other income (expense)

Net gain (loss) on derivative instruments

44,944

(17,190)

127,618

12,563

Net gain (loss) from investment in equity securities

(2,450)

28,037

(12,957)

51,284

Interest expense, net of capitalized interest

(26,826)

(17,577)

(80,150)

(56,523)

Loss on debt extinguishment

—

(3,494)

—

Other income, net

8,350

795

15,042

5,047

Total other income (expense), net

24,018

(5,935)

46,059

12,371

Income before income taxes

115,875

259,281

243,484

1,112,438

Income tax expense

(31,459)

(48,685)

(199,025)

(263,811)

Net income

$ 84,416

$ 210,596

$ 44,459

$ 848,627

Earnings per share:

Basic

$ 1.48

$ 3.45

$ 0.74

$ 16.32

Diluted

$ 1.48

$ 3.43

$ 0.74

$ 16.02

Weighted average shares outstanding:

Basic

56,839

60,770

57,812

51,796

Diluted

56,839

61,221

57,852

52,748

Chord Energy Corporation

Condensed Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

Year Ended December 31,

2025

2024

Cash flows from operating activities:

Net income

$ 44,459

$ 848,627

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation, depletion and amortization

1,470,171

1,107,776

Loss on debt extinguishment

3,494

—

Gain on sale of assets

(8,711)

(17,088)

Impairment

539,324

9,839

Deferred income taxes

119,407

221,921

Net (gain) loss from investment in equity securities

12,957

(51,284)

Net gain on derivative instruments

(127,618)

(12,563)

Equity-based compensation expenses

25,703

22,996

Deferred financing costs amortization and other

(31,318)

1,056

Working capital and other changes:

Change in accounts receivable, net

181,873

(7,746)

Change in inventory

(16,800)

(14,307)

Change in prepaid expenses

(3,153)

10,850

Change in accounts payable, interest payable and accrued liabilities

(165,041)

30,047

Change in other assets and liabilities, net

(4,090)

(52,897)

Net cash provided by operating activities

2,040,657

2,097,227

Cash flows from investing activities:

Capital expenditures

(1,347,937)

(1,179,075)

Acquisitions, net of cash acquired

(575,668)

(655,023)

Proceeds from divestitures, net of cash divested

24,762

60,748

Derivative settlements

56,267

(12,672)

Contingent consideration received

25,000

Distributions from investment in equity securities

11,595

7,205

Net cash used in investing activities

(1,805,981)

(1,753,817)

Cash flows from financing activities:

Proceeds from revolving credit facility

3,826,000

3,535,000

Principal payments on revolving credit facility

(4,271,000)

(3,090,000)

Repurchase of senior unsecured notes

(401,432)

(63,000)

Issuance of senior notes

1,500,000

—

Deferred financing costs

(29,413)

(3,313)

Repurchases of common stock

(364,877)

(444,235)

Tax withholding on vesting of equity-based awards

(22,101)

(63,386)

Dividends paid

(317,763)

(529,910)

Payments on finance lease liabilities

(1,917)

(1,458)

Proceeds from warrants exercised

408

35,844

Net cash used in financing activities

(82,095)

(624,458)

Increase (decrease) in cash and cash equivalents

152,581

(281,048)

Cash and cash equivalents:

Beginning of period

36,950

317,998

End of period

$ 189,531

$ 36,950

Supplemental cash flow information:

Cash paid for interest, net of capitalized interest

$ 51,698

$ 49,509

Supplemental non-cash transactions:

Change in accrued capital expenditures

$ 7,453

$ 43,235

Change in asset retirement obligations

152,388

6,220

Non-cash consideration exchanged in business combinations

—

3,732,137

Dividends payable

1,372

16,658

Non-GAAP Financial Measures

The following are non-GAAP financial measures not prepared in accordance with GAAP that are used by management and external users of the Company's financial statements, such as industry analysts, investors, lenders and rating agencies. The Company believes that the foregoing are useful supplemental measures that provide an indication of the results generated by the Company's principal business activities. However, these measures are not recognized by GAAP and do not have a standardized meaning prescribed by GAAP. Therefore, these measures may not be comparable to similar measures provided by other issuers. From time to time, the Company provides forward-looking forecasts of these measures; however, the Company is unable to provide a quantitative reconciliation of the forward-looking non-GAAP measures to the most directly comparable forward-looking GAAP measures because management cannot reliably quantify certain of the necessary components of such forward-looking GAAP measures. The reconciling items in future periods could be significant. To see how the Company reconciles its historical presentations of these non-GAAP financial measures to the most directly comparable GAAP measures, please visit the Investors—Documents & Disclosures—Non-GAAP Reconciliation page on the Company's website at https://ir.chordenergy.com/non-gaap.

Cash GPT

The Company defines Cash GPT as total GPT expenses less non-cash valuation charges on pipeline imbalances and non-cash mark-to-market adjustments on transportation contracts accounted for as derivative instruments. Cash GPT is not a measure of GPT expenses as determined by GAAP. Management believes that the presentation of Cash GPT provides useful additional information to investors and analysts to assess the cash costs incurred to market and transport the Company's commodities from the wellhead to delivery points for sale without regard to the change in value of its pipeline imbalances, which vary monthly based on commodity prices, and without regard to the non-cash mark-to-market adjustments on transportation contracts classified as derivative instruments.

The following table presents a reconciliation of the GAAP financial measure of GPT expenses to the non-GAAP financial measure of Cash GPT for the periods presented:

Three Months Ended December 31,

Year Ended December 31,

2025

2024

2025

2024

(In thousands)

GPT

$ 70,451

$ 73,092

$ 290,917

$ 267,559

Pipeline imbalances

414

(1,179)

(573)

(3,975)

Loss on derivative transportation contract (1)

—

(5,877)

Cash GPT

$ 70,865

$ 71,913

$ 290,344

$ 257,707

(1)

The Company had a buy/sell transportation contract that qualified as a derivative. The changes in the fair value of this contract were recorded to GPT expense. As of June 30, 2024, the term of this contract expired.

Cash G&A

The Company defines Cash G&A as total G&A expenses less G&A expenses directly attributable to certain merger and acquisition activity, non-cash equity-based compensation expenses and other non-cash charges. Cash G&A is not a measure of G&A expenses as determined by GAAP. Management believes that the presentation of Cash G&A provides useful additional information to investors and analysts to assess the Company's operating costs in comparison to peers without regard to the aforementioned charges, which can vary substantially from company to company.

The following table presents a reconciliation of the GAAP financial measure of G&A expenses to the non-GAAP financial measure of Cash G&A for the periods presented:

Three Months Ended December 31,

Year Ended December 31,

2025

2024

2025

2024

(In thousands)

General and administrative expenses

$ 33,516

$ 45,682

$ 126,294

$ 205,585

Merger and acquisition costs (1)

(1,609)

(8,962)

(9,750)

(89,258)

Equity-based compensation expenses

(6,238)

(6,943)

(25,700)

(22,996)

Other non-cash adjustments

1,096

1,432

2,505

2,068

Cash G&A

$ 26,765

$ 31,209

$ 93,349

$ 95,399

(1)

FY25 and FY24 primarily include costs directly attributable to the arrangement with Enerplus.

Cash Interest

The Company defines Cash Interest as interest expense plus capitalized interest less amortization of deferred financing costs. Cash Interest is not a measure of interest expense as determined by GAAP. Management believes that the presentation of Cash Interest provides useful additional information to investors and analysts for assessing the interest charges incurred on the Company's debt to finance its operating activities and the Company's ability to maintain compliance with its debt covenants.

The following table presents a reconciliation of the GAAP financial measure of interest expense to the non-GAAP financial measure of Cash Interest for the periods presented:

Three Months Ended December 31,

Year Ended December 31,

2025

2024

2025

2024

(In thousands)

Interest expense

$ 26,826

$ 17,577

$ 80,150

$ 56,523

Capitalized interest

1,102

1,198

4,419

4,905

Amortization of deferred financing costs

(1,659)

(1,140)

(5,545)

(4,538)

Cash Interest

$ 26,269

$ 17,635

$ 79,024

$ 56,890

Adjusted EBITDA and Adjusted Free Cash Flow

The Company defines Adjusted EBITDA as earnings before interest expense, income taxes, depreciation, depletion and amortization ("DD&A"), merger costs, exploration expenses, impairment expenses, loss on debt extinguishment and other similar non-cash or non-recurring charges. The Company defines Adjusted Free Cash Flow as Adjusted EBITDA less Cash Interest and CapEx (excluding capitalized interest and acquisition capital).

Adjusted EBITDA and Adjusted Free Cash Flow are not measures of net income or cash flows from operating activities as determined by GAAP. Management believes that the presentation of Adjusted EBITDA and Adjusted Free Cash Flow provides useful additional information to investors and analysts for assessing the Company's results of operations, financial performance, ability to generate cash from its business operations without regard to its financing methods or capital structure and the Company's ability to maintain compliance with its debt covenants.

The following table presents reconciliations of the GAAP financial measures of net income and net cash provided by operating activities to the non-GAAP financial measures of Adjusted EBITDA and Adjusted Free Cash Flow for the periods presented:

Three Months Ended December 31,

Year Ended December 31,

2025

2024

2025

2024

(In thousands)

Net income

$ 84,416

$ 210,596

$ 44,459

$ 848,627

Interest expense, net of capitalized interest

26,826

17,577

80,150

56,523

Loss on debt extinguishment

—

3,494

—

Income tax expense

31,459

48,685

199,025

263,811

Depreciation, depletion and amortization

368,446

350,740

1,470,171

1,107,776

Merger and acquisition costs (1)

1,609

8,962

9,750

89,258

Impairment and exploration expenses (2)

5,454

2,113

551,412

17,021

Gain on sale of assets, net

(4,083)

(3,274)

(8,711)

(17,088)

Net (gain) loss on derivative instruments

(44,944)

17,190

(127,618)

(12,563)

Realized gain on commodity price derivative contracts

30,200

5,187

63,809

883

Net (gain) loss from investment in equity securities

2,450

(28,037)

12,957

(51,284)

Distributions from investment in equity securities

2,414

2,341

9,545

9,255

Equity-based compensation expenses

6,238

6,943

25,700

22,996

Other non-cash adjustments

(4,048)

1,036

(7,193)

12,055

Adjusted EBITDA

506,437

640,059

2,326,950

2,347,270

Cash interest

(26,269)

(17,635)

(79,024)

(56,890)

CapEx (3)

(313,204)

(330,319)

(1,357,884)

(1,231,550)

Cash taxes paid

—

(15,180)

(73,099)

(53,721)

Adjusted Free Cash Flow

$ 166,964

$ 276,925

$ 816,943

$ 1,005,109

Net cash provided by operating activities

$ 404,987

$ 566,455

$ 2,040,657

$ 2,097,227

Changes in working capital

8,210

57,391

7,211

34,053

Interest expense, net of capitalized interest

26,826

17,577

80,150

56,523

Current income tax expense (benefit)

18,750

(26,353)

79,618

41,889

Merger and acquisition costs (1)

1,609

8,962

9,750

89,258

Exploration expenses

5,453

2,112

12,085

7,183

Realized gain on commodity price derivative contracts

30,200

5,187

63,809

883

Distributions from investment in equity securities

2,414

2,341

9,545

9,255

Deferred financing costs amortization and other

12,036

5,351

31,318

(1,056)

Other non-cash adjustments

(4,048)

1,036

(7,193)

12,055

Adjusted EBITDA

506,437

640,059

2,326,950

2,347,270

Cash interest

(26,269)

(17,635)

(79,024)

(56,890)

CapEx (3)

(313,204)

(330,319)

(1,357,884)

(1,231,550)

Cash taxes paid

—

(15,180)

(73,099)

(53,721)

Adjusted Free Cash Flow

$ 166,964

$ 276,925

$ 816,943

$ 1,005,109

(1)

FY25 and FY24 primarily include costs directly attributable to the arrangement with Enerplus.

(2)

FY25 includes non-cash goodwill impairment charge of $539.3MM, as a result of the decline in the Company's market capitalization during 2Q25.

(3)

4Q25 and FY25 include $8.0MM and $19.7MM of reimbursable non-op CapEx, respectively, and exclude capitalized interest costs of $1.1MM and $4.4MM, respectively.

Adjusted Net Income and Adjusted Diluted Earnings Per Share

Adjusted Net Income and Adjusted Diluted Earnings Per Share are supplemental non-GAAP financial measures that are used by management and external users of the Company's financial statements, such as industry analysts, investors, lenders and rating agencies. The Company defines Adjusted Net Income as net income after adjusting for (1) the impact of certain non-cash items, including non-cash changes in the fair value of derivative instruments, non-cash changes in the fair value of the Company's investment in an unconsolidated affiliate, impairment, loss on debt extinguishment and other similar non-cash charges (2) merger costs and (3) the impact of taxes based on an estimated tax rate applicable to those adjusting items in the same period. Adjusted Net Income is not a measure of net income as determined by GAAP.

The Company calculates earnings per share under the two-class method in accordance with GAAP. The two-class method is an earnings allocation formula that computes earnings per share for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. Adjusted Diluted Earnings Per Share is calculated as (i) Adjusted Net Income (ii) less distributed and undistributed earnings allocated to participating securities (iii) divided by the weighted average number of diluted shares outstanding for the periods presented.

The following table presents reconciliations of the GAAP financial measure of net income to the non-GAAP financial measure of Adjusted Net Income and the GAAP financial measure of diluted earnings per share to the non-GAAP financial measure of Adjusted Diluted Earnings Per Share for the periods presented:

Three Months Ended December 31,

Year Ended December 31,

2025

2024

2025

2024

(In thousands)

Net income

$ 84,416

$ 210,596

$ 44,459

$ 848,627

Net (gain) loss on derivative instruments

(44,944)

17,190

(127,618)

(12,563)

Realized gain on commodity price derivative contracts

30,200

5,187

63,809

883

Net (gain) loss from investment in equity securities

2,450

(28,037)

12,957

(51,284)

Distributions from investment in equity securities

2,414

2,341

9,545

9,255

Impairment (1)

—

539,324

9,839

Merger and acquisition costs (2)

1,609

8,962

9,750

89,258

Gain on sale of assets, net

(4,083)

(3,274)

(8,711)

(17,088)

Amortization of deferred financing costs

1,659

1,140

5,545

4,538

Loss on debt extinguishment

—

3,494

—

Other non-cash adjustments

(4,048)

1,036

(7,193)

12,055

Tax impact (3)

3,467

(853)

9,029

(10,646)

Adjusted net income

73,140

214,289

554,390

882,874

Distributed and undistributed earnings allocated to

participating securities

(423)

(785)

(3,182)

(3,502)

Adjusted net income attributable to common

stockholders

$ 72,717

$ 213,504

$ 551,208

$ 879,372

Three Months Ended December 31,

Year Ended December 31,

2025

2024

2025

2024

Diluted earnings per share

$ 1.49

$ 3.44

$ 0.77

$ 16.09

Net (gain) loss on derivative instruments

(0.79)

0.28

(2.21)

(0.24)

Realized gain on commodity price derivative contracts

0.53

0.08

1.10

0.02

Net (gain) loss from investment in equity securities

0.04

(0.46)

0.22

(0.97)

Distributions from investment in equity securities

0.04

0.16

0.18

Impairment (1)

—

9.32

0.19

Merger and acquisition costs (2)

0.03

0.15

0.17

1.69

Gain on sale of assets, net

(0.07)

(0.05)

(0.15)

(0.32)

Amortization of deferred financing costs

0.03

0.02

0.10

0.09

Loss on debt extinguishment

—

0.06

—

Other non-cash adjustments

(0.07)

0.02

(0.12)

0.23

Tax impact (3)

0.06

(0.02)

0.17

(0.22)

Adjusted Diluted Earnings Per Share

1.29

3.50

9.59

16.74

Less: Distributed and undistributed earnings allocated to

participating securities

(0.01)

(0.06)

(0.07)

Adjusted Diluted Earnings Per Share

$ 1.28

$ 3.49

$ 9.53

$ 16.67

Diluted weighted average shares outstanding (in thousands)

56,839

61,221

57,852

52,748

Tax rate applicable to adjustment items (3)

23.5 %

18.8 %

23.5 %

23.7 %

(1)

FY25 includes non-cash goodwill impairment charge of $539.3MM as a result of the decline in the Company's market capitalization during 2Q25.

(2)

FY25 and FY24 primarily include costs directly attributable to the arrangement with Enerplus.

(3)

The tax impact is computed by applying an estimated tax rate to the adjustments for certain non-cash and non-recurring items.

SOURCE Chord Energy