as of 09-24-2026 11:23am EST
Permian Resources Corp is an independent oil and natural gas company focused on generating outsized returns to stakeholders through the responsible acquisition, optimization, and development of oil and liquids-rich natural gas assets. The Company's assets and operations are concentrated in the core of the Permian Basin, and its properties consist of large, contiguous acreage blocks located in West Texas and New Mexico.
| Founded: | 2015 | Country: | United States |
| Employees: | 515 | City: | MIDLAND |
| Market Cap: | 19.4B | IPO Year: | 2016 |
| Target Price: | $22.35 | AVG Volume (30 days): | 8.9M |
| Analyst Decision: | Buy | Number of Analysts: | 19 |
| Dividend Yield: | Dividend Payout Frequency: | quarterly | |
| EPS: | 0.99 | EPS Growth: | -11.72 |
| 52 Week Low/High: | $11.92 - $24.65 | Next Earning Date: | 05-06-2026 |
| Revenue: | $5,065,211,000 | Revenue Growth: | 1.29% |
| Revenue Growth (this year): | 20.94% | Revenue Growth (next year): | 7.51% |
| P/E Ratio: | 21.90 | Index: | N/A |
| Free Cash Flow: | N/A | FCF Growth: | +91.33% |
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EVP, Chief Financial Officer
Avg Cost/Share
$23.75
Shares
5,103
Total Value
$121,209.52
Owned After
537,400
SEC Form 4
EVP, General Counsel
Avg Cost/Share
$23.75
Shares
5,492
Total Value
$130,455.87
Owned After
1,561,680
SEC Form 4
EVP, Chief Accounting Officer
Avg Cost/Share
$23.75
Shares
5,104
Total Value
$121,227.66
Owned After
1,346,698
SEC Form 4
| Insider | Ticker | Relationship | Date | Transaction | Avg Cost | Shares | Total Value | Owned After | SEC Forms |
|---|---|---|---|---|---|---|---|---|---|
| Oliphint Guy M | PR | EVP, Chief Financial Officer | Sep 3, 2026 | Sell | $23.75 | 5,103 | $121,209.52 | 537,400 | |
| Bell John Charles | PR | EVP, General Counsel | Sep 3, 2026 | Sell | $23.75 | 5,492 | $130,455.87 | 1,561,680 | |
| Shannon Robert Regan | PR | EVP, Chief Accounting Officer | Sep 3, 2026 | Sell | $23.75 | 5,104 | $121,227.66 | 1,346,698 |
SEC 8-K filings with transcript text
Aug 5, 2026 · 100% conf.
1D
+3.10%
$20.40
Act: +2.48%
5D
+6.83%
$21.14
20D
+9.15%
$21.60
2 ex991prq22026earningsrelea.htm
Document
Permian Resources Announces Strong Second Quarter 2026 Results and Updated Full Year Guidance
MIDLAND, Texas – August 5, 2026 (BUSINESS WIRE) -- Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced its second quarter 2026 financial and operational results and revised 2026 guidance.
Recent Financial and Operational Highlights
•Reported total average production of 376.4 MBoe/d, including 198.1 MBbls/d of oil, 86.2 MBbls/d of NGLs and 552.9 MMcf/d of natural gas
•Announced cash capital expenditures of $521 million, cash provided by operating activities of $1,506 million and adjusted free cash flow1 of $751 million
•Acquired ~54,000 net acres and ~20,000 NRAs in the core of the Delaware Basin through ~190 transactions for $1.05 billion, demonstrating continued bolt-on and ground game success
◦Attractive valuation at ~$13,000 per net acre, ~$8,000 per NRA and ~$2.5 million per net 10,000' location
◦Acquisitions increase anticipated full year 2026 working interest to >80%
•Raised mid-point of full year guidance for oil production to 199.0 MBbls/d and updated mid-point of capital expenditures guidance to $1.95 billion
•Declared quarterly base dividend of $0.16 per share
•Improved the Company's already strong balance sheet with reduction in leverage1 to ~0.5x
Management Commentary
“This was an exceptional quarter for Permian Resources. Our team executed a targeted response to higher oil prices, increasing capital expenditures to focus on high-return, rapid payback projects such as workovers,” said Will Hickey, Co-CEO of Permian Resources. “Additionally, the success of our ground game increased working interest in both second quarter and full year TILs, which allows us to increase production in the near-term while utilizing the same drilling rigs and completion crews. Overall, these efforts produced higher free cash flow than originally anticipated during the quarter.”
“We continue to identify and execute on attractive, proprietary acquisition opportunities, utilizing Permian Resources’ local relationships, leading cost structure and basin knowledge to add high-return inventory in an accretive manner. We are excited to have deployed over $1 billion on high-quality, inventory-rich acquisitions year-to-date,” said James Walter, Co-CEO of Permian Resources. “While higher oil prices and continued volatility can make for a challenging A&D environment, we are proud of our team for remaining disciplined, as evidenced by executing our transactions this year at a weighted average front month WTI price of $72.50 per barrel.”
Second Quarter Financial and Operational Results
Second quarter average daily crude oil production was 198,071 barrels of oil per day (“Bbls/d”), a 3% increase compared to the prior quarter. Realized oil prices for the quarter were $97.81 per barrel. Oil production during the quarter was driven higher primarily by successful ground game efforts which led to a 7% increase in the average working interest for second quarter completions, compared to the Company's original expectations. Oil production also benefited from the Company increasing the number of high-return workover projects by over 50% quarter-over-quarter.
Reported natural gas and NGL volumes were 552,885 Mcf/d and 86,191 Bbls/d, respectively. Notably, Waha natural gas prices averaged $(3.14) per Mcf and traded as low as $(9.52) per Mcf during the second quarter. In order to maximize free cash flow, the Company curtailed a portion of its high-GOR production with exposure to Waha pricing, resulting in lower natural gas and NGL volumes. This strategy enabled Permian Resources to achieve unhedged natural gas realizations of $(1.74) per Mcf in the quarter, representing a $1.40 per Mcf premium to Waha. Permian Resources’ natural gas hedges further improved realizations by $2.12 per Mcf for an average all-in netback of $0.38 per Mcf, or a $3.52 per Mcf premium to Waha. Realized NGL prices for the quarter were $23.28 per barrel.
In the quarter, total controllable cash costs (LOE, GP&T and cash G&A) were $7.49 per Boe. Second quarter LOE was $5.55 per Boe, GP&T was $1.07 per Boe and cash G&A was $0.87 per Boe. Despite lower total production, Permian Resources delivered controllable cash costs for the quarter below the mid-point of its full year guidance. This was driven by continued cost control in the field, including optimization of power and compression which resulted in reduced costs and higher runtimes.
Total cash capital expenditures for the second quarter were $521 million. Drilling and completion costs per lateral foot remain in-line with the Company's full year plan, as continued operational efficiencies largely offset higher diesel costs. The Company drilled its first four-mile laterals and continues to drive longer lateral lengths over time. Permian Resources has increased the use of water-based mud and deployed wellbore des
May 6, 2026
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Feb 25, 2026 · 100% conf.
1D
+3.13%
$18.16
Act: +2.90%
5D
+7.03%
$18.85
Act: +5.22%
20D
+7.94%
$19.01
pr-202602250001658566false00016585662026-02-252026-02-25
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2026
(Exact name of registrant as specified in its charter)
Delaware001-3769741-3338782 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code) 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: ☐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 classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New 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 ☐
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 February 25, 2026, the Company issued a press release announcing its financial and operational results for the fourth quarter and the year ended December 31, 2025, as well as full-year guidance for 2026. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The disclosure set forth in Item 2.02 above is incorporated by reference into this Item 7.01. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated February 25, 2026 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GUY M. OLIPHINT Guy M. Oliphint Executive Vice President and Chief Financial Officer
Date:February 25, 2026
Nov 5, 2025
pr-202511050001658566false00016585662025-11-052025-11-05
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2025
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code) 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: ☐ 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 classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New 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 ☐
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 November 5, 2025, Permian Resources Corporation (the “Company” or “Permian Resources”) issued a press release announcing its financial and operational results for the third quarter of 2025. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The information set forth under “Item 2.02. Results of Operations and Financial Condition” above is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated November 5, 2025 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GUY M. OLIPHINT Guy M. Oliphint Executive Vice President and Chief Financial Officer
Date:November 5, 2025
Aug 6, 2025
pr-202508060001658566false00016585662025-08-062025-08-06
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code) 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: ☐ 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 classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New 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 ☐
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 6, 2025, Permian Resources Corporation (the “Company” or “Permian Resources”) issued a press release announcing its financial and operational results for the second quarter of 2025. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The information set forth under “Item 2.02. Results of Operations and Financial Condition” above is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated August 6, 2025 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GUY M. OLIPHINT Guy M. Oliphint Executive Vice President and Chief Financial Officer
Date:August 6, 2025
May 7, 2025
pr-202505070001658566false00016585662025-05-072025-05-07
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2025
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code) 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: ☐ 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 classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New 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 ☐
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 May 7, 2025, Permian Resources Corporation (the “Company” or “Permian Resources”) issued a press release announcing its financial and operational results for the first quarter of 2025. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The information set forth under “Item 2.02. Results of Operations and Financial Condition” above is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated May 7, 2025 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GUY M. OLIPHINT Guy M. Oliphint Executive Vice President and Chief Financial Officer
Date:May 7, 2025
Feb 25, 2025
pr-202502250001658566false00016585662025-02-252025-02-25
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2025
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code) Not applicable (Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New York Stock Exchange
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: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02 Results of Operations and Financial Condition. On February 25, 2025, the Company issued a press release announcing its financial and operational results for the fourth quarter and the year ended December 31, 2024, as well as full-year guidance for 2025. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The disclosure set forth in Item 2.02 above is incorporated by reference into this Item 7.01. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated February 25, 2025 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GUY M. OLIPHINT Guy M. Oliphint Executive Vice President and Chief Financial Officer
Date:February 25, 2025
Nov 6, 2024
pr-202410310001658566false00016585662024-10-312024-10-31
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2024
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New York Stock Exchange
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: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 1.01. Entry Into a Material Definitive Agreement. Amendments to the Third Amended and Restated Credit Agreement
On October 31, 2024, Permian Resources Operating, LLC (“OpCo”), a consolidated subsidiary of Permian Resources Corporation (the “Company” or “Permian Resources”), entered into the Eighth Amendment to the Third Amended and Restated Credit Agreement (the “Eighth Amendment”), dated as of October 31, 2024, among OpCo, each of the lenders and guarantors party thereto and JPMorgan Chase Bank, N.A., as administrative agent (as amended, the “Credit Agreement”). Capitalized terms used in this Current Report on Form 8-K but not otherwise defined herein have the meanings given to them in the Eighth Amendment or the Credit Agreement, as the context requires.
The Eighth Amendment, among other things, (i) extended the Revolving Maturity Date from February 18, 2027 to February 18, 2028, (ii) reaffirmed the borrowing base at $4.0 billion, (iii) reaffirmed the aggregate elected commitments at $2.5 billion and (iv) adjusted the applicable margin calculation to a Borrowing Base Utilization pricing grid.
The above description of the Eighth Amendment is a summary and does not purport to be complete and is qualified in its entirety by reference to the Eighth Amendment, which is attached and filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 2.02. Results of Operations and Financial Condition. On November 6, 2024, Permian Resources issued a press release announcing its financial and operational results for the third quarter of 2024. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under “Item 1.01. Entry into a Material Definitive Agreement” is incorporated herein by reference. Item 7.01. Regulation FD Disclosure. The information set forth under “Item 2.02. Results of Operations and Financial Condition” is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 10.1 Eighth Amendment to Third Amended and Restated Credit Agreement, dated as of October 31, 2024.
99.1 Press release dated November 6, 2024 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
Pursuant to the requirements of the Securities Exchange Act
Aug 6, 2024
pr-202408060001658566false00016585662024-08-062024-08-06
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New York Stock Exchange
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: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02. Results of Operations and Financial Condition. On August 6, 2024, Permian Resources Corporation (the “Company” or “Permian Resources”) issued a press release announcing its financial and operational results for the second quarter of 2024. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The information set forth under Item 2.02 is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated August 6, 2024 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GUY M. OLIPHINT Guy M. Oliphint Executive Vice President and Chief Financial Officer
Date:August 6, 2024
Jul 29, 2024
8-K
Permian Resources Corp false 0001658566 0001658566 2024-07-29 2024-07-29
Washington, D.C. 20549
Date of report (Date of earliest event reported): July 29, 2024
(Exact Name of Registrant as Specified in Charter)
Delaware
001-37697
47-5381253
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification Number) 300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of Principal Executive Offices) (Zip Code) (432) 695-4222 (Registrant’s Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communication 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
Class A Common Stock, par value $0.0001 per share
PR
The New 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 ☐ 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. ☐
Item 2.02 Results of Operations and Financial Condition.
On July 29, 2024, in connection with the Notes Offering (defined below) and the Equity Offering (defined below), Permian Resources Corporation (NYSE: PR) (“Permian Resources,” “we,” “us” or “our”) provided certain preliminary financial operational results as of and for the quarter ended June 30, 2024 to potential investors. The relevant disclosure is set forth below. * * * As of the date hereof, we have not finalized our financial and operational results for the three months ended June 30, 2024. However, based on preliminary information, we estimate that, for the three months ended June 30, 2024, our crude oil average production ranged from approximately 152.1 to 153.6 thousand barrels of oil per day. Similarly, we estimate that our total cash capital expenditures ranged from approximately $511 million to $522 million and our total controllable cash costs, which we define as lease operating expenses, gathering, processing and transportation costs and cash general and administrative expenses, ranged from approximately $7.41 to $7.49 per barrels of oil equivalent (“Boe”) for the three months ended June 30, 2024. These preliminary estimates are derived from our internal records and are based on the most current information available to our management. These estimates are preliminary and inherently uncertain. Our normal reporting processes with respect to the foregoing preliminary estimates have not been fully completed. Our independent auditors have not completed an audit or review of such preliminary estimates. During the course of our and their review on these preliminary estimates, we could identify items that would require us to make adjustments and that may affect our final results. Any such adjustments could be material. These preliminary estimates should not be viewed as indicative of our financial condition or results as of or for any future period. Actual results could differ from the estimates, trends and expectations discussed herein, and such differences could be material. * * * As of June 30, 2024, we had approximately $47.8 million of cash and cash equivalents and approximately $375.0 million borrowings outstanding under our five-year secured revolving credit facility (the “credit facility”), with $2.1 billion of borrowing capacity under the credit facility (net of $5.6 million in outstanding letters of credit). * * * The information furnished pursuant to this Item 2.02 and Item 7.01 (including the Exhibits) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.
Item 7.01. Regulation FD Disclosure.
On July 29, 2024, Permian Resources issued a press release (the “Notes
May 7, 2024
pr-202405070001658566false00016585662024-05-072024-05-07
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2024
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New York Stock Exchange
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: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02. Results of Operations and Financial Condition. On May 7, 2024, Permian Resources Corporation (the “Company” or “Permian Resources”) issued a press release announcing its financial and operational results for the first quarter of 2024. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The information set forth under Item 2.02 is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated May 7, 2024 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GUY M. OLIPHINT Guy M. Oliphint Executive Vice President and Chief Financial Officer
Date:May 7, 2024
Feb 27, 2024
cdev-202402270001658566false00016585662024-02-272024-02-27
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2024
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code) Not applicable (Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New York Stock Exchange
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: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02 Results of Operations and Financial Condition. On February 27, 2024, the Company issued a press release announcing its financial and operational results for the year ended December 31, 2023, as well as full-year guidance for 2024. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The disclosure set forth in Item 2.02 above is incorporated by reference into this Item 7.01. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated February 27, 2024 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GUY M. OLIPHINT Guy M. Oliphint Executive Vice President and Chief Financial Officer
Date:February 27, 2024
Nov 7, 2023
cdev-202311070001658566false00016585662023-11-072023-11-07
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2023
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New York Stock Exchange
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: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02. Results of Operations and Financial Condition. On November 7, 2023, Permian Resources Corporation (the “Company” or “Permian Resources”) issued a press release announcing its financial and operational results for the third quarter of 2023. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The information set forth under Item 2.02 is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated November 7, 2023 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GUY M. OLIPHINT Guy M. Oliphint Executive Vice President and Chief Financial Officer
Date:November 7, 2023
Aug 2, 2023
cdev-202308020001658566false00016585662023-08-022023-08-02
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2023
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New York Stock Exchange
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: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02. Results of Operations and Financial Condition. On August 2, 2023, Permian Resources Corporation (the “Company” or “Permian Resources”) issued a press release announcing its financial and operational results for the second quarter of 2023. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The information set forth under Item 2.02 is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated August 2, 2023 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GUY M. OLIPHINT Guy M. Oliphint Executive Vice President and Chief Financial Officer
Date:August 2, 2023
May 8, 2023
cdev-202305080001658566false00016585662023-05-082023-05-08
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2023
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New York Stock Exchange
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: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02. Results of Operations and Financial Condition. On May 8, 2023, Permian Resources Corporation (the “Company” or “Permian Resources”) issued a press release announcing its financial and operational results for the first quarter of 2023. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The information set forth under Item 2.02 is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated May 8, 2023 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GUY M. OLIPHINT Guy M. Oliphint Executive Vice President and Chief Financial Officer
Date:May 8, 2023
Feb 22, 2023
cdev-202302220001658566false00016585662023-02-222023-02-22
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2023
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code) Not applicable (Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New York Stock Exchange
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: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02 Results of Operations and Financial Condition. On February 22, 2023, the Company issued a press release announcing its financial and operational results for the year ended December 31, 2022, as well as full-year guidance for 2023. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The disclosure set forth in Item 2.02 above is incorporated by reference into this Item 7.01. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated February 22, 2023 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GEORGE S. GLYPHIS George S. Glyphis Executive Vice President and Chief Financial Officer
Date:February 22, 2023
Nov 8, 2022
cdev-202211080001658566false00016585662022-11-082022-11-08
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2022
(Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of principal executive offices, including zip code) (432) 695-4222 (Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per sharePRThe New York Stock Exchange
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: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02. Results of Operations and Financial Condition. On November 8, 2022, Permian Resources Corporation (the “Company” or “Permian Resources”) issued a press release announcing its financial and operational results for the third quarter of 2022. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The information set forth under Item 2.02 is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated November 8, 2022 of Permian Resources Corporation.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GEORGE S. GLYPHIS George S. Glyphis Executive Vice President and Chief Financial Officer
Date:November 8, 2022
Aug 3, 2022
cdev-202208030001658566false00016585662022-08-032022-08-03
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2022
Centennial Resource Development, Inc. (Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
1001 Seventeenth Street, Suite 1800 Denver, Colorado 80202 (Address of principal executive offices, including zip code) (720) 499-1400 (Registrant’s telephone number, including area code) Not applicable (Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per shareCDEVThe NASDAQ Stock Market LLC
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: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02 Results of Operations and Financial Condition. On August 3, 2022, Centennial Resource Development, Inc. (the “Company” or “Centennial”) issued a press release announcing its financial and operational results for the second quarter of 2022. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The information set forth under Item 2.02 is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated August 3, 2022 of Centennial Resource Development, Inc.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
This Report includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included in this Report regarding the proposed business combination between Centennial and Colgate Energy Partners III, LLC (“Colgate”) (the “Merger”) or the strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management of Centennial, Colgate and/or the combined company are forward-looking statements. When used in this Report, the words “could,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “goal,” “plan,” “target” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. While forward-looking statements are based on assumptions and analyses that management of Centennial and Colgate believe to be reasonable under the circumstances, whether actual results and developments will meet such expectations and predictions depends on a number of risks and uncertainties that could cause actual results, performance, and financial condition to differ materially from such expectations. Any forward-looking statement made in this Report speaks only as of the date on which it is made. Factors or events that could cause actual results
May 4, 2022
cdev-202205040001658566false00016585662022-05-042022-05-04
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2022
Centennial Resource Development, Inc. (Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
1001 Seventeenth Street, Suite 1800 Denver, Colorado 80202 (Address of principal executive offices, including zip code) (720) 499-1400 (Registrant’s telephone number, including area code) Not applicable (Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per shareCDEVThe NASDAQ Stock Market LLC
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: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02 Results of Operations and Financial Condition. On May 4, 2022, Centennial Resource Development, Inc. (the “Company”) issued a press release announcing its financial and operational results for the first quarter of 2022. A copy of the press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to this Item 2.02 and Item 7.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. Item 7.01. Regulation FD Disclosure. The information set forth under Item 2.02 is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No.Description 99.1 Press release dated May 4, 2022 of Centennial Resource Development, Inc.
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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.
By:/s/ GEORGE S. GLYPHIS George S. Glyphis Executive Vice President and Chief Financial Officer
Date:May 4, 2022
Feb 23, 2022
cdev-202202230001658566false00016585662022-02-232022-02-23
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2022
Centennial Resource Development, Inc. (Exact name of registrant as specified in its charter)
Delaware001-3769747-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
1001 Seventeenth Street, Suite 1800 Denver, Colorado 80202 (Address of principal executive offices, including zip code) (720) 499-1400 (Registrant’s telephone number, including area code) Not applicable (Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registered Class A Common Stock, par value $0.0001 per shareCDEVThe NASDAQ Stock Market LLC
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: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 1.01. Entry into a Material Definitive Agreement. Credit Agreement On February 18, 2022, Centennial Resource Production, LLC (“CRP”), a wholly owned subsidiary of Centennial Resource Development, Inc. (the “Company”), the Company, as a guarantor, and the Subsidiary Guarantors (as defined below and, together with the Company, the “Guarantors”) entered into the Third Amended and Restated Credit Agreement (the “Credit Agreement”) by and among CRP, the Guarantors, and JPMorgan Chase Bank, N.A., as administrative agent, with aggregate elected commitments of $750.0 million, an initial borrowing base of $1,150.0 million and an aggregate maximum revolving credit amount of $1,500.0 million. The Credit Agreement, which amends and restates CRP’s prior credit agreement, has a term of five years from the effective date of February 18, 2022 and is secured by substantially all of the assets owned by the CRP and its subsidiaries. The amount available to be borrowed under the Credit Agreement is subject to a borrowing base that is redetermined semi-annually each April 1 and October 1 by the lenders in their sole discretion. The Credit Agreement also allows for two optional borrowing base redeterminations in between the scheduled redeterminations. The borrowing base depends on, among other things, the quantities of CRP’s proved oil and natural gas reserves, estimated cash flows from these reserves and CRP’s commodity hedge positions. Upon a redetermination of the borrowing base, if actual borrowings in excess of the revised borrowing capacity are outstanding, CRP could be required to immediately repay a portion of its debt outstanding under the Credit Agreement. Borrowings under the Credit Agreement are guaranteed by certain of its subsidiaries. Borrowings under the Credit Agreement may be base rate loans or SOFR loans. Interest is payable quarterly for base rate loans and at the end of the applicable interest period for SOFR loans. SOFR loans bear interest at SOFR plus an applicable margin ranging from 225 to 325 basis points, depending on the percentage of the elected commitments utilized, plus an additional 10 basis point credit spread adjustment. Base rate loans bear interest at a rate per annum equal to the greatest of: (i) the agent bank’s prime rate; (ii) the federal funds effective rate plus 50 basis points; and (iii) the adjusted SOFR rate for a one-month interest period plus 100 basis points, plus an applicable margin ranging from 125 to 225 basis points, depending on the percentage of the elected commitments utilized. CRP also pays a commitment fee on unused amounts elected commitment amounts under its facility of a range of 37.5 to 50 basis points. CRP may repay any amounts borrowed prior to the maturity date without any premium or penalty. The Credit Agreem
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