16 unchanged sentences
● our ability to execute our business strategy;
−Removed: ● our production and oil and gas reserves;
+Added: ● our production and natural gas, natural gas liquids (“NGLs”) and oil reserves;
● our financial strategy, liquidity and capital required for our development program;
1 unchanged sentence
● our ability to execute our return of capital program;
−Removed: ● natural gas, natural gas liquids (“NGLs”) and oil prices;
+Added: ● natural gas, NGLs and oil prices;
● impacts of geopolitical events, including the conflicts in Ukraine and in the Middle East, and world health events;
32 unchanged sentences
(In thousands, except per share amounts)
−Removed: September 30,
Current assets:
2 unchanged sentences
Derivative instruments
−Removed: Prepaid expenses and other current assets
+Added: Prepaid expenses
+Added: Other current assets
Total current assets
37 unchanged sentences
authorized - 1,000,000 shares;
−Removed: 297,393 shares issued and 297,359 outstanding as of December 31, 2022, and 300,386 shares issued and outstanding as of September 30, 2023
+Added: 303,544 and 310,170 shares issued and outstanding as of December 31, 2023 and March 31, 2024, respectively
Additional paid-in capital
Retained earnings
−Removed: Treasury stock, at cost;
−Removed: 34 shares and zero shares as of December 31, 2022 and September 30, 2023, respectively
Total stockholders' equity
5 unchanged sentences
(In thousands, except per share amounts)
−Removed: Three Months Ended September 30,
−Removed: Revenue and other:
−Removed: Natural gas sales
−Removed: Natural gas liquids sales
−Removed: Commodity derivative fair value gains (losses)
−Removed: Amortization of deferred revenue, VPP
−Removed: Other revenue and income
−Removed: Total revenue
−Removed: Operating expenses:
−Removed: Lease operating
−Removed: Gathering, compression, processing and transportation
−Removed: Production and ad valorem taxes
−Removed: Exploration and mine expenses
−Removed: General and administrative (including equity-based compensation expense of $ 10,402 and $ 18,458 in 2022 and 2023, respectively)
−Removed: Depletion, depreciation and amortization
−Removed: Impairment of property and equipment
−Removed: Accretion of asset retirement obligations
−Removed: Contract termination and loss contingency
−Removed: Loss (gain) on sale of assets
−Removed: Other operating expense
−Removed: Total operating expenses
−Removed: Operating income
−Removed: Other income (expense):
−Removed: Interest expense, net
−Removed: Equity in earnings of unconsolidated affiliate
−Removed: Loss on early extinguishment of debt
−Removed: Loss on convertible note inducement
−Removed: Total other expense
−Removed: Income before income taxes
−Removed: Income tax expense
−Removed: Net income and comprehensive income including noncontrolling interests
−Removed: net income and comprehensive income attributable to noncontrolling interests
−Removed: Net income and comprehensive income attributable to Antero Resources Corporation
−Removed: Income per share—basic
−Removed: Income per share—diluted
−Removed: Weighted average number of shares outstanding:
−Removed: See accompanying notes to unaudited condensed consolidated financial statements.
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)
−Removed: (In thousands, except per share amounts)
−Removed: Nine Months Ended September 30,
+Added: Three Months Ended March 31,
Revenue and other:
1 unchanged sentence
Natural gas liquids sales
−Removed: Commodity derivative fair value gains (losses)
−Removed: ( 1,807,565 )
+Added: Commodity derivative fair value gains
Amortization of deferred revenue, VPP
18 unchanged sentences
Equity in earnings of unconsolidated affiliate
−Removed: Loss on early extinguishment of debt
Loss on convertible note inducement
5 unchanged sentences
Net income and comprehensive income attributable to Antero Resources Corporation
−Removed: Income per share—basic
−Removed: Income per share—diluted
−Removed: Weighted average number of shares outstanding:
+Added: Net income per common share—basic
+Added: Net income per common share—diluted
+Added: Weighted average number of common shares outstanding:
See accompanying notes to unaudited condensed consolidated financial statements.
2 unchanged sentences
(In thousands)
−Removed: Retained Earnings
Treasury Stock
1 unchanged sentence
Balances, December 31, 2022
−Removed: Equity component of 2026 Convertible Notes, net
Issuance of common stock upon vesting of equity-based compensation awards, net of shares withheld for income taxes
−Removed: Repurchases and retirements of common stock
−Removed: Equity-based compensation
−Removed: Distributions to noncontrolling interests
−Removed: Net loss and comprehensive loss
−Removed: Balances, March 31, 2022
−Removed: Issuance of common stock upon vesting of equity-based compensation awards, net of shares withheld for income taxes
Conversion of 2026 Convertible Notes
3 unchanged sentences
Net income and comprehensive income
−Removed: Balances, June 30, 2022
−Removed: Issuance of common stock upon vesting of equity-based compensation awards, net of shares withheld for income taxes
−Removed: Conversion of 2026 Convertible Notes
−Removed: Repurchases and retirements of common stock
−Removed: Equity-based compensation
−Removed: Distributions to noncontrolling interests
−Removed: Net income and comprehensive income
−Removed: Balances, September 30, 2022
−Removed: See accompanying notes to unaudited condensed consolidated financial statements.
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)
−Removed: (In thousands)
−Removed: Treasury Stock
−Removed: Noncontrolling
+Added: Balances, March 31, 2023
Balances, December 31, 2023
1 unchanged sentence
Conversion of 2026 Convertible Notes
−Removed: Repurchases and retirements of common stock
Equity-based compensation
2 unchanged sentences
Balances, March 31, 2024
−Removed: Issuance of common stock upon vesting of equity-based compensation awards, net of shares withheld for income taxes
−Removed: Equity-based compensation
−Removed: Distributions to noncontrolling interests
−Removed: Net income (loss) and comprehensive income (loss)
−Removed: Balances, June 30, 2023
−Removed: Issuance of common stock upon vesting of equity-based compensation awards, net of shares withheld for income taxes
−Removed: Conversion of 2026 Convertible Notes
−Removed: Equity-based compensation
−Removed: Distributions to noncontrolling interest
−Removed: Net income and comprehensive income
−Removed: Balances, September 30, 2023
See accompanying notes to unaudited condensed consolidated financial statements.
2 unchanged sentences
(In thousands)
−Removed: Nine Months Ended September 30,
+Added: Three Months Ended March 31,
Cash flows provided by (used in) operating activities:
2 unchanged sentences
Depletion, depreciation, amortization and accretion
−Removed: Commodity derivative fair value losses (gains)
−Removed: Losses on settled commodity derivatives
−Removed: ( 1,484,660 )
+Added: Commodity derivative fair value gains
+Added: Gains (losses) on settled commodity derivatives
Payments for derivative monetizations
4 unchanged sentences
Amortization of deferred revenue
−Removed: Amortization of debt issuance costs, debt discount and debt premium
+Added: Amortization of debt issuance costs and other
Settlement of asset retirement obligations
1 unchanged sentence
Loss (gain) on sale of assets
−Removed: Loss on early extinguishment of debt
Loss on convertible note inducement
2 unchanged sentences
Accrued revenue
−Removed: Other current assets
+Added: Prepaid expenses and other current assets
Accounts payable including related parties
12 unchanged sentences
Repurchases of common stock
−Removed: Repayment of senior notes
+Added: Borrowings on Credit Facility
+Added: Repayments on Credit Facility
( 1,347,400 )
−Removed: Borrowings on bank credit facilities, net
−Removed: Payment of debt issuance costs
+Added: ( 1,127,600 )
Convertible note inducement
2 unchanged sentences
Net cash provided by (used in) financing activities
−Removed: ( 1,857,694 )
Net increase in cash and cash equivalents
3 unchanged sentences
Cash paid during the period for interest
−Removed: Increase (decrease) in accounts payable and accrued liabilities for additions to property and equipment
+Added: Decrease in accounts payable and accrued liabilities for additions to property and equipment
See accompanying notes to unaudited condensed consolidated financial statements.
10 unchanged sentences
These unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information, and, accordingly, do not include all of the information and footnotes required by GAAP for complete consolidated financial statements.
−Removed: In the opinion of management, these unaudited condensed consolidated financial statements include all adjustments (consisting of normal and recurring accruals) considered necessary to present fairly the Company’s financial position as of December 31, 2022 and September 30, 2023, results of operations for the three and nine months ended September 30, 2022 and 2023 and cash flows for the nine months ended September 30, 2022 and 2023.
+Added: In the opinion of management, these unaudited condensed consolidated financial statements include all adjustments (consisting of normal and recurring accruals) considered necessary to present fairly the Company’s financial position as of December 31, 2023 and March 31, 2024, results of operations and cash flows for the three months ended March 31, 2023 and 2024.
The Company has no items of other comprehensive income or loss;
therefore, its net income or loss is equal to its comprehensive income or loss.
−Removed: Operating results for the period ended September 30, 2023 are not necessarily indicative of the results that may be expected for the full year because of the impact of fluctuations in prices received for natural gas, NGLs and oil, natural production declines, the uncertainty of exploration and development drilling results, fluctuations in the fair value of derivative instruments and other factors.
+Added: Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the full year because of the impact of fluctuations in prices received for natural gas, NGLs and oil, natural production declines, the uncertainty of exploration and development drilling results, fluctuations in the fair value of derivative instruments and other factors.
Principles of Consolidation
7 unchanged sentences
As of December 31, 2023, the book overdrafts included within accounts payable and revenue distributions payable were $ 11 million and $ 19 million, respectively.
−Removed: As of September 30, 2023, the book overdrafts included within accounts payable and revenue distributions payable were $ 35 million and $ 19 million, respectively.
−Removed: Income (Loss) Per Common Share
−Removed: Income (loss) per common share—basic for each period is computed by dividing net income (loss) attributable to Antero by the basic weighted average number of shares outstanding during the period.
−Removed: Income (loss) per common share—diluted for each period is computed after giving consideration to the potential dilution from (i) outstanding equity awards using the treasury stock method and (ii) shares of common stock issuable upon conversion of the 2026 Convertible Notes (as defined below in Note 7—Long-Term Debt) using the if-converted method.
+Added: As of March 31, 2024, the book overdrafts included within accounts payable and revenue distributions payable were $ 7 million and $ 24 million, respectively.
+Added: Net Income Per Common Share
+Added: Net income per common share—basic for each period is computed by dividing net income attributable to Antero by the basic weighted average number of common shares outstanding during the period.
+Added: Net income per common share—diluted for each period is computed after giving consideration to the potential dilution from (i) outstanding equity awards using the treasury stock method and (ii) shares of common stock issuable upon conversion of the 2026 Convertible Notes (as defined below in Note 7—Long-Term Debt) using the if-converted method.
The Company includes restricted stock unit (“RSU”)
1 unchanged sentence
Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: awards, performance share unit (“PSU”) awards and stock options in the calculation of diluted weighted average shares outstanding based on the number of common shares that would be issuable if the end of the period was also the end of the performance period required for the vesting of the awards.
−Removed: During periods in which the Company incurs a net loss, diluted weighted average shares outstanding are equal to basic weighted average shares outstanding because the effects of all equity awards and the 2026 Convertible Notes are anti-dilutive.
−Removed: The following is a reconciliation of the Company’s income (loss) attributable to common stockholders for basic and diluted income (loss) per share (in thousands):
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
+Added: awards, performance share unit (“PSU”) awards and stock options in the calculation of diluted weighted average common shares outstanding based on the number of common shares that would be issuable if the end of the period was also the end of the performance period required for the vesting of the awards.
+Added: During periods in which the Company incurs a net loss, diluted weighted average common shares outstanding are equal to basic weighted average common shares outstanding because the effects of all equity awards and the 2026 Convertible Notes are anti-dilutive.
+Added: The following is a reconciliation of the Company’s income attributable to common stockholders for basic and diluted net income per common share (in thousands):
+Added: Three Months Ended March 31,
Net income attributable to Antero Resources Corporation—common shareholders
2 unchanged sentences
Net income attributable to Antero Resources Corporation—common shareholders and assumed conversions
−Removed: Income per share—basic
−Removed: Income per share—diluted
+Added: Net income per common share—basic
+Added: Net income per common share—diluted
Weighted average common shares outstanding—basic
Weighted average common shares outstanding—diluted
−Removed: The following is a reconciliation of the Company’s basic weighted average shares outstanding to diluted weighted average shares outstanding during the periods presented (in thousands):
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
−Removed: Basic weighted average number of shares outstanding
+Added: The following is a reconciliation of the Company’s basic weighted average common shares outstanding to diluted weighted average common shares outstanding during the periods presented (in thousands):
+Added: Three Months Ended March 31,
+Added: Basic weighted average number of common shares outstanding
Dilutive effect of RSUs
1 unchanged sentence
Dilutive effect of 2026 Convertible Notes
−Removed: Diluted weighted average number of shares outstanding
−Removed: Weighted average number of outstanding securities excluded from calculation of diluted income (loss) per common share (1) :
+Added: Diluted weighted average number of common shares outstanding
+Added: Weighted average number of outstanding securities excluded from calculation of diluted net income per common share (1) :
Stock options
−Removed: (1) The potential dilutive effects of these awards were excluded from the computation of income (loss) per common share—diluted because the inclusion of these awards would have been anti-dilutive.
+Added: (1) The potential dilutive effects of these awards were excluded from the computation of net income per common share—diluted because the inclusion of these awards would have been anti-dilutive.
+Added: Recently Issued Accounting Standards
+Added: Reportable Segments
+Added: In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.
+Added: 2023-07, Improvements to Reportable Segment Disclosures (“ASU 2023-07”).
+Added: ASU 2023-07 is intended to improve reportable segment disclosures primarily through enhanced disclosure of reportable segment expenses.
+Added: This ASU is effective for annual reporting periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.
+Added: Early adoption is permitted.
+Added: ASU 2023-07 is required to be applied retrospectively to all prior
ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: Recently Issued Accounting Standard
−Removed: Convertible Debt Instruments
−Removed: In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.
−Removed: 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity , which eliminates the cash conversion model in Accounting Standards Codification (“ASC”) 470-20, Debt with Conversion and Other Options , that require separate accounting for conversion features, and instead, allows the debt instrument and conversion features to be accounted for as a single debt instrument.
−Removed: It is effective for interim and annual reporting periods beginning after December 31, 2021.
−Removed: The Company adopted the standard effective January 1, 2022 under the modified retrospective transition method, which impacts only the debt instruments outstanding on the adoption date.
−Removed: Upon adoption of this new standard, the Company reclassified $ 24 million, net of deferred income taxes and equity issuance costs, from additional paid-in capital and increased long-term debt by $ 27 million, reduced deferred income tax liability by $ 6 million and reduced accumulated deficit by $ 3 million as of January 1, 2022.
−Removed: Additionally, annual interest expense for the 2026 Convertible Notes beginning January 1, 2022 is based on an effective interest rate of 4.9 % as compared to 15.1 % prior to the adoption of this new standard.
+Added: periods presented in the financial statements.
+Added: The Company is evaluating the impact that ASU 2023-07 will have on the financial statements and its plans for adoption, including the adoption date.
+Added: In December 2023, the FASB issued ASU No.
+Added: 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”).
+Added: ASU 2023-09 is intended to improve income tax disclosures primarily through enhanced disclosure of income tax rate reconciliation items, and disaggregation of income (loss) from continuing operations, income tax expense (benefit) and income taxes paid, net disclosures by federal, state and foreign jurisdictions, among others.
+Added: This ASU is effective for annual reporting periods beginning after December 15, 2024, and early adoption is permitted.
+Added: ASU 2023-09 should be applied on a prospective basis, although retrospective application is permitted.
+Added: The Company is evaluating the impact that ASU 2023-09 will have on the financial statements and its plans for adoption, including the adoption date and transition method .
(3) Transactions
1 unchanged sentence
On June 15, 2020, the Company announced the consummation of a transaction with an affiliate of Sixth Street Partners, LLC (“Sixth Street”) relating to certain overriding royalty interests across the Company’s existing asset base (the “ORRIs”).
−Removed: The ORRIs include an overriding royalty interest of 1.25 % in all of the Company’s operated proved developed properties in West Virginia and Ohio, subject to certain excluded wells (the “Initial PDP Override”) as of April 1, 2020, and an overriding royalty interest of 3.75 % in all of the Company’s undeveloped properties in West Virginia and Ohio (the “Development Override”) as of April 1, 2020.
−Removed: Wells turned to sales after April 1, 2020 and prior to the later of (a) the date on which the Company turns to sales 2.2 million lateral feet (net to the Company’s interest) of horizontal wells burdened by the Development Override and (b) the earlier of (i) April 1, 2023 and (ii) the date on which the Company turns to sales 3.82 million lateral feet (net to the Company’s interest) of horizontal wells burdened by the Development Override, are subject to the Development Override.
−Removed: As of April 1, 2023, the Company had turned to sales over 2.2 million lateral feet and less than 3.82 million lateral feet.
−Removed: As a result, wells turned to sales on or after April 1, 2023 will not be subject to the ORRIs.
+Added: In connection with the transaction, the Company contributed the ORRIs to Martica and Sixth Street contributed $ 300 million in cash (subject to customary adjustments) and agreed to contribute up to an additional $ 102 million in cash if certain production thresholds attributable to the ORRIs were achieved in 2020 and 2021.
+Added: The Company met these production thresholds and received the $ 102 million of additional contributions from Sixth Street during 2020 and 2021.
+Added: All cash contributed by Sixth Street at the initial closing and received as part of these additional contributions was distributed to the Company.
+Added: The ORRIs include an overriding royalty interest of 1.25 % of the Company’s working interest in all of its operated proved developed properties in West Virginia and Ohio, subject to certain excluded wells (the “Initial PDP Override”), and an overriding royalty interest of 3.75 % of the Company’s working interest in all of its undeveloped properties in West Virginia and Ohio (the “Development Override”).
+Added: Wells turned to sales after April 1, 2020 and prior to the later of (a) the date on which the Company turns to sales 2.2 million lateral feet (net to the Company’s interest) of horizontal wells burdened by the Development Override or (b) the earlier of (i) April 1, 2023 or (ii) the date on which the Company turns to sales 3.82 million lateral feet (net to the Company’s interest) of horizontal wells are subject to the Development Override.
+Added: As of April 1, 2023, Sixth Street no longer has the right to participate in any new wells, and Martica reconveyed the Development Override to the Company, except for the portion relating to wells turned to sales prior to April 1, 2023.
The ORRIs also include an additional overriding royalty interest of 2.00 % of the Company’s working interest in the properties underlying the Initial PDP Override (the “Incremental Override”).
1 unchanged sentence
Any portion of the Incremental Override that may not be re-conveyed to the Company based on the Company failing to achieve such production volumes through March 31, 2023 will remain with Martica.
−Removed: As of March 31, 2023, the portion of the Incremental Override that may be re-conveyed to the Company as a result of achieving certain production targets was 76 % and the portion that will remain with Martica was 24 % .
+Added: As of March 31, 2023, 24 % of the Incremental Override (or a 0.48 % overriding royalty interest) will remain with Martica.
Prior to Sixth Street achieving an internal rate of return of 13 % and 1.5 x cash-on-cash return (the “Hurdle”), Sixth Street will receive all distributions in respect of the Initial PDP Override and the Development Override, and 24 % of all distributions in respect of the Incremental Override, and the Company will receive 76 % of all distributions in respect of the Incremental Override.
3 unchanged sentences
Under the terms of the arrangement, each year in which QL participates represents an annual tranche, and QL will be conveyed a working interest in any wells spud by Antero Resources during such tranche year.
−Removed: For 2021, 2022 and 2023, Antero Resources and QL agreed to the estimated internal rate of return (“IRR”) of the Company’s capital budget for each annual tranche, and QL agreed to participate in the 2021, 2022, and 2023 tranches.
−Removed: For 2024, Antero Resources will propose a capital budget and estimated IRR
+Added: For 2021 through 2024, Antero Resources and QL agreed to the estimated internal rate of return (“IRR”) of the Company’s capital budget for each annual tranche, and QL agreed to
ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: for all wells to be spud during such year and, subject to the mutual agreement of the parties that the estimated IRR for the year exceeds a specified return, QL will be obligated to participate in such tranche.
+Added: participate in all four annual tranches.
Antero Resources develops and manages the drilling program associated with each tranche, including the selection of wells.
−Removed: Additionally, for each annual tranche in which QL participates, Antero Resources and QL will enter into assignments, bills of sale and conveyances pursuant to which QL will be conveyed a proportionate working interest percentage in each well spud in that year, which conveyances will not be subject to any reversion.
−Removed: Under the terms of the arrangement, QL funded 20 % and 15 % of development capital for wells spud in 2021 and 2022, respectively, and will fund development capital of (i) 15 % for wells spud in 2023 and (ii) if they participate in 2024, between 15 % and 20 % for wells spud in 2024, which funding amounts represent QL’s proportionate working interest in such wells.
+Added: Additionally, for each annual tranche, Antero Resources and QL will enter into assignments, bills of sale and conveyances pursuant to which QL will be conveyed a proportionate working interest percentage in each well spud in that year, which conveyances will not be subject to any reversion.
+Added: Under the terms of the arrangement, QL funded development capital of 20 %, 15 % and 15 % for wells spud in 2021, 2022 and 2023, respectively, and will fund 20 % of development capital for wells spud in 2024, which funding amounts represent QL’s proportionate working interest in such wells.
Additionally, Antero Resources may receive a carry in the form of a one-time payment from QL for each annual tranche if the IRR for such tranche exceeds certain specified returns, which will be determined no earlier than October 31 and no later than December 1 following the end of each tranche year.
−Removed: During the year ended December 31, 2022, the Company received a carry of $ 29 million attributable to the 2021 tranche.
+Added: The Company received a carry of $ 29 million for each of the 2021 and 2022 tranches during the three months ended December 31, 2022 and 2023.
All of the wells spud during each calendar year period will be a separate annual tranche.
1 unchanged sentence
Subject to the preceding sentence, for any wells included in a tranche, QL is obligated and responsible for its working interest share of costs and liabilities, and is entitled to its working interest share of revenues, associated with such wells for the life of such wells.
−Removed: The Company has accounted for the drilling partnership as a conveyance under ASC 932, Extractive Activities—Oil and Gas , and such conveyances are recorded in the unaudited condensed consolidated financial statements as QL obtains its proportionate working interest in each well.
−Removed: No gain or loss was recognized for the interests conveyed during the three and nine months ended September 30, 2022 and 2023.
+Added: The Company has accounted for the drilling partnership as a conveyance under FASB Accounting Standards Codification (“ASC”) Topic 932, Extractive Activities—Oil and Gas , and such conveyances are recorded in the unaudited condensed consolidated financial statements as QL obtains its proportionate working interest in each well.
+Added: No gain or loss was recognized for the interests conveyed during the three months ended March 31, 2023 and 2024.
Disaggregation of Revenue
The table set forth below presents revenue disaggregated by type and reportable segment to which it relates (in thousands).
−Removed: See Note 16—Reportable Segments to the unaudited condensed financial statements for more information on reportable segments.
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
+Added: See Note 16—Reportable Segments to the unaudited condensed consolidated financial statements for more information on reportable segments.
+Added: Three Months Ended March 31,
Reportable Segment
10 unchanged sentences
Total revenue from contracts with customers
−Removed: Income (loss) from derivatives, deferred revenue and other sources, net
−Removed: ( 1,775,862 )
+Added: Income from derivatives, deferred revenue and other sources, net
Total revenue
Transaction Price Allocated to Remaining Performance Obligations
−Removed: For the Company’s product sales that have a contract term greater than one year, the Company utilized the practical expedient in ASC 606, Revenue from Contracts with Customers (“ASC 606”), which does not require the disclosure of the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation.
+Added: For the Company’s product sales that have a contract term greater than one year, the Company utilized the practical expedient in FASB ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”), which does not require the disclosure of the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation.
Under the Company’s product sales contracts, each unit of product delivered to the customer represents a separate performance obligation;
therefore, future volumes are wholly unsatisfied and disclosure of the transaction price allocated to remaining performance obligations is not required.
−Removed: For the Company’s product sales that have a contract term of one year or less, the Company utilized the practical expedient in ASC 606, which does not require the
+Added: For the Company’s product sales that have a contract term of one year or less, the Company utilized the practical expedient in ASC 606, which does not require the disclosure of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original expected duration of one year or less.
ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: disclosure of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original expected duration of one year or less.
−Removed: (c) Contract Balances
+Added: Contract Balances
Under the Company’s sales contracts, the Company invoices customers after its performance obligations have been satisfied, at which point payment is unconditional.
Accordingly, the Company’s contracts do not give rise to contract assets or liabilities.
−Removed: As of December 31, 2022 and September 30, 2023, the Company’s receivables from contracts with customers were $ 708 million and $ 373 million, respectively.
+Added: As of December 31, 2023 and March 31, 2024, the Company’s receivables from contracts with customers were $ 401 million and $ 326 million, respectively.
(5) Equity Method Investment
−Removed: As of September 30, 2023, Antero owned 29.0 % of Antero Midstream’s common stock, which is reflected in Antero’s unaudited condensed consolidated financial statements using the equity method of accounting.
+Added: As of March 31, 2024, Antero owned 28.9 % of Antero Midstream’s common stock, which is reflected in Antero’s unaudited condensed consolidated financial statements using the equity method of accounting.
The following table sets forth a reconciliation of Antero’s investment in unconsolidated affiliate (in thousands):
3 unchanged sentences
Elimination of intercompany profit
−Removed: Balance as of September 30, 2023 (1)
−Removed: (1) The fair value of the Company’s investment in Antero Midstream as of December 31, 2022 and September 30, 2023 was $ 1.5 billion and $ 1.7 billion, respectively, based on the quoted market share price of Antero Midstream .
+Added: Balance as of March 31, 2024 (1)
+Added: (1) The fair value of the Company’s investment in Antero Midstream as of December 31, 2023 and March 31, 2024 was $ 1.7 billion and $ 2.0 billion, respectively, based on the quoted market share price of Antero Midstream .
(6) Accrued Liabilities
Accrued liabilities consisted of the following items (in thousands):
−Removed: September 30,
Capital expenditures
6 unchanged sentences
Total accrued liabilities
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements
(7) Long-Term Debt
Long-term debt consisted of the following items (in thousands):
−Removed: September 30,
Credit Facility (a)
+Added: 8.375 % senior notes due 2026 (b)
7.625 % senior notes due 2029 (c)
5.375 % senior notes due 2030 (d)
−Removed: 5.375 % senior notes due 2030 (e)
−Removed: 4.25 % convertible senior notes due 2026 (f)
+Added: 4.25 % convertible senior notes due 2026 (e)
Total principal
1 unchanged sentence
Long-term debt
+Added: ANTERO RESOURCES CORPORATION
+Added: Notes to Unaudited Condensed Consolidated Financial Statements
(a) Senior Secured Revolving Credit Facility
−Removed: Antero Resources has a senior secured revolving credit facility (the “Credit Facility”) with a consortium of banks.
+Added: Antero Resources has a senior secured revolving credit facility (the “Credit Facility”) with a consortium of bank lenders.
Borrowings under the Credit Facility are subject to borrowing base limitations based on the collateral value of Antero Resources’ assets and are subject to regular semi-annual redeterminations.
−Removed: As of December 31, 2022 and September 30, 2023, the Credit Facility had a borrowing base of $ 3.5 billion and lender commitments of $ 1.5 billion.
−Removed: During the semi-annual redetermination in October 2023, the borrowing base was re-affirmed at $ 3.5 billion and lender commitments increased to $ 1.6 billion.
+Added: As of December 31, 2023 and March 31, 2024, the Credit Facility had a borrowing base of $ 3.5 billion with lender commitments of $ 1.6 billion.
+Added: The borrowing base was re-affirmed in the semi-annual redetermination in April 2024.
The maturity date of the Credit Facility is the earlier of (i) October 26, 2026 and (ii) the date that is 180 days prior to the earliest stated redemption date of any series of the Company’s then outstanding senior notes.
−Removed: As of September 30, 2023, the Credit Facility had an available borrowing capacity of $ 524 million.
+Added: As of March 31, 2024, the Credit Facility had an available borrowing capacity of $ 752 million.
The Credit Facility contains requirements with respect to leverage and current ratios, and certain covenants, including restrictions on our ability to incur debt and limitations on our ability to pay dividends unless certain customary conditions are met, in each case, subject to customary carve-outs and exceptions.
−Removed: Antero Resources was in compliance with all of the financial covenants under the Credit Facility as of December 31, 2022 and September 30, 2023.
+Added: Antero Resources was in compliance with all of the financial covenants under the Credit Facility as of December 31, 2023 and March 31, 2024.
The Credit Facility provides for borrowing at either an Adjusted Term Secured Overnight Financing Rate (“SOFR”), an Adjusted Daily Simple SOFR or an Alternate Base Rate (each as defined in the Credit Facility).
5 unchanged sentences
As of December 31, 2023, Antero Resources had an outstanding balance under the Credit Facility of $ 417 million, with a weighted average interest rate of 7.71 %, and outstanding letters of credit of $ 501 million.
−Removed: As of September 30, 2023, Antero Resources had an outstanding balance under the Credit Facility of $ 474 million, with a weighted average interest rate of 7.68 %, and outstanding letters of credit of $ 502 million.
+Added: As of March 31, 2024, Antero Resources had an outstanding balance under the Credit Facility of $ 415 million, with a weighted average interest rate of 7.68 %, and outstanding letters of credit of $ 443 million.
(b) 8.375 % Senior Notes Due 2026
−Removed: On December 21, 2016, Antero Resources issued $ 600 million of 5.00 % senior notes due March 1, 2025 (the “2025 Notes”) at par .
−Removed: The Company repurchased or otherwise redeemed all of the 2025 Notes between 2020 and the first quarter of 2022, and the 2025 Notes were fully retired as of March 1, 2022.
−Removed: Interest on the 2025 Notes was payable on March 1 and September 1 of each year.
−Removed: See “—Debt Repurchase Program” below for more information.
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: (c) 8.375 % Senior Notes Due 2026
On January 4, 2021, Antero Resources issued $ 500 million of 8.375 % senior notes due July 15, 2026 (the “2026 Notes”) at par .
−Removed: The Company redeemed or otherwise repurchased $ 403 million principal amount of the 2026 Notes during 2021 and 2022, and as of September 30, 2023, $ 97 million principal amount of the 2026 Notes remained outstanding.
−Removed: See “—Debt Repurchase Program” below for more information.
+Added: The Company redeemed or otherwise repurchased $ 403 million principal amount of the 2026 Notes during 2021 and 2022, and as of March 31, 2024, $ 97 million principal amount of the 2026 Notes remained outstanding.
The 2026 Notes are unsecured and effectively subordinated to the Credit Facility to the extent of the value of the collateral securing the Credit Facility.
2 unchanged sentences
Interest on the 2026 Notes is payable on January 15 and July 15 of each year.
−Removed: Antero Resources may redeem all or part of the 2026 Notes at any time on or after January 15, 2024 at redemption prices ranging from 104.188 % on or after January 15, 2024 to 100.00 % on or after January 15, 2026.
−Removed: At any time prior to January 15, 2024, Antero Resources may also redeem the 2026 Notes, in whole or in part, at a price equal to 100 % of the principal amount of the 2026 Notes plus a “make-whole” premium and accrued and unpaid interest.
+Added: Antero Resources may redeem all or part of the 2026 Notes at any time at redemption prices ranging from 104.188 % currently to 100.00 % on or after January 15, 2026.
If Antero Resources undergoes a change of control followed by a rating decline, the holders of the 2026 Notes will have the right to require Antero Resources to repurchase all or a portion of the notes at a price equal to 101 % of the principal amount of the 2026 Notes, plus accrued and unpaid interest.
−Removed: (d) 7.625 % Senior Notes Due 2029
+Added: (c) 7.625 % Senior Notes Due 2029
On January 26, 2021, Antero Resources issued $ 700 million of 7.625 % senior notes due February 1, 2029 (the “2029 Notes”) at par .
−Removed: The Company redeemed or otherwise repurchased $ 293 million principal amount of the 2029 Notes during 2021 and 2022, and as of September 30, 2023, $ 407 million principal amount of the 2029 Notes remained outstanding.
−Removed: See “—Debt Repurchase Program” below for more information.
+Added: The Company redeemed or otherwise repurchased $ 293 million principal amount of the 2029 Notes during 2021 and 2022, and as of March 31, 2024, $ 407 million principal amount of the 2029 Notes remained outstanding.
The 2029 Notes are unsecured and effectively subordinated to the Credit Facility to the extent of the value of the collateral securing the Credit Facility.
2 unchanged sentences
Interest on the 2029 Notes is payable on February 1 and August 1 of each year.
−Removed: Antero Resources may redeem all or part of the 2029 Notes at any time on or after February 1, 2024 at redemption prices ranging from 103.813 % on or after February 1, 2024 to 100.00 % on or after February 1, 2027.
−Removed: In addition, on or before February 1, 2024, Antero Resources may redeem up to 35 % of the aggregate principal amount of the 2029 Notes, but in an amount not greater than the net cash proceeds of certain equity offerings, if certain conditions are met, at a redemption price of 107.625 % of the principal amount of the 2029 Notes, plus accrued and unpaid interest, which option the Company partially exercised on October 18, 2021 with its notice to redeem $ 116 million aggregate principal amount of outstanding 2029 Notes.
−Removed: At any time prior to February 1, 2024, Antero Resources may also redeem the 2029 Notes, in whole or in part, at a price equal to 100 % of the principal amount of the 2029 Notes plus a “make-whole” premium and accrued and unpaid interest.
−Removed: If Antero Resources undergoes a change of control followed by a rating decline, the holders of the 2029 Notes will have the right to require Antero Resources to repurchase all or a portion of the notes at a price equal to 101 % of the principal amount of the 2029 Notes, plus accrued and unpaid interest.
−Removed: (e) 5.375 % Senior Notes Due 2030
+Added: Antero Resources may redeem all or part of the 2029 Notes at any time at redemption prices ranging from 103.813 % currently to 100.00 % on or after February 1, 2027.
+Added: If Antero Resources undergoes a change of
+Added: ANTERO RESOURCES CORPORATION
+Added: Notes to Unaudited Condensed Consolidated Financial Statements
+Added: control followed by a rating decline, the holders of the 2029 Notes will have the right to require Antero Resources to repurchase all or a portion of the notes at a price equal to 101 % of the principal amount of the 2029 Notes, plus accrued and unpaid interest.
+Added: (d) 5.375 % Senior Notes Due 2030
On June 1, 2021, Antero Resources issued $ 600 million of 5.375 % senior notes due March 1, 2030 (the “2030 Notes”) at par .
7 unchanged sentences
If Antero Resources undergoes a change of control followed by a rating decline, the holders of the 2030 Notes will have the right to require Antero Resources to repurchase all or a portion of the notes at a price equal to 101 % of the principal amount of the 2030 Notes, plus accrued and unpaid interest.
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: (f) 4.25 % Convertible Senior Notes Due 2026
+Added: (e) 4.25 % Convertible Senior Notes Due 2026
On August 21, 2020, Antero Resources issued $ 250 million in aggregate principal amount of 4.25 % convertible senior notes due September 1, 2026 (the “2026 Convertible Notes”).
1 unchanged sentence
Proceeds from the issuance of the 2026 Convertible Notes totaled $ 278.5 million, net of initial purchasers’ fees and issuance cost of $ 9 million.
+Added: Transaction costs related to the 2026 Convertible Notes were recorded within debt issuance costs on the condensed consolidated balance sheet and were amortized over the term of the 2026 Convertible Notes using the effective interest method.
The Company extinguished $ 206 million principal amount of the 2026 Convertible Notes in 2021.
−Removed: In addition, between 2022 and the third quarter of 2023, $ 43 million aggregate principal amount of the 2026 Convertible Notes were converted pursuant to their terms or induced into conversion by the Company.
+Added: In addition, between 2022 and the first quarter of 2024, $ 81 million aggregate principal amount of the 2026 Convertible Notes were converted pursuant to their terms or induced into conversion by the Company, and as of March 31, 2024, no 2026 Convertible Notes remained outstanding.
See “—Conversions and Inducements,” for more information.
−Removed: As of September 30, 2023, $ 39 million principal amount of the 2026 Convertible Notes remained outstanding.
−Removed: The 2026 Convertible Notes were issued pursuant to an indenture and are senior, unsecured obligations of Antero Resources.
−Removed: The 2026 Convertible Notes bear interest at a fixed rate of 4.25 % per annum, payable semi-annually in arrears on March 1 and September 1 of each year, commencing on March 1, 2021.
−Removed: Each capitalized term used in this subsection but not otherwise defined in this Quarterly Report on Form 10-Q has the meaning as set forth in the indenture governing the 2026 Convertible Notes.
−Removed: The initial conversion rate is 230.2026 shares of Antero Resources’ common stock per $1,000 principal amount of 2026 Convertible Notes, subject to adjustment upon the occurrence of specified events.
−Removed: As of September 30, 2023, the if-converted value of the 2026 Convertible Notes was $ 230 million, which exceeded the principal amount of the 2026 Convertible Notes by $ 191 million.
−Removed: The 2026 Convertible Notes will mature on September 1, 2026, unless earlier repurchased, redeemed or converted.
−Removed: Before May 1, 2026, noteholders will have the right to convert their 2026 Convertible Notes only upon the occurrence of the following events:
−Removed: ● during any calendar quarter (and only during such calendar quarter) commencing after the calendar quarter ending on September 30, 2020, if the Last Reported Sale Price per share of Antero Resources’ common stock exceeds 130 % of the Conversion Price for each of at least 20 Trading Days (whether or not consecutive) during the 30 consecutive Trading Days ending on, and including, the last Trading Day of the immediately preceding calendar quarter (the “Stock Price Condition”);
−Removed: ● during the five consecutive Business Days immediately after any 10 consecutive Trading Day period (such 10 consecutive Trading Day period, the “Measurement Period”) if the Trading Price per $1,000 principal amount of 2026 Convertible Notes, as determined following a request by a noteholder in accordance with the procedures set forth below, for each Trading Day of the Measurement Period was less than 98 % of the product of the Last Reported Sales Price per share of common stock on such Trading Day and the conversion rate on such Trading Day;
−Removed: ● if Antero Resources calls any or all of the 2026 Convertible Notes for redemption, at any time prior to the close of business on the scheduled Trading Day immediately preceding the redemption date;
−Removed: ● upon the occurrence of certain specified corporate events as set forth in the indenture governing the 2026 Convertible Notes.
−Removed: From and after May 1, 2026, noteholders may convert their 2026 Convertible Notes at any time at their election until the close of business on the second scheduled Trading Day immediately before the maturity date.
−Removed: Upon conversion, Antero Resources may satisfy its conversion obligation by paying and/or delivering, as the case may be, cash, shares of Antero Resources’ common stock or a combination of cash and shares of Antero Resources’ common stock, at Antero Resources’ election, in the manner and subject to the terms and conditions provided in the indenture governing the 2026 Convertible Notes.
−Removed: The 2026 Convertible Notes have met the Stock Price Condition allowing holders of the 2026 Convertible Notes to exercise their conversion right as of September 30, 2023.
−Removed: The conversion rate is subject to adjustment under certain circumstances in accordance with the terms of the indenture governing the 2026 Convertible Notes.
−Removed: In addition, following certain corporate events, as described in the indenture governing the 2026 Convertible Notes, that occur prior to the maturity date, Antero Resources will increase the conversion rate for a holder who elects to convert its 2026 Convertible Notes in connection with such a corporate event.
−Removed: If certain corporate events that constitute a Fundamental Change occur, then noteholders may require Antero Resources to repurchase their 2026 Convertible Notes at a cash repurchase price equal to the principal amount of the 2026
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: Convertible Notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the Fundamental Change Repurchase Date.
−Removed: The definition of Fundamental Change includes certain business combination transactions involving Antero Resources and certain de-listing events with respect to Antero Resources’ common stock.
−Removed: Upon issuance, the Company separately accounted for the liability and equity components of the 2026 Convertible Notes.
−Removed: The liability component was recorded at the estimated fair value of a similar debt instrument without the conversion feature.
−Removed: The difference between the principal amount of the 2026 Convertible Notes and the estimated fair value of the liability component was recorded as a debt discount and was amortized to interest expense, together with debt issuance costs, over the term of the 2026 Convertible Notes using the effective interest method, with an effective interest rate of 15.1 % per annum.
−Removed: As of the issuance date, the fair value of the 2026 Convertible Notes was estimated at $ 172 million, resulting in a debt discount at inception of $ 116 million.
−Removed: The equity component, representing the value of the conversion option, was computed by deducting the fair value of the liability component from the initial proceeds of the 2026 Convertible Notes issuance.
−Removed: This equity component was recorded, net of deferred taxes and issuance costs, in additional paid-in capital within the condensed consolidated balance sheet and statement of stockholders’ equity.
−Removed: Transaction costs related to the 2026 Convertible Notes issuance were allocated to the liability and equity components based on their relative fair values.
−Removed: Issuance costs attributable to the liability component were recorded within debt issuance costs on the condensed consolidated balance sheet and were amortized over the term of the 2026 Convertible Notes using the effective interest method.
−Removed: Issuance costs attributable to the equity component were recorded as a charge to additional paid-in capital within the condensed consolidated balance sheet and statement of stockholders’ equity.
−Removed: Effective January 1, 2022, the Company adopted ASU 2020-06 whereby the Company reclassified the equity component of the 2026 Convertible Notes outstanding on such date, net of deferred income taxes and equity issuance costs, from additional paid-in capital to long-term debt.
−Removed: See Note 2—Summary of Significant Accounting Policies to the unaudited condensed consolidated financial statements.
+Added: The 2026 Convertible Notes bore interest at a fixed rate of 4.25 % per annum, payable semi-annually in arrears on March 1 and September 1 of each year, commencing on March 1, 2021.
+Added: The initial conversion rate was 230.2026 shares of Antero Resources’ common stock per $1,000 principal amount of 2026 Convertible Notes, and such conversion rate was not adjusted during the term for which the 2026 Convertible Notes were outstanding.
+Added: The noteholders had the right to convert their 2026 Convertible Notes only upon the occurrence of certain events pursuant to the terms and conditions provided in the indenture governing the 2026 Convertible Notes.
+Added: Upon conversion, Antero Resources could satisfy its conversion obligation by paying and/or delivering, as the case may be, cash, shares of Antero Resources’ common stock or a combination of cash and shares of Antero Resources’ common stock, at Antero Resources’ election, in the manner and subject to the terms and conditions provided in the indenture governing the 2026 Convertible Notes.
Conversions and Inducements
−Removed: During the nine months ended September 30, 2023, $ 9 million aggregate principal amount of the 2026 Convertible Notes were converted pursuant to their terms, and an additional $ 9 million aggregate principal amount of the 2026 Convertible Notes were induced into conversion by the Company.
+Added: During the three months ended March 31, 2023, $ 9 million aggregate principal amount of the 2026 Convertible Notes were converted pursuant to their terms, and an additional $ 9 million aggregate principal amount of the 2026 Convertible Notes were induced into conversion by the Company.
The Company elected to settle these conversions by issuing 4 million shares of common stock to the noteholders together with a cash inducement premium of $ 0.1 million.
−Removed: There were no conversions of the 2026 Convertible Notes during the nine months ended September 30, 2022.
−Removed: The 2026 Convertible Notes consist of the following (in thousands):
−Removed: September 30,
−Removed: unamortized debt issuance costs
−Removed: Net carrying value
−Removed: Interest expense recognized on the 2026 Convertible Notes related to the stated interest rate and debt issuance costs totaled $ 1 million and $ 0.5 million for the three months ended September 30, 2022 and 2023, respectively, and $ 3 million and $ 2 million for the nine months ended September 30, 2022 and 2023, respectively.
−Removed: (g) Debt Repurchase Program
−Removed: During the first quarter of 2022, the Company redeemed the remaining $ 585 million aggregate principal amount of its 2025 Notes at a redemption price of 101.25 % of the principal amount thereof, plus accrued and unpaid interest and recognized a loss on early debt extinguishment of $ 11 million.
−Removed: During the second quarter of 2022, the Company repurchased $ 13 million of its 2026 Notes and $ 50 million of its 2029 Notes at a weighted average premium of 106 % and recognized a loss on early debt extinguishment of $ 4 million.
−Removed: During the third quarter of 2022, the Company repurchased, through its previously disclosed tender offer and open market transactions, (i) $ 208 million aggregate principal amount of its 2026 Notes at a weighted average of 109 % of the principal amount thereof, plus accrued and unpaid interest and (ii) $ 118 million aggregate principal amount of its 2029 Notes at a weighted average of 107 % of the principal amount thereof, plus accrued and unpaid interest.
−Removed: For the three and nine months ended September 30, 2022, the Company recognized a loss on early debt
+Added: On March 11, 2024, the Company called the $ 26 million aggregate principal amount of the 2026 Convertible Notes that remained outstanding for redemption on April 1, 2024, at a redemption price equal to 100 % of the principal amount thereof, plus accrued and unpaid interest.
+Added: The Company’s election to call the remaining 2026 Convertible Notes allowed holders of the 2026 Convertible Notes to exercise their conversion right through March 28, 2024.
+Added: During the three months
ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: extinguishment from these repurchases of $ 30 million and $ 45 million, respectively.
−Removed: There were no debt repurchases or redemptions during the three and nine months ended September 30, 2023.
+Added: ended March 31, 2024, all remaining $ 26 million aggregate principal amount of the 2026 Convertible Notes converted pursuant to their terms.
+Added: The Company elected to settle these conversions by issuing 6 million shares of common stock to the noteholders.
(8) Asset Retirement Obligations
5 unchanged sentences
Revisions to prior estimates
−Removed: Asset retirement obligations—September 30, 2023
+Added: Asset retirement obligations—March 31, 2024
Asset retirement obligations are included in other liabilities on the Company’s condensed consolidated balance sheets.
−Removed: (9) Equity-Based Compensation and Cash Awards
+Added: (9) Equity-Based Compensation
On June 17, 2020, Antero Resources’ stockholders approved the Antero Resources Corporation 2020 Long-Term Incentive Plan (the “2020 Plan”), which replaced the Antero Resources Corporation Long-Term Incentive Plan (the “2013 Plan”), and the 2020 Plan became effective as of such date.
2 unchanged sentences
Employees, officers, non-employee directors and other service providers of the Company and its affiliates are eligible to receive awards under the 2020 Plan.
−Removed: No further awards will be granted under the 2013 Plan on or after June 17, 2020.
The 2020 Plan provides for the reservation of 10,050,000 shares of the Company’s common stock, plus the number of certain shares that become available again for delivery from the 2013 Plan in accordance with the share recycling provisions described below.
1 unchanged sentence
Further, any shares withheld or surrendered in payment of any taxes relating to awards that were outstanding under either the 2013 Plan as of June 17, 2020 or are granted under the 2020 Plan (other than stock options and stock appreciation rights), will again be available for new awards under the 2020 Plan.
−Removed: A total of 6,896,996 shares were available for future grant under the 2020 Plan as of September 30, 2023.
−Removed: Antero Midstream Partners LP’s (“Antero Midstream Partners”) general partner was authorized to grant up to 10,000,000 common units representing limited partner interests in Antero Midstream Partners under the Antero Midstream Partners LP Long-Term Incentive Plan (the “AMP Plan”) to non-employee directors of its general partner and certain officers, employees and consultants of Antero Midstream Partners and its affiliates (which includes Antero Resources).
−Removed: Antero Resources deconsolidated Antero Midstream Partners on March 12, 2019 , and on such date, each outstanding phantom unit award under the AMP Plan was assumed by Antero Midstream and converted into 1.8926 RSUs (all such RSUs, the “Converted AM RSU Awards”) under the Antero Midstream Corporation Long Term Incentive Plan (the “AM Plan”).
−Removed: Each RSU award under the AM Plan represented a right to receive one share of Antero Midstream common stock.
−Removed: As of September 30, 2023, all Converted AM RSU Awards were fully vested.
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements
+Added: A total of 5,507,361 shares were available for future grant under the 2020 Plan as of March 31, 2024.
The Company’s equity-based compensation expense, by type of award, is as follows (in thousands):
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
+Added: Three Months Ended March 31,
Converted AM RSU Awards (1)
1 unchanged sentence
Total expense
−Removed: (1) Antero Resources recognized compensation expense for equity awards granted under both the 2013 Plan and the AMP Plan because the awards under the AMP Plan are accounted for as if they are distributed by Antero Midstream Partners to Antero Resources.
−Removed: Antero Resources allocates a portion of equity-based compensation expense related to grants prior to March 12, 2019 (date of deconsolidation) to Antero Midstream Partners based on its proportionate share of Antero Resources’ labor costs.
−Removed: As of September 30, 2023, all Converted AM RSU Awards were fully vested, and there is no remaining unamortized expense attributable to these awards.
−Removed: Restricted Stock Unit Awards
−Removed: A summary of RSU activity is as follows:
+Added: (1) Antero Resources recognized compensation expense for equity awards granted by Antero Midstream Partners LP’s (‘Antero Midstream Partners”) under its equity compensation plans prior to March 12, 2019 (date of deconsolidation) because the awards under such plans were accounted for as if they were distributed by Antero Midstream Partners to Antero Resources.
+Added: Antero Resources allocated a portion of equity-based compensation expense related to grants prior to March 12, 2019 to Antero Midstream Partners based on its proportionate share of Antero Resources’ labor costs.
+Added: As of March 31, 2023, all such awards were fully vested, and there is no remaining unamortized expense attributable to these awards after such date .
+Added: ANTERO RESOURCES CORPORATION
+Added: Notes to Unaudited Condensed Consolidated Financial Statements
+Added: (a) Restricted Stock Unit Awards
+Added: A summary of RSU award activity is as follows:
Total awarded and unvested—December 31, 2023
−Removed: ( 2,214,806 )
−Removed: Total awarded and unvested—September 30, 2023
−Removed: As of September 30, 2023, there was $ 65 million of unamortized equity-based compensation expense related to unvested RSUs.
+Added: Total awarded and unvested—March 31, 2024
+Added: As of March 31, 2024, there was $ 84 million of unamortized equity-based compensation expense related to unvested RSUs.
That expense is expected to be recognized over a weighted average period of 2.2 years.
8 unchanged sentences
Risk-free interest rate
−Removed: Weighted average fair value of awards granted—Absolute TSR
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements
+Added: Weighted average fair value of awards granted
Performance Share Unit Awards Based on Leverage Ratio
+Added: In 2021, the Company granted PSUs to certain of its senior management and executive officers that vest based on the Company’s total debt less cash and cash equivalents divided by the Company’s Adjusted EBITDAX (as defined in the award agreement) determined as of the last day of each of three one-year performance periods ending on December 31, 2021, December 31, 2022, and December 31, 2023, in each case, subject to certain continued employment criteria (“2021 Leverage Ratio PSUs”).
+Added: The number of shares of common stock that could ultimately be earned ranged from zero to 200 % of the target number of PSUs granted.
+Added: The performance conditions for the performance periods ended December 31, 2021, 2022 and 2023 were met at 200 % of target.
+Added: During the first quarter of 2024, the 2021 Leverage Ratio PSUs vested and converted into approximately 0.4 million shares of common stock.
In March 2024, the Company granted PSUs to certain of its senior management and executive officers that vest based on the Company’s total debt less cash and cash equivalents divided by the Company’s Adjusted EBITDAX (as defined in the award agreement) determined as of the last day of each of three one-year performance periods ending on December 31, 2024 December 31, 2025 and December 31, 2026, in each case, subject to certain continued employment criteria (“2024 Leverage Ratio PSUs”).
−Removed: The number of shares of common stock that may ultimately be earned following the end of the third performance period with respect to the 2023 Leverage Ratio PSUs ranges from zero to 200 % of the target number of 2023 Leverage Ratio PSUs originally granted.
+Added: The number of shares of common stock that may ultimately be earned following the end of the third performance period with respect to the 2024 Leverage Ratio PSUs ranges from zero to 200 % of the target number of 2024
+Added: ANTERO RESOURCES CORPORATION
+Added: Notes to Unaudited Condensed Consolidated Financial Statements
+Added: Leverage Ratio PSUs originally granted.
Expense related to the 2024 Leverage Ratio PSUs is recognized on a graded-vested basis over the term of each performance period that reflects the number of shares of common stock that are expected to be issued at the end of each measurement period, and such expense is reversed if the likelihood of achieving the performance condition becomes improbable.
−Removed: As of September 30, 2023, the likelihood of achieving the performance conditions related to the 2023 Leverage Ratio PSUs was probable.
+Added: As of March 31, 2024, the likelihood of achieving the performance conditions related to the 2024 Leverage Ratio PSUs was probable.
Summary Information for Performance Share Unit Awards
1 unchanged sentence
Total awarded and unvested—December 31, 2023
−Removed: Total awarded and unvested—September 30, 2023
−Removed: (1) During the nine months ended September 30, 2023, the PSUs granted in 2020 that were based on absolute TSR and relative TSR met the performance criteria to achieve vesting at 112 % and 126 % of target, respectively, and converted into approximately 0.4 million shares of the Company’s common stock.
−Removed: As of September 30, 2023, there was $ 26 million of unamortized equity-based compensation expense related to unvested PSUs.
+Added: Total awarded and unvested—March 31, 2024
+Added: As of March 31, 2024, there was $ 29 million of unamortized equity-based compensation expense related to unvested PSUs.
That expense is expected to be recognized over a weighted average period of 1.6 years.
−Removed: Converted AM RSU Awards
−Removed: A summary of the Converted AM RSU Awards is as follows:
−Removed: Total awarded and unvested—December 31, 2022
−Removed: Total awarded and unvested—September 30, 2023
−Removed: As of September 30, 2023, all Converted AM RSU Awards were fully vested resulting in no unamortized equity-based compensation expense.
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: Stock Options
−Removed: A summary of the stock option activity is as follows:
−Removed: (in thousands) (1)
−Removed: Outstanding—December 31, 2022
−Removed: Outstanding—September 30, 2023
−Removed: Vested—September 30, 2023
−Removed: Exercisable—September 30, 2023
−Removed: (1) Intrinsic values are based on the exercise price of the options and the closing price of Antero Resources’ common stock on the referenced dates.
−Removed: In January 2020, the Company granted cash awards of $ 3 million to certain executives under the 2013 Plan, and compensation expense for these awards was recognized ratably over the vesting period for each of three tranches through January 20, 2023.
−Removed: In July 2020, the Company granted additional cash awards in the aggregate of $ 3 million to certain non-executive employees under the 2020 Plan that vest ratably over four years .
−Removed: As of December 31, 2022 and September 30, 2023, the Company has recorded $ 1 million and $ 0.4 million, respectively, in accrued liabilities in the condensed consolidated balance sheets related to unvested cash awards.
(10) Fair Value
−Removed: The carrying values of accounts receivable and accounts payable as of December 31, 2022 and September 30, 2023 approximated market values because of their short-term nature.
−Removed: The carrying values of the amounts outstanding under the Credit Facility as of December 31, 2022 and September 30, 2023 approximated fair value because the variable interest rates are reflective of current market conditions.
+Added: The carrying values of accounts receivable and accounts payable as of December 31, 2023 and March 31, 2024 approximated market values because of their short-term nature.
+Added: The carrying values of the amounts outstanding under the Credit Facility as of December 31, 2023 and March 31, 2024 approximated fair value because the variable interest rates are reflective of current market conditions.
The following table sets forth the fair value and carrying value of the senior notes and 2026 Convertible Notes (in thousands):
December 31, 2023
−Removed: September 30, 2023
+Added: March 31, 2024
2026 Convertible Notes
1 unchanged sentence
(2) Carrying values are presented net of unamortized debt issuance costs.
−Removed: See Note 9—Equity-Based Compensation and Cash Awards to the unaudited condensed consolidated financial statements for information regarding the fair value of equity-based awards.
+Added: See Note 9—Equity-Based Compensation to the unaudited condensed consolidated financial statements for information regarding the fair value of equity-based awards.
See Note 11—Derivative Instruments to the unaudited condensed consolidated financial statements for information regarding the fair value of derivative financial instruments.
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements
(11) Derivative Instruments
1 unchanged sentence
In addition, the Company periodically enters into contracts that contain embedded features that are required to be bifurcated and accounted for separately as derivatives.
+Added: ANTERO RESOURCES CORPORATION
+Added: Notes to Unaudited Condensed Consolidated Financial Statements
(a) Commodity Derivative Positions
3 unchanged sentences
This market risk exposure is generally offset by the change in market prices of natural gas, NGLs and oil recognized upon the ultimate sale of the Company’s production.
−Removed: The Company was party to various fixed price commodity swap contracts that settled during the three and nine months ended September 30, 2022 and 2023.
+Added: The Company was party to various fixed price commodity swap contracts that settled during the three months ended March 31, 2023 and 2024.
The Company enters into these swap contracts when management believes that favorable future sales prices for the Company’s production can be secured.
5 unchanged sentences
The Company’s derivative contracts have not been designated as hedges for accounting purposes;
−Removed: therefore, all gains and losses are recognized in the Company’s statements of operations.
−Removed: As of September 30, 2023, the Company’s fixed price swap positions excluding Martica, the Company’s consolidated VIE, were as follows:
+Added: therefore, all gains and losses are recognized in the Company’s statements of operations and comprehensive income.
+Added: As of March 31, 2024, the Company’s fixed price swap positions excluding Martica, the Company’s consolidated VIE, were as follows:
Commodity / Settlement Period
Contracted Volume
−Removed: October-December 2023
+Added: April-December 2024
+Added: Mont Belvieu Propane-OPIS TET
The Company has a call option and an embedded put option tied to NYMEX pricing for the production volumes associated with the Company’s retained interest in the volumetric production payment transaction (“VPP”) properties.
The put option was embedded within another contract, and since the embedded put option was not clearly and closely related to its host contract, the Company bifurcated this derivative instrument and reflects it at fair value in the unaudited condensed consolidated financial statements.
−Removed: As of September 30, 2023, the Company’s call option and embedded put option arrangements were as follows:
+Added: As of March 31, 2024, the Company’s call option and embedded put option arrangements were as follows:
Commodity / Settlement Period
Contracted Volume
−Removed: October-December 2023
−Removed: January-December 2024
+Added: April-December 2024
January-December 2025
January-December 2026
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: As of September 30, 2023, the Company’s natural gas basis swap positions, which settle on the pricing index to basis differential of the Columbia Gas Transmission pipeline (“TCO”) to the NYMEX Henry Hub natural gas price were as follows:
+Added: As of March 31, 2024, the Company’s natural gas basis swap positions, which settle on the pricing index to basis differential of the Columbia Gas Transmission pipeline (“TCO”) to the NYMEX Henry Hub natural gas price were as follows:
Weighted Average
3 unchanged sentences
Hedged Differential
−Removed: October-December 2023
−Removed: January-December 2024
−Removed: As of September 30, 2023, the Company’s fixed price swap positions for Martica, the Company’s consolidated VIE, were as follows:
+Added: April-December 2024
+Added: As of March 31, 2024, the Company’s fixed price swap positions for Martica, the Company’s consolidated VIE, were as follows:
+Added: ANTERO RESOURCES CORPORATION
+Added: Notes to Unaudited Condensed Consolidated Financial Statements
Commodity / Settlement Period
Contracted Volume
−Removed: October-December 2023
−Removed: January-December 2024
+Added: April-December 2024
January-March 2025
−Removed: Natural Gasoline
−Removed: October-December 2023
−Removed: Mont Belvieu Natural Gasoline-OPIS Non-TET
−Removed: October-December 2023
−Removed: West Texas Intermediate
−Removed: January-December 2024
+Added: April-December 2024
West Texas Intermediate
2 unchanged sentences
The table below presents a summary of the fair values of the Company’s derivative instruments and where such values are recorded in the condensed consolidated balance sheets (in thousands).
−Removed: Balance Sheet
−Removed: September 30,
+Added: Balance Sheet Location
+Added: December 31, 2023
+Added: March 31, 2024
Asset derivatives not designated as hedges for accounting purposes:
12 unchanged sentences
(1) The fair value of derivative instruments was determined using Level 2 inputs.
−Removed: (2) As of December 31, 2022, $ 47 million of commodity derivative liabilities, including $ 28 million of current commodity derivatives and $ 19 million of noncurrent commodity derivatives, are attributable to the Company’s consolidated VIE, Martica.
−Removed: As of September 30, 2023, $ 15 million of commodity derivative liabilities, including $ 9 million of current commodity derivatives and $ 6 million of noncurrent commodity derivatives, are attributable to the Company’s consolidated VIE, Martica.
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements
+Added: (2) As of December 31, 2023, approximately $ 5 million of commodity derivative liabilities, including $ 3 million of current commodity derivatives and $ 2 million of noncurrent commodity derivatives, are attributable to the Company’s consolidated VIE, Martica.
+Added: As of March 31, 2024, $ 2 million of current commodity derivative liabilities are attributable to the Company’s consolidated VIE, Martica.
The following table sets forth the gross values of recognized derivative assets and liabilities, the amounts offset under master netting arrangements with counterparties, and the resulting net amounts presented in the condensed consolidated balance sheets as of the dates presented, all at fair value (in thousands):
December 31, 2023
−Removed: September 30, 2023
+Added: March 31, 2024
Net Amounts of
9 unchanged sentences
Commodity derivative liabilities
−Removed: The following table sets forth a summary of derivative fair value gains and losses and where such values are recorded in the unaudited condensed consolidated statements of operations (in thousands):
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
−Removed: Commodity derivative fair value gains (losses) (1)
−Removed: ( 1,732,720 )
−Removed: Embedded derivative fair value losses (1)
+Added: ANTERO RESOURCES CORPORATION
+Added: Notes to Unaudited Condensed Consolidated Financial Statements
+Added: The following table sets forth a summary of derivative fair value gains and losses and where such values are recorded in the unaudited condensed consolidated statements of operations and comprehensive income (in thousands):
+Added: Three Months Ended March 31,
+Added: Commodity derivative fair value gains (1)
+Added: Embedded derivative fair value gains (losses) (1)
(1) The fair value of derivative instruments was determined using Level 2 inputs .
−Removed: Commodity derivative fair value gains (losses) for the nine months ended September 30, 2023, includes a loss of $ 202 million related to the early settlement of the Company’s natural gas swaption agreement during the first quarter of 2023.
+Added: Commodity derivative fair value gains for the three months ended March 31, 2023, includes a loss of $ 202 million related to the early settlement of the Company’s natural gas swaption agreement.
The payment for this early settlement is classified as an operating cash flow on the Company’s condensed consolidated statement of cash flows.
12 unchanged sentences
As new leases commence or previous leases are modified the discount rate used in the present value calculation is the current period applicable discount rate.
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements
The Company has made an accounting policy election to adopt the practical expedient for combining lease and non-lease components on an asset class basis.
1 unchanged sentence
Currently, the Company is only applying this expedient to certain office space agreements.
+Added: ANTERO RESOURCES CORPORATION
+Added: Notes to Unaudited Condensed Consolidated Financial Statements
(a) Supplemental Balance Sheet Information Related to Leases
The Company’s lease assets and liabilities consisted of the following items (in thousands):
−Removed: September 30,
Balance Sheet Classification
8 unchanged sentences
Operating lease right-of-use assets
−Removed: Operating lease right-of-use assets
Other office and field equipment
17 unchanged sentences
Total finance lease liabilities
−Removed: (1) Gas gathering lines and compressor stations includes $ 1.4 billion and $ 1.3 billion related to Antero Midstream as of December 31, 2022 and September 30, 2023, respectively.
+Added: (1) Gas gathering lines and compressor stations includes $ 1.3 billion related to Antero Midstream as of December 31, 2023 and March 31, 2024.
See “—Related party lease disclosure” for additional discussion.
−Removed: (2) Financing lease assets are recorded net of accumulated amortization of $ 1 million as of December 31, 2022 and September 30, 2023 .
−Removed: The processing plants, gathering lines and compressor stations that are classified as lease liabilities are classified as such under ASC 842, Leases , because Antero (i) is the sole customer of the assets and (ii) makes the decisions that most impact the economic performance of the assets.
+Added: (2) Financing lease assets are recorded net of accumulated amortization of $ 1 million and $ 2 million as of December 31, 2023 and March 31, 2024 , respectively.
+Added: The processing plants, gathering lines and compressor stations that are classified as lease liabilities are classified as such under FASB ASC Topic 842, Leases , because Antero (i) is the sole customer of the assets and (ii) makes the decisions that most impact the economic performance of the assets.
ANTERO RESOURCES CORPORATION
1 unchanged sentence
(b) Supplemental Information Related to Leases
−Removed: Costs associated with operating and finance leases were included in the unaudited condensed consolidated statement of operations and comprehensive loss (in thousands):
−Removed: Three Months Ended September 30,
−Removed: Nine Months Ended September 30,
+Added: Costs associated with operating and finance leases were included in the unaudited condensed consolidated statement of operations and comprehensive income (in thousands):
+Added: Three Months Ended March 31,
Classification
27 unchanged sentences
The following table presents the Company’s supplemental cash flow information related to leases (in thousands):
−Removed: Nine Months Ended September 30,
+Added: Three Months Ended March 31,
Cash paid for amounts included in the measurement of lease liabilities:
6 unchanged sentences
Increase to existing right-of-use assets and lease obligations from operating lease modifications, net (1)
−Removed: (1) During the nine months ended September 30, 2022, the weighted average discount rate for remeasured operating leases decreased from 5.6 % as of December 31, 2021 to 5.2 % as of September 30, 2022.
−Removed: During the nine months ended September 30, 2023, the weighted average discount rate for remeasured operating leases increased from 5.1 % as of December 31, 2022 to 5.8 % as of September 30, 2023.
+Added: (1) During the three months ended March 31, 2023, the weighted average discount rate for remeasured operating leases increased from 5.2 % as of December 31, 2022 to 5.8 % as of March 31, 2023.
+Added: During the three months ended March 31, 2024, the weighted average discount rate for remeasured operating leases decreased from 6.5 % as of December 31, 2023 to 5.9 % as of March 31, 2024.
ANTERO RESOURCES CORPORATION
1 unchanged sentence
(d) Maturities of Lease Liabilities
−Removed: The table below is a schedule of future minimum payments for operating and financing lease liabilities as of September 30, 2023 (in thousands):
+Added: The table below is a schedule of future minimum payments for operating and financing lease liabilities as of March 31, 2024 (in thousands):
Operating Leases
6 unchanged sentences
December 31, 2023
−Removed: September 30, 2023
+Added: March 31, 2024
Operating Leases
6 unchanged sentences
The Company has gathering and compression service agreements with Antero Midstream that include:
−Removed: (i) the second amended and restated gathering and compression agreement dated December 8, 2019 (the “2019 gathering and compression agreement”), (ii) gathering and compression agreements from Antero Midstream’s acquisition of certain Marcellus gathering and compression assets (the “Marcellus gathering and compression agreements”) and (iii) a compression agreement from Antero Midstream’s acquisition of certain Utica compressors (the “Utica compression agreement” and, together with the 2019 gathering and compression agreement and the Marcellus gathering and compression agreements, the “gathering and compression agreements”).
+Added: (i) the second amended and restated gathering and compression agreement dated December 8, 2019 (the “2019 gathering and compression agreement”), (ii) a gathering and compression agreement from Antero Midstream’s acquisition of certain Marcellus gathering and compression assets (the “Marcellus gathering and compression agreement”) and (iii) a compression agreement from Antero Midstream’s acquisition of certain Utica compressors (the “Utica compression agreement” and, together with the 2019 gathering and compression agreement and the Marcellus gathering and compression agreement, the “gathering and compression agreements”).
Pursuant to the gathering and compression agreements with Antero Midstream, the Company has dedicated substantially all of its current and future acreage in West Virginia, Ohio and Pennsylvania to Antero Midstream for gathering and compression services.
−Removed: The 2019 gathering and compression agreement has an initial term through 2038, the Marcellus gathering and compression agreements expire between 2024 and 2031, and the Utica compression agreement has two dedicated areas that expire in 2024 and 2030.
−Removed: Upon expiration of each of the Marcellus gathering and compression agreements and the Utica compression agreement, Antero Midstream will continue to provide gathering and compression services under the 2019 gathering and compression agreement.
−Removed: Under the gathering and compression agreements, Antero Midstream receives a low-pressure gathering fee per Mcf, a high-pressure gathering fee per Mcf and a compression fee per Mcf, as applicable, subject to annual adjustments based on the consumer price index.
+Added: The 2019 gathering and compression agreement has an initial term through 2038, the Marcellus gathering and compression agreement expires in 2031 and the Utica compression agreement has two dedicated areas that expire in 2024 and 2030.
+Added: Upon expiration of each of the Marcellus gathering and compression agreement and the Utica compression agreement, Antero Midstream will continue to provide gathering and compression services under the 2019 gathering and compression agreement.
+Added: Under the gathering and compression agreements, Antero Midstream receives a low pressure gathering fee per Mcf, a high pressure gathering fee per Mcf and a compression fee per Mcf, as applicable, subject to annual Consumer Price Index (“CPI”)-based adjustments.
If and to the extent the Company requests that Antero Midstream construct new low pressure lines, high pressure lines and compressor stations, the 2019 gathering and compression agreement contains options at Antero Midstream’s election for either (i) minimum volume commitments that require Antero Resources to utilize or pay for 75 % of the high pressure gathering capacity and 70 % of the compression capacity of the requested capacity of such new construction for 10 years or (ii) a cost of service fee that allows the Antero Midstream to earn a 13 % rate of return on such new construction over seven years .
−Removed: In addition, certain of the Marcellus gathering and compression agreements provide for a minimum volume commitment that requires the Company to utilize or pay for 25 % of the capacity of new compressor station construction for 10 years .
−Removed: The 2019 gathering and compression agreement includes a growth incentive fee program whereby low-pressure gathering fees will be reduced from 2020 through 2023 to the extent the Company achieves certain quarterly volumetric targets.
−Removed: The Company’s throughput gathered under the Marcellus gathering and compression agreements is not considered in low pressure gathering volume targets.
−Removed: Upon completion of the initial contract term, the 2019 gathering and compression agreement will continue in effect from year to year until such time as the agreement is terminated, effective upon an
+Added: In addition, the Marcellus gathering and compression agreement provides for a minimum volume commitment that requires the Company to utilize or pay for 25 % of the compression capacity for a period of 10 years from the in-service date.
+Added: The 2019 gathering and compression agreement includes a growth incentive fee program that expired on December 31, 2023 whereby low pressure gathering fees were reduced during the three months ended March 31, 2023 to the extent the Company achieved certain quarterly volumetric targets.
+Added: The Company’s throughput gathered under the Marcellus gathering and compression assets acquired by the Company was not considered in the low pressure gathering volume targets.
+Added: Upon completion of the initial contract term, the 2019 gathering and compression agreement will continue in effect from year to year
ANTERO RESOURCES CORPORATION
Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: anniversary of the effective date of the agreement, by either the Company or Antero Midstream on or before the 180 th day prior to the anniversary of such effective date.
−Removed: The Company achieved the first threshold volumetric target during each of the first, second and third quarters of 2022 and 2023, and earned fee rebates of $ 12 million for the three months ended September 30, 2022 and 2023 and $ 36 million for the nine months ended September 30, 2022 and 2023.
−Removed: Gathering and compression fees paid by Antero related to these agreements were $ 164 million and $ 189 million for the three months ended September 30, 2022 and 2023, respectively.
−Removed: For the nine months ended September 30, 2022 and 2023, gathering and compression fees paid by Antero related to this agreement were $ 492 million and $ 550 million, respectively.
−Removed: As of December 31, 2022 and September 30, 2023, $ 59 million and $ 63 million, respectively, was included within Accounts payable, related parties on the condensed consolidated balance sheet as due to Antero Midstream related to these agreements.
+Added: until such time as the agreement is terminated, effective upon an anniversary of the effective date of the agreement, by notice from either the Company or Antero Midstream to the other party on or before the 180 th day prior to the anniversary of such agreement.
+Added: The Company earned fee rebates for the three months ended March 31, 2023 of $ 12 million.
+Added: Gathering and compression fees paid by Antero related to these agreements were $ 176 million and $ 199 million for the three months ended March 31, 2023 and 2024, respectively.
+Added: As of December 31, 2023 and March 31, 2024, $ 65 million and $ 78 million, respectively, was included within Accounts payable, related parties on the condensed consolidated balance sheet as due to Antero Midstream related to these agreements.
(13) Commitments
−Removed: The following table sets forth a schedule of future minimum payments for the Company’s contractual obligations, which include leases that have a lease term in excess of one year as of September 30, 2023 (in thousands):
+Added: The following table sets forth a schedule of future minimum payments for the Company’s contractual obligations, which include leases that have a lease term in excess of one year as of March 31, 2024 (in thousands):
Operating and
29 unchanged sentences
The Company incurs costs associated with the delay or cancellation of certain contracts with third-parties.
−Removed: These costs are recorded in Contract termination and included in the statement of operations and comprehensive income (loss).
−Removed: During the third quarter of 2022, the Company cancelled the construction of the Smithburg 2 gas processing plant and made a cash payment of $ 12 million.
+Added: These costs are recorded in contract termination and loss contingency in the statements of operations and comprehensive income.
During the first quarter of 2023, the Company executed an early termination of its firm transportation commitment of 200,000 MMBtu per day on the Equitrans pipeline and made a cash payment of $ 24 million.
−Removed: There are no remaining payment obligations related to any delayed or cancelled contracts as of September 30, 2023.
+Added: There are no remaining payment obligations related to any delayed or cancelled contracts as of March 31, 2024.
(14) Contingencies
27 unchanged sentences
(ii) marketing and utilization of excess firm transportation capacity and (iii) midstream services through the Company’s equity method investment in Antero Midstream.
−Removed: Substantially all of the Company’s production revenues were attributable to customers located in the United States;
−Removed: however, some of the Company’s production revenues were attributable to customers who then transport the Company’s production to foreign countries for resale or consumption.
+Added: Substantially all of the Company’s production revenues are attributable to customers located in the United States;
+Added: however, some of the Company’s production revenues are attributable to customers who then transport the Company’s production to foreign countries for resale or consumption.
These segments are monitored separately by management for performance and are consistent with internal financial reporting.
2 unchanged sentences
General and administrative expenses were allocated to the midstream segment based on the nature of the expenses and on a combination of the segments’ proportionate share of the Company’s consolidated property and equipment, capital expenditures and labor costs, as applicable.
−Removed: General and administrative expenses related to the marketing segment were not allocated because they are immaterial.
+Added: General and administrative expenses related to the marketing segment are not allocated because they are immaterial.
Other income, income taxes and interest expense are primarily managed and evaluated on a consolidated basis.
15 unchanged sentences
The operating results and assets of the Company’s reportable segments were as follows (in thousands):
−Removed: Three Months Ended September 30, 2022
−Removed: Equity Method
−Removed: Investment in
−Removed: Elimination of
−Removed: Unconsolidated
−Removed: Sales and revenues:
−Removed: Total revenue
−Removed: Operating expenses:
−Removed: Lease operating
−Removed: Gathering, compression, processing, transportation and water handling
−Removed: General and administrative
−Removed: Depletion, depreciation and amortization
−Removed: Impairment of property and equipment
−Removed: Total operating expenses
−Removed: Operating income (loss)
−Removed: Equity in earnings of unconsolidated affiliates
−Removed: Capital expenditures for segment assets
−Removed: Three Months Ended September 30, 2023
−Removed: Equity Method
−Removed: Investment in
−Removed: Elimination of
−Removed: Unconsolidated
−Removed: Sales and revenues:
−Removed: Total revenue
−Removed: Operating expenses:
−Removed: Lease operating
−Removed: Gathering, compression, processing, transportation and water handling
−Removed: General and administrative
−Removed: Depletion, depreciation and amortization
−Removed: Impairment of property and equipment
−Removed: Total operating expenses
−Removed: Operating income (loss)
−Removed: Equity in earnings of unconsolidated affiliates
−Removed: Capital expenditures for segment assets
−Removed: ANTERO RESOURCES CORPORATION
−Removed: Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: Nine Months Ended September 30, 2022
+Added: Three Months Ended March 31, 2023
Equity Method
14 unchanged sentences
Capital expenditures for segment assets
−Removed: Nine Months Ended September 30, 2023
+Added: Three Months Ended March 31, 2024
Equity Method
24 unchanged sentences
( 5,737,618 )
−Removed: As of September 30, 2023
+Added: As of March 31, 2024
Equity Method
7 unchanged sentences
In the event a subsidiary guarantor is sold or disposed of (whether by merger, consolidation, the sale of a sufficient amount of its capital stock so that it no longer qualifies as a “Subsidiary” of Antero (as defined in the indentures governing the notes) or the sale of all or substantially all of its assets (other than by lease)) and whether or not the subsidiary guarantor is the surviving entity in such transaction to a person that is not Antero or a restricted subsidiary of Antero, such subsidiary guarantor will be released from its obligations under its subsidiary guarantee if the sale or other disposition does not violate the covenants set forth in the indentures governing the notes.
−Removed: In addition, a subsidiary guarantor will be released from its obligations under the indentures and its guarantee, upon the release or discharge of the guarantee of other Indebtedness (as defined in the indentures governing the notes) that resulted in the creation of such guarantee, except a release or discharge by or as a result of payment under such guarantee;
−Removed: if Antero designates such subsidiary as an unrestricted subsidiary and such designation complies with the other applicable provisions of the indentures governing the notes or in connection with any covenant defeasance, legal defeasance or satisfaction and discharge of the notes.
+Added: In addition, a subsidiary guarantor will be released from its obligations under the indentures and its guarantee (i) upon the release or discharge of the guarantee of other Indebtedness (as defined in the indentures governing the notes) that resulted in the creation of such guarantee, except a release or discharge by or as a result of payment under such guarantee, (ii) if Antero designates such subsidiary as an unrestricted subsidiary and such designation complies with the other applicable provisions of the indentures governing the notes or (iii) in connection with any covenant defeasance, legal defeasance or satisfaction and discharge of the notes.
The tables set forth below present summarized financial information of Antero, as parent, and its guarantor subsidiaries (in thousands).
2 unchanged sentences
Notes to Unaudited Condensed Consolidated Financial Statements
−Removed: Balance Sheet
+Added: Balance Sheets
December 31, 2023
−Removed: September 30, 2023
−Removed: Current assets
+Added: March 31, 2024
+Added: Accounts receivable, non-guarantor subsidiaries
+Added: Other current assets
+Added: Total current assets
Noncurrent assets
5 unchanged sentences
Statement of Operations
−Removed: Nine Months Ended
−Removed: September 30, 2023
+Added: Three Months Ended
+Added: March 31, 2024
Operating expenses
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.