BKV Corporation Reports Fourth Quarter and Full Year 2025 Results
Fourth Quarter 2025 Highlights
-
Net income attributable to BKV of
$70.4 million , or$0.75 per diluted share -
Adjusted Net Income of
$26.6 million , or$0.29 per diluted share -
Combined Adjusted EBITDAX attributable to BKV of
$109.3 million (includes implied 50% proportionate share of Power JV Adjusted EBITDA of$15.3 million ) -
Net cash provided by operating activities of
$69.4 million -
Net cash provided by operating activities before working capital of
$53.0 million -
Accrued capital expenditures of
$102.1 million -
Adjusted Free Cash Flow attributable to BKV of
$(18.2) million - Average net production of 939.7 MMcfe/d
-
Total power generation of 1,864 GWh from the Power JV’s
Temple Plants ; capacity factor of 57.2% - Barnett Zero quarterly sequestration of approximately 25,100 metric tons of CO2
-
Announced agreement to acquire incremental 25% ownership of Power JV, which closed
January 30, 2026 -
Completed a public offering of 6.9 million shares of common stock for net proceeds of
$170.1 million .
Full Year 2025 Highlights
-
Net income attributable to BKV of
$173.1 million , or$1.98 per diluted share -
Adjusted Net Income of
$121.6 million , or$1.40 per diluted share -
Combined Adjusted EBITDAX attributable to BKV of
$390.0 million (includes implied 50% proportionate share of Power JV Adjusted EBITDA of$63.3 million ) -
Net cash provided by operating activities of
$242.7 million -
Net cash provided by operating activities before working capital of
$230.0 million -
Accrued capital expenditures of
$318.5 million -
Adjusted Free Cash Flow attributable to BKV of
$1.3 million - Average net production of 835.5 MMcfe/d
-
Total power generation of 7,611 GWh from the Power JV’s
Temple Plants ; capacity factor of 59.0% - Barnett Zero annual sequestration of approximately 138,300 metric tons of CO2
“2025 marked our first full year as a public company and a pivotal step forward in executing BKV’s closed-loop strategy,” said
“As we look ahead to 2026, we remain focused on delivering disciplined growth across our platform, with an emphasis on continued meaningful progress toward a power purchase agreement,” continued Kalnin. “By leveraging our assets across the energy value chain, we are well positioned to capitalize on key energy megatrends, deliver differentiated solutions to our customers, and create risk-adjusted, long-term value for our shareholders.”
Financial Results
Fourth Quarter 2025
For the three months ended
Average realized natural gas price for the fourth quarter of 2025 was
Full Year 2025
For the year ended
Average realized natural gas price for the year ended
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
|
($ Millions, except EPS and Adjusted Free Cash Flow Margin)(1) |
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
Net income (loss) attributable to BKV |
$ |
70.4 |
|
|
$ |
(57.5 |
) |
|
$ |
173.1 |
|
|
$ |
(142.9 |
) |
|
Adjusted Net Income (Loss), non-GAAP |
$ |
26.6 |
|
|
$ |
(4.9 |
) |
|
$ |
121.6 |
|
|
$ |
(24.1 |
) |
|
Adjusted EBITDAX, non-GAAP |
$ |
94.8 |
|
|
$ |
71.9 |
|
|
$ |
328.9 |
|
|
$ |
231.8 |
|
|
Combined Adjusted EBITDAX attributable to BKV, non-GAAP |
$ |
109.3 |
|
|
$ |
72.4 |
|
|
$ |
390.0 |
|
|
$ |
265.7 |
|
|
Net income (loss) per common share attributable to BKV, diluted |
$ |
0.75 |
|
|
$ |
(0.68 |
) |
|
$ |
1.98 |
|
|
$ |
(2.00 |
) |
|
Adjusted EPS, non-GAAP |
$ |
0.29 |
|
|
$ |
(0.06 |
) |
|
$ |
1.40 |
|
|
$ |
(0.34 |
) |
|
Adjusted Free Cash Flow attributable to BKV, non-GAAP |
$ |
(18.2 |
) |
|
$ |
5.4 |
|
|
$ |
1.3 |
|
|
$ |
91.6 |
|
|
Adjusted Free Cash Flow Margin attributable to BKV, non-GAAP |
|
(7.0 |
)% |
|
|
3.1 |
% |
|
|
0.1 |
% |
|
|
14.9 |
% |
|
Net income (loss) |
$ |
71.1 |
|
|
$ |
(57.5 |
) |
|
$ |
174.8 |
|
|
$ |
(142.9 |
) |
|
Net cash provided by operating activities |
$ |
69.4 |
|
|
$ |
43.8 |
|
|
$ |
242.7 |
|
|
$ |
118.5 |
|
|
Adjusted Free Cash Flow, non-GAAP |
$ |
(25.0 |
) |
|
$ |
5.4 |
|
|
$ |
(21.9 |
) |
|
$ |
91.6 |
|
|
Adjusted Free Cash Flow Margin, non-GAAP |
|
(9.6 |
)% |
|
|
3.1 |
% |
|
|
(2.4 |
)% |
|
|
14.9 |
% |
|
Earnings (losses) from the Power JV |
$ |
(11.3 |
) |
|
$ |
(34.1 |
) |
|
$ |
29.8 |
|
|
$ |
21.1 |
|
|
Capital expenditures (accrued) |
|
|
|
|
|
|
|
||||||||
|
Development (2) |
$ |
78.4 |
|
|
$ |
43.4 |
|
|
$ |
244.6 |
|
|
$ |
82.0 |
|
|
CCUS and other |
$ |
23.7 |
|
|
$ |
16.9 |
|
|
$ |
73.9 |
|
|
$ |
35.6 |
|
|
Total capital expenditures (accrued) |
$ |
102.1 |
|
|
$ |
60.3 |
|
|
$ |
318.5 |
|
|
$ |
117.6 |
|
| ____________________________________________________ |
| (1) Adjusted Net Income (Loss), Adjusted EBITDAX, Combined Adjusted EBITDAX attributable to BKV, Adjusted EPS, Adjusted Free Cash Flow attributable to BKV, and Adjusted Free Cash Flow Margin attributable to BKV are each non-GAAP financial measures. For a definition of each of these non-GAAP financial measures and reconciliations of such non-GAAP financial measures to their most directly comparable GAAP metrics, please see “Supplemental Non-GAAP Financial Measures” below. |
|
(2) Excludes asset retirement obligation expenditures of |
“2025 was a year of disciplined growth for BKV, as we grew production, advanced our CCUS platform, and funded our strategic priorities while maintaining a strong balance sheet,” said
“During the year, we also successfully executed two major capital markets transactions—our inaugural
Operational Results
Fourth Quarter and Full Year 2025
Power JV
| BKV-BPP Power’s Income Statement (1) |
Three Months Ended
|
|
Year Ended
|
||||||||||||
|
($ Millions) |
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
Total revenues, net |
$ |
110.3 |
|
|
$ |
67.0 |
|
|
$ |
523.5 |
|
|
$ |
459.9 |
|
|
Depreciation and amortization |
|
9.6 |
|
|
|
9.5 |
|
|
|
38.3 |
|
|
|
38.0 |
|
|
Operating expenses |
|
98.0 |
|
|
|
74.8 |
|
|
|
399.2 |
|
|
|
331.4 |
|
|
Income (loss) from operations |
|
2.7 |
|
|
|
(17.4 |
) |
|
|
86.1 |
|
|
|
90.5 |
|
|
Interest expense |
|
(15.3 |
) |
|
|
(17.5 |
) |
|
|
(63.3 |
) |
|
|
(72.9 |
) |
|
Other income (loss) |
|
1.2 |
|
|
|
0.8 |
|
|
|
7.0 |
|
|
|
3.5 |
|
|
Net income (loss) |
$ |
(11.3 |
) |
|
$ |
(34.1 |
) |
|
$ |
29.8 |
|
|
$ |
21.1 |
|
|
Power JV Adjusted EBITDA |
$ |
30.6 |
|
|
$ |
0.9 |
|
|
$ |
126.5 |
|
|
$ |
67.9 |
|
| ______________________________________________________ |
|
(1) This table reflects the financial information of the Power JV. Amounts are obtained from or based on its unaudited financial statements for the three months ended |
On
During the quarter, the Power JV remained focused on optimizing operations at
For the fourth quarter 2025, the
For the full year ended
The fourth quarter 2025 weather in
BKV’s implied proportionate share of the Power JV’s net losses for the three months ended
BKV’s implied proportionate share of Power JV Adjusted EBITDA was
BKV remains confident in long-term power market fundamentals, driven by accelerating demand from AI and data center development, and views execution of a power purchase agreement as a natural next step following the consolidation of the Power JV into its financial results in the first quarter of 2026.
|
Three Months Ended
|
|
Year Ended
|
|||||||||||||
|
|
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
|
|
56.1 |
% |
|
|
44.0 |
% |
|
|
59.2 |
% |
|
|
58.1 |
% |
|
|
|
58.4 |
% |
|
|
30.9 |
% |
|
|
58.7 |
% |
|
|
55.1 |
% |
|
Total power generation (GWh) |
|
1,864 |
|
|
|
1,228 |
|
|
|
7,611 |
|
|
|
7,360 |
|
|
Average power price ($/MWh) |
$ |
49.69 |
|
|
$ |
36.90 |
|
|
$ |
48.86 |
|
|
$ |
37.76 |
|
|
Average natural gas cost |
$ |
3.55 |
|
|
$ |
2.50 |
|
|
$ |
3.31 |
|
|
$ |
2.26 |
|
|
Average spark spread |
$ |
24.54 |
|
|
$ |
19.37 |
|
|
$ |
25.36 |
|
|
$ |
21.96 |
|
Carbon Capture Utilization and Sequestration (“CCUS”)
The Eagle Ford and Cotton Cove Projects remain on schedule, with first injection still targeted for 1Q26 and 1H26 respectively. These projects are expected to achieve sequestration rates of approximately 90,000 and 32,000 metric tons per year of CO₂, respectively, and have received
In addition, on
The Company’s previously announced Class VI well permit applications remain under regulatory review.
BKV is also continuing Front-End Engineering Design (FEED) studies regarding CO2 capture from combined cycle natural gas turbines, like those at our Temple location, to further delineate capital and operating costs of such facilities. These studies are expected to be completed in 2026 and are intended to further inform potential power-related CCUS development opportunities across the Company’s portfolio.
Upstream & Midstream
Total hydrocarbon production for the three months ended
For the year ended
The increase in production volumes for the fourth quarter and full year 2025 compared to the same periods in 2024 was primarily driven by the closing of the Bedrock acquisition in the third quarter of 2025 and increased development activity. The increased development activity during 2025 reflected the Company’s response to an improved commodity price environment.
|
Three Months Ended
|
|
Year Ended
|
|||||||||||||
|
|
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
Production |
|
|
|
|
|
|
|
||||||||
|
Net production per day (MMcfe/d) |
|
939.7 |
|
|
|
774.5 |
|
|
|
835.5 |
|
|
|
788.0 |
|
|
Natural gas (MMcf) |
|
70,159 |
|
|
|
56,469 |
|
|
|
242,935 |
|
|
|
228,682 |
|
|
NGL (MBbls) |
|
2,683 |
|
|
|
2,443 |
|
|
|
10,181 |
|
|
|
9,858 |
|
|
Oil (MBbls) |
|
33 |
|
|
|
21 |
|
|
|
159 |
|
|
|
96 |
|
|
Total (MMcfe) |
|
86,455 |
|
|
|
71,253 |
|
|
|
304,975 |
|
|
|
288,406 |
|
|
Natural Gas Pricing ($/Mcf) |
|
|
|
|
|
|
|
||||||||
|
Average NYMEX Henry Hub price |
$ |
3.55 |
|
|
$ |
2.79 |
|
|
$ |
3.43 |
|
|
$ |
2.27 |
|
|
Differential |
$ |
(0.69 |
) |
|
$ |
(0.69 |
) |
|
$ |
(0.65 |
) |
|
$ |
(0.58 |
) |
|
Average realized prices, excluding derivatives |
$ |
2.86 |
|
|
$ |
2.10 |
|
|
$ |
2.78 |
|
|
$ |
1.69 |
|
|
Average realized prices, including derivatives (1) |
$ |
2.56 |
|
|
$ |
2.23 |
|
|
$ |
2.75 |
|
|
$ |
2.10 |
|
|
NGLs ($/Bbl) |
|
|
|
|
|
|
|
||||||||
|
Average realized prices, excluding derivatives |
$ |
17.51 |
|
|
$ |
17.76 |
|
|
$ |
17.00 |
|
|
$ |
16.79 |
|
|
Average realized prices, including derivatives (1) |
$ |
18.36 |
|
|
$ |
17.30 |
|
|
$ |
16.84 |
|
|
$ |
17.19 |
|
|
Oil ($/Bbl) |
|
|
|
|
|
|
|
||||||||
|
Average realized prices |
$ |
52.61 |
|
|
$ |
61.33 |
|
|
$ |
59.50 |
|
|
$ |
68.81 |
|
|
Average Operating Cash Costs ($/Mcfe) |
|
|
|
|
|
|
|
||||||||
|
Lease operating and workover |
$ |
0.54 |
|
|
$ |
0.49 |
|
|
$ |
0.50 |
|
|
$ |
0.47 |
|
|
Taxes other than income |
$ |
0.18 |
|
|
$ |
0.04 |
|
|
$ |
0.17 |
|
|
$ |
0.12 |
|
|
Gathering and transportation costs |
$ |
0.81 |
|
|
$ |
0.80 |
|
|
$ |
0.82 |
|
|
$ |
0.77 |
|
|
Total |
$ |
1.53 |
|
|
$ |
1.33 |
|
|
$ |
1.49 |
|
|
$ |
1.36 |
|
|
(1) The impact of derivative prices excludes |
Capital Expenditures
Accrued capital expenditures in the fourth quarter of 2025 were
Accrued capital expenditures for the year ended
Liquidity
As of
Total debt as of
As of
2026 Guidance
|
Q1 2026 |
|
FY 2026 |
|
|
Accrued Capital Expenditures and Net Production ($ Millions) |
|
|
|
|
Development (1) |
|
|
|
|
Power - Strategic & Maintenance (1), (2) |
|
|
|
|
CCUS and other (2) |
|
|
|
|
Total capital expenditures |
|
|
|
|
|
|
|
|
|
Net production (MMcfe/d) |
900 - 930 |
|
915 - 955 |
|
|
|
|
|
|
Per Unit Operating Costs ($/Mcfe) |
|
|
|
|
Lease operating and workover |
|
|
|
|
Gathering, compression, processing, and transport (GCPT) |
|
|
|
|
Upstream general and administrative (excl. stock comp) |
|
|
|
|
|
|
|
|
|
Other General and Administrative Costs |
|
|
|
|
General and administrative (Power, CCUS, & Other) |
|
|
|
|
General and administrative (stock comp) |
|
|
|
|
|
|
|
|
|
Commodity Prices |
|
|
|
|
Average natural gas differential (3), (4) |
|
|
|
|
NGL % of WTI |
~ 27% |
|
~ 24% |
|
|
|
|
|
|
Power ($ Millions) |
|
|
|
|
Power JV Adjusted EBITDA |
|
|
|
| _________________________________ |
|
(1) 2026 maintenance capital: Upstream |
|
(2) Expecting |
|
(3) Differential includes |
|
(4) Differential includes |
Full Year and Fourth Quarter 2025 Earnings Conference Call
The Company plans to host a conference call to discuss results today,
About
Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements, which are not historical facts, include statements regarding BKV’s strategy, future operations, financial position, estimated revenue and losses, projected costs, prospects, plans and objectives of management, and often contain words such as “expect,” “project,” “estimate,” “believe,” “anticipate,” “intend,” “budget,” “plan,” “seek,” “aspire,” “envision,” “forecast,” “target,” “predict,” “may,” “should,” “would,” “could,” “will,” and similar expressions. Actual results including financial and operating performance, and future events could differ materially from those anticipated in such statements, and such forward-looking statements may not prove to be accurate. Such forward-looking statements include, but are not limited to, statements about the amount and timing of capital expected to be contributed to our joint ventures by our joint venture partners, the anticipated benefits, opportunities and results with respect to the BKV-BPP Power Joint Venture Transaction and the Bedrock Acquisition, including any expected value creation from the BKV-BPP Power Joint Venture Transaction or the Bedrock Acquisition, and any reserves additions, midstream opportunities and other anticipated impacts from the Bedrock Acquisition, anticipated efficiencies, power plant reliability, and strategic growth and power purchase agreement opportunities relating to the BKV-BPP Power Joint Venture and the BKV-BPP Power Joint Venture Transaction, as well as guidance, projected or forecasted financial and operating results, future liquidity, leverage, results in certain basins, objectives, project timing, expectations and intentions, regulatory and governmental actions and other statements that are not historical facts. All forward-looking statements, expressed or implied, in this press release are based only on information currently available to BKV and speak only as of the date on which they are made. BKV undertakes no obligation to release publicly any update to any of these forward-looking statements except as required by federal securities laws. Forward-looking statements are based on management’s current views and assumptions and involve risks and uncertainties that could cause actual results to differ materially from historical experience or our present expectations, including but not limited to assumptions, risks and uncertainties regarding significant transaction costs associated with the Company’s acquisitions, including the Power JV transaction and the Bedrock acquisition; the risk of litigation and/or regulatory actions related to the Company’s acquisitions, including the Power JV transaction and the Bedrock acquisition; our ability to successfully fund, pursue and develop our CCUS business; expected increase in demand for power generation, and our ability to serve that demand from our power business, our ability to develop, market and sell our carbon sequestered gas product; and management's outlook guidance or forecasts of future events, including projected capital expenditures, production volumes, operating costs, pricing differentials, and Power JV Adjusted EBITDA. For further discussions of risks and uncertainties applicable to forward-looking statements, you should refer to BKV’s filings with the Securities and Exchange Commission (the “SEC”), including the “Risk Factors” section of BKV’s most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q.
|
CONSOLIDATED BALANCE SHEETS ($ thousands, except per share amounts) (Unaudited) |
|||||||
|
|
|||||||
|
|
|
2025 |
|
|
|
2024 |
|
|
Assets |
|
|
|
||||
|
Current assets |
|
|
|
||||
|
Cash and cash equivalents |
$ |
199,412 |
|
|
$ |
14,868 |
|
|
Accounts receivable, net |
|
100,459 |
|
|
|
50,478 |
|
|
Accounts receivable, related parties |
|
11,559 |
|
|
|
15,371 |
|
|
Prepaid expenses |
|
6,419 |
|
|
|
7,638 |
|
|
Inventory |
|
6,072 |
|
|
|
6,255 |
|
|
Commodity derivative assets, current |
|
61,782 |
|
|
|
— |
|
|
Other current assets |
|
2,176 |
|
|
|
— |
|
|
Total current assets |
|
387,879 |
|
|
|
94,610 |
|
|
Natural gas properties and equipment |
|
|
|
||||
|
Developed properties |
|
2,965,638 |
|
|
|
2,315,167 |
|
|
Undeveloped properties |
|
13,182 |
|
|
|
10,757 |
|
|
Midstream assets |
|
277,974 |
|
|
|
276,644 |
|
|
Accumulated depreciation, depletion, and amortization |
|
(849,464 |
) |
|
|
(714,287 |
) |
|
Total natural gas properties, net |
|
2,407,330 |
|
|
|
1,888,281 |
|
|
Other property and equipment, net |
|
137,739 |
|
|
|
97,300 |
|
|
|
|
18,417 |
|
|
|
18,417 |
|
|
Investment in the Power JV |
|
130,068 |
|
|
|
115,173 |
|
|
Commodity derivative assets |
|
26,432 |
|
|
|
— |
|
|
Other noncurrent assets |
|
21,842 |
|
|
|
17,307 |
|
|
Total assets |
$ |
3,129,707 |
|
|
$ |
2,231,088 |
|
|
|
|
|
|
||||
|
Liabilities, mezzanine equity, and equity |
|
|
|
||||
|
Current liabilities |
|
|
|
||||
|
Accounts payable and accrued liabilities |
$ |
206,934 |
|
|
$ |
121,366 |
|
|
Contingent consideration payable |
|
— |
|
|
|
20,000 |
|
|
Income taxes payable to related party |
|
810 |
|
|
|
1,438 |
|
|
Commodity derivative liabilities |
|
— |
|
|
|
20,277 |
|
|
Other current liabilities |
|
10,147 |
|
|
|
3,124 |
|
|
Total current liabilities |
|
217,891 |
|
|
|
166,205 |
|
|
Asset retirement obligations |
|
230,372 |
|
|
|
198,795 |
|
|
Commodity derivative liabilities |
|
5,767 |
|
|
|
47,357 |
|
|
Deferred tax liability, net |
|
123,355 |
|
|
|
88,688 |
|
|
Long-term debt, net |
|
486,777 |
|
|
|
165,000 |
|
|
Other noncurrent liabilities |
|
5,223 |
|
|
|
5,469 |
|
|
Total liabilities |
|
1,069,385 |
|
|
|
671,514 |
|
|
Commitments and contingencies |
|
|
|
||||
|
Mezzanine equity |
|
|
|
||||
|
Noncontrolling interest |
|
12,951 |
|
|
|
— |
|
|
Stockholders' equity |
|
|
|
||||
|
Common stock, |
|
1,635 |
|
|
|
1,512 |
|
|
|
|
(6,663 |
) |
|
|
(6,663 |
) |
|
Additional paid-in capital |
|
1,754,930 |
|
|
|
1,447,671 |
|
|
Retained earnings |
|
288,764 |
|
|
|
117,054 |
|
|
Total stockholders' equity |
|
2,038,666 |
|
|
|
1,559,574 |
|
|
Noncontrolling interest |
|
8,705 |
|
|
|
— |
|
|
Total equity |
|
2,047,371 |
|
|
|
1,559,574 |
|
|
Total liabilities, mezzanine equity, and equity |
$ |
3,129,707 |
|
|
$ |
2,231,088 |
|
|
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited) |
||||||||||||||||
|
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
|
|
|
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
Revenues and other operating income |
|
|
|
|
|
|
|
|
||||||||
|
Natural gas, NGL, and oil sales |
|
$ |
249,307 |
|
|
$ |
163,077 |
|
|
$ |
857,597 |
|
|
$ |
557,570 |
|
|
Midstream revenues |
|
|
2,364 |
|
|
|
2,392 |
|
|
|
10,456 |
|
|
|
12,560 |
|
|
Derivative gains (losses), net |
|
|
70,174 |
|
|
|
(58,295 |
) |
|
|
105,081 |
|
|
|
(34,152 |
) |
|
Marketing revenues |
|
|
2,797 |
|
|
|
1,963 |
|
|
|
12,304 |
|
|
|
10,668 |
|
|
Gain on sale of business |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
7,080 |
|
|
Gains (losses) on sales of assets, net |
|
|
(33 |
) |
|
|
3,819 |
|
|
|
(1,805 |
) |
|
|
3,523 |
|
|
Related party revenues |
|
|
462 |
|
|
|
451 |
|
|
|
1,760 |
|
|
|
3,080 |
|
|
Section 45Q tax credits |
|
|
2,131 |
|
|
|
3,767 |
|
|
|
11,752 |
|
|
|
14,021 |
|
|
Other |
|
|
2,885 |
|
|
|
2,608 |
|
|
|
11,664 |
|
|
|
6,631 |
|
|
Total revenues and other operating income |
|
|
330,087 |
|
|
|
119,782 |
|
|
|
1,008,809 |
|
|
|
580,981 |
|
|
Operating expenses |
|
|
|
|
|
|
|
|
||||||||
|
Lease operating and workover |
|
|
46,722 |
|
|
|
34,763 |
|
|
|
152,873 |
|
|
|
136,991 |
|
|
Taxes other than income |
|
|
15,493 |
|
|
|
3,106 |
|
|
|
50,762 |
|
|
|
35,009 |
|
|
Gathering and transportation |
|
|
70,208 |
|
|
|
56,765 |
|
|
|
250,849 |
|
|
|
222,391 |
|
|
Depreciation, depletion, amortization, and accretion |
|
|
41,568 |
|
|
|
48,688 |
|
|
|
157,464 |
|
|
|
217,533 |
|
|
General and administrative |
|
|
37,846 |
|
|
|
30,930 |
|
|
|
124,355 |
|
|
|
104,473 |
|
|
Other |
|
|
17,628 |
|
|
|
1,799 |
|
|
|
54,893 |
|
|
|
19,385 |
|
|
Total operating expenses |
|
|
229,465 |
|
|
|
176,051 |
|
|
|
791,196 |
|
|
|
735,782 |
|
|
Income (loss) from operations |
|
|
100,622 |
|
|
|
(56,269 |
) |
|
|
217,613 |
|
|
|
(154,801 |
) |
|
Other income (expense) |
|
|
|
|
|
|
|
|
||||||||
|
Gains (losses) on contingent consideration liabilities |
|
|
— |
|
|
|
(297 |
) |
|
|
— |
|
|
|
9,676 |
|
|
Earnings (losses) from equity affiliate |
|
|
(5,658 |
) |
|
|
(17,179 |
) |
|
|
14,895 |
|
|
|
10,423 |
|
|
Loss on early extinguishment of debt |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(13,877 |
) |
|
Interest expense |
|
|
(11,661 |
) |
|
|
(5,139 |
) |
|
|
(28,646 |
) |
|
|
(45,582 |
) |
|
Interest expense, related party |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(5,181 |
) |
|
Interest income |
|
|
991 |
|
|
|
253 |
|
|
|
1,576 |
|
|
|
3,859 |
|
|
Other income |
|
|
3,493 |
|
|
|
7,639 |
|
|
|
4,837 |
|
|
|
9,008 |
|
|
Income (loss) before income taxes |
|
|
87,787 |
|
|
|
(70,992 |
) |
|
|
210,275 |
|
|
|
(186,475 |
) |
|
Income tax benefit (expense) |
|
|
(16,725 |
) |
|
|
13,535 |
|
|
|
(35,431 |
) |
|
|
43,605 |
|
|
Net income (loss) |
|
|
71,062 |
|
|
|
(57,457 |
) |
|
|
174,844 |
|
|
|
(142,870 |
) |
|
Less: net income attributable to noncontrolling interest |
|
|
686 |
|
|
|
— |
|
|
|
1,712 |
|
|
|
— |
|
|
Net income (loss) attributable to BKV |
|
$ |
70,376 |
|
|
$ |
(57,457 |
) |
|
$ |
173,132 |
|
|
$ |
(142,870 |
) |
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
||||||||
|
Net income (loss) per common share attributable to BKV: |
|
|
|
|
|
|
|
|
||||||||
|
Basic |
|
$ |
0.76 |
|
|
$ |
(0.68 |
) |
|
$ |
1.98 |
|
|
$ |
(2.00 |
) |
|
Diluted |
|
$ |
0.75 |
|
|
$ |
(0.68 |
) |
|
$ |
1.98 |
|
|
$ |
(2.00 |
) |
|
|
|
|
|
|
|
|
|
|
||||||||
|
Weighted average number of common shares outstanding: |
|
|
|
|
|
|
|
|
||||||||
|
Basic |
|
|
92,071 |
|
|
|
84,387 |
|
|
|
86,581 |
|
|
|
71,288 |
|
|
Diluted |
|
|
92,671 |
|
|
|
84,387 |
|
|
|
86,823 |
|
|
|
71,288 |
|
|
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited) |
||||||||
|
|
|
Year Ended
|
||||||
|
|
|
|
2025 |
|
|
|
2024 |
|
|
Cash flows from operating activities: |
|
|
|
|
||||
|
Net income (loss) |
|
$ |
174,844 |
|
|
$ |
(142,870 |
) |
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities: |
|
|
|
|
||||
|
Depreciation, depletion, amortization, and accretion |
|
|
158,952 |
|
|
|
217,892 |
|
|
Equity-based compensation expense |
|
|
12,845 |
|
|
|
16,316 |
|
|
Deferred income tax (benefit) expense |
|
|
36,435 |
|
|
|
(44,811 |
) |
|
Unrealized (gains) losses on derivatives, net |
|
|
(113,164 |
) |
|
|
146,679 |
|
|
Gains on contingent consideration liabilities |
|
|
— |
|
|
|
(9,676 |
) |
|
Settlement of contingent consideration |
|
|
(20,000 |
) |
|
|
(20,000 |
) |
|
Proceeds from the sale of call options |
|
|
— |
|
|
|
23,502 |
|
|
Payments for the purchase of put options |
|
|
(16,206 |
) |
|
|
— |
|
|
Write-off of capitalized software costs |
|
|
5,643 |
|
|
|
— |
|
|
Gain on sale of business |
|
|
— |
|
|
|
(7,080 |
) |
|
(Gains) losses on sale of assets, net |
|
|
1,805 |
|
|
|
(3,523 |
) |
|
Transaction costs from sale of business |
|
|
— |
|
|
|
(3,461 |
) |
|
Earnings from equity affiliate |
|
|
(14,895 |
) |
|
|
(10,423 |
) |
|
Loss on early extinguishment of debt |
|
|
— |
|
|
|
13,877 |
|
|
Other, net |
|
|
3,692 |
|
|
|
(3,874 |
) |
|
Changes in operating assets and liabilities: |
|
|
|
|
||||
|
Accounts receivable, net |
|
|
(35,462 |
) |
|
|
(4,652 |
) |
|
Accounts receivable, related party |
|
|
3,812 |
|
|
|
(14,812 |
) |
|
Accounts payable and accrued liabilities |
|
|
46,720 |
|
|
|
(32,165 |
) |
|
Other changes in operating assets and liabilities |
|
|
(2,314 |
) |
|
|
(2,381 |
) |
|
Net cash provided by operating activities |
|
|
242,707 |
|
|
|
118,538 |
|
|
Cash flows from investing activities: |
|
|
|
|
||||
|
Asset acquisition |
|
|
(272,096 |
) |
|
|
— |
|
|
Cash acquired in consolidation of BKV-BPP Cotton Cove |
|
|
2,077 |
|
|
|
— |
|
|
Capital expenditures |
|
|
(300,165 |
) |
|
|
(100,916 |
) |
|
Proceeds from sale of business |
|
|
— |
|
|
|
132,571 |
|
|
Proceeds from sales of assets |
|
|
6,876 |
|
|
|
5,060 |
|
|
Other investing activities, net |
|
|
(1,595 |
) |
|
|
(649 |
) |
|
Net cash provided by (used in) investing activities |
|
|
(564,903 |
) |
|
|
36,066 |
|
|
Cash flows from financing activities: |
|
|
|
|
||||
|
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions |
|
|
— |
|
|
|
265,661 |
|
|
Proceeds from the issuance of common stock, net of underwriting discounts and commissions |
|
|
170,635 |
|
|
|
— |
|
|
Proceeds on long-term debt |
|
|
500,000 |
|
|
|
— |
|
|
Payments on notes payable to related party |
|
|
— |
|
|
|
(75,000 |
) |
|
Proceeds under RBL Credit Agreement |
|
|
577,000 |
|
|
|
580,000 |
|
|
Payments on RBL Credit Agreement |
|
|
(742,000 |
) |
|
|
(415,000 |
) |
|
Payment on term loan agreement |
|
|
— |
|
|
|
(456,000 |
) |
|
Payment of debt issuance costs |
|
|
(15,869 |
) |
|
|
(8,054 |
) |
|
Proceeds from draws on credit facilities |
|
|
— |
|
|
|
44,000 |
|
|
Payments on credit facilities |
|
|
— |
|
|
|
(171,000 |
) |
|
Payments of deferred offering costs |
|
|
— |
|
|
|
(3,879 |
) |
|
Debt extinguishment costs |
|
|
— |
|
|
|
(10,213 |
) |
|
Net share settlements, equity-based compensation |
|
|
(1,619 |
) |
|
|
(53,239 |
) |
|
Cash distributions to noncontrolling interest |
|
|
(1,225 |
) |
|
|
— |
|
|
Cash contributions from noncontrolling interest |
|
|
19,818 |
|
|
|
— |
|
|
Other financing activities |
|
|
— |
|
|
|
(2,081 |
) |
|
Net cash provided by (used in) financing activities |
|
|
506,740 |
|
|
|
(304,805 |
) |
|
Net increase (decrease) in cash, cash equivalents, and restricted cash |
|
|
184,544 |
|
|
|
(150,201 |
) |
|
Cash, cash equivalents, and restricted cash, beginning of period |
|
|
14,868 |
|
|
|
165,069 |
|
|
Cash, cash equivalents, and restricted cash, end of period |
|
$ |
199,412 |
|
|
$ |
14,868 |
|
Proved Reserves
SEC Pricing
As of
The following table presents the Company’s reserves at
|
|
|
|||||||
|
|
|
Proved Developed |
|
Proved Undeveloped |
|
Total |
||
|
|
|
|
|
|
|
|
||
|
Reserves (Bcfe) |
|
4,207 |
|
1,714 |
|
|
5,921 |
|
|
PV-10 (millions) (2) |
|
|
|
|
|
$ |
2,788 |
|
|
Present value of future income taxes discounted at 10% |
|
|
|
|
|
$ |
(443 |
) |
|
Standardized Measure (millions) |
|
|
|
|
|
$ |
2,345 |
|
| ____________________________________________________ |
|
(1) Prices for natural gas, oil, and NGLs used in preparing our estimated proved reserves and the associated PV-10 Value based on SEC Pricing at |
| (2) PV-10 is a non-GAAP financial measure. Please see “Supplemental Non-GAAP Financial Measures” below. |
NYMEX Pricing
As of
The following table presents the Company’s reserves at NYMEX pricing:
|
|
|
|||||||
|
NYMEX pricing (1) |
|
Proved Developed |
|
Proved Undeveloped |
|
Total |
||
|
|
|
|
|
|
|
|
||
|
Reserves (Bcfe) |
|
4,268 |
|
1,705 |
|
|
5,973 |
|
|
PV-10 (millions) (2) |
|
|
|
|
|
$ |
3,082 |
|
|
Present value of future income taxes discounted at 10% |
|
|
|
|
|
$ |
(508 |
) |
|
Standardized Measure (millions) |
|
|
|
|
|
$ |
2,574 |
|
| ________________________________________________ |
|
(1) NYMEX strip pricing is as of market close on |
| (2) PV-10 is a non-GAAP financial measure. Please see “Supplemental Non-GAAP Financial Measures” below. |
Volume of Derivative Activities
As of
The following table represents natural gas commodity derivatives indexed to NYMEX Henry Hub pricing:
| Instrument |
|
MMBtu |
|
Weighted
|
|
Weighted
|
|
Weighted
|
|
Fair Value as of
|
|||||
|
2026 |
|
|
|
|
|
|
|
|
|
|
|||||
|
Swap |
|
154,460,650 |
|
$ |
3.86 |
|
|
|
|
|
$ |
35,268 |
|
||
|
2027 |
|
|
|
|
|
|
|
|
|
|
|||||
|
Swap |
|
79,825,383 |
|
$ |
4.03 |
|
|
|
|
|
$ |
11,938 |
|
||
|
Collars |
|
37,662,319 |
|
|
|
$ |
3.57 |
|
$ |
4.00 |
|
$ |
(3,225 |
) |
|
|
Call options |
|
36,500,000 |
|
|
|
|
|
$ |
5.00 |
|
$ |
(9,372 |
) |
||
|
Put options |
|
36,500,000 |
|
|
|
$ |
3.00 |
|
|
|
$ |
7,014 |
|
||
|
2028 |
|
|
|
|
|
|
|
|
|
|
|||||
|
Swap |
|
51,995,323 |
|
$ |
3.93 |
|
|
|
|
|
$ |
11,480 |
|
||
The following table represents natural gas basis derivatives based on the applicable basis reference price listed below:
|
Instrument |
|
Basis Reference Price |
|
MMBtu |
|
Weighted
|
|
Fair Value as of
|
||||
|
2026 |
|
|
|
|
|
|
|
|
||||
|
Swap |
|
Transco Leidy Basis |
|
43,800,000 |
|
$ |
(0.80 |
) |
|
$ |
238 |
|
|
Swap |
|
HSC Basis |
|
54,750,000 |
|
$ |
(0.32 |
) |
|
$ |
7,408 |
|
|
Swap |
|
|
|
36,500,000 |
|
$ |
0.62 |
|
|
$ |
4,225 |
|
|
Swap |
|
NGPL TXOK Basis |
|
47,521,249 |
|
$ |
(0.36 |
) |
|
$ |
3,384 |
|
|
2027 |
|
|
|
|
|
|
|
|
||||
|
Swap |
|
Transco Leidy Basis |
|
7,300,000 |
|
$ |
(0.77 |
) |
|
$ |
36 |
|
|
Swap |
|
HSC Basis |
|
7,300,000 |
|
$ |
(0.25 |
) |
|
$ |
458 |
|
|
Swap |
|
NGPL TXOK Basis |
|
16,965,270 |
|
$ |
(0.31 |
) |
|
$ |
(93 |
) |
|
2028 |
|
|
|
|
|
|
|
|
||||
|
Swap |
|
HSC Basis |
|
10,980,000 |
|
$ |
(0.17 |
) |
|
$ |
289 |
|
The following table represents natural gas liquids commodity derivatives for contracts, by contract type, expiring through
| Instrument |
|
Commodity Reference Price |
|
Gallons |
|
Weighted
|
|
Fair Value as of
|
||
|
2026 |
|
|
|
|
|
|
|
|
||
|
Swap |
|
OPIS Purity Ethane Mont Belvieu |
|
142,691,481 |
|
$ |
0.25 |
|
$ |
468 |
|
Swap |
|
OPIS IsoButane Mont Belvieu Non-TET |
|
10,075,218 |
|
$ |
0.83 |
|
$ |
185 |
|
Swap |
|
OPIS Normal Butane Mont Belvieu Non-TET |
|
16,928,342 |
|
$ |
0.80 |
|
$ |
836 |
|
Swap |
|
OPIS Propane Mont Belvieu Non-TET |
|
59,163,120 |
|
$ |
0.69 |
|
$ |
4,359 |
|
Swap |
|
OPIS Natural Gasoline Mont Belvieu Non-TET |
|
25,835,930 |
|
$ |
1.37 |
|
$ |
5,411 |
|
2027 |
|
|
|
|
|
|
|
|
||
|
Swap |
|
OPIS Purity Ethane Mont Belvieu |
|
79,965,970 |
|
$ |
0.28 |
|
$ |
935 |
|
Swap |
|
OPIS IsoButane Mont Belvieu Non-TET |
|
2,732,077 |
|
$ |
0.76 |
|
$ |
21 |
|
Swap |
|
OPIS Normal Butane Mont Belvieu Non-TET |
|
4,873,274 |
|
$ |
0.74 |
|
$ |
92 |
|
Swap |
|
OPIS Propane Mont Belvieu Non-TET |
|
15,478,884 |
|
$ |
0.64 |
|
$ |
309 |
|
Swap |
|
OPIS Natural Gasoline Mont Belvieu Non-TET |
|
6,777,531 |
|
$ |
1.26 |
|
$ |
783 |
Supplemental Non-GAAP Financial Measures
This release includes the non-GAAP financial measures described below. These non-GAAP measures are intended to provide additional information only and should not be considered as alternatives to, or more meaningful than, net income attributable to BKV, diluted EPS, net income (loss), net cash provided by operating activities, or any other measure calculated in accordance with GAAP.
As a result of C Squared Solutions, Inc.’s noncontrolling equity interest in the BKV-CIP Joint Venture that commenced on
Adjusted Net Income (Loss) and Adjusted EPS
The Company defines Adjusted Net Income (Loss) as net income (loss) attributable to BKV before (i) non-cash derivative gains (losses), (ii) gains (losses) on contingent consideration liabilities, (iii) certain equity-based compensation expense, (iv) the portion of settlements paid (received) for early-terminated derivative contracts that relate to future periods, (v) other nonrecurring transactions, and (vi) the tax impact on these adjustments using a 23% statutory rate. The Company defines Adjusted EPS as Adjusted Net Income (Loss) divided by diluted weighted average common shares outstanding.
We believe Adjusted Net Income (Loss) and Adjusted EPS are useful performance measures because they allow us to effectively evaluate our operating performance and results of operations from period to period and against our peers, without regard to our financing methods, corporate form, capital structure, or one-time events. We exclude the items listed above from net income (loss) in arriving at Adjusted Net Income (Loss) and Adjusted EPS because these amounts can vary substantially from company to company within our industry depending upon accounting methods and book values of assets, capital structures, and the method by which the assets were acquired. Our presentation of Adjusted Net Income (Loss) and Adjusted EPS should not be construed as an inference that our results will be unaffected by unusual or non-recurring items. Other companies, including other companies in our industry, may not use Adjusted Net Income (Loss) and Adjusted EPS or may calculate this measure differently than as presented in this release, limiting its usefulness as a comparative measure.
The table below presents a reconciliation of Adjusted Net Income (Loss) to net income, our most directly comparable GAAP financial measure for the periods indicated.
|
Three Months Ended
|
|
Year Ended
|
|||||||||||||
|
($ Thousands, except EPS) |
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
Net income (loss) attributable to BKV |
$ |
70,376 |
|
|
$ |
(57,457 |
) |
|
$ |
173,132 |
|
|
$ |
(142,870 |
) |
|
Adjustment to net income (loss) attributable to BKV: |
|
|
|
|
|
|
|
||||||||
|
Net unrealized (gains) losses on derivatives |
|
(89,021 |
) |
|
|
64,537 |
|
|
|
(113,164 |
) |
|
|
146,679 |
|
|
Forward month gas settlement (1) |
|
21,417 |
|
|
|
9,858 |
|
|
|
11,217 |
|
|
|
9,543 |
|
|
Change in contingent consideration liabilities |
|
— |
|
|
|
297 |
|
|
|
— |
|
|
|
(9,676 |
) |
|
Release of legal claims |
|
— |
|
|
|
(5,269 |
) |
|
|
— |
|
|
|
(5,269 |
) |
|
Acceleration of equity-based compensation due to IPO |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
10,508 |
|
|
Gain on sales of non-operated interest in proved reserves |
|
— |
|
|
|
(1,112 |
) |
|
|
— |
|
|
|
(6,563 |
) |
|
Impairment of asset held for sale |
|
— |
|
|
|
— |
|
|
|
2,446 |
|
|
|
— |
|
|
Loss on extinguishment of debt |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
13,877 |
|
|
Other nonrecurring transactions |
|
10,747 |
|
|
|
— |
|
|
|
32,573 |
|
|
|
— |
|
|
Early settlement of derivative contracts (2) |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(13,250 |
) |
|
Early settlements of derivative contracts related to the current period (3) |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
8,350 |
|
|
Total adjustments before taxes |
|
(56,857 |
) |
|
|
68,311 |
|
|
|
(66,928 |
) |
|
|
154,199 |
|
|
Tax effect of adjustments |
|
13,077 |
|
|
|
(15,712 |
) |
|
|
15,393 |
|
|
|
(35,466 |
) |
|
Total adjustments after taxes |
|
(43,780 |
) |
|
|
52,599 |
|
|
|
(51,535 |
) |
|
|
118,733 |
|
|
|
|
|
|
|
|
|
|
||||||||
|
Adjusted Net Income (Loss) |
$ |
26,596 |
|
|
$ |
(4,858 |
) |
|
$ |
121,597 |
|
|
$ |
(24,137 |
) |
|
|
|
|
|
|
|
|
|
||||||||
|
Adjusted Net Income (Loss) per basic share |
$ |
0.29 |
|
|
$ |
(0.06 |
) |
|
$ |
1.40 |
|
|
$ |
(0.34 |
) |
|
Adjusted Net Income (Loss) per diluted share |
$ |
0.29 |
|
|
$ |
(0.06 |
) |
|
$ |
1.40 |
|
|
$ |
(0.34 |
) |
|
|
|
|
|
|
|
|
|
||||||||
|
Basic weighted-average shares of common stock outstanding |
|
92,071 |
|
|
|
84,387 |
|
|
|
86,581 |
|
|
|
71,288 |
|
|
Add dilutive effects of TRSUs (4) |
|
325 |
|
|
|
— |
|
|
|
173 |
|
|
|
— |
|
|
Add dilutive effects of PRSUs (4) |
|
275 |
|
|
|
— |
|
|
|
69 |
|
|
|
— |
|
|
Diluted weighted-average common shares outstanding |
|
92,671 |
|
|
|
84,387 |
|
|
|
86,823 |
|
|
|
71,288 |
|
| _________________________________________________ |
| (1) Natural gas derivative contracts settle and are realized in the month prior to the production covered by the contract. This adjustment removes the timing difference between the settlement date and the underlying production month that is hedged. |
| (2) Reflects total cash settlements during the period upon termination of certain natural gas commodity derivative swap and collar contracts prior to their contractual settlement date. |
| (3) When evaluating our operating performance and results of operations, early settlements of derivative contracts are “related to” the period that includes the underlying production month that was hedged. This adjustment removes the timing difference between the early termination date and the underlying production month that is hedged. |
| (4) Net losses are prohibited from including potential common shares in the computation of diluted per share amounts. Therefore, we have utilized the basic shares outstanding to calculate both basic and diluted Adjusted Net Loss per common share. |
Adjusted EBITDAX and Combined Adjusted EBITDAX attributable to BKV
The Company defines Adjusted EBITDAX as net income (loss) before (i) non-cash derivative gains (losses), (ii) depreciation, depletion, amortization, and accretion, (iii) exploration and impairment expense, (iv) gains (losses) on contingent consideration liabilities, (v) interest expense, (vi) interest expense, related party, (vii) income tax benefit (expense), (viii) equity-based compensation expense, (ix) earnings (losses) from the Power JV, (x) the portion of settlements paid (received) for early-terminated derivative contracts that relate to future periods and (xi) other nonrecurring transactions. Combined Adjusted EBITDAX attributable to BKV is defined as Adjusted EBITDAX less Adjusted EBITDAX attributable to noncontrolling interest plus BKV’s 50% proportionate share of Power JV Adjusted EBITDA. Adjusted EBITDAX attributable to noncontrolling interest is defined as C Squared Solutions, Inc.’s 47% proportionate share of Adjusted EBITDAX attributable to the BKV-CIP Joint Venture for the applicable period.
The Company excludes the items listed above from Net Income (Loss) in arriving at Adjusted EBITDAX because these amounts can vary substantially from company to company within our industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Adjusted EBITDAX should not be considered as an alternative to, or more meaningful than, net income (loss) determined in accordance with GAAP. Certain items excluded from Adjusted EBITDAX are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax burden, as well as the historic costs of depreciable assets, none of which are reflected in Adjusted EBITDAX. Our presentation of Adjusted EBITDAX should not be construed as an inference that our results will be unaffected by unusual or non-recurring items. Other companies, including other companies in our industry, may not use Adjusted EBITDAX or may calculate this measure differently than as presented in this release, limiting its usefulness as a comparative measure.
Adjusted EBITDAX and Combined Adjusted EBITDAX attributable to BKV are supplemental non-GAAP financial measures that are used by our management and external users of our consolidated financial statements, such as industry analysts, investors, lenders, rating agencies and others to more effectively evaluate our operating performance and results of operations from period to period and against our peers. We believe Adjusted EBITDAX, and Combined Adjusted EBITDAX attributable to BKV are useful performance measures because they allow us to effectively evaluate our operating performance and results of operations from period to period and against our peers, without regard to our financing methods, corporate form or capital structure.
The table below presents a reconciliation of Adjusted EBITDAX and Combined Adjusted EBITDAX attributable to BKV to net income (loss), our most directly comparable GAAP financial measure for the periods indicated.
|
Three Months Ended
|
|
Year Ended
|
|||||||||||||
|
($ Thousands) |
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
Net income (loss) |
$ |
71,062 |
|
|
$ |
(57,457 |
) |
|
$ |
174,844 |
|
|
$ |
(142,870 |
) |
|
Add back (subtract): |
|
|
|
|
|
|
|
||||||||
|
Net unrealized derivative (gains) losses |
|
(89,021 |
) |
|
|
64,537 |
|
|
|
(113,164 |
) |
|
|
146,679 |
|
|
Forward month gas settlement (1) |
|
21,417 |
|
|
|
9,858 |
|
|
|
11,217 |
|
|
|
9,543 |
|
|
Depreciation, depletion, amortization, and accretion |
|
42,776 |
|
|
|
48,781 |
|
|
|
158,952 |
|
|
|
217,892 |
|
|
Change in contingent consideration |
|
— |
|
|
|
297 |
|
|
|
— |
|
|
|
(9,676 |
) |
|
Release of legal claims |
|
— |
|
|
|
(5,269 |
) |
|
|
— |
|
|
|
(5,269 |
) |
|
Interest expense |
|
11,661 |
|
|
|
5,139 |
|
|
|
28,646 |
|
|
|
45,582 |
|
|
Interest expense, related party |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
5,181 |
|
|
Loss on early extinguishment of debt |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
13,877 |
|
|
Income tax expense (benefit) |
|
16,725 |
|
|
|
(13,535 |
) |
|
|
35,431 |
|
|
|
(43,605 |
) |
|
Equity-based compensation expense |
|
3,765 |
|
|
|
3,497 |
|
|
|
12,845 |
|
|
|
16,316 |
|
|
Gain on sales of non-operated interest in proved reserves |
|
— |
|
|
|
(1,112 |
) |
|
|
— |
|
|
|
(6,563 |
) |
|
Impairment of asset held for sale |
|
— |
|
|
|
— |
|
|
|
2,446 |
|
|
|
— |
|
|
(Earnings) losses from equity affiliate |
|
5,658 |
|
|
|
17,179 |
|
|
|
(14,895 |
) |
|
|
(10,423 |
) |
|
Other nonrecurring transactions |
|
10,747 |
|
|
|
— |
|
|
|
32,573 |
|
|
|
— |
|
|
Early settlement of derivative contracts (2) |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(13,250 |
) |
|
Early settlements of derivative contracts related to the current period (3) |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
8,350 |
|
|
Adjusted EBITDAX |
$ |
94,790 |
|
|
$ |
71,915 |
|
|
$ |
328,895 |
|
|
$ |
231,764 |
|
|
Less: Adjusted EBITDAX attributable to noncontrolling interest (4) |
|
(817 |
) |
|
|
— |
|
|
|
(2,204 |
) |
|
|
— |
|
|
Plus: 50% Power JV Adjusted EBITDA (4) |
|
15,310 |
|
|
|
461 |
|
|
|
63,273 |
|
|
|
33,950 |
|
|
Combined Adjusted EBITDAX Attributable to BKV |
$ |
109,283 |
|
|
$ |
72,376 |
|
|
$ |
389,964 |
|
|
$ |
265,714 |
|
| ________________________________________________ |
| (1) Natural gas derivative contracts settle and are realized in the month prior to the production covered by the contract. This adjustment removes the timing difference between the settlement date and the underlying production month that is hedged. |
| (2) Reflects total cash settlements during the period upon termination of certain natural gas commodity derivative swap and collar contracts prior to their contractual settlement date. |
| (3) When evaluating our operating performance and results of operations, early settlements of derivative contracts are “related to” the period that includes the underlying production month that was hedged. This adjustment removes the timing difference between the early termination date and the underlying production month that is hedged. |
| (4) Non-GAAP financial measure, see below for a reconciliation of this non-GAAP financial measure to the most comparable financial measure in accordance with GAAP. |
Adjusted EBITDAX Attributable to Noncontrolling Interest
We consolidate our noncontrolling interest in the BKV-CIP Joint Venture. The table below reconciles the Adjusted EBITDAX attributable to noncontrolling interest to the net income (loss) attributable to noncontrolling interest, the most comparable financial measure in accordance with GAAP.
|
Three Months Ended
|
|
Year Ended
|
|||||||||
|
($ Thousands) |
2025 |
|
2024 |
|
2025 |
|
2024 |
||||
|
Net income attributable to noncontrolling interest |
$ |
686 |
|
$ |
— |
|
$ |
1,712 |
|
$ |
— |
|
Add back (subtract): |
|
|
|
|
|
|
|
||||
|
Depreciation and amortization (1) |
|
131 |
|
|
— |
|
|
492 |
|
|
— |
|
Adjusted EBITDAX attributable to noncontrolling interest |
$ |
817 |
|
$ |
— |
|
$ |
2,204 |
|
$ |
— |
| ________________________________________________ |
|
(1) Depreciation and amortization represents C Squared Solutions, Inc.’s proportionate share of income of 47% in the BKV-CIP Joint Venture for the three months ended |
Adjusted Free Cash Flow, Adjusted Free Cash Flow Attributable to BKV, Adjusted Free Cash Flow Margin, and Adjusted Free Cash Flow Margin Attributable to BKV
We define Adjusted Free Cash Flow as net cash provided by operating activities, excluding cash paid for contingent consideration, nonrecurring cash transactions, and changes in operating assets and liabilities, less total cash paid for capital expenditures (excluding leasehold costs and acquisitions). Adjusted Free Cash Flow attributable to BKV is defined as Adjusted Free Cash Flow less Adjusted EBITDAX attributable to noncontrolling interest, plus net contributions from noncontrolling interest.
Adjusted Free Cash Flow is not a measure of net cash flow provided by or used in operating activities as determined by GAAP. Adjusted Free Cash Flow is a supplemental non-GAAP financial measure that is used by our management and other external users of our financial statements, such as industry analysts, investors, lenders, rating agencies and others to assess our ability to internally fund our capital program, service or incur additional debt and to pay dividends. We believe Adjusted Free Cash Flow is a useful liquidity measure because it allows us and others to compare cash flow provided by operating activities across periods and to assess our ability to internally fund our capital program (including acquisitions), to reduce leverage, fund acquisitions and pay dividends to our stockholders. We define Adjusted Free Cash Flow Margin as the ratio of Adjusted Free Cash Flow for any period to total revenues, excluding derivative gains and losses, for such period. We use this metric to assess our liquidity relative to our revenues. Adjusted Free Cash Flow Margin illustrates the efficiency with which the Company generates Adjusted Free Cash Flow. We define Adjusted Free Cash Flow Margin attributable to BKV as the ratio of Adjusted Free Cash Flow attributable to BKV for any period to total revenues attributable to BKV, excluding derivative gains and losses and the 47% proportionate share of Adjusted Free Cash Flow attributable to C Squared Solutions, Inc.’s noncontrolling interest in the BKV-CIP Joint Venture. Adjusted Free Cash Flow should not be considered as an alternative to, or more meaningful than, net income (loss) or net cash provided by (used in) operating activities determined in accordance with GAAP. Other companies, including other companies in our industry, may not use Adjusted Free Cash Flow or may calculate this measure differently than as presented in this release, limiting its usefulness as a comparative measure.
The table below presents our reconciliation of Adjusted Free Cash Flow and Adjusted Free Cash Flow attributable to BKV to net cash provided by operating activities, our most directly comparable GAAP financial measure for the periods indicated.
|
Three Months Ended
|
|
Year Ended
|
|||||||||||||
|
($ Thousands) |
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
Net cash provided by operating activities |
$ |
69,389 |
|
|
$ |
43,762 |
|
|
$ |
242,707 |
|
|
$ |
118,538 |
|
|
Cash paid for contingent consideration (1) |
|
— |
|
|
|
— |
|
|
|
20,000 |
|
|
|
20,000 |
|
|
Other nonrecurring cash transactions |
|
10,747 |
|
|
|
— |
|
|
|
25,848 |
|
|
|
— |
|
|
Change in operating assets and liabilities |
|
(16,347 |
) |
|
|
9,824 |
|
|
|
(12,756 |
) |
|
|
54,010 |
|
|
Cash paid for capital expenditures (excl. leasehold costs, acquisitions) |
|
(88,771 |
) |
|
|
(48,142 |
) |
|
|
(297,740 |
) |
|
|
(100,916 |
) |
|
Adjusted Free Cash Flow (2) |
$ |
(24,982 |
) |
|
$ |
5,444 |
|
|
$ |
(21,941 |
) |
|
$ |
91,632 |
|
|
Add back (subtract): |
|
|
|
|
|
|
|
||||||||
|
Adjusted EBITDAX attributable to noncontrolling interest |
|
(817 |
) |
|
|
— |
|
|
|
(2,204 |
) |
|
|
— |
|
|
Net contributions from noncontrolling interest |
|
7,554 |
|
|
|
— |
|
|
|
25,490 |
|
|
|
— |
|
|
Adjusted Free Cash Flow attributable to BKV (2) |
$ |
(18,245 |
) |
|
$ |
5,444 |
|
|
$ |
1,345 |
|
|
$ |
91,632 |
|
|
Total revenue, excluding derivative gains and losses |
$ |
259,913 |
|
|
$ |
178,077 |
|
|
$ |
903,728 |
|
|
$ |
615,133 |
|
|
Adjusted Free Cash Flow Margin (2) |
|
(9.6 |
)% |
|
|
3.1 |
% |
|
|
(2.4 |
)% |
|
|
14.9 |
% |
|
Total revenue attributable to BKV, excluding derivative gains and losses, and the 47% proportionate share of revenue from the noncontrolling interest in the BKV-CIP Joint Venture |
$ |
258,801 |
|
|
$ |
178,077 |
|
|
$ |
900,119 |
|
|
$ |
615,133 |
|
|
Adjusted Free Cash Flow Margin attributable to BKV (2) |
|
(7.0 |
)% |
|
|
3.1 |
% |
|
|
0.1 |
% |
|
|
14.9 |
% |
| __________________________________________ |
| (1) Cash paid for contingent consideration is included as a deduction to arrive at net cash provided by (used in) operating activities and therefore, is added back for the purpose of computing Adjusted Free Cash Flow. |
|
(2) The early termination of derivative contracts increased Adjusted Free Cash Flow by |
Power JV Adjusted EBITDA
We define Power JV Adjusted EBITDA as net income (loss) of the Power JV before (i) unrealized derivative gains/losses, (ii) depreciation and amortization, and (iii) interest expense.
The items listed above are excluded from the Power JV’s net income (loss) in arriving at Power JV Adjusted EBITDA because these amounts can vary substantially from company to company within the power industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Power JV Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, net income (loss) determined in accordance with GAAP. Other companies, including other companies in the power industry, may not use Adjusted EBITDA or may calculate this measure differently than as presented in this release, limiting its usefulness as a comparative measure.
Power JV Adjusted EBITDA is a supplemental non-GAAP financial measure that is used by our management and external users of our consolidated financial statements, such as industry analysts, investors, lenders, rating agencies and others to more effectively evaluate our and the Power JV’s operating performance and results of operations from period to period and against our peers. We believe our investment in the Power JV is a strategic differentiator for BKV’s integrated energy solutions model. Investors in BKV may be interested in the results of the Power JV and the respective impact to BKV’s financial results. We believe Power JV Adjusted EBITDA is a useful performance measure because it allows us to effectively evaluate the Power JV’s operating performance and results of operations from period to period and against peers, without regard to financing methods, corporate form or capital structure.
The table below presents our reconciliation of Power JV Adjusted EBITDA to the Power JV’s net income (loss), the most directly comparable GAAP financial measure for the periods indicated.
|
Three Months Ended
|
|
Year Ended
|
|||||||||||||
|
($ Thousands) |
|
2025 |
|
|
|
2024 |
|
|
|
2025 |
|
|
|
2024 |
|
|
Net income (loss) |
$ |
(11,317 |
) |
|
$ |
(34,119 |
) |
|
$ |
29,789 |
|
|
$ |
21,085 |
|
|
Add back (subtract): |
|
|
|
|
|
|
|
||||||||
|
Net unrealized (gains) losses on derivatives |
|
17,115 |
|
|
|
7,992 |
|
|
|
(4,810 |
) |
|
|
(64,061 |
) |
|
Depreciation and amortization |
|
9,563 |
|
|
|
9,528 |
|
|
|
38,273 |
|
|
|
37,967 |
|
|
Interest expense |
|
15,258 |
|
|
|
17,521 |
|
|
|
63,293 |
|
|
|
72,908 |
|
|
Power JV Adjusted EBITDA |
$ |
30,619 |
|
|
$ |
922 |
|
|
$ |
126,545 |
|
|
$ |
67,899 |
|
|
|
|
|
|
|
|
|
|
||||||||
|
50% Power JV Adjusted EBITDA (BKV’s proportionate share) |
$ |
15,310 |
|
|
$ |
461 |
|
|
$ |
63,273 |
|
|
$ |
33,950 |
|
PV-10
PV-10 refers to the estimated future gross revenue to be generated from the production of proved reserves, net of estimated production and future development costs, using prices and costs in effect at the determination date, without giving effect to non-property related expenses such as general and administrative expenses, debt service and future income tax expense or to depreciation, depletion and amortization, discounted using an annual discount rate of 10%. PV-10 is not a financial measure calculated in accordance with GAAP because it does not include the effects of income taxes on future net revenues. PV-10 is derived from the Standardized Measure, which is the most directly comparable GAAP financial measure. Neither PV-10 nor Standardized Measure represent an estimate of the fair market value of our oil and natural gas properties. We believe that the presentation of PV-10 is relevant and useful to investors because it presents the discounted future net cash flows attributable to our estimated net proved reserves prior to taking into account future corporate income taxes, and it is a useful measure for evaluating the relative monetary significance of our oil and gas properties. It is not intended to represent the current market value of our estimated reserves. PV-10 should not be considered in isolation or as a substitute for the Standardized Measure reported in accordance with GAAP, but rather should be considered in addition to the Standardized Measure.
View source version on businesswire.com: https://www.businesswire.com/news/home/20260224153380/en/
Investor Contacts:
Vice President, Investor Relations
InvestorRelations@bkvcorp.com
BKVIR@ircinc.com
Source: