Quarterly report pursuant to Section 13 or 15(d)

SUBSEQUENT EVENT

v3.21.1
SUBSEQUENT EVENT
3 Months Ended
Mar. 31, 2021
Subsequent Events [Abstract]  
SUBSEQUENT EVENT SUBSEQUENT EVENT
Reliance Acquisition

On April 1, 2021, the Company completed its acquisition (the “Reliance Acquisition”) of certain oil and gas properties, interests and related assets pursuant to that certain purchase and sale agreement (the “PSA”) with Reliance Marcellus, LLC (“Reliance”), which was entered into on February 3, 2021, but with an effective date of July 1, 2020. The assets acquired by the Company at closing consisted of approximately 95.3 net producing wells and 24.9 net wells in progress, as well as approximately 61,712 net acres, all of which is located in the Appalachian Basin in Pennsylvania.

Upon closing on April 1, 2021, the Company paid closing consideration to Reliance consisting of (i) $120.9 million in cash (which includes a $17.5 million cash deposit previously paid by the Company upon the execution of the PSA and held in escrow in accordance with the terms of the PSA) and (ii) warrants (the “Warrants”) to purchase 3,250,000 shares of the Company’s common stock at an exercise price equal to $14.00 per share (subject to certain customary purchase price
adjustments), which are generally exercisable from June 30, 2021 until April 1, 2028. The cash portion of the consideration is net of preliminary and customary purchase price adjustments and remains subject to final post-closing settlement between the Company and Reliance. The Company has considered the disclosure requirements of ASC 805-10-50-2 and ASC 805-10-50-4 but has not included certain required disclosures in this report due to the timing of the transaction.