0001705873-24-000070 | 10-Q | XBRL Viewer

Earnings Per Share

9 Months Ended

Sep. 30, 2024

We calculate basic earnings (loss) per share by dividing net income (loss) by the weighted-average number of common shares outstanding for each period presented. Common shares issuable upon the satisfaction of certain conditions pursuant to a contractual agreement, are considered common shares outstanding and are included in the computation of net income (loss) per share.

The RSUs and PSUs are not a participating security as the dividends are forfeitable. For the three and nine months ended September 30, 2024, 121,000 and 191,000 RSU and PSU shares were included in the diluted EPS calculation, respectively. For the three and nine months ended September 30, 2023, no RSU or PSU shares were included in the diluted EPS calculation as their effect was anti-dilutive under the “if converted” method




	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
	(in thousands except per share amounts)
Basic EPS calculation
Net income (loss)	$	69,863	$	(45,062)	$	21,010	$	(25,151)




Weighted-average shares of common stock outstanding	76,939		75,662		76,712		76,163
Basic income (loss) per share	$	0.91	$	(0.60)	$	0.27	$	(0.33)
Diluted EPS calculation
Net income (loss)	$	69,863	$	(45,062)	$	21,010	$	(25,151)




Weighted-average shares of common stock outstanding	76,939		75,662		76,712		76,163
Dilutive effect of potentially dilutive securities(1)	121		—		191		—
Weighted-average common shares outstanding - diluted	77,060		75,662		76,903		76,163
Diluted income (loss) per share	$	0.91	$	(0.60)	$	0.27	$	(0.33)

__________

(1) We excluded approximately 1.9 million of combined RSUs and PSUs from the dilutive weighted-average common shares outstanding for each of the three and nine months ended September 30, 2023 because their effect was anti-dilutive.

Supplemental Disclosures to the Financial Statements (Tables)

9 Months Ended

Sep. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Other Current Assets

Other current assets reported on the condensed consolidated balance sheets included the following:


	September 30, 2024		December 31, 2023
	(in thousands)
Prepaid expenses	$	7,178	$	12,330
Materials and supplies	13,084		17,021

Deposits	9,055		9,012

Oil inventories	4,341		4,098
Other	1,881		1,298
Total other current assets	$	35,539	$	43,759

Schedule of Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses on the condensed consolidated balance sheets included the following:


	September 30, 2024		December 31, 2023
	(in thousands)
Accounts payable - trade	$	20,231	$	31,184
Deferred acquisition payable(1)	—		18,999
Accrued expenses	53,246		55,663
Royalties payable	22,444		28,179
Greenhouse gas liability - current portion(2)	8,323		37,945
Taxes other than income tax liability	12,579		6,488
Accrued interest	5,036		11,999

Asset retirement obligations - current portion	20,000		20,000
Operating lease liability	2,327		2,944

Total accounts payable and accrued expenses	$	144,186	$	213,401

__________

(1) The deferred consideration of $20 million for the acquisition of Macpherson Energy was paid in July 2024.

(2) The current portion of greenhouse gas liability will be settled in the fourth quarter of 2024.

Schedule of Supplemental Disclosures to the Statements of Cash Flows

Supplemental disclosures to the condensed consolidated statements of cash flows are presented below:




	Nine Months Ended September 30,
	2024		2023
	(in thousands)


Supplemental Disclosures of Significant Non-Cash Investing Activities:
Deferred consideration payable for acquisition(1)	$	—	$	18,499
Material inventory transfers to oil and natural gas properties	$	3,937	$	1,300
Supplemental Disclosures of Cash Payments (Receipts):
Interest, net of amounts capitalized	$	32,825	$	30,457
Income taxes payments	$	2,777	$	2,757

__________

(1) The deferred consideration of $20 million for the acquisition of Macpherson Energy was paid in July 2024.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares	3 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023
Statement of Stockholders' Equity [Abstract]
Dividends declared on common stock (in dollars per share)	$ 0.17	$ 0.12	$ 0.26	$ 0.14	$ 0.12	$ 0.50

Basis of Presentation (Policies)	9 Months Ended
Basis of Presentation (Policies)	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Principles of Consolidation and Reporting	Principles of Consolidation and Reporting The condensed consolidated financial statements were prepared in conformity with U.S. generally accepted accounting principles (“GAAP”), which requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. In management’s opinion, the accompanying financial statements contain all normal, recurring adjustments that are necessary to fairly present our interim unaudited condensed consolidated financial statements. We eliminated all significant intercompany transactions and balances upon consolidation. For oil and gas E&P joint ventures in which we have a direct working interest, we account for our proportionate share of assets, liabilities, revenue, expense and cash flows within the relevant lines of the financial statements. We prepared this report pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) applicable to interim financial information, which permit the omission of certain disclosures to the extent they have not changed materially since the latest annual financial statements. We believe our disclosures are adequate to make the disclosed information not misleading. The results reported in these unaudited condensed consolidated financial statements may not accurately forecast results for future periods. This Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and the notes thereto in our Annual Report on Form 10-K for the year ended December 31, 2023.
New Accounting Standards Issued, But Not Yet Adopted	New Accounting Standards Issued, But Not Yet Adopted In November 2023, the Financial Accounting Standards Board (“FASB”) issued guidance to improve the reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the guidance enhances interim disclosure requirements, clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss and contains other disclosure requirements. The purpose of the guidance is to enable investors to better understand an entity’s overall performance and assess potential future cash flows. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. Adoption of this standard will result in additional disclosure, but will not impact the Company’s consolidated financial position, results of operations or cash flows. In December 2023, the FASB issued rules to enhance the annual income tax disclosure to address investors’ request for more information regarding tax risks and opportunities present in an entity’s operations related to the effective tax rate reconciliation and income taxes paid. The guidance is effective for fiscal periods beginning after December 15, 2024, with early adoption permitted for annual financial statements. We are currently evaluating the impact the new guidance will have on our consolidated financial statements Adoption of this standard will result in additional disclosure, but will not impact the Company’s consolidated financial position, results of operations or cash flows.

Derivatives - Schedule of Gains (Losses) on Derivatives (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Derivative [Line Items]
Total realized (losses) gains on derivatives	$ (10,397)	$ (19,432)	$ (38,606)	$ 15,511
Total unrealized gains (losses) on derivatives	78,056	(75,425)	22,098	(64,412)
Total gains (losses) on derivatives	67,659	(94,857)	(16,508)	(48,901)
Oil, natural gas and natural gas liquids sales
Derivative [Line Items]
Total realized (losses) gains on derivatives	(2,907)	(12,304)	(17,390)	(21,512)
Total unrealized gains (losses) on derivatives	78,341	(90,977)	15,780	(22,399)
Natural gas sales
Derivative [Line Items]
Total realized (losses) gains on derivatives	(7,490)	(7,128)	(21,216)	37,023
Total unrealized gains (losses) on derivatives	$ (285)	$ 15,552	$ 6,318	$ (42,013)

- Definition

The net change in the difference between the fair value and the carrying value, or in the comparative fair values, of derivative instruments, including options, swaps, futures, and forward contracts, held at each balance sheet date, that was included in earnings for the period.

+ References + Details

Segment Information

9 Months Ended

Sep. 30, 2024

Segment Reporting [Abstract]

Segment Information

We operate in two business segments: (i) E&P and (ii) well servicing and abandonment. The E&P segment is engaged in the exploration and production of onshore, low geologic risk, long-lived oil and gas reserves located in California and Utah. The well servicing and abandonment segment is operated by CJWS and provides wellsite services in California to oil and natural gas production companies, with a focus on well servicing, well abandonment services and water logistics.

The well servicing and abandonment segment provides services to our E&P segment, as such, we recorded an intercompany elimination of $5 million and $15 million in revenue and expense during consolidation for the three and nine months ended September 30, 2024. The intercompany elimination was $2 million and $5 million for the three and nine months ended September 30, 2023.

The following table represents selected financial information for the periods presented regarding the Company’s business segments on a stand-alone basis and the consolidation and elimination entries necessary to arrive at the financial information for the Company on a consolidated basis.


	Three Months Ended September 30, 2024
	E&P		Well Servicing and Abandonment		Corporate/Eliminations		Consolidated Company
	(in thousands)
Revenues(1)	$	158,886	$	30,836	$	(5,372)	$	184,350
Net income (loss) before income taxes	$	118,271	$	2,748	$	(26,724)	$	94,295

Capital expenditures	$	24,793	$	498	$	583	$	25,874
Total assets	$	1,545,517	$	56,528	$	(84,897)	$	1,517,148


	Three Months Ended September 30, 2023
	E&P		Well Servicing and Abandonment		Corporate/Eliminations		Consolidated Company
	(in thousands)
Revenues(1)	$	176,573	$	47,259	$	(1,748)	$	222,084
Net income (loss) before income taxes	$	(35,485)	$	3,295	$	(28,215)	$	(60,405)

Capital expenditures	$	10,833	$	2,104	$	659	$	13,596
Total assets	$	1,604,253	$	71,891	$	(62,219)	$	1,613,925


	Nine Months Ended September 30, 2024
	E&P		Well Servicing and Abandonment		Corporate/Eliminations		Consolidated Company
	(in thousands)
Revenues(1)	$	502,022	$	102,984	$	(14,682)	$	590,324
Net income (loss) before income taxes	$	107,295	$	2,601	$	(81,680)	$	28,216

Capital expenditures	$	81,945	$	2,298	$	892	$	85,135
Total assets	$	1,545,517	$	56,528	$	(84,897)	$	1,517,148


	Nine Months Ended September 30, 2023
	E&P		Well Servicing and Abandonment		Corporate/Eliminations		Consolidated Company
	(in thousands)
Revenues(1)	$	509,237	$	142,921	$	(5,113)	$	647,045
Net income (loss) before income taxes	$	50,697	$	10,245	$	(93,733)	$	(32,791)

Capital expenditures	$	49,730	$	4,420	$	1,974	$	56,124
Total assets	$	1,604,253	$	71,891	$	(62,219)	$	1,613,925

__________

(1) These revenues do not include hedge settlements.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

Acquisition and Divestiture (Details) $ in Millions	1 Months Ended			3 Months Ended	9 Months Ended
Acquisition and Divestiture (Details) $ in Millions	Nov. 30, 2024 drilling_spacing_unit	Jul. 31, 2024 USD ($)	Apr. 30, 2024 USD ($) day	Sep. 30, 2024 USD ($)	Sep. 30, 2024 USD ($)
California
Asset Acquisition [Line Items]
Oil and gas property acquired					$ 6
CJWS Storage Facility
Asset Acquisition [Line Items]
Sale of office property		$ 7
Gain on sale		5		$ 5	$ 5
Macpherson Energy Corporation
Asset Acquisition [Line Items]
Payments for deferred consideration		$ 20
Lateral Wellbores
Asset Acquisition [Line Items]
Asset acquisition, percentage of interest acquired			21.00%
Number of wellbores acquired \| day			4
Total purchase price			$ 10
Round Mountain Field
Asset Acquisition [Line Items]
Total purchase price			$ 4
Drilling Spacing Units \| Subsequent Event
Asset Acquisition [Line Items]
Asset acquisition, percentage of interest acquired	17.00%
Asset acquisition, exchange, percentage of interest exchanged	75.00%
Number of DSU's acquired \| drilling_spacing_unit	3
Number of DSU's exchanged \| drilling_spacing_unit	1

Acquisition and Divestiture	9 Months Ended
Acquisition and Divestiture	Sep. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]
Acquisition and Divestiture	Acquisition and Divestiture In April 2024, we purchased a 21% working interest in four, two-to-three mile lateral wellbores that have been drilled and completed and were placed into production in the second quarter of 2024. These are adjacent to our existing operations in Utah, and the results from these wells will be used to evaluate opportunities on our own acreage. The total purchase price was approximately $10 million, subject to customary purchase price adjustments, which was reported as capital expenditures. During the second quarter of 2024, we purchased additional working interests in our Round Mountain field for approximately $4 million. In July 2024, we paid $20 million in deferred consideration for the acquisition of Macpherson Energy. No additional payments are required. In July 2024, we also completed the sale of CJWS’ storage facility in Ventura, California for approximately $7 million in net cash proceeds for a gain of $5 million which is included in other operating (income) expenses on the statement of operations. During 2024, we also acquired various oil and gas properties in Kern County, California for approximately $6 million in aggregate. In November 2024, we executed an agreement to exchange, on an equal value basis, certain of our oil, gas, and mineral leasehold interests in Duchesne County, Utah, for that of another operator’s, also located in Duchesne County, Utah. We will receive an approximately 17% working interest in three, three-mile Drilling Spacing Units (DSUs) in exchange for an approximately 75% working interest in one, two-mile DSU.

Debt - Narrative (Details)				1 Months Ended	3 Months Ended		9 Months Ended
Debt - Narrative (Details)	Nov. 06, 2024 USD ($) extension	Jul. 30, 2024	Aug. 26, 2021	Feb. 28, 2018 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Aug. 20, 2024 USD ($)	Aug. 19, 2024 USD ($)	Dec. 31, 2023 USD ($)
Debt Instrument [Line Items]
Debt issuance costs					$ 2,000,000		$ 2,000,000				$ 3,007,000
Amortization of debt issuance costs							2,126,000	$ 1,952,000
Interest period one (in months)			1 month
Interest period two (in months)			3 months
Interest period three (in months)			6 months
Interest Expense
Debt Instrument [Line Items]
Amortization of debt issuance costs					1,000,000	$ 1,000,000	2,000,000	$ 2,000,000
RBL Facility \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Credit facility, issuance costs, net of amortization					2,000,000		2,000,000				3,000,000
2026 Notes \| Unsecured Debt
Debt Instrument [Line Items]
Fair value of debt					$ 388,000,000		$ 388,000,000				$ 391,000,000
Principal amount of debt issued				$ 400,000,000
Interest rate (as a percent)				7.00%	7.00%		7.00%
Proceeds from issuance of debt				$ 391,000,000
2021 RBL Facility \| Revolving Credit Facility \| Commodity
Debt Instrument [Line Items]
Hedging agreements, term		60 months	48 months
2021 RBL Facility \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 500,000,000		$ 500,000,000
Elected commitments					$ 125,000,000		$ 125,000,000		$ 125,000,000	$ 200,000,000
Unused availability fee rate			0.50%
Percentage of borrowing capacity, line of credit facility (as a percent)			0.25
Leverage ratio (no more than)			2.75
Current ratio (at least)			1.0
Percentage of present value of proven oil and gas reserves serving as collateral (at least)			90.00%		90.00%		90.00%
Borrowings outstanding					$ 28,000,000		$ 28,000,000
Letters of credit outstanding					9,000,000		9,000,000
Available borrowing capacity					88,000,000		88,000,000
2021 RBL Facility \| Line of Credit \| Revolving Credit Facility \| Base Rate \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)			2.00%
2021 RBL Facility \| Line of Credit \| Revolving Credit Facility \| Base Rate \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)			3.00%
2021 RBL Facility \| Line of Credit \| Revolving Credit Facility \| Secured Overnight Financing Rate (SOFR) \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)			3.00%
2021 RBL Facility \| Line of Credit \| Revolving Credit Facility \| Secured Overnight Financing Rate (SOFR) \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)			4.00%
2021 RBL Facility \| Line of Credit \| Letter of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity					20,000,000		20,000,000
2022 ABL Facility \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity					10,000,000		10,000,000
Borrowings outstanding					0		0
Letters of credit outstanding					3,000,000		3,000,000
Available borrowing capacity					$ 7,000,000		$ 7,000,000
Line of credit facility, borrowing capacity, percentage (as a percent)					0.80		0.80
Borrowing base elected					$ 10,000,000		$ 10,000,000
Ratio of total liabilities					1.5		1.5
Percentage of revolving advances outstanding							0.90
Minimum net income before taxes							$ 1.00
2022 ABL Facility \| Line of Credit \| Revolving Credit Facility \| Prime Rate
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)							1.25%
2022 ABL Facility \| Line of Credit \| Letter of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 7,500,000		$ 7,500,000
2024 Term Loan Credit Agreement \| New RBL Facility \| Subsequent Event
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 95,000,000
2024 Term Loan Credit Agreement \| Line of Credit \| Subsequent Event
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 545,000,000
Basis spread on variable rate (as a percent)	2.00%
Leverage ratio (no more than)	2.5
Debt, term	3 years
Debt, number of maturity date extensions \| extension	2
Debt, term extension period	1 year
Debt service payment, face amount, percentage	2.50%
Debt, period after funding date	24 months
Prepayment fee percentage (as a percent)	2.75%
Debt covenant, minimum liquidity	$ 25,000,000
Debt covenant, asset coverage ratio	1.3
2024 Term Loan Credit Agreement \| Line of Credit \| Secured Overnight Financing Rate (SOFR) \| Subsequent Event
Debt Instrument [Line Items]
Basis spread on variable rate (as a percent)	7.50%
2024 Term Loan Credit Agreement \| Term Loan Facility \| Subsequent Event
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 450,000,000
2024 Term Loan Credit Agreement \| Delayed Draw Term Loan (DDTL) \| Subsequent Event
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 95,000,000
Debt, term	2 years

Segment Information (Tables)

9 Months Ended

Sep. 30, 2024

Segment Reporting [Abstract]

Schedule of Segment Information


	Three Months Ended September 30, 2024
	E&P		Well Servicing and Abandonment		Corporate/Eliminations		Consolidated Company
	(in thousands)
Revenues(1)	$	158,886	$	30,836	$	(5,372)	$	184,350
Net income (loss) before income taxes	$	118,271	$	2,748	$	(26,724)	$	94,295

Capital expenditures	$	24,793	$	498	$	583	$	25,874
Total assets	$	1,545,517	$	56,528	$	(84,897)	$	1,517,148


	Three Months Ended September 30, 2023
	E&P		Well Servicing and Abandonment		Corporate/Eliminations		Consolidated Company
	(in thousands)
Revenues(1)	$	176,573	$	47,259	$	(1,748)	$	222,084
Net income (loss) before income taxes	$	(35,485)	$	3,295	$	(28,215)	$	(60,405)

Capital expenditures	$	10,833	$	2,104	$	659	$	13,596
Total assets	$	1,604,253	$	71,891	$	(62,219)	$	1,613,925


	Nine Months Ended September 30, 2024
	E&P		Well Servicing and Abandonment		Corporate/Eliminations		Consolidated Company
	(in thousands)
Revenues(1)	$	502,022	$	102,984	$	(14,682)	$	590,324
Net income (loss) before income taxes	$	107,295	$	2,601	$	(81,680)	$	28,216

Capital expenditures	$	81,945	$	2,298	$	892	$	85,135
Total assets	$	1,545,517	$	56,528	$	(84,897)	$	1,517,148


	Nine Months Ended September 30, 2023
	E&P		Well Servicing and Abandonment		Corporate/Eliminations		Consolidated Company
	(in thousands)
Revenues(1)	$	509,237	$	142,921	$	(5,113)	$	647,045
Net income (loss) before income taxes	$	50,697	$	10,245	$	(93,733)	$	(32,791)

Capital expenditures	$	49,730	$	4,420	$	1,974	$	56,124
Total assets	$	1,604,253	$	71,891	$	(62,219)	$	1,613,925

__________

(1) These revenues do not include hedge settlements.

Debt

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Debt

The following table summarizes our outstanding debt:


	September 30, 2024		December 31, 2023		Interest Rate	Maturity	Security
	(in thousands)
2021 RBL Facility					variable rates 10.25% (2024) and 10.50% (2023)	August 26, 2025	Mortgage on 90% of Present Value of proven oil and gas reserves and lien on certain other assets
Long-term	$	—	$	31,000
Current	27,500		—

2022 ABL Facility	—		—		variable rates 9.25% (2024) and 9.75% (2023)	June 5, 2027	CJWS property and certain other assets


2026 Notes	400,000		400,000		7.0%	February 15, 2026	Unsecured

Debt - Principal Amount	427,500		431,000
Debt Issuance Costs	(2,000)		(3,007)
Current Portion of Debt	(27,500)		—
Long-Term Debt, net	$	398,000	$	427,993

Deferred Financing Costs

We incurred legal and bank fees related to the issuance of debt. At September 30, 2024 and December 31, 2023, debt issuance costs reported in “other noncurrent assets” on the balance sheet were approximately (i) $2 million and $3 million, respectively, net of amortization, for the Credit Agreement, dated as of August 26, 2021, among Berry Corp, as a guarantor, Berry LLC, as the borrower, JPMorgan Chase Bank, N.A., as the administrative agent and an issuing bank, and each of the lenders from time to time party thereto (as amended, restated, modified or otherwise supplemented from time to time, the “2021 RBL Facility”) and (ii) an immaterial amount, net of amortization, for the Revolving Loan and Security Agreement, dated as of August 9, 2022, among C&J and C&J Management, as borrowers, and Tri Counties Bank, as lender (as amended, restated, supplemented or otherwise modified from time to time, the “2022 ABL Facility”). At September 30, 2024 and December 31, 2023, debt issuance costs, net of amortization, for the unsecured notes due February 2026 (the “2026 Notes”) reported in “Long-Term Debt, net” on the balance sheet were approximately $2 million and $3 million, respectively.

For each of the three month periods ended September 30, 2024 and 2023, the amortization expense for the 2021 RBL Facility, the 2022 ABL Facility and the 2026 Notes, combined, was approximately $1 million. For each of the nine month periods ended September 30, 2024 and 2023, the amortization expense for the 2021 RBL Facility, the 2022 ABL Facility and the 2026 Notes, combined, was approximately $2 million. The amortization of debt issuance costs is presented in “interest expense” on the condensed consolidated statements of operations.

Fair Value

Our debt is recorded at the carrying amount on the balance sheets. The carrying amounts of the 2021 RBL Facility and the 2022 ABL Facility approximate fair value because the interest rates are variable and reflect market rates. The 2021 RBL Facility and 2022 ABL Facility are Level 2 in the fair value hierarchy. The fair value of the 2026 Notes was approximately $388 million and $391 million at September 30, 2024 and December 31, 2023, respectively. The 2026 Notes are Level 1 in the fair value hierarchy and the fair value is based on available market pricing.

2021 RBL Facility

The 2021 RBL Facility provides for a revolving loan with up to $500 million of commitment, subject to a borrowing base and an aggregate elected commitment amount. The borrowing base under the 2021 RBL Facility is redetermined semi-annually, and the borrowing base redeterminations generally become effective each May and November, although the borrower and the lenders may each make one interim redetermination between scheduled redeterminations. On August 20, 2024, the scheduled semi-annual redetermination of the borrowing base occurred under the Credit Agreement, dated as of August 26, 2021 (as amended, supplemented or otherwise modified, the “Credit Agreement”), by and among Berry Corporation (bry) as a guarantor, Berry LLC, our wholly-owned subsidiary, as the borrower (the “Borrower”), JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto. In connection with such redetermination, the Borrower’s borrowing base and aggregate elected committed amount are each $125 million (previously $200 million), effective as of the redetermination date. In accordance with the Credit Agreement, the next scheduled semi-annual borrowing base redetermination will be in or around November 2024.

As of September 30, 2024, the 2021 RBL Facility had a $500 million revolving commitment, a $125 million borrowing base, a $125 million aggregate elected commitment amount and a $20 million sublimit for the issuance of letters of credit (with borrowing availability being reduced by the face amount of any letters of credit issued under the subfacility). Availability under the 2021 RBL Facility may not exceed the lesser of the aggregate elected commitment amount or the borrowing base less outstanding advances and letters of credit. The 2021 RBL Facility matures on August 26, 2025, unless terminated earlier in accordance with the terms of the 2021 RBL Facility. The 2021 RBL Facility is available to us for general corporate purposes, including working capital.

The outstanding borrowings under the 2021 RBL Facility bear interest at a rate equal to, at our option, either (a) a customary base rate plus an applicable margin ranging from 2.0% to 3.0% or (b) a term SOFR reference rate, plus an applicable margin ranging from 3.0% to 4.0%, in each case determined based on the utilization level under the 2021 RBL Facility. Interest on base rate borrowings is payable quarterly in arrears and interest on term SOFR borrowings accrues in respect of interest periods of one, three or six months, at the election of the borrower, and is payable on the last day of such interest period (or, for interest periods of six months, three months after the commencement of such interest period and at the end of such interest period). Unused commitment fees are charged at a rate of 0.50%.

The 2021 RBL Facility provides that, to the extent we incur unsecured indebtedness, including any amounts raised in the future, the borrowing base will be reduced by an amount equal to 25% of the amount of such unsecured debt. In addition, the 2021 RBL Facility requires us to maintain on a consolidated basis as of each quarter-end (i) a leverage ratio of not more than 2.75 to 1.0 and (ii) a current ratio of not less than 1.0 to 1.0. As of September 30, 2024, we were in compliance with all of covenants under the 2021 RBL Facility.

The 2021 RBL Facility also contains other customary affirmative and negative covenants, as well as events of default and remedies. If we do not comply with the financial and other covenants in the 2021 RBL Facility, the lenders may, subject to customary cure rights, require immediate payment of all amounts outstanding under the 2021 RBL Facility and terminate the commitments thereunder.

The 2021 RBL Facility is guaranteed by Berry Corp. and certain of its subsidiaries. Each future subsidiary of Berry Corp., with certain exceptions, is required to guarantee our obligations and obligations of the other guarantors under the 2021 RBL Facility and under certain hedging transactions and banking services arrangements. The lenders under the 2021 RBL Facility hold a mortgage on at least 90% of the present value of our proven oil and gas reserves. The obligations of Berry LLC and the guarantors are also secured by liens on substantially all of our personal property, subject to customary exceptions. C&J and C&J Management do not guarantee the 2021 RBL Facility or grant any liens on their assets to secure any obligations under the 2021 RBL Facility.

On July 30, 2024, we entered into a letter agreement to amend the 2021 RBL Facility to extend the permitted tenor of certain commodity hedging agreements which we may enter into, from a tenor not to exceed 48 months to a tenor not to exceed 60 months.

As of September 30, 2024, we had $28 million borrowings outstanding, $9 million in letters of credit outstanding and approximately $88 million of available borrowing capacity under the 2021 RBL Facility. Under the terms of the 2024 Term Loan Agreement, the 2021 RBL Facility will be terminated upon funding of the 2024 Term Loan.

2022 ABL Facility

Subject to satisfaction of customary conditions precedent to borrowing, as of September 30, 2024, C&J and C&J Management could borrow up to the lesser of (x) $10 million and (y) the borrowing base under the 2022 ABL Facility, with a letter of credit subfacility for the issuance of letters of credit in an aggregate amount not to exceed $7.5 million (with borrowing availability being reduced by the face amount of any letters of credit issued under the subfacility). The “borrowing base” is an amount equal to 80% of the balance due on eligible accounts receivable, subject to reserves that the lender may implement in its reasonable discretion. As of September 30, 2024, the borrowing base was $10 million. Interest on the outstanding principal amount of the revolving loans under the 2022 ABL Facility accrues at a per annum rate equal to 1.25% in excess of the variable rate of interest, on a per annum basis, which is announced and/or published in the “Money Rates” section of The Wall Street Journal from time to time as its “Prime Rate”. Interest is due quarterly, in arrears. In June 2024, we entered into the Third Amendment to Revolving Loan and Security Agreement and Amendment to Other Loan Documents which, among other things, extended the maturity of the 2022 ABL Facility from June 5, 2025 to June 5, 2027, unless terminated earlier in accordance with the terms of the 2022 ABL Facility.

The 2022 ABL Facility requires C&J and C&J Management to comply with the following financial covenants: (i) maintain on a consolidated basis a ratio of total liabilities to tangible net worth of no greater than 1.5 to 1.0 at any time; (ii) reduce the amount of revolving advances outstanding under the 2022 ABL Facility to not more than 90% of the lesser of (a) the maximum revolving advance amount or (b) the borrowing base, as of the lender’s close of business on the last day of each fiscal quarter; and (iii) maintain net income before taxes of not less than $1.00 as of each fiscal year end. As of September 30, 2024, each of C&J and C&J Management was in compliance with all of the covenants under the 2022 ABL Facility.

The 2022 ABL Facility also contains other customary affirmative and negative covenants, as well as events of default and remedies. If C&J or C&J Management does not comply with the financial and other covenants in the 2022 ABL Facility, the lender may, subject to customary cure rights, require immediate payment of all amounts outstanding under the 2022 ABL Facility and terminate the commitment thereunder. The obligations of C&J and C&J Management under the 2022 ABL Facility are guaranteed by C&J Management and C&J, respectively, and are secured by liens on substantially all of the personal property of C&J and C&J Management, subject to customary exceptions. The obligations of C&J and C&J Management under the 2022 ABL Facility are not guaranteed by Berry Corp. or Berry LLC and Berry Corp. and Berry LLC do not and are not required to provide any credit support for such obligations.

As of September 30, 2024, each of C&J and C&J Management had no borrowings and $3 million letters of credit outstanding with $7 million of available borrowing capacity under the 2022 ABL Facility. Under the terms of the 2024 Term Loan Agreement, the 2022 ABL Facility will be terminated upon funding of the 2024 Term Loan.

Senior Unsecured Notes Due February 2026

In February 2018, Berry LLC completed a private issuance of $400 million in aggregate principal amount of 7.0% senior unsecured notes due February 2026, which resulted in net proceeds to us of approximately $391 million after deducting expenses and the initial purchasers’ discount.

The 2026 Notes are Berry LLC’s senior unsecured obligations and rank equally in right of payment with all of our other senior indebtedness and senior to any of our subordinated indebtedness. The 2026 Notes are fully and unconditionally guaranteed on a senior unsecured basis by Berry Corp and certain of its subsidiaries. C&J and C&J Management do not guarantee the 2026 Notes.

The indenture governing the 2026 Notes contains customary covenants and events of default (in some cases, subject to grace periods). We were in compliance with all covenants under the 2026 Notes as of September 30, 2024.

In conjunction with and subject to the closing of the 2024 Term Loan Credit Agreement discussed below, the Company is required to redeem the 2026 Notes. This report does not constitute a notice of redemption of the 2026 Notes.

2024 Term Loan Credit Agreement

Subsequent to the end of the third quarter of 2024, but before the issuance date of these financials, the Company entered into a Senior Secured Term Loan Credit Agreement (the “2024 Term Loan Credit Agreement”) among the Company, as borrower, certain subsidiaries of the Company, as guarantors, Breakwall Credit Management LLC, as administrative agent, and the lenders from time to time party thereto.

The 2024 Term Loan Credit Agreement provides for aggregate commitments equal to $545 million, consisting of (i) an initial term loan facility in the aggregate principal amount of $450 million (the “Initial Term Loans”), and (ii) a delayed draw term loan facility in an aggregate principal amount of up to $95 million which is available from the date of the first borrowing of the Initial Term Loans (the “Funding Date”) until the date that is two years after the effectiveness of the 2024 Term Loan Credit Agreement (the “Working Capital Term Loan Facility”). The ability of the Company to borrow under the 2024 Term Loan Credit Agreement, including to refinance the 2026 Notes, 2021 RBL Facility, and the 2022 ABL Facility, is subject to satisfaction of certain customary conditions precedent, as further set forth in the 2024 Term Loan Credit Agreement, including (a) the repayment and termination of liens under each of the 2021 RBL Facility and 2022 ABL Facility and (b) satisfaction and discharge of the 2026 Notes. The proceeds of the Initial Term Loans are limited in their use to the satisfaction and discharge of existing debt, payment of fees and expenses in connection with the 2024 Term Loan Credit Agreement and other related transactions, capital expenditures in accordance with the 2024 Term Loan Credit Agreement, working capital, and other general corporate purposes. A requirement of funding the Initial Term Loans is (a) the contemporaneous termination of the 2022 ABL Facility and the 2021 RBL Facility, including satisfaction and discharge of any remaining balances thereon and (b) the satisfaction and discharge of the 2026 Notes.

The 2024 Term Loan Credit Agreement will have an initial maturity date of three years from the Funding Date, which may be extended by up to two one-year increments subject to payment of extension fees, and satisfaction of certain other customary conditions. Quarterly debt service payments of an amount equal to the sum of 2.5% of (a) the face value of the Initial Term Loan and (b) the aggregate amount of delayed draws made from the Working Capital Term Loan Facility are required beginning in March 2025.

Loans under the 2024 Term Loan Credit Agreement will bear interest at a rate per annum equal to Term SOFR (as defined in the 2024 Term Loan Credit Agreement) plus an applicable margin of 7.50%. If an Event of Default (as defined in the 2024 Term Loan Credit Agreement) exists and is continuing, upon the election of the Majority Lenders (as defined in the 2024 Term Loan Credit Agreement) under the 2024 Term Loan Credit Agreement, or automatically without such election, in the case of a bankruptcy, insolvency, or payment default, all amounts outstanding under the 2024 Term Loan Credit Agreement will bear interest at 2.00% per annum above the rate and margin otherwise applicable thereto (it being understood that the Majority Lenders may elect for the application of default interest to commence on any date that is on or after the occurrence of such Event of Default while such

Event of Default is continuing). The Company will be able to repay any amounts borrowed prior to the maturity date (i) without any premium for any optional prepayment on or prior to the date that is 24 months after the Funding Date and (ii) thereafter, subject to a concurrent payment of 2.75% of the principal amount being repaid.

On the Funding Date, the 2024 Term Loan Credit Agreement will be guaranteed by the Company and all of its wholly owned subsidiaries and will be secured by a first lien security interest in substantially all assets of the Company and all of its wholly owned subsidiaries.

The 2024 Term Loan Credit Agreement allows the Company to replace the commitments and outstanding borrowings under the Working Capital Term Loan Facility with a super-priority reserve based credit facility of up to $95 million (the “New RBL Facility”), subject to terms and conditions set forth therin, including the entry by the Company and the subsidiaries of the Company party thereto into of an intercreditor agreement, as more fully described in the 2024 Term Loan Credit Agreement.

The 2024 Term Loan Credit Agreement also contains certain financial covenants, including (a) minimum liquidity of $25 million as of the last day of any calendar month and (b) commencing with the fiscal quarter ending March 31, 2025, (i) a total net leverage ratio that may not exceed 2.5 to 1.0 and (ii) an asset coverage ratio that may not be less than 1.3 to 1.0 as of the last day of any fiscal quarter, in each case, as fully more described in the 2024 Term Loan Credit Agreement.

Additionally, the 2024 Term Loan Credit Agreement contains additional restrictive covenants that (i) from and after the effective date thereof, limit the ability of the Company and its subsidiaries to, among other things, pay dividends or prepay other debt, make investments and loans, enter into mergers and acquisitions, and sell assets, and (ii) from and after the Funding Date, will limit the ability of the Company and its subsidiaries to, among other things, incur additional indebtedness (with such exceptions including the New RBL Facility), incur additional liens, enter into certain hedging transactions, engage in transactions with affiliates and make certain capital expenditures.

In addition, the 2024 Term Loan Credit Agreement is subject to customary events of default, including a change in control (which change of control event of default is subject to a carve-out for no decline in the Company’s corporate credit rating). If an event of default occurs and is continuing, the administrative agent or the majority lenders may accelerate any amounts outstanding and terminate lender commitments and exercise remedies against any collateral.

The 2024 Term Loan Credit Agreement became effective on November 6, 2024 (the “Closing”).

The foregoing description of the 2024 Term Loan Credit Agreement is qualified in its entirety by reference to the 2024 Term Loan Credit Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated by reference.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481544/470-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 6
-Subparagraph (a)
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 405
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-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477092/405-40-50-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 1
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
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-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI https://asc.fasb.org/470/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482925/835-30-45-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 1B
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-URI https://asc.fasb.org/1943274/2147481139/470-20-50-1B

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Revenue Recognition (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Revenue Recognition (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers	$ 184,350	$ 222,084	$ 590,324	$ 647,045
Gains (losses) gains on oil and gas sales derivatives	75,434	(103,282)	(1,610)	(43,912)
Total revenues and other	259,784	118,802	588,714	603,133
Operating Segments \| E&P
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers	158,886	176,573	502,022	509,237
Intersegment Eliminations
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers	(5,000)	(2,000)	(15,000)	(5,000)
Intersegment Eliminations \| E&P
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers	(5,000)	(2,000)	(15,000)	(5,000)
Oil sales
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers	151,735	168,491	480,953	475,138
Natural gas sales
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers	1,751	3,130	5,910	19,083
Natural gas liquids sales
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers	952	990	2,674	2,450
Services revenue
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers	25,465	45,511	88,303	137,808
Services revenue \| Operating Segments \| E&P
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers	31,000	47,000	103,000	143,000
Electricity sales
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers	4,410	3,849	12,344	12,372
Other revenues
Disaggregation of Revenue [Line Items]
Revenues from contracts with customers	$ 37	$ 113	$ 140	$ 194

Commitments and Contingencies (Details) - USD ($)	Feb. 06, 2024	Sep. 30, 2024	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Loss contingency accrual		$ 0	$ 0
Aggregate sum of settlement	$ 2,500,000
Contracts to purchase GHG compliance instruments totaling		22,000,000
Remaining compliance obligation due to be paid in fourth quarter of 2024		6,000,000
Remaining compliance obligation due to be paid in 2025		$ 16,000,000

Earnings Per Share - Narrative (Details) - shares	3 Months Ended		9 Months Ended
Earnings Per Share - Narrative (Details) - shares	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Incremental common shares attributable to dilutive effect of share-based payment arrangements (in shares)	121,000	0	191,000	0
RSUs and PSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Incremental common shares attributable to dilutive effect of share-based payment arrangements (in shares)	121,000	0	191,000	0

Basis of Presentation (Details)	9 Months Ended
Basis of Presentation (Details)	Sep. 30, 2024 segment
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Business segments	2
California
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Oil and gas reserves, percentage of oil	100.00%
Utah
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Oil and gas reserves, percentage of oil	60.00%
Oil and gas reserves, percentage of gas	40.00%

Equity	9 Months Ended
Equity	Sep. 30, 2024
Equity [Abstract]
Equity	Equity Cash Dividends In the first quarter of 2024, our Board of Directors declared a fixed cash dividend of $0.12 per share, as well as a variable cash dividend of $0.14 per share which was based on the results of the fourth quarter of 2023, for a total of $0.26 per share, which we paid in March 2024. In April 2024, the Board of Directors approved a fixed cash dividend totaling $0.12 per share, which was paid in May 2024. In July 2024, the Board of Directors approved a fixed cash dividend of $0.12 per share and a variable cash dividend of $0.05 per share, based on the results for the six months ended June 30, 2024, for a total of $0.17 per share, which was paid in August 2024. In October 2024, the Board of Directors approved a fixed cash dividend of $0.03 which is expected to be paid in November 2024. Stock Repurchase Program The Company did not repurchase any shares during the three and nine months ended September 30, 2024. As of September 30, 2024, the Company had repurchased a total of 11.9 million shares, cumulatively, under the stock repurchase program for approximately $114 million in aggregate. As of September 30, 2024, the Company’s remaining total share repurchase authority approved by the Board of Directors was $190 million. The Board of Directors’ authorization permits the Company to make purchases of its common stock from time to time in the open market and in privately negotiated transactions or by other means, subject to market conditions and other factors, up to the aggregate amount authorized by the Board of Directors. The Board of Directors authorization has no expiration date. The manner, timing and amount of any purchases will be determined based on our evaluation of market conditions, stock price, compliance with outstanding agreements and other factors. Purchases may be commenced or suspended at any time without notice and the share repurchase program does not obligate the Company to purchase shares during any period or at all. Any shares repurchased are reflected as treasury stock and any shares acquired will be available for general corporate purposes. Stock-Based Compensation In March 2024, pursuant to the Company’s 2022 Omnibus Incentive Plan, the Company granted (i) approximately 1,328,000 restricted stock units (“RSUs”), which will vest annually in equal amounts over three years or, in the case of directors, on March 1, 2025, and (ii) a target number of approximately 406,000 performance-based restricted stock units (“PSUs”), which will cliff vest at the end of a three-year performance period, at the earned performance level. The fair value of these RSU and PSU awards was approximately $13 million. The RSUs awarded in March 2024 are solely time-based awards. Of the PSUs awarded in March 2024, (a) 50% of such will vest, if at all, at the earned performance level, based on the Company’s absolute total stockholder return (“TSR”) performance metric, which is defined as the capital gains per share of stock plus cumulative dividends and (b) 50% of such will vest, if at all, at the earned performance level, based on the relative TSR performance metric, which is defined as the capital gains per share of stock plus cumulative dividends, with TSR measured on a relative basis to the TSR of the 47 exploration and production companies in the Vanguard World Fund - Vanguard Energy ETF Index plus the S&P SmallCap 600 Value Index (collectively, the “Peer Group”) during the performance period. Depending on the results achieved during the three-year performance period, the actual number of shares that a grant recipient earns at the end of the performance period may range from 0% to 200% of the target number of PSUs granted. The fair value of the RSUs was determined using the grant date stock price. The grant date fair value of the PSUs was determined using a Monte Carlo simulation to estimate the TSR ranking of the Company for the relative TSR award and the value of the absolute TSR award. The historical volatility was determined at the date of grant for the Company and for each company in the peer group. The dividend yield assumption was based on the then-current annualized declared dividend. The risk-free interest rate assumption was based on observed interest rates consistent with the three-year performance measurement period.

Derivatives - Narrative (Details) $ in Millions	9 Months Ended
Derivatives - Narrative (Details) $ in Millions	Sep. 30, 2024 USD ($)
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Target period to cover operating expenses and fixed charges, up to (in years)	3 years
Target period for fixing the price natural gas purchases used in steam operations, up to (in years)	3 years
Deferred premiums, remaining (less than)	$ 1

Debt (Tables)

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Schedule of Outstanding Debt

The following table summarizes our outstanding debt:


	September 30, 2024		December 31, 2023		Interest Rate	Maturity	Security
	(in thousands)
2021 RBL Facility					variable rates 10.25% (2024) and 10.50% (2023)	August 26, 2025	Mortgage on 90% of Present Value of proven oil and gas reserves and lien on certain other assets
Long-term	$	—	$	31,000
Current	27,500		—

2022 ABL Facility	—		—		variable rates 9.25% (2024) and 9.75% (2023)	June 5, 2027	CJWS property and certain other assets


2026 Notes	400,000		400,000		7.0%	February 15, 2026	Unsecured

Debt - Principal Amount	427,500		431,000
Debt Issuance Costs	(2,000)		(3,007)
Current Portion of Debt	(27,500)		—
Long-Term Debt, net	$	398,000	$	427,993

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 655	$ 655
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	750,000,000	750,000,000
Common stock, shares issued (in shares)	88,942,805	87,671,241
Common stock, shares outstanding (in shares)	76,938,994	75,667,430
Treasury stock, at cost (in shares)	12,003,811	12,003,811

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Revenues and other:
Revenues	$ 184,350	$ 222,084	$ 590,324	$ 647,045
Gains (losses) on oil and gas sales derivatives	75,434	(103,282)	(1,610)	(43,912)
Total revenues and other	259,784	118,802	588,714	603,133
Expenses and other:
Lease operating expenses	54,801	59,842	169,487	249,384
Transportation expenses	1,332	1,089	3,430	3,226
Acquisition costs	971	2,082	4,982	3,054
General and administrative expenses	19,111	20,987	58,226	75,144
Depreciation, depletion, and amortization	42,749	39,729	128,423	119,605
Impairment of oil and gas properties	0	0	43,980	0
Taxes, other than income taxes	10,351	17,980	38,714	42,147
Losses (gains) on natural gas purchase derivatives	7,775	(8,425)	14,898	4,989
Other operating (income)	(4,687)	(505)	(8,024)	(1,824)
Total expenses and other	156,559	170,064	532,242	609,965
Other expenses:
Interest expense	(8,986)	(9,101)	(28,176)	(25,732)
Other, net	56	(42)	(80)	(227)
Total other expenses	(8,930)	(9,143)	(28,256)	(25,959)
Income (loss) before income taxes	94,295	(60,405)	28,216	(32,791)
Income tax expense (benefit)	24,432	(15,343)	7,206	(7,640)
Net income (loss)	$ 69,863	$ (45,062)	$ 21,010	$ (25,151)
Net income (loss) income per share:
Basic (in dollars per share)	$ 0.91	$ (0.60)	$ 0.27	$ (0.33)
Diluted (in dollars per share)	$ 0.91	$ (0.60)	$ 0.27	$ (0.33)
Oil, natural gas and natural gas liquids sales
Revenues and other:
Revenues	$ 154,438	$ 172,611	$ 489,537	$ 496,671
Services revenue
Revenues and other:
Revenues	25,465	45,511	88,303	137,808
Expenses and other:
Cost of goods sold	22,911	35,806	75,236	108,988
Electricity sales
Revenues and other:
Revenues	4,410	3,849	12,344	12,372
Expenses and other:
Cost of goods sold	1,245	1,479	2,890	5,252
Other revenues
Revenues and other:
Revenues	$ 37	$ 113	$ 140	$ 194

Segment Information - Schedule of Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Segment Reporting Information [Line Items]
Revenues	$ 184,350	$ 222,084	$ 590,324	$ 647,045
Net income (loss) before income taxes	94,295	(60,405)	28,216	(32,791)
Capital expenditures	25,874	13,596	85,135	56,124
Total assets	1,517,148	1,613,925	1,517,148	1,613,925	$ 1,594,158
Corporate/Eliminations
Segment Reporting Information [Line Items]
Revenues	(5,372)	(1,748)	(14,682)	(5,113)
Net income (loss) before income taxes	(26,724)	(28,215)	(81,680)	(93,733)
Capital expenditures	583	659	892	1,974
Total assets	(84,897)	(62,219)	(84,897)	(62,219)
E&P \| Operating Segments
Segment Reporting Information [Line Items]
Revenues	158,886	176,573	502,022	509,237
Net income (loss) before income taxes	118,271	(35,485)	107,295	50,697
Capital expenditures	24,793	10,833	81,945	49,730
Total assets	1,545,517	1,604,253	1,545,517	1,604,253
Well Servicing and Abandonment \| Operating Segments
Segment Reporting Information [Line Items]
Revenues	30,836	47,259	102,984	142,921
Net income (loss) before income taxes	2,748	3,295	2,601	10,245
Capital expenditures	498	2,104	2,298	4,420
Total assets	$ 56,528	$ 71,891	$ 56,528	$ 71,891

- Definition

Amount of asset recognized for present right to economic benefit.

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+ Details

Derivatives - Schedule of Derivative Transactions Resulting in Crude Oil Production and Gas Purchases Hedges (Details) - Forecast	3 Months Ended	12 Months Ended
	Dec. 31, 2024 MMBTU $ / bbl $ / MMBtu bbl	Dec. 31, 2029 MMBTU $ / bbl $ / MMBtu bbl	Dec. 31, 2028 MMBTU $ / bbl $ / MMBtu bbl	Dec. 31, 2027 MMBTU $ / bbl $ / MMBtu bbl	Dec. 31, 2026 MMBTU $ / bbl $ / MMBtu bbl	Dec. 31, 2025 MMBTU $ / bbl $ / MMBtu bbl
Brent - Crude Oil Production, Swaps
Derivative [Line Items]
Hedged volume (bbls) \| bbl	1,438,656	724,000	2,378,000	3,056,000	2,633,268	4,951,125
Weighted-average price ($/bbl) \| $ / bbl	76.93	67.44	68.36	70.66	71.76	76.06
Brent - Crude Oil Production, Sold Calls
Derivative [Line Items]
Hedged volume (bbls) \| bbl	92,000	0	0	318,500	1,251,500	296,127
Weighted-average price ($/bbl) \| $ / bbl	105.00	0	0	80.03	85.53	88.69
Brent - Crude Oil Production, Purchased Puts One
Derivative [Line Items]
Hedged volume (bbls) \| bbl	322,000	0	0	0	0	0
Weighted-average price ($/bbl) \| $ / bbl	50.00	0	0	0	0	0
Brent - Crude Oil Production, Purchased Puts Two
Derivative [Line Items]
Hedged volume (bbls) \| bbl	0	0	0	318,500	1,251,500	296,127
Weighted-average price ($/bbl) \| $ / bbl	0	0	0	65.00	60.00	60.00
Brent - Crude Oil Production, Sold Puts
Derivative [Line Items]
Hedged volume (bbls) \| bbl	46,000	0	0	0	0	0
Weighted-average price ($/bbl) \| $ / bbl	40.00	0	0	0	0	0
NWPL - Natural Gas Purchases, Swaps
Derivative [Line Items]
Hedged volume (mmbtu) \| MMBTU	3,680,000	0	0	0	3,040,000	13,380,000
Weighted-average price ($/mmbtu) \| $ / MMBtu	3.96	0	0	0	4.26	4.27

Supplemental Disclosures to the Financial Statements - Schedule of Other Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Prepaid expenses	$ 7,178	$ 12,330
Materials and supplies	13,084	17,021
Deposits	9,055	9,012
Oil inventories	4,341	4,098
Other	1,881	1,298
Total other current assets	$ 35,539	$ 43,759

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2024	Nov. 01, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-38606
Entity Registrant Name	Berry Corporation (bry)
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-5410470
Entity Address, Address Line One	16000 Dallas Parkway
Entity Address, Address Line Two	Suite 500
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75248
City Area Code	661
Local Phone Number	616-3900
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	BRY
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		76,938,994
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false
Entity Central Index Key	0001705873

Insider Trading Arrangements	3 Months Ended	9 Months Ended
Insider Trading Arrangements	Sep. 30, 2024 shares	Sep. 30, 2024 shares
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On September 5, 2024, Fernando Araujo, Chief Executive Officer and Director, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 62,286 shares of the Company’s common stock until August 30, 2025. On August 27, 2024, Danielle Hunter, President, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 200,000 shares of the Company’s common stock until December 31, 2025.
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Fernando Araujo [Member]
Trading Arrangements, by Individual
Name	Fernando Araujo
Title	Chief Executive Officer and Director
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	September 5, 2024
Expiration Date	August 30, 2025
Arrangement Duration	359 days
Aggregate Available	62,286	62,286
Danielle Hunter [Member]
Trading Arrangements, by Individual
Name	Danielle Hunter
Title	President
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	August 27, 2024
Expiration Date	December 31, 2025
Arrangement Duration	491 days
Aggregate Available	200,000	200,000

Revenue Recognition

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Revenue Recognition

We derive revenue from sales of oil, natural gas and natural gas liquids (“NGL”), with additional revenue generated from sales of electricity. Revenue from CJWS is generated from well servicing and abandonment business.

The following table provides disaggregated revenue for the three and nine months ended September 30, 2024 and 2023:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
	(in thousands)
Oil sales	$	151,735	$	168,491	$	480,953	$	475,138
Natural gas sales	1,751		3,130		5,910		19,083
Natural gas liquids sales	952		990		2,674		2,450
Service revenue(1)	25,465		45,511		88,303		137,808
Electricity sales	4,410		3,849		12,344		12,372

Other revenues	37		113		140		194
Revenues from contracts with customers	184,350		222,084		590,324		647,045
Gains (losses) gains on oil and gas sales derivatives	75,434		(103,282)		(1,610)		(43,912)
Total revenues and other	$	259,784	$	118,802	$	588,714	$	603,133

__________

(1) The well servicing and abandonment segment provides services to our E&P segment. Prior to the intercompany elimination, service revenue was approximately $31 million and $47 million and the intercompany elimination was $5 million and $2 million for the three months ended September 30, 2024 and 2023, respectively. Prior to the intercompany elimination, service revenue was approximately $103 million and $143 million and the intercompany elimination was $15 million and $5 million for the nine months ended September 30, 2024 and 2023, respectively.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/606/tableOfContent

+ Details

Derivatives (Tables)

9 Months Ended

Sep. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Derivative Transactions Resulting in Crude Oil Production and Gas Purchases Hedges

As of September 30, 2024, we had the following crude oil production and gas purchases hedges.


	Q4 2024		FY 2025		FY 2026		FY 2027		FY 2028		FY 2029
Brent - Crude Oil production
Swaps
Hedged volume (bbls)	1,438,656		4,951,125		2,633,268		3,056,000		2,378,000		724,000
Weighted-average price ($/bbl)	$	76.93	$	76.06	$	71.76	$	70.66	$	68.36	$	67.44

Sold Calls(1)
Hedged volume (bbls)	92,000		296,127		1,251,500		318,500		—		—
Weighted-average price ($/bbl)	$	105.00	$	88.69	$	85.53	$	80.03	$	—	$	—
Purchased Puts (net)(2)
Hedged volume (bbls)	322,000		—		—		—		—		—
Weighted-average price ($/bbl)	$	50.00	$	—	$	—	$	—	$	—	$	—

Purchased Puts (net)(2)
Hedged volume (bbls)	—		296,127		1,251,500		318,500		—		—
Weighted-average price ($/bbl)	$	—	$	60.00	$	60.00	$	65.00	$	—	$	—
Sold Puts (net)(2)
Hedged volume (bbls)	46,000		—		—		—		—		—
Weighted-average price ($/bbl)	$	40.00	$	—	$	—	$	—	$	—	$	—












NWPL - Natural Gas purchases(3)
Swaps
Hedged volume (mmbtu)	3,680,000		13,380,000		3,040,000		—		—		—
Weighted-average price ($/mmbtu)	$	3.96	$	4.27	$	4.26	$	—	$	—	$	—

__________

(1) Purchased calls and sold calls with the same strike price have been presented on a net basis.

(2) Purchased puts and sold puts with the same strike price have been presented on a net basis.

(3) The term “NWPL” is defined as Northwest Rocky Mountain Pipeline.

Schedule of Fair Values (Gross and Net) of Outstanding Derivatives

The following tables present the fair values (gross and net) of our outstanding derivatives as of September 30, 2024 and December 31, 2023:


	September 30, 2024
	Balance Sheet Classification	Gross Amounts Recognized at Fair Value		Gross Amounts Offset in the Balance Sheet		Net Fair Value Presented in the Balance Sheet
	(in thousands)
Assets:
Commodity Contracts	Current assets	$	33,422	$	(16,110)	$	17,312
Commodity Contracts	Non-current assets	23,225		(18,427)		4,798
Liabilities:
Commodity Contracts	Current liabilities	(16,110)		16,110		—
Commodity Contracts	Non-current liabilities	(18,427)		18,427		—
Total derivatives		$	22,110	$	—	$	22,110


	December 31, 2023
	Balance Sheet Classification	Gross Amounts Recognized at Fair Value		Gross Amounts Offset in the Balance Sheet		Net Fair Value Presented in the Balance Sheet
	(in thousands)
Assets:
Commodity Contracts	Current assets	$	26,230	$	(20,942)	$	5,288
Commodity Contracts	Non-current assets	28,992		(23,529)		5,463
Liabilities:
Commodity Contracts	Current liabilities	(30,723)		20,942		(9,781)
Commodity Contracts	Non-current liabilities	(24,488)		23,529		(959)
Total derivatives		$	11	$	—	$	11

Schedule of Gains (Losses) of Derivatives Instruments in Statement of Operations

Gains (Losses) on Derivatives


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
	(in thousands)
Realized (losses) gains on commodity derivatives:
Realized (losses) on oil sales derivatives	$	(2,907)	$	(12,304)	$	(17,390)	$	(21,512)
Realized (losses) gains on natural gas purchase derivatives	(7,490)		(7,128)		(21,216)		37,023
Total realized (losses) gains on derivatives	$	(10,397)	$	(19,432)	$	(38,606)	$	15,511

Unrealized gains (losses) on commodity derivatives:
Unrealized gains (losses) on oil sales derivatives	$	78,341	$	(90,977)	$	15,780	$	(22,399)
Unrealized (losses) gains on natural gas purchase derivatives	(285)		15,552		6,318		(42,013)
Total unrealized gains (losses) on derivatives	$	78,056	$	(75,425)	$	22,098	$	(64,412)
Total gains (losses) on derivatives	$	67,659	$	(94,857)	$	(16,508)	$	(48,901)

- Definition

Tabular disclosure of pertinent information about a derivative or group of derivatives on a disaggregated basis, such as for individual instruments, or small groups of similar instruments. May include a combination of the type of instrument, risks being hedged, notional amount, hedge designation, related hedged item, inception date, maturity date, or other relevant item.

+ References + Details

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash flows from operating activities:
Net income (loss)	$ 21,010	$ (25,151)
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation, depletion and amortization	128,423	119,605
Amortization of debt issuance costs	2,126	1,952
Impairment of oil and gas properties	43,980	0
Stock-based compensation expense	4,676	11,336
Deferred income taxes	4,850	(10,397)
Other operating expenses	(2,135)	1,283
Derivative activities:
Total losses	16,508	48,901
Cash settlements (paid) received on derivatives	(38,606)	15,511
Changes in assets and liabilities:
Decrease in accounts receivable	12,414	11,644
Decrease (increase) in other assets	7,072	(3,820)
Decrease in accounts payable and accrued expenses	(48,819)	(53,347)
Increase in other liabilities	17,360	2,122
Net cash provided by operating activities	168,859	119,639
Capital expenditures:
Capital expenditures	(85,135)	(56,124)
Changes in capital expenditures accruals	1,219	(10,431)
Acquisitions, net of cash received	(9,188)	(59,895)
Proceeds from sale of property and equipment and other	7,455	0
Net cash used in investing activities	(85,649)	(126,450)
Cash flows from financing activities:
Borrowings under 2021 RBL credit facility	502,500	387,000
Repayments on 2021 RBL credit facility	(506,000)	(330,000)
Dividends paid on common stock	(46,719)	(62,274)
Payment of deferred acquisition payable	(20,000)	0
Purchase of treasury stock	0	(10,029)
Shares withheld for payment of taxes on equity awards and other	(5,257)	(6,936)
Debt issuance cost	(3,098)	0
Net cash used in financing activities	(78,574)	(22,239)
Net increase (decrease) in cash and cash equivalents	4,636	(29,050)
Cash and cash equivalents:
Beginning	4,835	46,250
Ending	$ 9,471	$ 17,200

Oil and Natural Gas Properties (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Extractive Industries [Abstract]
Impairment of oil and gas properties	$ 0	$ 44,000	$ 0	$ 43,980	$ 0
Impairment of oil and gas properties after tax		$ 33,000
E&P
Segment Reporting Information [Line Items]
Percentage of impairment to total oil and gas properties		2.00%

Equity (Details) - USD ($)	1 Months Ended		3 Months Ended						9 Months Ended
Equity (Details) - USD ($)	Oct. 31, 2024	Mar. 31, 2024	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividends declared on common stock (in dollars per share)			$ 0.17	$ 0.12	$ 0.26	$ 0.14	$ 0.12	$ 0.50
Common stock, dividends paid (in dollars per share)			$ 0.17		0.26
Fair value of awards granted		$ 13,000,000
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grants in period (in shares)		1,328,000
Vesting period (in years)		3 years
Performance-based Restricted Stock Units (PSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grants in period (in shares)		406,000
Vesting period (in years)		3 years
Performance-based Restricted Stock Units (PSUs) \| Share-based Payment Arrangement, Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting rights		50.00%
Performance-based Restricted Stock Units (PSUs) \| Share-based Payment Arrangement, Tranche Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting rights		50.00%
Total Stockholder Return Performance Based Restricted Stock Units Granted in Period \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Possible range of shares received over amount granted (as a percent)		0.00%
Total Stockholder Return Performance Based Restricted Stock Units Granted in Period \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Possible range of shares received over amount granted (as a percent)		200.00%
Stock Repurchase Program
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Treasury stock repurchased (in shares)			0						0
Treasury stock, aggregate (in shares)			11,900,000						11,900,000
Treasury stock, aggregate			$ 114,000,000						$ 114,000,000
Remaining authorized repurchase amount			$ 190,000,000						$ 190,000,000
Subsequent Event
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividends declared on common stock (in dollars per share)	$ 0.03
2024 Q1 Fixed Dividend
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividends declared on common stock (in dollars per share)					0.12
2024 Q1 Variable Dividend
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividends declared on common stock (in dollars per share)					$ 0.14
2024 Q3 Fixed Dividend
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividends declared on common stock (in dollars per share)			$ 0.12
2024 Q3 Variable Dividend
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividends declared on common stock (in dollars per share)			$ 0.05

Derivatives - Schedule of Fair Values (Gross and Net) of Outstanding Derivatives (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Liabilities:
Total derivatives	$ 22,110	$ 11
Commodity Contracts \| Current assets
Assets:
Gross Amounts Recognized at Fair Value	33,422	26,230
Gross Amounts Offset in the Balance Sheet	(16,110)	(20,942)
Net Fair Value Presented in the Balance Sheet	17,312	5,288
Commodity Contracts \| Non-current assets
Assets:
Gross Amounts Recognized at Fair Value	23,225	28,992
Gross Amounts Offset in the Balance Sheet	(18,427)	(23,529)
Net Fair Value Presented in the Balance Sheet	4,798	5,463
Commodity Contracts \| Current liabilities
Liabilities:
Gross Amounts Recognized at Fair Value	(16,110)	(30,723)
Gross Amounts Offset in the Balance Sheet	16,110	20,942
Net Fair Value Presented in the Balance Sheet	0	(9,781)
Commodity Contracts \| Non-current liabilities
Liabilities:
Gross Amounts Recognized at Fair Value	(18,427)	(24,488)
Gross Amounts Offset in the Balance Sheet	18,427	23,529
Net Fair Value Presented in the Balance Sheet	$ 0	$ (959)

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 9,471	$ 4,835
Accounts receivable, net of allowance for doubtful accounts of $655 at September 30, 2024 and December 31, 2023	74,542	86,918
Derivative instruments	17,312	5,288
Other current assets	35,539	43,759
Total current assets	136,864	140,800
Noncurrent assets:
Oil and natural gas properties	1,954,258	1,906,134
Accumulated depletion and amortization	(698,350)	(592,621)
Total oil and natural gas properties, net	1,255,908	1,313,513
Other property and equipment	169,017	167,767
Accumulated depreciation	(87,650)	(74,668)
Total other property and equipment, net	81,367	93,099
Deferred income taxes	27,378	30,308
Derivative instruments	4,798	5,463
Other noncurrent assets	10,833	10,975
Total assets	1,517,148	1,594,158
Current liabilities:
Accounts payable and accrued expenses	144,186	213,401
Derivative instruments	0	9,781
Current portion of long-term debt	27,500	0
Total current liabilities	171,686	223,182
Noncurrent liabilities:
Long-term debt, net	398,000	427,993
Derivative instruments	0	959
Deferred income taxes	4,264	2,344
Asset retirement obligations	178,329	176,578
Other noncurrent liabilities	32,660	5,126
Commitments and Contingencies - Note 4
Stockholders' equity:
Common stock ($0.001 par value; 750,000,000 shares authorized; 88,942,805 and 87,671,241 shares issued; and 76,938,994 and 75,667,430 shares outstanding, at September 30, 2024 and December 31, 2023, respectively)	89	88
Additional paid-in-capital	785,459	819,157
Treasury stock, at cost (12,003,811 shares at September 30, 2024 and December 31, 2023, respectively)	(113,768)	(113,768)
Retained earnings	60,429	52,499
Total stockholders' equity	732,209	757,976
Total liabilities and stockholders' equity	$ 1,517,148	$ 1,594,158

Earnings Per Share - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Basic EPS calculation
Net income (loss)	$ 69,863	$ (8,769)	$ (40,084)	$ (45,062)	$ 25,770	$ (5,859)	$ 21,010	$ (25,151)
Weighted-average shares of common stock outstanding (in shares)	76,939,000			75,662,000			76,712,000	76,163,000
Basic income (loss) per share (in dollars per share)	$ 0.91			$ (0.60)			$ 0.27	$ (0.33)
Diluted EPS calculation
Net income (loss)	$ 69,863	$ (8,769)	$ (40,084)	$ (45,062)	$ 25,770	$ (5,859)	$ 21,010	$ (25,151)
Weighted-average shares of common stock outstanding (in shares)	76,939,000			75,662,000			76,712,000	76,163,000
Dilutive effect of potentially dilutive securities (in shares)	121,000			0			191,000	0
Weighted-average common shares outstanding - diluted (in shares)	77,060,000			75,662,000			76,903,000	76,163,000
Diluted income (loss) per share (in dollars per share)	$ 0.91			$ (0.60)			$ 0.27	$ (0.33)
RSUs and PSUs
Diluted EPS calculation
Dilutive effect of potentially dilutive securities (in shares)	121,000			0			191,000	0
Potentially dilutive securities (in shares)				1,900,000				1,900,000

Supplemental Disclosures to the Financial Statements - Narrative (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Jul. 31, 2024	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Business Acquisition [Line Items]
Other noncurrent assets		$ 10,833		$ 10,833		$ 10,975
Operating lease right-of-use assets		6,000		6,000		8,000
Deferred financing costs, net of amortization		5,000		5,000		3,000
Asset retirement obligation, increase				2,000
Asset retirement obligations		178,329		178,329		176,578
Asset retirement obligation, accretion expense				9,000
Asset retirement obligation, liabilities incurred				2,000
Asset retirement obligation, liabilities settled				9,000
Other noncurrent liabilities		32,660		32,660		$ 5,126
Greenhouse gas liability, noncurrent		29,000		29,000
Long-term lease obligations		4,000		4,000
Other operating income		4,687	$ 505	8,024	$ 1,824
Loss on material equipment sales		1,000
Royalty receipts and property tax refunds				2,000
Loss on sale of inventory				2,000
CJWS Storage Facility
Business Acquisition [Line Items]
Gain on sale	$ 5,000	$ 5,000		$ 5,000

Segment Information - Narrative (Details) $ in Thousands	3 Months Ended		9 Months Ended
Segment Information - Narrative (Details) $ in Thousands	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) segment	Sep. 30, 2023 USD ($)
Segment Reporting Information [Line Items]
Business segments \| segment			2
Revenues	$ (184,350)	$ (222,084)	$ (590,324)	$ (647,045)
Intersegment Eliminations
Segment Reporting Information [Line Items]
Revenues	$ 5,000	$ 2,000	$ 15,000	$ 5,000

- Definition

+ References

+ Details

Supplemental Disclosures to the Financial Statements

9 Months Ended

Sep. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Supplemental Disclosures to the Financial Statements

Other current assets reported on the condensed consolidated balance sheets included the following:


	September 30, 2024		December 31, 2023
	(in thousands)
Prepaid expenses	$	7,178	$	12,330
Materials and supplies	13,084		17,021

Deposits	9,055		9,012

Oil inventories	4,341		4,098
Other	1,881		1,298
Total other current assets	$	35,539	$	43,759

Noncurrent assets

Other noncurrent assets at September 30, 2024 was approximately $11 million, which mainly included $6 million of operating lease right-of-use assets, net of amortization and $5 million of deferred financing costs, net of amortization. At December 31, 2023, other non-current assets was approximately $11 million, which included $8 million of operating lease right-of-use assets, net of amortization and $3 million of deferred financing costs, net of amortization.

Accounts payable and accrued expenses on the condensed consolidated balance sheets included the following:


	September 30, 2024		December 31, 2023
	(in thousands)
Accounts payable - trade	$	20,231	$	31,184
Deferred acquisition payable(1)	—		18,999
Accrued expenses	53,246		55,663
Royalties payable	22,444		28,179
Greenhouse gas liability - current portion(2)	8,323		37,945
Taxes other than income tax liability	12,579		6,488
Accrued interest	5,036		11,999

Asset retirement obligations - current portion	20,000		20,000
Operating lease liability	2,327		2,944

Total accounts payable and accrued expenses	$	144,186	$	213,401

__________

(1) The deferred consideration of $20 million for the acquisition of Macpherson Energy was paid in July 2024.

(2) The current portion of greenhouse gas liability will be settled in the fourth quarter of 2024.

Noncurrent liabilities

The increase of approximately $2 million in the long-term portion of the asset retirement obligations from $177 million at December 31, 2023 to $178 million at September 30, 2024 was due to $9 million of accretion expense and $2 million of liabilities incurred, largely offset by $9 million of liabilities settled during the period.

Other noncurrent liabilities at September 30, 2024 was approximately $33 million, which included approximately $29 million of greenhouse gas liability, and $4 million of operating lease noncurrent liability. At December 31, 2023, other noncurrent liabilities was approximately $5 million, which was operating lease noncurrent liability.

Supplemental Information on the Statement of Operations

For the three months ended September 30, 2024, other operating income was $5 million and mainly consisted of a gain on CJWS property sold of approximately $5 million in addition to a loss on material and equipment sales of approximately $1 million. For the nine months ended September 30, 2024, other operating income was $8 million and mainly consisted of a gain on property sold for CJWS for approximately $5 million and prior period royalty receipts and property tax refunds of approximately $2 million. The gains were offset by a loss on material inventory sales for approximately $2 million. For the nine months ended September 30, 2023, other operating income was $2 million, and mainly consisted of net property tax refunds from prior periods and a net gain on equipment sales.

Supplemental Cash Flow Information

Supplemental disclosures to the condensed consolidated statements of cash flows are presented below:




	Nine Months Ended September 30,
	2024		2023
	(in thousands)


Supplemental Disclosures of Significant Non-Cash Investing Activities:
Deferred consideration payable for acquisition(1)	$	—	$	18,499
Material inventory transfers to oil and natural gas properties	$	3,937	$	1,300
Supplemental Disclosures of Cash Payments (Receipts):
Interest, net of amounts capitalized	$	32,825	$	30,457
Income taxes payments	$	2,777	$	2,757

__________

(1) The deferred consideration of $20 million for the acquisition of Macpherson Energy was paid in July 2024.

Revenue Recognition (Tables)

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

The following table provides disaggregated revenue for the three and nine months ended September 30, 2024 and 2023:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
	(in thousands)
Oil sales	$	151,735	$	168,491	$	480,953	$	475,138
Natural gas sales	1,751		3,130		5,910		19,083
Natural gas liquids sales	952		990		2,674		2,450
Service revenue(1)	25,465		45,511		88,303		137,808
Electricity sales	4,410		3,849		12,344		12,372

Other revenues	37		113		140		194
Revenues from contracts with customers	184,350		222,084		590,324		647,045
Gains (losses) gains on oil and gas sales derivatives	75,434		(103,282)		(1,610)		(43,912)
Total revenues and other	$	259,784	$	118,802	$	588,714	$	603,133

__________

Supplemental Disclosures to the Financial Statements - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Jul. 31, 2024	Dec. 31, 2023
Business Acquisition [Line Items]
Accounts payable - trade	$ 20,231		$ 31,184
Deferred acquisition payable	0		18,999
Accrued expenses	53,246		55,663
Royalties payable	22,444		28,179
Greenhouse gas liability - current portion	8,323		37,945
Taxes other than income tax liability	12,579		6,488
Accrued interest	5,036		11,999
Asset retirement obligations - current portion	20,000		20,000
Operating lease liability	2,327		2,944
Total accounts payable and accrued expenses	$ 144,186		$ 213,401
Macpherson Energy Corporation
Business Acquisition [Line Items]
Deferred acquisition payable		$ 20,000

Supplemental Disclosures to the Financial Statements - Schedule of Supplemental Disclosures to the Statements of Cash Flows (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Supplemental Disclosures of Significant Non-Cash Investing Activities:
Deferred consideration payable for acquisition	$ 0	$ 18,499
Material inventory transfers to oil and natural gas properties	3,937	1,300
Supplemental Disclosures of Cash Payments (Receipts):
Interest, net of amounts capitalized	32,825	30,457
Income taxes payments	2,777	$ 2,757
Deferred acquisition payable	$ 0		$ 18,999

Basis of Presentation	9 Months Ended
Basis of Presentation	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation “Berry Corp.” refers to Berry Corporation (bry), a Delaware corporation, which is the sole member of each of its Delaware limited liability company subsidiaries: (1) Berry Petroleum Company, LLC (“Berry LLC”), which owns Macpherson Energy, LLC (“Macpherson Energy”) and its subsidiaries; (2) CJ Berry Well Services Management, LLC (“C&J Management”) and (3) C&J Well Services, LLC, (“C&J,” together with C&J Management, “CJWS”). As the context may require, the “Company,” “we,” “our” or similar words in this report refer to, Berry Corp., together with its subsidiaries, Berry LLC, C&J Management, and C&J. Nature of Business We are a western United States independent upstream energy company with a focus on onshore, low geologic risk, low decline, long-lived oil and gas reserves. We operate in two business segments: (i) exploration and production (“E&P”) and (ii) well servicing and abandonment. Our E&P assets are located in California and Utah, are characterized by high oil content and are predominantly located in rural areas with low population. Our California assets are in the San Joaquin basin (100% oil), while our Utah assets are in the Uinta basin (60% oil and 40% gas). We operate our well servicing and abandonment segment in California. Principles of Consolidation and Reporting The condensed consolidated financial statements were prepared in conformity with U.S. generally accepted accounting principles (“GAAP”), which requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. In management’s opinion, the accompanying financial statements contain all normal, recurring adjustments that are necessary to fairly present our interim unaudited condensed consolidated financial statements. We eliminated all significant intercompany transactions and balances upon consolidation. For oil and gas E&P joint ventures in which we have a direct working interest, we account for our proportionate share of assets, liabilities, revenue, expense and cash flows within the relevant lines of the financial statements. We prepared this report pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) applicable to interim financial information, which permit the omission of certain disclosures to the extent they have not changed materially since the latest annual financial statements. We believe our disclosures are adequate to make the disclosed information not misleading. The results reported in these unaudited condensed consolidated financial statements may not accurately forecast results for future periods. This Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and the notes thereto in our Annual Report on Form 10-K for the year ended December 31, 2023. New Accounting Standards Issued, But Not Yet Adopted In November 2023, the Financial Accounting Standards Board (“FASB”) issued guidance to improve the reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the guidance enhances interim disclosure requirements, clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss and contains other disclosure requirements. The purpose of the guidance is to enable investors to better understand an entity’s overall performance and assess potential future cash flows. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. Adoption of this standard will result in additional disclosure, but will not impact the Company’s consolidated financial position, results of operations or cash flows. In December 2023, the FASB issued rules to enhance the annual income tax disclosure to address investors’ request for more information regarding tax risks and opportunities present in an entity’s operations related to the effective tax rate reconciliation and income taxes paid. The guidance is effective for fiscal periods beginning after December 15, 2024, with early adoption permitted for annual financial statements. We are currently evaluating the impact the new guidance will have on our consolidated financial statements Adoption of this standard will result in additional disclosure, but will not impact the Company’s consolidated financial position, results of operations or cash flows.

Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule of Earnings Per Share




	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
	(in thousands except per share amounts)
Basic EPS calculation
Net income (loss)	$	69,863	$	(45,062)	$	21,010	$	(25,151)




Weighted-average shares of common stock outstanding	76,939		75,662		76,712		76,163
Basic income (loss) per share	$	0.91	$	(0.60)	$	0.27	$	(0.33)
Diluted EPS calculation
Net income (loss)	$	69,863	$	(45,062)	$	21,010	$	(25,151)




Weighted-average shares of common stock outstanding	76,939		75,662		76,712		76,163
Dilutive effect of potentially dilutive securities(1)	121		—		191		—
Weighted-average common shares outstanding - diluted	77,060		75,662		76,903		76,163
Diluted income (loss) per share	$	0.91	$	(0.60)	$	0.27	$	(0.33)

__________

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ 69,863	$ (8,769)	$ (40,084)	$ (45,062)	$ 25,770	$ (5,859)	$ 21,010	$ (25,151)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Debt - Schedule of Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Aug. 26, 2021	Feb. 28, 2018
Debt Instrument [Line Items]
Debt - Principal Amount	$ 427,500	$ 431,000
Debt Issuance Costs	(2,000)	(3,007)
Current portion of long-term debt	(27,500)	0
Long-term debt, net	398,000	427,993
2026 Notes \| Unsecured Debt
Debt Instrument [Line Items]
Debt - Principal Amount	$ 400,000	400,000
Interest Rate	7.00%			7.00%
Revolving Credit Facility \| 2021 RBL Facility \| Line of Credit
Debt Instrument [Line Items]
Debt - Principal Amount	$ 27,500	$ 31,000
Variable rate (as a percent)	10.25%	10.50%
Security	90.00%		90.00%
Revolving Credit Facility \| 2022 ABL Facility \| Line of Credit
Debt Instrument [Line Items]
Debt - Principal Amount	$ 0	$ 0
Variable rate (as a percent)	9.25%	9.75%

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Treasury Stock	Retained Earnings
Beginning balance at Dec. 31, 2022	$ 800,485	$ 86	$ 821,443	$ (103,739)	$ 82,695
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares withheld for payment of taxes on equity awards and other	(4,260)		(4,260)
Stock-based compensation	4,989		4,989
Issuance of common stock	2	2
Dividends declared on common stock	(42,421)				(42,421)
Net income (loss)	(5,859)				(5,859)
Ending balance at Mar. 31, 2023	752,936	88	822,172	(103,739)	34,415
Beginning balance at Dec. 31, 2022	800,485	86	821,443	(103,739)	82,695
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(25,151)
Ending balance at Sep. 30, 2023	708,119	88	815,936	(113,768)	5,863
Beginning balance at Mar. 31, 2023	752,936	88	822,172	(103,739)	34,415
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares withheld for payment of taxes on equity awards and other	(2,612)		(2,612)
Stock-based compensation	3,770		3,770
Purchases of treasury stock	(10,029)			(10,029)
Dividends declared on common stock	(9,260)				(9,260)
Net income (loss)	25,770				25,770
Ending balance at Jun. 30, 2023	760,575	88	823,330	(113,768)	50,925
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares withheld for payment of taxes on equity awards and other	(44)		(44)
Stock-based compensation	3,243		3,243
Dividends declared on common stock	(10,593)		(10,593)
Net income (loss)	(45,062)				(45,062)
Ending balance at Sep. 30, 2023	708,119	88	815,936	(113,768)	5,863
Beginning balance at Dec. 31, 2023	757,976	88	819,157	(113,768)	52,499
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares withheld for payment of taxes on equity awards and other	(5,257)		(5,257)
Stock-based compensation	616		616
Issuance of common stock	1	1
Dividends declared on common stock	(24,408)		(24,408)
Net income (loss)	(40,084)				(40,084)
Ending balance at Mar. 31, 2024	688,844	89	790,108	(113,768)	12,415
Beginning balance at Dec. 31, 2023	757,976	88	819,157	(113,768)	52,499
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	21,010
Ending balance at Sep. 30, 2024	732,209	89	785,459	(113,768)	60,429
Beginning balance at Mar. 31, 2024	688,844	89	790,108	(113,768)	12,415
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	2,118		2,118
Dividends declared on common stock	(9,233)		(9,233)
Net income (loss)	(8,769)				(8,769)
Ending balance at Jun. 30, 2024	672,960	89	782,993	(113,768)	3,646
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	2,466		2,466
Dividends declared on common stock	(13,080)				(13,080)
Net income (loss)	69,863				69,863
Ending balance at Sep. 30, 2024	$ 732,209	$ 89	$ 785,459	$ (113,768)	$ 60,429

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

- Definition

Equity impact of the value of new stock issued during the period. Includes shares issued in an initial public offering or a secondary public offering.

+ References + Details

- Definition

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

+ References

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+ Details

Derivatives

9 Months Ended

Sep. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

We utilize derivatives, such as swaps, puts, calls and collars, to hedge a portion of our forecasted oil and gas production and gas purchases to reduce exposure to fluctuations in oil and natural gas prices, which addresses our market risk. In addition to satisfying the oil hedging requirements of the 2021 RBL Facility, which specifies the volume and types of our hedges, we target covering our operating expenses and a majority of our fixed charges, which includes capital needed to sustain production levels, as well as interest and fixed dividends as applicable, with the oil and gas sales hedges generally for a period of up to three years out. At times, we will hedge beyond three years when strike prices appear to satisfy anticipated costs in those years. Additionally, we target fixing the price for a large portion of our natural gas purchases used in our steam operations for up to three years. We have also entered into gas transportation contracts to help reduce the price fluctuation exposure, however these do not qualify as hedges. We also, from time to time, have entered into agreements to purchase a portion of the natural gas we require for our operations, which we do not record at fair value as derivatives because they qualify for normal purchases and normal sales exclusions. We had no such transactions in the periods presented.

Oil Sales Hedges

For fixed-price sales swaps, we are the seller, so we make settlement payments for prices above the indicated weighted-average price per bbl and per mmbtu, respectively, and receive settlement payments for prices below the indicated weighted-average price per bbl and per mmbtu, respectively.

For our sold call options, we would make settlement payments for prices above the indicated weighted-average price per barrel, net of any deferred premium. No payment would be made or received for prices below the indicated weighted-average price per barrel, other than any applicable deferred premium.

For our purchased puts, we would receive settlement payments for prices below the indicated weighted-average price per barrel, net of any deferred premium. No payment would be made or received for prices above the indicated weighted-average price per barrel, other than any applicable deferred premium.

For our sold puts, we would make settlement payments for prices below the indicated weighted-average price per barrel, net of any deferred premium. No payment would be made or received for prices above the indicated weighted-average price per barrel, other than any applicable deferred premium.

Gas Purchase Hedges

For fixed-price gas purchase swaps, we are the buyer, so we make settlement payments for prices below the indicated weighted-average price per mmbtu and receive settlement payments for prices above the indicated weighted-average price per mmbtu.

For some of our options we paid or received a premium at the time the positions were created and for others, the premium payment or receipt is deferred until the time of settlement. As of September 30, 2024, we have net payable deferred premiums of less than $1 million, which is reflected in the mark-to-market valuation and will be payable through December 31, 2024.

We use oil and gas production hedges to protect our sales against decreases in oil and gas prices. We also use natural gas purchase hedges to protect our natural gas purchases against increases in prices. We do not enter into derivative contracts for speculative trading purposes and have not accounted for our derivatives as cash-flow or fair-value hedges. The changes in fair value of these instruments are recorded in current earnings. Gains (losses) on oil and gas sales hedges are classified in the revenues and other section of the statement of operations, while natural gas purchase hedges are included in expenses and other section of the statement of operations.

As of September 30, 2024, we had the following crude oil production and gas purchases hedges.


	Q4 2024		FY 2025		FY 2026		FY 2027		FY 2028		FY 2029
Brent - Crude Oil production
Swaps
Hedged volume (bbls)	1,438,656		4,951,125		2,633,268		3,056,000		2,378,000		724,000
Weighted-average price ($/bbl)	$	76.93	$	76.06	$	71.76	$	70.66	$	68.36	$	67.44

Sold Calls(1)
Hedged volume (bbls)	92,000		296,127		1,251,500		318,500		—		—
Weighted-average price ($/bbl)	$	105.00	$	88.69	$	85.53	$	80.03	$	—	$	—
Purchased Puts (net)(2)
Hedged volume (bbls)	322,000		—		—		—		—		—
Weighted-average price ($/bbl)	$	50.00	$	—	$	—	$	—	$	—	$	—

Purchased Puts (net)(2)
Hedged volume (bbls)	—		296,127		1,251,500		318,500		—		—
Weighted-average price ($/bbl)	$	—	$	60.00	$	60.00	$	65.00	$	—	$	—
Sold Puts (net)(2)
Hedged volume (bbls)	46,000		—		—		—		—		—
Weighted-average price ($/bbl)	$	40.00	$	—	$	—	$	—	$	—	$	—












NWPL - Natural Gas purchases(3)
Swaps
Hedged volume (mmbtu)	3,680,000		13,380,000		3,040,000		—		—		—
Weighted-average price ($/mmbtu)	$	3.96	$	4.27	$	4.26	$	—	$	—	$	—

__________

(1) Purchased calls and sold calls with the same strike price have been presented on a net basis.

(2) Purchased puts and sold puts with the same strike price have been presented on a net basis.

(3) The term “NWPL” is defined as Northwest Rocky Mountain Pipeline.

Our commodity derivatives are measured at fair value using industry-standard models with various inputs including publicly available underlying commodity prices and forward curves, and all are classified as Level 2 in the required fair value hierarchy for the periods presented. These commodity derivatives are subject to counterparty netting. The following tables present the fair values (gross and net) of our outstanding derivatives as of September 30, 2024 and December 31, 2023:


	September 30, 2024
	Balance Sheet Classification	Gross Amounts Recognized at Fair Value		Gross Amounts Offset in the Balance Sheet		Net Fair Value Presented in the Balance Sheet
	(in thousands)
Assets:
Commodity Contracts	Current assets	$	33,422	$	(16,110)	$	17,312
Commodity Contracts	Non-current assets	23,225		(18,427)		4,798
Liabilities:
Commodity Contracts	Current liabilities	(16,110)		16,110		—
Commodity Contracts	Non-current liabilities	(18,427)		18,427		—
Total derivatives		$	22,110	$	—	$	22,110


	December 31, 2023
	Balance Sheet Classification	Gross Amounts Recognized at Fair Value		Gross Amounts Offset in the Balance Sheet		Net Fair Value Presented in the Balance Sheet
	(in thousands)
Assets:
Commodity Contracts	Current assets	$	26,230	$	(20,942)	$	5,288
Commodity Contracts	Non-current assets	28,992		(23,529)		5,463
Liabilities:
Commodity Contracts	Current liabilities	(30,723)		20,942		(9,781)
Commodity Contracts	Non-current liabilities	(24,488)		23,529		(959)
Total derivatives		$	11	$	—	$	11

By using derivative instruments to economically hedge exposure to changes in commodity prices, we expose ourselves to credit risk. Credit risk is the failure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is positive, the counterparty owes us, which creates credit risk. We do not receive collateral from our counterparties.

We minimize the credit risk in derivative instruments by limiting our exposure to any single counterparty. In addition, our 2021 RBL Facility prevents us from entering into hedging arrangements that are secured, except with our lenders and their affiliates, or with a non-lender counterparty that does not have an A or A2 credit rating or better from Standard & Poor’s or Moody’s, respectively. In accordance with our standard practice, our commodity derivatives are subject to counterparty netting under agreements governing such derivatives which partially mitigates the counterparty nonperformance risk.

Gains (Losses) on Derivatives


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
	(in thousands)
Realized (losses) gains on commodity derivatives:
Realized (losses) on oil sales derivatives	$	(2,907)	$	(12,304)	$	(17,390)	$	(21,512)
Realized (losses) gains on natural gas purchase derivatives	(7,490)		(7,128)		(21,216)		37,023
Total realized (losses) gains on derivatives	$	(10,397)	$	(19,432)	$	(38,606)	$	15,511

Unrealized gains (losses) on commodity derivatives:
Unrealized gains (losses) on oil sales derivatives	$	78,341	$	(90,977)	$	15,780	$	(22,399)
Unrealized (losses) gains on natural gas purchase derivatives	(285)		15,552		6,318		(42,013)
Total unrealized gains (losses) on derivatives	$	78,056	$	(75,425)	$	22,098	$	(64,412)
Total gains (losses) on derivatives	$	67,659	$	(94,857)	$	(16,508)	$	(48,901)

Oil and Natural Gas Properties	9 Months Ended
Oil and Natural Gas Properties	Sep. 30, 2024
Extractive Industries [Abstract]
Oil and Natural Gas Properties	Oil and Natural Gas Properties We evaluate the impairment of our proved and unproved oil and natural gas properties whenever events or changes in circumstance indicate that a property’s carrying value may not be recoverable. If the carrying amount of the proved properties exceeds the estimated undiscounted future cash flows, we record an impairment charge to reduce the carrying values of proved properties to their estimated fair value. We evaluate the impairment of our unproved oil and gas properties on a property-by-property basis whenever events or changes in circumstances indicate the carrying value may not be recoverable. If exploration and development work were to be unsuccessful, or management decided not to pursue development of these properties as a result of lower commodity prices, higher development and operating costs, contractual conditions, regulatory constraints or other factors, the capitalized costs of such properties would be expensed. The timing of any write-downs of unproved properties, if warranted, depends upon management’s plans, the nature, timing and extent of future exploration and development activities and their results. An impairment triggering event occurred as of June 2024 as a result of the following legislative events. On September 16, 2022, the California Governor signed into law Senate Bill No. 1137 (SB 1137) which prohibits CalGEM from permitting any new wells, or the rework of existing wells, if the proposed new drill or rework is within 3,200 feet of certain sensitive receptors such as homes, schools or parks. The law originally became effective January 1, 2023. However, in December 2022, proponents of a voter referendum (the “Referendum”) collected more than the number of signatures required to put SB 1137 on the November 2024 ballot. On February 3, 2023, the Secretary of State of California certified the signatures and confirmed that the Referendum qualified for the November 2024 ballot. SB 1137 was stayed pending a vote of the California General Election in November 2024, however, in June 2024, the ballot proposal was withdrawn with the proposal’s sponsors instead indicating a view to challenging SB 1137 in court and the provisions of SB 1137 then became effective immediately. SB 1137 prohibits the issuance of well permits and the construction and operation of new production facilities within a health protection zone of 3,200 feet from a sensitive receptor, as defined in the regulation. However, on September 30, 2024, the Governor signed into law Senate Bill No. 218 (SB 218), which delays the deadline for compliance with CalGEM’s regulations implementing SB 1137 until July 1, 2026 and further delays compliance with certain other requirements of AB 1137 by up to three years. As a result of SB 1137 previously going into effect as of June 2024, in the second quarter of 2024 we identified a triggering event that required assessment with respect to our proved and unproved oil and gas properties. This event also triggered the reassessment of the DD&A rate of certain proved properties, which was adjusted as of the triggering event date. This legislation impacts our ability to develop proved undeveloped reserves and our unproved acreage as planned. Our assessment of the triggering event for proved property impairment did not indicate that after consideration of the impact of SB 1137 it was more likely than not that the associated costs would be recoverable as of June 30, 2024. We believe our current plans and exploration and development efforts will allow us to realize the carrying value of our proved property balance. Our assessment of the triggering event for unproved property cost impairment indicated, however that portions of our capitalized unproved costs would not be recoverable given their proximity to sensitive receptors. Consequently, we recorded a non-cash pre-tax asset impairment charge of $44 million, $33 million after-tax on unproved oil and gas properties in certain California locations during the second quarter of 2024. The impairment represented approximately 2% of our total oil and natural gas properties in the E&P segment as of the impairment date. As of September 30, 2024, no triggering events were identified for proved or unproved property costs.

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies In the normal course of business, we, or our subsidiaries, are the subject of, or party to, pending or threatened legal proceedings, contingencies and commitments involving a variety of matters that seek, or may seek, among other things, compensation for alleged personal injury, breach of contract, false claims, property damage or other losses, punitive damages, fines and penalties, remediation costs, or injunctive or declaratory relief. We accrue for currently outstanding lawsuits, claims and proceedings when it is probable that a liability has been incurred and the liability can be reasonably estimated. We have not recorded any reserve balances at September 30, 2024 and December 31, 2023. We also evaluate the amount of reasonably possible losses that we could incur as a result of these matters. We believe that reasonably possible losses that we could incur in excess of accruals on our balance sheet would not be material to our consolidated financial position or results of operations. We, or our subsidiaries, or both, have indemnified various parties against specific liabilities those parties might incur in the future in connection with transactions that they have entered into with us. As of September 30, 2024, we are not aware of material indemnity claims pending or threatened against us. Securities Litigation Matters In November 2020, a putative securities class action (the “Securities Class Action”) was filed in the United States District Court for the Northern District of Texas, claiming that Berry Corp. and certain of its current and former directors and officers violated the Securities Act of 1933 and the Exchange Act of 1934 by allegedly making false and misleading statements between the IPO and November 3, 2020, and in the IPO offering materials, about the Company’s permits and permitting processes. While the motion for class certification was still pending before the court, the parties reached an agreement-in-principle to settle all claims in the Securities Class Action for an aggregate sum of $2.5 million. Following notice to the class and an opt-out and objection process, the Court granted final approval of the settlement on February 6, 2024, and terminated the case. The Defendants continue to maintain that the claims were without merit and admitted no liability in connection with the settlement. While the Securities Class Action is now concluded, certain related shareholder derivative actions remain pending. On October 20, 2022, a shareholder derivative lawsuit (the “Assad Lawsuit”) was filed in the United States District Court for the Northern District of Texas by putative stockholder George Assad, allegedly on behalf of the Company, that piggy-backs on the Securities Class Action and is currently pending before the same court. The derivative complaint names certain current and former officers and directors as defendants, and generally alleges that they breached their fiduciary duties by causing or failing to prevent the securities violations alleged in the Securities Class Action. The derivative complaint also alleges claims for unjust enrichment as against all defendants, and claims for contribution and indemnification under Sections 10(b) and 21D of the Exchange Act. On January 27, 2023, the court granted the parties’ joint stipulated request to stay the Assad Lawsuit pending resolution of the Securities Class Action. On January 20, 2023, a second shareholder derivative lawsuit (the “Karp Lawsuit,” together with the Assad Lawsuit, the “Shareholder Derivative Actions”) was filed, this time in the United States District Court for the District of Delaware, by putative stockholder Molly Karp, allegedly on behalf of the Company, again piggy-backing on the Securities Class Action. This complaint, similar to the Assad Lawsuit, is brought against certain current and former officers and directors of the Company, asserting breach of fiduciary duty, aiding and abetting, and contribution claims based on the defendants allegedly having caused or failed to prevent the securities violations alleged in the Securities Class Action. In addition, the complaint asserts a claim under Section 14(a) of the Exchange Act, alleging that Berry’s 2022 proxy statement was false and misleading in that it suggested the Company’s internal controls were sufficient and the Board of Directors was adequately overseeing material risks facing the Company when, according to the derivative plaintiff, that was not the case. On February 13, 2023, the court granted the parties’ joint stipulated request to stay the Karp Lawsuit pending further developments in the Securities Class Action. The settlement of the Securities Class Action did not resolve the Shareholder Derivative Actions, which remain pending. The defendants continue to believe the claims in the Shareholder Derivative Actions are without merit and intend to defend vigorously against them, but there can be no assurances as to the outcome. At this time, we are unable to estimate the probability or the amount of liability, if any, related to these matters. In addition, on or around April 17, 2023, the Company received a stockholder litigation demand that the Board of Directors investigate and commence legal proceedings against certain current and former officers and directors based ostensibly on the same claims asserted in the Shareholder Derivative Actions. The Board of Directors appointed a Demand Review Committee for the purpose of reviewing the demand. Commitments We have entered into contracts to purchase GHG compliance instruments totaling $22 million, of which $6 million was delivered and paid in October 2024. The remaining amount of $16 million of these instruments will be delivered and paid in 2025.