Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 02, 2024 | |
Document Information [Line Items] | ||
Entity Registrant Name | Sitio Royalties Corp. | |
Entity Central Index Key | 0001949543 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2024 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity File Number | 001-41585 | |
Entity Tax Identification Number | 88-4140242 | |
Entity Address, Address Line One | 1401 Lawrence Street | |
Entity Address, Address Line Two | Suite 1750 | |
Entity Address, City or Town | Denver | |
Entity Address, State or Province | DE | |
Entity Address, Postal Zip Code | 80202 | |
City Area Code | 720 | |
Local Phone Number | 640-7620 | |
Entity Shell Company | false | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Class A common stock, par value $0.0001 per share | |
Trading Symbol | STR | |
Security Exchange Name | NYSE | |
Entity Incorporation, State or Country Code | CO | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Class A Common Stock [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 80,538,109 | |
Class C Common Stock [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 73,718,361 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets | ||
Cash and cash equivalents | $ 16,348 | $ 15,195 |
Accrued revenue and accounts receivable | 129,454 | 107,347 |
Prepaid assets | 1,839 | 12,362 |
Derivative asset | 5,547 | 19,080 |
Total current assets | 153,188 | 153,984 |
Oil and natural gas properties, successful efforts method: | ||
Unproved properties | 2,579,583 | 2,698,991 |
Proved properties | 2,674,068 | 2,377,196 |
Other property and equipment | 3,601 | 3,711 |
Accumulated depreciation, depletion, amortization, and impairment | (660,139) | (498,531) |
Total property and equipment, net | 4,597,113 | 4,581,367 |
Long-term assets | ||
Deferred financing costs | 9,689 | 11,205 |
Long-term derivative asset | 3,440 | |
Operating lease right-of-use asset | 5,240 | 5,970 |
Other long-term assets | 2,781 | 2,835 |
Total long-term assets | 17,710 | 23,450 |
TOTAL ASSETS | 4,768,011 | 4,758,801 |
Current liabilities | ||
Accounts payable and accrued expenses | 27,081 | 30,050 |
Operating lease liability | 1,596 | 1,725 |
Total current liabilities | 28,677 | 31,775 |
Long-term liabilities | ||
Long-term debt | 1,049,338 | 865,338 |
Deferred tax liability | 252,450 | 259,870 |
Non-current operating lease liability | 4,804 | 5,394 |
Other long-term liabilities | 1,150 | 1,150 |
Total long-term liabilities | 1,307,742 | 1,131,752 |
Total liabilities | 1,336,419 | 1,163,527 |
Commitments and contingencies (see Note 14) | ||
Equity | ||
Additional paid-in capital | 1,737,960 | 1,796,147 |
Accumulated deficit | (166,416) | (187,738) |
Noncontrolling interest | 1,915,881 | 1,987,526 |
Total equity | 3,431,592 | 3,595,274 |
TOTAL LIABILITIES AND EQUITY | 4,768,011 | 4,758,801 |
Class A Common Stock [Member] | ||
Equity | ||
Common stock, value | 8 | 8 |
Treasury stock, value | (54,583) | |
Class C Common Stock [Member] | ||
Equity | ||
Common stock, value | 7 | 8 |
Treasury stock, value | $ (1,265) | $ (677) |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Class A Common Stock [Member] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 240,000,000 | 240,000,000 |
Common stock, shares issued | 82,825,703 | 82,451,397 |
Common stock, shares outstanding | 80,595,566 | 82,451,397 |
Treasury stock, shares | 2,230,137 | 0 |
Class C Common Stock [Member] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, shares issued | 73,771,109 | 74,965,217 |
Common stock, shares outstanding | 73,718,361 | 74,939,080 |
Treasury stock, shares | 52,748 | 26,137 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues: | ||||
Oil, natural gas and natural gas liquids revenues | $ 165,516,000 | $ 132,567,000 | $ 313,487,000 | $ 278,121,000 |
Lease bonus and other income | 3,032,000 | 3,899,000 | 6,452,000 | 9,171,000 |
Total revenues | 168,548,000 | 136,466,000 | 319,939,000 | 287,292,000 |
Operating expenses: | ||||
Depreciation, depletion and amortization | 85,485,000 | 74,239,000 | 161,803,000 | 142,002,000 |
General and administrative | 13,456,000 | 14,066,000 | 26,467,000 | 25,742,000 |
Severance and ad valorem taxes | 12,433,000 | 10,344,000 | 24,459,000 | 20,803,000 |
Impairment of oil and gas properties | 25,617,000 | 25,617,000 | ||
Total operating expenses | 111,374,000 | 124,266,000 | 212,729,000 | 214,164,000 |
Net income from operations | 57,174,000 | 12,200,000 | 107,210,000 | 73,128,000 |
Other income (expense): | ||||
Interest expense, net | (22,688,000) | (23,159,000) | (41,198,000) | (45,362,000) |
Change in fair value of warrant liability | 0 | 584,000 | 0 | 2,942,000 |
Loss on extinguishment of debt | (783,000) | |||
Commodity derivatives gains (losses) | (607,000) | 6,112,000 | (10,657,000) | 20,875,000 |
Interest rate derivative gains | 607,000 | 447,000 | ||
Net income (loss) before taxes | 33,879,000 | (3,656,000) | 55,355,000 | 51,247,000 |
Income tax (expense) benefit | (4,838,000) | 683,000 | (7,622,000) | (6,501,000) |
Net income (loss) | 29,041,000 | (2,973,000) | 47,733,000 | 44,746,000 |
Net (income) loss attributable to noncontrolling interest | (16,187,000) | 2,177,000 | (26,411,000) | (22,889,000) |
Net income (loss) attributable to Class A stockholders | $ 12,854,000 | $ (796,000) | $ 21,322,000 | $ 21,857,000 |
Net income (loss) per share of Class A Common Stock | ||||
Basic | $ 0.16 | $ (0.01) | $ 0.25 | $ 0.26 |
Diluted | $ 0.15 | $ (0.01) | $ 0.25 | $ 0.26 |
Weighted average Class A Common Stock outstanding | ||||
Basic | 80,751 | 81,044 | 81,578 | 80,614 |
Diluted | 80,879 | 81,044 | 81,761 | 80,614 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | |||
Net income | $ (2,973,000) | $ 47,733,000 | $ 44,746,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation, depletion and amortization | 161,803,000 | 142,002,000 | |
Amortization of deferred financing costs and long-term debt discount | 2,603,000 | 2,793,000 | |
Share-based compensation | 11,307,000 | 10,106,000 | |
Change in fair value of warrant liability | (584,000) | 0 | (2,942,000) |
Loss on extinguishment of debt | 783,000 | ||
Impairment of oil and gas properties | 25,617,000 | 25,617,000 | |
Commodity derivatives (gains) losses | (6,112,000) | 10,657,000 | (20,875,000) |
Net cash received for commodity derivatives settlements | 6,316,000 | 13,659,000 | |
Interest rate derivative gains | (607,000) | (447,000) | |
Net cash paid for interest rate derivative settlements | 93,000 | ||
Deferred tax benefit | (7,494,000) | (7,421,000) | |
Change in operating assets and liabilities: | |||
Accrued revenue and accounts receivable | (22,107,000) | 23,900,000 | |
Prepaid assets | 10,547,000 | 7,187,000 | |
Other long-term assets | 667,000 | 1,622,000 | |
Accounts payable and accrued expenses | (3,487,000) | (7,654,000) | |
Operating lease liabilities and other long-term liabilities | (493,000) | (492,000) | |
Net cash provided by operating activities | 218,052,000 | 232,677,000 | |
Cash flows from investing activities: | |||
Purchases of oil and gas properties, net of post-close adjustments | (177,424,000) | 5,689,000 | |
Deposits for property acquisitions | (17,947,000) | ||
Other, net | (237,000) | (19,000) | |
Net cash used in investing activities | (177,661,000) | (12,277,000) | |
Cash flows from financing activities: | |||
Borrowings on credit facilities | 279,000,000 | 619,500,000 | |
Repayments on credit facilities | (96,000,000) | (643,500,000) | |
Repayments on 2026 Senior Notes | (22,500,000) | ||
Debt issuance costs | (126,000) | (8,196,000) | |
Distributions to noncontrolling interest | (68,402,000) | (91,162,000) | |
Dividends paid to Class A stockholders | (75,016,000) | (88,850,000) | |
Dividend equivalent rights paid | (707,000) | (783,000) | |
Cash paid for taxes related to net settlement of share-based compensation awards | (1,770,000) | (3,379,000) | |
Net cash used in financing activities | (39,238,000) | (238,870,000) | |
Net change in cash and cash equivalents | 1,153,000 | (18,470,000) | |
Cash and cash equivalents, beginning of period | 15,195,000 | 18,818,000 | |
Cash and cash equivalents, end of period | 348,000 | 16,348,000 | 348,000 |
Supplemental disclosure of non-cash transactions: | |||
Oil and gas properties acquired through issuance of Class C Common Stock and Sitio OpCo Partnership Units | 66,526,000 | ||
Supplemental disclosure of cash flow information: | |||
Cash paid for income taxes: | 2,769,000 | 8,811,000 | |
Cash paid for interest expense: | 41,230,000 | 43,555,000 | |
Commodity Contract [Member] | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Commodity derivatives (gains) losses | (6,112,000) | 10,657,000 | (20,875,000) |
Interest Rate Contract [Member] | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Interest rate derivative gains | $ (607,000) | $ (447,000) | |
Class A Common Stock [Member] | |||
Cash flows from financing activities: | |||
Repurchases of Common Stock | (54,075,000) | ||
Class C Common Stock [Member] | |||
Cash flows from financing activities: | |||
Repurchases of Common Stock | $ (22,142,000) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Equity - USD ($) shares in Thousands, $ in Thousands | Total | Class A Common Stock [Member] | Class C Common Stock [Member] | Common Stock Class A Common Stock [Member] | Common Stock Class C Common Stock [Member] | Additional Paid-in Capital | Additional Paid-in Capital Class C Common Stock [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] Class A Common Stock [Member] | Treasury Stock [Member] Class C Common Stock [Member] | Noncontrolling Interest | Noncontrolling Interest Class C Common Stock [Member] |
Balance at Dec. 31, 2022 | $ 3,886,595 | $ 8 | $ 7 | $ 1,750,640 | $ (9,203) | $ (19,085) | $ 2,164,228 | |||||
Balance, shares at Dec. 31, 2022 | 80,805 | 74,347 | (633) | |||||||||
Net income | 47,719 | 22,653 | 25,066 | |||||||||
Stock-based compensation | 4,684 | 4,129 | 555 | |||||||||
Conversion of Class C Common Stock to Class A Common Stock | 183 | (183) | ||||||||||
Conversion of Class C Common Stock to Class A Common Stock, shares | 6 | (6) | ||||||||||
Issuance of Class A Common Stock upon vesting of share-based awards, net of shares withheld for income taxes | (44) | (44) | ||||||||||
Issuance of Class A Common Stock upon vesting of share-based awards, net of shares withheld for income taxes, shares | 6 | |||||||||||
Change in deferred taxes from conversion of Class C Common Stock to Class A Common Stock | 36 | 36 | ||||||||||
Dividends to Class A stockholders | (48,107) | (48,107) | ||||||||||
Dividend equivalent rights paid | (400) | (400) | ||||||||||
Distributions to noncontrolling interest | (49,206) | (49,206) | ||||||||||
Cancellation of Treasury Shares | (19,085) | $ 19,085 | ||||||||||
Cancellation of Treasury Shares, shares | (633) | 633 | ||||||||||
Balance at Mar. 31, 2023 | 3,841,277 | $ 8 | $ 7 | 1,735,859 | (35,057) | 2,140,460 | ||||||
Balance, shares at Mar. 31, 2023 | 80,184 | 74,341 | ||||||||||
Balance at Dec. 31, 2022 | 3,886,595 | $ 8 | $ 7 | 1,750,640 | (9,203) | $ (19,085) | 2,164,228 | |||||
Balance, shares at Dec. 31, 2022 | 80,805 | 74,347 | (633) | |||||||||
Net income | 44,746 | |||||||||||
Balance at Jun. 30, 2023 | 3,831,358 | $ 8 | $ 8 | 1,783,450 | (76,979) | $ (677) | 2,125,548 | |||||
Balance, shares at Jun. 30, 2023 | 81,660 | 75,539 | (26) | |||||||||
Balance at Mar. 31, 2023 | 3,841,277 | $ 8 | $ 7 | 1,735,859 | (35,057) | 2,140,460 | ||||||
Balance, shares at Mar. 31, 2023 | 80,184 | 74,341 | ||||||||||
Net income | (2,973) | (796) | (2,177) | |||||||||
Stock-based compensation | 5,422 | 4,861 | 561 | |||||||||
Conversion of Class C Common Stock to Class A Common Stock | 37,865 | (37,865) | ||||||||||
Conversion of Class C Common Stock to Class A Common Stock, shares | 1,310 | (1,310) | ||||||||||
Issuance of Class A Common Stock upon vesting of share-based awards, net of shares withheld for income taxes | (2,658) | (2,658) | ||||||||||
Issuance of Class A Common Stock upon vesting of share-based awards, net of shares withheld for income taxes, shares | 166 | |||||||||||
Change in deferred taxes from conversion of Class C Common Stock to Class A Common Stock | 7,523 | 7,523 | ||||||||||
Class C Common Stock withheld for income taxes upon vesting of RSAs and held in treasury, shares | (26) | |||||||||||
Class C Common Stock withheld for income taxes upon vesting of RSAs and held in treasury | (677) | $ (677) | ||||||||||
Issuance of Class C Common Stock in connection with acquisition | 66,526 | $ 1 | 66,525 | |||||||||
Issuance of Class C Common Stock in connection with acquisition, shares | 2,508 | |||||||||||
Dividends to Class A stockholders | (40,743) | (40,743) | ||||||||||
Dividend equivalent rights paid | (383) | (383) | ||||||||||
Distributions to noncontrolling interest | (41,956) | (41,956) | ||||||||||
Balance at Jun. 30, 2023 | 3,831,358 | $ 8 | $ 8 | 1,783,450 | (76,979) | $ (677) | 2,125,548 | |||||
Balance, shares at Jun. 30, 2023 | 81,660 | 75,539 | (26) | |||||||||
Balance at Dec. 31, 2023 | 3,595,274 | $ 8 | $ 8 | 1,796,147 | (187,738) | $ (677) | 1,987,526 | |||||
Balance, shares at Dec. 31, 2023 | 82,451 | 74,965 | (26) | |||||||||
Net income | 18,692 | 8,468 | 10,224 | |||||||||
Stock-based compensation | 5,104 | 4,543 | 561 | |||||||||
Conversion of Class C Common Stock to Class A Common Stock | 3,265 | (3,265) | ||||||||||
Conversion of Class C Common Stock to Class A Common Stock, shares | 135 | (135) | ||||||||||
Issuance of Class A Common Stock upon vesting of share-based awards, net of shares withheld for income taxes | (607) | (607) | ||||||||||
Issuance of Class A Common Stock upon vesting of share-based awards, net of shares withheld for income taxes, shares | 50 | |||||||||||
Change in deferred taxes from conversion of Class C Common Stock to Class A Common Stock | (73) | (73) | ||||||||||
Dividends to Class A stockholders | (41,950) | (41,950) | ||||||||||
Dividend equivalent rights paid | (376) | (376) | ||||||||||
Distributions to noncontrolling interest | (38,157) | (38,157) | ||||||||||
Repurchases of Common Stock | (13,057) | $ (13,057) | ||||||||||
Repurchases of Common Stock, shares | (546) | |||||||||||
Balance at Mar. 31, 2024 | 3,524,850 | $ 8 | $ 8 | 1,760,949 | (179,270) | $ (13,057) | $ (677) | 1,956,889 | ||||
Balance, shares at Mar. 31, 2024 | 82,636 | 74,830 | (546) | (26) | ||||||||
Balance at Dec. 31, 2023 | 3,595,274 | $ 8 | $ 8 | 1,796,147 | (187,738) | $ (677) | 1,987,526 | |||||
Balance, shares at Dec. 31, 2023 | 82,451 | 74,965 | (26) | |||||||||
Net income | 47,733 | |||||||||||
Distributions to noncontrolling interest | (68,402) | |||||||||||
Repurchases of Common Stock | (23,691) | |||||||||||
Balance at Jun. 30, 2024 | 3,431,592 | $ 8 | $ 7 | 1,737,960 | (166,416) | $ (54,583) | $ (1,265) | 1,915,881 | ||||
Balance, shares at Jun. 30, 2024 | 82,826 | 73,771 | (2,230) | (53) | ||||||||
Balance at Mar. 31, 2024 | 3,524,850 | $ 8 | $ 8 | 1,760,949 | (179,270) | $ (13,057) | $ (677) | 1,956,889 | ||||
Balance, shares at Mar. 31, 2024 | 82,636 | 74,830 | (546) | (26) | ||||||||
Net income | 29,041 | 12,854 | 16,187 | |||||||||
Stock-based compensation | 6,203 | 5,642 | 561 | |||||||||
Conversion of Class C Common Stock to Class A Common Stock | 3,820 | (3,820) | ||||||||||
Conversion of Class C Common Stock to Class A Common Stock, shares | 162 | (162) | ||||||||||
Issuance of Class A Common Stock upon vesting of share-based awards, net of shares withheld for income taxes | (382) | (382) | ||||||||||
Issuance of Class A Common Stock upon vesting of share-based awards, net of shares withheld for income taxes, shares | 28 | |||||||||||
Change in deferred taxes from conversion of Class C Common Stock to Class A Common Stock | (1) | (1) | ||||||||||
Class C Common Stock withheld for income taxes upon vesting of RSAs and held in treasury, shares | (27) | |||||||||||
Class C Common Stock withheld for income taxes upon vesting of RSAs and held in treasury | (588) | $ (588) | ||||||||||
Dividends to Class A stockholders | (33,066) | (33,066) | ||||||||||
Dividend equivalent rights paid | (331) | (331) | ||||||||||
Distributions to noncontrolling interest | (30,245) | (30,245) | ||||||||||
Repurchases of Common Stock | $ (41,526) | $ (22,363) | $ (1) | $ 1,329 | $ (41,526) | $ (23,691) | ||||||
Repurchases of Common Stock, shares | (897) | (1,684) | ||||||||||
Balance at Jun. 30, 2024 | $ 3,431,592 | $ 8 | $ 7 | $ 1,737,960 | $ (166,416) | $ (54,583) | $ (1,265) | $ 1,915,881 | ||||
Balance, shares at Jun. 30, 2024 | 82,826 | 73,771 | (2,230) | (53) |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ 12,854 | $ (796) | $ 21,322 | $ 21,857 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 1. Basis of Presentation The unaudited condensed consolidated financial statements of Sitio Royalties Corp., together with its wholly-owned subsidiaries and any entities in which the company owns a controlling interest (collectively, “Sitio” or the “Company”), including Sitio Royalties Operating Partnership, LP (“Sitio OpCo”), have been prepared pursuant to the rules and regulations of the SEC applicable to interim financial information. Accordingly, such consolidated financial statements reflect all adjustments (consisting of normal and recurring accruals) which are, in the opinion of management, necessary for a fair presentation of the financial results for the interim periods presented. Certain information and notes normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. However, management believes that the disclosures included either on the face of the financial statements or in these notes are sufficient to make the interim information presented not misleading. The accompanying unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the financial statements and notes thereto in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 29, 2024 (the “Annual Report”). The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. The results of operations for the three and six months ended June 30, 2024 are not necessarily indicative of the results to be expected for the entire fiscal year ending December 31, 2024. Except as otherwise indicated or required by the context, all references in this quarterly report to the “Company,” “Sitio,” “we,” “us,” “our” or similar terms refer to (i) for periods prior to the closing of the Company’s merger with Falcon Minerals Corporation in June 2022 (the “Falcon Merger”), the Company’s predecessor and its subsidiaries and (ii) for periods subsequent to the closing of the Falcon Merger, Sitio Royalties Corp. and its subsidiaries. All references in this Quarterly Report on Form 10-Q to “Falcon” refer to Sitio Royalties Corp. and its subsidiaries for periods prior to the Falcon Merger. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Significant accounting policies are disclosed in the Company’s consolidated financial statements and notes thereto for the year ended December 31, 2023, presented in the Annual Report. There have been no material changes in such policies or the application of such policies during the six months ended June 30, 2024. Accounts Payable and Accrued Expenses The Company’s accounts payable and accrued expenses consisted of the following as of the dates indicated (in thousands): June 30, December 31, Accrued interest expense $ 9,522 $ 12,178 Ad valorem taxes payable 7,539 10,364 Payable to buyer for post-effective monies 1,031 1,427 Accrued general and administrative 3,392 1,889 Payable to sellers for pre-effective monies 2,251 2,268 Other taxes payable 3,227 1,592 Other 119 332 Total accounts payable and accrued expenses $ 27,081 $ 30,050 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | 3. Revenue from Contracts with Customers Oil, natural gas, and natural gas liquids revenues Oil, natural gas and NGL sales revenues are generally recognized when control of the product is transferred to the customer, the performance obligations under the terms of the contracts with customers are satisfied and collectability is reasonably assured. All of the Company’s oil, natural gas and NGL sales are made under contracts with customers (operators). The performance obligations for the Company’s contracts with operators are satisfied at a point in time when control transfers to the operator at the wellhead, at which point payment is unconditional. Accordingly, the Company’s contracts do not give rise to contract assets or liabilities. The Company typically receives payment for oil, natural gas and NGL sales within 30 to 90 days of the month of delivery after initial production from the well. Such periods can extend longer due to factors outside of our control. The Company’s leasing contracts with operators are standard industry agreements that include variable consideration based on the monthly index price and adjustments that may include counterparty-specific provisions related to volumes, price differentials, discounts and other adjustments and deductions, including charges for gathering and transportation. During the three and six months ended June 30, 2024 and 2023, the disaggregated revenues from sales of oil, natural gas and NGLs were as follows (in thousands): For the Three Months For the Six Months 2024 2023 2024 2023 Crude oil sales $ 143,496 $ 111,993 $ 270,789 $ 229,738 Natural gas sales 5,945 8,522 11,732 23,176 NGL sales 16,075 12,052 30,966 25,207 Total royalty revenues $ 165,516 $ 132,567 $ 313,487 $ 278,121 Lease bonus and other income The Company also earns revenue from lease bonuses, delay rentals, and right-of-way payments. The Company generates lease bonus revenue by leasing its mineral interests to E&P companies. A mineral lease agreement represents our contract with an operator and generally transfers the rights, for a specified period of time, to explore for and develop any oil, natural gas and NGL discovered, grants us a specified royalty interest in the hydrocarbons produced from the leased property, and requires that drilling and completion operations commence within a specified time period. The Company recognizes lease bonus revenues when the lease agreement has been executed and payment is determined to be collectible. At the time the Company executes the lease agreement, the lease bonus payment is delivered to the Company. Upon receipt of the lease bonus payment, the Company will release the recordable original lease documents to the operator. The Company also recognizes revenue from delay rentals to the extent drilling has not started within the specified period and payment has been received. Right-of-way payments are recorded when the agreement has been executed and payment is determined to be collectable. Payments for lease bonus and other income become unconditional upon the execution of an associated agreement. Accordingly, the Company’s lease bonus and other income transactions do not give rise to contract assets or liabilities. Allocation of transaction price to remaining performance obligations Oil and natural gas sales The Company’s right to royalty income does not originate until production occurs and, therefore, is not considered to exist beyond each day’s production. Therefore, there are no remaining performance obligations under any of our royalty income contracts. Lease bonus and other income Given that the Company does not recognize lease bonus or other income until an agreement has been executed, at which point its performance obligation has been satisfied, the Company does not record revenue for unsatisfied or partially unsatisfied performance obligations as of the end of the reporting period. Prior-period performance obligations The Company records revenue in the month production is delivered to the customer. As a royalty interest owner, the Company has limited visibility into the timing of when new wells start producing as production statements may not be received for 30 to 90 days or more after the date production is delivered. As a result, the Company is required to estimate the amount of production delivered to the customer and the price that will be received for the sale of the product. The expected sales volumes and prices for these properties are estimated and recorded within accrued revenue and accounts receivable in the accompanying consolidated balance sheets. The difference between the Company’s estimates of royalty income and the actual amounts received for oil and natural gas sales are recorded in the month that the royalty payment is received from the operator. For the three and six months ended June 30, 2024 and 2023 , revenue recognized related to performance obligations satisfied in prior reporting periods was primarily attributable to production revisions by operators or amounts for which the information was not available at the time when revenue was estimated. |
Oil and Natural Gas Properties
Oil and Natural Gas Properties | 6 Months Ended |
Jun. 30, 2024 | |
Oil and Gas Disclosure [Abstract] | |
Oil and Natural Gas Properties | 4. Oil and Natural Gas Properties The Company owns mineral rights across multiple onshore basins in the United States. These basins include the Permian Basin in West Texas and Southeast New Mexico, the Eagle Ford in South Texas, the DJ Basin in Colorado and Wyoming, and the Williston Basin in North Dakota and Montana. The following is a summary of oil and natural gas properties as of June 30, 2024 and December 31, 2023 (in thousands): Oil and natural gas properties: June 30, December 31, Unproved properties $ 2,579,583 $ 2,698,991 Proved properties 2,674,068 2,377,196 Oil and natural gas properties, gross 5,253,651 5,076,187 Accumulated depletion and impairment ( 658,417 ) ( 496,879 ) Oil and natural gas properties, net $ 4,595,234 $ 4,579,308 As presented in the unaudited condensed consolidated statements of cash flows for the six months ended June 30, 2024 , the Company paid $ 189.0 million for purchases of oil and gas properties, and received purchase price adjustments from acquisitions of $ 11.6 million. For the six months ended June 30, 2023 , the Company received proceeds of $ 5.7 million related to purchase price adjustments from acquisitions, net of amounts paid for purchases of oil and gas properties, and paid $ 17.9 million in deposits for property acquisitions. The Company uses the successful efforts method of accounting for its oil and natural gas properties. Capitalized costs are depleted on a unit of production basis based on proved oil and natural gas reserves. Depletion expense was $ 85.4 million and $ 161.5 million for the three and six months ended June 30, 2024, respectively. Depletion expense was $ 74.1 million and $ 141.7 million for the three and six months ended June 30, 2023 , respectively. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 6 Months Ended |
Jun. 30, 2024 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | 5. Acquisitions and Divestitures For the six months ended June 30, 2024 , the Company closed on the acquisition of oil and gas properties for an aggregate purchase price of $ 189.0 million. In December 2023, the Company divested all of its mineral and royalty interests in the SCOOP and STACK plays in the Anadarko Basin in Oklahoma and the Appalachian Basin in Pennsylvania, Ohio and West Virginia for $ 113.3 million, net of third-party transaction costs. The proceeds were used to fund repayments on the Company's credit facility and for general corporate purposes. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Debt | 6. Debt The following is a summary of long-term debt as of June 30, 2024 and December 31, 2023 (in thousands): As of June 30, As of December 31, 2024 2023 Sitio Revolving Credit Facility $ 460,000 $ 277,000 2028 Senior Notes 600,000 600,000 Less: 2028 Senior Notes unamortized issuance costs ( 10,662 ) ( 11,662 ) Total long-term debt $ 1,049,338 $ 865,338 Sitio Revolving Credit Facility Sitio OpCo maintains a revolving credit facility (the “Sitio Revolving Credit Facility”) with a syndicate of financial institutions. As of June 30, 2024 and December 31, 2023 , the borrowing base under the Sitio Revolving Credit Facility as determined by the lenders was $ 850.0 million and the outstanding balance under the Sitio Revolving Credit Facility was $ 460.0 million and $ 277.0 million, respectively. As of June 30, 2024 and December 31, 2023 , the weighted average interest rate related to our outstanding borrowings under the Sitio Revolving Credit Facility was 8.44 % and 8.21 %, respectively. As of June 30, 2024 and December 31, 2023, the Company had unamortized debt issuance costs o f $ 9.7 million and $ 11.2 million, respectively, in connection with its entry into the Sitio Revolving Credit Facility and subsequent amendments. Such costs are capitalized as deferred financing costs within long-term assets and are amortized over the life of the facility. For the three months ended June 30, 2024 and 2023, the Company recognized $ 804,000 and $ 732,000 , respectively, in interest expense related to the amortization of deferred financing costs under the Sitio Revolving Credit Facility. For the six months ended June 30, 2024 and 2023 , the Company recognized $ 1.6 million and $ 1.3 million, respectively, in interest expense related to the amortization of deferred financing costs under the Sitio Revolving Credit Facility. In connection with the amendment and restatement of the Sitio Revolving Credit Facility in February 2023, certain lenders did not elect to remain a party to the facility. As such, $ 783,000 of previously capitalized deferred financing costs were written off during the six months ended June 30, 2023. The Sitio Revolving Credit Facility contains customary affirmative and negative covenants. The Company was in compliance with the terms and covenants of the Sitio Revolving Credit Facility as of June 30, 2024 and December 31, 2023. 2028 Senior Notes As of June 30, 2024 and December 31, 2023 , Sitio OpCo had $ 600.0 million aggregate principal amount of 7.875 % senior notes due 2028 (the “2028 Senior Notes”). The 2028 Senior Notes bear interest at an annual rate of 7.875 %, which accrued from October 3, 2023 and is payable semi-annually in arrears on May 1 and November 1 of each year, commencing on May 1, 2024 . As of June 30, 2024 and December 31, 2023 , the Company had unamortized debt issuance costs of $ 10.7 million and $ 11.7 million, respectively, in connection with the issuance of the 2028 Senior Notes. Debt issuance costs are reported as a reduction to long-term debt on our consolidated balance sheets and are amortized over the life of the 2028 Senior Notes. For the three and six months ended June 30, 2024, the Company recognized $ 505,000 and $ 1.0 million, respectively, of interest expense attributable to the amortization of debt issuance costs related to the 2028 Senior Notes. No such expense was recognized for the three and six months ended June 30, 2023. The 2028 Senior Notes contain covenants that limit Sitio OpCo’s ability and the ability of Sitio OpCo’s restricted subsidiaries to engage in certain transactions and activities. The Company was in compliance with the terms and covenants of the 2028 Senior Notes as of June 30, 2024 and December 31, 2023. 2026 Senior Notes In October 2023, the Company redeemed all of its senior notes due 2026 (the “2026 Senior Notes”). For the three and six months ended June 30, 2023 , the Company recognized $ 716,000 and $ 1.4 million, respectively, of interest expense attributable to the amortization of discount and issuance costs related to the 2026 Senior Notes. No such expense was recognized for the three and six months ended June 30, 2024 . |
Equity
Equity | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Equity | 7. Equity Class A Common Stock Holders of Class A Common Stock, par value $ 0.0001 per share (“Class A Common Stock”), are entitled to one vote per share on all matters to be voted upon by the stockholders and are entitled to ratably receive dividends when and if declared by the Company’s board of directors (the “Board”). Class C Common Stock Shares of Class C Common Stock, par value $ 0.0001 per share (“Class C Common Stock” and, together with Class A Common Stock, the “Common Stock”), are non-economic but entitle the holder to one vote per share. Current holders of Class C Common Stock also hold an equivalent number of common units representing limited partner interests in Sitio OpCo (the “Sitio OpCo Partnership Units”) which receive pro rata distributions. Sitio OpCo Partnership Units are redeemable, at the option of the holder, on a one-for-one basis for shares of Class A Common Stock or, at our election, cash on terms and conditions set forth in the Second Amended and Restated Limited Partnership Agreement of Sitio OpCo. Upon the redemption by any holder of Sitio OpCo Partnership Units for shares of Class A Common Stock, a corresponding number of shares of Class C Common Stock held by such holder will be canceled. During the six months ended June 30, 2024 , 296,651 Sitio OpCo Partnership Units were redeemed for shares of Class A Common Stock, and an equivalent number of shares of Class C Common Stock were canceled. During the six months ended June 30, 2023 , 1,316,216 Sitio OpCo Partnership Units were redeemed for shares of Class A Common Stock, and an equivalent number of shares of Class C Common Stock were canceled. Share Repurchase Program On February 28, 2024, the Board authorized a share repurchase program that allows us to repurchase up to $ 200.0 million of our Class A Common Stock and Sitio OpCo Partnership Units (the “Share Repurchase Program”). The shares may be repurchased from time to time through various methods including but not limited to in the open market transactions, through privately negotiated transactions or by other means in accordance with applicable securities laws, certain of which may be made pursuant to trading plans meeting the requirements of Rule 10b5-1 and 10b-18 under the Securities Exchange Act of 1934 (the “Exchange Act”). The 1 % U.S. federal excise tax on certain repurchases of stock by publicly traded U.S. corporations enacted as part of the Inflation Reduction Act of 2022 (the “IRA 2022”) applies to repurchases of our Class A Common Stock and Sitio OpCo Partnership Units pursuant to our Share Repurchase Program. The excise tax is reflected as a component of the repurchased amounts within our Condensed Consolidated Statements of Equity. The timing of repurchases under the program, as well as the number and value of shares repurchased under the program, will be determined by the Company at its discretion and will depend on a variety of factors, including the market price of our common stock, oil and gas commodity prices, general market and economic conditions, available liquidity, compliance with the Company’s debt and other agreements, applicable legal requirements and other considerations. The exact number of shares to be repurchased by us is no t guaranteed, and the program may be modified, suspended or discontinued at any time without prior notice. The Company is no t obligated to repurchase any dollar amount or number of shares under the program. For the three and six months ended June 30, 2024 , the Company repurchased 1,684,610 and 2,230,137 shares of its Class A Common Stock, respectively, in connection with the Share Repurchase Program. The shares were recorded at a weighted average price of $ 24.41 and $ 24.25 , respectively upon repurchase by the Company, inclusive of third-party commissions. For the three and six months ended June 30, 2024 , the Company repurchased and immediately canceled 897,457 Sitio OpCo Partnership Units together with an equivalent number of shares of Class C Common Stock under our Share Repurchase Program. The repurchased Sitio OpCo Partnership Units were recorded at a weighted average price of $ 24.67 . Class A Treasury Shares As of June 30, 2024 , 2,230,137 shares of Class A Common Stock were held in treasury at a weighted average price of $ 24.25 . Class C Treasury Shares As of June 30, 2024 , 52,748 shares of Class C Common Stock were held in treasury at a weighted average price of $ 24.19 . Cash Dividends The following table summarizes the quarterly dividends related to the Company’s quarterly financial results (in thousands, except per share data): Quarter Ended Total Quarterly Dividend per Class A Common Share Class A Cash Dividends Paid Payment Date Stockholder Record Date March 31, 2024 $ 0.41 $ 33,066 May 31, 2024 May 21, 2024 December 31, 2023 $ 0.51 $ 41,950 March 28, 2024 March 15, 2024 September 30, 2023 $ 0.49 $ 40,396 November 30, 2023 November 21, 2023 June 30, 2023 $ 0.40 $ 32,705 August 31, 2023 August 18, 2023 March 31, 2023 $ 0.50 $ 40,743 May 31, 2023 May 19, 2023 December 31, 2022 $ 0.60 $ 48,107 March 31, 2023 March 17, 2023 September 30, 2022 $ 0.72 $ 9,148 November 30, 2022 November 21, 2022 June 30, 2022 $ 0.71 $ 9,017 August 31, 2022 August 18, 2022 See “Note 15 – Subsequent Events” for additional information regarding cash dividends. Earnings per Share Earnings per share is computed using the two-class method. The two-class method determines earnings per share of common stock and participating securities according to dividends or dividend equivalents and their respective participation rights in undistributed earnings. Participating securities represent certain equity-based compensation awards in which the recipients have non-forfeitable rights to dividend equivalents during the performance period. The following table sets forth the calculation of basic and diluted earnings per share for the periods indicated (in thousands, except per share data): For the Three Months For the Six Months 2024 2023 2024 2023 Numerator: Net income (loss) attributable to Class A stockholders $ 12,854 $ ( 796 ) $ 21,322 $ 21,857 Less: Earnings allocated to participating securities ( 331 ) ( 383 ) ( 707 ) ( 783 ) Net income (loss) attributable to Class A stockholders - basic and diluted $ 12,523 $ ( 1,179 ) $ 20,615 $ 21,074 Denominator: Weighted average shares outstanding - basic 80,751 81,044 81,578 80,614 Effect of dilutive securities 128 — 183 — Weighted average shares outstanding - diluted 80,879 81,044 81,761 80,614 Net income (loss) per common share - basic $ 0.16 $ ( 0.01 ) $ 0.25 $ 0.26 Net income (loss) per common share - diluted $ 0.15 $ ( 0.01 ) $ 0.25 $ 0.26 The Company had the following shares that were excluded from the computation of diluted earnings per share because their inclusion would have been anti-dilutive for the periods presented but could potentially dilute basic earnings per share in future periods (in thousands): Three Months Ended Six Months Ended 2024 2023 2024 2023 Warrants — 5,312 — 5,312 Unvested share-based compensation awards 1,225 1,463 1,441 1,057 Shares of Class C Common Stock if converted 73,883 — 74,380 — Total 75,108 6,775 75,821 6,369 Diluted net income per share also excludes the effects of Sitio OpCo Partnership Units (and related Class C Common Stock) associated with the earn-out, which are convertible into Class A Common Stock, because they are considered contingently issuable shares and the conditions for issuance were not satisfied as of June 30, 2024. Earn-Out Contributors of Falcon’s initial assets in 2018 will be entitled to receive earn-out consideration to be paid in the form of Sitio OpCo Partnership Units (with a corresponding number of shares of Class C Common Stock) if the volume-weighted average price of the trading days during any thirty (30) calendar days (the “30-Day VWAP”) of the Class A Common Stock equals or exceeds certain hurdles set forth in the Contribution Agreement, dated as of June 3, 2018, by and among Falcon and the other parties thereto. If the 30-Day VWAP of the Class A Common Stock is $50.00 or more per share (on a split-adjusted basis) at any time within the seven years following the 2018 closing, the contributors will receive (a) an additional 2.5 million Sitio OpCo Partnership Units (and an equivalent number of shares of Class C Common Stock), plus (b) an amount of Sitio OpCo Partnership Units (and an equivalent number of shares of Class C Common Stock) equal to (i) the amount by which annual cash dividends paid on each share of Class A Common Stock exceeds $2.00 in each year between the closing and the date the first earn-out is achieved (with any dividends paid in the stub year in which the first earn-out is achieved annualized for purposes of determining what portion of such dividends would have, on an annual basis, exceeded $2.00), multiplied by 2.5 million, (ii) divided by $50.00. If the 30-Day VWAP of the Class A Common Stock is $60.00 or more per share (on a split-adjusted basis) at any time within the seven years following the closing (which $60.00 threshold will be reduced by the amount by which annual cash dividends paid on each share of Class A Common Stock exceeds $2.00 in each year between the closing and the date the earn-out is achieved, but not below $50.00), the contributors will receive an additional 2.5 million Sitio OpCo Partnership Units (and an equivalent number of shares of Class C Common Stock). Upon recognition of the earn-out, as there is no consideration received, the Company would record the payment of the earn-out as adjustments through equity (noncontrolling interest and additional-paid-in-capital). |
Noncontrolling Interest
Noncontrolling Interest | 6 Months Ended |
Jun. 30, 2024 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest | 8. Noncontrolling Interest Noncontrolling interest represents the 47.8 % economic interest of Sitio OpCo Partnership Units not owned by Sitio as of June 30, 2024. These interests are held in the form of Class C Common Stock and Sitio OpCo Partnership Units. Each share of Class C Common Stock has no economic rights, but entitles the holder to one vote for each share of Class C Common Stock. Each Sitio OpCo Partnership Unit holder, subject to certain limitations, has a redemption right to cause Sitio to acquire all or a portion of its Sitio OpCo Partnership Units for, at Sitio’s election, (i) shares of our Class A Common Stock at a redemption ratio of one share of Class A Common Stock for together, one Sitio OpCo Partnership Unit and one share of Class C Common Stock, or (ii) an equivalent amount of cash. Noncontrolling interest is recorded at its carrying value. During the period from December 31, 2023 through June 30, 2024, the Company recorded adjustments to the value of noncontrolling interest as presented in the table below (in thousands): l Noncontrolling Interest Balance – January 1, 2024 $ 1,987,526 Net income 26,411 Share-based compensation 1,122 Conversion of Class C Common Stock to Class A Common Stock ( 7,085 ) Distributions to noncontrolling interest ( 68,402 ) Repurchases of Sitio OpCo Partnership Units (including associated Class C Common Stock) ( 23,691 ) Balance – June 30, 2024 $ 1,915,881 |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Share-Based Compensation | 9. Sha re-Based Compensation In connection with the Falcon Merger, the Company adopted the Sitio Royalties Corp. Long Term Incentive Plan (the “Plan”). An aggregate of 8,384,083 shares of Class A Common Stock are available for issuance under the Plan. The Plan permits the grant of stock options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”), stock awards, dividend equivalents, other stock-based awards, cash awards, and substitute awards to eligible executive officers, employees, consultants, and non-employee directors of the Company (collectively, the “Eligible Persons”). Shares that are canceled, forfeited, exchanged, settled in cash or otherwise terminated will be available for delivery pursuant to other awards. Dividend equivalent rights (“DERs”) are also available for grant under the Plan, either alone or in tandem with other specific awards, which will entitle the recipient to receive an amount equal to dividends paid on a share of Class A Common Stock. Dividends paid in connection with the DERs are accounted for as a reduction in retained earnings for those awards that are expected to vest. Awards that are forfeited could cause a reclassification of any previously recognized DERs payments from a reduction in retained earnings to additional compensation cost. The Plan is administered by the Compensation Committee of the Board (the “Compensation Committee”). As of June 30, 2024 , a total of 5,923,903 shares of Class A Common Stock remain available for future grant under the Plan. Share-based compensation expense is included in general and administrative expense in the accompanying unaudited condensed consolidated statements of operations. The following table summarizes the share-based compensation expense recorded for each type of award for the three and six months ended June 30, 2024 and 2023 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 RSUs $ 1,565 $ 2,226 $ 2,893 $ 4,566 PSUs 3,375 2,084 5,912 3,432 DSUs 614 470 1,205 818 Sitio OpCo Restricted Stock Awards 561 561 1,122 1,117 RSUs Converted in the Brigham Merger 62 61 123 122 PSUs Converted in the Brigham Merger 26 20 52 51 Total $ 6,203 $ 5,422 $ 11,307 $ 10,106 Restricted Stock Units In accordance with the Plan, the Compensation Committee is authorized to issue RSUs to Eligible Persons. The Company estimates the fair value of the RSUs as the closing price of the Company’s Class A Common Stock on the grant date of the award, which is expensed over the applicable service period. RSUs granted by the Company include DERs, which entitle the holder to receive payments as if the unvested awards were shares of Class A Common Stock of record as of the dividend record dates. Such amounts are paid simultaneously with the general dividend to our stockholders. The Company has granted RSUs to certain employees, which represent the right to receive shares of Class A Common Stock at the end of the service periods in an amount equal to the number of RSUs that vest. The RSUs issued to employees generally vest in one-third increments over a three-year period. RSUs are subject to forfeiture if the award recipient ceases providing services to the Company prior to the date the award vests. The following table summarizes activity related to unvested RSUs for the six months ended June 30, 2024. Restricted Stock Units Number of Grant Date Unvested at January 1, 2024 468,112 $ 25.65 Granted 236,715 22.11 Forfeited ( 30,021 ) 24.65 Vested ( 115,594 ) 26.03 Unvested at June 30, 2024 559,212 $ 24.13 As of June 30, 2024 , there was approximately $ 11.5 million of unamortized equity-based compensation expense related to unvested RSUs, which is expected to be recognized over a weighted average period of approximately 2.2 years. Deferred Share Units In accordance with the Plan, the Compensation Committee is authorized to issue deferred share units (“DSUs”) to Eligible Persons. DSUs represent the right to receive shares of Class A Common Stock upon a deferred settlement date in an amount equal to the number of DSUs that have previously vested. The Company estimates the fair value of the DSUs as the closing price of the Company’s Class A Common Stock on the grant date of the award, which is expensed over the applicable service period. DSUs generally vest in equal quarterly installments over the one-year period beginning on the grant date. Vested DSUs must be held for the duration of service and are settled in shares of Class A Common Stock when a recipient’s service relationship is terminated for any reason. The following table summarizes activity related to unvested DSUs for the six months ended June 30, 2024. Deferred Share Units Number of Grant Date Unvested at January 1, 2024 93,680 $ 25.38 Granted 101,440 24.12 Forfeited — — Vested ( 93,680 ) 25.38 Unvested at June 30, 2024 101,440 $ 24.12 As of June 30, 2024 , there was approximately $ 2.1 million of unamortized equity-based compensation expense related to unvested DSUs, which is expected to be recognized over a weighted average period of 0.9 years. Performance Stock Units In accordance with the Plan, the Compensation Committee is authorized to issue performance stock units (“PSUs”) to Eligible Persons. The PSUs are eligible to be earned based on achievement of certain pre-established goals for annualized absolute Total Shareholder Return (“TSR”) over a three-year performance period. The performance targets associated with outstanding PSU awards are outlined below: Annualized Percentage of Base of Range Less than 0 % 0 % Threshold 0 % 50 % Target 10 % 100 % Maximum 20 % 200 % For purposes of determining our annualized absolute TSR over the performance period, the beginning stock price is based on our 20-day volume weighted average stock price beginning on the applicable grant date or a date specified by the award agreement. The ending price is generally based on the 20-day volume weighted average stock price ending on the last day of the performance period. PSU payouts for results that fall in between a stated threshold will be interpolated linearly. The grant date fair values of the PSUs were determined using Monte Carlo simulations, which use a probabilistic approach for estimating the fair value of the awards. The expected volatility was derived from the historical volatility of Falcon and Sitio. The risk-free interest rate was determined using the yield for zero-coupon U.S. Treasury bills that is commensurate with the performance measurement periods. The PSU award agreements provide that TSR will be calculated assuming dividends distributed will be reinvested over the performance period. As such, we have applied a dividend yield of 0.00 %, which is mathematically equivalent to reinvesting dividends. The following table summarizes the assumptions used to determine the fair values of the PSUs: Grant Year Average Expected Volatility Risk-Free Interest Rate Expected Dividend Yield 2023 43.57 % - 52.71 % 3.97 % - 4.60 % 0.00 % 2024 39.76 % - 41.09 % 4.41 % - 4.48 % 0.00 % The following table summarizes activity related to unvested PSUs for the six months ended June 30, 2024. Performance Stock Units Number of Grant Date Unvested at January 1, 2024 830,188 $ 30.82 Granted 566,568 24.71 Forfeited ( 10,848 ) 32.86 Vested — — Unvested at June 30, 2024 1,385,908 $ 28.31 As of June 30, 2024 , there was approximately $ 23.5 million of unamortized equity-based compensation expense related to unvested PSUs, which is expected to be recognized over a weighted average period of 2.0 years. Restricted Stock Units Converted in the Brigham Merger In connection with the Company’s merger with Brigham Minerals, Inc. (“Brigham”) in December 2022 (the “Brigham Merger”), several legacy Brigham employees joined Sitio. Legacy Brigham RSUs held by such legacy Brigham employees were converted to Sitio RSUs in connection with the Brigham Merger at an exchange ratio of 1.133 Sitio RSUs for each Brigham RSU. These converted RSUs retained the original vesting schedules of the Brigham RSUs, which vest in one-third increments on the anniversaries of the original grant dates of the Brigham RSUs. The Company estimated the fair value of the converted RSUs as the closing price of the Company’s Class A Common Stock on the grant date of the award, which is expensed over the applicable service period. The following table summarizes activity related to unvested RSUs converted in the Brigham Merger for the six months ended June 30, 2024. Restricted Stock Units Number of Grant Date Unvested at January 1, 2024 11,040 $ 30.15 Granted — — Forfeited — — Vested ( 5,518 ) 30.15 Unvested at June 30, 2024 5,522 $ 30.15 As of June 30, 2024 , there was approximately $ 177,000 of unamortized equity-based compensation expense related to unvested RSUs converted in the Brigham Merger, which is expected to be recognized over a weighted average period of approximately 0.7 years. Performance Stock Units Converted in the Brigham Merger Brigham PSUs held by legacy Brigham employees who joined Sitio were converted to Sitio PSUs in connection with the Brigham Merger at an exchange ratio of 1.133 Sitio PSUs for each Brigham PSU. The converted PSUs retained and carried over the remainder of the initial vesting periods. The performance targets associated with the Brigham PSUs were deemed to have been achieved at 200 % as of the date of the Brigham Merger. Because all performance targets were achieved prior to conversion and the number of Class A Common Shares to be issued upon satisfaction of the service requirements is known, the Company estimated the fair value of the converted PSUs as the closing price of the Company’s Class A Common Stock on the grant date of the awards, which is expensed over the applicable service period. The following table summarizes activity related to unvested PSUs converted in the Brigham Merger for the six months ended June 30, 2024. Performance Stock Units Number of Grant Date Unvested at January 1, 2024 7,638 $ 30.15 Granted — — Forfeited — — Vested — — Unvested at June 30, 2024 7,638 $ 30.15 As of June 30, 2024 , there was approximately $ 75,000 of unamortized equity-based compensation expense related to unvested PSUs converted in the Brigham Merger, which is expected to be recognized over a weighted average period of 0.7 years. Sitio OpCo Restricted Stock Awards In connection with the Falcon Merger, legacy owners of the Company’s predecessor desired to assign, transfer and convey their rights to receive a portion of their Falcon Merger consideration to our executive officers as an incentive to continue to serve as executive officers following the Falcon Merger. The Falcon Merger consideration consisted of Sitio OpCo Partnership Units and an equal number of shares of Class C Common Stock. The conveyance of Falcon Merger consideration is deemed to be a grant of restricted stock awards (each, an “RSA”) to our executive officers. Each Sitio OpCo RSA is expected to vest in equal installments on the first four anniversaries of June 6, 2022. The Company estimated the fair value of the RSAs as the closing price of the Company’s Class A Common Stock on the grant date of the award, which is expensed over the applicable service period. The following table summarizes activity related to unvested Sitio OpCo RSAs for the six months ended June 30, 2024. Sitio OpCo Number of Grant Date Unvested at January 1, 2024 232,145 $ 29.12 Granted — — Forfeited — — Vested ( 77,382 ) 29.12 Unvested at June 30, 2024 154,763 $ 29.12 As of June 30, 2024 , there was approximately $ 4.4 million of unamortized equity-based compensation expense related to the unvested Sitio OpCo RSAs, which is expected to be recognized over a weighted average period of approximately 1.9 years. |
Warrants
Warrants | 6 Months Ended |
Jun. 30, 2024 | |
Warrants and Rights Note Disclosure [Abstract] | |
Warrants | 10. Warrants The warrants described below expired in August 2023 and are no longer outstanding. In July 2017, Falcon consummated its IPO of units, each consisting of one share of Class A Common Stock and one-half of one warrant. The Company accounted for the warrants in accordance with ASC 815 – Derivatives and Hedging (“ASC 815”). ASC 815 provides guidance for determining whether an equity-linked financial instrument (or embedded feature) is indexed to an entity’s own stock. This applies to any freestanding financial instrument or embedded feature that has all the characteristics of a derivative under ASC 815, including any freestanding financial instrument that is potentially settled in an entity’s own stock. Due to certain circumstances that could have required the Company to settle the warrants in cash, the warrants were classified as derivative liabilities, as opposed to an equity contract. Therefore, the warrants were remeasured at fair value each reporting period with the change in fair value recorded in the unaudited condensed consolidated statements of operations. During the three and six months ended June 30, 2023 , the Company recognized a gain of $ 584,000 and $ 2.9 million, respectively, attributable to a decrease in the fair value of the warrants. No such expense was recognized for the three and six months ended June 30, 2024 due to the aforementioned expiration of the warrants in August 2023 . |
Derivative Instruments
Derivative Instruments | 6 Months Ended |
Jun. 30, 2024 | |
Derivative Instrument Detail [Abstract] | |
Derivative Instruments | 11. Derivative Instruments Commodity Derivatives The Company may enter into commodity derivative contracts to manage its exposure to oil and gas price volatility associated with its production. These derivatives are not entered into for trading or speculative purposes. While the use of these instruments limits the downside risk of adverse commodity price changes, their use may also limit future cash flows from favorable commodity price changes. Depending on acquisitions consummated, changes in oil and gas futures markets, and management’s view of underlying supply and demand trends, the Company may increase or decrease its derivative positions. The Company’s commodity derivative contracts have not been designated as hedges for accounting purposes; therefore, all gains and losses on commodity derivatives are recognized in the Company’s unaudited condensed consolidated statements of operations. The Company may utilize fixed price swaps, basis swaps, and two- and three-way collars to manage commodity price risk. The Company may enter into these contracts when management believes that favorable future sales prices for the Company’s production can be secured and acquisitions consummated are accretive. Under fixed price swap agreements, when actual commodity prices upon settlement exceed the fixed price provided by the swap contracts, the Company pays the difference to the counterparty. When actual commodity prices upon settlement are less than the contractually provided fixed price, the Company receives the difference from the counterparty. The Company may also enter into basis swap contracts in order to hedge the difference between the New York Mercantile Exchange (“NYMEX”) index price and a local index price that is representative of the price received by many of our operators. Under collar agreements, the Company receives the difference between the published index price and a floor price if the index price is below the floor price or the Company pays the difference between the ceiling price and the index price if the index price is above the ceiling price. No amounts are paid or received if the index is between the floor and the ceiling. By utilizing a collar, the Company has fixed the minimum and maximum prices received on the underlying production. The Company’s oil and gas swap contracts as of June 30, 2024 are summarized below: Oil (NYMEX WTI) Remaining Term Bbl per Day Weighted Average Price per Bbl July 2024 - December 2024 3,300 $ 82.66 January 2025 - June 2025 1,100 $ 74.65 Gas (NYMEX Henry Hub) Remaining Term MMBtu per Day Weighted Average Price per MMBtu July 2024 - December 2024 500 $ 3.41 The Company’s oil and gas two-way commodity collar contracts as of June 30, 2024 are summarized below: Oil (NYMEX WTI) Remaining Term Bbl per Day Weighted Average Floor Price per Bbl Weighted Average Ceiling Price per Bbl January 2025 - June 2025 2,000 $ 60.00 $ 93.20 Gas (NYMEX Henry Hub) Remaining Term MMBtu per Day Weighted Average Floor Price per MMBtu Weighted Average Ceiling Price per MMBtu July 2024 - December 2024 11,400 $ 4.00 $ 7.24 January 2025 - June 2025 11,600 $ 3.31 $ 10.34 The Company was not party to any basis swaps or three-way collar contracts as of June 30, 2024 and December 31, 2023. Financial Summary The following table presents a summary of the Company’s derivative instruments and where such values are recorded on the unaudited condensed consolidated balance sheets as of June 30, 2024 and December 31, 2023 (in thousands): June 30, 2024 December 31, 2023 Balance sheet Fair value Fair value Asset derivatives not designated as hedges for accounting purposes: Commodity contracts Current assets $ 5,547 $ 19,080 Commodity contracts Long-term assets — 3,440 Total asset derivatives $ 5,547 $ 22,520 Liability derivatives not designated as hedges for accounting purposes: Commodity contracts Current liabilities $ — $ — Commodity contracts Long-term liabilities — — Total liability derivatives $ — $ — Net derivatives $ 5,547 $ 22,520 The following table presents the gross fair values of recognized derivative assets and liabilities, the amounts offset under master netting arrangements with counterparties, and the resulting net amounts presented on the unaudited condensed consolidated balance sheets (in thousands): June 30, 2024 December 31, 2023 Gross Fair Value Gross Amounts Offset Net Fair Value Gross Fair Value Gross Amounts Offset Net Fair Value Commodit y derivative assets $ 6,610 $ ( 1,063 ) $ 5,547 $ 23,401 $ ( 881 ) $ 22,520 Commodity derivative liabilities ( 1,063 ) 1,063 — ( 881 ) 881 — The following table is a summary of derivative gains and losses, and where such values are recorded in the unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023 (in thousands): Three Months Ended Six Months Ended June 30, Statement of June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Commodity derivatives gains (losses) Other income $ ( 607 ) $ 6,112 $ ( 10,657 ) $ 20,875 Interest rate derivative gains Other income — 607 $ — $ 447 The fair values of commodity derivative and interest rate derivative instruments were determined using Level 2 inputs. Credit Risk in Derivative Instruments The Company is exposed to credit risk to the extent of nonperformance by the counterparties in the derivative contracts discussed above. All commodity derivative counterparties are current lenders under the Sitio Revolving Credit Facility. Accordingly, the Company is not required to provide any credit support to its derivative counterparties other than cross collateralization with the properties securing the Sitio Revolving Credit Facility. The Company’s derivative contracts are documented with industry standard contracts known as a Schedule to the Master Agreement and International Swaps and Derivative Association, Inc. Master Agreement (“ISDA”). Typical terms for each ISDA include credit support requirements, cross default provisions, termination events, and set-off provisions. The Company has set-off provisions with its lenders that, in the event of counterparty default, allow the Company to set-off amounts owed under the Sitio Revolving Credit Facility or other general obligations against amounts owed to the Company for derivative contract assets. |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 12. Fair Value Measurement The Company is subject to ASC 820 – Fair Value Measurement (“ASC 820”). ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions, including assumptions about risk. Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by management. Management considers observable data to be market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The categorization of a financial instrument within the hierarchy is based upon the pricing transparency of the instrument and does not necessarily correspond to management’s perceived risk of that instrument. Level 1 – Fair values are based on unadjusted quoted prices in active markets that are accessible at the measurement date of identical, unrestricted assets. Level 2 – Fair values are based on quoted prices for markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly. Level 3 – Inputs that are unobservable and significant to the overall fair value measurement and include situations where there is little, if any, market activity for the asset or liability. The Company’s proved oil and gas properties are assessed for impairment on a periodic basis. If the Company’s proved properties are determined to be impaired, the carrying basis of the properties is adjusted down to fair value. This represents a fair value measurement that would qualify as a non-recurring Level 3 fair value measurement. During the three and six months ended June 30, 2023 , the Company identified an impairment indicator related to its proved properties in the Appalachian Basin which indicated the carrying value of the assets exceeded the estimated future undiscounted cash flows. The Company determined the fair value of such proved properties based on estimates of future proved reserves, future commodity prices, and future production volumes, and then applied a discount rate commensurate with the assets. As a result, the Company recognized impairment expense of $ 25.6 million related to its Appalachian Basin proved properties during the three and six months ended June 30, 2023 . No impairment of proved properties was recorded for the three and six months ended June 30, 2024. No impairment of unproved properties was recorded for the three and six months ended June 30, 2024 and 2023. If pricing conditions decline or are depressed, or if there is a negative impact on one or more of the other components of the calculation, we may incur proved property impairments in future periods. The fair value of the Company’s commodity derivative instruments (Level 2) was estimated using quoted forward prices for commodities, volatility factors, discounted cash flows and credit risk adjustments. See “Note 11 – Derivative Instruments” for further information on the fair value of the Company’s derivative instruments. The carrying values of cash, accrued revenue, accounts receivable, accounts payable, and accrued liabilities are considered to be representative of their respective fair values due to the short-term nature of these instruments. The carrying amount of debt outstanding pursuant to the Sitio Revolving Credit Facility approximates fair value as the borrowings bear interest at variable rates which are reflective of market rates (Level 2). The fair value of debt outstanding pursuant to our 2028 Senior Notes was $ 620.4 million as of June 30, 2024 based on quoted prices for markets that are not active (Level 2). Certain nonfinancial assets and liabilities, such as assets and liabilities acquired in a business combination, are measured at fair value on a nonrecurring basis on the acquisition date and are subject to fair value adjustments under certain circumstances. Inputs used to determine such fair values are primarily based upon internally-developed engineering and geology models, publicly-available drilling disclosures, a risk-adjusted discount rate, and publicly-available data regarding mineral transactions consummated by other buyers and sellers (Level 3). Mineral assets not acquired through a business combination are measured at fair value on a nonrecurring basis on the acquisition date. The original purchase price of mineral assets is allocated between proved and unproved properties based on the estimated relative fair values. Inputs used to determine such fair values are primarily based upon internally-developed engineering and geology models, publicly-available drilling disclosures, a risk-adjusted discount rate, and publicly-available data regarding mineral transactions consummated by other buyers and sellers (Level 3). PSU awards are valued utilizing the Monte Carlo simulation pricing model, which calculates multiple potential outcomes for an award and establishes a grant date fair value based on the most likely outcome. The inputs for the Monte Carlo model are designated as Level 2 within the valuation hierarchy. See “Note 9 – Share-Based Compensation” for further information on the fair value of the Company’ s PSU awards. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. Income Taxes The Company uses the asset and liability method for accounting for income taxes and updates its annual effective income tax rate on a quarterly basis. Under this method an estimated annual effective rate is applied to the Company’s year-to-date income excluding discrete items which are recorded when settled. Our effective tax rate may vary quarterly because of the timing of our actual quarterly earnings compared to annual projections which may affect periodic comparisons. We are subject to U.S. federal and state income taxes as a corporation. The Company recorded income tax expense of $ 4.8 million and $ 7.6 million for the three and six months ended June 30, 2024 , respectively, resulting in an effective tax rate of 14.3 % and 13.8 % for the three and six months ended June 30, 2024 , respectively. The Company recorded an income tax benefit of $ 683,000 and income tax expense of $ 6.5 million for the three and six months ended June 30, 2023 , respectively, resulting in an effective tax rate of 18.7 % and 12.7 % for the three and six months ended June 30, 2023, respectively. Total income tax expense for the three and six months ended June 30, 2024 and 2023 differed from amounts computed by applying the U.S. federal statutory tax rate of 21 % to pre-tax book income for those periods principally because of the Company’s noncontrolling interests. The Company’s ASC 740 – Income Taxes balances and income tax expense reporting is significantly affected by the portion of the Company’s consolidated net income attributable to the holders of Sitio OpCo Partnership Units, which is not taxable income to the Company. Only tax attributes allocated to the Company based on its ownership in Sitio OpCo are recorded at this level. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 14. Commitments and Contingencies From time to time, the Company may be involved in various legal proceedings, lawsuits, and other claims in the ordinary course of business. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. Management does not believe that the resolution of these matters will have a material adverse impact on the Company’ s financial condition, results of operations, or cash flows. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | 15. Subsequent Events Management has evaluated all subsequent events from the balance sheet date through the date these financial statements were available to be issued for disclosure or recognition within these financial statements and no items requiring disclosure were identified except for the events identified below. Cash Dividends On August 7, 2024, the Company declared a cash dividend of $ 0.30 per share of Class A Common Stock with respect to the second quarter of 2024. The dividend is payable on August 30, 2024 to the stockholders of record at the close of business on August 19, 2024 . |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts Payable and Accrued Expenses The Company’s accounts payable and accrued expenses consisted of the following as of the dates indicated (in thousands): June 30, December 31, Accrued interest expense $ 9,522 $ 12,178 Ad valorem taxes payable 7,539 10,364 Payable to buyer for post-effective monies 1,031 1,427 Accrued general and administrative 3,392 1,889 Payable to sellers for pre-effective monies 2,251 2,268 Other taxes payable 3,227 1,592 Other 119 332 Total accounts payable and accrued expenses $ 27,081 $ 30,050 |
Basis of Presentation | The unaudited condensed consolidated financial statements of Sitio Royalties Corp., together with its wholly-owned subsidiaries and any entities in which the company owns a controlling interest (collectively, “Sitio” or the “Company”), including Sitio Royalties Operating Partnership, LP (“Sitio OpCo”), have been prepared pursuant to the rules and regulations of the SEC applicable to interim financial information. Accordingly, such consolidated financial statements reflect all adjustments (consisting of normal and recurring accruals) which are, in the opinion of management, necessary for a fair presentation of the financial results for the interim periods presented. Certain information and notes normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. However, management believes that the disclosures included either on the face of the financial statements or in these notes are sufficient to make the interim information presented not misleading. The accompanying unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the financial statements and notes thereto in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 29, 2024 (the “Annual Report”). The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. The results of operations for the three and six months ended June 30, 2024 are not necessarily indicative of the results to be expected for the entire fiscal year ending December 31, 2024. Except as otherwise indicated or required by the context, all references in this quarterly report to the “Company,” “Sitio,” “we,” “us,” “our” or similar terms refer to (i) for periods prior to the closing of the Company’s merger with Falcon Minerals Corporation in June 2022 (the “Falcon Merger”), the Company’s predecessor and its subsidiaries and (ii) for periods subsequent to the closing of the Falcon Merger, Sitio Royalties Corp. and its subsidiaries. All references in this Quarterly Report on Form 10-Q to “Falcon” refer to Sitio Royalties Corp. and its subsidiaries for periods prior to the Falcon Merger. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | The Company’s accounts payable and accrued expenses consisted of the following as of the dates indicated (in thousands): June 30, December 31, Accrued interest expense $ 9,522 $ 12,178 Ad valorem taxes payable 7,539 10,364 Payable to buyer for post-effective monies 1,031 1,427 Accrued general and administrative 3,392 1,889 Payable to sellers for pre-effective monies 2,251 2,268 Other taxes payable 3,227 1,592 Other 119 332 Total accounts payable and accrued expenses $ 27,081 $ 30,050 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Disaggregation of Revenue [Abstract] | |
Summary of Disaggregated Revenues from Sales | During the three and six months ended June 30, 2024 and 2023, the disaggregated revenues from sales of oil, natural gas and NGLs were as follows (in thousands): For the Three Months For the Six Months 2024 2023 2024 2023 Crude oil sales $ 143,496 $ 111,993 $ 270,789 $ 229,738 Natural gas sales 5,945 8,522 11,732 23,176 NGL sales 16,075 12,052 30,966 25,207 Total royalty revenues $ 165,516 $ 132,567 $ 313,487 $ 278,121 |
Oil and Natural Gas Properties
Oil and Natural Gas Properties (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Oil and Gas Disclosure [Abstract] | |
Summary of Oil and Natural Gas Properties | The following is a summary of oil and natural gas properties as of June 30, 2024 and December 31, 2023 (in thousands): Oil and natural gas properties: June 30, December 31, Unproved properties $ 2,579,583 $ 2,698,991 Proved properties 2,674,068 2,377,196 Oil and natural gas properties, gross 5,253,651 5,076,187 Accumulated depletion and impairment ( 658,417 ) ( 496,879 ) Oil and natural gas properties, net $ 4,595,234 $ 4,579,308 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Summary of Long-Term Debt | The following is a summary of long-term debt as of June 30, 2024 and December 31, 2023 (in thousands): As of June 30, As of December 31, 2024 2023 Sitio Revolving Credit Facility $ 460,000 $ 277,000 2028 Senior Notes 600,000 600,000 Less: 2028 Senior Notes unamortized issuance costs ( 10,662 ) ( 11,662 ) Total long-term debt $ 1,049,338 $ 865,338 |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Summary of Quarterly Dividends | The following table summarizes the quarterly dividends related to the Company’s quarterly financial results (in thousands, except per share data): Quarter Ended Total Quarterly Dividend per Class A Common Share Class A Cash Dividends Paid Payment Date Stockholder Record Date March 31, 2024 $ 0.41 $ 33,066 May 31, 2024 May 21, 2024 December 31, 2023 $ 0.51 $ 41,950 March 28, 2024 March 15, 2024 September 30, 2023 $ 0.49 $ 40,396 November 30, 2023 November 21, 2023 June 30, 2023 $ 0.40 $ 32,705 August 31, 2023 August 18, 2023 March 31, 2023 $ 0.50 $ 40,743 May 31, 2023 May 19, 2023 December 31, 2022 $ 0.60 $ 48,107 March 31, 2023 March 17, 2023 September 30, 2022 $ 0.72 $ 9,148 November 30, 2022 November 21, 2022 June 30, 2022 $ 0.71 $ 9,017 August 31, 2022 August 18, 2022 |
Schedule of basic and diluted earnings per Share | The following table sets forth the calculation of basic and diluted earnings per share for the periods indicated (in thousands, except per share data): For the Three Months For the Six Months 2024 2023 2024 2023 Numerator: Net income (loss) attributable to Class A stockholders $ 12,854 $ ( 796 ) $ 21,322 $ 21,857 Less: Earnings allocated to participating securities ( 331 ) ( 383 ) ( 707 ) ( 783 ) Net income (loss) attributable to Class A stockholders - basic and diluted $ 12,523 $ ( 1,179 ) $ 20,615 $ 21,074 Denominator: Weighted average shares outstanding - basic 80,751 81,044 81,578 80,614 Effect of dilutive securities 128 — 183 — Weighted average shares outstanding - diluted 80,879 81,044 81,761 80,614 Net income (loss) per common share - basic $ 0.16 $ ( 0.01 ) $ 0.25 $ 0.26 Net income (loss) per common share - diluted $ 0.15 $ ( 0.01 ) $ 0.25 $ 0.26 |
Schedule of computation of diluted earnings per share | The Company had the following shares that were excluded from the computation of diluted earnings per share because their inclusion would have been anti-dilutive for the periods presented but could potentially dilute basic earnings per share in future periods (in thousands): Three Months Ended Six Months Ended 2024 2023 2024 2023 Warrants — 5,312 — 5,312 Unvested share-based compensation awards 1,225 1,463 1,441 1,057 Shares of Class C Common Stock if converted 73,883 — 74,380 — Total 75,108 6,775 75,821 6,369 |
Noncontrolling Interest (Tables
Noncontrolling Interest (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Noncontrolling Interest [Abstract] | |
Summary of Recorded Adjustments to Noncontrolling Interest | Noncontrolling interest is recorded at its carrying value. During the period from December 31, 2023 through June 30, 2024, the Company recorded adjustments to the value of noncontrolling interest as presented in the table below (in thousands): l Noncontrolling Interest Balance – January 1, 2024 $ 1,987,526 Net income 26,411 Share-based compensation 1,122 Conversion of Class C Common Stock to Class A Common Stock ( 7,085 ) Distributions to noncontrolling interest ( 68,402 ) Repurchases of Sitio OpCo Partnership Units (including associated Class C Common Stock) ( 23,691 ) Balance – June 30, 2024 $ 1,915,881 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Summary of activity in unvested RSUs, DSUs, PSUs and unvested RSAs | The following table summarizes the share-based compensation expense recorded for each type of award for the three and six months ended June 30, 2024 and 2023 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 RSUs $ 1,565 $ 2,226 $ 2,893 $ 4,566 PSUs 3,375 2,084 5,912 3,432 DSUs 614 470 1,205 818 Sitio OpCo Restricted Stock Awards 561 561 1,122 1,117 RSUs Converted in the Brigham Merger 62 61 123 122 PSUs Converted in the Brigham Merger 26 20 52 51 Total $ 6,203 $ 5,422 $ 11,307 $ 10,106 |
Restricted Stock Units [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Summary of activity in unvested RSUs, DSUs, PSUs and unvested RSAs | The following table summarizes activity related to unvested RSUs for the six months ended June 30, 2024. Restricted Stock Units Number of Grant Date Unvested at January 1, 2024 468,112 $ 25.65 Granted 236,715 22.11 Forfeited ( 30,021 ) 24.65 Vested ( 115,594 ) 26.03 Unvested at June 30, 2024 559,212 $ 24.13 |
Deferred Share Units [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Summary of activity in unvested RSUs, DSUs, PSUs and unvested RSAs | The following table summarizes activity related to unvested DSUs for the six months ended June 30, 2024. Deferred Share Units Number of Grant Date Unvested at January 1, 2024 93,680 $ 25.38 Granted 101,440 24.12 Forfeited — — Vested ( 93,680 ) 25.38 Unvested at June 30, 2024 101,440 $ 24.12 |
Performance Stock Units [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Summary of activity in unvested RSUs, DSUs, PSUs and unvested RSAs | The following table summarizes activity related to unvested PSUs for the six months ended June 30, 2024. Performance Stock Units Number of Grant Date Unvested at January 1, 2024 830,188 $ 30.82 Granted 566,568 24.71 Forfeited ( 10,848 ) 32.86 Vested — — Unvested at June 30, 2024 1,385,908 $ 28.31 |
Summary of Performance Targets Associated | The performance targets associated with outstanding PSU awards are outlined below: Annualized Percentage of Base of Range Less than 0 % 0 % Threshold 0 % 50 % Target 10 % 100 % Maximum 20 % 200 % |
Schedule of weighted average assumptions to determine fair value | The following table summarizes the assumptions used to determine the fair values of the PSUs: Grant Year Average Expected Volatility Risk-Free Interest Rate Expected Dividend Yield 2023 43.57 % - 52.71 % 3.97 % - 4.60 % 0.00 % 2024 39.76 % - 41.09 % 4.41 % - 4.48 % 0.00 % |
Restricted Stock Units Converted to Brigham Merger [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Summary of activity in unvested RSUs, DSUs, PSUs and unvested RSAs | The following table summarizes activity related to unvested RSUs converted in the Brigham Merger for the six months ended June 30, 2024. Restricted Stock Units Number of Grant Date Unvested at January 1, 2024 11,040 $ 30.15 Granted — — Forfeited — — Vested ( 5,518 ) 30.15 Unvested at June 30, 2024 5,522 $ 30.15 |
Performance Stock Units Converted to Brigham Merger [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Summary of activity in unvested RSUs, DSUs, PSUs and unvested RSAs | The following table summarizes activity related to unvested PSUs converted in the Brigham Merger for the six months ended June 30, 2024. Performance Stock Units Number of Grant Date Unvested at January 1, 2024 7,638 $ 30.15 Granted — — Forfeited — — Vested — — Unvested at June 30, 2024 7,638 $ 30.15 |
Sitio OpCo Restricted Stock Awards [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Summary of activity in unvested RSUs, DSUs, PSUs and unvested RSAs | The following table summarizes activity related to unvested Sitio OpCo RSAs for the six months ended June 30, 2024. Sitio OpCo Number of Grant Date Unvested at January 1, 2024 232,145 $ 29.12 Granted — — Forfeited — — Vested ( 77,382 ) 29.12 Unvested at June 30, 2024 154,763 $ 29.12 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Derivative [Line Items] | |
Summary of Derivative Instruments | The following table presents a summary of the Company’s derivative instruments and where such values are recorded on the unaudited condensed consolidated balance sheets as of June 30, 2024 and December 31, 2023 (in thousands): June 30, 2024 December 31, 2023 Balance sheet Fair value Fair value Asset derivatives not designated as hedges for accounting purposes: Commodity contracts Current assets $ 5,547 $ 19,080 Commodity contracts Long-term assets — 3,440 Total asset derivatives $ 5,547 $ 22,520 Liability derivatives not designated as hedges for accounting purposes: Commodity contracts Current liabilities $ — $ — Commodity contracts Long-term liabilities — — Total liability derivatives $ — $ — Net derivatives $ 5,547 $ 22,520 |
Summary of Gross Fair Values of Recognized Derivative Assets and Liabilities, Amounts Offset Under Master Netting Arrangements With Counterparties and Resulting Net Amounts | The following table presents the gross fair values of recognized derivative assets and liabilities, the amounts offset under master netting arrangements with counterparties, and the resulting net amounts presented on the unaudited condensed consolidated balance sheets (in thousands): June 30, 2024 December 31, 2023 Gross Fair Value Gross Amounts Offset Net Fair Value Gross Fair Value Gross Amounts Offset Net Fair Value Commodit y derivative assets $ 6,610 $ ( 1,063 ) $ 5,547 $ 23,401 $ ( 881 ) $ 22,520 Commodity derivative liabilities ( 1,063 ) 1,063 — ( 881 ) 881 — |
Summary of Derivative Gains and Losses | The following table is a summary of derivative gains and losses, and where such values are recorded in the unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023 (in thousands): Three Months Ended Six Months Ended June 30, Statement of June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Commodity derivatives gains (losses) Other income $ ( 607 ) $ 6,112 $ ( 10,657 ) $ 20,875 Interest rate derivative gains Other income — 607 $ — $ 447 |
Oil and Gas Swap Contracts [Member] | |
Derivative [Line Items] | |
Schedule of Oil and Gas Contracts | The Company’s oil and gas swap contracts as of June 30, 2024 are summarized below: Oil (NYMEX WTI) Remaining Term Bbl per Day Weighted Average Price per Bbl July 2024 - December 2024 3,300 $ 82.66 January 2025 - June 2025 1,100 $ 74.65 Gas (NYMEX Henry Hub) Remaining Term MMBtu per Day Weighted Average Price per MMBtu July 2024 - December 2024 500 $ 3.41 |
Oil and Gas Two-way Commodity Collar Contracts [Member] | |
Derivative [Line Items] | |
Schedule of Oil and Gas Contracts | The Company’s oil and gas two-way commodity collar contracts as of June 30, 2024 are summarized below: Oil (NYMEX WTI) Remaining Term Bbl per Day Weighted Average Floor Price per Bbl Weighted Average Ceiling Price per Bbl January 2025 - June 2025 2,000 $ 60.00 $ 93.20 Gas (NYMEX Henry Hub) Remaining Term MMBtu per Day Weighted Average Floor Price per MMBtu Weighted Average Ceiling Price per MMBtu July 2024 - December 2024 11,400 $ 4.00 $ 7.24 January 2025 - June 2025 11,600 $ 3.31 $ 10.34 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Accrued Liabilities and Other Liabilities [Abstract] | ||
Accrued interest expense | $ 9,522 | $ 12,178 |
Ad valorem taxes payable | 7,539 | 10,364 |
Payable to buyer for post-effective monies | 1,031 | 1,427 |
Accrued general and administrative | 3,392 | 1,889 |
Payable to sellers for pre-effective monies | 2,251 | 2,268 |
Other taxes payable | 3,227 | 1,592 |
Other | 119 | 332 |
Total accounts payable and accrued expenses | $ 27,081 | $ 30,050 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Summary of Disaggregated Revenues From Sales (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation Of Revenue [Line Items] | ||||
Total royalty revenues | $ 165,516 | $ 132,567 | $ 313,487 | $ 278,121 |
Crude Oil Sales [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total royalty revenues | 143,496 | 111,993 | 270,789 | 229,738 |
Natural Gas Sales [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total royalty revenues | 5,945 | 8,522 | 11,732 | 23,176 |
NGL Sales [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Total royalty revenues | $ 16,075 | $ 12,052 | $ 30,966 | $ 25,207 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers (Details) | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Payment receives description | The Company typically receives payment for oil, natural gas and NGL sales within 30 to 90 days of the month of delivery after initial production from the well. Such periods can extend longer due to factors outside of our control. |
Oil and Natural Gas Propertie_2
Oil and Natural Gas Properties - Summary of Oil and Natural Gas Properties (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Oil and natural gas properties: | ||
Unproved properties | $ 2,579,583 | $ 2,698,991 |
Proved properties | 2,674,068 | 2,377,196 |
Oil and natural gas properties, gross | 5,253,651 | 5,076,187 |
Accumulated depletion and impairment | (658,417) | (496,879) |
Oil and natural gas properties, net | $ 4,595,234 | $ 4,579,308 |
Oil and Natural Gas Propertie_3
Oil and Natural Gas Properties (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Oil and Gas Disclosure [Abstract] | ||||
Payment to purchase oil and gas properties | $ 189 | |||
Proceeds to acquire oil and gas property and equipment | $ 5.7 | |||
Proceeds from purchase price adjustments from acquisitions, net of acquisition costs | 11.6 | |||
Purchases of oil and gas properties for property acquisitions | 17.9 | |||
Depletion expense | $ 85.4 | $ 74.1 | $ 161.5 | $ 141.7 |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Details Textual) - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended |
Dec. 31, 2023 | Jun. 30, 2024 | |
Business Acquisition [Line Items] | ||
Aggregate purchase price of oil and gas properties | $ 189 | |
Appalachian and Anadarko Basins Divestiture [Member] | ||
Business Acquisition [Line Items] | ||
Proceeds from divestiture of mineral and royalty interests, net of third-party transaction costs | $ 113.3 |
Debt - Summary of Long-Term Deb
Debt - Summary of Long-Term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Line of Credit Facility [Line Items] | ||
Total long-term debt | $ 1,049,338 | $ 865,338 |
Sitio Revolving Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Long term debt | 460,000 | 277,000 |
2028 Senior Notes [Member] | ||
Line of Credit Facility [Line Items] | ||
Long term debt | 600,000 | 600,000 |
Less: 2028 Senior Notes unamortized issuance costs | $ (10,662) | $ (11,662) |
Debt (Details)
Debt (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Oct. 03, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Sitio Revolving Credit Facility [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Outstanding borrowings | $ 460,000,000 | $ 460,000,000 | $ 277,000,000 | |||
Weighted average interest rate | 8.44% | 8.44% | 8.21% | |||
Unamortized debt issuance costs | $ 9,700,000 | $ 9,700,000 | $ 11,200,000 | |||
Interest expense | 804,000 | $ 732,000 | 1,600,000 | $ 1,300,000 | ||
Borrowing base | 850,000,000 | 850,000,000 | 850,000,000 | |||
Previously capitalized deferred financing costs, written off | 783,000 | |||||
Sitio Revolving Credit Facility [Member] | Borrowing Base [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Outstanding borrowings | 460,000,000 | 460,000,000 | 277,000,000 | |||
2026 Senior Notes [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Interest expense | 0 | 716,000 | 0 | 1,400,000 | ||
2028 Senior Notes [Member] | ||||||
Line Of Credit Facility [Line Items] | ||||||
Aggregate principal amount | 600,000,000 | 600,000,000 | 600,000,000 | |||
Outstanding borrowings | 600,000,000 | 600,000,000 | 600,000,000 | |||
Unamortized debt issuance costs | 10,700,000 | 10,700,000 | $ 11,700,000 | |||
Interest expense | $ 505,000 | $ 0 | $ 1,000,000 | $ 0 | ||
Annual rate | 7.875% | 7.875% | 7.875% | |||
Frequency of periodic payment | semi-annually | |||||
Commencing date | May 01, 2024 | |||||
Covenants description | The 2028 Senior Notes contain covenants that limit Sitio OpCo’s ability and the ability of Sitio OpCo’s restricted subsidiaries to engage in certain transactions and activities. The Company was in compliance with the terms and covenants of the 2028 Senior Notes as of June 30, 2024 and December 31, 2023. |
Equity - (Details Textual)
Equity - (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Feb. 28, 2024 | Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Class Of Stock [Line Items] | ||||||
Consideration received | $ 0 | |||||
Shares repurchased | 0 | |||||
Repurchase amount | $ 0 | |||||
Subsidiaries [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Additional partnership units may be issued | 2,500,000 | 2,500,000 | ||||
Warrants [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Business combination, description | Contributors of Falcon’s initial assets in 2018 will be entitled to receive earn-out consideration to be paid in the form of Sitio OpCo Partnership Units (with a corresponding number of shares of Class C Common Stock) if the volume-weighted average price of the trading days during any thirty (30) calendar days (the “30-Day VWAP”) of the Class A Common Stock equals or exceeds certain hurdles set forth in the Contribution Agreement, dated as of June 3, 2018, by and among Falcon and the other parties thereto. If the 30-Day VWAP of the Class A Common Stock is $50.00 or more per share (on a split-adjusted basis) at any time within the seven years following the 2018 closing, the contributors will receive (a) an additional 2.5 million Sitio OpCo Partnership Units (and an equivalent number of shares of Class C Common Stock), plus (b) an amount of Sitio OpCo Partnership Units (and an equivalent number of shares of Class C Common Stock) equal to (i) the amount by which annual cash dividends paid on each share of Class A Common Stock exceeds $2.00 in each year between the closing and the date the first earn-out is achieved (with any dividends paid in the stub year in which the first earn-out is achieved annualized for purposes of determining what portion of such dividends would have, on an annual basis, exceeded $2.00), multiplied by 2.5 million, (ii) divided by $50.00. If the 30-Day VWAP of the Class A Common Stock is $60.00 or more per share (on a split-adjusted basis) at any time within the seven years following the closing (which $60.00 threshold will be reduced by the amount by which annual cash dividends paid on each share of Class A Common Stock exceeds $2.00 in each year between the closing and the date the earn-out is achieved, but not below $50.00), the contributors will receive an additional 2.5 million Sitio OpCo Partnership Units (and an equivalent number of shares of Class C Common Stock). Upon recognition of the earn-out, as there is no consideration received, the Company would record the payment of the earn-out as adjustments through equity (noncontrolling interest and additional-paid-in-capital). | |||||
Class A Common Stock [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Voting rights description | Holders of Class A Common Stock, par value $0.0001 per share (“Class A Common Stock”), are entitled to one vote per share on all matters to be voted upon by the stockholders and are entitled to ratably receive dividends when and if declared by the Company’s board of directors (the “Board”). | |||||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Redemption of shares | 296,651 | 1,316,216 | ||||
Shares held in treasury | 2,230,137 | 2,230,137 | 0 | |||
Treasury shares weighted average price | $ 24.25 | $ 24.25 | ||||
Class A Common Stock [Member] | Share Repurchase Program [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Percentage of U.S. Federal excise tax on certain repurchases of stock | 1% | |||||
Repurchases of Class A Common Stock, shares | 1,684,610 | 2,230,137 | ||||
Weighted average price per share | $ 24.41 | $ 24.25 | ||||
Class A Common Stock [Member] | Maximum [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Repurchase amount | $ 200,000,000 | |||||
Class A Common Stock [Member] | Treasury Stock [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Repurchases of Class A Common Stock, shares | 1,684,000 | 546,000 | ||||
Class C Common Stock [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Shares held in treasury | 52,748 | 52,748 | 26,137 | |||
Treasury shares weighted average price | $ 24.19 | $ 24.19 | ||||
Class C Common Stock [Member] | Share Repurchase Program [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Stock repurchased and canceled | 897,457 | 897,457 | ||||
Weighted average price per share | $ 24.67 | $ 24.67 |
Equity - Summary of Quarterly D
Equity - Summary of Quarterly Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||||||
Mar. 31, 2024 | Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | |
Equity [Abstract] | ||||||||
Total Quarterly Dividend per Class A Common Share | $ 0.41 | $ 0.51 | $ 0.49 | $ 0.4 | $ 0.5 | $ 0.6 | $ 0.72 | $ 0.71 |
Class A Cash Dividends Paid | $ 33,066 | $ 41,950 | $ 40,396 | $ 32,705 | $ 40,743 | $ 48,107 | $ 9,148 | $ 9,017 |
Payment Date | May 31, 2024 | Mar. 28, 2024 | Nov. 30, 2023 | Aug. 31, 2023 | May 31, 2023 | Mar. 31, 2023 | Nov. 30, 2022 | Aug. 31, 2022 |
Stockholder Record Date | May 21, 2024 | Mar. 15, 2024 | Nov. 21, 2023 | Aug. 18, 2023 | May 19, 2023 | Mar. 17, 2023 | Nov. 21, 2022 | Aug. 18, 2022 |
Equity - Schedule of basic and
Equity - Schedule of basic and diluted earnings per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Numerator: | ||||
Net income (loss) attributable to Class A stockholders | $ 12,854 | $ (796) | $ 21,322 | $ 21,857 |
Less: Earnings allocated to participating securities | (331) | (383) | (707) | (783) |
Net income (loss) attributable to Class A stockholders - basic | 12,523 | (1,179) | 20,615 | 21,074 |
Net income (loss) attributable to Class A stockholders - diluted | $ 12,523 | $ (1,179) | $ 20,615 | $ 21,074 |
Denominator: | ||||
Weighted average shares outstanding - basic | 80,751 | 81,044 | 81,578 | 80,614 |
Effect of dilutive securities | 128 | 183 | ||
Weighted average shares outstanding - diluted | 80,879 | 81,044 | 81,761 | 80,614 |
Net income (loss) per common share - basic | $ 0.16 | $ (0.01) | $ 0.25 | $ 0.26 |
Net income (loss) per common share - diluted | $ 0.15 | $ (0.01) | $ 0.25 | $ 0.26 |
Equity - Schedule of Computatio
Equity - Schedule of Computation of diluted earnings per share (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Class Of Stock [Line Items] | ||||
Total diluted earnings | 75,108 | 6,775 | 75,821 | 6,369 |
Warrants [Member] | ||||
Class Of Stock [Line Items] | ||||
Total diluted earnings | 5,312 | 5,312 | ||
Unvested Share-based Compensation Awards [Member] | ||||
Class Of Stock [Line Items] | ||||
Total diluted earnings | 1,225 | 1,463 | 1,441 | 1,057 |
Shares of Class C Common Stock if converted [Member] | ||||
Class Of Stock [Line Items] | ||||
Total diluted earnings | 73,883 | 74,380 |
Noncontrolling Interest (Detail
Noncontrolling Interest (Details Textual) | Jun. 30, 2024 |
Sitio OpCo [Member] | |
Temporary Equity [Line Items] | |
Ownership percentage by related parties | 47.80% |
Noncontrolling Interest - Summa
Noncontrolling Interest - Summary of Recorded Adjustments to Noncontrolling Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Noncontrolling Interest [Line Items] | ||||||
Balance | $ 1,987,526 | $ 1,987,526 | ||||
Net income | $ 16,187 | $ (2,177) | 26,411 | $ 22,889 | ||
Share-based compensation | 1,122 | |||||
Conversion of Class C Common Stock to Class A Common Stock | (7,085) | |||||
Distributions to noncontrolling interest | (30,245) | (38,157) | $ (41,956) | $ (49,206) | (68,402) | |
Repurchases of Sitio OpCo Partnership Units (including associated Class C Common Stock) | $ (13,057) | (23,691) | ||||
Balance | $ 1,915,881 | $ 1,915,881 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Available for future grant | 5,923,903 | 5,923,903 | ||||
Share-based Compensation Expense | $ 6,203,000 | $ 5,422,000 | $ 11,307,000 | $ 10,106,000 | ||
Dividend equivalent rights paid | 331,000 | $ 376,000 | 383,000 | $ 400,000 | ||
Amount paid to restricted stock award holders under distribution equivalent rights | $ 331,000 | $ 376,000 | 383,000 | $ 400,000 | ||
Class A Common Stock [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Aggregate common stock available for issuance | 8,384,083 | 8,384,083 | ||||
Restricted Stock Units [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of shares issued | 236,715 | |||||
Share-based Compensation Expense | $ 1,565,000 | 2,226,000 | $ 2,893,000 | 4,566,000 | ||
Unamortized equity-based compensation expense | 11,500,000 | $ 11,500,000 | ||||
Weighted average period expected to be recognized | 2 years 2 months 12 days | |||||
Deferred Share Units [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of shares issued | 101,440 | |||||
Share-based Compensation Expense | 614,000 | 470,000 | $ 1,205,000 | 818,000 | ||
Unamortized equity-based compensation expense | 2,100,000 | $ 2,100,000 | ||||
Weighted average period expected to be recognized | 10 months 24 days | |||||
Equity based awards description | DSUs generally vest in equal quarterly installments over the one-year period beginning on the grant date. | |||||
Performance Stock Units [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of shares issued | 566,568 | |||||
Share-based Compensation Expense | 3,375,000 | 2,084,000 | $ 5,912,000 | $ 3,432,000 | ||
Unamortized equity-based compensation expense | 23,500,000 | $ 23,500,000 | ||||
Weighted average period expected to be recognized | 2 years | |||||
Dividend yield | 0% | 0% | ||||
Sitio OpCo Restricted Stock Awards [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based Compensation Expense | 561,000 | 561,000 | $ 1,122,000 | $ 1,117,000 | ||
Unamortized equity-based compensation expense | 4,400,000 | $ 4,400,000 | ||||
Weighted average period expected to be recognized | 1 year 10 months 24 days | |||||
Equity based awards description | In connection with the Falcon Merger, legacy owners of the Company’s predecessor desired to assign, transfer and convey their rights to receive a portion of their Falcon Merger consideration to our executive officers as an incentive to continue to serve as executive officers following the Falcon Merger. The Falcon Merger consideration consisted of Sitio OpCo Partnership Units and an equal number of shares of Class C Common Stock. The conveyance of Falcon Merger consideration is deemed to be a grant of restricted stock awards (each, an “RSA”) to our executive officers. Each Sitio OpCo RSA is expected to vest in equal installments on the first four anniversaries of June 6, 2022. The Company estimated the fair value of the RSAs as the closing price of the Company’s Class A Common Stock on the grant date of the award, which is expensed over the applicable service period. | |||||
Restricted Stock Units Converted to Brigham Merger [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based Compensation Expense | 62,000 | 61,000 | $ 123,000 | 122,000 | ||
Unamortized equity-based compensation expense | 177,000 | $ 177,000 | ||||
Conversion rate | 1.133 | |||||
Weighted average period expected to be recognized | 8 months 12 days | |||||
Performance Stock Units Converted to Brigham Merger [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based Compensation Expense | 26,000 | $ 20,000 | $ 52,000 | $ 51,000 | ||
Unamortized equity-based compensation expense | $ 75,000 | $ 75,000 | ||||
Conversion rate | 1.133 | |||||
Deemed Performance Targets Percentage On Date Of Merger | 200% | 200% | ||||
Weighted average period expected to be recognized | 8 months 12 days |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Share-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share-based Compensation Expense | $ 6,203 | $ 5,422 | $ 11,307 | $ 10,106 |
Restricted Stock Units [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share-based Compensation Expense | 1,565 | 2,226 | 2,893 | 4,566 |
Performance Stock Units [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share-based Compensation Expense | 3,375 | 2,084 | 5,912 | 3,432 |
Deferred Share Units [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share-based Compensation Expense | 614 | 470 | 1,205 | 818 |
Sitio OpCo Restricted Stock Awards [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share-based Compensation Expense | 561 | 561 | 1,122 | 1,117 |
Restricted Stock Units Converted to Brigham Merger [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share-based Compensation Expense | 62 | 61 | 123 | 122 |
Performance Stock Units Converted to Brigham Merger [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share-based Compensation Expense | $ 26 | $ 20 | $ 52 | $ 51 |
Share-Based Compensation - Su_2
Share-Based Compensation - Summary of activity in unvested RSUs, DSUs, PSUs and unvested RSAs (Details) | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Restricted Stock Units [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested, beginning balance | shares | 468,112 |
Granted | shares | 236,715 |
Forfeited | shares | (30,021) |
Vested | shares | (115,594) |
Unvested, ending balance | shares | 559,212 |
Grant Date Fair Value, outstanding, beginning balance | $ / shares | $ 25.65 |
Grant Date Fair Value, Granted | $ / shares | 22.11 |
Grant Date Fair Value, Forfeited | $ / shares | 24.65 |
Grant Date Fair Value, Vested | $ / shares | 26.03 |
Grant Date Fair Value, ending balance | $ / shares | $ 24.13 |
Deferred Share Units [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested, beginning balance | shares | 93,680 |
Granted | shares | 101,440 |
Vested | shares | (93,680) |
Unvested, ending balance | shares | 101,440 |
Grant Date Fair Value, outstanding, beginning balance | $ / shares | $ 25.38 |
Grant Date Fair Value, Granted | $ / shares | 24.12 |
Grant Date Fair Value, Vested | $ / shares | 25.38 |
Grant Date Fair Value, ending balance | $ / shares | $ 24.12 |
Performance Stock Units [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested, beginning balance | shares | 830,188 |
Granted | shares | 566,568 |
Forfeited | shares | (10,848) |
Unvested, ending balance | shares | 1,385,908 |
Grant Date Fair Value, outstanding, beginning balance | $ / shares | $ 30.82 |
Grant Date Fair Value, Granted | $ / shares | 24.71 |
Grant Date Fair Value, Forfeited | $ / shares | 32.86 |
Grant Date Fair Value, ending balance | $ / shares | $ 28.31 |
Restricted Stock Units Converted to Brigham Merger [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested, beginning balance | shares | 11,040 |
Vested | shares | (5,518) |
Unvested, ending balance | shares | 5,522 |
Grant Date Fair Value, outstanding, beginning balance | $ / shares | $ 30.15 |
Grant Date Fair Value, Vested | $ / shares | 30.15 |
Grant Date Fair Value, ending balance | $ / shares | $ 30.15 |
Performance Stock Units Converted to Brigham Merger [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested, beginning balance | shares | 7,638 |
Unvested, ending balance | shares | 7,638 |
Grant Date Fair Value, outstanding, beginning balance | $ / shares | $ 30.15 |
Grant Date Fair Value, ending balance | $ / shares | $ 30.15 |
Sitio OpCo Restricted Stock Awards [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unvested, beginning balance | shares | 232,145 |
Vested | shares | (77,382) |
Unvested, ending balance | shares | 154,763 |
Grant Date Fair Value, outstanding, beginning balance | $ / shares | $ 29.12 |
Grant Date Fair Value, Vested | $ / shares | 29.12 |
Grant Date Fair Value, ending balance | $ / shares | $ 29.12 |
Share-Based Compensation - Su_3
Share-Based Compensation - Summary of performance targets associated (Details) - Performance Stock Units [Member] | 6 Months Ended |
Jun. 30, 2024 | |
Base of Range [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Percentage of Target PSUs Earned | 0% |
Threshold [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Annualized Absolute TSR Goal | 0% |
Percentage of Target PSUs Earned | 50% |
Target [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Annualized Absolute TSR Goal | 10% |
Percentage of Target PSUs Earned | 100% |
Maximum [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Annualized Absolute TSR Goal | 20% |
Percentage of Target PSUs Earned | 200% |
Maximum [Member] | Base of Range [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Annualized Absolute TSR Goal | 0% |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of weighted average assumptions to determine fair value (Details) - Performance Stock Units [Member] | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Dividend yield | 0% | 0% |
Maximum [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Volatility | 41.09% | 52.71% |
Risk-free rate | 4.48% | 4.60% |
Minimum [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Volatility | 39.76% | 43.57% |
Risk-free rate | 4.41% | 3.97% |
Warrants (Details Textual)
Warrants (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | ||||
Class of warrant or right expiration period | 2023-08 | |||
Fair value of warrants | $ 0 | $ 0 | ||
Gain attributable to decrease in fair value of warrants | $ 0 | $ 584,000 | $ 0 | $ 2,942,000 |
Derivative Instruments - Schedu
Derivative Instruments - Schedule of Oil and Gas Swap Contracts (Details) - Oil and Gas Swap Contracts [Member] | Jun. 30, 2024 MMBTU $ / bbl $ / MMBTU bbl |
Oil (NYMEX WTI) Remaining Term From July 2024 to December 2024 [Member] | |
Derivative [Line Items] | |
Bbl per Day | bbl | 3,300 |
Weighted Average Price | $ / bbl | 82.66 |
Oil (NYMEX WTI) Remaining Term From January 2025 to June 2025 [Member] | |
Derivative [Line Items] | |
Bbl per Day | bbl | 1,100 |
Weighted Average Price | $ / bbl | 74.65 |
Gas (NYMEX Henry Hub) Remaining Term From July 2024 to December 2024 [Member] | |
Derivative [Line Items] | |
MMBtu per Day | MMBTU | 500 |
Weighted Average Price | $ / MMBTU | 3.41 |
Derivative Instruments - Sche_2
Derivative Instruments - Schedule of Oil and Gas Two-way Commodity Collar Contracts (Details) - Oil and Gas Two-way Commodity Collar Contracts [Member] | Jun. 30, 2024 MMBTU $ / MMBTU $ / bbl bbl |
Oil (NYMEX WTI) Remaining Term From January 2025 to June 2025 [Member] | |
Derivative [Line Items] | |
Bbl per Day | bbl | 2,000 |
Weighted Average Floor Price | $ / bbl | 60 |
Weighted Average Ceiling Price | $ / bbl | 93.2 |
Gas (NYMEX Henry Hub) Remaining Term From July 2024 to December 2024 [Member] | |
Derivative [Line Items] | |
MMBtu per Day | MMBTU | 11,400 |
Weighted Average Floor Price | 4 |
Weighted Average Ceiling Price | 7.24 |
Gas (NYMEX Henry Hub) Remaining Term From January 2025 to June 2025 [Member] | |
Derivative [Line Items] | |
MMBtu per Day | MMBTU | 11,600 |
Weighted Average Floor Price | 3.31 |
Weighted Average Ceiling Price | 10.34 |
Derivative Instruments - Summar
Derivative Instruments - Summary of Derivative Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Derivative [Line Items] | ||
Derivative assets, current | $ 5,547 | $ 19,080 |
Long-term derivative asset | 3,440 | |
Derivatives Not Designated as Hedges [Member] | ||
Derivative [Line Items] | ||
Derivative asset | 5,547 | 22,520 |
Net derivatives | 5,547 | 22,520 |
Derivatives Not Designated as Hedges [Member] | Commodity Contracts [Member] | ||
Derivative [Line Items] | ||
Derivative assets, current | 5,547 | 19,080 |
Long-term derivative asset | $ 0 | $ 3,440 |
Derivative Instruments - Summ_2
Derivative Instruments - Summary of Gross Fair Values of Recognized Derivative Assets and Liabilities, Amounts Offset Under Master Netting Arrangements With Counterparties and Resulting Net Amounts (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Commodity Derivative Assets [Member] | ||
Derivative [Line Items] | ||
Gross Fair Value | $ 6,610 | $ 23,401 |
Gross Amounts Offset | (1,063) | (881) |
Net Fair Value | $ 5,547 | $ 22,520 |
Derivative Asset, Statement of Financial Position [Extensible Enumeration] | Assets, Current | Assets, Current |
Commodity Derivative Liabilities [Member] | ||
Derivative [Line Items] | ||
Gross Fair Value | $ (1,063) | $ (881) |
Gross Amounts Offset | $ 1,063 | $ 881 |
Derivative Liability, Statement of Financial Position [Extensible Enumeration] | Liabilities, Current | Liabilities, Current |
Derivative Instruments - Summ_3
Derivative Instruments - Summary of Derivative Gains and Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Derivative [Line Items] | ||||
Commodity and interest rate derivative gains (losses) | $ 607 | $ 447 | ||
Commodity and interest rate derivative gains (losses) | $ (607) | 6,112 | $ (10,657) | 20,875 |
Commodity Contracts [Member] | ||||
Derivative [Line Items] | ||||
Commodity and interest rate derivative gains (losses) | $ (607) | 6,112 | $ (10,657) | 20,875 |
Interest Rate Contract [Member] | ||||
Derivative [Line Items] | ||||
Commodity and interest rate derivative gains (losses) | $ 607 | $ 447 |
Fair Value Measurement (Details
Fair Value Measurement (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Impairment of proved oil and natural gas properties | $ 0 | $ 0 | ||
Impairment of unproved oil and natural gas properties | 0 | $ 0 | 0 | $ 0 |
Appalachian Basin [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Impairment of proved oil and natural gas properties | $ 25,600,000 | $ 25,600,000 | ||
2028 Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Fair value of debt outstanding | $ 620,400,000 | $ 620,400,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Taxes [Line Items] | ||||
Income tax expense (benefit) | $ 4,838,000 | $ (683,000) | $ 7,622,000 | $ 6,501,000 |
Effective tax rate | 14.30% | 18.70% | 13.80% | 12.70% |
Federal statutory tax rate | 21% |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | 6 Months Ended | |||||||||
Jun. 30, 2024 | Aug. 07, 2024 | Mar. 31, 2024 | Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | |
Subsequent Event [Line Items] | ||||||||||
Dividends payable, description | On August 7, 2024, the Company declared a cash dividend of $0.30 per share of Class A Common Stock with respect to the second quarter of 2024. The dividend is payable on August 30, 2024 to the stockholders of record at the close of business on August 19, 2024 | |||||||||
Dividends amount per share | $ 0.41 | $ 0.51 | $ 0.49 | $ 0.4 | $ 0.5 | $ 0.6 | $ 0.72 | $ 0.71 | ||
Class A Common Stock [Member] | Subsequent Event [Member] | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Dividends amount per share | $ 0.3 |