United States securities and exchange commission logo
October 7, 2021
James P. Henderson
Excutive Vice President Finance and Chief Financial Officer
Whiting Petroleum Corporation
1700 Lincoln Street, Suite 4700
Denver, Colorado 80203-4547
Re: Whiting Petroleum
Corporation
Form 10-K for the
Fiscal Year Ended December 31, 2020
Filed February 25,
2021
File No. 001-31899
Dear Mr. Henderson:
We have reviewed your August 17, 2021 response to our comment
letter and have the
following comments. In some of our comments, we may ask you to provide
us with information
so we may better understand your disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your response to these comments, we may have
additional
comments. Unless we note otherwise, our references to prior comments are
to comments in our
August 3, 2021 letter.
Form 10-K for the Fiscal Year Ended December 31, 2020
Properties
Proved Undeveloped Reserves, page 42
1. We have read your
response to comment 1 and note that you propose to include a
narrative explanation
in your future filings for all of the material changes that occurred
during the year in your
proved undeveloped reserves. The example illustrating your
proposed changes due to
revisions for the year ended December 31, 2020 includes a
downward adjustment of
8.4 MMBoe that is attributed to various other revisions.
Please expand your
explanation in future filings to describe the individual factors that are
represented as a
combination of various other revisions so that the change in net reserve
quantities between
periods is fully explained. Refer to Item 1203(b) of Regulation S-K.
James P. Henderson
FirstName LastNameJames P. Henderson
Whiting Petroleum Corporation
Comapany
October NameWhiting Petroleum Corporation
7, 2021
October
Page 2 7, 2021 Page 2
FirstName LastName
Supplemental Disclosures About Oil and Gas Producing Activities (Unaudited)
Standardized Measure of Discounted Future Net Cash Flows, page 115
2. We have read your response to comments 6 and 7 and note that you
systematically omit
your estimates of the net asset retirement costs as part of the future
development costs
used in the calculation of your standardized measure.
Disclosure on page 63 of your filing indicates your asset retirement
obligations represent
estimated future costs that must be incurred in accordance with
applicable local, state and
federal laws and the terms of your lease agreements. Furthermore, the
definition of
Discounted Future Net Cash Flows Related to Proved Oil and Gas
Reserves referencing
FASB ASC 932-235-50-30, 50-31, and 55-6 under Amendments to the XBRL
Taxonomy
in the Accounting Standards Update, Extractive Activities-Oil and Gas
(Topic 932) notes
that future cash flows related to the settlement of an asset
retirement obligation are
included in the disclosure.
The requirement pursuant to FASB ASC 932 is also consistent with
guidance provided by
the Division of Corporation Finance in the letter dated February 2004
to registrants
primarily engaged in the production of oil and gas regarding the
preparation of their
filings with the Commission. The letter indicates the staff believes
that an entity should
include the future cash flows related to the settlement of an asset
retirement obligation in
its standardized measure disclosure. The letter also indicates that
the requirement to
disclose net cash flows relating to an entity s interest in
oil and gas reserves [pursuant to
FASB Statement No. 69, paragraph 30] requires an entity to include the
cash outflows
associated with the settlement of an asset retirement obligation
and that the exclusion of
the cash flows associated with a retirement obligation would be a
departure from the
required disclosure.
Based on the costs provided in your response, it appears that your
omission of the
estimated asset retirement obligations results in an understatement of
your future
development costs by approximately 37.4%, 18.0% and 14.5%, an
overstatement of your
future net cash flows of approximately 14.9%, 5.1% and 3.2%, and an
overstatement of
your standardized measure by approximately 10.4%, 1.4% and 1.2% for
the years ended
December 31, 2020, 2019, and 2018, respectively.
Please provide us with an illustration of the disclosure revisions
relating to your
presentation of the standardized measure and the changes therein to
assure compliance
with the regulatory requirements pursuant to FASB ASC 932.
James P. Henderson
Whiting Petroleum Corporation
October 7, 2021
Page 3
You may contact John Hodgin, Petroleum Engineer, at (202) 551-3699 if
you have
questions regarding comments. Please contact Craig Arakawa, Branch Chief, at
(202) 551-3650
with any other questions.
FirstName LastNameJames P. Henderson Sincerely,
Comapany NameWhiting Petroleum Corporation
Division of Corporation
Finance
October 7, 2021 Page 3 Office of Energy &
Transportation
FirstName LastName