WHITE PLAINS, N.Y.--(BUSINESS WIRE)--May 4, 2021 -- ITT Inc. (NYSE: ITT) today announced that Chief Executive Officer and President Luca Savi and Chief Financial Officer Emmanuel Caprais will present at the Goldman Sachs Industrial & Materials Conference 2021 on Tuesday, May 11, 2021, from 8:00 a.m. – 8:35 a.m. ET.

A real-time audio webcast of the presentation can be accessed at http://www.itt.com/investors, where related materials will be posted prior to the presentation. A replay of the presentation will be available for 30 days.

About ITT

ITT is a diversified leading manufacturer of highly engineered critical components and customized technology solutions for the transportation, industrial, and oil and gas markets. Building on its heritage of innovation, ITT partners with its customers to deliver enduring solutions to the key industries that underpin our modern way of life. ITT is headquartered in White Plains, N.Y., with employees in more than 35 countries and sales in approximately 125 countries. For more information, visit www.itt.com.

Investor Relations
Mark Macaluso
+1 914-641-2064
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IRVING, Texas--(BUSINESS WIRE)--Fluor Corporation (NYSE: FLR) announced today the divestiture of its North American equipment and fleet services business, AMECO, to One Equity Partners for $73 million.

This transaction is another significant step in completing the AMECO divestiture announced by Fluor in September 2019. Fluor previously sold its AMECO Caribbean business in Jamaica in August 2020 and is actively marketing its remaining AMECO South America and ServiTrade Mozambique operations.

Fluor looks forward to continue working together with AMECO in the U.S. and Canada.

Fluor used BofA Securities as its financial advisor for this transaction.

About Fluor Corporation

Fluor Corporation (NYSE: FLR) is building a better future by applying world-class expertise to solve its clients’ greatest challenges. Fluor’s 44,000 employees provide professional and technical solutions that deliver safe, well-executed, capital-efficient projects to clients around the world. Fluor had revenue of $15.7 billion in 2020 and is ranked 181 among the Fortune 500 companies. With headquarters in Irving, Texas, Fluor has provided engineering, procurement and construction services for more than 100 years. For more information, please visit www.fluor.com or follow Fluor on Twitter, LinkedIn, Facebook and YouTube.

Brian Mershon
Media Relations
469.398.7621

Jason Landkamer
Investor Relations
469.398.7222

CALGARY, Alberta--(BUSINESS WIRE)--Imperial Oil Limited (TSE: IMO, NYSE American: IMO) announced at its annual meeting of shareholders held on May 4, 2021, that each of the seven nominees proposed as directors of the company and listed in its management proxy circular dated March 17, 2021 were elected as directors. A total of 674,344,229 shares (91.86 percent of outstanding common shares) were represented in person or by proxy. The percentage of shares represented at the meeting that were voted to elect the individual directors are set out below:

After more than a century, Imperial continues to be an industry leader in applying technology and innovation to responsibly develop Canada’s energy resources. As Canada’s largest petroleum refiner, a major producer of crude oil, a key petrochemical producer and a leading fuels marketer from coast to coast, our company remains committed to high standards across all areas of our business.

Source: Imperial

For further information:
Investor relations
(587) 476-4743

Media relations
(587) 476-7010

Data-driven analytics more effectively eases energy-related financial burdens, encourages energy-efficient behavioral changes

MOUNTAIN VIEW, Calif.--(BUSINESS WIRE)--Bidgely introduced today a new UtilityAI™ Low-Medium Income Solution enabling utilities to more accurately identify low-to-medium (LMI) consumption users and deliver enhanced customer engagement to support energy savings. U.S. Department of Energy research shows low-income households face an energy burden three times higher than other households, with LMI customers representing over 25 percent of utilities’ customer base, according to the American Council for an Energy-Efficient Economy (ACEEE). Using Bidgely’s LMI solution to create customer profiles - based on appliance-level energy usage, residential information, and load types - utilities can personalize outreach to LMI customers with greater bill transparency as well as behavioral-based, no-cost and low-cost recommendations for energy efficiency.

“Low-to-medium customers live in less efficient homes and experience more limited access to distributed energy resources than any other customer demographic,” said Abhay Gupta, CEO of Bidgely. “As utilities commit to net-zero carbon emission goals in the coming years, utilities are seeking to create equitable opportunities for LMI households to also benefit from the clean energy future. Our LMI solution encourages utilities to empower LMI households to lower their energy costs while also reducing their environmental footprint.”

Patented artificial intelligence (AI) techniques provide comprehensive insights into individual customer needs, allowing utilities to hyper-target communications in the form of high bill alerts, home energy reports and energy efficiency recommendations to LMI customers. Utilities can also actively promote rebates, financing offers and enrollment into demand response programs, all of which help to prevent and/or reduce arrearages while simultaneously extending access to utility programs across under-represented customer groups. Similar programs such as those with Southern California Gas (SoCalGas), for example, have proven to drive energy savings and increase customer satisfaction without incurring additional costs to utilities.

“Technology plays an instrumental role in enabling utilities to efficiently scale their efforts, benefiting both the utility and customers,” said Katrina Metzler, Executive Director for National Energy and Utility Affordability Coalition (NEUAC). “Especially in the aftermath of the pandemic, utilities will need to embrace innovation to bridge current program gaps and lead an equitable recovery for vulnerable communities. I'm encouraged by the early results Bidgely, a NEUAC member, has had in this area.”

With Bidgely’s LMI solution, utilities can leverage a full suite of features to build trust and one-on-one relationships with LMI customers, including:

• Smart alerts: employ self-comparison and a customer-specific itemization of energy spending to motivate energy-saving behavior and reduce high bill shock.
• Online audits and relevant offerings: allow customers to explore their energy consumption, learn about alternative rate plans and offer smart appliances at affordable prices.
• Virtual assessments: Deliver personalized, no-cost DIY kits that include weatherization tools or facilitate budget-conscious equipment replacement through Bidgely’s third-party partners.
• CARE support: Turn customer service representatives into trusted energy advisors with detailed dashboards that include itemized energy usage for each customer, as well as relevant energy-saving tips.

To learn more about Bidgely’s LMI solution, download the solution brief or visit: bidgely.com/low-medium-income-LMI

About Bidgely

Bidgely is an AI-powered SaaS Company accelerating a clean energy future by enabling energy companies and consumers to make data-driven energy-related decisions. Powered by our unique patented technology, Bidgely's UtilityAI™ Platform transforms multiple dimensions of customer data - such as energy consumption, demographic, and interactions - into deeply accurate and actionable consumer energy insights. We leverage these insights to empower each customer with personalized recommendations, tailored to their individual personality and lifestyle, usage attributes, behavioral patterns, purchase propensity, and beyond. From a Distributed Energy Resources (DER) and Grid Edge perspective, whether it is smart thermostats to EV chargers, solar PVs to TOU rate designs and tariffs; UtilityAI™ energy analytics provides deep visibility into generation, consumption for better peak load shaping and grid planning, and delivers targeted recommendations for new value-added products and services. With roots in Silicon Valley, Bidgely has over 17 energy patents, $50M+ in funding, retains 30+ data scientists, and brings a passion for AI to utilities serving residential and commercial customers around the world. For more information, please visit www.bidgely.com or the Bidgely blog at bidgely.com/blog.

Christine Bennett
Bidgely
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• Revenue of $360 million
• GAAP EPS of $0.45; Adjusted EPS of $0.53
• Operating Cash Flows of $10 million
• Increased Liquidity to $264 million at March 31, 2021
• Completed the Acquisition of NYK Component Solutions

CLEVELAND, OHIO--(BUSINESS WIRE)--Park-Ohio Holdings Corp. (NASDAQ: PKOH) today announced its results for the first quarter of 2021.

FIRST QUARTER CONSOLIDATED RESULTS

Net sales were $359.6 million in the first quarter of 2021 compared to net sales of $366.3 million in the first quarter of 2020. Net income attributable to ParkOhio common shareholders was $5.5 million, or $0.45 per diluted share, in the first quarter of 2021, compared to $1.2 million, or $0.10 per diluted share, in the first quarter of 2020. Results in 2020 included an effective income tax rate of 81% driven by deductions and foreign tax credits that could not be claimed in 2020 or carried forward. The impact of these items on our first quarter 2020 income tax expense was an increase of $3.7 million, or $0.30 per diluted share. On an adjusted basis, net income attributable to ParkOhio common shareholders was $0.53 per diluted share in the 2021 first quarter compared to $0.13 per diluted share in the 2020 first quarter. Please refer to the table that follows for a reconciliation of net income to adjusted earnings.

Matthew V. Crawford, Chairman, Chief Executive Officer and President, stated, “Our business rebounded strongly during the first quarter returning to pre-pandemic levels.  Robust demand in most markets accelerated throughout the quarter, and while the COVID-19 pandemic continues to provide an uncertain backdrop to the economy, we anticipate improvement throughout the year.  Additionally, we are pleased with the substantial reduction in debt compared to a year ago.  Finally, we are excited to have completed the strategic acquisition of NYK for our Apollo Aerospace division of Supply Technologies.”

We generated $9.9 million of operating cash flows and $3.3 million of free cash flow in the quarter. At March 31, 2021, our liquidity was $264.4 million, which included cash on-hand of $58.9 million and $205.5 million of unused borrowing capacity under our various banking arrangements.

QUARTERLY CASH DIVIDEND

The Company's Board of Directors declared a quarterly cash dividend of $0.125 per share on the common stock outstanding, to be paid on May 21, 2021, to shareholders of record as of the close of business on May 7, 2021.

FIRST QUARTER SEGMENT RESULTS

In Supply Technologies, net sales were $157.7 million, up 12% year-over-year driven by strong customer demand in the majority of our end markets, including power sports, heavy-duty truck, medical, automotive and defense. Our average daily sales in our supply chain management business increased 14% year-over-year and 11% sequentially despite continued slow recovery in the commercial aerospace end market. Operating income in this segment increased by $3.0 million in the first quarter of 2021 compared to the first quarter a year ago, and operating margins increased by 120 basis points, both driven by the higher sales levels and the favorable impact of cost-reduction actions implemented in 2020, despite higher levels of premium freight caused by global supply chain constraints. We expect the strong overall customer demand to continue throughout 2021 as the majority of our end markets fully recover from the global pandemic.

In Assembly Components, net sales were $126.0 million compared to $128.2 million the same quarter a year ago. While sales levels continue their steady recovery from pandemic lows of $55 million in the second quarter of 2020, they were negatively impacted in the first quarter of 2021 by temporary customer plant shut-downs caused by weather-related issues and demand volatility caused by semiconductor chip shortages affecting certain automotive platforms. Segment operating income was $6.4 million in the first quarter of 2021, up slightly compared to the first quarter a year ago, and operating margin increased by 20 basis points in spite of the lower sales levels in the 2021 quarter. The improvement in profitability in the three months ended March 31, 2021 compared to the same quarter a year ago was driven by benefits of cost reduction actions, which more than offset higher manufacturing costs caused by demand volatility and one-time charges of $0.6 million to close and consolidate certain facilities. Also, we continue to launch several new products that we expect will positively impact sales in future quarters, primarily in our fuel and extruded products businesses. The global semiconductor chip shortage, which caused many of our customers’ plants to shut-down in the first quarter, is expected to continue. Although it is difficult to project the full year impact at this time, we estimate that the sales impact in the second quarter will be approximately $10 million based on current customer shut-down schedules.

In Engineered Products, net sales were $75.9 million compared to $97.3 million in last year's first quarter and $86.0 million in the fourth quarter of 2020. The first quarter results in this segment continued to be affected by the slow recovery in our key end markets, most notably in our forged and machined products group, which supplies products to the aerospace, oil and gas, steel and rail end markets. We incurred an operating loss of $1.3 million in the 2021 quarter, compared to operating income of $3.8 million in last year’s first quarter, which was driven by the lower sales levels and one-time charges of $0.7 million to consolidate certain facilities. We expect volumes to improve throughout the remainder of 2021 as markets we serve recover from pandemic lows. In our industrial equipment business, order activity continues to strengthen. In the first quarter, new orders increased 38% over fourth quarter 2020 levels.

ACQUISITION OF NYK COMPONENT SOLUTIONS LIMITED

On April 1, 2021, the Company acquired NYK Component Solutions Limited (“NYK”). NYK, which will be included in our Supply Technologies segment, is headquartered in Southampton, United Kingdom and is a leading distributor of circular connectors and accessories for use in aerospace, defense, and other industrial applications. NYK will provide complementary product lines and new customer opportunities throughout Europe and North America. We expect annual sales from NYK to exceed $10 million and the acquisition to be immediately accretive to earnings.

CONFERENCE CALL

A conference call reviewing ParkOhio’s first quarter 2021 results will be broadcast live over the Internet on Wednesday, May 5, commencing at 10:00 am Eastern Time. Simply log on to http://www.pkoh.com.

ParkOhio is a diversified international company providing world-class customers with a supply chain management outsourcing service, capital equipment used on their production lines, and manufactured components used to assemble their products. Headquartered in Cleveland, Ohio, ParkOhio operates more than 120 manufacturing sites and supply chain logistics facilities worldwide, through three reportable segments: Supply Technologies, Assembly Components and Engineered Products.

This news release contains forward-looking statements, including statements regarding future performance of the Company, that are subject to known and unknown risks, uncertainties and other factors that may cause our actual results, performance and achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These factors that could cause actual results to differ materially from expectations include, but are not limited to, the following: the ultimate impact the COVID-19 pandemic has on our business, results of operations, financial position and liquidity; our substantial indebtedness; the uncertainty of the global economic environment; general business conditions and competitive factors, including pricing pressures and product innovation; demand for our products and services; the impact of labor disturbances affecting our customers; raw material availability and pricing; fluctuations in energy costs; component part availability and pricing; changes in our relationships with customers and suppliers; the financial condition of our customers, including the impact of any bankruptcies; our ability to successfully integrate recent and future acquisitions into existing operations; the amounts and timing, if any, of purchases of our common stock; changes in general economic conditions such as inflation rates, interest rates, tax rates, unemployment rates, higher labor and healthcare costs, recessions and changing government policies, laws and regulations, including those related to the current global uncertainties and crises, such as tariffs and surcharges; adverse impacts to us, our suppliers and customers from acts of terrorism or hostilities; public health issues, including the outbreak of COVID-19 and its impact on our facilities and operations and our customers and suppliers; our ability to meet various covenants, including financial covenants, contained in the agreements governing our indebtedness; disruptions, uncertainties or volatility in the credit markets that may limit our access to capital; potential disruption due to a partial or complete reconfiguration of the European Union; increasingly stringent domestic and foreign governmental regulations, including those affecting the environment or import and export controls and other trade barriers; inherent uncertainties involved in assessing our potential liability for environmental remediation-related activities; the outcome of pending and future litigation and other claims and disputes with customers; our dependence on the automotive and heavy-duty truck industries, which are highly cyclical; the dependence of the automotive industry on consumer spending; our ability to negotiate contracts with labor unions; our dependence on key management; our dependence on information systems; our ability to continue to pay cash dividends, and the timing and amount of any such dividends; and the other factors we describe under “Item 1A. Risk Factors” included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. Any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. In light of these and other uncertainties, the inclusion of a forward-looking statement herein should not be regarded as a representation by us that our plans and objectives will be achieved. The Company assumes no obligation to update the information in this release.

Park-Ohio Holdings Corp. and Subsidiaries
Supplemental Non-GAAP Financial Measures (Unaudited)

Adjusted income is a non-GAAP financial measure that the Company is providing in this press release. Adjusted income is net income calculated in accordance with generally accepted accounting principles ("GAAP"), adjusted for special items. The Company presents this non-GAAP financial measure because management uses adjusted income to compare its operating performance on a consistent basis over multiple periods because they remove the impact of certain significant non-cash credits or charges and certain infrequent items impacting net income. Adjusted income is not a measure of performance under GAAP and should not be considered in isolation from, or as a substitute for, net income calculated in accordance with GAAP. Adjusted income herein may not be comparable to similarly titled measures of other companies. The following table reconciles net income to adjusted income:

Park-Ohio Holdings Corp. and Subsidiaries
Supplemental Non-GAAP Financial Measures (Unaudited)

EBITDA, as defined is a non-GAAP financial measure that the Company is providing in this press release. EBITDA, as defined reflects net income (loss) attributable to Park-Ohio Holdings Corp. common shareholders before interest expense, income taxes, depreciation and amortization, and also excludes certain charges and corporate-level expenses as defined in the Company's current revolving credit facility. The Company presents this non-GAAP financial measure because management uses EBITDA, as defined to assess the Company's performance and to calculate its debt service coverage ratio under its current revolving credit facility. EBITDA, as defined is not a measure of performance under GAAP and should not be considered in isolation from, or as a substitute for, net income or cash flow information calculated in accordance with GAAP. EBITDA, as defined herein may not be comparable to similarly titled measures of other companies. The following table reconciles net income to EBITDA, as defined:

Park-Ohio Holdings Corp. and Subsidiaries
Supplemental Non-GAAP Financial Measures (Unaudited)

Free cash flow is a non-GAAP financial measure that the Company is providing in this press release. Free cash flow is calculated as net cash provided by operating activities minus purchases of property, plant and equipment. The Company presents this non-GAAP financial measure because management uses free cash flow to assess the Company's performance and allocate its capital for various purposes. Free cash flow is not a measure of performance under GAAP and should not be considered in isolation from, or as a substitute for, cash flow calculated in accordance with GAAP. Free cash flow herein may not be comparable to similarly titled measures of other companies. The following table reconciles net cash provided by operating activities to free cash flow:

MATTHEW V. CRAWFORD
PARK-OHIO HOLDINGS CORP.
(440) 947-2000

HOUSTON--(BUSINESS WIRE)--ConocoPhillips (NYSE: COP) today reported first-quarter 2021 earnings of $1.0 billion, or $0.75 per share, compared with a first-quarter 2020 loss of $1.7 billion, or ($1.60) per share. Excluding special items, first-quarter 2021 adjusted earnings were $0.9 billion, or $0.69 per share, compared with first-quarter 2020 adjusted earnings of $0.5 billion, or $0.45 per share. Special items for the current quarter included an unrealized gain on Cenovus Energy shares and a gain associated with the Australia-West divestiture following the buyer’s final investment decision on the Barossa development project. Partially offsetting these benefits were previously announced transaction and restructuring expenses related to the acquisition of Concho and realized losses on the Concho hedging program related to positions for which the company accelerated settlement into the first quarter, in addition to deferred tax adjustments.

First-Quarter Highlights and Recent Announcements

• Completed the Concho acquisition, enhancing both our asset portfolio and financial framework.
• Cash provided by operating activities and cash from operations (CFO) of $2.1 billion, exceeded capital expenditures and investments of $1.2 billion, generating free cash flow (FCF) of $0.9 billion.
  • CFO and FCF include approximately $1.0 billion of cash outflows from previously announced one-time items in connection with the Concho acquisition.
• Produced 1,488 MBOED excluding Libya during the first quarter despite incurring approximately 50 MBOED of unplanned production downtime throughout Lower 48 caused by Winter Storm Uri.
• Ended the quarter with cash, cash equivalents and restricted cash totaling $3.2 billion and short-term investments of $4.1 billion, equaling $7.3 billion in ending cash and short-term investments.
• Resumed the share repurchase program at an annualized level of $1.5 billion.
• Distributed $0.6 billion in dividends and repurchased $0.4 billion of shares.
• Recognized by the Dow Jones Sustainability Index as the top U.S. ESG performer in the Oil and Gas Upstream and Integrated sector.
• Reaffirmed commitment to preserving a top-tier balance sheet with intent to reduce the company’s gross debt by $5 billion over the next five years, driving a more resilient and efficient capital structure.
• Announced plans to sell its Cenovus Energy shares in the open market in a disciplined manner by year-end 2022 beginning in the second quarter of 2021, utilizing the proceeds to fund incremental ConocoPhillips share repurchases.

“The first quarter was a momentous one for ConocoPhillips with the closing of the Concho transaction, the better-than-expected pace and progress of integration activities companywide and the safe response to Winter Storm Uri,” said Ryan Lance, ConocoPhillips chairman and chief executive officer. “Our entire organization is focused on improving every aspect of our underlying business to make us the most competitive company in the industry: capturing additional synergies, lowering our sustaining price, increasing capital efficiency, generating free cash flow, strengthening our balance sheet, consistently delivering peer-leading return of capital to our owners and lowering emissions. These are the essential keys to long-term success in the business. We look forward to providing an update on our progress in June.”

Quarterly Dividend

ConocoPhillips announced a quarterly dividend of 43 cents per share, payable June 1, 2021, to stockholders of record at the close of business on May 14, 2021.

First-Quarter Review

Production excluding Libya for the first quarter of 2021 was 1,488 thousand barrels of oil equivalent per day (MBOED), an increase of 210 MBOED from the same period a year ago. After adjusting for closed acquisitions and dispositions, first-quarter 2021 production decreased 59 MBOED or 4% from the same period a year ago. This decrease was primarily due to normal field decline and production impacts from Winter Storm Uri, partially offset by new production from the Lower 48 and other development programs across the portfolio. Production from Libya averaged 39 MBOED.

In the Lower 48, production averaged 715 MBOED, including 405 MBOED from the Permian, 187 MBOED from the Eagle Ford and 86 MBOED from the Bakken. Weather-related impacts totaled approximately 50 MBOED throughout the Lower 48 with production fully restored in March. In Alaska, drilling at CD5 continued and progress was made on GMT2 infrastructure in advance of planned drilling in the second quarter. In Canada, we started up the third Montney pad and completed appraisal drilling on the fourth pad. At Surmont we continue experiencing positive results from non-condensable gas injection and we initiated a steam additives injection pilot intended to reduce emissions and costs. In Norway, Tor II drilling was completed and three additional wells brought on line during the quarter. In Malaysia, first oil was achieved at Malikai Phase 2.

Earnings increased from first-quarter 2020 due to an increase in Cenovus Energy equity market value and higher realized prices. Excluding special items, adjusted earnings were higher compared with first-quarter 2020 due to higher realized prices and higher volumes, partially offset by increased depreciation expense and operating costs associated with the higher volumes. The company’s total average realized price was $45.36 per BOE, 17% higher than the $38.81 per BOE realized in the first quarter of 2020, reflecting higher marker prices and Winter Storm Uri’s impacts on gas realizations.

For the quarter, cash provided by operating activities and CFO was $2.1 billion. CFO included a reduction of approximately $1.0 billion associated with transaction and restructuring expenses and realized losses on the commodity hedging portfolio acquired from Concho. The company has now settled all oil and gas hedging positions acquired from Concho. The company funded $1.2 billion of capital expenditures and investments, paid $0.6 billion in dividends, repurchased $0.4 billion of shares, reported $0.5 billion in net purchases of investments in financial instruments and increased cash by $0.4 billion resulting from the Concho acquisition.

Outlook

Second-quarter 2021 production excluding Libya is expected to be 1.50 to 1.54 MMBOED, reflecting the impact of seasonal turnarounds planned in Europe and the Asia Pacific region. All other guidance items are unchanged.

ConocoPhillips owns approximately 10% of Cenovus Energy (CVE) common shares, acquired as partial consideration in the 2017 disposition of the company’s Foster Creek Christina Lake (FCCL) oil sands and western Canada Deep Basin natural gas assets. ConocoPhillips intends to sell its Cenovus shares in the open market beginning in the second quarter of 2021 and expects to complete the sale process by the fourth quarter of 2022, utilizing the proceeds to fund incremental repurchases of ConocoPhillips shares. The sales pace will be guided by market conditions with ConocoPhillips retaining discretion to adjust accordingly.

The company plans to reduce gross debt by $5 billion over the next five years, reaffirming its commitment to preserving its strong balance sheet while further reducing its sustaining price. The pace of debt reduction will be determined by market conditions.

ConocoPhillips will accelerate its previously planned November 2021 market update to June 30, 2021. Further information about the virtual meeting will soon be made available on the company’s website.

ConocoPhillips will host a conference call today at 12:00 p.m. Eastern time to discuss this announcement. To listen to the call and view related presentation materials and supplemental information, go to www.conocophillips.com/investor. A recording and transcript of the call will be posted afterward.

--- # # # ---

About ConocoPhillips

Headquartered in Houston, Texas, ConocoPhillips had operations and activities in 15 countries, $84 billion of total assets, and approximately 10,300 employees at March 31, 2021. Production excluding Libya averaged 1,488 MBOED for the three months ended March 31, 2021, and proved reserves were 4.5 BBOE as of Dec. 31, 2020. For more information, go to www.conocophillips.com.

CAUTIONARY STATEMENT FOR THE PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

This news release contains forward-looking statements as defined under the federal securities laws. Forward-looking statements relate to future events and anticipated results of operations, business strategies, and other aspects of our operations or operating results. Words and phrases such as “anticipate," “estimate,” “believe,” “budget,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict," “seek,” “should,” “will,” “would,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target” and other similar words can be used to identify forward-looking statements. However, the absence of these words does not mean that the statements are not forward-looking. Where, in any forward-looking statement, the company expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to be reasonable at the time such forward-looking statement is made. However, these statements are not guarantees of future performance and involve certain risks, uncertainties and other factors beyond our control. Therefore, actual outcomes and results may differ materially from what is expressed or forecast in the forward-looking statements. Factors that could cause actual results or events to differ materially from what is presented include the impact of public health crises, including pandemics (such as COVID-19) and epidemics and any related company or government policies or actions; global and regional changes in the demand, supply, prices, differentials or other market conditions affecting oil and gas, including changes resulting from a public health crisis or from the imposition or lifting of crude oil production quotas or other actions that might be imposed by OPEC and other producing countries and the resulting company or third-party actions in response to such changes; changes in commodity prices, including a prolonged decline in these prices relative to historical or future expected levels; changes in expected levels of oil and gas reserves or production; potential failures or delays in achieving expected reserve or production levels from existing and future oil and gas developments, including due to operating hazards, drilling risks or unsuccessful exploratory activities; unexpected cost increases or technical difficulties in constructing, maintaining or modifying company facilities; legislative and regulatory initiatives addressing global climate change or other environmental concerns; investment in and development of competing or alternative energy sources; disruptions or interruptions impacting the transportation for our oil and gas production; international monetary conditions and exchange rate fluctuations; changes in international trade relationships, including the imposition of trade restrictions or tariffs on any materials or products (such as aluminum and steel) used in the operation of our business; our ability to collect payments when due under our settlement agreement with PDVSA; our ability to collect payments from the government of Venezuela as ordered by the ICSID; our ability to liquidate the common stock issued to us by Cenovus Energy Inc. at prices we deem acceptable, or at all; our ability to complete our announced or any future dispositions or acquisitions on time, if at all; the possibility that regulatory approvals for our announced or any future dispositions or acquisitions will not be received on a timely basis, if at all, or that such approvals may require modification to the terms of the transactions or our remaining business; business disruptions during or following our announced or any future dispositions or acquisitions, including the diversion of management time and attention; the ability to deploy net proceeds from our announced or any future dispositions in the manner and timeframe we anticipate, if at all; potential liability for remedial actions under existing or future environmental regulations; potential liability resulting from pending or future litigation, including litigation related to our transaction with Concho Resources Inc. (Concho); the impact of competition and consolidation in the oil and gas industry; limited access to capital or significantly higher cost of capital related to illiquidity or uncertainty in the domestic or international financial markets; general domestic and international economic and political conditions; the ability to successfully integrate the operations of Concho with our operations and achieve the anticipated benefits from the transaction; unanticipated difficulties or expenditures relating to the Concho transaction; changes in fiscal regime or tax, environmental and other laws applicable to our business; and disruptions resulting from extraordinary weather events, civil unrest, war, terrorism or a cyber attack; and other economic, business, competitive and/or regulatory factors affecting our business generally as set forth in our filings with the Securities and Exchange Commission. Unless legally required, ConocoPhillips expressly disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

Cautionary Note to U.S. Investors – The SEC permits oil and gas companies, in their filings with the SEC, to disclose only proved, probable and possible reserves. We may use the term “resource” in this news release that the SEC’s guidelines prohibit us from including in filings with the SEC. U.S. investors are urged to consider closely the oil and gas disclosures in our Form 10-K and other reports and filings with the SEC. Copies are available from the SEC and from the ConocoPhillips website.

Use of Non-GAAP Financial Information – To supplement the presentation of the company’s financial results prepared in accordance with U.S. generally accepted accounting principles (GAAP), this news release and the accompanying supplemental financial information contain certain financial measures that are not prepared in accordance with GAAP, including adjusted earnings (calculated on a consolidated and on a segment-level basis), adjusted earnings per share, cash from operations (CFO), free cash flow (FCF), operating costs.

The company believes that the non-GAAP measures adjusted earnings (both on an aggregate and a per-share basis) and operating costs are useful to investors to help facilitate comparisons of the company’s operating performance associated with the company’s core business operations across periods on a consistent basis and with the performance and cost structures of peer companies by excluding items that do not directly relate to the company’s core business operations. The company further believes that the non-GAAP measure CFO is useful to investors to help understand changes in cash provided by operating activities excluding the timing effects associated with operating working capital changes across periods on a consistent basis and with the performance of peer companies. The company believes FCF is useful to investors in understanding how existing cash from operations is utilized as a source for sustaining our current capital plan and future development growth. FCF is not a measure of cash available for discretionary expenditures since the company has certain non-discretionary obligations such as debt service that are not deducted from the measure. Adjusted earnings is defined as net income (loss) attributable to ConocoPhillips adjusted for the impact of special items that do not directly relate to the company’s core business operations, or are of an unusual and non-recurring nature. CFO is defined as cash provided by operating activities, excluding the impact of changes in operating working capital. FCF is defined as CFO net of capital expenditures and investments. Operating costs is defined by the company as the sum of production and operating expenses, selling, general and administrative expenses, exploration general and administrative expenses, geological and geophysical, lease rentals and other exploration expenses. The company believes that the above-mentioned non-GAAP measures, when viewed in combination with the company’s results prepared in accordance with GAAP, provides a more complete understanding of the factors and trends affecting the company’s business and performance. The company’s Board of Directors and management also use these non-GAAP measures to analyze the company’s operating performance across periods when overseeing and managing the company’s business.

Each of the non-GAAP measures included in this news release and the accompanying supplemental financial information has limitations as an analytical tool and should not be considered in isolation or as a substitute for an analysis of the company’s results calculated in accordance with GAAP. In addition, because not all companies use identical calculations, the company’s presentation of non-GAAP measures in this news release and the accompanying supplemental financial information may not be comparable to similarly titled measures disclosed by other companies, including companies in our industry. The company may also change the calculation of any of the non-GAAP measures included in this news release and the accompanying supplemental financial information from time to time in light of its then existing operations to include other adjustments that may impact its operations.

Reconciliations of each non-GAAP measure presented in this news release to the most directly comparable financial measure calculated in accordance with GAAP are included in the release.

Other Terms – This news release also contains the term underlying production. Underlying production excludes Libya and reflects the impact of closed acquisitions and closed dispositions with an assumed close date of January 1, 2020. The company believes that underlying production is useful to investors to compare production excluding Libya and reflecting the impact of closed acquisitions and dispositions on a consistent go-forward basis across periods and with peer companies.

References in the release to earnings refer to net income/(loss) attributable to ConocoPhillips.

John C. Roper (media)
281-293-1451
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Investor Relations
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HOUSTON--(BUSINESS WIRE)--Hess Midstream LP (NYSE: HESM) (“Hess Midstream”) announced today that Jonathan Stein, Chief Financial Officer, and Jennifer Gordon, Vice President, Investor Relations, will meet with investors on May 12, 2021 at the Citi Global Energy and Utilities Conference.

A presentation will be posted in the “Investors” section of the Hess Midstream website at www.hessmidstream.com.

About Hess Midstream

Hess Midstream is a fee-based, growth-oriented, midstream company that owns, operates, develops and acquires a diverse set of midstream assets to provide services to Hess and third-party customers. Hess Midstream owns oil, gas and produced water handling assets that are primarily located in the Bakken and Three Forks Shale plays in the Williston Basin area of North Dakota. More information is available at www.hessmidstream.com.

Forward Looking Statements

This press release may include forward-looking statements within the meaning of the federal securities laws. Generally, the words “anticipate,” “estimate,” “expect,” “forecast,” “guidance,” “could,” “may,” “should,” “believe,” “intend,” “project,” “plan,” “predict,” “will” and similar expressions identify forward-looking statements, which generally are not historical in nature. Forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results and current projections or expectations. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the filings made by Hess Midstream with the U.S. Securities and Exchange Commission, which are available to the public. Hess Midstream undertakes no obligation to, and does not intend to, update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.

Investor Contact: Jennifer Gordon
(212) 536-8244

Media Contact: Robert Young
(713) 496-6076

Carl DeLuca and Lauren Choate to round out Li-Cycle’s Seasoned Executive Leadership Team

TORONTO--(BUSINESS WIRE)--Li-Cycle Corp. (“Li-Cycle” or “the Company”), an industry leader in lithium-ion battery resource recovery and the largest lithium-ion battery recycler in North America, today announced the appointments of Carl DeLuca as General Counsel and Corporate Secretary and Lauren Choate as VP, Human Resources.

Mr. DeLuca and Ms. Choate are seasoned industry professionals bringing extensive relevant experience to each of their respective roles. Mr. DeLuca will lead Li-Cycle’s legal and regulatory functions in support of the Company’s global expansion plans. Ms. Choate will lead Li-Cycle’s human resources functions and will oversee talent management and acquisition to continue to attract top industry talent to the Company in support of its growth trajectory. Both executives report directly to Co-founder, President and Chief Executive Officer, Ajay Kochhar.

“I couldn’t be more pleased to have Carl and Lauren join Li-Cycle to lead our legal, regulatory and human resources functions. Carl is a world class legal professional with extensive international business experience and Lauren is a transformational strategic human resources executive, both of which are essential to our global growth plans,” said Ajay Kochhar, Co-founder, President and CEO of Li-Cycle. “Carl and Lauren are joining us at a critical inflection point as we scale and expand our global reach and become a public company. On behalf of all of us here at Li-Cycle, I would like to extend a warm welcome both Carl and Lauren.”

Carl DeLuca – General Counsel and Corporate Secretary

Mr. DeLuca brings 25 years of legal and public company experience to Li-Cycle with a track record of successfully executing business-critical transactions and leading organizational change. Prior to joining Li-Cycle, Mr. DeLuca served as General Counsel and Corporate Secretary for Detour Gold Corporation, a TSX-listed gold producer, where he participated in a successful turnaround and sale of the company. His contributions will be recognized as a “Law Department Leader of the Year” at the 2021 Canadian Law Awards. Previously, Mr. DeLuca held various roles at Vale S.A.’s global base metal business, including Head of Legal for North American & U.K. Operations. His experience at Vale included advising on international M&A and joint ventures, capital projects, and commercial transactions. Mr. DeLuca started his career in private practice, in Toronto and New York.

“Li-Cycle is poised for success as a public company and I’m delighted to be joining the team at such an important time,” said Mr. DeLuca. “I am looking forward to playing a significant role in supporting the company’s vision to scale a truly circular and sustainable method of recovering valuable resources from lithium-ion battery manufacturing scrap and end-of-life batteries. I’m excited to be a part of the promising future for Li-Cycle and am proud to join a company that is addressing a global challenge head-on with an environmentally and economically sustainable solution to battery material recovery.”

Mr. DeLuca holds his LL.B. from the University of Windsor, an H.B.A. from the Ivey School of Business at Western University, and a B.A. from Huron University College.

Lauren Choate – VP, Human Resources

Ms. Choate brings over 25 years of experience across a variety of industries as a transformational global people operations leader and has been a change agent for complex corporate challenges balancing the people strategy in partnership with business opportunities. Prior to joining Li-Cycle, Ms. Choate led the human resources function for Kärcher North America, a $2.8 billion global cleaning technology solutions company. At Kärcher North America, Ms. Choate orchestrated major transformation of its people operations and oversaw a 15% increase in employee engagement in the midst of significant business changes. Prior to Kärcher North America she served as the Senior Director, Learning & Organizational Development at IHS transforming the learning team from purely a training delivery role to consultants driving a $2 billion rapidly growing, global services enterprise.

“I am thrilled to be joining this rapidly growing organization amidst its plans to become a public company,” said Ms. Choate. “I am excited to be surrounded with tremendous talent employing a well-executed business model that is well set up for success and positively impact society, as a whole. I look forward to bringing my experience as a leader in people operations to such an exciting company that’s primed for an inspiring future.”

Ms. Choate holds her MBA from the Weatherhead School of Management at Case Western University. She also holds a B.A. in Mathematics and Economics from Ohio Wesleyan University.

Receipt of Final Court Approval for Arrangement

Li-Cycle also announced that, on April 30, 2021, the Ontario Superior Court of Justice (Commercial List) (the “Court”) issued a final order approving the previously announced plan of arrangement under the Business Corporations Act (Ontario) in connection with the business combination agreement with Peridot Acquisition Corp. (NYSE: PDAC) (“Peridot”) announced on February 16, 2021 (the “Business Combination”).

The closing of the Business Combination is expected in the second quarter of 2021 and remains subject to the approval of the shareholders of Peridot and the satisfaction or waiver of other customary closing conditions. Upon the closing of the Business Combination, the combined company will be named Li-Cycle Holdings Corp. (“Newco”) and will be listed on the New York Stock Exchange under the new ticker symbol, “LICY.”

About Li-Cycle Corp.

Li-Cycle is on a mission to leverage its innovative Spoke & Hub Technologies™ to provide a customer-centric, end-of-life solution for lithium-ion batteries, while creating a secondary supply of critical battery materials. Lithium-ion rechargeable batteries are increasingly powering our world in automotive, energy storage, consumer electronics, and other industrial and household applications. The world needs improved technology and supply chain innovations to better manage battery manufacturing waste and end-of-life batteries and to meet the rapidly growing demand for critical and scarce battery-grade raw materials through a closed-loop solution. For more information, visit https://li-cycle.com/.

Additional Information and Where to Find It

In connection with the proposed business combination involving Li-Cycle and Peridot, Newco has prepared and filed with the SEC a registration statement on Form F-4 that will include a document that will serve as both a prospectus of Newco and a proxy statement of Peridot (the “Proxy Statement/Prospectus”). Li-Cycle, Peridot and Newco will prepare and file the Proxy Statement/Prospectus with the SEC and Peridot will mail the Proxy Statement/Prospectus to its shareholders and file other documents regarding the proposed transaction with the SEC. This communication is not a substitute for any proxy statement, registration statement, proxy statement/prospectus or other documents Peridot or Newco may file with the SEC in connection with the proposed transaction. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THE PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE, ANY AMENDMENTS OR SUPPLEMENTS TO THE PROXY STATEMENT/PROSPECTUS, AND OTHER DOCUMENTS FILED BY PERIDOT OR NEWCO WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders will be able to obtain free copies of the Proxy Statement/Prospectus and other documents filed with the SEC by Peridot or Newco through the website maintained by the SEC at www.sec.gov.

Investors and securityholders will also be able to obtain free copies of the documents filed by Peridot and/or Newco with the SEC on Peridot’s website at www.peridotspac.com or by emailing This email address is being protected from spambots. You need JavaScript enabled to view it..

PARTICIPANTS IN THE SOLICITATION

Li-Cycle, Peridot, Newco, and certain of their respective directors, executive officers and employees may be deemed to be participants in the solicitation of proxies in connection with the proposed transaction. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of proxies in connection with the proposed transaction, including a description of their direct or indirect interests, by security holdings or otherwise, will be set forth in the Proxy Statement/Prospectus and other relevant materials when it is filed with the SEC. Information regarding the directors and executive officers of Peridot is contained in Peridot’s final prospectus for its initial public offering, filed with the SEC on September 24, 2020 and certain of its Current Reports filed on Form 8-K. These documents can be obtained free of charge from the sources indicated above.

NO OFFER OR SOLICITATION

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities of Peridot or Newco or a solicitation of any vote or approval. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

CAUTION CONCERNING FORWARD-LOOKING STATEMENTS

Certain statements contained in this communication may be considered forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21 of the Securities Exchange Act of 1934, as amended, including statements regarding the proposed transaction involving Li-Cycle and Peridot and the ability to consummate the proposed transaction. Forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events or conditions, and include words such as “may,” “will,” “should,” “would,” “expect,” “anticipate,” “plan,” “likely”, “believe,” “estimate,” “project,” “intend,” and other similar expressions among others. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors, including, without limitation: (i) the risk that the conditions to the closing of the proposed transaction are not satisfied, including the failure to timely or at all obtain shareholder approval for the proposed transaction or the failure to timely or at all obtain any required regulatory clearances, including under the Hart-Scott Rodino Antitrust Improvements Act; (ii) uncertainties as to the timing of the consummation of the proposed transaction and the ability of each of Li-Cycle and Peridot to consummate the proposed transaction; (iii) the possibility that other anticipated benefits of the proposed transaction will not be realized, and the anticipated tax treatment of the combination; (iv) the occurrence of any event that could give rise to termination of the proposed transaction; (v) the risk that stockholder litigation in connection with the proposed transaction or other settlements or investigations may affect the timing or occurrence of the proposed transaction or result in significant costs of defense, indemnification and liability; (vi) changes in general economic and/or industry specific conditions; (vii) possible disruptions from the proposed transaction that could harm Li-Cycle’s business; (viii) the ability of Li-Cycle to retain, attract and hire key personnel; (ix) potential adverse reactions or changes to relationships with customers, employees, suppliers or other parties resulting from the announcement or completion of the proposed transaction; (x) potential business uncertainty, including changes to existing business relationships, during the pendency of the proposed transaction that could affect Li-Cycle’s financial performance; (xi) legislative, regulatory and economic developments; (xii) unpredictability and severity of catastrophic events, including, but not limited to, acts of terrorism, outbreak of war or hostilities and any epidemic, pandemic or disease outbreak (including COVID-19), as well as management’s response to any of the aforementioned factors; and (xiii) other risk factors as detailed from time to time in Peridot’s reports filed with the SEC, including Peridot’s annual report on Form 10-K, periodic quarterly reports on Form 10-Q, periodic current reports on Form 8-K and other documents filed with the SEC. The foregoing list of important factors is not exclusive. Neither Li-Cycle nor Peridot can give any assurance that the conditions to the proposed transaction will be satisfied. Except as required by applicable law, neither Li-Cycle nor Peridot undertakes any obligation to revise or update any forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.

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First Quarter Highlights Include:

• Net income was $9.2 million, a record for a 12-week quarter and up 74% compared to $5.3 million in the first quarter of 2020.

• Diluted earnings per share was a record for a 12-week quarter at $0.39, up 70%, or $0.16, from $0.23 for the first quarter of 2020.

• Oil Business segment revenue was a first quarter record of $35.9 million compared to $29.8 million in the year-ago quarter.

• Oil Business segment profit before corporate selling, general, and administrative expenses was a record $10.1 million with record operating margin of 28.1%.

• EBITDA was a record $16.5 million, up 35% compared to $12.2 million in the first quarter of 2020.

• Adjusted EBITDA was a first quarter record $17.7 million, up 34% compared to $13.3 million in the first quarter of 2020.

ELGIN, Ill.--(BUSINESS WIRE)--Heritage-Crystal Clean, Inc. (Nasdaq: HCCI), a leading provider of parts cleaning, used oil re-refining, and hazardous and non-hazardous waste services primarily focused on small and mid-sized customers, today announced results for the first quarter which ended March 27, 2021.

First Quarter Review

Revenue for the first quarter of 2021 was $105.4 million compared to $107.3 million for the same quarter of 2020, a decrease of 1.8%.

Overall Operating Margin jumped to 24.8% due to strong Oil Business segment results, compared to 18.4% during the first quarter of 2020. Our first quarter corporate SG&A expense was $13.4 million, or 12.8% of revenues, compared to 12.5 million, or 11.6% of revenues, for the first quarter of 2020.

Net income for the first quarter was $9.2 million compared to $5.3 million in the year earlier quarter. Diluted earnings per share was $0.39 compared to $0.23 in the year-ago quarter.

During the first quarter we amended our credit agreement and paid off our $30 million Term A loan. As of the end of the first quarter we had no debt outstanding under our revolving loan and we had $46.7 million of cash on our balance sheet.

President and CEO Brian Recatto commented, "We are very pleased with the level of profitability achieved during the first quarter and realize it would not have been possible without the support of our loyal customers and the unrelenting efforts of our entire team."

Segments

Our Environmental Services segment includes parts cleaning, containerized waste, wastewater and vacuum, antifreeze recycling, and field services. Environmental Services revenue was $69.5 million during the quarter compared to our record performance in the first quarter of fiscal 2020 of $77.5 million. The 10.3% decrease in revenue was mainly due to a large field services project which occurred during the first quarter of 2020 but did not reoccur during the first quarter of fiscal 2021 as well as lingering impacts from the COVID-19 pandemic. Environmental Services profit before corporate selling, general, and administrative expenses was $16.0 million, or 23.0% of revenue, compared to $18.8 million, or 24.2% of revenue, in the year-ago quarter. The decrease in operating margin was mainly driven by lower revenue, higher disposal and health and welfare costs as well as lower labor cost efficiency.

Recatto commented, "During the first quarter our team continued to make progress in overcoming the negative effects of the COVID-19 pandemic. We are proud of the fact that our team worked hard to provide the great service our customers have come to expect while doing so in a safe manner despite the disruptive winter storms which occurred in several parts of the U.S. market."

Our Oil Business segment includes used oil collection activities, re-refining activities, and sales of recycled fuel oil. During the first quarter of fiscal 2021, Oil Business revenues were a first quarter record of $35.9 million, an increase of $6.1 million, or 21%, compared to $29.8 million in the first quarter of fiscal 2020. A 20% increase in lubricating base oil revenue was the main driver of the increase along with an increase in used oil collection revenue compared to the prior year quarter. Oil Business segment operating margin increased sharply to a record 28.1% in the first quarter of 2021 compared to 3.1% in the first quarter of fiscal 2020. The higher operating margin compared to the first quarter of 2020 was mainly due to a $0.34 per gallon increase in the spread between the netback (sales price net of freight impact) on our base oil sales and the price paid/charged to our customers for the removal of their used oil.

Recatto commented, "We continued to execute well at our re-refinery during the first quarter which enabled us to produce 12% more base oil volume compared to the prior year quarter. This allowed us to take advantage of favorable base oil pricing conditions and produce record profitability in our Oil Business segment."

COVID-19 Update

During the first quarter of 2021, we continued executing the Company's pandemic response plan to combat the COVID-19 outbreak-induced downturn in our business and remain focused on ensuring the health and safety of all our employees and their families.

Safe Harbor Statement

All references to the “Company,” “we,” “our,” and “us” refer to Heritage-Crystal Clean, Inc., and its subsidiaries. This release contains forward-looking statements that are based upon current management expectations. Generally, the words "aim," "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "project," "should," "will be," "will continue," "will likely result," "would" and similar expressions identify forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause our actual results, performance or achievements or industry results to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements. These risks, uncertainties and other important factors include, among others: developments in the COVID-19 pandemic and the resulting impact on our business and operations, general economic conditions and downturns in the business cycles of automotive repair shops, industrial manufacturing businesses and small businesses in general; increased solvent, fuel and energy costs and volatility, including a drop in the price of crude oil, the selling price of lubricating base oil, solvent, fuel, energy, and commodity costs; our ability to enforce our rights under the FCC Environmental purchase agreement; our ability to pay our debt when due and comply with our debt covenants; our ability to successfully operate our used oil re-refinery and to cost-effectively collect or purchase used oil or generate operating results; increased market supply or decreased demand for base oil; further consolidation and/or declines in the United States automotive repair and manufacturing industries; the impact of extensive environmental, health and safety and employment laws and regulations on our business; legislative or regulatory requirements or changes adversely affecting our business; competition in the industrial and hazardous waste services industries and from other used oil re-refineries; claims and involuntary shutdowns relating to our handling of hazardous substances; the value of our used solvents and oil inventory, which may fluctuate significantly; our ability to expand our non-hazardous programs for parts cleaning; our dependency on key employees; our level of indebtedness, which could affect our ability to fulfill our obligations, impede the implementation of our strategy, and expose us to interest rate risk; the impact of legal proceedings and class action litigation on us and our ability to estimate the cash payments we will make under litigation settlements; our ability to effectively manage our network of branch locations; the control of The Heritage Group over the Company; and the risks identified in the Company's Annual Report on Form 10-K filed with the SEC on March 2, 2021. Given these uncertainties, you are cautioned not to place undue reliance on these forward-looking statements. We assume no obligation to update or revise them or provide reasons why actual results may differ. The information in this release should be read in light of such risks and in conjunction with the consolidated financial statements and the notes thereto included elsewhere in this release.

About Heritage-Crystal Clean, Inc.

Heritage-Crystal Clean, Inc. provides parts cleaning, used oil re-refining, and hazardous and non-hazardous waste services primarily to small and mid-sized customers in the vehicle maintenance sector as well as manufacturers and other industrial businesses. Our service programs include parts cleaning, containerized waste management, used oil collection and re-refining, wastewater and vacuum, waste antifreeze collection, recycling and product sales, and field services. These services help our customers manage their used chemicals and liquid and solid wastes, while also helping to minimize their regulatory burdens. Our customers include businesses involved in vehicle maintenance operations, such as car dealerships, automotive repair shops, and trucking firms, as well as small-to-medium sized manufacturers, such as metal product fabricators and printers, and other industrial businesses. Through our used oil re-refining program during fiscal 2020, we recycled approximately 61 million gallons of used oil into high quality lubricating base oil, and we are a supplier to firms that produce and market finished lubricants. Through our antifreeze program during fiscal 2020 we recycled approximately 3.7 million gallons of spent antifreeze which was used to produce a full line of virgin-quality antifreeze products. Through our parts cleaning program during fiscal 2020 we recycled 4 million gallons of used solvent into virgin-quality solvent to be used again by our customers. Through our containerized waste program during fiscal 2020 we collected 20 tons of regulated waste which was sent for energy recovery. Through our wastewater and vacuum services program during fiscal 2020 we treated approximately 52 million gallons of wastewater. Heritage-Crystal Clean, Inc. is headquartered in Elgin, Illinois, and operates through 89 branches serving approximately 89,000 customer locations.

Conference Call

The Company will host a conference call on Wednesday May 5, 2021 at 9:30 AM Central Time, during which management will give a brief presentation focusing on the Company's operations and financial results. Interested parties can listen to the audio webcast available through our company website, http://crystal-clean.com/investor-relations/, and can participate on the call by dialing (833) 772-0398. After dialing the number, you will be required to provide the following passcode before being joined to the conference call: 4669677.

The Company uses its website to make information available to investors and the public at www.crystal-clean.com.

Mark DeVita, Chief Financial Officer, at (847) 836-5670

AUSTIN, Texas--(BUSINESS WIRE)--USA Compression Partners, LP (NYSE: USAC) (“USA Compression” or the “Partnership”) announced today its financial and operating results for the first quarter 2021.

First Quarter 2021 Highlights

• Total revenues were $157.5 million for the first quarter 2021, compared to $179.0 million for the first quarter 2020.
• Net income was $0.4 million for the first quarter 2021, compared to a net loss of $602.5 million for the first quarter 2020.
• Net cash provided by operating activities was $39.6 million for the first quarter 2021, compared to $50.1 million for the first quarter 2020.
• Adjusted EBITDA was $99.6 million for the first quarter 2021, compared to $106.2 million for the first quarter 2020.
• Distributable Cash Flow was $52.6 million for the first quarter 2021, compared to $54.7 million for the first quarter 2020.
• Announced cash distribution of $0.525 per common unit for the first quarter 2021, consistent with the first quarter 2020.
• Distributable Cash Flow Coverage was 1.03x for the first quarter 2021, compared to 1.08x for the first quarter 2020.

“The first quarter of 2021 came in fairly consistent with the fourth quarter of 2020, reflecting what we expected would be a period of stability as we started the year,” commented Eric D. Long, USA Compression’s President and Chief Executive Officer. “While the general stability in both crude oil and natural gas prices has allowed customers to better plan their budgets and capital spending programs, lingering uncertainty around the timing of a recovery as well as the impact of potential legislative and regulatory changes on the industry have lent a cautious tone to overall activity.”

He continued, “With overall domestic natural gas production increasing modestly, we are now back at pre-COVID-19 levels, illustrating the importance of clean-burning natural gas to our country’s economy. While we acknowledge that renewable energy will increasingly become a more important contributor to our country’s energy needs, we believe the reliability and abundance of domestic natural gas will remain critical to serving our country’s energy needs.”

“As we previously discussed, our capital spending plans have been meaningfully reduced going into 2021. We continue to expect zero new unit deliveries during the year, instead spending nominal amounts of growth capital, primarily consisting of reconfigurations to prepare units for redeployment and first-time start-up costs. Partly as a result of this capital spending discipline, our debt levels and corresponding leverage were better than we expected for the first quarter.”

“While the recovery takes hold, we continue to focus on things within our control, namely capital spending and expense management. As you’ll note, our operating margins remain strong, reflecting continued focus on the core operations of the business, and helping improve Distributable Cash Flow coverage for the quarter.”

Expansion capital expenditures were $4.2 million, maintenance capital expenditures were $4.5 million and cash interest expense, net was $30.0 million for the first quarter 2021.

On April 14, 2021, the Partnership announced a first quarter cash distribution of $0.525 per common unit, which corresponds to an annualized distribution rate of $2.10 per common unit. The distribution will be paid on May 7, 2021 to common unitholders of record as of the close of business on April 26, 2021.

Liquidity and Long-Term Debt

As of March 31, 2021, the Partnership was in compliance with all covenants under its $1.6 billion revolving credit facility. As of March 31, 2021, the Partnership had outstanding borrowings under the revolving credit facility of $502.7 million, $1.1 billion of borrowing base availability and, subject to compliance with the applicable financial covenants, available borrowing capacity of $203.9 million. As of March 31, 2021, the outstanding aggregate principal amount of the Partnership’s 6.875% senior notes due 2026 and 6.875% senior notes due 2027 was $725.0 million and $750.0 million, respectively.

Full-Year 2021 Outlook

USA Compression is confirming its full-year 2021 guidance as follows:

• Net income range of $0.0 million to $20.0 million;
• A forward-looking estimate of net cash provided by operating activities is not provided because the items necessary to estimate net cash provided by operating activities, in particular the change in operating assets and liabilities, are not accessible or estimable at this time. The Partnership does not anticipate the changes in operating assets and liabilities to be material, but changes in accounts receivable, accounts payable, accrued liabilities and deferred revenue could be significant, such that the amount of net cash provided by operating activities would vary substantially from the amount of projected Adjusted EBITDA and Distributable Cash Flow;
• Adjusted EBITDA range of $385.0 million to $405.0 million; and
• Distributable Cash Flow range of $193.0 million to $213.0 million.

Conference Call

The Partnership will host a conference call today beginning at 11:00 a.m. Eastern Time (10:00 a.m. Central Time) to discuss first quarter 2021 performance. The call will be broadcast live over the Internet. Investors may participate either by phone or audio webcast.

About USA Compression Partners, LP

USA Compression Partners, LP is a growth-oriented Delaware limited partnership that is one of the nation’s largest independent providers of natural gas compression services in terms of total compression fleet horsepower. USA Compression partners with a broad customer base composed of producers, processors, gatherers and transporters of natural gas and crude oil. USA Compression focuses on providing natural gas compression services to infrastructure applications primarily in high-volume gathering systems, processing facilities and transportation applications. More information is available at usacompression.com.

Non-GAAP Financial Measures

This news release includes the Non-GAAP financial measures of Adjusted gross margin, Adjusted EBITDA, Distributable Cash Flow and Distributable Cash Flow Coverage Ratio.

Adjusted gross margin is defined as revenue less cost of operations, exclusive of depreciation and amortization expense. Management believes that Adjusted gross margin is useful as a supplemental measure to investors of the Partnership’s operating profitability. Adjusted gross margin is impacted primarily by the pricing trends for service operations and cost of operations, including labor rates for service technicians, volume and per unit costs for lubricant oils, quantity and pricing of routine preventative maintenance on compression units and property tax rates on compression units. Adjusted gross margin should not be considered an alternative to, or more meaningful than, gross margin, its most directly comparable GAAP financial measure, or any other measure of financial performance presented in accordance with GAAP. Moreover, Adjusted gross margin as presented may not be comparable to similarly titled measures of other companies. Because the Partnership capitalizes assets, depreciation and amortization of equipment is a necessary element of its costs. To compensate for the limitations of Adjusted gross margin as a measure of the Partnership’s performance, management believes that it is important to consider gross margin determined under GAAP, as well as Adjusted gross margin, to evaluate the Partnership’s operating profitability.

Management views Adjusted EBITDA as one of its primary tools for evaluating the Partnership’s results of operations, and the Partnership tracks this item on a monthly basis both as an absolute amount and as a percentage of revenue compared to the prior month, year-to-date, prior year and budget. The Partnership defines EBITDA as net income (loss) before net interest expense, depreciation and amortization expense, and income tax expense. The Partnership defines Adjusted EBITDA as EBITDA plus impairment of compression equipment, impairment of goodwill, interest income on capital lease, unit-based compensation expense (benefit), severance charges, certain transaction expenses, loss (gain) on disposition of assets and other. Adjusted EBITDA is used as a supplemental financial measure by management and external users of its financial statements, such as investors and commercial banks, to assess:

• the financial performance of the Partnership’s assets without regard to the impact of financing methods, capital structure or historical cost basis of the Partnership’s assets;
• the viability of capital expenditure projects and the overall rates of return on alternative investment opportunities;
• the ability of the Partnership’s assets to generate cash sufficient to make debt payments and pay distributions; and
• the Partnership’s operating performance as compared to those of other companies in its industry without regard to the impact of financing methods and capital structure.

Management believes that Adjusted EBITDA provides useful information to investors because, when viewed with GAAP results and the accompanying reconciliations, it provides a more complete understanding of the Partnership’s performance than GAAP results alone. Management also believes that external users of its financial statements benefit from having access to the same financial measures that management uses in evaluating the results of the Partnership’s business.

Adjusted EBITDA should not be considered an alternative to, or more meaningful than, net income (loss), operating income (loss), cash flows from operating activities or any other measure of financial performance or liquidity presented in accordance with GAAP as measures of operating performance and liquidity. Moreover, Adjusted EBITDA as presented may not be comparable to similarly titled measures of other companies.

Distributable Cash Flow is defined as net income (loss) plus non-cash interest expense, non-cash income tax expense (benefit), depreciation and amortization expense, unit-based compensation expense (benefit), impairment of compression equipment, impairment of goodwill, certain transaction expenses, severance charges, loss (gain) on disposition of assets, proceeds from insurance recovery and other, less distributions on the Partnership’s Series A Preferred Units (“Preferred Units”) and maintenance capital expenditures.

Distributable Cash Flow should not be considered as an alternative to, or more meaningful than, net income (loss), operating income (loss), cash flows from operating activities or any other measure of financial performance presented in accordance with GAAP as measures of operating performance and liquidity. Moreover, the Partnership’s Distributable Cash Flow as presented may not be comparable to similarly titled measures of other companies.

Management believes Distributable Cash Flow is an important measure of operating performance because it allows management, investors and others to compare basic cash flows the Partnership generates (after distributions on the Partnership’s Preferred Units but prior to any retained cash reserves established by the Partnership’s general partner and the effect of the Distribution Reinvestment Plan) to the cash distributions the Partnership expects to pay its common unitholders.

Distributable Cash Flow Coverage Ratio is defined as Distributable Cash Flow divided by distributions declared to common unitholders in respect of such period. Management believes Distributable Cash Flow Coverage Ratio is an important measure of operating performance because it allows management, investors and others to gauge the Partnership’s ability to pay distributions to common unitholders using the cash flows the Partnership generates. The Partnership’s Distributable Cash Flow Coverage Ratio as presented may not be comparable to similarly titled measures of other companies.

This news release also contains a forward-looking estimate of Adjusted EBITDA and Distributable Cash Flow projected to be generated by the Partnership in its 2021 fiscal year. A forward-looking estimate of net cash provided by operating activities and reconciliations of the forward-looking estimates of Adjusted EBITDA and Distributable Cash Flow to net cash provided by operating activities are not provided because the items necessary to estimate net cash provided by operating activities, in particular the change in operating assets and liabilities, are not accessible or estimable at this time. The Partnership does not anticipate the changes in operating assets and liabilities to be material, but changes in accounts receivable, accounts payable, accrued liabilities and deferred revenue could be significant, such that the amount of net cash provided by operating activities would vary substantially from the amount of projected Adjusted EBITDA and Distributable Cash Flow.

See “Reconciliation of Non-GAAP Financial Measures” for Adjusted gross margin reconciled to gross margin, Adjusted EBITDA reconciled to net income (loss) and net cash provided by operating activities, and net income (loss) and net cash provided by operating activities reconciled to Distributable Cash Flow and Distributable Cash Flow Coverage Ratio.

Forward-Looking Statements

Some of the information in this news release may contain forward-looking statements. These statements can be identified by the use of forward-looking terminology including “may,” “believe,” “expect,” “intend,” “anticipate,” “estimate,” “continue,” “if,” “project,” “outlook,” “will,” “could,” “should,” or other similar words or the negatives thereof, and include the Partnership’s expectation of future performance contained herein, including as described under “Full-Year 2021 Outlook.” These statements discuss future expectations, contain projections of results of operations or of financial condition, or state other “forward-looking” information. You are cautioned not to place undue reliance on any forward-looking statements, which can be affected by assumptions used or by known risks or uncertainties. Consequently, no forward-looking statements can be guaranteed. When considering these forward-looking statements, you should keep in mind the risk factors noted below and other cautionary statements in this news release. The risk factors and other factors noted throughout this news release could cause actual results to differ materially from those contained in any forward-looking statement. Known material factors that could cause the Partnership’s actual results to differ materially from the results contemplated by such forward-looking statements include:

• changes in the long-term supply of and demand for crude oil and natural gas, including as a result of uncertainty regarding the length of time it will take for the U.S. and the rest of the world to slow the spread of COVID-19 to the point where applicable authorities are comfortable continuing to ease, or declining to reinstate certain restrictions on various commercial and economic activities; such restrictions are designed to protect public health but also have the effect of reducing demand for crude oil and natural gas;
• the severity and duration of world health events, including the COVID-19 outbreak, related economic repercussions, actions taken by governmental authorities and other third parties in response to the pandemic and the resulting disruption in the oil and gas industry and negative impact on demand for oil and gas, which continues to negatively impact our business;
• changes in general economic conditions and changes in economic conditions of the crude oil and natural gas industries specifically, including the ability of members of the Organization of the Petroleum Exporting Countries (“OPEC”) and Russia (together with OPEC and other allied producing countries, “OPEC+”) to agree on and comply with supply limitations;
• uncertainty regarding the timing, pace and extent of an economic recovery in the U.S. and elsewhere, which in turn will likely affect demand for crude oil and natural gas and therefore the demand for the compression and treating services we provide and the commercial opportunities available to us;
• the deterioration of the financial condition of our customers, which may result in the initiation of bankruptcy proceedings with respect to customers;
• renegotiation of material terms of customer contracts;
• competitive conditions in our industry;
• our ability to realize the anticipated benefits of acquisitions;
• actions taken by our customers, competitors and third-party operators;
• changes in the availability and cost of capital;
• operating hazards, natural disasters, epidemics, pandemics (such as COVID-19), weather-related delays, casualty losses and other matters beyond our control;
• operational challenges relating to the COVID-19 pandemic and efforts to mitigate the spread of the virus, including logistical challenges, protecting the health and well-being of our employees, remote work arrangements, performance of contracts and supply chain disruptions;
• the restrictions on our business that are imposed under our long-term debt agreements;
• information technology risks including the risk from cyberattack;
• the effects of existing and future laws and governmental regulations;
• the effects of future litigation;
• factors described in Part I, Item 1A (“Risk Factors”) of the Partnership’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, which was filed with the Securities and Exchange Commission (the “SEC”) on February 16, 2021, and subsequently filed reports; and
• other factors discussed in the Partnership’s filings with the SEC.

All forward-looking statements speak only as of the date of this news release and are expressly qualified in their entirety by the foregoing cautionary statements. Unless legally required, the Partnership undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Unpredictable or unknown factors not discussed herein also could have material adverse effects on forward-looking statements.

USA Compression Partners, LP
Matthew C. Liuzzi
Chief Financial Officer
512-369-1624
This email address is being protected from spambots. You need JavaScript enabled to view it.

HOUSTON--(BUSINESS WIRE)--Black Stone Minerals, L.P. (NYSE: BSM) ("Black Stone Minerals," "Black Stone," or "the Company") today announces its financial and operating results for the first quarter of 2021.

Financial and Operational Highlights

• Mineral and royalty production for the first quarter of 2021 equaled 31.1 MBoe/d, a decrease of 3% over the prior quarter; total production, including working interest volumes, was 36.8 MBoe/d for the quarter.
• Net income and Adjusted EBITDA for the quarter totaled $16.2 million and $60.0 million, respectively.
• Distributable cash flow was $53.8 million for the first quarter, resulting in distribution coverage for all units of 1.5x based on the announced cash distribution of $0.175 per unit.
• Total debt at the end of the first quarter was $111.0 million; total debt to trailing twelve-month Adjusted EBITDA was 0.4x at quarter-end. As of April 30, 2021, total debt had been reduced to $96.0 million.
• Effective April 30, 2021, Black Stone’s borrowing base under its revolving credit facility was reaffirmed at $400 million. As part of the redetermination process, Black Stone and its lenders agreed to extend the maturity date of the facility to November 1, 2024.

Strategic Highlights

Subsequent to the end of the first quarter of 2021, Black Stone:

• Entered into an agreement with affiliates of Aethon Energy (“Aethon”) to develop certain of the Company’s undeveloped Shelby Trough Haynesville and Bossier acreage in San Augustine County, Texas.
• Entered into an agreement with a consortium of operators through which the operators will drill up to three test wells for the Austin Chalk formation on Black Stone acreage in East Texas using high-intensity, multi-stage completions; the initial test well under the agreement was spud in April 2021.
• Entered into an agreement with a large, private independent operator to develop additional Black Stone acreage within the Austin Chalk formation in East Texas.
• Agreed to acquire mineral and royalty properties in the northern Midland Basin for total consideration of $20.7 million in cash and BSM common units.

Management Commentary

Thomas L. Carter, Jr., Black Stone Minerals’ Chief Executive Officer and Chairman commented, “We are encouraged by the rebound in commodity prices and increases in producer activity across our acreage, and by our successful efforts to attract operator capital to our large, contiguous, high-net positions in East Texas. The agreements signed over the past few months will help delineate over 200,000 gross Black Stone acres in the Austin Chalk formation alone, while retaining significant additional acreage in the area for further development deals. These organic projects, if successful, provide for years of high-quality drilling locations and, combined with our acquisition efforts, give us multiple avenues to drive accretive growth for our unitholders.”

Quarterly Financial and Operating Results

Production

Black Stone Minerals reported mineral and royalty volume was 31.1 MBoe/d (73% natural gas) for the first quarter of 2021, compared to 32.0 MBoe/d for the fourth quarter of 2020. Mineral and royalty production for the first quarter of 2020 was 36.7 MBoe/d.

Working interest production for the first quarter of 2021 was 5.8 MBoe/d, and represents a decrease of 17% from the levels generated in the quarter ended December 31, 2020 and a decrease of 44% from the quarter ended March 31, 2020. The continued decline in working interest volumes is consistent with the Company's decision to farm out its working-interest participation to third-party capital providers.

Total reported production averaged 36.8 MBoe/d (84% mineral and royalty, 75% natural gas) for the first quarter of 2021. Total production was 39.0 MBoe/d and 46.9 MBoe/d for the quarters ended December 31, 2020 and March 31, 2020, respectively.

Realized Prices, Revenues, and Net Income

The Company’s average realized price per Boe, excluding the effect of derivative settlements, was $26.27 for the quarter ended March 31, 2021. This is an increase of 18% from $22.21 per Boe from the fourth quarter of 2020 and a 26% increase compared to $20.81 for the first quarter of 2020.

Black Stone reported oil and gas revenue of $87.1 million (51% oil and condensate) for the first quarter of 2021, an increase of 9% from $79.7 million in the fourth quarter of 2020. Oil and gas revenue in the first quarter of 2020 was $88.7 million.

The Company reported a loss on commodity derivative instruments of $27.9 million for the first quarter of 2021, composed of a $4.5 million loss from realized settlements and a non-cash $23.4 million unrealized loss due to the change in value of Black Stone’s derivative positions during the quarter. Black Stone reported a loss of $3.6 million and a gain of $90.0 million on commodity derivative instruments for the quarters ended December 31, 2020 and March 31, 2020, respectively.

Lease bonus and other income was $2.4 million for the first quarter of 2021, primarily related to leasing activity in the Austin Chalk. Lease bonus and other income for the quarters ended December 31, 2020 and March 31, 2020 was $1.4 million and $4.3 million, respectively.

There was no impairment for the quarters ended March 31, 2021 and December 31, 2020 and a $51.0 impairment for the quarter ended March 31, 2020.

The Company reported net income of $16.2 million for the quarter ended March 31, 2021, compared to net income of $30.3 million in the preceding quarter. For the quarter ended March 31, 2020, net income was $76.1 million.

Adjusted EBITDA and Distributable Cash Flow

Adjusted EBITDA for the first quarter of 2021 was $60.0 million, which compares to $72.3 million in the fourth quarter of 2020 and $71.1 million in the first quarter of 2020. Distributable cash flow for the quarter ended March 31, 2021 was $53.8 million. For the quarters ended December 31, 2020 and March 31, 2020, distributable cash flow was $65.9 million and $66.2 million, respectively. The decreases in Adjusted EBITDA and distributable cash flow for the first quarter of 2021 relative to the fourth quarter of 2020 and first quarter of 2020 are primarily attributable to lower realized settlements on the Company's commodity derivatives.

Financial Position and Activities

As of March 31, 2021, Black Stone Minerals had $3.8 million in cash and $111.0 million outstanding under its credit facility. The ratio of total debt at March 31, 2021 to trailing twelve-month Adjusted EBITDA was 0.4x. As of April 30, 2021, $96.0 million was outstanding under the credit facility and the Company had $10.3 million in cash.

Subsequent to quarter-end, Black Stone's borrowing base was reaffirmed at $400 million. As part of the redetermination process, the term of the credit facility was extended until November 1, 2024. Black Stone is in compliance with all financial covenants associated with its credit facility.

During the first quarter of 2021, the Company made no repurchases of units under the Board-approved $75 million unit repurchase program and issued no units under its at-the-market offering program.

First Quarter 2021 Distributions

As previously announced, the Board approved a cash distribution of $0.175 for each common unit attributable to the first quarter of 2021. The quarterly distribution coverage ratio attributable to the first quarter of 2021 was approximately 1.5x. Distributions will be payable on May 21, 2021 to unitholders of record as of the close of business on May 14, 2021.

Activity Update

Rig Activity

As of March 31, 2021, Black Stone had 59 rigs operating across its acreage position, an increase relative to the 38 rigs on the Company's acreage as of December 31, 2020 and the 54 rigs operating on the Company's acreage as of March 31, 2020.

Shelby Trough Development Update

Angelina County

Aethon has successfully drilled the initial two wells under the development agreement covering Angelina County and expects to turn those wells to sales in the second quarter of 2021. Under the terms of that agreement, Aethon will drill a minimum of four wells on Black Stone acreage in the first program year ending in September 2021, escalating to a minimum of 15 wells per program year starting with the third program year.

San Augustine County

In March 2021, Black Stone and XTO Energy, Inc. (“XTO”) reached an agreement to partition jointly owned working interests in the Brent Miller development area in San Augustine County. Under the partition agreement, Black Stone and XTO exchanged working interests in certain existing and proposed drilling units, resulting in each company holding 100% of the working interests in their respective partitioned units.

In May 2021, Black Stone and Aethon entered into an agreement to develop certain of the Company’s undeveloped acreage in San Augustine County, including the working interests resulting from the partition agreement discussed above. The agreement provides for minimum well commitments by Aethon in exchange for reduced royalty rates and exclusive access to Black Stone’s mineral and leasehold acreage in the contract area. The agreement calls for a minimum of five wells to be drilled in the initial program year, which begins in the third quarter of 2021, increasing to a minimum of 12 wells per year beginning with the fourth program year. The Company’s development agreement with Aethon and related drilling commitments covering its San Augustine County acreage is independent of the development agreement and associated commitments covering Angelina County.

Austin Chalk Update

In April 2021, Black Stone entered into an agreement with several operators to test and develop areas of the Austin Chalk in East Texas where the Company has significant acreage positions. Recent drilling results have shown that advances in fracturing and other completion techniques can dramatically improve well performance in existing Austin Chalk fields. Under the terms of the agreement, the operators will participate in three test wells targeting the Austin Chalk formation. Assuming the test well program is successful, Black Stone anticipates entering into separate agreements with each operator to further develop the acreage.

In April 2021, Black Stone also entered into an agreement with a large, private independent operator to drill and complete multiple Austin Chalk wells on Company acreage within East Texas in 2021. If the initial wells are successful, the operator has the option to expand the Austin Chalk development program on additional Black Stone acreage.

In February of 2021, Black Stone entered into an agreement with a large, publicly traded independent operator by which the operator will undertake a program to drill, test, and complete wells in the Austin Chalk formation on certain of the Company’s acreage in East Texas. If the initial wells are successful, the operator has the option to expand the Austin Chalk drilling program over a significant acreage position, the majority of which is owned and controlled by the Company.

Acquisition Update

In May 2021, Black Stone entered into an agreement to acquire mineral and royalty acreage in the northern Midland Basin for total consideration of $20.7 million. The purchase price will consist of $10 million in cash and $10.7 million in BSM common units. The acquisition is expected to close in the second quarter of 2021.

Update to Hedge Position

Black Stone has commodity derivative contracts in place covering portions of its anticipated production for 2021 and 2022. The Company's hedge position as of April 30, 2021 is summarized in the following tables:

More detailed information about the Company's existing hedging program can be found in the Quarterly Report on Form 10-Q for the first quarter of 2021, which is expected to be filed on or around May 4, 2021.

Conference Call

Black Stone Minerals will host a conference call and webcast for investors and analysts to discuss its results for the first quarter of 2021 on Tuesday, May 4, 2021 at 9:00 a.m. Central Time. Black Stone recommends participants who do not anticipate asking questions to listen to the call via the live broadcast available at http://investor.blackstoneminerals.com. Analysts and investors who wish to ask questions should dial (877) 447-4732 and use conference code 3175119. A recording of the conference call will be available on Black Stone's website through June 3, 2021.

About Black Stone Minerals, L.P.

Black Stone Minerals is one of the largest owners of oil and natural gas mineral interests in the United States. The Company owns mineral interests and royalty interests in 41 states in the continental United States. Black Stone believes its large, diversified asset base and long-lived, non-cost-bearing mineral and royalty interests provide for stable to growing production and reserves over time, allowing the majority of generated cash flow to be distributed to unitholders.

Forward-Looking Statements

This news release includes forward-looking statements. All statements, other than statements of historical facts, included in this news release that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. Terminology such as “will,” “may,” “should,” “expect,” “anticipate,” “plan,” “project,” “intend,” “estimate,” “believe,” “target,” “continue,” “potential,” the negative of such terms, or other comparable terminology often identify forward-looking statements. Except as required by law, Black Stone Minerals undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this news release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this news release. All forward-looking statements are qualified in their entirety by these cautionary statements. These forward-looking statements involve risks and uncertainties, many of which are beyond the control of Black Stone Minerals, which may cause the Company’s actual results to differ materially from those implied or expressed by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, those summarized below:

• the Company’s ability to execute its business strategies;
• the scope and duration of the COVID-19 pandemic and actions taken by governmental authorities and other parties in response to the pandemic;
• the volatility of realized oil and natural gas prices;
• the level of production on the Company’s properties;
• overall supply and demand for oil and natural gas, as well as regional supply and demand factors, delays, or interruptions of production;
• conservation measures, technological advances, and general concern about the environmental impact of the production and use of fossil fuels;
• the Company’s ability to replace its oil and natural gas reserves;
• the Company’s ability to identify, complete, and integrate acquisitions;
• general economic, business, or industry conditions;
• competition in the oil and natural gas industry; and
• the level of drilling activity by the Company's operators, particularly in areas such as the Shelby Trough where the Company has concentrated acreage positions.

The following table shows the Company’s production, revenues, pricing, and expenses for the periods presented: