What the changes say
- Chord Energy added risks regarding third-party infrastructure dependence and acquisition liabilities.
- Integration and market risks from the Enerplus arrangement were removed.
- Geopolitical and ESG risk descriptions were updated.
What changed since the prior 10-K
New
- NewRisks related to the oil and gas industry and our business
Our business depends on third-party transportation and processing facilities and other assets that are owned by third parties
Our crude oil, NGL, and natural gas marketability depends on third-party pipelines, processing facilities, and rail assets, where capacity constraints or damage could increase costs or shut in wells.
- NewRisks related to the oil and gas industry and our business
We may be subject to risks in connection with acquisitions because of integration difficulties, uncertainties in evaluating recoverable reserves, well performance and potential liabilities and uncertainties in forecasting crude oil, NGL and natural gas prices and future development, production and marketing costs
Acquisitions carry inherent uncertainties regarding reserve estimates, future commodity prices, operating costs, title validity, and potential environmental liabilities that our reviews may not fully reveal.
Dropped
- DroppedRisks related to the Arrangement
The synergies attributable to the Arrangement may vary from expectations
Synergies from the Enerplus Arrangement may vary from expectations.
- DroppedRisks related to the Arrangement
The market price of our common stock may decline if large amounts of our common stock are sold following the Arrangement and may be affected by factors different from those that historically have affected or currently affect the market price of our common stock
Stock price may decline if large amounts of stock are sold following the Arrangement.
- DroppedRisks related to the oil and gas industry and our business
Legal and regulatory challenges to transportation may impact our ability to move volume
- DroppedRisks related to the oil and gas industry and our business
The SEC’s Final Rules on The Enhancement and Standardization of Climate-Related Disclosures could result in increased compliance risks and costs
- DroppedRisks related to our financial position
We may maintain material balances of cash and cash equivalents for extended periods of time at commercial banks in excess of amounts insured by government agencies such as the FDIC
- DroppedRisks related to our financial position
The enactment of derivatives legislation and regulation could have an adverse effect on our ability to use derivative instruments to reduce the negative effect of commodity price changes, interest rate and other risks associated with our business
- DroppedRisks related to our financial position
A negative shift in investor sentiment regarding the oil and gas industry could adversely affect our ability to raise debt and equity capital
Reworded
- 86% rewrittenRisks related to the oil and gas industry and our business
Seasonal weather conditions could adversely affect our ability to conduct drilling activities in some of the areas where we operate
Removed a specific reference to Item 1 climate change regulations while keeping the Williston Basin winter weather warning identical.
- 63% rewrittenRisks related to our common stock
The issuance of stock-based awards may dilute your holding of shares of our common stock
Updated share figures to December 31, 2025, removing specific warrant and option counts and simplifying dilution language.
Was: The exercise of all or any number of outstanding warrants or the issuance of stock-based awards may dilute your holding of shares of our common stock
- 53% rewrittenRisks related to our financial position
Changes in tax laws or the interpretation thereof or the imposition of new or increased taxes or fees may adversely affect our operations and cash flows
Maintained the tax law risk text while removing the specific year 2024 from the comparative context.
- 39% rewrittenRisks related to the oil and gas industry and our business
Disputes or uncertainties may arise in relation to our royalty obligations
Removed a specific 2019 North Dakota Supreme Court gas royalty ruling example and added a cross-reference to legal proceedings.
- 38% rewrittenRisks related to the oil and gas industry and our business
Global geopolitical tensions may create heightened volatility in crude oil, NGL and natural gas prices and could adversely affect our business, financial condition and results of operations
Replaced specific mentions of the Russia-Ukraine and Hamas-Israel start dates with a broader, generalized summary of global geopolitical conflicts.
Was: Global geopolitical tensions may create heightened volatility in oil, NGL and natural gas prices and could adversely affect our business, financial condition and results of operations
- 31% rewrittenRisks related to the oil and gas industry and our business
We are not the operator of all of our drilling locations, and, therefore, we may not be able to control the timing of exploration or development efforts, associated costs, or the rate of production of any non-operated assets
Added the operator's ability to obtain permits as a factor outside our control for non-operated drilling locations.
- 31% rewrittenRisks related to the oil and gas industry and our business
Stakeholder and market attention to matters related to corporate responsibility, including in the oil and gas industry, may impact our business and ability to secure financing
Narrowed stakeholder scrutiny from broad industry-wide pressure to scrutiny from 'some' stakeholders, and changed 'do not adapt' to 'ignore'.
Was: Stakeholder and market attention to matters related to corporate responsibility may impact our business and ability to secure financing
- 30% rewrittenRisks related to the oil and gas industry and our business
Our operations on the Fort Berthold Indian Reservation of the Three Affiliated Tribes in North Dakota are subject to various federal, state, local and tribal regulations and laws, any of which may increase our costs and have an adverse impact on our ability to effectively conduct our operations
Minor stylistic and formatting adjustments made while keeping the Fort Berthold Indian Reservation regulatory text essentially unchanged.
All 48 risk factors
Headings as the filing states them, in filing order.
Risks related to the oil and gas industry and our business
- 01Global geopolitical tensions may create heightened volatility in crude oil, NGL and natural gas prices and could adversely affect our business, financial condition and results of operations38% rewritten
- 02A substantial or extended decline in commodity prices, for crude oil and, to a lesser extent, NGL and natural gas, may adversely affect our business, financial condition or results of operations and our ability to meet our capital expenditure obligations and financial commitments
- 03The ability or willingness of OPEC+ to set and maintain production levels has a significant impact on oil prices
- 04Our estimated net proved reserves are based on many assumptions that may turn out to be inaccurate. Any significant inaccuracies in these reserve estimates or underlying assumptions will materially affect the quantities and present value of our reserves
- 05If crude oil, NGL and natural gas prices decline, or for an extended period of time remain at depressed levels, we may be required to take write-downs of the carrying values of our oil and gas properties
- 06The unavailability or high cost of additional drilling rigs, equipment, supplies, personnel and oilfield services or the unavailability of sufficient transportation for our production could adversely affect our ability to execute our exploration and development plans within our budget and on a timely basis
- 07Substantially all of our producing properties and operations are located in the Williston Basin, making us vulnerable to risks associated with operating in a concentrated geographic area
- 08Our operations on the Fort Berthold Indian Reservation of the Three Affiliated Tribes in North Dakota are subject to various federal, state, local and tribal regulations and laws, any of which may increase our costs and have an adverse impact on our ability to effectively conduct our operations30% rewritten
- 09Our business depends on third-party transportation and processing facilities and other assets that are owned by third partiesNew
- 10Limited takeaway capacity can result in significant discounts to our realized prices
- 11The development of our PUD reserves may take longer and may require higher levels of capital expenditures than we currently anticipate. Therefore, our undeveloped reserves may not be ultimately developed or produced
- 12Unless we replace our crude oil, NGL and natural gas reserves, our reserves and production will decline, which could adversely affect our business, financial condition and results of operations
- 13Our business is subject to operating risks that could result in substantial losses or liability claims, and we may not be insured for, or our insurance may be inadequate to protect us against these risks
- 14Drilling locations are scheduled to be drilled over several years and may not yield crude oil, NGL or natural gas in commercially viable quantities
- 15Our potential drilling locations are scheduled to be drilled over several years, making them susceptible to uncertainties that could materially alter the occurrence or timing of their drilling
- 16We are not the operator of all of our drilling locations, and, therefore, we may not be able to control the timing of exploration or development efforts, associated costs, or the rate of production of any non-operated assets31% rewritten
- 17This limited ability to exercise control over the operations of some of our drilling locations may cause a material adverse effect on our results of operations and financial condition
- 18Failure to comply with federal, state and local laws and regulations could adversely affect our ability to produce, gather and transport our crude oil, NGL and natural gas and may result in substantial penalties
- 19Stakeholder and market attention to matters related to corporate responsibility, including in the oil and gas industry, may impact our business and ability to secure financing31% rewritten
- 20See “Item 1. Business—Regulation—Environmental and occupational health and safety regulation” for more discussion on ESG and climate-related concerns
- 21Outbreak of infectious diseases could materially adversely affect our business
- 22Federal, state and local legislative and regulatory initiatives relating to hydraulic fracturing as well as governmental reviews of such activities could result in increased costs and additional operating restrictions or delays in the completion of crude oil and natural gas wells and adversely affect our production
- 23Laws and regulations pertaining to the protection of threatened and endangered species or to critical habitat, wetlands and natural resources could delay, restrict or prohibit our operations and cause us to incur substantial costs that may have a material adverse effect on our development and production of reserves
- 24Our ability to produce crude oil, NGL and natural gas economically and in commercial quantities could be impaired if we are unable to acquire adequate supplies of water for our drilling and completion operations or are unable to dispose of or recycle the water we use economically and in an environmentally safe manner
- 25Competition in the oil and gas industry is intense, making it more difficult for us to acquire properties, market crude oil, NGL and natural gas and secure and retain trained personnel
- 26The loss of senior management or technical personnel could adversely affect our operations
- 27Seasonal weather conditions could adversely affect our ability to conduct drilling activities in some of the areas where we operate86% rewritten
- 28We may be subject to risks in connection with acquisitions because of integration difficulties, uncertainties in evaluating recoverable reserves, well performance and potential liabilities and uncertainties in forecasting crude oil, NGL and natural gas prices and future development, production and marketing costsNew
- 29We may incur losses as a result of title defects in the properties in which we invest
- 30Disputes or uncertainties may arise in relation to our royalty obligations39% rewritten
Risks related to our financial position
- 31Increased costs of capital could adversely affect our business
- 32Our revolving credit facility and the indentures governing our senior unsecured notes contain operating and financial restrictions that may restrict our business and financing activities
- 33As a result of these covenants, we are limited in the manner in which we conduct our business, and we may be unable to engage in favorable business activities or finance future operations or capital needs
- 34Our derivative activities could result in financial losses or could reduce our income
- 35Our exploration, development and exploitation projects require substantial capital expenditures. We may be unable to obtain needed capital or financing on satisfactory terms, which could lead to expiration of our leases or a decline in our estimated net crude oil, NGL and natural gas reserves
- 36Our principal exposures to credit risk are through receivables resulting from the sale of our crude oil, NGL and natural gas production, which we market to energy marketing companies, other producers, power generators, local distribution companies, refineries and affiliates, and joint interest receivables
- 37Changes in tax laws or the interpretation thereof or the imposition of new or increased taxes or fees may adversely affect our operations and cash flows53% rewritten
- 38We may not be able to utilize all or a portion of our net operating loss carryforwards or other tax benefits to offset future taxable income for U.S. federal or state or Canadian federal tax purposes, which could adversely affect our financial position, results of operations and cash flows
- 39The cost of servicing, and the ability to generate enough cash flows to meet our current or future debt obligations could adversely affect our business. Those risks could increase if we incur more debt
Risks related to our common stock
- 40Our ability to declare and pay dividends is subject to certain considerations and limitations
- 41Our amended and restated certificate of incorporation, as amended, and amended and restated bylaws, as well as Delaware law, contain provisions that could discourage acquisition bids or merger proposals, which may adversely affect the market price of our common stock
- 42The issuance of stock-based awards may dilute your holding of shares of our common stock63% rewritten
- 43The market price of our common stock is subject to volatility
- 44Involvement in legal, governmental and regulatory proceedings could result in substantial liabilities
- 45Our profitability may be negatively impacted by inflationary pressures in the cost of labor, materials and services and general economic, business or industry conditions
- 46Terrorist attacks or cyber-attacks could have a material adverse effect on our business, financial condition or results of operations and could result in information theft or data corruption
- 47Ineffective internal controls could impact our business and financial results
- 48We face risks associated with disruptive technologies, innovation and competition, including artificial intelligence
Other Chord Energy 10-Ks
- FY2024 10-K risk factors53 risks
Chord Energy is heavily exposed to commodity price volatility and geographic concentration in the Williston Basin. Operations face significant risks from regulatory compliance on federal and tribal lands and capital constraints.
Filed Feb 27, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.