By Alan Zibel and Kelly Mitchell
The surge in bankruptcies at U.S. fracking companies has been highly profitable for fossil fuel executives in recent years, threatening both taxpayers and the environment. Over the past three years, dozens of fossil fuel executives have walked away from their bankrupt oil and gas companies, taking lavish payouts. At the same time, thousands of workers have faced layoffs, investors have seen their shares become worthless and taxpayers face huge potential bills for the environmental cleanup.
The U.S. oil and gas companies that filed the 25 largest bankruptcy cases from 2018 to 2020 paid a combined $199.4 million in cash bonuses, retention payments and severance to 76 executives, for an average of about $2.6 million per executive. That compares with salaries of around $50,000 to $60,000 for oil rig workers.
- Ten oil and gas CEOs each received payouts of more than $4 million, The largest payout was $14.5 million.
- Nine out of 10 of the largest cash payouts went to CEOs who have since left their companies.
- More than 10,500 workers lost their jobs.
- Projected cleanup costs for more than 57,000 oil and gas wells controlled by the companies analyzed could be as high as $10.3 billion, according to data compiled by CarbonTracker.
- The oil and gas drilling companies analyzed have purchased only $281 million in bonds to cover environmental losses, less than 20 percent of the companies’ own estimates of $1.6 billion in environmental liabilities.
“You’ve had some deals struck where the company goes bankrupt and the executives do very well, and that’s wrong. That doesn’t pass the smell test at all.” – Dennis McCuistion, executive director of the Institute for Excellence in Corporate Governance at the University of Texas at Dallas. – Houston Chronicle, April 23, 2017.
A detailed look at the largest oil and gas company bankruptcies from 2018 to 2020 provides a window into the inner workings of an industry where executives routinely receive large cash payments from failing firms, while thousands of workers face layoffs and taxpayers are stuck with a giant mess to clean up. For this report, Public Citizen and Documented examined the 25 biggest oil and gas bankruptcies during this tumultuous three-year period. The results provide further evidence of the U.S. oil and gas industry’s shaky economics, risky business practices and track record of overpaying executives, despite their poor performance. In many cases, oil and gas company executives appear indifferent to the interests of shareholders, whose equity stake is typically rendered worthless in a bankruptcy.
The law firm Haynes and Boone, which tracks industry bankruptcies, has tallied 560 North American oil industry bankruptcies since 2015. While fortunes have improved of late for the industry amid a rebound in oil prices and rising investor optimism, the industry’s future remains precarious. Though Wall Street lenders have been burned by the fossil fuel industry’s excesses, investors are loaning money to the industry again, though debt investors are expecting companies to use the money to repair their finances rather than invest in new production.
This report examines the bankruptcy filings of onshore and offshore exploration and production companies as well as oilfield service companies, which lease rigs to drillers and provide other support functions. The report involved a detailed analysis of bankruptcy court documents and Securities and Exchange Commission filings for the largest U.S. oil and gas company bankruptcies, as measured by total debt, filed from 2018 through 2020, as tabulated by Haynes and Boone. In addition, Public Citizen and Documented analyzed estimates of oil and gas companies’ projected cleanup costs for non-producing wells as well as the amount of bonds purchased by the companies to cover environmental cleanup costs.
The figures tallied refer to 18 companies with complete executive compensation data, 14 companies with complete job loss data and 11 companies with data available on environmental remediation projections. CarbonTracker’s estimate represents the undiscounted cost of plugging individual wells based principally on well depth, excluding reclamation and restoration liability. CarbonTrackers estimates represent the cost of cleanup in today’s dollars if the entire cleanup were performed today. That number is higher than the accounting method used by oil and gas companies, which typically use a cost estimate that is discounted based on the company’s borrowing costs.
Executives Profit, Companies Fail, Workers Lose Out
Over the past decade, U.S. oil and gas producers borrowed huge sums from investors seeking riches from a new oil and gas production boom. Starting about a decade ago, new hydraulic fracturing, or fracking, technologies allowed the oil industry to boost production in many parts of the U.S. by extracting oil and gas from rock formations known as shale. However, the technology was expensive, used toxic chemicals and resulted in the quick depletion of wells, incentivizing spending on new drilling to maintain production. As a result, fracking-focused companies struggled to generate cash from their capital-intensive operations. When oil prices fell, as they did last year, financial calamity struck. Eight oil and gas producers filed for bankruptcy in the first quarter of 2021, the highest first-quarter total since 2016. About 107,000 U.S. oil and gas workers lost their jobs last year. Among 14 companies examined in this report for which complete employment data was available, nearly 10,500 workers lost their jobs, according to a tally based on disclosures in the companies’ SEC filings.
Table: Oil & Gas Industry Job Losses
|Company||Employees 2019/2020||Date||Employees 2020/2021||Date||Change||Lost Jobs|
|EXTRACTION OIL & GAS||323||12/31/2019||125||12/31/2020||-61%||198|
|HALCÓN RESOURCES/BATTALION OIL||69||12/31/2019||60||12/31/2020||-13%||9|
Source: Public Citizen/Documented analysis of SEC filings.
Big Executive Payouts
Though oil companies have experienced a long and checkered history of boom and bust cycles, oil company boards often ensure that executives receive large paychecks regardless of whether they succeed or fail. That unfortunate reality creates a “Heads I Win, Tails I Win Almost as Much” compensation structure, which contradicts the fundamental reasoning behind stock-based executive compensation packages that purport to align shareholder interests with those of executives.
When fortunes turn negative for many fossil fuel firms, the firms still can find ways to boost executive compensation despite declining share prices and financial prospects. At California Resources Corp., for instance, the company provided more than $27 million in retention bonuses and incentive awards and severance to the top six executives in 2020, according to the company’s most recent proxy statement. The company’s former CEO received $14.5 million. The company justified these large cash payouts in bland terms, writing that, the company’s compensation committee “changed our compensation programs to address the challenging environment and impending restructuring, including the elimination of long-term incentives for 2020 due to the diminished value of the Company’s stock.” After bankruptcy, the company pledged that its new compensation committee “has taken action to realign our executive compensation program with our new stockholders’ interests and with best practices and good governance policies.”
Oilfield services company Weatherford International justified cash payouts awarded to its executives in March 2019 by arguing that stock awards tied to performance had become irrelevant due to the company’s low share price. The company, which filed for bankruptcy only a few months later in July 2019, stated that “because the ordinary shares of the Company had been trading at extremely low prices, the Company did not have a large enough share reserve to continue to rely on our 2010 Omnibus Incentive Plan as a material retention and incentive tool in the near future.” Essentially, the company needed to pay extra cash to retain the same executives who presided over the company as its financial picture declined. The company’s former CEO, Mark McCollum, was paid $5.4 million in cash bonus and retention payments in 2019, the year of the company’s bankruptcy, according to an SEC filing.
|METHODOLOGY; To facilitate comparisons of bankruptcy payouts between companies, our analysis focused on cash payments to corporate executives, rather than other forms of compensation. That includes retention payments, cash bonuses, incentive awards and severance payments to executives in place in the most recent complete fiscal year of the company’s most recent bankruptcy. The analysis does not include regular salary and also omits stock-based compensation, which may or may not have value. For the majority of cases, we relied on corporate proxy statements, also known as 14A filings, made after the company’s exit from bankruptcy to determine executive bonus payments. For cases in which companies had not filed proxy statements, we relied on bankruptcy filings spelling out their plans for executive compensation.|
Oil companies typically claim that cash retention bonuses are designed to retain and incentivize executives. However, many of those same executives wound up leaving their companies shortly after their company’s exit from bankruptcy. Nine of the 10 largest CEO cash bonus awards tracked in this report went to executives who are no longer with their companies.
The companies examined in this analysis entered bankruptcy with a combined $114 billion in debt. Most were able to restructure and continue their operations through Chapter 11 bankruptcy. Typically, the oil companies rendered the investments of their shareholders worthless and handed over ownership to lenders. Companies often gave former shareholders a small stake in the new company, or the right to purchase shares of the post-bankruptcy company at a specific price.
Some investors have been concerned about excessive salaries and perks for oil executives. For example, an activist investment firm criticized former Halcon Resources CEO Floyd Wilson’s compensation package and his private jet use in a presentation to the company board, writing that “private planes are not appropriate for a poor performing small company.”
In recent years, the Southern District of Texas has become the bankruptcy venue of choice for failed oil and gas companies. Twenty-three of the 25 oil and gas bankruptcy cases analyzed in this report were heard before two bankruptcy judges: David Jones and Martin Isgur. This Texas court has promised a speedy and reliable process for corporate debtors seeking to reorganize, wipe away debts, and exit bankruptcy. At the 2020 Rice University Energy Finance Summit, Jones characterized the bankruptcy court process as a “customer service” operation focused on enabling speedy corporate bankruptcies. He said:
“I had one goal, and that was to have the court that I always wanted to practice in as a lawyer, and so we sat down and designed a process that focused on customer service. The judge, at least in my humble opinion, the judge is not the most important person in the room. I’m probably the least important person in the room. But we looked at it from a pure customer service aspect. … We genuinely try to give good customer service.” – Judge David Jones, Chief Bankruptcy Judge, Southern District of Texas, Rice University energy finance event.
Bankruptcy judges also have some authority over executive compensation decisions, due to a provision of a 2005 federal bankruptcy law that imposed limits on executive retention and incentive plans. Under the law, corporate debtors can pay a bonus only under a retention plan based on a strict set of conditions, spurring companies to instead use employee incentive plans which are targeted to specific business metrics. However, companies in recent years have skirted the law by adjusting their executive or bonus plans before filing for bankruptcy, ensuring that corporate executives are paid sizable cash bonuses despite their companies’ failures. In an analysis aptly entitled “Payday Before Mayday,” David Coburn, a bankruptcy lawyer at Thompson Coburn LLP, wrote that, “this trend may continue to the point that eve-of-bankruptcy retention bonuses potentially become the rule rather than the exception.”
The Cleanup Bill Mounts
With the surge in oil company bankruptcies in recent years, officials at the federal, state and local levels are growing concerned that taxpayers will be forced to shoulder the burden of billions in cleanup costs. The amount of bonding coverage — essentially a form of insurance — that oil and gas companies are required to purchase to ensure their wells are cleaned up is widely viewed as inadequate. These financial assurances have not kept up with inflation or the soaring costs to reclaim modern wells created with expensive horizontal drilling technology. As a result, taxpayers could well be on the hook for billions of dollars in potential clean-up costs.
The oil industry’s track record of financial problems is of particular concern, given the risk that defunct companies could in the future leave these wells abandoned, or orphaned, without the resources to clean them up. The Environmental Protection Agency estimates there are more than 3 million abandoned wells nationwide. Unless they are plugged, these wells can spew methane gas into the air, contributing to climate change and polluting groundwater, even in sites near national parks and residential neighborhoods.
Fears about oil companies’ ability to foot the huge bill for environmental cleanup, and whether it will be shifted to taxpayers have been coming to pass. In California, taxpayers have had to foot the bill for $27 million out of the $47 million costs of cleaning up a man-made island off Ventura County, Calif that was built for oil drilling in the 1950s by Atlantic Richfield Co. In Colorado, the 2019 bankruptcy of PetroShare, a small Colorado drilling firm that left about 50 wells for the state to clean up at taxpayer expense.
A New Mexico study recently found that the state’s drillers have only secured $201.4 million in financial coverage to cover the cost of well cleanup, compared with a projected cleanup cost of nearly $8.4 billion for wells on state and private lands. “No one can afford these obligations if they have gone bankrupt. That is why we need companies to be adequately bonded on the front end,” said New Mexico Land Commissioner Stephanie Garcia Richard. In Colorado, officials are considering revamping the state’s rules for oil and gas bonds, which allow operators to cover up to 100 wells with a statewide “blanket” bond of just $60,000. Given that existing bonds fail to cover up the full cleanup costs of wells, taxpayers are likely to be on the hook if oil companies fail to fulfill their responsibility to clean up their environmental damage.
Additionally, the recent increase in purchases of U.S. oil and gas assets by private equity firms, and the potential of huge future sales by oil giants such as Shell and Chevron is further cause for concern. The oil industry has long failed to allocate sufficient resources for oil well remediation. The continuing purchases of oil and gas fields around the country by private equity firms heightens concern that the firms will escape responsibility for environmental cleanup by setting up opaque, corporate structures to evade paying their bills. Though numerous smaller U.S. shale companies have successfully emerged from chapter 11 bankruptcy, it remains unclear whether these companies will have the financial resources in the long run to cover the high price tag of cleanup.
Cleaning Up Oil Wells: Who Will Foot the Bill?
The lengthy environmental remediation process for oil wells includes plugging wells, removing equipment such as pipelines and cleaning up contaminated soil and water. Companies are required to purchase surety bonds to pay for the cost of cleanup.
These bonds are mandated and regulated by state and federal officials but are still widely viewed as insufficient to cover cleanup costs. “Hundreds of thousands of oil and gas wells, tanks, pipelines, pits, and roads across the country have been built without adequate assurances that they will ever be cleaned up,” wrote the Western Organization of Resource Councils in a March 2021 report.
The prior owners of oil rigs often can escape responsibility for shouldering remediation costs. Offshore oil drilling rigs are governed by federal regulations that require previous owners to assume a share of cleanup costs if the current owner cannot do so. But in most cases, such predecessor liability does not exist for onshore drilling.
A prominent exception is California, which has passed legislation imposing liability on prior owners. A California state law governing well cleanup gives the state the authority to find previous operators “until an operator is found that the supervisor determines has the financial resources to cover the cost of plugging and abandoning the well or decommissioning deserted production facilities.” The California law excludes operators who purchased ownership interests before 1996.
Estimating the cost of cleaning up non-producing oil and gas wells is, at best, a guessing game. The oil industry and regulators have for many years relied on low-ball industry-friendly estimates that fail to capture the full costs of well cleanup. Studies in Pennsylvania have pegged costs at between $91,980 and $128,520, yet the state of Texas has paid more than $1 million to plug and abandon an individual well. CarbonTracker estimates cleanup costs of around $300,000 per well. Unlike industry estimates, CarbonTracker estimates the current cost of cleanup in today’s dollars, rather than accounting methods used by companies to estimate costs that are discounted based on the company’s borrowing costs, which are often high due to the risk of lending to the oil industry. Cleanup costs depend primarily on well depth, but horizontal drilling, competition for oilfield service companies, and the nature of site remediation needed can increase expenses.
The problem of inadequate funding for well cleanup has also attracted attention at the federal level. The Government Accountability Office has found that the bonds oil drillers must purchase to drill on public lands will likely fail to ensure that oil and gas wells are cleaned up. When that happens, taxpayers are left footing the bill.
The federal Bureau of Land Management has identified about $46 million in cleanup costs from abandoned wells, but GAO estimates that 84 percent of bonds linked to wells on BLM land are likely insufficient to pay for the cleanup. That is because rates for bonding have not been adjusted since the 1950s and 1960s to adjust for inflation. “Without taking steps to adjust bond levels to more closely reflect expected reclamation costs, BLM faces ongoing risks that not all wells will be completely and timely reclaimed, as required by law,” the GAO wrote.
Several legislative efforts in Congress aim to fix outdated federal standards that fail to hold oil companies accountable for cleaning up abandoned wells. For example, under legislation recently introduced by Sen. Michael Bennet (D-Colo.), the Interior Department would set up a fund to remediate orphaned wells — cases in which the owner is insolvent or there is no owner on record. As of April, the Interior Department reported at least 14,400 orphaned wells on federal lands. In addition, there are 56,000 orphaned wells on state and private lands, and up to 746,000 in the U.S. and Canada, according to a 2018 estimate for 35 states and Canadian provinces.
Oil and gas companies that drill on public lands are required to purchase a bond of at least $10,000 for all wells on an operator’s lease, an amount that has not been adjusted for inflation since the 1950s and 1960s. Companies can purchase only $25,000 of coverage for all of an operator’s wells in a state and a mere $150,000 for all of an operator’s wells nationwide. The Government Accountability Office found that, as of 2018, bonds for individual leases were worth about $2,700 per well, white statewide bonds were worth about $1,600 per well and nationwide bonds were worth under $900.
|METHODOLOGY: To examine environmental cleanup costs, our analysis focused on 11 oil and gas drilling companies for which complete information was available. We compared CarbonTracker’s estimate of the undiscounted cost of plugging individuals with oil and gas companies’ estimates of their asset retirement obligations. We then compared those estimates with the bonding coverage purchased by the companies as disclosed in bankruptcy motions asking a judge for permission to pay expenses for insurance, including bonds to cover for well cleanup.|
Our analysis found that projected cleanup costs for the more than 57,000 oil and gas wells controlled by the 11 companies entirely focused on drilling could be as high as $10.3 billion, based on CarbonTracker’s estimates of cleanup costs, which are undiscounted. However, bankruptcy documents reveal that these same 11 oil and gas drilling companies have put up only $281 million in bonds to cover environmental losses. In SEC filings the 11 companies disclose about $1.5 billion in environmental liabilities, far lower than CarbonTracker’s estimate.
Oil companies are allowed to provide lowball estimates of their cleanup costs, partly because of accounting rules that allow them to reduce the value of their cleanup costs by the same interest rate the company has paid to borrow money. Therefore, an oil company that must pay a high rate to entice bond investors to loan the company money can benefit from that same high rate in estimating cleanup costs. Unlike oil and gas companies’ estimates as seen in financial statements, CarbonTracker does not incorporate a present-value discount into its estimates, therefore its estimates of cleanup liability are far higher.
Accounting Rules Make Estimating Cleanup Costs Difficult
Oil and gas companies are required under securities law to estimate their environmental liabilities, known as asset retirement obligations. The real costs, however, may be higher.
When an oil company obtains a new asset such as a well, accounting rules require the company to document the future liability associated with retiring this asset on their balance sheet. These liabilities, known as asset retirement obligations, provide a small window into the scale of the decommissioning, plugging, and abandonment expenses facing the company.
This metric, however, can be misleading. Company estimates of cleanup costs can be lower than actual costs, reducing their reported liability. If cleanup costs come due sooner than anticipated, it means that the cleanup liability is understated on the company’s books.
Importantly, companies can lower their reported environmental cleanup tab by discounting the future expense to a present-day dollar amount, because dollars in the present are worth more than in the future. However, many do so without fully explaining the discount rate or timeframe they are using.
Worse still, financially risky companies can use a higher discount rate than stable ones, making retirement liabilities appear quite small on the corporate balance sheet. For example, if a company had $1 billion in retirement liabilities, a 7 percent discount rate, and expected to plug all its wells in 15 years, it would show an asset retirement liability of roughly $360 million on its balance sheet.
Case Studies: 25 Largest U.S. Oil Bankruptcies, 2018-2020
Filed 4/26/2020, Completed: 4/8/2021, Debt (secured and unsecured): $11.8 billion
This Houston-based offshore drilling contractor’s $11.8 billion bankruptcy was the largest U.S oil company filing from 2018 through 2020. Unlike many corporate bankruptcies, Diamond did not have a bankruptcy plan in place when it filed in April 2020. About $2.1 billion in corporate debt was turned into shares in the newly reorganized company. The company’s Chapter 11 plan gave warrants to purchase 7 percent of the equity in the new company to former shareholders whose holdings were rendered worthless. Diamond Offshore exited bankruptcy in April 2021.
EXECUTIVE PAYOUTS: Diamond Offshore paid its top executives $10.1 million in cash bonuses and incentive payments last year, according to Diamond Offshore’s most recent proxy statement, Former CEO Marc Edwards received $6.05 million in incentive payments and cash bonuses in 2020, on top of his $1 million salary, for total compensation of nearly $7.1 million in 2020. Edwards retired in spring 2021 as the company emerged from bankruptcy. Edwards was succeeded by Bernie Wolford, former CEO of Pacific Drilling SA, which emerged from bankruptcy toward the end of 2020. Wolford is to receive a salary of $700,000 with an additional $700,000 in bonus depending on the company’s performance.
Cash Payments To Diamond Offshore Drilling Executives, Excluding Salary, 2020
|Name||Position||Bonus||Non Equity Incentive Plan||Total Cash Awards|
|Marc Edwards||Former President and CEO||$291,667||$5,758,333||$6,050,000|
|Ronald Woll||Executive Vice President/COO||$830,417||$1,350,826||$2,181,243|
|Scott L. Kornblau||SVP/CFO||$52,500||$575,758||$628,258|
|David L. Roland||SVP/General Counsel &Secretary||$46,667||$631,741||$678,408|
|Dominic A. Savarino||VP/Chief Accounting &Tax Officer||$35,000||$536,500||$571,500|
Source: Diamond Offshore proxy statement,
Under an employee incentive program approved by the bankruptcy court, nine executives were eligible for up to $14.5 million in bonuses, despite objections from the official committee of unsecured creditors. The creditors’ committee wrote in a bankruptcy filing that the company “proposed what they style an ‘incentive’ program that would award millions of dollars to nine of the Debtors’ executives simply for showing up and hitting easy targets, none of which are tailored to promote the Debtors’ timely and successful emergence from chapter 11.” The exact payouts could not be determined for all nine executives, as SEC rules only require companies to disclose executive compensation figures for the most senior executive officers.
Job losses surged at Diamond Offshore during the company’s bankruptcy. Total employment fell to 1,900 by the end of 2020, down from 2,500 at the end of 2019, according to Securities and Exchange Commission filings. Diamond Offshore laid off 102 workers at its corporate headquarters in Houston in April 2020, even as the company received $9.7 million in benefits due to tax-law changes included in pandemic-relief legislation passed by Congress that same spring.
During Diamond Offshore’s bankruptcy, the crew of a Gulf of Mexico offshore rig criticized plans to impose pay cuts of 20 percent. The crew wrote that it “seems very counterintuitive to reduce the pay of the same employees that are working hard to prepare their vessel for a contract which will undoubtedly play a major role in bringing the Company out of bankruptcy, and maintain the highest standards of safe operations.” The official committee of unsecured creditors noted the contrast between the company’s executives and workers, writing in a bankruptcy court filing that “it is telling, and troubling, that compensation for the crew of the Ocean BlackRhino has been reduced in these challenging times while similar compensation reductions have not been made with respect to the Debtors’ insiders.”
Source: Bankruptcy filing by offshore crew, 6/1/2020
Filed 6/28/2020, Completed: 2/9/2021, Debt (secured and unsecured): $11.8 billion
Known as the pioneer of the U.S. fracking industry, Chesapeake Energy was co-founded by former CEO Aubrey McClendon, who died in a 2016 car crash a day after being indicted on charges of conspiring to rig the prices of oil and gas leases. During the Oklahoma City-based company’s bankruptcy shareholders were wiped out and $7.8 billion in debt was converted into stock. The company sold off $1 billion in debt as it exited bankruptcy and posted a quarterly profit of $295 million.
EXECUTIVE PAYOUTS: On May 5th, 2020, weeks before filing for bankruptcy, Chesapeake said in an SEC filing that it would make cash retention payments totaling $25 million to 21 executives. Like many oil companies, the company justified these large cash payments with bland corporate language, saying that it “determined that the historic compensation structure and performance metrics would not be effective in motivating and incentivizing the Company’s workforce” given large declines in commodity prices.
Yet bankruptcy court documents revealed additional details of corporate spending. Bankruptcy court documents detail more than $17,000 of personal corporate jet use by five top executives.
According to Chesapeake’s 2021 proxy statement, the company’s top five executives received nearly $19 million in cash payouts in 2020, with Robert D. ”Doug” Lawler, the company’s president and CEO, receiving $8.9 million, the third-largest CEO payout among the companies examined in this report. Lawler left Chesapeake in spring 2021.
POLITICAL INFLUENCE: Over the past decade, Chesapeake was one of the most active oil and gas companies seeking influence in Washington, with $6.7 million in federal corporate PAC spending since 2010, according to the Center for Responsive Politics. During the Obama administration, Chesapeake sought to narrow the scope of an Environmental Protection Agency study on the impact of fracking on drinking water and, in 2012–2013, compensated a university researcher who wrote a paper on fracking and water safety. In the 90 days before filing for chapter 11, Chesapeake made sizable payments to trade associations and consulting firms including FTI Consulting, Independent Petroleum Association of America, and National Association of Manufacturers.
ENVIRONMENTAL ISSUES: The Chapter 11 process may have aided Chesapeake in removing some of its environmental liabilities. During the final months of the Trump administration, the company entered into a $1.2 million environmental settlement with the Environmental Protection Agency and Justice Department. This agreement resolved the EPA’s allegations that the company failed to repair equipment leaks and maintain air pollution control equipment to minimize emissions, leading to the emissions of volatile organic compounds. The Justice Department said in the settlement agreement that it believed penalties could have exceeded $25 million in the case but had agreed to a $1.2 million fine based on the circumstances in the chapter 11 bankruptcy. Chesapeake said that it agreed to the settlement case, even though it disputed the allegations, because “defending against these allegations would be resource and time intensive.”
In March 2021, Chesapeake agreed to pay $5.3 million to landowners in Pennsylvania who alleged that the company shortchanged them by underpaying royalties for natural gas drilling. Pennsylvania Attorney General Josh Shapiro had sued the company in state court, but a federal bankruptcy judge prevented that case from proceeding.
SAFETY ISSUES: Chesapeake also has had safety problems. Three workers died after a 2020 explosion at a Chesapeake oil well in Texas. The Occupational Safety and Health Administration fined Chesapeake and two other companies $387,000 as a result of the incident.
Filed 1/21/2020 Completed: 6/30/2020, Debt (secured and unsecured): $9.9 billion
Houston-based McDermott, an oilfield services company, filed for bankruptcy in January 2020, after struggling with high levels of debt due to an expensive acquisition, mounting losses and wider troubles in the offshore drilling industry. In its bankruptcy, McDermott obtained the support of more than two-thirds of creditors to eliminate more than $4.6 billion in debt by turning it into stock. The company exited bankruptcy in June 2020, using the proceeds from the sale of a technology business to stabilize its finances.
EXECUTIVE PAYOUTS: In October 2019, months before filing for bankruptcy, the company’s compensation committee approved nearly $9 million in retention bonus payments for six top executives, and the company’s CEO at the time, David Dickson was approved for payments of nearly $3.4 million. according to an SEC filing. Then, in February 2020, a bankruptcy judge approved the company’s plan for up to $26.8 million in retention awards to 13 key executives, including up to $12.7 million for former CEO Dickson (see excerpt below). The company also approved $79.4 million in retention awards to more than 1,100 employees, for a total of more than $106 million. However, the exact amount paid out to company executives could not be determined because the company ceased public SEC filings after canceling out shareholders.
Some shareholders objected to a portion of the restructuring plan that gave company executives a 7.5 percent stake in the new company while leaving shareholders with nothing. “After such a monumental mess up, you might have thought that McDermott CEO David Dickson would be at risk of losing his job,” an anonymous columnist for an industry trade publication wrote. ”But, no, as McDermott finds its financial situation getting worse and worse, so Mr. Dickson’s personal financial outlook just gets better and better.” Dickson resigned in June 2021 and was replaced on an interim basis by a company board member, Lee McIntire.
The company also has faced legal troubles. In 2019, the Securities and Exchange Commission notified McDermott (excerpt below) that it was investigating the company’s disclosures of projected losses on a liquified natural gas project in Louisiana. Additionally, the company has disclosed a federal grand jury investigation into that project. The Wall Street Journal reported that lenders to the company failed to tell investors about the SEC investigation before closing on $1.7 billion in rescue financing. In bankruptcy court, the SEC objected to a piece of the bankruptcy plan that released managers from liability based on fraud and misconduct.
Filed 7/1/2019, Completed: 12/13/2019, Debt (secured and unsecured): $7.4 billion
The Houston-based international oilfield services and equipment company completed its chapter 11 bankruptcy reorganization at the end of 2019, reducing its debt by $6.2 billion, with most shares in the company going to bondholders, about 5 percent going to management, and a small amount going to prior shareholders.
EXECUTIVE PAYOUTS: While in bankruptcy, Weatherford paid five top executives $6.6 million in cash retention awards and $5.8 million in bonus payouts for a total of $12.4 million in cash awards, according to the company’s 2020 proxy statement. That included nearly $5.4 million for CEO Mark McCollum and $2.5 million for Karl Blanchard, the company’s chief operating officer.
In announcing the retention awards and bonus plan in March 2019, before filing for bankruptcy, the company justified the cash payouts by asserting that stock awards tied to performance were irrelevant in a period of low share price — an assertion that undermines the rationale for equity awards tied to performance. The company stated that “because the ordinary shares of the Company had been trading at extremely low prices, the Company did not have a large enough share reserve to continue to rely on our 2010 Omnibus Incentive Plan as a material retention and incentive tool in the near future.”
After the company’s exit from bankruptcy, CEO Mark McCollum left the company suddenly in June 2020 just before the company’s annual meeting. The company said little about the departure, but analysts told the Houston Chronicle that the company’s finances appeared shaky amid mounting economic damage from the pandemic and low oil prices. “The problem is that Weatherford emerged from bankruptcy at the wrong time with too much debt,” Sarah Foss, a Houston-based legal analyst with Debtwire told the Houston Chronicle. “they didn’t anticipate the things that are happening now.” By the end of summer 2020, Weatherford was able to give itself some breathing room by refinancing $500 million in debt in August 2020 and relisted its shares on the NASDAQ in June 2021.
Filed 10/3/2019, Completed: 10/1/2020, Debt (secured and unsecured): $7.3 billion
A Houston-based oil and gas producer focused on exploration in Texas and Utah, EP Energy filed for bankruptcy in October 2019, agreeing to turn over the company’s stock to creditors in exchange for the termination of $3.3 billion in debt. However, that deal collapsed in March 2020 as the pandemic accelerated, oil prices sank and investors became skittish about the deal and following objections from creditors who argued that the company needed to reexamine its financial projections given the pandemic and oil supply glut. With oil prices starting to recover by summer 2020, the company then proposed a second exit strategy that slashed $4.4 billion in debt The company exited bankruptcy in October 2020, sold off some of its assets.. The company announced in March 2021 it had hired bankers to examine a sale, merger or other strategic options. Reuters reported in June 2021 that two private equity firms were considering bidding for the company.
EXECUTIVE PAYOUTS: In May 2019, months before the company’s bankruptcy filing, EP handed out nearly $4.9 million in retention awards to five top executives. The company said the plan” was designed to retain employees of the Company in their current roles over the near term while providing them with financial stability.” CEO Russell Parker received a $2.4 million award as part of the company’s retention program, according to an SEC filing.
ENVIRONMENTAL ISSUES: Before the company’s exit from bankruptcy, several creditors, including the U.S. government, made protective claims against EP Energy for potential environmental liabilities including plugging and abandonment, reclamation, and decommissioning obligations. These included a $36.8 million claim by the Interior Department for offshore decommissioning in the Gulf of Mexico and a $31.7 million claim from the Bureau of Indian Affairs for cleaning up 195 wells on tribal reservations at an average cost of $162,500 per well. The government later agreed to withdraw the claims after the company’s bankruptcy emergence plan stipulated that claims by the government were not released.
Filed 7/15/2020, Completed: 10/27/2020, Debt (secured and unsecured): $6.3 billion
California’s largest oil driller, California Resources Corp., was created in 2014 as a spinoff of Occidental Petroleum’s assets in the Golden State. At that time, Occidental’s California assets were declining in value and expensive cleanup liabilities loomed on the horizon. Occidental decided to spin off its California assets into a new company for $6 billion in cash, while California Resources assumed liabilities and environmental risks. This sort of “bad bank” strategy is used by many companies, prominently in the coal industry, to carve out their most damaged assets and liabilities. Occidental “shed its long-term California cleanup liabilities from its books, pushing those obligations onto the newly formed company,” wrote the Institute for Energy Economics and Financial Economics in a 2020 report entitled “California Schemin’.” The IEFFA report calculated that California Resources consistently bled money, generating negative cash flows of $283 million for the first five years of its existence. The company, which also acquired some California assets from Chevron Corp., filed for bankruptcy in summer 2020 after an unsuccessful attempt to restructure debt acquired in the Occidental spinoff. The company emerged from bankruptcy in October 2020 with $4.4 billion in debt turned to equity and former shareholders wiped out.
EXECUTIVE PAYOUTS: California Resources’ executive payouts were substantially more generous than other oil companies, with the company paying more than $27 million in retention bonuses and incentive awards and severance. to the top six executives in 2020, according to the company’s most recent proxy statement filed in March 2021. Of that amount, $14.5 million — the most CEO compensation in this analysis — went to former CEO Todd Stevens, whose departure was announced in December 2020. The company then announced the departure of three more executives in January 2021. According to his LinkedIn profile, Stevens is now CEO of Black Knight Energy LLC.
ENVIRONMENTAL ISSUES: California Resources faces staggering cleanup costs for its operations in the Golden State. The Sierra Club estimates that plugging and remediating the company’s 18,000 wells in the state could cost California Resources more than $900 million, and the Institute for Energy Economics and Financial Analysis estimates that the amount may be as much as $1.2 billion — costs that the company may not be in a position to pay. The Sierra Club’s analysis found that more than 75 percent of the company’s wells are past the end of their lives and that nearly 2,200 have been idle for at least 15 years. CarbonTracker estimates the company’s environmental liability at more than $2.2 billion or 35 percent of the state’s total
Filed 5/14/2020, Completed: 9/16/2020, Debt (secured and unsecured): $5.7 billion
Primarily a natural gas driller focused on Wyoming, Englewood, Colorado-based Ultra Petroleum filed for its second bankruptcy in four years in May 2020. In October 2020, the company exited bankruptcy after four and a half months, in a transaction that took the company private. CEO Brad Johnson left later that month. In spring 2021, the company purchased a Wyoming natural gas drilling firm and again rebranded itself, this time as PureWest Energy. The company says it is the largest natural gas producer in Wyoming.
EXECUTIVE PAYOUTS: Payouts during the company’s 2020 bankruptcy could not be determined because PureWest is a private company. In Ultra Petroleum’s 2017 bankruptcy, then-CEO Michael Watford stood to receive $35 million in stock, out of $300 million due to employees. However, it is unclear whether Watford was able to reap this windfall due to the company’s financial woes. He retired from the company in 2018.
Filed 5/22/2020 Completed: 9/3/2020 Debt (secured and unsecured): $4.8 billion
A Tulsa, Okla.-based oil and gas producer that operates in Texas and Oklahoma, Unit Corp. filed for bankruptcy in May 2020. David Merrill, the company’s CEO at the time cited the impact of the severe downturn in commodity prices and the pandemic. “While facing this challenging environment, we have worked diligently to explore a variety of strategic alternatives to cut costs, improve our liquidity and address near-term debt maturities,” Merrill said in announcing the bankruptcy filing. Less than four months later, the company exited bankruptcy, eliminating $650 million in debt by converting bondholders into shareholders and exchanging its prior common stock for warrants to buy new stock. The company’s shares began trading in May 2021.
EXECUTIVE PAYOUTS: Unlike many other oil and gas companies, Unit Corp. did not provide retention bonuses or extra cash compensation in the year of its bankruptcy. “Due to the company’s continuing efforts to reduce costs post-bankruptcy, no 2020 bonuses were awarded” the company wrote in its proxy statement. The company’s two top executives received 15 percent pay cuts. Merrill, the company’s former chief operating officer who had been promoted to CEO in February 2020, left the company along with the company’s chief financial officer in October 2020, after the company’s exit from bankruptcy. Board chairman Phillip Smith became CEO at that time. An excerpt from the company’s 2021 proxy statement shows an unusual degree of parsimony for a bankrupt oil company. Unit Corp. cited the need to implement cost-savings measures due to its cash-strapped financial condition. “Due to the company’s continuing efforts to reduce costs post-bankruptcy, no 2020 bonuses were awarded” the company wrote in its proxy statement. The company has set up a long-term incentive plan that awards more than 900,000 shares to executives, employees and board members.
Filed 7/31/2020, Completed: 2/5/2021 Debt (secured and unsecured): $3.95 billion
A Texas offshore drilling contractor and supplier for the offshore oil and gas industry, Noble saw its losses mushroom due to the pandemic and depressed demand for oil. The company posted a $1.1 billion quarterly loss in May 2020 and hired a restructuring adviser. “The offshore drilling industry will endure another period of depressed business activity for a duration of time that remains difficult to forecast,” Julie Robertson, the company’s chief executive at the time, said in a statement. In July 2020, the company missed a $15 million interest payment then filed for bankruptcy weeks later. The company agreed to transfer control to bondholders, eliminating $3.4 billion in debt. Former shareholders saw their holdings canceled and were given warrants to purchase new shares. After exiting bankruptcy in February 2021, Noble acquired another troubled oilfield services firm, Pacific Drilling in March 2021, and listed its shares on the New York Stock Exchange in June 2021.
EXECUTIVE PAYOUTS: Weeks before filing for bankruptcy, Noble revamped its executive compensation plans, arguing it needed “to more appropriately retain and motivate its key employees during a period of uncertainty and increased workload.” The company made more than $14 million in cash payouts to eight top executives in 2020, according to the company’s annual proxy statement. CEO Robert Eifler, who took over from Robertson was paid $3.2 million in cash payouts and bonuses, as part of a $4.9 million compensation package. Robertson was paid nearly $3.9 million under a “transition agreement” in which she stepped down as CEO in May 2020 and then served as executive chairman until February 2021, when she retired.
Cash Payments To Noble Corp. Executives, Excluding Salary, 2020
|Name and Position||Bonus||Non-Equity Incentive Plan||Severance/
|Julie J. Robertson: Former Executive Chairman; former President and Chief Executive Officer||n/a||$500,000||$3,910,781||$4,410,781|
|Robert W. Eifler: President and Chief Executive Officer||$1,545,200||$1,637,700||n/a||$3,182,900|
|Richard B. Barker: Senior Vice President and Chief Financial Officer||$1,630,000||$686,250||n/a||$2,316,250|
|William E. Turcotte: Senior Vice President, General Counsel, and Corporate Secretary||$1,195,000||$604,000||n/a||$1,799,000|
|Barry Smith: Former Senior Vice President of Operations||$275,000||$590,000||n/a||$865,000|
|Joey M. Kawaja: Vice President of Operations||$323,775||$188,025||n/a||$511,800|
|Laura D. Campbell: Vice President, Chief Accounting Officer and Controller||$300,000||$172,000||n/a||$472,000|
|Stephen M. Butz: Former Executive Vice President and Chief Financial Officer||n/a||n/a||$456,090||$456,090|
Source: Noble Energy 2021 proxy statement.
Filed 7/12/20 Completed: 10/9/20 Debt (secured and unsecured): $3.85 billion
Houston-based Hi-Crush sells sand used by the fracking industry for blasting into shale rock to release natural gas and oil. The company filed for bankruptcy in July 2020. Hi-Crush emerged from bankruptcy in October 2020, eliminating $450 million in debt, plus $76 million in interest and lease obligations and appointing a new board of directors. The company’s existing shares were canceled, 13.6 million in shares were issued to holders of claims.
Hi-Crush has come under scrutiny on multiple fronts. An investigative story by Reuters raised questions about the independence of the company’s board, which included a top official at the University of Notre Dame official, the alma mater of former High-Crush CEO Robert Rasmus. The Reuters report raised questions about the company’s purchase of sand-mines and other assets in which Rasmus and two co-founders of the company had a personal stake. Reuters also raised questions about key executives’ purchases of company stock the day before the company announced a share-buyback plan that caused the company’s shares to soar. Rasmus told Reuters in a written statement that the company’s board complied with “appropriate guidance, process, good corporate governance and practices, and securities and legal regulations.”
EXECUTIVE PAYOUTS: On July 10, 2021, days before filing for bankruptcy, Hi-Crush paid its four top executives a total of $2.96 million in retention bonuses. The payouts required the company to exit bankruptcy, or for the executives to remain employed by the company through June 2021. Rasmus was paid a retention bonus of $1.35 million, after the bankruptcy’s completion. He left the company in December 2020, and the company appointed a new CEO and other top executives.
ENVIRONMENTAL ISSUES: In 2018, a worker at a Hi-Crush Wisconsin sand mine drove his bulldozer into a holding pond and was trapped for more than two hours in the submerged bulldozer’s airtight cab. The company released 10 million gallons of contaminated water in a successful effort to rescue the worker. The company was not fined in the incident because the water was discharged to prevent the loss of life, though neighbors have sued the company over pollution issues.
Filed 11/19/2019, Completed: 12/16/2020 Debt (secured and unsecured): $3.7 billion
A West Texas-based oil and gas drilling company, Approach Resources was liquidated and its assets were sold to Zarvona Energy for $115.5 million. That deal came after a different investor group led by real estate investor Sam Zell, backed away from a plan to purchase the company.
EXECUTIVE PAYOUTS: On February 18, 2020, the bankruptcy court approved an incentive plan giving the top four executives bonuses based on the value of the potential sale of the company. of certain metrics, including According to an SEC filing, the plan was “intended to incentivize the Eligible Executives to provide their best efforts in connection with the Chapter 11 Cases and the Company’s previously disclosed plans for potential sales of all or substantially all of the Debtors’ assets.” The top four executives were eligible for payments ranging from 63 percent of their base salary to 84 percent, though that number could be boosted or cut based on the value of the company’s sale or reorganization plan.
Filed 4/1/2020 Completed: 9/1/2020 Debt (secured and unsecured): $3.6 billion
Denver-based Whiting is a major oil and gas company in North Dakota, Montana and Colorado. The company filed for bankruptcy in April 2020, the first major U.S. oil and gas company to do so during the pandemic and ensuing crash in oil prices. Before the company’s bankruptcy filing, the company took steps to protect operating losses that could be used to offset taxes in the future. The company emerged from bankruptcy in September 2020 cutting its debt by about $3 billion and giving shareholders one share in the new company for every 75 they previously owned.
EXECUTIVE PAYOUTS: According to Whiting’s most recent proxy statement, the company paid out “variable compensation” payments totalling $13.5 million to four executives, three of whom left the company after its exit from bankruptcy. Former CEO Brad Holly, who left the company in September 2020, was paid a variable compensation payment of $6.4 million, and three other executives were paid more than $2 million each. The company said it made the cash payments because economic conditions, including the pandemic and the oil price war between Russia and Saudi Arabia “had rendered obsolete our previously adopted 2020 variable compensation program and made it virtually impossible to adopt new performance metrics.”
JOBS: Whiting employed 405 workers as of January 2021, down from 505 workers a year earlier. Shortly after exiting bankruptcy, the company laid off 16 percent of its workforce, including 70 positions at its Denver headquarters, under a plan to cut costs by $20 million every year. “The changes implemented are building a culture of capital discipline and demonstrating efficiencies and cost savings throughout the organization,” the company’s new CEO, Lynn Peterson, said in a statement announcing the job cuts.
POLITICAL INFLUENCE: In Colorado, Whiting has been a major donor to Protect Colorado, a group funded by oil companies to fight off local initiatives that would place restrictions on the oil industry, including efforts by environmental groups to give more power to local governments and create requirements to create more distance between oil and gas drilling and occupied buildings. Whiting was the group’s sixth-largest donor, contributing $2.5 million since 2014, according to Colorado campaign finance records. At the federal level, Whiting’s corporate political action committee has given about $145,000 to federal political candidates since 2010, with 99 percent of that money going to Republicans, according to data from the Center for Responsive Politics.
Bankruptcy #1 Filed 2/15/2018, Completed: 4/11/2018, Debt (secured and unsecured): $3.3 billion
Bankruptcy #2 Filed 8/3/2020, Completed: TBD
Debt (secured and unsecured): $1.96 billion
A Houston-based Gulf of Mexico offshore drilling operator, Fieldwood Energy was founded in late 2012 by the private equity firm Riverstone Holdings. As the shale boom of the early 2010s accelerated, the company rapidly expanded its operations, buying Apache Corp.’s Gulf of Mexico drilling assets in 2013 for $3.8 billion. Years later, the company filed for bankruptcy. On the same day as its first bankruptcy filing in February 2018, the company executed the unusual maneuver of buying Noble Energy Inc.’s Gulf of Mexico oil and gas assets for $710 million. The company exited bankruptcy in April 2018. Nearly 2 ½ years later, the company faced severe financial difficulties again. was in bankruptcy again, filing for chapter 11 restructuring in August 2020, after the privately held company missed interest payments. After the company’s bankruptcy filing, Fitch Ratings downgraded the company’s debt, citing “the lower going-concern valuation applied to Fieldwood, which considers the potential acceleration of the present value of Asset Retirement Obligations , a liquidity discount for the lack of strategic and investor demand for offshore E&P assets, challenged high-yield oil & gas capital market access and the historically low oil price environment.”
EXECUTIVE PAYOUTS: Due to Fieldwood’s private ownership, the exact details of Fieldwood’s executive compensation could not be determined. Bankruptcy documents show that an incentive plan in the company’s first chapter 11 filing gave 10 percent of post-emergence shares to management, and 3.5 percent to former CEO Matt McCarroll, who would have the ability to determine who would receive the remaining equity awards. The U.S. trustee objected, arguing in a court filing that the post-emergence management incentive plan which contained no performance benchmarks, appeared designed to retain current managers rather than incentivize managers to hit performance targets. McCarroll left the company in the summer of 2020 before the second bankruptcy filing.
ENVIRONMENTAL ISSUES: Fieldwood, which has yet to exit its second bankruptcy, has been embroiled in a complex dispute with several other oil companies over who will shoulder the burden of $7.2 billion in environmental cleanup costs. Under federal rules, previous operators of offshore drilling rigs can be held liable for environmental cleanup costs. A federal judge ruled in June 2021 that Fieldwood could pass environmental costs to prior operators and insurance companies, over the objections of major oil companies including Chevron, Marathon Oil, Hess and BP.
Under its bankruptcy plan, Fieldwood proposed to move older wells and drilling rigs to two entities and sell its most profitable assets to a new company, while abandoning more than 1,700 wells, plus pipelines and drilling platforms. A lawyer for Shell warned that the company’s plan to abandon assets would “from a public policy perspective, establish a troubling precedent whereby future debtors may avoid similar widespread environmental decommissioning liabilities in the Gulf of Mexico.”
Separately, two Fieldwood workers were indicted in January 2021 on charges of allowing crude oil spills in the Gulf of Mexico in 2018 and 2015. The company agreed to pay a $2 million fine as part of a non-prosecution agreement reached with the U.S. Department of Justice over the same incidents.
LABOR ISSUES: In 2014, a Fieldwood Energy contractor was killed and several other workers were injured in an explosion in an offshore platform. Then in May 2021, a Fieldwood Energy contractor was killed during a pressure test.
Filed 10/30/2020 Completed: 12/31/2020 Debt (secured and unsecured): $3.3 billion
A Houston and Luxembourg-based offshore drilling contractor founded by Israeli billionaire Idan Ofter, Pacific Drilling filed for bankruptcy twice in recent years. The company’s first filing, in November 2017, came after a plunge in oil prices and was completed in November 2018, turning $1.9 billion in debt to stock. After the issuance of new shares, the company’s pre-bankruptcy shareholders saw their stake drop to less than 0.003% of the company’s shares post-bankruptcy. The company’s second bankruptcy, completed in December 2020, eliminated $1B in debt, wiped out all shareholders and transferred equity ownership to bondholders. During the second bankruptcy, Judge David Jones raised questions about whether the company would be viable, saying he was “genuinely concerned” about whether it would be adequately capitalized upon exit from bankruptcy. After exiting bankruptcy, Pacific Drilling was acquired by Noble Corp, another company that had recently exited bankruptcy.
EXECUTIVE PAYOUTS: In the first bankruptcy, Pacific Drilling sought to pay 11 senior executives up to $13 million in bonuses for 2018 and another $13 million for 2019, based on revenue targets. A bankruptcy judge, however, reduced those payouts and approved $9.5 million in bonuses for the senior executives in 2018. In August 2020, before the company’s second trip through the bankruptcy process, Pacific Drilling awarded $8.9 million to the company’s top fives. However, that amount was later cut back by $1.5 million to $7.4 million. CEO Bernie Wolford’s retention and incentive payments were cut from $4.2 million to $3.5 million, according to SEC filings from August 2020 and November 2020. Wolford proceeded to leave Pacific Drilling and, in musical chairs for bankrupt oil company executives, was hired as CEO of Diamond Offshore Drilling.
Filed 10/15/2018, Completed: 7/1/2019, Debt (secured and unsecured): $3 billion
A Dallas-based driller, Exco was once a major investment of former Commerce Secretary Wilbur Ross, who served on the company’s board. Exco focuses on Texas, Louisiana and Appalachia. Facing financial woes that started with a 2014 commodity price slump, the company in 2016 hired law firm Akin Gump to evaluate restructuring options. Ross brought in a turnaround expert, John Wilder, to try to revive the company, but Wilder stepped down in 2017, and Exco filed for bankruptcy in October 2018. The company exited bankruptcy in July 2019, slashing its debt by more than $1.1 billion and turning into a privately held company with the same management team and a new five-member board. The company’s bankruptcy plan converted debtholders into shareholders, paid off senior lenders and left unsecured creditors with an 11 percent stake in the new company and up to $1.5 million in cash.
EXECUTIVE PAYOUTS: Before filing for bankruptcy, Exco in 2017 established an incentive plan for top executives that paid nearly $2.6 million to the company’s top three executives, as well as $4.7 million in retention bonuses for a total of more than $7.2 million. The company in an SEC filing said it determined that “normal annual and long-term incentive cycles are likely to be ineffective due to our ongoing strategic restructuring efforts.” The company said in”the use of equity compensation is currently ineffective and inefficient” “were intended to replace all existing cash-based bonus and equity-based compensation programs.”
Filed 12/1/2020, Completed: 5/24/2021, Debt (secured and unsecured): $2.8 billion
Seadrill Partners was formed by London-based offshore driller Seadrill Limited to own and operate offshore drilling rigs. Seadrill was founded by Norway-born shipping tycoon John Fredriksen. Seadrill Partners filed for bankruptcy in December 2020, followed by Seadrill Limited in February 2021, the second bankruptcy for Seadrill Limited in four years. Seadrill Partners emerged from bankruptcy on May 24, 2021, converting $2.8 billion in debt into stock, canceling shareholders’ equity and appointing a new board. As reported by BailoutWatch, Seadrill Limited disclosed $3 million in tax benefits stemming from the 2020 federal CARES act June 2020, a few months after announcing a plan to lay off 1,400 workers over the next 18 months. In fall 2020, the company laid off 168 Houston-area workers at its U.S. operating affiliate, Seadrill Americas.
Filed 6/18/2019 Completed: 12/11/2019, Debt (secured and unsecured): $2.6 billion
The Texas-based company, which operates in Texas, Colorado and Wyoming, filed for bankruptcy in June 2019, handing over control to lenders including Wells Fargo & Co. and a division of private equity giant Blackstone Group, with $816 million of debt converted into equity. The company took on high levels of debt to make acquisitions in 2015. The company exited bankruptcy in December 2019, with a fresh investment of $256 million and a new board of directors.
EXECUTIVE PAYOUTS: About a month before filing for chapter 11, the Texas-based company disclosed $2.95 million in retention bonuses and an executive incentive plan allowing bonuses of 130 percent to 31 percent of salary for the top three executives. The cash incentive plan and bonus payments wound up totaling up nearly $7.3 million for the company’s top three executives, with $3.9 million going to CEO James Daniel Westcott, according to a company’s filing. The company’s bankruptcy, however, did result in a stark decline in stock-based compensation. Due to a lack of stock award, Westcott’s total compensation dropped to $4.6 million in 2019, from $16 million a year earlier., and president and COO Kyle Hammond’s compensation sank to $2.7 million from $11.4 million. The company’s website lists Richard Betz, the former CEO of Resolute Energy Corp., as Legacy Reserves’ current CEO.
Filed 6/14/2020, Completed: 1/20/2022, Debt (secured and unsecured): $2.5 billion
Founded in 2012 by two entrepreneurs in their 20s, Matt Owens and Jesse Silva, Denver-based Extraction had early success during the fracking boom, quickly attracting funding from New York investors. The early success came as a surprise: “Jesse and I were in our 20s; we hadn’t thought we would be able to get started so soon,” Owens told Hart Energy.
The company went public in 2016. Owens was named a “most admired CEO” by the Denver Business Journal in 2019 and was photographed in midair with an electric guitar. But by June 2020, the company was facing severe financial difficulties and missed a $14.8 million interest payment. One month later, the company filed for chapter 11 bankruptcy protection. Extraction exited bankruptcy in January 2021, appointing a new CEO, with Owens remaining with the company and appointed a new board of directors. In May 2021, Extraction merged with Bonanza Creek Energy, another Colorado driller. Upon completion of the merger, the combined company will be renamed Civitas Resources.
Extraction’s political contributions became an issue of contention during the company’s bankruptcy case The company was a major supporter of the pro-fossil fuel group Protect Colorado, which worked to defeat anti-drilling initiatives in the state giving about $4 million to the group since 2014, according to campaign finance records. Extraction refused in bankruptcy court to identify the recipients of more than 60 political donations totaling $10 million, arguing that doing so would “ jeopardize” many of the company’s business relationships. Extraction argued that, because its competitors aren’t subject to the same disclosure requirements competitors “would disproportionately benefit from such disclosure; by retaining anonymity in many of their donations, competitors would be able to exploit the Debtors’ lost business relationships while continuing their political contributions in the ordinary course of business, even if they donate to the same recipients.” A bankruptcy judge granted the company’s request, allowing the company to file this information under seal.
EXECUTIVE PAYOUTS: Weeks before filing for bankruptcy, Extraction disclosed in an SEC filing that it paid bonuses to 16 executives and senior managers, The company said that, due to the “historic decline in commodity prices and the unprecedented level of market volatility affecting the oil and gas industry” the company “has determined that its historic compensation structure and performance metrics are ineffective in motivating and incentivizing the Company’s workforce in the current environment.” For 2020, Owens was paid $3.86 million in total compensation, including a bonus of $2.9 million, up from total compensation of $3.1 million a year earlier.
ENVIRONMENTAL ISSUES: Extraction has long been at odds with neighborhood groups over drilling in residential areas, and associated environmental and noise complaints. “Extraction is one of those oil and gas operators that drills into neighborhoods such as Broomfield, Commerce City and other populated areas of the Denver Metro Area despite community objections. It doesn’t matter if there are kids, elderly or health-compromised individuals in the neighborhood,” wrote Joe Salazar, executive director of progressive group Colorado Rising. Neighbors in Broomfield, Colorado, along with Colorado Rising sued Colorado’s oil and gas regulator over a law that allows oil and gas drillers to force property owners to allow drilling on their land. The City of Broomfield, Colorado cited Extraction for noise violations in 2020 and Extraction sued Broomfield in response. Nearby Boulder County also sued Extraction in 2020 over allegations the company was drilling on protected land
Filed 7/30/2020 Completed: 9/18/2020 Debt (secured and unsecured): $2.5 billion
A Plano, Texas-based driller, Denbury focuses on injecting carbon dioxide into the ground to produce oil. The company has operations in Texas, Mississippi, Louisiana, Montana, North Dakota and Wyoming. Denbury filed for bankruptcy in July 2020 after skipping two interest payments to creditors and then exited bankruptcy in September 2020, changing its name from Denbury Resources to Denbury Inc. The company’s chapter 11 filing eliminated $2.1 billion in debt and handed control of the company over to shareholders. Its shares were relisted on the New York Stock Exchange upon its bankruptcy exit.
EXECUTIVE PAYOUTS: Denbury paid out $7.1 million in cash bonuses to its top three executives in 2020. The company’s chief executive officer, Christian Kendall received a $3.4 million cash bonus, $18.3 million in stock awards and a salary of more than $740,000, for a total compensation package of more than $22.4 million, according to the company’s most recent proxy statement. A shareholder advisory group, Institutional Shareholder Services recommended against endorsing the company’s executive compensation program. In response, the company issued a further explanation of the grant to Kendall. “We believe that our compensation program is thoughtfully designed with the best interests of all stakeholders in mind,” the company wrote.
Filed 11/30/2020, Completed: 5/18/2021, Debt (secured and unsecured): $2.3 billion
An Oklahoma City-based natural gas producer active in Ohio and Oklahoma, Gulfport filed for bankruptcy in November 2020 after skipping an interest payment on bonds due in 2024. The company emerged from bankruptcy in May 2021, eliminating $1.2 billion in debt. Earlier in the year, the company settled a civil case in which the SEC alleged that the company failed to disclose $650,000 in perks provided to the company’s former CEO, Michael Moore, including the use of a chartered plane to attend a wine-tasting event in California and a poker tournament in Las Vegas, according to an SEC complaint. Moore stepped down in 2018 and was replaced as CEO by David Wood.
EXECUTIVE PAYOUTS: In the months before the company’s bankruptcy filing, Gulfport approved millions in cash awards to top executives. The company, in an SEC filing, cited the need to “retain and motivate the Company’s employees as a result of the ongoing uncertainty and unprecedented disruption in the oil and gas industry.” According to the company’s most recent proxy statement for 2021. Gulfport paid $14.7 million in cash retention and performance awards to five senior executives including CEO David Wood, the company’s chief financial officer and chief operating officer, all three of whom left the company as it exited bankruptcy. Upon exiting bankruptcy in May 2021, Gulfport appointed a new board of directors and top executives. Weeks later, the company’s chief operating officer retired. All three former executives are entitled to receive severance payments,
Gulfport’s executive compensation practices came under fire during the company’s bankruptcy after the official committee representing unsecured bankruptcy creditors challenged the cash payments writing: “The prepetition transfers were not just preferential, they were constructively fraudulent. Moreover, the evidence indicates that the majority of the prepetition bonus payments were made with the intent of avoiding scrutiny by creditors and the Court, and are therefore subject to avoidance as intentional fraudulent transfers.”
Filed 8/11/2019, Completed: 6/30/2020, Debt (secured and unsecured): $2.3 billion
Houston-based Sanchez Energy was founded by Tony Sanchez Jr., a Texas businessman with oil and gas, real estate and banking business who unsuccessfully ran for governor as a Democrat in 2022 but lost to Rick Perry, the former Texas governor and Trump energy secretary. Sanchez Energy briefly had a stock market value of $1 billion in 2013 after the discovery of oil on the Eagle Ford shale formation in south Texas. The company was run by Tony Sanchez Jr. and his son Tony Sanchez III and set up with an unusual corporate structure in which Sanchez Jr. and his son were employed by a separate company that managed the public company as well as other family businesses and also acquired assets from entities run by Sanchez family members. The Wall Street Journal highlighted the arrangement as an example of the mingling of family and business interests at smaller oil companies. In 2020, Sanchez Energy sued creditors in a dispute over their claim to oil and gas leases. Occidental Petroleum then sued Sanchez Energy in a separate dispute over a past oil and gas transaction. The company emerged from bankruptcy in summer 2020, eliminating $2.3 billion in debt. Under new management, Mesquite is considering the sale of Texas assets, Reuters reported in July 2021. Tony Sanchez III, the former Sanchez Energy CEO, has launched a well-cleanup company.
Filed 9/30/2020, Completed: 11/19/2020, Debt (secured and unsecured): $2.3 billion
A driller with holdings in North Dakota, Montana and Texas and New Mexico, Houston-based Oasis Petroleum had close ties to former Interior Secretary Ryan Zinke. Company founder Thomas Nusz and executive Taylor Reid were major political donors to Zinke during his time in Congress, with company executives donating $52,000 to Zinke’s campaigns, the second largest of any employer, according to data from the Center for Responsive Politics.
After being hit hard by the 2020 oil price crash and a lender’s decision to slash a line of credit, Oasis filed for bankruptcy in late September 2020. The company emerged less than two months later, canceling existing shares and eliminating $1.8 billion in debt. Upon exiting bankruptcy, the company’s share price rose from $10 per share to as high as $99 per share in June 2020. Former shareholders whose holdings were wiped out during the company’s bankruptcy were given warrants to buy shares at a strike price of $95 per share — a rare win for shareholders. The company also announced a deal to sell off New Mexico and Texas assets and focus on North Dakota assets it acquired from Diamondback Energy.
EXECUTIVE PAYOUTS: After the company’s exit from bankruptcy, founder Thomas Nusz retired as CEO and director effective December 2020. Nusz received severance benefits worth $5.4 million as part of a $12.3 million in compensation, which included $8.4 million in cash bonus and severance payments, $3 million in stock awards and a salary of $820,000, proxy statement (excerpt below). After Nusz’s departure, the company announced a new executive compensation program “specifically designed to better align management compensation with value creation, shareholder interests and the Company’s new strategic objectives.” Oasis named Daniel Brown, a veteran of Anadarko Petroleum Corp. as its new CEO in April 2021.
Filed 5/18/2018 Completed: 8/30/2018 Debt (secured and unsecured): $2 billion
Based in State College, Pa., Rex Energy focused on natural gas fracking in Pennsylvania, Illinois, Ohio and Texas. In 2014, the company expanded its operations in Pennsylvania and Ohio by paying Royal Dutch Shell $120 million for drilling assets in Pennsylvania and Ohio. In 2017, the company sold off some Ohio assets, and by 2018, the company missed a debt payment and filed for bankruptcy that May. The company reached an agreement in September 2018 to sell its assets to Pittsburgh-based PennEnergy Resources LLC for $600.5 million.
EXECUTIVE PAYOUTS: Rex Energy approved an employee retention plan as well as an employee incentive plan. The company said in an SEC filing that the company’s executive incentive plan would range from $1.2 million to $3.5 million depending on whether the company emerged from bankruptcy or sold its assets within a certain timeframe. It is unclear how much of that money was paid out.
HALCON RESOURCES CORPORATION/BATTALION OIL
Filed 8/7/2019 Completed: 10/8/2019 Debt (secured and unsecured): $1.7 billion
The Texas wildcatter Floyd Wilson formed the Permian basin shale operator in 2011. Houston-based Halcon first filed for bankruptcy in 2016 after a drop in crude prices and several years of business struggles. The company then sold off its North Dakota assets, with Reuters writing in July 2017 that the deal illustrated “the ability of U.S. shale producers to survive and reinvent themselves, despite sliding crude prices in the past two years.” .” But by early 2019, Wilson left the company amid pressure from an activist investor. The company hired a new CEO in June 2019. In August 2019, the company filed its second bankruptcy in three years, eliminating $750 million in debt, with debt investors agreeing to swap out debt for stock and prior shareholders receiving a minority slice of the revamped company. After exiting bankruptcy, Halcon changed its name to Battalion Oil and was able to re-list its shares on the New York Stock Exchange.
EXECUTIVE PAYOUTS: Wilson, the company’s founder is a longtime oilman and dealmaker who founded and sold several energy companies, was known in the oil industry for selling a prior company, Petrohawk Energy for $12 billion. The Wall Street Journal, in a story, headlined “Texas Oil Man Finds New Groove” called that transaction “the deal of a lifetime” as an initial $60 million turned into more than $12.1 billion in a mere seven years.
Wilson also received eye-popping compensation, including more than $24 million in compensation in 2016, the year of the company’s first bankruptcy, about $20 million of which consisted of stock and stock option awards. In addition, Wilson received a 2016 cash retention bonus of nearly $3.3 million.
“You’ve had some deals struck where the company goes bankrupt and the executives do very well, and that’s wrong,” said Dennis McCuistion, executive director of the Institute for Excellence in Corporate Governance at the University of Texas at Dallas, told the Houston Chronicle. “That doesn’t pass the smell test at all.” In addition to his sizable cash and stock compensation, Wilson received payments for the use of his private plane for corporate travel, including $900,000 to Wilson in 2018.
With the company’s fortunes declining in February 2019, activist investment firm and Halcon shareholder Fir Tree Capital Management released a public letter and board presentation calling for a sale of the company and the installation of independent directors, citing excessive executive compensation, especially to Wilson’s compensation.
The New York-based investment firm wrote that Wilson’s compensation package “was more than the CEOs of his much larger (and more successful)” competitors. The firm also criticized Wilson’s private jet use, saying “Perhaps most disturbing, despite excessive compensation and significant value destruction for shareholders since Halcón’s emergence from bankruptcy in 2016, Mr. Wilson still believed it was appropriate to use a private jet for his business travel.” Just weeks later, Wilson departed the company. Three former Halcon executives received $7.5 million in severance payments, with about $5 million going to Wilson (excerpt below).
Filed 6/25/2020, Completed: 2/1/2021, Debt (secured and unsecured): $1.4 billion
Houston-based Sable Permian filed for bankruptcy less than a year after merging its assets with a troubled subsidiary created by the late fracking pioneer Aubrey McClendon. After the company filed for chapter 11 bankruptcy in summer 2020, a group of lenders led by JP Morgan Chase obtained ownership, wiping out shareholders of the company, which laid off its 180 remaining employees in December 2020.
EXECUTIVE PAYOUTS: During Sable Permian’s bankruptcy, the official committee of unsecured creditors accused the company of excessive compensation for executives totaling more than $16 million. The creditors said in a bankruptcy court filing that company insiders “received lavish bonuses that were excessive particularly in light of the Debtors’ precarious financial condition at the time the bonuses were paid.” The filing said the company paid $8 million in bonuses for services provided in 2019 and another $8.25 million to 18 insiders under an employee retention plan. The creditor committee contended that the company made those payments before the bankruptcy filing “because they could not have obtained Court approval for such payment” while in bankruptcy. The creditors then reached a settlement with the company, in which creditors agreed to drop the threat of litigation over the bonus in exchange for an $11 million cash payment and a stake in the reorganized company.
The fossil fuel industry often claims that it owes its success to the free market. In reality, the industry has long benefited from comprehensive support from U.S. taxpayers. Special giveaways and subsidies exempt oil and gas companies from paying taxes on much of their foreign income. Research tax credits encourage the expansion of fossil fuel infrastructure. Below-market leasing rates, royalties, and fees encourage oil and gas development and exploit our public lands rather than properly reflecting the environmental costs. Lax requirements at the state and federal level make it easy for oil and gas companies to avoid purchasing proper financial assurances to ensure that shut-down wells can be cleaned up without taxpayers footing the bill. These giveaways fundamentally alter the oil and gas industry’s business model making drilling projects possible that would not otherwise turn a profit. They also cost taxpayers money. For example, Taxpayers for Common Sense estimates that the federal government lost more than $12 billion in revenue from 2010-2019 due to below-market royalty rates for drilling on public lands and waters.
However, scrutiny is growing, and long-overdue reform efforts are underway. After four years of climate denial and fossil fuel giveaways under Donald Trump, President Joe Biden has rejoined the Paris agreement on climate change. Biden administration officials are examining long-standing subsidies and government policies for allowing oil and gas drilling on federal lands and waters. In the coming months, the Biden administration and Congress will have a rare opportunity to rethink this rigged system, through legislation and potential rulemaking. The Biden administration and Congress must eliminate fossil fuel subsidies and giveaways so that they no longer undermine a just transition to a clean energy economy. The Biden administration should also propose rules that include a long-overdue revision of fossil-fuel regulations, including updating outdated leasing laws and fees that give oil companies sweetheart deals. It is essential to charge an appropriate price to ensure the public isn’t saddled with the cost of cleaning up the oil industry’s mess. The industry, however, is sure to put up a fight, and has a long history of lobbying furiously to keep those breaks, surviving multiple reform attempts from presidents including John F. Kennedy, Ronald Reagan and Barack Obama. As this report shows, oil companies are prone to boom and bust cycles, and oil executives often appear more concerned about ensuring they are paid a high salary rather than running their companies with the interests of shareholders in mind. It is long past time that we built a cleaner, greener economy for future generations.
Appendix Table 1
Executive Payouts at 25 Largest U.S Oil and Gas Companies to File for Chapter 11 Bankruptcy Since 2018 (Ranked By Total Debt in Bankruptcy)
|Debtor||Filed||Completed||Execs getting payouts||Cash payments||Debt (Secured and Unsecured)|
|DIAMOND OFFSHORE DRILLING INC||4/26/2020||4/8/2021||5||$10,109,409||$11,821,584,682|
|CHESAPEAKE ENERGY CORPORATION||6/28/2020||2/9/2021||5||$18,988,645||$11,800,000,000|
|MCDERMOTT INTERNATIONAL INC.||1/21/2020||6/30/2020||6||$8,952,750||$9,923,937,824|
|WEATHERFORD INTERNATIONAL PLC||7/1/2019||12/13/2019||5||$12,408,651||$7,427,067,000|
|EP ENERGY CORPORATION||10/3/2019||10/1/2020||5||$4,864,400||$7,338,004,103|
|CALIFORNIA RESOURCES CORPORATION||7/15/2020||10/27/2020||6||$27,360,527||$6,285,823,505|
|ULTRA PETROLEUM CORP/UP ENERGY||5/14/2020||9/16/2020||n/a||n/a||$5,556,148,072|
|NOBLE CORPORATION PLC||7/31/2020||2/5/2021||8||$14,013,821||$3,946,000,000|
|APPROACH RESOURCES INC.||11/18/2019||12/16/2020||n/a||n/a||$3,689,725,110|
|WHITING PETROLEUM COMPANY||4/1/2020||9/1/2020||4||$13,531,250||$3,566,815,493|
|FIELDWOOD ENERGY LLC (Bankruptcy #1)||2/15/2018||4/11/2018||n/a||n/a||$3,343,697,997|
|PACIFIC DRILLING S.A. (Bankruptcy #2)||10/30/2020||12/31/2020||5||$7,446,668||$3,318,054,599|
|EXCO RESOURCES INC.||1/15/2018||7/1/2019||3||$7,244,409||$3,045,414,384|
|SEADRILL PARTNERS LLC||12/1/2020||5/24/2021||n/a||n/a||$2,829,600,000|
|LEGACY RESERVES INC.||6/18/2019||12/11/2019||3||$7,295,287||$2,617,387,544|
|EXTRACTION OIL & GAS INC||6/14/2020||1/20/2021||3||$6,528,788||$2,522,573,161|
|DENBURY RESOURCES INC./DENBURY INC.||7/30/2020||9/18/2020||3||$7,096,000||$2,500,000,000|
|GULFPORT ENERGY CORPORATION||11/13/2020||5/18/2021||5||$14,764,000||$2,298,354,211|
|SANCHEZ ENERGY CORPORATION/MESQUITE ENERGY||8/11/2019||6/30/20||n/a||n/a||$2,275,000,000|
|OASIS PETROLEUM INC.||9/30/2020||11/19/2020||3||$12,380,406||$2,265,000,000|
|R.E. GAS DEVELOPMENT/REX ENERGY||5/18/2018||8/30/2018||n/a||n/a||$1,999,391,276|
|FIELDWOOD ENERGY INC. (Bankruptcy #2)||8/3/2020||n/a||n/a||n/a||$1,959,200,000|
|HALCÓN RESOURCES CORPORATION/BATTALION OIL||8/7/2019||10/8/2019||3||$7,455,342||$1,655,231,378|
|SABLE PERMIAN RESOURCES, LLC||6/25/2020||2/1/2021||n/a||$16,000,000||$1,434,296,685|
Notes: This analysis is based on Securities and Exchange Commission filings, bankruptcy documents and a list of largest exploration and production and oilfield services bankruptcies compiled by law firm Haynes & Boone LLP. Executive payouts refers to retention payments, cash bonuses, incentive awards and severance payments to executives in place in the most recent complete fiscal year of the company’s most recent bankruptcy. When possible, we used summary compensation tables in proxy statements or annual reports to determine bonus amounts, except in cases where the most recent compensation information was in corporate bankruptcy filings. Bankruptcy size represents total secured and unsecured debt, as compiled by Haynes & Boone.
Appendix Table 2
|Company||Headquarters||States of operation||Asset retirement obligations||Surety Bonding||Wells||Plugging & Abandonment Liability|
|CALIFORNIA RESOURCES CORPORATION||Santa Clarita,
|CHESAPEAKE ENERGY||Oklahoma City||TX, LA, WY, PA||$144,000,000
|DENBURY RESOURCES INC./DENBURY INC.||Plano, TX||TX, MS, LA, MT, ND, WY||$186,281,000
|WHITING PETROLEUM||Denver||ND, CO, MT||$106,006,000
|ULTRA PETROLEUM/PUREWEST ENERGY||Englewood, CO||WY||$201,508,000||$16,200,000||2,617||$747,854,019|
|LEGACY RESERVES INC.||Midland, TX||TX, CO, WY||$152,493,000||$8,900,000||3,688||$738,808,436|
|UNIT CORP||Tulsa, OK||TX, OK||$23,356,000||$7,690,000||2,705||$670,767,486|
|EP ENERGY||Houston||TX, UT||$44,765,738||$14,600,000||2,665||$556,103,218|
|OASIS PETROLEUM INC.||Houston||ND, MT, TX,NM||$48,594,000||$46,600,000||1,752||$495,401,069|
|EXCO RESOURCES||Dallas||TX, LA., PA||$27,000,000||$1,265,000||1,404||$288,978,104|
|EXTRACTION OIL & GAS||Denver||CO||$94,769,000||$6,615,000||1,375||$217,163,979|
Our analysis compared CarbonTracker’s estimate of the undiscounted cost of plugging individuals with oil and gas companies’ estimates of their own asset retirement obligations disclosed in SEC filing and bonding coverage disclosed in bankruptcy motions.