XML 35 R25.htm IDEA: XBRL DOCUMENT v3.22.1
Acquisitions (Tables)
6 Months Ended
Mar. 31, 2022
Business Combinations [Abstract]  
Schedule of Business Acquisitions, by Acquisition
The following table summarizes the consideration for the Merger (presented in thousands, except stock price):
Tengasco common stock price$29.64 
Tengasco common stock - issued and outstanding as of February 26, 2021891 
Total consideration$26,392 
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed The following table presents the allocation of the purchase price to the assets acquired and liabilities assumed based on their fair values on February 26, 2021 (in thousands):
Assets
Cash and cash equivalents$860 
Account receivable325 
Prepaid and other current assets759 
Total current assets1,944 
Oil and gas properties4,525 
Other property and equipment91 
Right of use assets42 
Other non-current assets
Deferred tax assets2,987 
Total assets acquired9,593 
Liabilities
Accounts payable130 
Accrued liabilities409 
Current lease liabilities, operating42 
Current lease liabilities, financing68 
Total current liabilities649 
Asset retirement obligations1,565 
Total liabilities assumed2,214 
Net identifiable assets acquired7,379 
Goodwill19,013 
Net assets acquired$26,392 
Business Acquisition, Pro Forma Information The following unaudited pro forma combined results for the three and six months ended March 31, 2021 reflect the consolidated results of operations of the Company as if the Merger had occurred on October 1, 2019. The unaudited pro forma information includes adjustments for $3.1 million of transaction costs being reclassified to the first quarter of fiscal year 2020 instead of $2.1 million and $1.0 million of transaction costs recorded in the three months ended March 31, 2021 and December 31, 2020, respectively. Additionally, the Company adjusted for $0.9 million of oil and natural gas property impairment Tengasco recognized under the full-cost method of accounting, which would not have been recognized under the successful efforts method, during the three months ended December 31, 2020. Also, the unaudited pro forma information has been tax
affected using a 21% tax rate. The common stock was also adjusted for the conversion of the REP LLC preferred units into common units and retroactively adjusted for the Exchange Ratio and one-for-twelve reverse stock split.
Three Months Ended March 31, 2021Six Months Ended March 31, 2021
(In thousands, except per share/unit amounts)
Total Revenues$37,259 $60,273 
Pro Forma Net Loss before Taxes(16,902)(23,339)
Pro forma income tax benefit3,549 4,901 
Pro Forma Net Loss$(13,353)$(18,438)
Net Loss per Share/Unit from Continuing Operations:
Basic$(0.96)$(1.33)
Diluted$(0.96)$(1.33)