Annual report pursuant to Section 13 and 15(d)

Commitments and Contingencies

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Commitments and Contingencies
12 Months Ended
Dec. 31, 2023
Commitments and Contingencies.  
Commitments and Contingencies

13.Commitments and Contingencies

In the normal course of business, we are subject to various claims, legal actions, contract negotiations and disputes. We provide for losses, if any, in the period in which they become probable and can be reasonably estimated. In management’s opinion, there are currently no such matters outstanding that would have a material effect on the accompanying consolidated financial statements.

Additionally, we are party to a guarantee related to a lease agreement with Solaris Energy Management, LLC (“SEM”), a related party of the Company, for the rental of office space at our previous corporate headquarters. As of December 31, 2023, our share of SEM’s future commitment is included in our lease liabilities. See Note 10. Leases and Note 16. Related Party Transactions.

Delivery Commitment

In the first quarter of 2023, we entered into an agreement with an unaffiliated water disposal company to dispose a minimum volume of produced water over a term of seven years, for a total financial commitment of approximately $28.0 million, undiscounted. The agreement requires us to make payments for any shortfall in delivering an annual minimum volume under the commitment as well as a cumulative minimum volume over the duration of the term of the commitment. The minimum volume commitment is contingent on several performance factors to be achieved by the unaffiliated water disposal company throughout the term of the contract, which, if not achieved, would provide us with the option of cancelling the contract and discharging the remaining minimum volume commitment. We began delivering produced water under this agreement in June 2023. As of December 31, 2023, the remaining minimum commitment was $25.8 million, undiscounted, which includes a minimum annual commitment of $4.0 million for each of the years 2024 through 2028 and $5.8 million thereafter, based on the current contract rate and not considering rate increases.

Other Commitments

In the normal course of business, we enter into short-term purchase obligations for products and services, primarily related to purchases of pipe, pumps and other components. As of December 31, 2023, we had purchase obligations and commitments of approximately $21.1 million due in the next twelve months.

We are a party to various surface use and compensation agreements by which we have committed to make minimum royalty payments in exchange for rights to access and use the land for purposes that are generally limited to conducting our water operations. These agreements do not meet the definition of a lease under ASC Topic 842.

We are party to a fixed price power purchase contract to manage the volatility of the price of power needed for ongoing operations. We have elected the normal purchase and normal sale accounting treatment for this contract and therefore record it at cost. The contract has a term that ends in May 2025.

The table below provides estimates of the timing of future payments that we are contractually obligated to make based on agreements in place as of December 31, 2023:

(in thousands)

    

2024

    

2025

    

2026

    

2027

    

2028

    

Thereafter

    

Total

Purchase Obligations and Commitments

$

21,131

$

-

$

-

$

-

$

-

$

-

$

21,131

Surface Use and Compensation Agreements

9,793

10,555

11,300

1,350

1,400

1,700

36,098

Fixed Price Power Purchase Contract

2,757

1,026

-

-

-

-

3,783

Total

$

33,681

$

11,581

$

11,300

$

1,350

$

1,400

$

1,700

$

61,012

Environmental

We are also subject to various federal, state and local laws and regulations relating to the protection of the environment. For the years ended December 31, 2023, 2022 and 2021, we recognized $4.6 million, $3.0 million and $3.1 million of expenses, respectively, related to environmental matters that are recorded in “Direct Operating Costs” in the consolidated statements of operations. We also accrued $4.1 million and $3.6 million of insurance proceeds and third-party receivables at December 31, 2023 and 2022, respectively, that we believe are probable to collect and are reasonably estimable. Although we believe these estimates are reasonable, actual results could differ from these estimates.