Kosmos Energy(KOS) - 2021 Q1 - Quarterly Report

PART I. FINANCIAL INFORMATION Glossary and Select Abbreviations This section defines industry-specific terms and financial metrics for consistent understanding of the company's operations and disclosures - Defines terms such as '2D seismic data', '3D seismic data', 'API', 'Asset Coverage Ratio', 'Barrel', 'Boe', 'EBITDAX', 'Proved reserves', and various financial instruments and operational concepts[13][14][15][16] Item 1. Financial Statements This item presents Kosmos Energy Ltd.'s unaudited consolidated financial statements, including balance sheets, statements of operations, stockholders' equity, and cash flows, with detailed notes Consolidated Balance Sheets This section provides a snapshot of the company's assets, liabilities, and equity at specific points in time Assets (March 31, 2021 vs. December 31, 2020) | Metric | March 31, 2021 (in thousands) | December 31, 2020 (in thousands) | | :-------------------------------- | :----------------------------- | :----------------------------- | | Total current assets | $420,227 | $400,291 | | Property and equipment, net | $3,369,448 | $3,320,913 | | Total assets | $3,959,086 | $3,867,593 | Liabilities & Equity (March 31, 2021 vs. December 31, 2020) | Metric | March 31, 2021 (in thousands) | December 31, 2020 (in thousands) | | :-------------------------- | :----------------------------- | :----------------------------- | | Total current liabilities | $481,144 | $460,199 | | Total long-term liabilities | $3,121,157 | $2,967,240 | | Total stockholders' equity | $356,785 | $440,154 | | Total liabilities and equity| $3,959,086 | $3,867,593 | Consolidated Statements of Operations This section details the company's revenues, expenses, and net loss over specific periods Operating Results (Three Months Ended March 31, 2021 vs. 2020) | Metric | March 31, 2021 (in thousands) | March 31, 2020 (in thousands) | | :------------------------------ | :----------------------------- | :----------------------------- | | Total revenues and other income | $176,570 | $177,781 | | Total costs and expenses | $284,043 | $295,005 | | Loss before income taxes | $(107,473) | $(117,224) | | Income tax expense (benefit) | $(16,705) | $65,543 | | Net loss | $(90,768) | $(182,767) | | Basic Net loss per share | $(0.22) | $(0.45) | - Key cost changes year-over-year include a $15.851 million decrease in oil and gas production costs, a $7.367 million decrease in facilities insurance modifications, a $36.424 million decrease in exploration expenses, and a $150.820 million decrease in impairment of long-lived assets[20] - Derivatives, net, swung from a $136.038 million gain in 2020 to a $102.461 million loss in 2021[20] Consolidated Statements of Stockholders' Equity This section outlines changes in the company's equity attributable to stockholders over specific periods Stockholders' Equity (March 31, 2021 vs. December 31, 2020) | Metric | March 31, 2021 (in thousands) | December 31, 2020 (in thousands) | | :----------------------------------- | :----------------------------- | :----------------------------- | | Balance as of December 31, 2020 | $440,154 | N/A | | Equity-based compensation | $8,327 | N/A | | Net loss | $(90,768) | N/A | | Balance as of March 31, 2021 | $356,785 | N/A | Stockholders' Equity (March 31, 2020 vs. December 31, 2019) | Metric | March 31, 2020 (in thousands) | December 31, 2019 (in thousands) | | :----------------------------------- | :----------------------------- | :----------------------------- | | Balance as of December 31, 2019 | N/A | $841,702 | | Dividends ($0.0452 per share) | $(18,918) | N/A | | Equity-based compensation | $10,078 | N/A | | Net loss | $(182,767) | N/A | | Balance as of March 31, 2020 | $645,148 | N/A | Consolidated Statements of Cash Flows This section summarizes the cash inflows and outflows from operating, investing, and financing activities Cash Flow Summary (Three Months Ended March 31, 2021 vs. 2020) | Metric | March 31, 2021 (in thousands) | March 31, 2020 (in thousands) | | :------------------------------------------ | :----------------------------- | :----------------------------- | | Net cash used in operating activities | $(46,626) | $(16,963) | | Net cash used in investing activities | $(150,587) | $(107,523) | | Net cash provided by financing activities | $191,893 | $25,897 | | Net decrease in cash, cash equivalents and restricted cash | $(5,320) | $(98,589) | | Cash, cash equivalents and restricted cash at end of period | $144,444 | $130,757 | - Key financing activities in Q1 2021 included $444.375 million in net proceeds from senior note issuance and $(350.000) million in payments on long-term debt[26] Notes to Consolidated Financial Statements This section provides detailed explanations and additional information supporting the consolidated financial statements Note 1. Organization This note describes Kosmos Energy Ltd.'s business, incorporation, and primary operational focus - Kosmos Energy Ltd. is a full-cycle deepwater independent oil and gas exploration and production company, incorporated in Delaware, focusing along the Atlantic Margins[29] - Key assets include production offshore Ghana, Equatorial Guinea, and U.S. Gulf of Mexico, as well as a world-class gas development offshore Mauritania and Senegal[29] - The company is listed on the New York Stock Exchange and London Stock Exchange under the ticker symbol KOS[29] Note 2. Accounting Policies This note outlines the significant accounting principles and methods used in preparing the financial statements - Interim consolidated financial statements are unaudited and prepared in accordance with SEC requirements for interim reporting, with certain GAAP notes condensed or omitted[31] Cash, Cash Equivalents and Restricted Cash (March 31, 2021 vs. December 31, 2020) | Metric | March 31, 2021 (in thousands) | December 31, 2020 (in thousands) | | :----------------------------------- | :----------------------------- | :----------------------------- | | Cash and cash equivalents | $95,242 | $149,027 | | Restricted cash - current | $48,660 | $195 | | Restricted cash - long-term | $542 | $542 | | Total cash, cash equivalents and restricted cash | $144,444 | $149,764 | Oil and Gas Revenue by Region (Three Months Ended March 31, 2021 vs. 2020) | Region | 2021 (in thousands) | 2020 (in thousands) | | :------------------ | :------------------ | :------------------ | | Equatorial Guinea | $26,431 | $24,370 | | Ghana | $59,351 | $49,672 | | U.S. Gulf of Mexico | $94,389 | $103,453 | | Provisional oil sales | $(3,697) | $285 | | Total | $176,474 | $177,780 | Note 3. Acquisitions and Divestitures This note details significant transactions involving the acquisition or divestiture of assets - During Q3 2020, Kosmos agreed with Shell to farm down interests in frontier exploration assets for $96.0 million cash and up to $100.0 million in future contingent consideration[42] - Kosmos received $95.0 million in proceeds during Q4 2020, with the remaining $1.0 million related to South Africa expected in 2021[42] Note 4. Joint Interest Billings, Related Party Receivables and Notes Receivables This note provides information on receivables from joint ventures and related parties - Current joint interest billing receivables from GNPC for TEN fields development costs were $5.8 million as of March 31, 2021, with long-term portions of $21.9 million[44] - The balance due from national oil companies of Mauritania and Senegal for Greater Tortue Ahmeyim Phase 1 development costs was $120.3 million as of March 31, 2021, classified as long-term receivables[45] Note 5. Property and Equipment This note details the company's property and equipment, including oil and gas properties, and related depreciation and impairment Property and Equipment, Net (March 31, 2021 vs. December 31, 2020) | Metric | March 31, 2021 (in thousands) | December 31, 2020 (in thousands) | | :-------------------------- | :----------------------------- | :----------------------------- | | Oil and gas properties, net | $3,359,670 | $3,310,276 | | Other property, net | $9,778 | $10,637 | | Total, net | $3,369,448 | $3,320,913 | - Depletion expense was $70.6 million for Q1 2021, compared to $87.2 million in the prior year period[46] - No asset impairments were recorded in Q1 2021, compared to $150.8 million in Q1 2020 due to fair value assessments for oil and gas proved properties[46] Note 6. Suspended Well Costs This note provides information on capitalized exploratory well costs pending determination of proved reserves Capitalized Exploratory Well Costs (March 31, 2021) | Metric | Amount (in thousands) | | :--------------------------------------------------------------------- | :-------------------- | | Beginning balance (December 31, 2020) | $186,289 | | Additions to capitalized exploratory well costs pending proved reserves | $11,330 | | Ending balance (March 31, 2021) | $197,619 | - Projects with exploratory well costs capitalized for more than one year include the BirAllah discovery (Mauritania), Yakaar and Teranga discoveries (Senegal), and Asam discovery (Equatorial Guinea), all pending commerciality decisions[49][50][51][52] Note 7. Debt This note details the company's outstanding debt, including senior notes, credit facilities, and term loans Outstanding Debt Principal Balances (March 31, 2021 vs. December 31, 2020) | Debt Type | March 31, 2021 (in thousands) | December 31, 2020 (in thousands) | | :-------------------- | :----------------------------- | :----------------------------- | | Facility | $1,000,000 | $1,200,000 | | Corporate Revolver | $50,000 | $100,000 | | 7.125% Senior Notes | $650,000 | $650,000 | | 7.500% Senior Notes | $450,000 | — | | GoM Term Loan | $200,000 | $200,000 | | Total | $2,350,000 | $2,150,000 | - In March 2021, the company issued $450.0 million of 7.500% Senior Notes due 2028, with net proceeds of approximately $444.4 million used to repay outstanding indebtedness under the Corporate Revolver and the Facility[62][63] - In May 2021, the Facility was amended, reducing its size to $1.25 billion, increasing the interest margin by 0.5%, extending the tenor by two years to March 2027, and incorporating ESG key performance indicators[57] Note 8. Derivative Financial Instruments This note describes the company's use of derivative contracts to manage commodity price and interest rate risks - The company uses financial derivative contracts (collars, put options, call options, and swaps) to manage exposures to commodity price and interest rate fluctuations, not for trading purposes[74] Oil Derivative Contracts (March 31, 2021) | Term | Type of Contract | Index | MBbl | Swap Price ($/Bbl) | Sold Put Price ($/Bbl) | Floor Price ($/Bbl) | Ceiling Price ($/Bbl) | | :-------- | :------------------- | :---------- | :---- | :----------------- | :--------------------- | :------------------ | :-------------------- | | 2021 | Swaps with sold puts | Dated Brent | 4,500 | 53.96 | 42.92 | — | — | | 2021 | Three-way collars | Dated Brent | 2,750 | — | 32.95 | 40.45 | 52.84 | | 2021 | Sold calls | Dated Brent | 5,250 | — | — | — | 70.09 | | 2022 | Three-way collars | Dated Brent | 1,500 | — | 40.00 | 50.00 | 70.00 | Gain/(Loss) from Derivatives (Three Months Ended March 31, 2021 vs. 2020) | Type of Contract | 2021 (in thousands) | 2020 (in thousands) | | :--------------- | :------------------ | :------------------ | | Commodity | $(102,461) | $136,038 | | Provisional oil sales | $(3,697) | $284 | | Total | $(106,158) | $136,322 | Note 9. Fair Value Measurements This note explains how fair value is determined for financial instruments, categorized into a three-level hierarchy - Fair value measurements are classified into a three-level hierarchy based on input observability: Level 1 (quoted prices in active markets), Level 2 (significant observable inputs), and Level 3 (unobservable inputs)[80] Fair Value of Derivatives (March 31, 2021) | Type of Contract | Level 1 (in thousands) | Level 2 (in thousands) | Level 3 (in thousands) | Total (in thousands) | | :------------------ | :--------------------- | :--------------------- | :--------------------- | :------------------- | | Commodity derivatives (liability) | — | $(93,537) | — | $(93,537) | Debt Fair Values (March 31, 2021) | Debt Type | Carrying Value (in thousands) | Fair Value (in thousands) | | :-------------------- | :----------------------------- | :------------------------- | | 7.125% Senior Notes | $643,778 | $629,792 | | 7.500% Senior Notes | $444,421 | $425,066 | | GoM Term Loan | $200,000 | $200,000 | | Corporate Revolver | $50,000 | $50,000 | | Facility | $1,000,000 | $1,000,000 | | Total | $2,338,199 | $2,304,858 | Note 10. Equity-based Compensation This note details the expense and outstanding amounts related to the company's equity-based compensation plans - Equity-based compensation expense was $8.3 million for Q1 2021, compared to $9.3 million in the prior year period[88] - As of March 31, 2021, total equity-based compensation to be recognized on unvested restricted stock units is $46.6 million over a weighted average period of 2.07 years[90] - The board approved an amendment to the LTIP to add 11.0 million shares, increasing the total to 61.5 million shares if approved by stockholders in June 2021[90] Note 11. Income Taxes This note provides information on the company's income tax expense, effective tax rate, and deferred tax assets/liabilities Income (Loss) Before Income Taxes (Three Months Ended March 31, 2021 vs. 2020) | Region | 2021 (in thousands) | 2020 (in thousands) | | :------------ | :------------------ | :------------------ | | United States | $(21,842) | $(190,137) | | Foreign | $(85,631) | $72,913 | | Total | $(107,473) | $(117,224) | - The effective tax rate was 16% for Q1 2021, compared to 56% for Q1 2020[93] - The Q1 2020 effective tax rate was impacted by a $30.9 million deferred tax expense related to U.S. deferred tax asset valuation allowances and a $4.9 million tax benefit from a 2018 U.S. tax loss carry back under the CARES Act[94] Note 12. Net Loss Per Share This note presents the basic and diluted net loss per share calculations Net Loss Per Share (Three Months Ended March 31, 2021 vs. 2020) | Metric | 2021 | 2020 | | :---------- | :---- | :---- | | Basic EPS | $(0.22) | $(0.45) | | Diluted EPS | $(0.22) | $(0.45) | - Outstanding restricted stock units of 13.1 million for Q1 2021 and 11.0 million for Q1 2020 were excluded from diluted net loss per share computations as their effect would have been anti-dilutive[95] Note 13. Commitments and Contingencies This note discloses the company's legal proceedings, contractual commitments, and other contingent liabilities - The company is involved in litigation, regulatory examinations, and administrative proceedings, but management believes none will have a material adverse effect on financial position[96] - Commitments include drilling two exploration wells and acquiring approximately 1,000 square kilometers of 3D seismic in Mauritania[97] - Performance bonds totaled $195.5 million for BOEM supplemental bonding and $3.5 million for other operators as of March 31, 2021[98] - The quarterly cash dividend of $0.0452 per common share was paid on March 26, 2020, but subsequently suspended in March 2020 due to economic conditions and oil price volatility[99] Note 14. Additional Financial Information This note provides supplementary financial details, including accrued liabilities and other expenses Accrued Liabilities (March 31, 2021 vs. December 31, 2020) | Type of Accrued Liability | March 31, 2021 (in thousands) | December 31, 2020 (in thousands) | | :-------------------------------- | :----------------------------- | :----------------------------- | | Exploration, development and production | $68,464 | $89,162 | | Revenue payable | $21,191 | $15,079 | | Interest | $12,671 | $23,725 | | Income taxes | $29,701 | $37,344 | | Total | $174,147 | $203,260 | - Ending asset retirement obligations totaled $259.490 million as of March 31, 2021[101] Other Expenses, Net (Three Months Ended March 31, 2021 vs. 2020) | Expense Type | 2021 (in thousands) | 2020 (in thousands) | | :---------------------------- | :------------------ | :------------------ | | Restructuring charges | $819 | $13,915 | | Total Other expenses, net | $3,468 | $23,929 | Note 15. Business Segment Information This note presents financial data segmented by the company's geographic operating regions - Kosmos operates in a single line of business: exploration, development, and production of oil and gas, across four geographic segments: Ghana, Equatorial Guinea, Mauritania/Senegal, and U.S. Gulf of Mexico[102] Oil and Gas Revenue by Segment (Three Months Ended March 31, 2021) | Segment | Revenue (in thousands) | | :------------------ | :--------------------- | | Ghana | $54,053 | | Equatorial Guinea | $28,032 | | U.S. Gulf of Mexico | $94,389 | | Total | $176,474 | Consolidated Capital Expenditures (Three Months Ended March 31, 2021 vs. 2020) | Segment | 2021 (in thousands) | 2020 (in thousands) | | :------------------ | :------------------ | :------------------ | | Ghana | $4,624 | $16,486 | | Equatorial Guinea | $11,424 | $6,770 | | Mauritania/Senegal | $72,752 | $3,121 | | U.S. Gulf of Mexico | $24,267 | $38,654 | | Corporate & Other | $3,482 | $19,434 | | Total | $116,549 | $84,465 | Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's analysis of the company's financial performance, liquidity, and capital management strategies, considering the impact of the COVID-19 pandemic and recent developments Overview This overview introduces Kosmos Energy's business model and highlights the significant impact of the COVID-19 pandemic on its operations - Kosmos Energy is a full-cycle deepwater independent oil and gas exploration and production company focused along the Atlantic Margins[108] - The COVID-19 pandemic has resulted in travel restrictions, supply chain delays, decreased oil demand, and significant declines in oil prices, impacting the company's revenues, earnings, cash flows, and capital investments[109] Recent Developments This section outlines key operational and financial events that occurred recently, affecting the company's outlook - In March 2021, the company issued $450.0 million of 7.500% Senior Notes due 2028, using net proceeds to repay outstanding indebtedness and for general corporate purposes[110] - Ghana's Q1 2021 production averaged 109,200 Bopd gross (22,400 Bopd net), with a multi-year development drilling program re-commencing in April 2021[111] - In the U.S. Gulf of Mexico, the Winterfell exploration prospect encountered approximately 26 meters (85 feet) of net oil pay, with an appraisal well planned for Q3 2021[114] - Phase 1 of the Greater Tortue project in Mauritania and Senegal is approximately 58% complete, with first gas expected in the first half of 2023[117] Results of Operations This section analyzes the company's financial performance, focusing on sales volumes, average prices, revenues, and key cost changes Sales Volumes (Three Months Ended March 31, 2021 vs. 2020) | Metric | 2021 (MBoe) | 2020 (MBoe) | Change (MBoe) | % Change | | :------------ | :---------- | :---------- | :------------ | :------- | | Total (MBoe) | 3,289 | 3,973 | (684) | -17.2% | | Total (Boepd) | 36,543 | 43,659 | (7,116) | -16.3% | Average Sales Price (Three Months Ended March 31, 2021 vs. 2020) | Metric | 2021 ($/Boe) | 2020 ($/Boe) | Change ($/Boe) | % Change | | :---------------------- | :----------- | :----------- | :------------- | :------- | | Average total sales price | $53.66 | $44.74 | +$8.92 | +19.9% | - Oil and gas revenue decreased by $1.3 million due to lower sales volumes, partially offset by higher oil prices[122][123][125] - Oil and gas production costs decreased by $15.9 million, and exploration expenses decreased by $36.4 million[122][123][125] - The company recorded a $102.5 million loss on derivatives, net, in Q1 2021, a significant swing from a $136.0 million gain in Q1 2020[128] Liquidity and Capital Resources This section discusses the company's ability to generate and manage cash, including sources of funds, capital expenditures, and debt obligations Sources and Uses of Cash This subsection analyzes the primary drivers of cash flow from operating, investing, and financing activities - Net cash used in operating activities increased to $(46.6) million for Q1 2021, primarily due to lower production and a negative change in working capital[133] - Net cash provided by financing activities significantly increased to $191.9 million in Q1 2021, driven by $444.4 million in net proceeds from senior note issuance, partially offset by $350.0 million in debt payments[133] Net Debt and Liquidity (March 31, 2021) | Metric | Amount (in thousands) | | :----------------------------------- | :-------------------- | | Cash and cash equivalents | $95,242 | | Restricted cash | $49,202 | | Total Debt | $2,350,000 | | Net debt | $2,205,556 | | Availability under the Facility | $320,000 | | Availability under the Corporate Revolver | $350,000 | | Available borrowings plus cash and cash equivalents | $765,242 | Capital Expenditures and Investments This subsection details the company's planned and actual spending on capital projects and investments - The estimated capital program for 2021 is $225-$275 million, excluding Mauritania and Senegal, and approximately $350 million for Mauritania and Senegal[137][138] - Through March 31, 2021, the company spent approximately $43.8 million (excluding Mauritania and Senegal) and $72.7 million (Mauritania and Senegal)[137][139] - Funding for capital expenditures is expected from working capital and proceeds from refinancing Carry Advance Agreements with national oil companies of Mauritania and Senegal[139] Significant Sources of Capital This subsection identifies the primary funding mechanisms available to the company, including credit facilities and debt issuances - The Facility's available borrowing base was reduced to $1.24 billion (from $1.5 billion) in May 2021, with total commitments of approximately $1.21 billion, and its tenor extended to March 2027[143] - The Corporate Revolver has $50.0 million outstanding and $350.0 million undrawn availability as of March 31, 2021, maturing in May 2022[144] - The company issued $450.0 million of 7.500% Senior Notes due 2028 in March 2021, using proceeds to repay existing debt[149] - The GoM Term Loan is a five-year $200.0 million senior secured term-loan credit agreement, maturing in 2025[153][154] Contractual Obligations This subsection details the company's future payment commitments under various contractual agreements Principal Debt Repayments (as of March 31, 2021) | Year | Amount (in thousands) | | :-------- | :-------------------- | | 2021 (Apr-Dec) | $27,500 | | 2022 | $80,000 | | 2023 | $387,143 | | 2024 | $458,571 | | 2025 | $296,786 | | Thereafter | $1,100,000 | | Total | $2,350,000 | - Estimated interest and commitment fee payments on long-term debt total $655.1 million, and operating lease obligations total $35.2 million[156] - The table excludes purchase commitments for jointly owned fields where the company is not the operator, and commitments for exploration activities (wells, seismic) in petroleum contracts[158] Off-Balance Sheet Arrangements This subsection describes financial arrangements that are not recognized on the balance sheet but may impact the company's financial position - As of March 31, 2021, off-balance sheet arrangements include short-term operating leases and undrawn letters of credit[160] - There are no other transactions, arrangements, or relationships with unconsolidated entities or other persons that are reasonably likely to materially affect Kosmos' liquidity or capital resources[160] Critical Accounting Policies This section identifies the accounting policies that require significant judgment and estimates, which could materially impact financial results - Critical accounting policies include revenue recognition, exploration and development costs, receivables, income taxes, derivative instruments and hedging activities, estimates of proved oil and natural gas reserves, asset retirement obligations, leases, and impairment of long-lived assets[161] - These policies involve significant management estimates that could change materially if different information or assumptions were used[161] Cautionary Note Regarding Forward-looking Statements This section advises readers that the report contains forward-looking statements subject to risks and uncertainties - The report contains estimates and forward-looking statements based on current expectations and estimates of future events and trends, which are subject to several risks and uncertainties[162] - Key risk factors include the impact of the COVID-19 pandemic, ability to find and develop discoveries, uncertainties in oil and natural gas data, successful implementation of drilling plans, commodity price volatility, and regulatory changes[163] Item 3. Quantitative and Qualitative Disclosures about Market Risk This item provides information on the company's exposure to market risks, particularly commodity price and interest rate fluctuations, and its mitigation strategies Commodity Price Risk This subsection analyzes the company's exposure to volatile crude oil prices and the use of derivative contracts to manage this risk - The company's revenues, earnings, cash flows, capital investments, and future growth are highly dependent on volatile crude oil prices, primarily indexed against Dated Brent and Heavy Louisiana Sweet[169] - Oil derivative contracts (collars, put options, call options, and swaps) are used to mitigate exposure to commodity price risk[170] - As of March 31, 2021, open commodity derivative instruments were in a net liability position of $93.5 million[173] - A hypothetical 10% price increase in commodity futures would decrease future pre-tax earnings by $65.4 million, while a 10% decrease would increase earnings by $59.5 million[173] Interest Rate Sensitivity This subsection assesses the company's exposure to changes in interest rates on its variable-rate debt - Outstanding borrowings under the Facility, Corporate Revolver, and GoM Term Loan, totaling $1.25 billion as of March 31, 2021, are subject to variable interest rates[174] - A hypothetical 10% increase in the floating market rate on this variable rate debt would result in an estimated additional $0.2 million interest expense per year[174] - All other long-term indebtedness is fixed rate, not exposing the company to cash flow loss due to changes in market interest rates[174] Item 4. Controls and Procedures This item reports on the effectiveness of the company's disclosure controls and internal control over financial reporting Evaluation of Disclosure Controls and Procedures This subsection confirms the effectiveness of the company's controls designed to ensure accurate and timely disclosure of information - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of March 31, 2021[175] - The controls ensure that information required to be disclosed in SEC reports is accurate, complete, and timely[175] Evaluation of Changes in Internal Control over Financial Reporting This subsection reports on any material changes in the company's internal control over financial reporting during the quarter - There were no changes in internal control over financial reporting that materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting during the most recent fiscal quarter[176] PART II. OTHER INFORMATION Item 1. Legal Proceedings This item states that there have been no material changes to the legal proceedings previously reported - No material changes from the information concerning legal proceedings discussed in the annual report on Form 10-K[177] Item 1A. Risk Factors This item indicates that there have been no material changes to the risk factors previously disclosed - No material changes from the risk factors discussed in the annual report on Form 10-K for the year ended December 31, 2020[178] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds This item reports no unregistered sales of equity securities or use of proceeds during the period - None reported for unregistered sales of equity securities and use of proceeds[179] Item 3. Defaults Upon Senior Securities This item reports no defaults upon senior securities during the period - None reported for defaults upon senior securities[180] Item 4. Mine Safety Disclosures This item states that mine safety disclosures are not applicable to the company's operations - Not applicable[181] Item 5. Other Information This item indicates no material changes required to be reported that have not been previously disclosed - No material changes required to be reported under this Item that have not previously been disclosed in the annual report on Form 10-K[182] Item 6. Exhibits This item refers to the Index to Exhibits for a comprehensive list of documents filed with the report - The information required by this Item 6 is set forth in the Index to Exhibits accompanying this quarterly report on Form 10-Q[183] Signatures This section confirms the official signing of the report by the authorized financial officer - The report was signed by Neal D. Shah, Senior Vice President and Chief Financial Officer, on May 10, 2021[186] Index to Exhibits This index provides a list of all supporting documents accompanying the quarterly report on Form 10-Q - The index lists various exhibits, including an Exit Agreement, Indenture, CEO/CFO Certifications (Sarbanes-Oxley Act), and XBRL Instance, Schema, Calculation, Label, Presentation, and Definition Documents[188]