Added10-Q 2026-10-27 vs 10-K 2026-02-18
The benefits attributable to the Twin Eagle Acquisition may vary from expectations.
EXEExpand Energy
Expand Energy is the largest independent natural gas producer in the U.S., based on net daily production, and is focused on responsibly developing an abundant supply of natural gas, oil and NGL to expand energy access for all. 10-K, Item 1
- Employees
- 1,600
- Headquarters
- Spring, TX
- CEO
- Daniel E. Brown
- Next results
- around Feb 16, 2027
20 paragraphs in Risk Factors of the 10-K filed Feb 18, 2026 with nothing like them in the 10-K filed Feb 26, 2025. Quoted exactly. Paragraphs that were only edited are under 10-K change.
Compared with the Risk Factors in the latest 10-K of the other 19 Energy companies: a paragraph with at least half its words the same at another company is called similar, and the companies are listed under it. A paragraph most of them have is marked boilerplate. No line means no other company has one like it. This counts text; it does not say how serious a risk is.
We depend on third-party pipelines and other investments to provide us certain gathering and transportation assets. During the fourth quarter of 2022, we entered into an agreement with Momentum Sustainable Ventures LLC to build a new natural gas gathering pipeline and carbon capture project, the New Generation Gas Gathering pipeline (the “NG3 pipeline”), to gather and treat natural gas produced in the Haynesville Shale for delivery to Gulf Coast markets, including LNG export. We have a 35% interest in the joint venture entity. On October 1, 2025, the NG3 pipeline was placed in service and began gathering operations. We rely on the NG3 pipeline to provide to us certain gathering, processing and transportation services. We have a gathering agreement in which approximately 900 MMcf per day, on average, of natural gas are to be gathered and processed by the NG3 pipeline over the course of the next 12 years. In the event that the services of the NG3 pipeline are impacted due to repairs, damage to the facility, lack of capacity or any other reason, our ability to lower costs and secure inputs for our operations and transportation for our production may be impacted.
Read in the 10-K ↗
We entered into a joint venture, and may in the future enter into additional or modify existing joint ventures, that might restrict our operational and corporate flexibility. In addition, we exercise no control over joint venture partners and it may be difficult or impossible for us to cause these joint ventures or partners to take actions that we believe would be in our or the joint venture's best interests and these joint ventures are subject to many of the same risks to which we are subject.
Similar paragraph at 1 of 19 other Energy companies: EQTWe entered into a joint venture primarily pertaining to the building of a new natural gas gathering pipeline and carbon capture project, the NG3 pipeline, and may in the future enter into additional joint venture arrangements with third parties. Joint venture arrangements may restrict our operational and corporate flexibility. Because we do not control all of the decisions of our joint ventures or joint venture partners, either because we do not have a controlling interest in the venture or are not an operator under the agreement, it may be difficult or impossible for us to cause these joint ventures or partners to take actions that we believe would be in our or the joint venture's best interests. Moreover, joint venture arrangements involve various risks and uncertainties, such as committing that we fund operating and/or capital expenditures, the timing and amount of which we may not control, and our joint venture partners may not act in a manner that we believe would be in our or the joint venture's best interests, may elect not to support further pursuit of projects, and/or may not satisfy their financial obligations to the joint venture. The loss of joint venture partner support in further pursuing or funding a project may significantly adversely affect the ability to complete the project. In addition, such joint ventures may be subject to many of the same risks to which we are subject.
Similar paragraph at 1 of 19 other Energy companies: EQTRead in the 10-K ↗
commencement of commercial operations and (iii) the occurrence of certain events of force majeure. The occurrence of these and other events permitting termination may be outside of our control and may expose us to unrecoverable losses.
Read in the 10-K ↗
The departure of key management personnel and the failure to attract and retain talent could adversely affect our operations.
Similar paragraph at 1 of 19 other Energy companies: EQTOur success depends upon the continued contributions of our senior executives. If one or more of our executive officers are unable or unwilling to continue in their current positions, we may not be able to replace them readily, if at all. Additionally, we may incur additional expenses to recruit and retain new executive officers. Because of these factors, the loss of any one or more members of our executive management team, for any reason, including resignation or retirement, could impair our ability to execute our business strategy and have a material adverse effect on our business, financial condition, and results of operations.
Although we have endeavored to implement these management transitions in a non-disruptive manner, such transitions can be inherently difficult to manage and may hamper our ability to meet our financial and operational goals. Such changes may also give rise to uncertainty among our customers, investors, vendors, employees and others concerning our future direction and performance. Any of the foregoing could result in significant disruptions to our operations and may adversely affect our financial condition, results of operations and ability to execute on our business plans.
Read in the 10-K ↗
Our ability to declare and pay dividends, and to repurchase common stock, is subject to limitations.
The payment of future dividends on, and any repurchases of, our common stock are each subject to the discretion of the Board of Directors, taking into consideration, among other factors, financial results, cash requirements, future prospects, restrictions under our indentures and other financing agreements, restrictions under Oklahoma law, general business and market conditions, and other factors the Board of Directors deems relevant. The Board of Directors is not required to declare dividends on or repurchase our common stock and may decide not to declare dividends or repurchase common stock at the current rate or at all. Any downward revision in the amount of dividends we pay to stockholders, or reduction in the pace or amount of share repurchases, could have an adverse effect on the market price of our common stock.
Read in the 10-K ↗
Regulations included in Item 1 of Part I of this report for more information on methane emissions and greenhouse gas reporting.
Read in the 10-K ↗
•require the acquisition of a permit or other authorization and procurement of financial assurance before construction or drilling commences and for certain other activities;
•limit or prohibit construction, drilling and other activities on certain lands lying within wilderness and other protected areas; and
The permits required for our operations may be subject to revocation, modification and renewal by issuing authorities. Governmental authorities have the power to enforce their regulations, and violations are subject to fines or injunctions, or both. In the opinion of management, we are in substantial compliance with current applicable environmental laws and regulations, and have no material commitments for capital expenditures to comply with existing environmental requirements. Nevertheless, changes in existing environmental laws and regulations or in interpretations thereof could have a significant impact on our company, as well as the oil and natural gas industry in general.
The Comprehensive Environmental, Response, Compensation, and Liability Act (“CERCLA”) and comparable state statutes impose strict, joint and several liability on several categories of persons, including current and former owners and operators of sites and on persons who disposed of or arranged for the disposal of “hazardous substances” found at such sites. It is not uncommon for the neighboring landowners and other third parties to file claims for personal injury and property damage allegedly caused by the hazardous substances released into the environment. The federal Resource Conservation and Recovery Act (“RCRA”) and comparable state statutes govern the disposal of “solid waste” and “hazardous waste” and authorize the imposition of substantial fines and penalties for noncompliance. Although CERCLA currently excludes petroleum from its definition of “hazardous substance,” state laws affecting our operations may impose clean-up liability relating to petroleum and petroleum related products. In addition, although RCRA classifies certain oil field wastes as “non-hazardous” if properly handled, such exploration and production wastes could be reclassified in the future as hazardous wastes thereby making such wastes subject to more stringent handling and disposal requirements. Recent regulation and litigation that has been brought against others in the industry under RCRA concern liability for earthquakes that were allegedly caused by injection of oil field wastes.
The Endangered Species Act (“ESA”) seeks to ensure that activities do not jeopardize endangered or threatened animal, fish and plant species, nor destroy or modify the critical habitat of such species. Under the ESA, if a species is listed as threatened or endangered, restrictions may be imposed on activities adversely affecting that species or its habitat. Accordingly, restrictions may be imposed on exploration and production operations, as well as actions by federal agencies, to avoid significantly impairing or jeopardizing the species or its habitat. The ESA provides for criminal penalties for willful violations of the ESA. The U.S. Fish and Wildlife Service must also designate the species’ critical habitat and suitable habitat as part of the effort to ensure survival of the species. A critical habitat or suitable habitat designation could result in further material restrictions to land use and may materially delay or prohibit land access for oil and natural gas development. Other statutes that provide protection to animal and plant species and that may apply to our operations include, but are not necessarily limited to, the Fish and Wildlife Coordination Act, the Fishery Conservation and Management Act, the Migratory Bird Treaty Act and the National Historic Preservation Act. In April 2025, the U.S. Department of Interior issued a memo, M-37085, to repeal M-37065, which had previously declared that the Migratory Bird Treaty Act prohibited both the intentional and incidental “take” of migratory birds. The memo restored M-37050, clarifying that only the intentional “take” of
migratory birds is prohibited. Additionally, in April 2025, the FWS and National Marine Fisheries Service proposed to redefine “harm” to mean affirmative acts that are directed immediately and intentionally against a particular animal, excluding acts or omissions that indirectly cause injury. Additionally, in November 2025, the current Presidential Administration proposed several rules that would significantly alter ESA protections for plants and animals. One proposed rule would rescind a rule that automatically extends protections for endangered species to threatened species. Another proposed rule would change regulations for listing species as endangered or threatened as well as for designating critical habitats. Additionally, a third proposed rule would reinstate the framework for evaluating the benefits and cost of designating a critical habitat by considering factors like economic impact, impact on national security, and other relevant impacts. The U.S. Fish and Wildlife Service is expected to issue final rules in 2026. Although we believe that our operations are in substantial compliance with such statutes, future amendments are uncertain, and any change in these statutes or any reclassification of a species as endangered could subject our company (directly or indirectly through our operating partners) to significant expenses to modify our operations or could force discontinuation of certain operations altogether. There is also increasing interest in nature-related matters beyond protected species, such as general biodiversity, which may similarly require us or our customers to incur costs or take other measures which may adversely impact our business or operations.
The Clean Air Act (“CAA”) controls air emissions from oil and natural gas production and natural gas processing operations, among other sources. CAA regulations include New Source Performance Standards (“NSPS”) for the oil and natural gas source category to address emissions of sulfur dioxide and volatile organic compounds (“VOCs”) and a separate set of emission standards to address hazardous air pollutants frequently associated with oil and natural gas production and processing activities.
The Federal Water Pollution Control Act of 1972, or the Clean Water Act (the “CWA”), imposes restrictions and controls on the discharge of produced waters and other pollutants into waters of the United States (“WOTUS”). Permits must be obtained to discharge pollutants into state and federal waters and to conduct construction activities in waters and wetlands. The CWA and certain state regulations prohibit the discharge of produced water, sand, drilling fluids, drill cuttings, sediment and certain other substances related to the oil and gas industry into certain coastal and offshore waters without an individual or general National Pollutant Discharge Elimination System discharge permit. In addition, the CWA and analogous state laws require individual permits or coverage under general permits for discharges of storm water runoff from certain types of facilities. CWA jurisdiction depends on the definition of WOTUS. In January 2023, the EPA and the U.S. Army Corps of Engineers (the “Corps”) issued a final rule that based the definition of WOTUS on a pre-2015 definition, which never took effect before being replaced in 2020. Separately, in May 2023, the U.S. Supreme Court’s decision in Sackett v. EPA narrowed federal jurisdiction over wetlands to “traditional navigable waters” and wetlands or other waters that have a “continuous surface connection” with or are otherwise indistinguishable from traditional navigable water. In September 2023, the EPA and the Corps published a direct-to-final rule that conforms the regulatory definition of WOTUS to the Supreme Court’s May 2023 decision in Sackett. However, roughly half of the states and other plaintiffs are challenging the September 2023 rule, and the EPA and the Corps are using the pre-2015 definition of WOTUS in these states while litigation continues. As a result, substantial uncertainty exists with respect to future implementation of the September 2023 rule and the scope of CWA jurisdiction more generally. Any expansion to CWA jurisdiction could impact areas where oil and gas operations are conducted. Some states also maintain groundwater protection programs that require permits for discharges or operations that may impact groundwater conditions. In 2021, the United States Supreme Court held that the CWA requires a discharge permit if the addition of pollutants through groundwater is the functional equivalent of a direct discharge from the point source into navigable waters. In November 2023, the EPA issued draft guidance describing the information that should be used to determine which discharges through groundwater may require a permit. However, in January 2025, the current Presidential Administration issued Executive Orders directing (i) the EPA and the Corps to identify planned or potential actions that could be subject to emergency treatment under Section 404 of the CWA and (ii) the heads of all federal agencies to identify and begin the processes to suspend, revise, or rescind all agency actions, including all existing regulations and guidance documents, that are unduly burdensome on the identification, development, or use of domestic energy resources. Accordingly, in November 2025, the Corps and the EPA issued a proposed rule revising the definition of WOTUS with the stated aim of conforming to the Supreme Court’s decision in Sackett and revising certain regulatory terms, such as “relatively permanent,” “tributary,” and “continuous surface connection”; a final rule is expected in early 2026, and litigation is highly likely following issuance of the final rule. In January 2026, EPA also announced a proposed rule to revise the Section 401 state and tribal water quality certification regulations. The proposed rule aims to narrow the “activity”-based scope of state and tribal certification to point source discharges into waters of the United States. As a result, future implementation and enforcement of these rules and policies is
uncertain at this time. Additionally, costs may be associated with the treatment of wastewater and/or developing and implementing storm water pollution prevention plans.
The CAA, CWA and comparable state statutes provide for civil, criminal and administrative penalties for unauthorized discharges of oil and other pollutants and impose liability on parties responsible for those discharges, for the costs of cleaning up any environmental damage caused by the release and for natural resource damages resulting from the release.
Read in the 10-K ↗
New in the latest 10-Q
52 paragraphs in the 10-Q filed Oct 27, 2026 with nothing like them in the 10-Q filed Jul 28, 2026 (at least half the words must differ; new numbers alone do not count). Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.
10-Q
“Twin Eagle Acquisition” means the acquisition of Twin Eagle, which closed on September 16, 2026.
Read in the 10-Q ↗
The U.S. dollar is the functional currency for our consolidated operations except for our Canadian operations assumed in the Twin Eagle Acquisition, which use the Canadian dollar as the functional currency. Assets and liabilities denominated in Canadian dollars are translated to U.S. dollars for financial reporting purposes using the exchange rate on the date of the condensed consolidated balance sheet, while revenues and expenses are translated at the average exchange rate during the applicable period. Any gains or losses on transactions in currencies other than the functional currency are included in net income in the current period. Foreign currency translation adjustments are recorded as a component of accumulated other comprehensive income. For the time periods covered by this Form 10-Q, we did not have any material foreign currency translation adjustments or items impacting other comprehensive income.
Read in the 10-Q ↗
Goodwill is not amortized but is tested for impairment annually, or more frequently if events or changes in circumstances indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Finite-lived intangible assets are amortized over their estimated useful lives in a manner that reflects the pattern in which the related economic benefits are expected to be consumed. Finite-lived intangible assets are evaluated for impairment when events or changes in circumstances indicate that their carrying amounts may not be recoverable. See Note 2 for additional information regarding the goodwill and intangible assets recognized in connection with the Twin Eagle Acquisition.
Read in the 10-Q ↗
Our inventory primarily consists of natural gas held in storage facilities and natural gas pipeline imbalances. Storage inventory is stated at the lower of cost and net realizable value, with cost determined using the weighted-average cost method. Pipeline imbalances represent differences between the volumes of natural gas delivered to and received from pipelines and are valued using applicable market prices as of the condensed consolidated balance sheet date.
Read in the 10-Q ↗
On September 16, 2026, we completed the acquisition of Twin Eagle, a provider of natural gas marketing and logistics services, through a merger with one of our wholly owned subsidiaries. The aggregate purchase price was approximately $ 1.4 billion, including purchase price adjustments. This acquisition has expanded our marketing operations across the United States as well as Canada, extending our reach throughout North America within the natural gas value chain. We funded the transaction through a combination of cash on hand and borrowings under our Credit Facility. During the Current Quarter, we recognized approximately $ 22 million of costs related to the Twin Eagle Acquisition, which primarily related to transaction, consulting and legal fees. These acquisition-related costs are included within other operating expense (income), net within our condensed consolidated statements of operations.
Read in the 10-Q ↗
We have accounted for the Twin Eagle Acquisition as a business combination, using the acquisition method. The following table represents the preliminary allocation of the total purchase price of Twin Eagle to the identifiable assets acquired and the liabilities assumed based on the fair values as of the acquisition date. Certain data necessary to complete the purchase price allocation is not yet available, and includes, but is not limited to, final tax returns that provide the underlying tax basis of Twin Eagle’s assets and liabilities and final appraisals of assets acquired and liabilities assumed, including the acquired intangible assets and goodwill. We expect to complete the purchase price allocation during the 12-month period following the acquisition date, during which time the value of the assets and liabilities may be revised as appropriate.
Read in the 10-Q ↗
Preliminary Purchase Price Allocation Consideration: Cash $ 1,250 Incentive awards(a) 102 Working capital adjustments 53 Total consideration $ 1,405 Fair Value of Assets Acquired: Cash and cash equivalents $ 10 Accounts receivable 561 Other current assets 248 Intangible assets 1,089 Goodwill 349 Other long-term assets 102 Amounts attributable to assets acquired, including goodwill $ 2,359 Fair Value of Liabilities Assumed: Accounts payable $ 500 Credit facility borrowings 141 Other current liabilities 165 Deferred tax liabilities 25 Other long-term liabilities 123 Amounts attributable to liabilities assumed $ 954 Total identifiable net assets $ 1,405
Read in the 10-Q ↗
(a) Represents Twin Eagle incentive awards that were paid in cash at time of closing, including change of control award agreements.
Read in the 10-Q ↗
In connection with the Twin Eagle Acquisition, we recognized the identifiable assets acquired and liabilities assumed at their acquisition-date fair values. We engaged a third-party valuation specialist to assist management in estimating the fair values of certain acquired assets, including the identifiable intangible assets.
Read in the 10-Q ↗
The Twin Eagle Acquisition resulted in the recognition of approximately $ 349 million of goodwill. Prior to the Twin Eagle Acquisition, we had no goodwill. The goodwill recognized primarily represents the value attributable to expected operational and commercial synergies from combining Twin Eagle’s operations with ours and other benefits that do not qualify for separate recognition as identifiable intangible assets. We expect approximately $ 242 million of the goodwill recognized from the Twin Eagle Acquisition to be deductible for U.S. tax purposes.
Read in the 10-Q ↗
The following table presents information regarding the identifiable intangible assets acquired in the Twin Eagle Acquisition:
Read in the 10-Q ↗
The customer relationship intangible assets represent the estimated value of relationships with existing customers and are being amortized over their estimated useful lives of approximately 25 years using the straight-line method of amortization, with a weighted average amortization period of 25 years. Amortization expense associated with these intangible assets is recognized within depreciation, depletion and amortization within our condensed consolidated statements of operations. Amortization expense is estimated to be approximately $ 26 million in each of the next 5 years.
Read in the 10-Q ↗
The transportation and storage contract intangible assets represent the estimated value attributable to acquired contractual arrangements and are being amortized over their estimated useful lives of up to 12 years using an accelerated method based on the pattern in which the related economic benefits are expected to be consumed, with a weighted average amortization period of 3.8 years. Amortization expense associated with these intangible assets is recognized within depreciation, depletion and amortization within our condensed consolidated statements of operations. Amortization expense associated with the transportation and storage contract intangible assets is estimated to be approximately $ 138 million in 2027, $ 57 million in 2028, $ 38 million in 2029, $ 31 million in 2030 and $ 20 million in 2031.
Read in the 10-Q ↗
Management estimated the fair values of the acquired intangible assets using the multi-period excess earnings method for customer relationships and a discounted cash flow analysis for transportation and storage contracts. These fair value estimates required the use of significant assumptions and judgment, including forecasted revenue, customer attrition, operating margins, contract renewal assumptions and discount rates. For the period from the acquisition date through September 30, 2026, amortization expense associated with the acquired intangible assets was approximately $ 7 million. Additionally, the acquired intangibles have no significant residual values or contractual renewal or extension terms. The weighted average amortization period for the acquired intangible assets in total is approximately 16.4 years.
Read in the 10-Q ↗
We included in our condensed consolidated statements of operations revenues of $ 196 million and net earnings of $ 4 million, related to the Twin Eagle businesses for the period from September 16, 2026 through September 30, 2026.
Read in the 10-Q ↗
The following unaudited pro forma financial information is based on our historical consolidated financial statements adjusted to reflect as if the Twin Eagle Acquisition had occurred on January 1, 2025. The information below reflects pro forma adjustments based on available information and certain assumptions that we believe are reasonable, including the estimated tax impact of the pro forma adjustments.
Read in the 10-Q ↗
On September 17, 2026, we completed our underwritten public offering of $ 500 million aggregate principal amount of our 5.65 % Senior Notes due 2031 (the “2031 Notes”). The 2031 Notes were issued pursuant to the Indenture (the “Base Indenture”), dated as of December 2, 2024, between the Company and Regions Bank (the “Trustee”), as trustee, as supplemented by the Second Supplemental Indenture, dated as of September 17, 2026, between the Company and the Trustee, setting forth specific terms applicable to the 2031 Notes.
Read in the 10-Q ↗
The 2031 Notes are the Company’s senior unsecured obligations and rank equally in right to payment of the holders of the Company’s other current and future unsecured senior debt, including debt under the Company’s revolving credit facility and the Company’s existing senior notes, and senior in right of payment to any future subordinated debt that the Company may incur. The 2031 Notes are not guaranteed by any of the Company’s subsidiaries and are therefore structurally subordinated to any indebtedness incurred by any of the Company’s subsidiaries.
Read in the 10-Q ↗
The 2031 Notes mature on September 15, 2031 and interest on the 2031 Notes is payable semi-annually, on March 15 and September 15 of each year, beginning on March 15, 2027.
Read in the 10-Q ↗
We expect the Twin Eagle Credit Facility to remain outstanding for a limited period of time, after which we intend to terminate this facility once all outstanding letters of credit are canceled. Neither Expand Energy nor its subsidiaries (other than certain Twin Eagle Resource Management, LLC subsidiaries) provide guarantees for this facility.
Read in the 10-Q ↗
Substantially all of Twin Eagle’s and the guarantors’ thereunder assets were pledged as security for the Twin Eagle Credit Facility. The availability of capacity for borrowings and letters of credit were subject to a borrowing base calculation and other covenants. As of September 30, 2026, Twin Eagle was in compliance with the covenants associated with the Twin Eagle Credit Facility.
Read in the 10-Q ↗
As part of the Twin Eagle Acquisition, we also assumed Twin Eagle’s Uncommitted Trade Receivables Purchase Agreement (the “Twin Eagle Trade Receivables Purchase Agreement”), made as of February 17, 2022, by and between Twin Eagle Resources Management, LLC, as seller, and MUFG Bank, Ltd., as purchaser. The Twin Eagle Trade Receivables Purchase Agreement matures on February 17, 2027 and renews automatically on an annual basis. The Twin Eagle Trade Receivables Purchase Agreement provides for Twin Eagle Resources Management, LLC to offer to sell, and MUFG Bank, Ltd. to purchase, on an uncommitted and discretionary basis, certain of Twin Eagle Resources Management, LLC’s trade receivables accounts. As of September 30, 2026, $ 86 million of trade receivables accounts had been sold under the Twin Eagle Trade Receivables Purchase Agreement and are reflected within other current liabilities within our condensed consolidated balance sheets.
Read in the 10-Q ↗
Aside from the Twin Eagle Credit Facility and the Twin Eagle Trade Receivables Purchase Agreement, the Company had no secured debt as of September 30, 2026.
Read in the 10-Q ↗
As of September 30, 2026, we had approximately $ 536 million of unsatisfied performance obligations related to natural gas sales that have a fixed price component and a contract term of greater than one year. These obligations were assumed in connection with the Twin Eagle Acquisition and are expected to be recognized over the next 5 years.
Read in the 10-Q ↗
The Twin Eagle Acquisition was treated as a taxable asset acquisition and therefore provides for acquired tax basis to be stepped up to fair market value. For U.S. tax purposes, the intangible assets and the tax deductible portion of goodwill will amortize over a 15-year period. We expect approximately $ 242 million of the goodwill recognized from the Twin Eagle Acquisition to be deductible for U.S. tax purposes.
Read in the 10-Q ↗
(a) Includes approximately 479 thousand awards granted to certain employees in connection with the Twin Eagle Acquisition. These awards will vest in full on the third anniversary of the grant date, subject to continued employment through the vesting date.
Read in the 10-Q ↗
As part of the Twin Eagle Acquisition, we acquired certain foreign currency, interest rate, and power derivative positions that Twin Eagle used as economic hedges. The foreign currency derivatives were used to manage exchange rate exposure associated with activity denominated in Canadian dollars, the interest rate derivatives were used to manage interest rate risk, and the power derivatives were used to manage exposure to fluctuations in power prices. The power derivative positions are included within our commodity derivatives below. Additional information on the Twin Eagle Acquisition is found in Note 2.
Read in the 10-Q ↗
All gains and losses associated with our derivative instruments, including those acquired in the Twin Eagle Acquisition, are reflected within our condensed consolidated statements of operations within gains on derivatives and are presented within the table below.
Read in the 10-Q ↗
As of September 30, 2026, the aggregate notional amount of our outstanding power derivatives was 1.5 million MWh.
Read in the 10-Q ↗
As of September 30, 2026, the aggregate notional amount of our outstanding foreign currency derivatives was approximately $ 260 million.
Read in the 10-Q ↗
As of September 30, 2026, the aggregate notional amount of our outstanding interest rate derivatives was approximately $ 5.5 billion.
Read in the 10-Q ↗
Gross Fair Value(a) Amounts Netted in the Condensed Consolidated Balance Sheets Net Fair Value Presented in the Condensed Consolidated Balance Sheets As of September 30, 2026 ──────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── Commodity Contracts: Short-term derivative asset $ 960 $ (75) $ 885 Long-term derivative asset 69 (29) 40 Short-term derivative liability (77) 75 (2) Long-term derivative liability (41) 29 (12) Foreign Exchange Contracts: Short-term derivative asset 124 (120) 4 Long-term derivative asset 66 (64) 2 Short-term derivative liability (120) 120 — Long-term derivative liability (64) 64 — Interest Rate Contracts: Long-term derivative asset 29 (25) 4 Long-term derivative liability (25) 25 — Total derivatives $ 921 $ — $ 921 As of December 31, 2025 Commodity Contracts: Short-term derivative asset $ 340 $ (76) $ 264 Long-term derivative asset 66 (19) 47 Short-term derivative liability (79) 76 (3) Long-term derivative liability (20) 19 (1) Total derivatives $ 307 $ — $ 307
Read in the 10-Q ↗
As of September 30, 2026, our operating segments consisted of our individual exploration and production operating areas and our marketing business. Following the Twin Eagle Acquisition, we changed our reportable segment structure from one reportable segment to two : Exploration and Production (“E&P”) and Marketing. We aggregate our E&P operating segments into one reportable segment based on their similar economic characteristics and the similar nature of their operations and revenue-generating activities. Our E&P segment engages in the exploration and production of gas, oil and NGL. Our Marketing segment sells the production volumes generated by the E&P segment as well as third-party produced volumes while seeking to optimize the prices received for our production. Subsequent to the Twin Eagle Acquisition, Marketing was identified as a separate operating and reportable segment because the CODM now separately evaluates its operating performance and allocates resources based on discrete financial information provided for those operations. The CODM uses income (loss) from operations to assess the performance of each reportable segment, allocate resources and compare actual results with forecasted information. Our CODM previously used consolidated net income (loss) for purposes of allocating resources and in assessing Expand Energy’s operating performance as Expand Energy was a single reportable segment. In conjunction with the change to two reportable segments, our CODM now uses income (loss) from operations as certain items are not allocated at the segment level, such as taxes and other nonoperating items. Intersegment transactions are recorded using market-based pricing and are eliminated in consolidation. Segment results are presented within the tables below. Prior-period segment information has been recast to conform to the current-period presentation.
Read in the 10-Q ↗
(a) Other expenses primarily consist of exploration, other operating expense (income), net, separation and other termination costs and impairments.
Read in the 10-Q ↗
(a) Other expenses primarily consist of exploration, other operating expense (income), net, separation and other termination costs and impairments.
Read in the 10-Q ↗
(a) Other expenses primarily consist of exploration, other operating expense (income), net, separation and other termination costs and impairments.
Read in the 10-Q ↗
(a) Other expenses primarily consist of exploration, other operating expense (income), net, separation and other termination costs and impairments.
Read in the 10-Q ↗
(a) Included within other income, net is approximately $ 4 million, $ 6 million, $ 20 million and $ 13 million, respectively, of interest revenue during the Current Quarter, Prior Quarter, Current Period and Prior Period.
Read in the 10-Q ↗
During the Current Period, we borrowed a net $450 million under the Credit Facility. We utilized a portion of these borrowings to fund the Twin Eagle Acquisition, along with cash on hand.
Read in the 10-Q ↗
Property acquisitions during the Prior Period primarily relate to undeveloped leasehold acquired in Southwest Appalachia.
Read in the 10-Q ↗
Subsequent to the close of the Twin Eagle Acquisition, we made payments of $141 million on the Twin Eagle Credit Facility. As of September 30, 2026, there were no borrowings under the Twin Eagle Credit Facility.
Read in the 10-Q ↗
The following table presents income from operations for each of our reportable segments and the related discussion for items impacting each segment. For items that are not allocated to reportable segments, but are meaningful to the discussion of our consolidated results of operations, those have been labeled “Other Condensed Consolidated Statements of Operations Items” within the below discussion.
Read in the 10-Q ↗
The preparation of financial statements in accordance with accounting principles generally accepted in the United States requires us to make estimates and assumptions. The accounting estimates and assumptions that involve a significant level of estimation uncertainty and have or are reasonably likely to have a material impact on our financial condition or results of operations are discussed below. Our management has discussed each critical accounting estimate with the Audit Committee of our Board of Directors.
Read in the 10-Q ↗
Accounting for Business Combinations. We account for business combinations using the acquisition method of accounting, which requires us to recognize the assets acquired and liabilities assumed at their acquisition-date fair values. Any excess of the consideration transferred over the fair value of the identifiable net assets acquired is recognized as goodwill. Determining the acquisition-date fair values of the assets acquired and liabilities assumed requires significant judgment and the use of estimates and assumptions.
Read in the 10-Q ↗
During the Current Quarter, we completed the Twin Eagle Acquisition. The preliminary purchase price allocation includes significant identifiable intangible assets, principally customer relationships and transportation and storage contracts, as well as goodwill. We engaged a third-party valuation specialist to assist management in estimating the fair values of the acquired intangible assets. The valuation of the customer relationship intangible assets was based on the multi-period excess earnings method, while the valuation of the transportation and storage contract intangible assets was based on a discounted cash flow analysis. Significant assumptions used in these valuations included forecasted revenue, customer attrition, operating margins, contract renewal assumptions and discount rates. These assumptions reflect management’s estimates of the future economic performance of the acquired businesses and are subject to uncertainty.
Read in the 10-Q ↗
Changes in the underlying estimates and assumptions could materially affect the estimated fair values assigned to the assets acquired and liabilities assumed, the amount of goodwill recognized and future amortization expense. The purchase price allocation is preliminary and may be revised during the measurement period as additional information about facts and circumstances existing as of the acquisition date becomes available. See Note 2 of the notes to our condensed consolidated financial statements included in Item 1 of Part I of this report for additional information regarding the Twin Eagle Acquisition and the preliminary purchase price allocation.
Read in the 10-Q ↗
Additionally, we are exposed to interest rate risk associated with the valuation of certain commodity contracts. Although these contracts are not recorded at fair value under GAAP, we monitor their economic value for internal risk management purposes by discounting the expected future contractual cash flows using market-based interest rates. Changes in those interest rates affect the internally calculated present value of the contracts but do not directly result in changes to their carrying amounts or earnings under GAAP. We use interest rate derivatives to reduce a portion of this economic exposure. A 1% fluctuation in interest rates would impact the valuation of the interest rate derivatives by approximately $15 million.
Read in the 10-Q ↗
We have international operations that expose us to foreign currency exchange rate risk and portion of our revenues and operating expenses are denominated in the Canadian dollar; however, our exposure is not material to our condensed consolidated financial statements.
Read in the 10-Q ↗
During the Current Quarter, we completed the Twin Eagle Acquisition and began integrating the acquired assets into our internal control over financial reporting. We will continue to evaluate and monitor our internal control over financial reporting and will continue to evaluate the operating effectiveness of related key controls.
Read in the 10-Q ↗
Risk Factors
The benefits attributable to the Twin Eagle Acquisition may vary from expectations.
Read in the 10-Q ↗
We may fail to realize the anticipated benefits expected from the Twin Eagle Acquisition. The success of the Twin Eagle Acquisition will depend, in significant part, on our ability to successfully integrate Twin Eagle, grow the Company’s revenue and realize the anticipated strategic benefits from the Twin Eagle Acquisition. We believe that the addition of Twin Eagle complements our strategy by providing us with direct access to customers and structural demand growth. This growth and the anticipated benefits of the Twin Eagle Acquisition may not be realized fully or at all or may take longer to realize than expected. Actual operating, technological, strategic and revenue opportunities, if achieved at all, may be less significant than expected or may take longer to achieve than anticipated. Additionally, the integration process may result in the disruption of ongoing business and there could be potential unknown liabilities and unforeseen expenses associated with the Twin Eagle Acquisition that were not discovered in the course of performing due diligence. The integration may also require significant time and focus from management following the Twin Eagle Acquisition which may disrupt our business and results of operations. If
Read in the 10-Q ↗
we are not able to realize the anticipated benefits expected from the Twin Eagle Acquisition within the anticipated timing or at all, our business and operating results may be adversely affected.
Read in the 10-Q ↗
The 10-Q's risk factors against the 10-K
Item 1A of the 10-Q filed Oct 27, 2026 against Item 1A of the 10-K filed Feb 18, 2026.
A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed.
Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed,
Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal
(cut words struck through, new words highlighted and underlined).
Text on the page, not a score; each links to the filing at sec.gov.
What the 10-Q itself says about its risk factors:
Read in the 10-Q ↗
Our business has many risks. Factors that could materially adversely affect our business, financial condition, operating results or liquidity and the trading price of our common stock are described below and under “Risk Factors” in Item 1A of our 2025 Form 10-K. This information should be considered carefully, together with other information in this report and other reports and materials we file with the SEC.
Added10-Q 2026-10-27 vs 10-K 2026-02-18
We may fail to realize the anticipated benefits expected from the Twin Eagle Acquisition. The success of the Twin Eagle Acquisition will depend, in significant part, on our ability to successfully integrate Twin Eagle, grow the Company’s revenue and realize the anticipated strategic benefits from the Twin Eagle Acquisition. We believe that the addition of Twin Eagle complements our strategy by providing us with direct access to customers and structural demand growth. This growth and the anticipated benefits of the Twin Eagle Acquisition may not be realized fully or at all or may take longer to realize than expected. Actual operating, technological, strategic and revenue opportunities, if achieved at all, may be less significant than expected or may take longer to achieve than anticipated. Additionally, the integration process may result in the disruption of ongoing business and there could be potential unknown liabilities and unforeseen expenses associated with the Twin Eagle Acquisition that were not discovered in the course of performing due diligence. The integration may also require significant time and focus from management following the Twin Eagle Acquisition which may disrupt our business and results of operations. If
Added10-Q 2026-10-27 vs 10-K 2026-02-18
we are not able to realize the anticipated benefits expected from the Twin Eagle Acquisition within the anticipated timing or at all, our business and operating results may be adversely affected.
Added10-Q 2026-10-27 vs 10-K 2026-02-18
On October 22, 2024, our Board of Directors authorized repurchases of up to $1.0 billion, in aggregate, of the Company’s common stock and/or warrants under a share repurchase program. On July 24, 2026, our Board of Directors authorized an expansion of the share repurchase program by $1.0 billion, bringing the total authorized share repurchase amount to $2.0 billion for our common stock. The repurchase authorization permits repurchases on a discretionary basis subject to market conditions, obtaining required internal approvals, applicable legal requirements, available liquidity, compliance with the Company’s debt agreements and other appropriate factors. The following table provides information regarding purchases of our common stock made by us during the Current Quarter.
Added10-Q 2026-10-27 vs 10-K 2026-02-18
The information concerning mine safety violations and other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K (17 CFR 229.104) is included in Exhibit 95.1 to this Form 10-Q.
Work on EXE in a spreadsheet:
Excel workbook (a sheet per section, ten years by column, charts, links to the filings) ·
CSV.
For a Google Sheet that stays up to date, paste =IMPORTDATA("https://tickdelta.com/company/EXE/export.csv") into a cell.