The following discussion relates to Apache Corporation (Apache or the Company) and its consolidated subsidiaries and should be read together with the Company's Consolidated Financial Statements and accompanying notes included in Part I,

Item 1-Financial Statements of this Quarterly Report on Form 10-Q, as well as related information set forth in the Company's Consolidated Financial Statements, accompanying Notes to Consolidated Financial Statements, and Management's Discussion and Analysis of Financial Condition and Results of Operations included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2021.

On March 1, 2021, Apache Corporation consummated a holding company reorganization (the Holding Company Reorganization), pursuant to which Apache Corporation became a direct, wholly owned subsidiary of APA Corporation (APA), and all of the Company's outstanding shares automatically converted into equivalent corresponding shares of APA. Pursuant to the Holding Company Reorganization, APA became the successor issuer to the Company pursuant to Rule 12g-3(a) under the Exchange Act and replaced the Company as the public company trading on the Nasdaq Global Select Market under the ticker symbol "APA." The Holding Company Reorganization modernized the Company's operating and legal structure, making it more consistent with other companies that have affiliates operating around the globe. Refer to Note 2-Transactions with Parent Affiliate for more detail.

Overview

Apache, a direct, wholly owned subsidiary of APA, is an independent energy company that explores for, develops, and produces natural gas, crude oil, and natural gas liquids (NGLs). The Company's upstream business currently has exploration and production operations in three geographic areas: the U.S., Egypt, and offshore the U.K. in the North Sea (North Sea). Prior to the BCP Business Combination defined below, the Company's midstream business was operated by Altus Midstream Company (ALTM) through its subsidiary Altus Midstream LP (collectively, Altus). Altus owned, developed, and operated a midstream energy asset network in the Permian Basin of West Texas.

The Company's mission is to grow in an innovative, safe, environmentally responsible, and profitable manner for the long-term benefit of its stakeholders. The Company is focused on rigorous portfolio management, disciplined financial structure, and optimization of returns.

The global economy and the energy industry have been deeply impacted by the effects of the conflict in Ukraine and coronavirus disease 2019 (COVID-19) pandemic and related governmental actions. Uncertainties in the global supply chain, commodity prices, and financial markets continue to impact oil supply and demand. Despite these uncertainties, the Company remains committed to its longer-term objectives: (1) to maintain a balanced asset portfolio; (2) to invest for long-term returns over production growth; and (3) to budget conservatively to generate cash flow in excess of its upstream exploration, appraisal, and development capital program that can be directed to debt reduction, share repurchases, and other return of capital to its stakeholders. The Company continues to aggressively manage its cost structure regardless of the oil price environment and closely monitors hydrocarbon pricing fundamentals to reallocate capital as part of its ongoing planning process.

In the first quarter of 2022, the Company reported net income of $1.8 billion compared to net income of $397 million in the first quarter of 2021. Net income for the first quarter of 2022 benefited from higher revenue attributable to a new merged concession agreement in Egypt, significantly improved commodity prices, and a gain of $1.2 billion associated with asset divestitures. The increase in realized prices was primarily driven by effects of the conflict in Ukraine on global commodity prices, uncertainties around spare capacity and energy security globally, and increased economic activity compared to the first quarter of 2021.

The Company generated $856 million of cash from operating activities during the first three months of 2022, a 24 percent increase from the first three months of 2021, driven by higher revenue attributable to the new merged concession agreement in Egypt and higher commodity prices. Since year-end 2021, the Company has reduced its total outstanding debt and redeemable preferred interests by $1.6 billion and $712 million, respectively, through the deconsolidation of ALTM and the retirement of outstanding notes and debentures. The Company had $144 million of cash on hand at March 31, 2022.

Following this progress and considering the ongoing constructive price environment, the Company has adjusted its cash allocation approach. The capital investment program will be increased to a level intended to sustain or slightly grow global production volumes. This will be primarily accomplished through a gradual ramp in activity over the next few quarters, primarily in Egypt, but also in the Company's U.S. onshore assets.


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Operational Highlights

Key operational highlights for the quarter include:

United States

•Daily boe production from the Company's U.S. assets accounted for 52 percent of its total production during the first quarter of 2022. The Company averaged three rigs in the U.S. during the quarter and has recently added a fourth rig in the Delaware Basin. The Company anticipates that the current level of activity will enable it to return U.S. oil production to a modest rate of growth by the second half of 2022.

•On February 22, 2022, ALTM closed a previously announced transaction to combine with privately owned BCP Raptor Holdco LP (BCP and, together with BCP Raptor Holdco GP, LLC, the Contributed Entities) in an all-stock transaction, pursuant to the Contribution Agreement entered into by and among ALTM, Altus Midstream LP, New BCP Raptor Holdco, LLC (the Contributor), and BCP (the BCP Contribution Agreement). Upon closing the transaction, the combined entity was renamed Kinetik Holdings Inc. (Kinetik). As consideration for the contribution of the Contributed Interests, ALTM issued 50 million shares of Class C Common Stock (and Altus Midstream LP issued a corresponding number of common units) to BCP's unitholders.

ALTM's stockholders continued to hold their existing shares of ALTM Common Stock. Apache Midstream LLC, a wholly owned subsidiary of APA, which owned approximately 79 percent of the issued and outstanding shares of ALTM Common Stock prior to the BCP Business Combination, owned approximately 20 percent of the issued and outstanding shares of ALTM Common Stock after the transaction closed. The Company deconsolidated ALTM upon closing the transaction and recognized a gain of approximately $609 million that reflects the difference of the Company's share of ALTM's deconsolidated balance sheet and the fair value of its 20 percent retained ownership in the combined entity.

Subsequent to the close of the transaction, in March 2022, the Company sold four million of its shares in Kinetik for $224 million, reducing the Company's retained ownership percentage in Kinetik to approximately 13 percent.

•In March 2022, the Company completed the previously announced transaction to sell certain non-core mineral rights in the Delaware Basin for total cash proceeds of approximately $759 million after certain post-closing adjustments. The Company recognized a gain of approximately $590 million from the transaction.

International

•In Egypt, the Company averaged 11 drilling rigs and drilled 15 productive wells during the first quarter of 2022. First quarter 2022 gross equivalent production in the Company's Egypt assets decreased 1 percent from the first quarter of 2021, while net production increased 26 percent, primarily a function of improved cost recovery under the new merged concession agreement ratified at the end of 2021. The Company continues to build and enhance its drilling inventory in Egypt, supplemented with recent seismic acquisitions and new play concept evaluations on both new and existing acreage. The Company plans to increase drilling and workover activity as a result of the merged concession agreement.

•The Company averaged one rig in the North Sea during the first quarter of 2022. Production was impacted by unplanned inspection downtime at the Forties Echo platform during the first quarter of 2022.




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Results of Operations

Oil, Natural Gas, and Natural Gas Liquids Production Revenues

Revenue



The Company's production revenues and respective contribution to total revenues
by country were as follows:
                                         For the Quarter Ended
                                               March 31,
                                  2022                               2021
                                              %                              %
                        $ Value          Contribution      $ Value      Contribution
                                            ($ in millions)
Oil Revenues:
United States      $      599                    35  %    $   348               35  %
Egypt(1)                  790                    46  %        402               41  %
North Sea                 328                    19  %        241               24  %
Total(1)           $    1,717                   100  %    $   991              100  %

Natural Gas Revenues:
United States      $      183                    48  %    $   211               68  %
Egypt(1)                   98                    26  %         70               22  %
North Sea                  99                    26  %         31               10  %
Total(1)           $      380                   100  %    $   312              100  %

NGL Revenues:
United States      $      204                    91  %    $   120               94  %
Egypt(1)                    3                     2  %          2                1  %
North Sea                  16                     7  %          6                5  %
Total(1)           $      223                   100  %    $   128              100  %

Oil and Gas Revenues:
United States      $      986                    43  %    $   679               47  %
Egypt(1)                  891                    38  %        474               33  %
North Sea                 443                    19  %        278               20  %
Total(1)           $    2,320                   100  %    $ 1,431              100  %


(1)  Includes revenues attributable to noncontrolling interests in Egypt.


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Production

The Company's production volumes by country were as follows:


                                               For the Quarter Ended
                                                     March 31,
                                                        Increase
                                    2022               (Decrease)            2021
Oil Volume (b/d)
United States                     69,636                   3%               67,690
Egypt(1)(2)                       85,018                  18%               72,170
North Sea                         35,242                 (19)%              43,524
Total                            189,896                   4%              183,384

Natural Gas Volume (Mcf/d)
United States                    477,637                  (6)%             507,517
Egypt(1)(2)                      386,577                  39%              278,149
North Sea                         38,466                 (23)%              49,840
Total                            902,680                   8%              835,506

NGL Volume (b/d)
United States                     61,711                   7%               57,815
Egypt(1)(2)                          491                 (16)%                 583
North Sea                          1,498                  10%                1,368
Total                             63,700                   7%               59,766

BOE per day(3)
United States                    210,953                   -%              210,091
Egypt(1)(2)                      149,938                  26%              119,111
North Sea(4)                      43,151                 (19)%              53,199
Total                            404,042                   6%              382,401

(1) Gross oil, natural gas, and NGL production in Egypt were as follows:



                                      For the Quarter Ended March 31,
                             2022                                          2021
Oil (b/d)                 134,397                                        135,320
Natural Gas (Mcf/d)       597,812                                        603,269
NGL (b/d)                     735                                            897


(2)  Includes net production volumes per day attributable to noncontrolling
interests in Egypt of:

                                      For the Quarter Ended March 31,
                             2022                                          2021
Oil (b/d)                  45,332                                         24,088
Natural Gas (Mcf/d)       206,079                                         92,936
NGL (b/d)                     262                                            194

(3) The table shows production on a boe basis in which natural gas is converted to an equivalent barrel of oil based on a 6:1 energy equivalent ratio. This ratio is not reflective of the price ratio between the two products.

(4) Average sales volumes from the North Sea for the first quarter of 2022 and 2021 were 43,668 boe/d and 54,544 boe/d, respectively. Sales volumes may vary from production volumes as a result of the timing of liftings.




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Pricing

The Company's average selling prices by country were as follows:


                                                        For the Quarter Ended
                                                              March 31,
                                                                    Increase
                                                 2022              (Decrease)        2021
Average Oil Price - Per barrel
United States                            $     95.58                  67%          $ 57.16
Egypt                                         103.22                  67%            61.89
North Sea                                     102.20                  71%            59.67
Total                                         100.23                  68%            59.62

Average Natural Gas Price - Per Mcf
United States                            $      4.25                  (8)%         $  4.61
Egypt                                           2.83                   1%             2.79
North Sea                                      32.35                  367%            6.93
Total                                           4.70                  14%             4.14

Average NGL Price - Per barrel
United States                            $     36.67                  60%          $ 22.99
Egypt                                          77.81                  74%            44.74
North Sea                                      74.64                  54%            48.59
Total                                          38.33                  61%            23.79

First-Quarter 2022 compared to First-Quarter 2021

Crude Oil Crude oil revenues for the first quarter of 2022 totaled $1.7 billion, a $726 million increase from the comparative 2021 quarter. A 68 percent increase in average realized prices increased first-quarter 2022 oil revenues by $675 million compared to the prior-year quarter, while 4 percent higher average daily production increased revenues by $51 million. Crude oil revenues accounted for 74 percent of total oil and gas production revenues and 47 percent of worldwide production in the first quarter of 2022. The Company's worldwide oil production increased 6.5 Mb/d to 189.9 Mb/d during the first quarter of 2022 from the comparative prior-year period, primarily a function of improved cost recovery under the merged concession agreement in Egypt ratified at the end of 2021 and increased drilling and recompletion activity in the U.S. These increases were partially offset by operational downtime in the North Sea and natural production decline across all assets.

Natural Gas Gas revenues for the first quarter of 2022 totaled $380 million, a $68 million increase from the comparative 2021 quarter. A 14 percent increase in average realized prices increased first-quarter 2022 natural gas revenues by $42 million compared to the prior-year quarter, while 8 percent higher average daily production increased revenues by $26 million. Natural gas revenues accounted for 16 percent of total oil and gas production revenues and 37 percent of worldwide production during the first quarter of 2022. The Company's worldwide natural gas production increased 67.2 MMcf/d to 903 MMcf/d during the first quarter of 2022 from the comparative prior-year period, primarily a result of increased drilling and recompletion activity in the U.S. and increased net production in Egypt resulting from improved cost recovery under the merged concession agreement ratified at the end of 2021. These increases were partially offset by operational downtime in the North Sea and natural production decline across all assets.

NGL NGL revenues for the first quarter of 2022 totaled $223 million, a $95 million increase from the comparative 2021 quarter. A 61 percent increase in average realized prices increased first-quarter 2022 NGL revenues by $78 million compared to the prior-year quarter, while 7 percent higher average daily production increased revenues by $17 million. NGL revenues accounted for 10 percent of total oil and gas production revenues and 16 percent of worldwide production during the first quarter of 2022. The Company's worldwide NGL production increased 3.9 Mb/d to 63.7 Mb/d during the first quarter of 2022 from the comparative prior-year period, primarily a result of increased drilling and recompletion activity in the U.S.

Altus Midstream Revenues

Prior to the deconsolidation of Altus on February 22, 2022, Altus Midstream services revenues generated through its fee-based contractual arrangements with the Company totaled $16 million and $32 million during the first quarters of 2022 and 2021, respectively. These revenues were eliminated upon consolidation.


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Purchased Oil and Gas Sales

Purchased oil and gas sales represent volumes primarily attributable to transport, fuel, and physical in-basin gas purchases that were sold by the Company to fulfill natural gas takeaway obligations. Sales related to these purchased volumes totaled $349 million and $440 million during the first quarters of 2022 and 2021, respectively. Purchased oil and gas sales were offset by associated purchase costs of $351 million and $494 million during the first quarters of 2022 and 2021, respectively. Gross purchased oil and gas sales values and the associated net losses were higher in the first quarter of 2021 due to extreme price volatility during the month of February due to Winter Storm Uri in Texas.

Operating Expenses

The Company's operating expenses were as follows:


                                                          For the Quarter Ended
                                                                March 31,
                                                            2022              2021
                                                              (In millions)
Lease operating expenses                            $       344             $   264
Gathering, processing, and transmission                      81                  58
Purchased oil and gas costs                                 351                 494
Taxes other than income                                      70                  44
Exploration                                                  25                  46
General and administrative                                  151                  83
Transaction, reorganization, and separation                  14                   -
Depreciation, depletion, and amortization:
Oil and gas property and equipment                          278                 312
Gathering, processing, and transmission assets                5                  19
Other assets                                                  8                  11
Asset retirement obligation accretion                        29                  28

Financing costs, net                                        140                 107
Total Operating Expenses                            $     1,496             $ 1,466

Lease Operating Expenses (LOE)

LOE increased $80 million in the first quarter of 2022 from the comparative prior-year period. On a per-unit basis, LOE increased 24 percent in the first quarter of 2022 from the comparative prior-year period. The increase was driven by overall higher labor costs and operating costs trending with higher oil and gas prices and global inflation. LOE costs for the first quarter of 2022 were also impacted by mark-to-market adjustments for cash-based stock compensation expense resulting from an increase in the Company's stock price and anticipated achievement of performance and financial objectives as defined in the stock award plans. These increases were coupled with increased workover activity in the U.S. in the first quarter of 2022.


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Gathering, Processing, and Transmission (GPT)

The Company's GPT expenses were as follows:


                                                          For the Quarter Ended
                                                                March 31,
                                                              2022                2021
                                                              (In millions)
Third-party processing and transmission costs      $        66                   $ 51
Midstream service costs - ALTM                              18                     31
Midstream service costs - Kinetik                           10                      -
Upstream processing and transmission costs                  94                     82
Midstream operating expenses                                 5                      7
Intersegment eliminations                                  (18)                   (31)
Total Gathering, processing, and transmission      $        81                   $ 58

GPT costs increased $23 million in the first quarter of 2022 from the comparative prior-year period. Third-party processing and transmission costs increased $15 million in the first quarter of 2022 from the comparative prior-year period. The increase in third-party costs for the first quarter of 2022 was primarily driven by an increase in average transportation rates during the quarter. Total midstream service costs, which reflect midstream services provided to the Company by ALTM and its successor, Kinetik, were relatively flat in the first quarter of 2022 compared to the same prior-year period. Costs for services provided by ALTM in the first quarter of 2022 and prior to the BCP Business Combination totaling $18 million were eliminated in the Company's consolidated financial statements and reflected as "Intersegment eliminations" in the table above. Subsequent to the BCP Business Combination and the Company's deconsolidation of Altus on February 22, 2022, these midstream services continue to be provided by Kinetik but are no longer eliminated. Midstream services provided by Kinetik totaled $10 million in the first quarter of 2022 and will continue to result in higher GPT costs in future periods as compared to periods preceding the ALTM deconsolidation.

Purchased Oil and Gas Costs

Purchased oil and gas costs totaled $351 million during the first quarter of 2022 compared to $494 million during the first quarter of 2021. Purchased oil and gas costs were offset by associated purchase sales of $349 million during the first quarter of 2022 compared to $440 million during the first quarter of 2021, as further discussed above.

Taxes Other Than Income

Taxes other than income increased $26 million from the first quarter of 2021, primarily from higher severance taxes driven by higher commodity prices as compared to the same prior-year period.

Exploration Expenses

The Company's exploration expenses were as follows:


                                               For the Quarter Ended
                                                     March 31,
                                                   2022                2021
                                                   (In millions)
Unproved leasehold impairments          $         4                   $ 18
Dry hole expense                                  5                     19
Geological and geophysical expense                1                      2
Exploration overhead and other                   15                      7
Total Exploration                       $        25                   $ 46

Exploration expenses decreased $21 million from the first quarter of 2021 primarily the result of lower unproved leasehold impairments and lower dry hole expenses as compared to the same prior-year period. These decreases were offset by higher overhead and geological and geophysical expenses resulting from a slight increase in exploration activities and related labor costs compared to the prior year.


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General and Administrative (G&A) Expenses

G&A expenses increased $68 million in the first quarter of 2022 from the comparative prior-year period, primarily driven by higher cash-based stock compensation expense resulting from an increase in the Company's stock price and anticipated achievement of performance and financial objectives as defined in the stock award plans. Higher overall wage increases across the Company also impacted G&A expenses during the first quarter of 2022 compared to the prior year period.

Transaction, Reorganization, and Separation (TRS) Costs

TRS costs increased $14 million from the first quarter of 2021 primarily as a result of transaction costs from the BCP Business Combination.

Depreciation, Depletion, and Amortization (DD&A)

DD&A expenses on the Company's oil and gas properties decreased $34 million from the first quarter of 2021. The Company's DD&A rate on its oil and gas properties decreased $1.40 per boe from the first quarter of 2021. The decrease on an absolute basis was driven by lower depletion rates in Egypt, partially offset by higher production volumes.

Financing Costs, Net

The Company's Financing costs were as follows:


                                                      For the Quarter Ended
                                                            March 31,
                                                         2022                2021
                                                          (In millions)
Interest expense                               $         90                 $ 112
Amortization of debt issuance costs                       2                     2
Capitalized interest                                      -                     -
Loss on extinguishment of debt                           67                     -
Interest income                                          (4)                   (2)
Interest income from APA Corporation, net               (15)                   (5)
Total Financing costs, net                     $        140                 $ 107

Net financing costs increased $33 million from the first quarter of 2021 primarily driven by a $67 million loss on extinguishment of debt recognized in the first quarter of 2022, offset by lower overall interest expense related to the reduction of fixed-rate debt during 2021 and the first quarter of 2022.

Provision for Income Taxes

The Company estimates its annual effective income tax rate in recording its quarterly provision for income taxes in the various jurisdictions in which the Company operates. Non-cash impairments on the carrying value of the Company's oil and gas properties, gains and losses on the sale of assets, statutory tax rate changes, and other significant or unusual items are recognized as discrete items in the quarter in which they occur.

During the first quarter of 2022, the Company's effective income tax rate was primarily impacted by the gain associated with the deconsolidation of Altus, the gain on sale of certain non-core mineral rights in the Delaware Basin, and a decrease in the amount of valuation allowance against its U.S. deferred tax assets. During the first quarter of 2021, the Company's effective income tax rate was primarily impacted by a decrease in the amount of valuation allowance against its U.S. deferred tax assets.

The Company recorded a full valuation allowance against its U.S. net deferred tax assets. The Company will continue to maintain a full valuation allowance on its U.S. net deferred tax assets until there is sufficient evidence to support the reversal of all or some portion of this allowance.

The Company is subject to U.S. federal income tax as well as income or capital taxes in various state and foreign jurisdictions. The Company's tax reserves are related to tax years that may be subject to examination by the relevant taxing authority. The Company is currently under audit by the Internal Revenue Service for the 2014-2017 tax years and is also under audit in various states and foreign jurisdictions as part of its normal course of business.

Critical Accounting Estimates


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The Company prepares its financial statements and accompanying notes in conformity with accounting principles generally accepted in the U.S., which require management to make estimates and assumptions about future events that affect reported amounts in the financial statements and the accompanying notes. The Company identifies certain accounting policies involving estimation as critical accounting estimates based on, among other things, their impact on the portrayal of the Company's financial condition, results of operations, or liquidity, as well as the degree of difficulty, subjectivity, and complexity in their deployment. Critical accounting estimates address accounting matters that are inherently uncertain due to unknown future resolution of such matters. Management routinely discusses the development, selection, and disclosure of each critical accounting estimate. For a discussion of the Company's most critical accounting estimates, please see the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2021. Some of the more significant estimates include reserve estimates, oil and gas exploration costs, offshore decommissioning contingency, impairment of equity method interests, long-lived asset impairments, asset retirement obligations, and income taxes.

New Accounting Pronouncements

There were no material changes in recently issued or adopted accounting standards from those disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2021.

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