UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
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Securities Exchange Act of 1934
(Amendment No. )
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Whiting Petroleum Corporation
(Name of Registrant as Specified In Its Charter)
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Whiting Petroleum Corporation
ENERGY + TECHNOLOGY = GROWTH
Leading in Technology to Unlock America’s Oil Riches
IPAA’s OGIS San Francisco
September 22-24, 2014
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Forward-Looking Statements, Non-GAAP Measures, Reserve and Resource Information
This presentation contains statements that Whiting Petroleum Corporation (“Whiting”) believes to be “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934. All statements other than historical facts, including statements regarding the expected benefits of Whiting’s proposed acquisition (the “Acquisition”) of Kodiak Oil & Gas Corp. (“Kodiak”) to Whiting and Kodiak and their shareholders, the anticipated completion of the Acquisition or the timing thereof, the expected future reserves, production, financial position, business strategy, revenues, earnings, costs, capital expenditures and debt levels of the combined company, and plans and objectives of management for future operations, are forward-looking statements. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in, or implied by, such statements. These risks and uncertainties include, but are not limited to: the ability to obtain shareholder, court and regulatory approvals of the Acquisition; the ability to complete the proposed Acquisition on anticipated terms and timetable; Whiting’s and Kodiak’s ability to integrate successfully after the Acquisition and achieve anticipated benefits from the Acquisition; the possibility that various closing conditions for the Acquisition may not be satisfied or waived; oil and natural gas prices; level of success in exploration, development and production activities; the impacts of federal and state laws; the impacts of hedging on results of operations; uncertainty regarding future operating results and plans, objectives and expectations; and other risks described under the caption “Risk Factors” in Whiting’s and Kodiak’s Annual Reports on Form 10-K for the period ended December 31, 2013, Quarterly Reports on Form 10-Q for the three months ended June 30, 2014 and Kodiak’s Quarterly Report on Form 10-Q for the three months ended March 31, 2014. Whiting assumes no obligation, and disclaim any duty, to update the forward-looking statements in this communication.
Whiting’s production forecasts and expectations for future periods are dependent upon many assumptions, including estimates of production decline rates from existing wells and the undertaking and outcome of future drilling activity, which may be affected by significant commodity price declines or drilling cost increases.
In this presentation, we refer to Adjusted Net Income, Discretionary Cash Flow and EBITDAX, which are non-GAAP measures that the Company believes are helpful in evaluating the performance of its business. A reconciliation of such non-GAAP measures to the relevant GAAP measures can be found at the end of the presentation.
Whiting uses in this presentation the terms proved, probable and possible reserves. Proved reserves are reserves which, by analysis of geoscience and engineering data, can be estimated with reasonable certainty to be economically producible from a given date forward from known reservoirs under existing economic conditions, operating methods and government regulations prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain. Probable reserves are reserves that are less certain to be recovered than proved reserves, but which, together with proved reserves, are as likely as not to be recovered. Possible reserves are reserves that are less certain to be recovered than probable reserves. Estimates of probable and possible reserves which may potentially be recoverable through additional drilling or recovery techniques are by nature more uncertain than estimates of proved reserves and accordingly are subject to substantially greater risk of not actually being realized by the Company.
Whiting uses in this presentation the term “total resources,” which consists of contingent and prospective resources, which SEC rules prohibit in filings of U.S. registrants. Contingent resources are resources that are potentially recoverable but not yet considered mature enough for commercial development due to technological or business hurdles. For contingent resources to move into the reserves category, the key conditions or contingencies that prevented commercial development must be clarified and removed. Prospective resources are estimated volumes associated with undiscovered accumulations. These represent quantities of petroleum which are estimated to be potentially recoverable from oil and gas deposits identified on the basis of indirect evidence but which have not yet been drilled. This class represents a higher risk than contingent resources since the risk of discovery is also added. For prospective resources to become classified as contingent resources, hydrocarbons must be discovered, the accumulations must be further evaluated and an estimate of quantities that would be recoverable under appropriate development projects prepared. Estimates of resources are by nature more uncertain than reserves and accordingly are subject to substantially greater risk of not actually being realized by the Company.
Energy + Technology = Growth
NYSE: WLL
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Why Whiting Focuses on Oil
Oil / Gas Price Ratio 24:1
NYMEX Crude Oil and Natural Gas Prices January 4, 2000—August 26, 2014
NYMEX Crude Oil Price ($/Bbl) $ $ $ $ $ $ $ $
0 $ 20 40 60 80 100 120 140 160 January 4, 2000
July 4, 2000 January 4, 2001 July 4, 2001 January 4, 2002 July 4, 2002 January 4, 2003 July 4, 2003 January 4, 2004 July 4, 2004 January 4, 2005 July 4, 2005 January 4, 2006 July 4, 2006 January 4, 2007 July 4, 2007 January 4, 2008 July 4, 2008 January 4, 2009 July 4, 2009 January 4, 2010 July 4, 2010 January 4, 2011 July 4, 2011 January 4, 2012 July 4, 2012
January 4, 2013 July 4, 2013 $3.91 $93.86 January 4, 2014 July 4, 2014
$ 0 $ 2 4 $ $ 6 8 $ $ 10 $ 12 $ 14 $ 16 $ 18
NYMEX Natural Gas Price ($/BTU)
NYMEX Crude Oil Price ($/Bbl) NYMEX Natural Gas Price ($/BTU)
Source: Energy Information Association
Energy + Technology = Growth
NYSE: WLL
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The Near Term
OECD Inventories at Low End of 5 Year Range
August 2014 Saudi June 2014 Inventories Cuts 400,000 BOPD
Source: International Energy Agency
NYSE: WLL
Energy + Technology = Growth
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Worldwide Vehicle Production Continues to Exceed Population Growth
31% versus 10%
World Population
7,200,000,000 7.1 B 7,000,000,000 6,800,000,000
6,600,000,000 6.5 B 6,400,000,000
6,200,000,000
6,000,000,000
2005 2006 2007 2008 2009 2010 2011 2012 2013
World Population
World Automobile Production
90,000,000 87 MM 85,000,000 80,000,000 75,000,000 70,000,000 66 MM
65,000,000 60,000,000 55,000,000 50,000,000
2005 2006 2007 2008 2009 2010 2011 2012 2013
World Automobile Production
(1) Includes passenger and commercial vehicles
Source: United States Census Board and International Organization of Motor Vehicle Manufacturers
Energy + Technology = Growth
NYSE: WLL
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The Long Term
+7 to +14 MMBOPD of Additional Supply Necessary by 2020 to Meet Global Demand
110
2% Growth Scenario +14 MMBOPD
105
100
95
Demand 1% Growth MMBOPD Scenario Global 90 +7 MMBOPD
85
80
75
2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020
1% Growth in Consumption 2% Growth in Consumption Global Consumption
Source: International Energy Agency; Whiting Estimates
NYSE: WLL
Energy + Technology = Growth
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Not Just Emerging Market Growth
U.S. Demand Grows by 1,047,210 BOPD or +6% December 2012—July 2014
20.0
19.5
19.2
19.0
MMBOPD 18.5
18.1
18.0
17.5
17.0
Source: International Energy Agency
NYSE: WLL
Energy + Technology = Growth
Dec-12 Jan-13 Feb-13 Mar-13 Apr-13 May-13 Jun-13 Jul-13 Aug-13 Sep-13 Oct-13 Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14
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Outside North America Major Producers Have Fallen Short
North Africa + West Africa + UK North Sea + Mexico + Venezuela + Brazil Production Has Decreased 2.3 MMBOPD 2009—2014
20.0
18.0
16.0
14.0
12.0
10.0
8.0
6.0
4.0
2.0
0.0
- 09 09—09—09 — 09 09—10 — 10—10—10—10—10 11—11 — 11—11 11 — 11—12—12—12 12 — 12—12 13 — 13 13 — 13—13 13—14—14 — 14 14 -Jan Mar May Jul Sep Nov Jan Mar May Jul Sep Nov Jan Mar May Jul Sep Nov Jan Mar May Jul Sep Nov Jan Mar May Jul Sep Nov Jan Mar May Jul North Africa West Africa United Kingdom North Sea Mexico Venezuela Brazil
NYSE: WLL
Source: EIA Short Term Energy Outlook Energy + Technology = Growth 8
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U.S. Growth Has Met The Challenge
Adding ~5 MMBOPD 2009—2014: North Dakota Production Growth A Major Driver
Total US Production of Crude Oil Jan. 2009—May 2014
16.0
14.0
12.0
10.0
8.0
MMBOPD 6.0
4.0
2.0
0.0
09—09 — 09 10—10—10—11—11—11—12 — 12—12—13—13—13 14 — 14 Jan May Sep Jan May Sep Jan May Sep Jan May Sep Jan May Sep Jan May Total US Production (MMBOPD)
North Dakota Production of Crude Oil:
1,040 MBOPD
Jan. 2009—May 2014
1,200.0 1,000.0 800.0
MBOPD 600.0 400.0 200.0
0.0
North Dakota Production (MBOPD)
Source: EIA Short Term Energy Outlook
Source: North Dakota Industrial Commission
NYSE: WLL
Energy + Technology = Growth
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U.S. Becoming More Energy Independent
Crude Oil Imports Decreased 2.6 MMBOPD
Crude Oil Consumption January 2009—May 2014 (MMBOPD)
18.0
Total Consumption
15.7 MMBOPD(1)
16.0
14.0
12.0 Imports 7.3 MMBOPD
10.0 Imports 9.9 MMBOPD
MMBOPD 8.0
6.0
4.0 U.S. Production 8.4 MMBOPD
2.0
0.0
- 2009 2009—2009 — 2009 2009 — 2009 2010—2010—2010 — 2010 2010 — 2010—2011 2011 — 2011—2011 2011 — 2011—2012 2012 — 2012 2012—2012—2012—2013—2013—2013 — 2013 2013 — 2013—2014 2014—2014 -Jan Mar May Jul Sep Nov Jan Mar May Jul Sep Nov Jan Mar May Jul Sep Nov Jan Mar May Jul Sep Nov Jan Mar May Jul Sep Nov Jan Mar May
US Crude Oil Production (MMBOPD) US Imports Crude (MMBOPD)
WLL
(1) Does not include 1.9 MMBOPD of NGLs. NYSE: Source: EIA Short Term Energy Outlook Energy + Technology = Growth
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U.S. Becoming More Energy Independent
U.S. Petroleum Products Exports Increased 1.7 MMBOEPD U.S. Petroleum Products Imports Decreased 0.9 MMBOEPD Today U.S. is a Net Exporter of 0.7 MMBOEPD
US Exports of Petroleum Products January 2009—May 2014 (MBOEPD)
4,000 3,000 2,000 1,000
0
- 09 09 — 09 09 — 10—10—10—10 11 — 11—11 11—12—12 — 12 12 — 13 13 — 13 13 — 14—14 Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr US Exports of Petroleum Products (MBOEPD)
US Imports of Petroleum Products January 2009—May 2014 (MBOEPD)
4,000 3,000 2,000 1,000
0
- 09—09 09 — 09 10—10 — 10 10—11 — 11—11—11—12 12—12—12—13 — 13 13 — 13 14—14 -Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr WLL US Imports of Petroleum Products (MBOEPD)
Source: EIA Short Term Energy Outlook
NYSE: Energy + Technology = Growth
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Major Economic Benefits to US
Trade Deficit Decreases by $188 Billion 2005-2014(1)
US Trade Deficit ($ Billions) 2005-2014(1)
900
800
700
600
-27%
500
$ Billions
400
2008-2009
Recession
300
200
100
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014
(1) Mid-year 2014 data annualized
Source: US Department of Commerce United States Census
Energy + Technology = Growth
NYSE: WLL
Bureau US International Trade in Goods and Services
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Light Sweet Oil Saturation Scenario Unlikely
There is Currently ~1.6 MMBOPD of Replaceable Demand for Light Sweet Crude
Demand Outlets for Light Sweet Crude August 2014
1,800.0 1,600.0 1,400.0 1,200.0
1,000.0
MBOPD 800.0
600.0 400.0 200.0
-
Future Exports to Refinery Expansion Exports from Canadian Syncrude Waterborne Import Total Canada Condensate Splitters Imports rejection
WLL Source: Macquarie Commodities Research
NYSE: Energy + Technology = Growth
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Williston Basin Oil Production & Export Capacity(1)
3,500,000 3,000,000 2,500,000 2,000,000 1,500,000 1,000,000 500,000
Jan-07 Mar-08 May-09 Jul-10 Sep-11 Nov-12 Jan-14 Mar-15 May-16 Jul-17 Sep-18 Nov-19 Jan-21 Mar-22 May-23 Jul-24 Sep-25 Nov-26 Jan-28 Mar-29
Rail Capacity
Proposed Pipelines/Refining
Confirmed Pipelines/Refining
May 2014 Production 1,039,635 BOPD(2)
(1) Production forecast is for visual demonstration purposes only and should not be considered accurate for any near or long term planning. Source: The North Dakota Pipeline Authority Presentation
(2) Based on information from NDIC and Montana Board of Oil and Gas
NYSE: WLL
Energy + Technology = Growth
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Whiting Petroleum – A Company on the Move
Four Significant Early 2014 Achievements
1) Announced Agreement to Acquire Kodiak Oil & Gas Corp. on July 13, 2014, which Will Create the #1 Williston Basin Bakken / Three Forks Producer with an Approximate $18 Billion Enterprise Value Based on Stock Prices Prior to Announcement
2) Record Production Reaches 109,760 BOE/d in Q2 2014, Up 9.7% Over Q1 2014, Exceeds High End of Guidance
- Record Discretionary Cash Flow of $556.2 Million(1)
- Record Williston Basin Production of 80,195 BOE/d, Up 33% YoY
- McKenzie Co. ND Tarpon Prospect Well Completed on June 7, 2014 in 2nd Bench of Three Forks Flowing 6,071 BOE/d
- Raised 2014 Production Guidance to a mid-point of +20%
3) New Bakken / Three Forks Completions Using Cemented Liners and Plug and Perf Technology Yielded a 23% Increase in EURs Compared to Wells With Uncemented Liners and Sliding Sleeve Technology
4) Redtail Niobrara Development Area Production of 7,235 BOE/d in Q2 2014, Up 59% Over Q1 2014
- Spud the 30F Super Pad in the Horsetail Township of Redtail to Test 32-Well Spacing Pattern in Niobrara A, B and C Benches in early June 2014
- Razor 27I 8-Well Pad Currently Producing 4,700 Gross BOE/d as of July 21, 2014
WLL (1) Please refer to the Reconciliation of Net Cash Provided by Operating Activities to Discretionary Cash Flow later in this presentation.
NYSE: Energy + Technology = Growth
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Whiting Whiting
Whiting Petroleum Corporation is an independent oil and gas company that explores for, develops, acquires and produces crude oil, natural gas and natural gas liquids primarily in the Rocky Mountain and Permian Basin regions of the United States. The Company’s largest projects are in the Bakken and Three Forks plays in North Dakota, the Redtail Niobrara play in northeast Colorado and its enhanced oil recovery field in Texas. The Company trades publicly under the symbol WLL on the New York Stock Exchange.
Whiting Petroleum Corporation’s Solberg 34-11 Tripad wells with Nabors drilling rig Q2 2014 Production 109.8 MBOE/d B15 on the Zalesky 34-8 Tripad, in background.
Proved Reserves(1) 438.5 MMBOE
% Oil Reserves(1) 79% (89% Liquids)
R/P Ratio(2) 13 years
WLL (1) Whiting reserves at December 31, 2013 based on independent engineering. (2) R/P ratio based on year-end 2013 proved reserves and 2013 production.
NYSE: Energy + Technology = Growth
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A Focused Company
Q2 2014 Net Production 109.8 MBOE/d
11% 3% 86%
Williston Basin
Bakken / Three Forks
80,195 BOE/d (Q2 2014)
Redtail
Niobrara A and B
7,235 BOE/d (Q2 2014)
HEADQUARTERS
Denver, Colorado
Rocky Mountains Permian Other
Bakken / Three Forks Production
100.0 80.0 60.0 40.0 20.0 -
North Ward Estes
80.2 63.5 48.9 30.3 26.3 16.8
Over 9,600 BOE/d (2014)
110 MMBOE Proved Reserves(1)
104 MMBOE P2 + P3 Reserves(1)
30% CAGR (2009-2013)
2009 2010 2011 2012 2013 Q2
MBOE/d 2014
Major Asset Areas
(1) At December 31, 2013 based on independent engineering.
NYSE: WLL
Energy + Technology = Growth
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Capital Budget for Key Property Areas in 2014
2014 Mid-Point Production Growth Guidance of +20%
Exploration Well Work, Misc. Northern Rockies
Facilities Expense (2) Costs, Other $1,101 MM 2014 CAPEX Gross Net % of $151 MM $72 MM $150 MM
Property Area (MM) Wells Wells Total
Land Northern Rockies 1,101 199 137.2 39% $116 MM
Central Rockies 575 120 104.9 21% EOR Project 203 NA(3) NA(3) 7%
Non-Operated $332 MM Libby Ranch CO Develop. (1) 56 2%
2
Other Exploration Drilling 44 9 7.3 2%
Other
Exploration Non-Operated 332 12%
Drilling
$44 MM Land 116 4% Libby Ranch CO2 Facilities 151 5%
Development
$56 MM(1)
Exploration Expense (2) 72 3%
EOR Project (3)
Well Work, Misc. Costs, Other 150 5% $203 MM
Central Rockies Total Budget $2,800 328 249.4 100% $575 MM
(1) For development of CO prospect at Bravo Dome in northeastern New Mexico.
2
(2) Comprised primarily of exploration salaries, lease delay rentals and seismic activities.
(3) This multi-year CO project involves many re-entries, workovers and conversions. Therefore, it is budgeted on a project basis not a well basis.
WLL 2
NYSE: Energy + Technology = Growth
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Williston Basin Highlights
June 30, 2014
Sheridan Divide Burke Renville Roosevelt Williams Ward Richland mckenzie Dawson Mercer Wibaux Golden Valley Billings Mercer Olive Morton Grant Hettiger Slope Fallon Custer Prairie Stark
Brockton-Froid Lineament Zone
Skaar Federal 41-3TFHU completed June 7, 2014 flowing 6,071 BOE/d from the 2nd Bench of the Three Forks
STARBUCK
CASSANDRA
SANISH & PARSHALL
TARPON
MISSOURI BREAKS
Waldock Federal 14-4-HIDDEN BENCH 3XH completed with record 93 stage coiled Slickwater Test tubing frac Sundheim 21-27-1H had 44% greater Q2 2014 Completions 120-day rate than in Hidden Bench offsetting well (11 Wells ) Average IP of 2,872 BOE/d
LEWIS
& CLARK
BIG ISLAND
Pronghorn
NYSE: WLL
Energy + Technology = Growth
Field Target Gross Acres Net Acres
Sanish / Parshall Middle Bakken 174,665 82,462 Three Forks Pronghorn Pronghorn Sand 180,911 116,848
Lewis & Clark Three Forks 172,009 118,039
Hidden Bench Middle Bakken 61,024 37,667 Three Forks Tarpon Middle Bakken 8,805 6,267 Three Forks Starbuck Middle Bakken 52,020 42,707 Three Forks Red River Missouri Breaks Middle Bakken 93,678 66,956 Three Forks Cassandra Middle Bakken 29,827 13,953 Three Forks Big Island Red River 166,126 135,122
Other ND & Montana 120,892 54,141
Total 1,059,957 674,162
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Maximizing Recovery Efficiency
Improving Frac Distribution
Older Style Sliding Sleeve Completion
Potential Frac Ports Entry Annulus Stages per Stage Points
Free fluid between packers 30 1 30
New Style
Cemented Liner Completion
Perforation Potential Clusters Entry Annulus Stages per Stage Points
Cemented 40 3 120
Energy + Technology = Growth
NYSE: WLL
20
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Evolution Continues with Coiled Tubing Completions
WLL Achieves Record 93 Stage Coiled Tubing Completion in Sanish Field
Allows for better isolation of reservoir in each completion stage
Reduced cycle times through elimination of drilling out plugs
Most applicable in areas with high density development
Coiled Tubing Conveyed Frac
NYSE: WLL
Energy + Technology = Growth
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Evolution of Completion Design
Completion Entry Whiting Operated Technique Points Completions to Date
Pre-2013 Ball & Sleeve 30 696
March 2013 Cemented Liner up to 120 74
40 stages x3 perf clusters/stage
March 2014 Cemented Liner up to 200 1
40 stages x5 perf clusters/stage
June 2014 Coiled Tubing Conveyed 93 2
Plug & Perf
June 2014 Slick Water 90 3
30 stages x3 perf clusters/stage
NYSE: WLL
Energy + Technology = Growth
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Exploiting the Bakken and Three Forks in the Williston
Primary and Prospective Drilling Locations
MISSOURI BREAKS CASSANDRA SANISH
8 WELLS 12 WELLS 15 WELLS
HIDDEN BENCH PRONGHORN TARPON
16 WELLS 6 WELLS 12 WELLS
Energy + Technology = Growth
NYSE: WLL
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Redtail Discovery
Defining the Sweet Spot of the Niobrara
NYSE: WLL
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Redtail Development Program
Economic Sweet Spot
(Weld County, Colorado)
Niobrara Initial 30-Day Average Rate
(Gas converted to oil price equivalent ratio 17:1) Pre 2013 2013—14 BOEPD
1 – 350 350 – 450 450 – 550 550 – 650 650 – 750
> 750
Source: IHS and internal Whiting production database
OBJECTIVE Niobrara “B” Shale Niobrara “A” Shale
DEVELOPMENT PLAN
Mix of 960 and 640-acre spacing units
8 Wells per spacing unit Niobrara “B”
8 Wells per spacing unit Niobrara “A” 3,300+ potential drilling locations
ACREAGE
Whiting has assembled 180,115 gross (128,721 net) acres in our Redtail prospect in the northeastern portion of the DJ Basin.
Average WI of 71%
Average NRI of 59%
COMPLETED WELL COST Horizontal: $5.5 MM
DRILLING HIGHLIGHTS
First 8-well pad, the Razor 27I (4 Niobrara “A”; 4 Niobrara “B”) pad came online April 15, 2014. The pad was producing 4,700 gross BOE/d as of July 21, 2014 .
We spud our Horsetail 30F super pad that will test 32-well spacing in the Niobrara “A”, “B” and “C” zones.
Energy + Technology = Growth
NYSE: WLL
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Reservoir Characterization
Determine mobile fraction of Oil in Place (MOIP)
High-resolution pore structure image from Scanning Electron Microscope
5 µm 5 µm
7% Porosity 13% Porosity
9985’ 5580.2’ Middle Bakken B Facies Niobrara B Chalk Braaflat 11-11 Terrace 36-32M
Sanish Field Redtail Area Mountrail County, ND Weld County, CO
Energy + Technology = Growth
NYSE: WLL
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Redtail Development Program
Niobrara Reservoirs
Niobrara Reservoir Niobrara Resource Potential (1)
Whiting RAZOR 25-2514H
GR Zone PHI Minerals BVFluid RES
0 200 30 -10 0 100 0.2 2000
A B C
NYSE: WLL
(1) Please refer to the beginning of this presentation for disclosures regarding “Reserve and Resource Information.” Estimates updated as of December 31, 2013
OOIP by Zone
Reservoir Porosity Thickness OOIP % WLL # (%) (ft) (MMBOE/ Wells Gross
960ac)* Wells
NIO A 13% 35 19 81 1,344 NIO B 13% 65 40 81 1,343 NIO C 11% 25 11 80 1,316 70
Recoverable Oil 16 Well / DSU Density
(Total OOIP A Zone + B Zone = 59 MMBOE/DSU)**
16 wells 16 wells 16 wells 10% Recovery 15% Recovery 20% Recovery
370 MBOE 560 MBOE 740 MBOE
Recoverable Oil 32 Well / DSU Density
(Total OOIP A Zone + B Zone + C Zone = 70 MMBOE/DSU)**
32 wells 32 wells 32 wells 15% Recovery 20% Recovery 25% Recovery
330 MBOE 440 MBOE 550 MBOE
* GOR=500 cf/bo
** Stimulated Rock Volume
Energy + Technology = Growth
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Redtail Development Planning
Defining Optimal Well Density
NYSE: WLL
27L Pad 27K Pad
Drilling Density
- 16 Wells/DSU Drilling Density
- 330 ft.—16 Wells/DSU
Target: B-B-B-B—330 ft. Status: Flowing Target: A-B-A-B
Status: Flowing
Razor Pilot
16 Wells / 960ac DSU
30F Pad
Drilling Density
- 32 Wells/DSU
- 165 ft.
Target: C-B-A-B-
A-B-C-B
Staus: Drilling
Horsetail Pilot
32 Wells / 960ac DSU
Producing Wells Planned Wells
NYSE: WLL
Future Infill Wells Energy + Technology = Growth
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Redtail Niobrara A & B Type Curve: 420 MBOE
Per Well Results: 85%-100% IRRs(1)(2)(3)
1000
EUR—420 MBOE, Development Phase CAPEX $5.5 MM
NYMEX Oil Price/Bbl $90 $100 ROI 3.2 3.7 IRR (%) 85% 100% Payout (Yrs.) 1.2 1.0 Production PV10 ($MM) 6.28 7.87
Daily 100 Equivalent BOE/D
10
0 20 40 60 80 100 120 140 160 180
Months on Production
(1) Please refer to the beginning of this presentation for disclosures regarding “Reserve and Resource Information.” All volumes shown are un-risked. Our pre-tax PV10% values do not purport to present the fair value of our oil and natural gas reserves.
(2) EURs, ROIs, IRRs and PV10% values will vary well to well. Estimates updated as of December 31, 2013. WLL (3) Based on a mix of 17 640- and 960-acre spaced wells drilled since March 21, 2013.
NYSE: Energy + Technology = Growth
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Redtail Infrastructure Plan: A Great Place to Find an Oil Field!
June 2014
Redtail Facilities Plan Planned Gathering System
Gas Gathering Lines 141Miles Oil Gathering Lines 111Miles SW Gathering Lines 54Miles Frac Water Supply Lines 16Miles
Redtail Gas Plant
Train 1 Capacity (Online) 20MMcf/d Train 2 Capacity (Q1 2015) 50MMcf/d Train 3 Capacity (2016) 70MMcf/d Takeaway Capacity (2016) 140MMcf/d
Capital Investment
Gas Plant $100MM Gas Gathering / Field Compression $95MM Oil Gathering / LACTs $80MM Electricity $40MM Total $315MM
NYSE: WLL
Energy + Technology = Growth
Trailblazer Kinder Morgan Interstate
8” Residue Pipeline Constructed By TallGrass
Pony Express
Terrace Plant Redtail Plant
TallGrass Pawnee Terminal
Northeast Colorado Lateral to Pony Express
TallGrass Buckingham Terminal
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Attractive Fixed Differential Contracts at Redtail
Secured NYMEX less $4.75—$6.00 per Bbl pricing on volumes of 45,000—65,000 Bbls per day in 2015—2020
Existing Fixed-Differential Crude Oil Sales Contracts(1)
Gross Differential Contracted Volume from NYMEX
Period (Bbls per Day) (per Bbl)
2015 25,000 $4.75 2016 30,000 $4.75 2017 35,000 $4.75 2018 40,000 $4.75 2019 45,000 $4.75
Gross Differential Contracted Volume from NYMEX
Period (Bbls per Day) (per Bbl)(2)
07/2015 to 12/2015 20,000 $5.00—$6.00 01/2016 to 12/2016 20,000 $5.00—$6.00 01/2017 to 12/2017 20,000 $5.00—$6.00 01/2018 to 12/2018 20,000 $5.00—$6.00 01/2019 to 12/2019 20,000 $5.00—$6.00 01/2020 to 06/2020 20,000 $5.00—$6.00
(1) As of July 1, 2014.
(2) The future production volumes in the table above will be sold at a price equal to NYMEX less certain fixed differentials depending on the delivery methods specified in the contract. Based on prevailing storage and transportation costs, we estimate a fixed differential of $5.00 to $6.00 per barrel below NYMEX.
NYSE: WLL
Energy + Technology = Growth
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Strong CFPS Growth While Maintaining a Healthy Balance Sheet
Cash Flow Per Share Growth(1)
$16.00
$14.59
$14.00
$12.00 $11.77
$9.25 $10.05
$10.00
$8.00
$6.00 $4.53
$4.00
$2.00
$0.00
2009 2010 2011 2012 2013
NYSE: WLL
(1) Please refer to the Reconciliation of Net Cash Provided by Operating activities to Cash Flow Per Share later in this presentation.
(2) Please refer to the Reconciliation of Net Income to EBITDAX and Long-term Debt to Net Debt later in this presentation.
1.40x 1.33x
1.04x 1.19x
1.20x
1.05x
1.00x
0.77x
0.80x
0.60x
0.40x
0.20x
0.00x
2009 2010 2011 2012 2013
Net Debt to EBITDAX(2)
Energy + Technology = Growth
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Oil Focused Strategy Delivers Consistently Strong Margins
Consistently Delivering Strong EBITDA Margins (1)
Oil $93.03/Bbl NGL $39.30/Bbl Gas $6.95/Mcf
$82.16/BOE
$90.00 $80.00
$76.76
$73.88
$80.00 $69.85
$61.48
$70.00
$60.00
$45.01
$50.89/66% $58.51/71%
$50.65/68% $54.31/68%
$50.00 $46.16/66%
$41.58/68%
$40.00
$25.71/57%
$30.00 4% 3% 2%
2% 3%
5% 2% 5% 5% 4%
5% 5%
$20.00 5% 5% 9% 8%
7% 8% 8% 8% 7%
$10.00 18% 17% 18% 16% 16% 15% 26% $0.00
2009 2010 2011 2012 2013 Q1 2014 Q2 2014
Whiting Realized Prices(1) $/BOE
NYSE: WLL
Lease Operating Expense Production Taxes G&A Exploration Expense EBITDA
(1) Includes hedging adjustments.
Energy + Technology = Growth
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Kodiak Acquisition Overview
This Highly Strategic Combination
Creates Largest Bakken / Three Forks Producer
Drives Higher Growth
Drives Better Metrics
NYSE: WLL
Energy + Technology = Growth
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Leading Williston Basin operator
NYSE: WLL
Acreage Overview (855,000 net acres)
Source: Company presentations, filings and press releases
1 As of December 31, 2013
2 Rigs currently drilling on July 13, 2014 per NDIC
3 As of July 13, 2014, Whiting had two additional rigs moving and Kodiak had one additional rig moving, for a combined operated 21 rigs in the Williston Basin
Q1’14 Bakken / Three Forks Net Production (Mboepd)
107.3
97.5
86.0
73.3
63.0 ~60.0 54.0
49.4
42.9 42.7 34.0
31.1
Rigs drilling in the Williston Basin (as of 7/13/14)2,3
18 18 18
14 14 12 10 8 7
6 6 5
PF Whiting CLR EOG Whiting HES XOMIXTO COP STO OAS MRO Kodiak QEP
PF Whiting CLR HES OAS XOM/XTO Whiting COP QEP EOG Kodiak STO MRO
Energy + Technology = Growth
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Larger location inventory with significant opportunity to accelerate Williston Basin drilling program
Pro Forma Williston Basin Drilling Locations (Net)
4,000
3,460
3,500 3,000 2,500
2,000
1,500 1,339 1,000
500
0
Whiting only Pro forma Whiting (as of 12/31/2013) (as of 6/30/2014)¹
Potential Williston Basin net drilling locations increase by 158%
1 Includes 2,639 Whiting and Kodiak locations at 12/31/2013, plus an additional 821 combined Whiting and Kodiak identified locations as of 06/30/2014
Energy + Technology = Growth
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Driving value from complementary acreage positions
Whiting Acreage
Kodiak Acreage
Central and Eastern Williston Basin
Bakken Producer
Three Forks Producer
NYSE: WLL
Combined 855,000 net acres in the core of Williston Basin
Footprint in the sweet-spot of the Central and Eastern Williston Basin is strategically positioned to accelerate development of the combined acreage position
Ability to drive production, reserve growth and operational efficiency across the position
Energy + Technology = Growth
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Enhances size and scale relative to oil-weighted peers
Enterprise $34.7 $33.5
$19.8 $17.8
Value $13.5 $11.7
$9.9 $8.7 $7.9
$7.3 $6.0
($bn)
PXD CLR CXO PF Whiting1 XEC Whiting DNR NFX OAS SD Kodiak
$3.1
LQA $2.8
$2.4
$2.1 $1.9
EBITDAX2 $1.7 $1.4
$1.0 $1.0 $0.9 $0.7
($bn)
CLR PF Whiting PXD Whiting CXO XEC DNR NFX OAS SD Kodiak
1,084 798
606 576 503 468
439 431 377
Reserves 219 167
(Mmboe)
CLR PXD PF Whiting NFX CXO DNR Whiting XEC SD OAS Kodiak
% liquids 68% 62% 88% 52% 61% 83% 89% 48% 46% 87% 83%
80% oil 79% oil 83% oil
188 171
152 141
129
2014E 112 111 81
77 48
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Production
(Mboepd)3 PXD CLR PF Whiting XEC NFX CXO Whiting SD DNR OAS Kodiak
% liquids 68% 70% 88% 53% 56% 60% 88% 53% 95% 89% 88%
84% oil 83% oil 88% oil
NYSE: WLL
Source: Company filings, equity research, Bloomberg, FactSet as of July 11, 2014
¹ Combined Whiting & Kodiak enterprise values based on transaction value as of July 11, 2014
2 Please see appendix for reconciliation of non-GAAP financial measures
3 Based on mid-point of Whiting and Kodiak public guidance, and Bloomberg Consensus estimates for peers
Energy + Technology = Growth
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Whiting Petroleum – A Company on the Move
Four Significant Early 2014 Achievements
1) Announced Agreement to Acquire Kodiak Oil & Gas Corp. on July 13, 2014, which Will Create the #1 Williston Basin Bakken / Three Forks Producer with an Approximate $18 Billion Enterprise Value Based on Stock Prices Prior to Announcement
2) Record Production Reaches 109,760 BOE/d in Q2 2014, Up 9.7% Over Q1 2014, Exceeds High End of Guidance
- Record Discretionary Cash Flow of $556.2 Million(1)
- Record Williston Basin Production of 80,195 BOE/d, Up 33% YoY
- McKenzie Co. ND Tarpon Prospect Well Completed on June 7, 2014 in 2nd Bench of Three Forks Flowing 6,071 BOE/d
- Raised 2014 Production Guidance to a mid-point of +20%
3) New Bakken / Three Forks Completions Using Cemented Liners and Plug and Perf Technology Yielded a 23% Increase in EURs Compared to Wells With Uncemented Liners and Sliding Sleeve Technology
4) Redtail Niobrara Development Area Production of 7,235 BOE/d in Q2 2014, Up 59% Over Q1 2014
- Spud the 30F Super Pad in the Horsetail Township of Redtail to Test 32-Well Spacing Pattern in Niobrara A, B and C Benches in early June 2014
- Razor 27I 8-Well Pad Currently Producing 4,700 Gross BOE/d as of July 21, 2014
(1) Please refer to the Reconciliation of Net Cash Provided by Operating Activities to Discretionary Cash Flow later in this presentation.
NYSE: WLL
Energy + Technology = Growth
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Whiting CEO, Jim Volker, and Timbro Ranch Managing Partner, Ron Timmerman, review Whiting’s Redtail Prospect development plans on the Timbro Ranch in Weld County, Colorado
NYSE: WLL
Energy + Technology = Growth
NYSE: WLL
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Appendix
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Discretionary Cash Flow(1)
($ in Thousands)
Reconciliation of Net Cash Provided by Operating Activities to Discretionary Cash Flow
Three Months Ended Six Months Ended June 30, June 30, 2014 2013 2014 2013
Net cash provided by operating activities $ 567,769 $ 442,617 $ 891,666 $ 740,231 Exploration 13,466 24,343 37,588 43,209 Exploratory dry hole costs . (70) (11,628) (3,622) (11,628) Changes in working capital (24,978) (14,191) 112,516 70,668 Preferred stock dividends paid —(269)—(538) Discretionary cash flow (1) $ 556,187 $ 440,872 $ 1,038,148 $ 841,942
(1) Discretionary cash flow is a non-GAAP measure. Discretionary cash flow is presented because management believes it provides useful information to investors for analysis of the Company’s ability to internally fund acquisitions, exploration and development. Discretionary cash flow should not be considered in isolation or as a substitute for net income, income from operations, net cash provided by operating activities or other income, cash flow or liquidity measures under U.S. GAAP and may not be comparable to other similarly titled measures of other companies.
Energy + Technology = Growth
NYSE: WLL
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Cash Flow Per Diluted Share
($ in Thousands)
Reconciliation of Net Cash Provided by Operating Activities to Cash Flow Per Diluted Share
Cash Flow Per Share: Year Ended December 31,
2009 2010 2011 2012 2013
Net cash provided by operating activities $ 453,824 $ 997,289 $ 1,192,083 $ 1,401,215 $ 1,744,745 Weighted average diluted shares outstanding(1) 100,088 107,846 118,668 119,028 119,588 Cash flow per share $ 4.53 $ 9.25 $ 10.05 $ 11.77 $ 14.59
(1) All share and per share amounts have been retroactively restated for the 2009 and 2010 periods to reflect Whiting’s two –for-one stock split in February 2011.
Energy + Technology = Growth
NYSE: WLL
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EBITDAX
($ in Thousands)
Reconciliation of Net Income to EBITDAX
EBITDAX Reconciliation: Year Ended December 31,
2009 2010 2011 2012 2013
Net Income (Loss) $ (106,882) $ 336,653 $ 491,628 $ 414,099 $ 366,003 Amortization of Deferred Gain (16,596) (15,613) (13,937) (29,458) (31,737) Gain on Sale of Properties (5,947) (1,388) (16,313) (3,423) (128,648) Interest Income (208) (343) (208) (283) (1,134) Depreciation, Depletion & Amortization 394,792 393,897 468,203 684,724 891,516 Exploration 46,875 32,846 45,861 59,117 94,755 Impairment 26,139 26,525 38,783 107,855 358,455 Stock Compensation 7,650 8,871 13,509 18,190 22,436 Interest Expense. 64,608 59,078 62,516 75,210 112,936 Change in LT PPP 3,267 12,091 (865) 13,824 (6,980) Noncash (Gain) Loss on MTM Derivatives 218,255 (40,736) (63,093) (115,733) (20,830) Income Taxes (Benefit) (55,953) 204,790 288,691 247,912 205,868
EBITDAX Total. $ 576,000 $ 1,016,671 $ 1,314,775 $ 1,472,034 $ 1,862,640
Energy + Technology = Growth
NYSE: WLL
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Net Debt
($ in Thousands)
Reconciliation of Long-term Debt to Net Debt
Year Ended December 31,
2009 2010 2011 2012 2013
Long-term Debt $779,585 $800,000 $1,380,000 $1,800,000 $2,653,834 Less Cash 11,960 18,952 15,811 44,800 699,460 Net Debt $767,625 $781,048 $1,364,189 $1,755,200 $1,954,374
Energy + Technology = Growth
NYSE: WLL
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Important Additional Information and Where to Find It
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of a vote or proxy. The proposed Acquisition anticipates that the Whiting shares to be issued pursuant to the Acquisition will be exempt from registration under the United States Securities Act of 1933, as amended (the “Securities Act”), pursuant to Section 3(a)(10) of the Securities Act. Consequently, the Whiting shares will not be registered under the Securities Act or any state securities laws. In connection with the proposed Acquisition, on September 19, 2014, Whiting and Kodiak, each filed with the SEC amendment no. 1 to a previously filed preliminary joint proxy statement / circular. The joint proxy statement / circular is not final and is subject to change. Once final, a definitive joint proxy statement / circular will be filed with the SEC. INVESTORS ARE URGED TO READ THE
DEFINITIVE JOINT PROXY STATEMENT, CIRCULAR AND ANY OTHER RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT WHITING, KODIAK AND THE
PROPOSED ACQUISITION. The joint proxy statement, circular and certain other relevant materials (when they become available) and other documents filed by Whiting or Kodiak with the SEC may be obtained free of charge at the SEC’s website at http://www.sec.gov. In addition, investors may obtain copies of these documents (when they become available) free of charge by written request to Whiting Investor Relations, 1700 Broadway, Suite 2300, Denver, CO 80290-2300 or calling (303) 390-4051 or by written request to Kodiak Investor Relations, 1625 Broadway, Suite 250, Denver, CO 80202-4765 or calling (303) 592-8030.
Participants in the Solicitation
Whiting, Kodiak and their respective executive officers and directors may be deemed to be participants in the solicitation of proxies in connection with the proposed Acquisition. Information about the executive officers and directors of Whiting and the number of shares of Whiting’s common stock beneficially owned by such persons is set forth in the proxy statement for Whiting’s 2014 Annual Meeting of Stockholders which was filed with the SEC on March 23, 2014, and Whiting’s Annual Report on Form 10-K for the period ended December 31, 2013. Information about the executive officers and directors of Kodiak and the number of Kodiak’s ordinary shares beneficially owned by such persons is set forth in the proxy statement for Kodiak’s 2014 Annual Meeting of Shareholders which was filed with the SEC on May 9, 2014, and Kodiak’s Annual Report on Form 10-K for the period ended December 31, 2013. Investors may obtain additional information regarding the direct and indirect interests of Whiting, Kodiak and their respective executive officers and directors in the Acquisition by reading the joint proxy statement and circular regarding the Acquisition when it becomes available.
NYSE: WLL
Energy + Technology = Growth
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