DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - shares | 3 Months Ended | |
Mar. 31, 2020 | May 07, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Fiscal Period Focus | Q1 | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-33999 | |
Entity Registrant Name | NORTHERN OIL AND GAS, INC. | |
Entity Central Index Key | 0001104485 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 95-3848122 | |
Entity Address, Address Line One | 601 Carlson Pkwy – Suite 990 | |
Entity Address, City or Town | Minnetonka | |
Entity Address, State or Province | MN | |
Entity Address, Postal Zip Code | 55305 | |
City Area Code | 952 | |
Local Phone Number | 476-9800 | |
Title of 12(b) Security | Common Stock, par value $0.001 | |
Trading Symbol | NOG | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 405,793,741 |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current Assets: | ||
Cash and Cash Equivalents | $ 8,512 | $ 16,068 |
Accounts Receivable, Net | 97,580 | 108,274 |
Advances to Operators | 567 | 893 |
Prepaid Expenses and Other | 2,216 | 1,964 |
Derivative Instruments | 245,552 | 5,628 |
Income Tax Receivable | 420 | 210 |
Total Current Assets | 354,847 | 133,037 |
Oil and Natural Gas Properties, Full Cost Method of Accounting | ||
Proved | 4,265,534 | 4,178,605 |
Unproved | 10,846 | 11,047 |
Other Property and Equipment | 2,156 | 2,157 |
Total Property and Equipment | 4,278,536 | 4,191,809 |
Less – Accumulated Depreciation, Depletion and Impairment | (2,504,735) | (2,443,216) |
Total Property and Equipment, Net | 1,773,801 | 1,748,593 |
Derivative Instruments | 94,329 | 8,554 |
Deferred Income Taxes | 0 | 210 |
Other Noncurrent Assets, Net | 14,409 | 15,071 |
Total Assets | 2,237,386 | 1,905,465 |
Current Liabilities: | ||
Accounts Payable | 58,447 | 69,395 |
Accrued Liabilities | 101,302 | 110,374 |
Accrued Interest | 9,308 | 11,615 |
Derivative Instruments | 130 | 11,298 |
Current Portion of Long-term Debt | 65,000 | 0 |
Other Current Liabilities | 891 | 795 |
Total Current Liabilities | 235,078 | 203,477 |
Long-term Debt | 975,282 | 1,118,161 |
Derivative Instruments | 547 | 8,079 |
Asset Retirement Obligations | 17,198 | 16,759 |
Other Noncurrent Liabilities | 273 | 345 |
TOTAL LIABILITIES | 1,228,379 | 1,346,822 |
COMMITMENTS AND CONTINGENCIES (NOTE 8) | ||
STOCKHOLDERS’ EQUITY | ||
Preferred Stock, Par Value $.001; 5,000,000 Shares Authorized; 2,294,702 Series A Shares Outstanding at 3/31/2020 1,500,000 Series A Shares Outstanding at 12/31/2019 | 2 | 2 |
Common Stock, Par Value $.001; 675,000,000 Shares Authorized; 405,803,181 Shares Outstanding at 3/31/2020 406,085,183 Shares Outstanding at 12/31/2019 | 406 | 406 |
Additional Paid-In Capital | 1,513,516 | 1,431,438 |
Retained Deficit | (504,917) | (873,203) |
Total Stockholders’ Equity | 1,009,007 | 558,643 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 2,237,386 | $ 1,905,465 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares outstanding (in shares) | 2,294,702 | 1,500,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 675,000,000 | 675,000,000 |
Common stock, shares outstanding (in shares) | 405,803,181 | 406,085,183 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
REVENUES | ||
Gain (Loss) on Commodity Derivatives, Net | $ 376,581 | $ (139,623) |
Total Revenues | 506,785 | (6,934) |
OPERATING EXPENSES | ||
Production Expenses | 37,335 | 24,666 |
Production Taxes | 11,896 | 12,520 |
General and Administrative Expense | 4,871 | 6,051 |
Depletion, Depreciation, Amortization and Accretion | 61,809 | 45,134 |
Total Operating Expenses | 115,911 | 88,371 |
INCOME (LOSS) FROM OPERATIONS | 390,875 | (95,305) |
OTHER INCOME (EXPENSE) | ||
Interest Expense, Net of Capitalization | (16,551) | (19,548) |
Gain (Loss) on Unsettled Interest Rate Derivatives, Net | (677) | 0 |
Loss on Extinguishment of Debt | (5,527) | 0 |
Debt Exchange Derivative Gain | 0 | 6,287 |
Contingent Consideration Gain | 0 | 1,392 |
Other Income | 0 | 12 |
Total Other Income (Expense) | (22,755) | (11,857) |
INCOME (LOSS) BEFORE INCOME TAXES | 368,120 | (107,162) |
INCOME TAX PROVISION (BENEFIT) | (166) | 0 |
NET INCOME (LOSS) | $ 368,286 | $ (107,162) |
Net Income (Loss) Per Common Share - Basic (in dollars per share) | $ 0.90 | $ (0.29) |
Net Income (Loss) Per Common Share - Diluted (in dollars per share) | $ 0.74 | $ (0.29) |
Weighted Average Shares Outstanding - Basic (in shares) | 403,662,541 | 371,448,566 |
Weighted Average Shares Outstanding - Diluted (in shares) | 497,265,647 | 371,448,566 |
Oil and Gas Sales | ||
REVENUES | ||
Revenue | $ 130,196 | $ 132,684 |
Other Revenue | ||
REVENUES | ||
Revenue | $ 8 | $ 5 |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Cash Flows [Abstract] | ||
Net Income (Loss) | $ 368,286 | $ (107,162) |
Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by Operating Activities: | ||
Depletion, Depreciation, Amortization and Accretion | 61,809 | 45,134 |
Amortization of Debt Issuance Costs | 1,461 | 1,301 |
Loss on Extinguishment of Debt | 5,527 | 0 |
Amortization of Bond Premium on Long-term Debt | (321) | (746) |
Deferred Income Taxes | 210 | 0 |
(Gain) Loss of Derivative Instruments | (344,398) | 152,169 |
Gain on Debt Exchange Derivative | 0 | (6,287) |
Loss on Contingent Consideration | 0 | (1,392) |
PIK Interest on Second Lien Notes | 0 | 1,742 |
Stock-Based Compensation Expense | 1,079 | 2,751 |
Other | (57) | (21) |
Changes in Working Capital and Other Items: | ||
Accounts Receivable, Net | 10,789 | 5,939 |
Prepaid and Other Expenses | (251) | 178 |
Accounts Payable | (1,514) | 5,783 |
Accrued Interest | (2,290) | 426 |
Accrued Liabilities | 327 | (907) |
Net Cash Provided by Operating Activities | 100,654 | 98,908 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Drilling and Development Capital Expenditures | (78,962) | (69,786) |
Acquisition of Oil and Natural Gas Properties | (25,537) | (8,122) |
Purchases of Other Property and Equipment | 0 | (5) |
Net Cash Used for Investing Activities | (104,500) | (77,913) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Advances on Revolving Credit Facility | 25,000 | 53,000 |
Repayments on Revolving Credit Facility | (15,000) | (46,000) |
Repurchases of Second Lien Notes | (13,277) | 0 |
Debt Issuance Costs Paid | (37) | (70) |
Debt Exchange Derivative Settlements | 0 | (894) |
Contingent Consideration Settlements | 0 | (9,778) |
Repurchases of Common Stock | 0 | (15,108) |
Restricted Stock Surrenders - Tax Obligations | (396) | (558) |
Net Cash Used for Financing Activities | (3,710) | (19,409) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (7,555) | 1,586 |
CASH AND CASH EQUIVALENTS – BEGINNING OF PERIOD | 16,068 | 2,358 |
CASH AND CASH EQUIVALENTS – END OF PERIOD | $ 8,512 | $ 3,944 |
CONDENSED STATEMENTS OF STOCKHO
CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Preferred Stock | Additional Paid-in Capital | Retained Earnings (Deficit) |
Beginning balance (in shares) at Dec. 31, 2018 | 378,333,070 | 0 | |||
Beginning balance at Dec. 31, 2018 | $ 429,865 | $ 378 | $ 0 | $ 1,226,371 | $ (796,884) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of Common Stock (in shares) | 3,160,200 | ||||
Issuance of Common Stock | 3 | $ 3 | |||
Restricted Stock Forfeitures (in shares) | (4,802) | ||||
Restricted Stock Forfeitures | 0 | ||||
Stock-Based Compensation | 2,832 | 2,832 | |||
Restricted Stock Surrenders - Tax Obligations (in shares) | (220,531) | ||||
Restricted Stock Surrenders - Tax Obligations | (558) | (558) | |||
Repurchases of Common Stock (in shares) | (5,635,003) | ||||
Repurchases of Common Stock | (15,108) | $ (6) | (15,102) | ||
Contingent Consideration Settlements (in shares) | 1,167,544 | ||||
Contingent Consideration Settlements | 2,887 | $ 1 | 2,886 | ||
Net Income (Loss) | (107,162) | (107,162) | |||
Ending balance (in shares) at Mar. 31, 2019 | 376,800,478 | 0 | |||
Ending balance at Mar. 31, 2019 | 312,760 | $ 377 | $ 0 | 1,216,429 | (904,046) |
Beginning balance (in shares) at Dec. 31, 2019 | 406,085,183 | 1,500,000 | |||
Beginning balance at Dec. 31, 2019 | 558,643 | $ 406 | $ 2 | 1,431,438 | (873,203) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of Common Stock (in shares) | 50,000 | ||||
Issuance of Common Stock | 0 | $ 0 | |||
Restricted Stock Forfeitures | (400) | ||||
Stock-Based Compensation | 1,263 | 1,263 | |||
Restricted Stock Surrenders - Tax Obligations (in shares) | (332,002) | ||||
Restricted Stock Surrenders - Tax Obligations | (396) | (396) | |||
Issuance of Preferred Stock, Net of Issuance Costs (in shares) | 794,702 | ||||
Issuance of Preferred Stock, Net of Issuance Costs | 81,212 | $ 1 | 81,211 | ||
Equity Offerings | 81,212 | $ 1 | 81,211 | ||
Net Income (Loss) | 368,286 | 368,286 | |||
Ending balance (in shares) at Mar. 31, 2020 | 405,803,181 | 2,294,702 | |||
Ending balance at Mar. 31, 2020 | $ 1,009,007 | $ 406 | $ 2 | $ 1,513,516 | $ (504,917) |
ORGANIZATION AND NATURE OF BUSI
ORGANIZATION AND NATURE OF BUSINESS | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND NATURE OF BUSINESS | ORGANIZATION AND NATURE OF BUSINESS Northern Oil and Gas, Inc. (the “Company,” “Northern,” “our” and words of similar import), a Delaware corporation, is an independent energy company engaged in the acquisition, exploration, exploitation, development and production of crude oil and natural gas properties. The Company’s common stock trades on the NYSE American market under the symbol “NOG”. Northern’s principal business is crude oil and natural gas exploration, development, and production with operations that primarily target the Bakken and Three Forks formations in the Williston Basin of the United States. The Company acquires leasehold interests that comprise of non-operated working interests in wells and in drilling projects within its area of operations. For the three months ended March 31, 2020, crude oil accounted for 79% of the Company’s total production and 89% of its oil and gas sales. |
BASIS OF PRESENTATION AND SIGNI
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The financial information included herein is unaudited. The balance sheet as of December 31, 2019 has been derived from the Company’s audited financial statements for the year ended December 31, 2019. However, such information includes all adjustments (consisting of normal recurring adjustments and change in accounting principles) that are, in the opinion of management, necessary for a fair presentation of financial position, results of operations and cash flows for the interim periods. The results of operations for interim periods are not necessarily indicative of the results to be expected for an entire year. Certain information, accounting policies, and footnote disclosures normally included in the financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted in this Form 10-Q pursuant to certain rules and regulations of the Securities and Exchange Commission (“SEC”). The condensed financial statements should be read in conjunction with the audited financial statements for the year ended December 31, 2019, which were included in the Company’s 2019 Annual Report on Form 10-K for the fiscal year ended December 31, 2019. Revenues, expenses, cash flows, assets and liabilities can and do vary during each quarter of the year. Additionally, in March 2020, the World Health Organization declared novel coronavirus 2019 (“COVID-19”) a pandemic. The broader implication of COVID-19 on our results of operations and overall financial performance remains uncertain. We may experience various effects that could materially adversely impact our business, financial condition, results of operations and overall financial performance in future periods. Use of Estimates The preparation of financial statements under GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant estimates relate to proved crude oil and natural gas reserves, estimates relating to certain crude oil and natural gas revenues and expenses, fair value of derivative instruments, fair value of contingent consideration, acquisition date fair values of assets acquired and liabilities assumed, impairment of oil and natural gas properties, asset retirement obligations and deferred income taxes. Actual results may differ from those estimates. Adopted and Recently Issued Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses (Topic 326) - Measurement of credit losses on financial instruments, which requires a company immediately recognize management’s current estimated credit losses (“CECL”) for all financial instruments that are not accounted for at fair value through net income. Previously, credit losses on financial assets were only required to be recognized when they were incurred. The Company adopted ASU 2016-13 on January 1, 2020. The guidance did not have a significant impact on the condensed financial statements or notes accompanying the condensed financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair value measurement (Topic 820) - Disclosure framework - Changes to the disclosure requirements for fair value measurement, which modifies the disclosure requirements on fair value measurements in Topic 820. The Company adopted ASU 2018-13 on January 1, 2020. The guidance did not have a significant impact on the condensed financial statements or notes accompanying the condensed financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) - Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the general principles and also simplification of areas such as separate entity financial statements and interim recognition of enactment of tax laws or rate changes. ASU 2019-12 is effective for fiscal years beginning after December 15, 2020, including interim reporting periods within those years. The Company is currently evaluating the effect of ASU 2019-12, but does not expect the adoption of this guidance to have a material impact on its financial position, cash flows or result of operations. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform, which provides temporary optional guidance to companies impacted by the transition away from the London Interbank Offered Rate (LIBOR). The amendment provides certain expedients and exceptions to applying GAAP in order to lessen the potential accounting burden when contracts, hedging relationships, and other transactions that reference LIBOR as a benchmark rate are modified. This amendment is effective upon issuance and expires on December 31, 2022. The Company is currently assessing the impact of the LIBOR transition and this ASU on the Company’s condensed financial statements. Revenue Recognition The Company’s revenues are primarily derived from its interests in the sale of oil and natural gas production. The Company recognizes revenue from its interests in the sales of oil and natural gas in the period that its performance obligations are satisfied. Performance obligations are satisfied when the customer obtains control of product, when the Company has no further obligations to perform related to the sale, when the transaction price has been determined and when collectability is probable. A wellhead imbalance liability equal to the Company’s share is recorded to the extent that the Company’s well operators have sold volumes in excess of its share of remaining reserves in an underlying property. However, for the three months ended March 31, 2020 and 2019, the Company’s natural gas production was in balance, meaning its cumulative portion of natural gas production taken and sold from wells in which it has an interest equaled its entitled interest in natural gas production from those wells. The Company’s disaggregated revenue has two revenue sources, which are oil sales and natural gas and NGL sales, and the Company only operates in one geographic area, the Williston Basin in the United States, primarily in North Dakota and Montana. Oil sales for the three months ended March 31, 2020 and 2019 were $116.3 million and $123.6 million, respectively. Natural gas and NGL sales for the three months ended March 31, 2020 and 2019 were $13.9 million and $9.1 million, respectively. Concentrations of Market, Credit and Other Risks The future results of the Company’s crude oil and natural gas operations will be affected by the market prices of crude oil and natural gas. The availability of a ready market for crude oil and natural gas products in the future will depend on numerous factors beyond the control of the Company, including weather, imports, marketing of competitive fuels, proximity and capacity of crude oil and natural gas pipelines and other transportation facilities, any oversupply or undersupply of crude oil, natural gas and liquid products, economic disruptions resulting from the COVID-19 pandemic, the regulatory environment, the economic environment, and other regional and political events, none of which can be predicted with certainty. The Company operates in the exploration, development and production sector of the crude oil and natural gas industry. The Company’s receivables include amounts due, indirectly via the third-party operators of the wells, from purchasers of its crude oil and natural gas production. While certain of these customers, as well as third-party operators of the wells, are affected by periodic downturns in the economy in general or in their specific segment of the crude oil or natural gas industry, the Company believes that its level of credit-related losses due to such economic fluctuations have been immaterial. As a non-operator, 100% of the Company’s wells are operated by third-party operating partners. As a result, the Company is highly dependent on the success of these third-party operators. If they are not successful in the development, exploitation, production and exploration activities relating to the Company’s leasehold interests, or are unable or unwilling to perform, the Company’s financial condition and results of operation could be adversely affected. These risks are heightened in the current low commodity price environment, which may present significant challenges to these third-party operators. The Company’s third-party operators will make decisions in connection with their operations that may not be in the Company’s best interests, and the Company may have little or no ability to exercise influence over the operational decisions of its third-party operators. For the three months ended March 31, 2020, the Company’s top four operators made up 53% of total oil and gas sales, compared to 59% for the three months ended March 31, 2019. The Company faces concentration risk due to the fact that all of its oil and natural gas properties are located in the Williston Basin, primarily in North Dakota and Montana. As a result, the Company is disproportionately exposed to risks affecting its single geographic area of operations. The Company manages and controls market and counterparty credit risk. In the normal course of business, collateral is not required for financial instruments with credit risk. Financial instruments which potentially subject the Company to credit risk consist principally of temporary cash balances and derivative financial instruments. The Company maintains cash and cash equivalents in bank deposit accounts which, at times, may exceed the federally insured limits. The Company has not experienced any significant losses from such investments. The Company attempts to limit the amount of credit exposure to any one financial institution or company. The Company believes the credit quality of its counterparties is generally high. In the normal course of business, letters of credit or parent guarantees may be required for counterparties which management perceives to have a higher credit risk. Net Income (Loss) Per Common Share Basic earnings per share (“EPS”) are computed by dividing net income (loss) available to common stockholders (the numerator) by the weighted average number of common shares outstanding for the period (the denominator). Diluted EPS is computed by dividing net income (loss) by the weighted average number of common shares and potential common shares outstanding (if dilutive) during each period. Potential common shares include shares issuable upon exercise of stock options and vesting of restricted stock awards, and shares issuable upon conversion of the Series A Preferred Stock (see Note 5). The number of potential common shares outstanding are calculated using treasury stock or if-converted method. The reconciliation of the denominators used to calculate basic EPS and diluted EPS for the three months ended March 31, 2020 and 2019 are as follows: Three Months Ended (In thousands, except share and per share data) 2020 2019 Net Income (Loss) $ 368,286 $ (107,162) Less: Cumulative Dividends on Preferred Stock (3,729) — Net Income (Loss) Attributable to Common Stock $ 364,557 $ (107,162) Weighted Average Common Shares Outstanding: Weighted Average Common Shares Outstanding – Basic 403,662,541 371,448,566 Plus: Dilutive Effect of Restricted Stock 354,658 — Plus: Dilutive Effect of Preferred Shares 93,248,448 — Weighted Average Common Shares Outstanding – Diluted 497,265,647 371,448,566 Net Income (Loss) per Common Share: Basic $ 0.90 $ (0.29) Diluted $ 0.74 $ (0.29) Shares underlying Restricted Stock Awards Excluded from EPS Due to Anti-Dilutive Effect 143,818 1,278,489 Supplemental Cash Flow Information The following reflects the Company’s supplemental cash flow information: Three Months Ended March 31, (In thousands) 2020 2019 Supplemental Cash Items: Cash Paid During the Period for Interest, Net of Amount Capitalized $ 15,990 $ 16,929 Non-cash Investing Activities: Oil and Natural Gas Properties Included in Accounts Payable and Accrued Liabilities 143,220 133,872 Capitalized Asset Retirement Obligations 259 226 Compensation Capitalized on Oil and Gas Properties 184 84 Non-cash Financing Activities: Issuance of 8.50% Second Lien Notes due 2023 - PIK Interest — 1,738 Issuance of Preferred Stock for 2L Notes Repurchase 81,212 — Contingent Consideration Settlements — 2,887 |
CRUDE OIL AND NATURAL GAS PROPE
CRUDE OIL AND NATURAL GAS PROPERTIES | 3 Months Ended |
Mar. 31, 2020 | |
Oil and Gas Exploration and Production Industries Disclosures [Abstract] | |
CRUDE OIL AND NATURAL GAS PROPERTIES | CRUDE OIL AND NATURAL GAS PROPERTIES The Company follows the full cost method of accounting for crude oil and natural gas operations whereby all costs related to the exploration and development of crude oil and natural gas properties are capitalized into a single cost center (“full cost pool”). Such costs include land acquisition costs, geological and geophysical expenses, carrying charges on non-producing properties, costs of drilling directly related to acquisition, and exploration activities. Internal costs that are capitalized are directly attributable to acquisition, exploration and development activities and do not include costs related to production, general corporate overhead or similar activities. Costs associated with production and general corporate activities are expensed in the period incurred. Under the full cost method of accounting, the Company is required to perform a ceiling test each quarter. The test determines a limit, or ceiling, on the book value of the proved oil and gas properties. Net capitalized costs are limited to the lower of unamortized cost net of deferred income taxes, or the cost center ceiling. The Company did not have any ceiling test impairment for the three months ended March 31, 2020 and 2019, respectively. At March 31, 2020, the Company’s impairment review used prices that reflect an average of the trailing 12-month prices as prescribed pursuant to the SEC’s guidelines. The average prices used in the March 31, 2020 impairment review are significantly higher than the actual and currently forecasted prices for 2020. As lower average monthly pricing is reflected in the trailing 12-month average pricing calculation for future fiscal quarters, the present value of the Company’s future net revenues is expected to decline and a material impairment is expected to be recognized. Given the current oil and natural gas pricing environment, the Company expects it will have noncash ceiling test write-downs of its oil and natural gas properties in 2020. The book value of the Company’s crude oil and natural gas properties consists of all acquisition costs (including cash expenditures and the value of stock consideration), drilling costs and other associated capitalized costs. Acquisitions are accounted for as purchases and, accordingly, the results of operations are included in the accompanying condensed statements of operations from the closing date of the acquisition. Acquired assets and liabilities assumed are recorded based on their estimated fair value at the time of the acquisition. Acquisitions have been funded with internal cash flow, bank borrowings and the issuance of debt and equity securities. 2020 Acquisitions The Company acquired oil and natural gas properties, through a number of independent transactions, for a total of $25.5 million during the three months ended March 31, 2020. These amounts include $18.4 million, of development costs that occurred prior to the closings of the acquisitions. 2019 Acquisitions The Company acquired oil and natural gas properties, through a number of independent transactions, for a total of $8.4 million during the three months ended March 31, 2019. VEN Bakken Acquisition On July 1, 2019, the Company completed its acquisition (the “VEN Bakken Acquisition”) of certain oil and gas properties and interests from VEN Bakken, LLC (“VEN Bakken”), effective as of July 1, 2019. VEN Bakken is a wholly-owned subsidiary of Flywheel Bakken, LLC. At closing the acquired assets consisted of approximately 90.1 net producing wells and 3.3 net wells in process, as well as approximately 18,000 net acres substantially all in North Dakota. The Company also assumed certain crude oil derivative contracts from VEN Bakken as part of the acquisition. The VEN Bakken Acquisition was completed pursuant to the purchase and sale agreement between the Company and VEN Bakken, dated as of April 18, 2019. The total estimated consideration paid by the Company was $315.3 million, consisting of (i) $174.9 million in cash, (ii) 5,602,147 shares of Company common stock valued at $11.7 million, based on the $2.09 per share closing price of Company common stock on the closing date of the acquisition and ( iii) $128.7 million of value attributable to a 6.0% unsecured promissory note due July 1, 2022 issued by the Company to VEN Bakken in the aggregate principal amount of $130.0 million (the “Unsecured VEN Bakken Note”) . Th e Company incurred $1.8 million o f transactions costs in connection with the acquisition, which are included in general and administrative expense in the condensed statement of operations. The following table reflects the fair values of the net assets and liabilities as of the date of acquisition: (In thousands) Fair value of net assets: Proved oil and natural gas properties $ 324,974 Asset retirement cost 2,680 Total assets acquired 327,654 Asset retirement obligations (2,680) Derivative instruments (9,694) Net assets acquired $ 315,280 Fair value of consideration paid for net assets: Cash consideration $ 174,912 Issuance of common stock (5.6 million shares at $2.09 per share) 11,708 Unsecured VEN Bakken Note 128,660 Total fair value of consideration transferred $ 315,280 Pro Forma Information The following summarized unaudited pro forma condensed statement of operations information for the three months ended March 31, 2019, assumes that the VEN Bakken Acquisition occurred as of January 1, 2019. There is no pro forma information included for the three months ended March 31, 2020, because the Company’s actual financial results for such period fully reflect this acquisition. The Company prepared the following summarized unaudited pro forma financial results for comparative purposes only. The summarized unaudited pro forma information may not be indicative of the results that would have occurred had the Company completed the acquisition as of January 1, 2019, or that would be attained in the future. Three Months Ended (In thousands) March 31, 2019 Revenues $ (13,515) Net Loss (139,749) Unproved Properties All properties that are not classified as proved properties are considered unproved properties and, thus, the costs associated with such properties are not subject to depletion. Once a property is classified as proved, all associated acreage and drilling costs are subject to depletion. The Company historically has acquired unproved properties by purchasing individual or small groups of leases directly from mineral owners, landmen, or lease brokers, which leases historically have not been subject to specified drilling projects, and by purchasing lease packages in identified project areas controlled by specific operators. The Company generally participates in drilling activities on a heads up basis by electing whether to participate in each well on a well-by-well basis at the time wells are proposed for drilling. The Company believes that the majority of its unproved costs will become subject to depletion within the next five years by proving up reserves relating to the acreage through exploration and development activities, by impairing the acreage that will expire before the Company can explore or develop it further or by determining that further exploration and development activity will not occur. The timing by which all other properties will become subject to depletion will be dependent upon the timing of future drilling activities and delineation of its reserves. |
LONG-TERM DEBT
LONG-TERM DEBT | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT The Company’s long-term debt consists of the following: (in thousands) March 31, 2020 December 31, 2019 Revolving Credit Facility $ 590,000 $ 580,000 Second Lien Notes due 2023 327,489 417,733 Unsecured VEN Bakken Note 130,000 130,000 Total principal 1,047,489 1,127,733 Unamoritzed debt discounts and premiums 3,244 4,860 Unamortized debt issuance costs (1) (10,450) (14,432) Total debt 1,040,282 1,118,161 Less current portion of long-term debt (65,000) — Total long-term debt $ 975,282 $ 1,118,161 ________________ (1) Debt issuance costs related to the Company’s revolving credit facility of $9.3 million and $9.8 million as of March 31, 2020 and December 31, 2019, respectively, are recorded in “Other Noncurrent Assets, Net” on the balance sheets. Revolving Credit Facility On November 22, 2019, the Company entered into a Second Amended and Restated Credit Agreement (the “Revolving Credit Facility”) with Wells Fargo Bank, National Association, as administrative agent, and the lenders from time to time party thereto, which amended and restated the Company’s prior revolving credit facility that was entered into on October 5, 2018. The Revolving Credit Facility is scheduled to mature on November 22, 2024, provided that the maturity date shall be 91 days prior to the scheduled maturity date of the earlier of (i) the Second Lien Notes (defined below) if any Second Lien Notes remain outstanding on such date or (ii) the Unsecured VEN Bakken Note if any principal amount of the Unsecured VEN Bakken Note remains outstanding on such date. The Revolving Credit Facility is subject to a borrowing base with maximum loan value to be assigned to the proved reserves attributable to the Company and its subsidiaries’ (if any) oil and gas properties. The borrowing base as of March 31, 2020 was $800.0 million. The borrowing base will be redetermined semiannually on or around April 1st and October 1st, with one interim “wildcard” redetermination available between scheduled redeterminations. The April 1st scheduled redetermination shall be based on a January 1st engineering report audited by a third party (reasonably acceptable by the Agent). The Company’s April 1st, 2020 redetermination is still in process. At the Company’s option, borrowings under the Revolving Credit Facility shall bear interest at the base rate or LIBOR plus an applicable margin. Base rate loans bear interest at a rate per annum equal to the greatest of: (i) the agent bank’s prime rate; (ii) the federal funds effective rate plus 50 basis points; and (iii) the adjusted LIBOR rate for a one-month interest period plus 100 basis points. The applicable margin for base rate loans ranges from 100 to 200 basis points, and the applicable margin for LIBOR loans ranges from 200 to 300 basis points, in each case depending on the percentage of the borrowing base utilized. The Revolving Credit Facility contains negative covenants that limit the Company’s ability, among other things, to pay dividends, incur additional indebtedness, sell assets, enter into certain derivatives contracts, change the nature of its business or operations, merge, consolidate, or make certain types of investments. In addition, the Revolving Credit Facility requires that the Company comply with the following financial covenants: (i) as of the date of determination, the ratio of total net debt to EBITDAX (as defined in the Revolving Credit Facility) shall be no more than 3.50 to 1.00, measured on a pro forma rolling four quarter basis, and (ii) the current ratio (defined as consolidated current assets including unused amounts of the total commitments, but excluding non-cash assets under FASB ASC 815, divided by consolidated current liabilities excluding current non-cash obligations under FASB ASC 815 and current maturities under the Revolving Credit Facility, the Second Lien Notes and the Unsecured VEN Bakken Note) shall not be less than 1.00 to 1.00. The Company is in compliance with these financial covenants as of March 31, 2020. The Company’s obligations under the Revolving Credit Facility may be accelerated, subject to customary grace and cure periods, upon the occurrence of certain Events of Default (as defined in the Revolving Credit Facility). Such Events of Default include customary events for a financing agreement of this type, including, without limitation, payment defaults, the inaccuracy of representations and warranties, defaults in the performance of affirmative or negative covenants, defaults on other indebtedness of us or the Company’s subsidiaries, defaults related to judgments and the occurrence of a Change in Control (as defined in the Revolving Credit Facility). The Company’s obligations under the Revolving Credit Facility are secured by mortgages on not less than 85% of the value of proven reserves associated with the oil and gas properties included in the determination of the borrowing base. Additionally, the Company entered into a Guaranty and Collateral Agreement in favor of the Agent for the secured parties, pursuant to which the Company’s obligations under the Revolving Credit Facility are secured by a first priority security interest in substantially all of the Company’s assets. Second Lien Notes due 2023 On May 15, 2018, the Company issued 8.500% senior secured second lien notes due 2023 (the “Second Lien Notes”) with an aggregate principal amount of $344.3 million (the “Original 2L Notes”) in exchange for certain previously outstanding 8.000% senior unsecured notes due June 1, 2020 (the “Unsecured Notes”). In October 2018, the Company issued an additional $350.0 million aggregate principal amount of Second Lien Notes (the “Additional 2L Notes”), the proceeds of which were used in connection with the retirement of the Company’s prior term loan credit agreement. In addition, as of and through March 31, 2020, the Company had issued another $4.3 million of additional aggregate principal amount of Second Lien Notes pursuant to the interest payment-in-kind provisions thereof. During 2019, the Company repurchased and retired $10.1 million in aggregate principal amount of Second Lien Notes in open market transactions. In November 2019, the Company completed a cash tender offer to redeem and repay $200.0 million principal amount of Second Lien Notes. Also in November 2019, the Company redeemed and repaid $70.8 million principal amount of Second Lien Notes in exchange for Series A Preferred Stock. In January 2020, the Company completed four independent, separately negotiated purchase agreements to repurchase and retire $76.7 million aggregate principal amount of Second Lien Notes in exchange for Series A Preferred Stock and cash. During the three months ended March 31, 2020, the Company repurchased and retired $13.5 million aggregate principal amount of Second Lien Notes in open market transactions. The terms of the Second Lien Notes include those stated in the Indenture entered into on May 15, 2018 by the Company and Wilmington Trust, National Association, as trustee (the “Original 2L Indenture”), as amended by the First Supplemental Indenture, dated September 18, 2018 (the “First Supplemental 2L Indenture”), the Second Supplemental Indenture, dated October 5, 2018 (the “Second Supplemental 2L Indenture”), and the Third Supplemental Indenture, dated November 22, 2019 (the “Third Supplemental 2L Indenture” and, together with the Original 2L Indenture, the First Supplemental 2L Indenture, and the Second Supplemental 2L Indenture, the “2L Indenture”). The Second Lien Notes are the senior secured obligations of the Company and rank equal in right of payment to all existing and future senior indebtedness of the Company and its subsidiaries. The Second Lien Notes are secured by second priority security interests in substantially all assets of the Company, subject to certain exceptions. The Second Lien Notes will be guaranteed by all of the Company’s direct and indirect subsidiaries that guarantee indebtedness under any other indebtedness for borrowed money of the Company or any of the Company’s subsidiary guarantors. As of March 31, 2020, the Company did not have any subsidiaries. The Second Lien Notes will mature on May 15, 2023. Interest on the Second Lien Notes accrues at a rate of 8.500% per annum payable in cash quarterly in arrears on the first day of each calendar quarter. Additional interest may accrue depending on the Company’s total debt to EBITDAX ratio as of each December 31st and June 30th, provided that any such additional interest would be payable in kind (the “PIK Interest”). No PIK Interest will accrue so long as the Company’s total debt to EBITDAX ratio remains below 2.50 to 1.00 as of each applicable measurement date. PIK Interest of 1.00% per annum will accrue if the Company’s total debt to EBITDAX ratio is less than 2.75 to 1.00 but equal to or greater than 2.50 to 1.00. PIK Interest of 2.00% per annum will accrue if the Company’s total debt to EBITDAX ratio is less than 3.00 to 1.00 but equal to or greater than 2.75 to 1.00. PIK Interest of 3.00% per annum will accrue if the Company’s total debt to EBITDAX ratio is greater than or equal to 3.00 to 1.00. No PIK Interest has accrued since March 31, 2019. Default interest will be payable in cash on demand at the then applicable interest rate plus 3.00% per annum. The Company may redeem all or a portion of any of the Second Lien Notes at the following redemption prices during the following time periods (plus accrued and unpaid interest on the Second Lien Notes redeemed): (i) from and after May 15, 2018 until May 15, 2021, 104%, (ii) on and after May 15, 2021 until May 15, 2022, 102%, and (iii) on and after May 15, 2022, 100%; provided that any redemption of Second Lien Notes (or the acceleration of Second Lien Notes) prior to May 15, 2020 shall also be accompanied by a make whole premium. Subject to the terms of an intercreditor agreement, the Company is also required to offer to prepay the Second Lien Notes with 100% of the net cash proceeds of asset sales, casualty events and condemnations in excess of $20.0 million not required to be used to pay down the loans under the Revolving Credit Facility, subject to customary exclusions and reinvestment provisions. Mandatory prepayment offers will be subject to payment of the make whole premium and redemption price set forth above, as applicable. If a change of control occurs, the Company will be required to offer to repurchase the Second Lien Notes at the repurchase price of 101% of the principal amount of repurchased Second Lien Notes (subject to the prepayment provisions of the Revolving Credit Facility). The Second Lien Notes contain negative covenants that limit the Company’s ability, among other things, to pay cash dividends, incur additional indebtedness, sell assets, enter into certain derivatives contracts, change the nature of its business or operations, merge, consolidate, make certain types of investments, amend other debt documents, and incur any additional debt on a subordinated or junior basis to the Revolving Credit Facility and on a senior basis to the Second Lien Notes. The Second Lien Notes do not include any financial maintenance covenants. The obligations of the Company under the Second Lien Notes may be accelerated upon the occurrence of an Event of Default (as such term is defined in the 2L Indenture). Events of Default include customary events for a capital markets debt financing of this type, including, without limitation, payment defaults, the inaccuracy of representations and warranties, defaults in the performance of affirmative or negative covenants, defaults on other indebtedness of the Company or its subsidiaries, bankruptcy or related defaults, defaults related to judgments and the occurrence of a Change of Control (as such term is defined in the 2L Indenture). Unsecured VEN Bakken Note On July 1, 2019, in connection with the completion of the VEN Bakken Acquisition, the Company issued the Unsecured VEN Bakken Note in the original principal amount of $130.0 million (see Note 3 above) . Fifty percent (50%) of the original principal amount of the Unsecured VEN Bakken Note is required to be repaid by the Company on or before January 1, 2021, and the remaining unpaid principal amount is required to be repaid by the Company on or before July 1, 2022, in each case together with all accrued but unpaid interest thereon. Interest, at a rate of 6.0% per annum, is due quarterly in arrears on the first day of each calendar quarter, commencing on October 1, 2019. The Unsecured VEN Bakken Note does not include any financial maintenance covenants and is unsecured. |
COMMON AND PREFERRED STOCK
COMMON AND PREFERRED STOCK | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
COMMON AND PREFERRED STOCK | COMMON AND PREFERRED STOCK Common Stock The Company is authorized to issue up to 675,000,000 shares of common stock, par value $0.001 per share. As of March 31, 2020, the Company had 405,803,181 shares of common stock issued and outstanding. Preferred Stock The Company is authorized to issue up to 5,000,000 shares of preferred stock, par value $0.001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by the Board of Directors. As of March 31, 2020 the Company had 2,294,702 shares of preferred stock issued and outstanding, respectively, all of which were shares of 6.500% Series A Perpetual Cumulative Convertible Preferred Stock (the “Series A Preferred Stock”). The terms of the Series A Preferred Stock are set forth in the Certificate of Designations for the Series A Preferred Stock (the “Certificate of Designations”), as originally filed with the Delaware Secretary of State on November 22, 2019, and as amended thereafter. The Series A Preferred Stock ranks senior to the Company’s common stock with respect to the payment of dividends and distribution of assets upon liquidation, dissolution or winding-up. Holders of the Series A Preferred Stock are entitled to receive, when, as and if declared by the board of directors of the Company, cumulative dividends in cash, at a rate of 6.500% per annum on the sum of (i) the $100 liquidation preference per share of Series A Preferred Stock (the “Liquidation Preference”) and (ii) all accumulated and unpaid dividends (if any), payable semi-annually in arrears on May 15 and November 15 of each year, commencing on May 15, 2020. As of March 31, 2020, there were $5.3 million of accumulated dividends on the Series A Preferred Stock, which are not reflected in the condensed financial statements because they have not been declared. The Series A Preferred Stock is convertible at the holders’ option (an “Optional Conversion”) into common stock at a conversion rate set forth in the Certificate of Designations, subject to customary adjustments as provided for therein. As of March 31, 2020, the conversion rate was 43.63 shares of common stock for each share of Series A Preferred Stock (which is equivalent to a conversion price of approximately $2.292 per share of Common Stock). Holders may be entitled to additional shares of common stock or cash in connection with a conversion that occurs in connection with a Fundamental Change (as defined in the Certificate of Designations). The Series A Preferred Stock is convertible at the Company’s option (a “Mandatory Conversion”) if the closing sale price of the Company’s common stock equals or exceeds 145% of the conversion price for at least 20 trading days (whether or not consecutive) in a period of 30 consecutive trading days. A Mandatory Conversion would also entitle the holder to a cash payment equal to eight semi-annual dividend payments, less an amount equal to all cash dividend payments made in respect of such holder’s shares of Series A Preferred Stock prior to such Mandatory Conversion. The occurrence of any Optional Conversion or Mandatory Conversion is subject to various terms and limitations set forth in the Certificate of Designations. The Certificate of Designations also sets forth additional information relating to the payment of dividends, voting, conversion rights, consent rights, liquidation rights, the ranking of the Series A Preferred Stock in comparison with the Company’s other securities, and other matters. 2020 Activity Common Stock During the three months ended March 31, 2020, 0.3 million shares of common stock were surrendered by certain employees of the Company to cover tax obligations in connection with their restricted stock awards. The total value of these shares was approximately $0.4 million, which is based on the market prices on the dates the shares were surrendered. Preferred Stock During the three months ended March 31, 2020, the Company issued 794,702 shares of Series A Preferred Stock as part of separate transactions pursuant to which the Company retired $76.7 million in aggregate principal amount of Second Lien Notes (see Note 4). Stock Repurchase Program In May 2011, the Company’s board of directors approved a stock repurchase program to acquire up to $150.0 million of the Company’s outstanding common stock. The stock repurchase program allows the Company to repurchase its shares from time to time in the open market, block transactions and in negotiated transactions. During the three months ended March 31, 2020, the Company did not repurchase shares of its common stock under the stock repurchase program. During the three months ended March 31, 2019, the Company repurchased 5.6 million shares of its common stock under the stock repurchase program at a total cost of $16.3 million, of which $1.2 million was recorded as a settlement of contingent consideration liabilities. The Company’s accounting policy upon the repurchase of shares is to deduct its par value from common stock and to reflect any excess of cost over par value as a deduction from Additional Paid-in Capital. All repurchased shares are now included in the Company’s pool of authorized but unissued shares. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION The Company’s 2018 Equity Incentive Plan (the “2018 Plan”), which replaced the Company’s prior 2013 Incentive Plan (the “2013 Plan”), authorized 15,000,000 shares for grant under the 2018 Plan, plus the 769,775 shares remaining available for future grants under the 2013 Plan on the date the stockholders approved the 2018 Plan. No future awards will be made under the 2013 Plan. The 2013 Plan continues to govern awards that were made thereunder, which remain in effect pursuant to their terms. As of March 31, 2020, there were 12,563,710 shares available for future awards under the 2018 Plan. The Company recognizes the fair value of stock-based compensation awards expected to vest over the requisite service period as a charge against earnings, net of amounts capitalized. The Company’s stock-based compensation awards are accounted for as equity instruments and are included in the “General and administrative” line item in the unaudited statements of operations. The Company capitalizes a portion of stock-based compensation for employees who are directly involved in the acquisition of oil and natural gas properties into the full cost pool. Capitalized stock-based compensation is included in the “Oil and natural gas properties” line item on the unaudited balance sheets. The 2018 Plan and 2013 Plan award types are summarized as follows: Restricted Stock Awards The Company issues restricted stock awards (“RSAs”) subject to various vesting conditions as compensation to executive officers, employees and directors of the Company. RSAs issued to employees and executive officers generally vest over three years, provided that any performance and/or market conditions are also met. RSAs issued to directors generally vest over one year, provided that any performance and/or market conditions are also met. For RSAs subject to service and/or performance vesting conditions, the grant-date fair value is established based on the closing price of the Company’s common stock on such date. Stock-based compensation expense for awards subject to only service conditions is recognized on a straight-line basis over the service period. Stock-based compensation expense for awards with both service and performance conditions is recognized on a graded basis only if it is probable that the performance condition will be achieved. The Company accounts for forfeitures of awards granted under these plans as they occur in determining stock-based compensation expense. For awards subject to a market condition, the grant-date fair value is estimated using a Monte Carlo valuation model. The Company recognizes stock-based compensation expense for awards subject to market-based vesting conditions regardless of whether it becomes probable that these conditions will be achieved or not, and stock-based compensation expense for any such awards is not reversed if vesting does not actually occur. The Monte Carlo model is based on random projections of stock price paths and must be repeated numerous times to achieve a probabilistic assessment. Expected volatility is calculated based on the historical volatility and implied volatility of the Company’s common stock, and the risk-free interest rate is based on U.S. Treasury yield curve rates with maturities consistent with the three-year vesting period. The following table reflects the outstanding RSAs and activity related thereto for the three months ended March 31, 2020: Service-based Awards Service and Performance-based Awards Service and Market-based Awards Service, Performance, and Market-based Awards Number of Shares Weighted-average Grant Date Fair Value Number of Shares Weighted-average Grant Date Fair Value Number of Shares Weighted-average Grant Date Fair Value Number of Shares Weighted-average Grant Date Fair Value Outstanding at December 31, 2019 414,004 $ 2.41 375,000 $ 2.70 1,189,661 $ 1.80 708,000 $ 0.98 Shares granted 50,000 2.23 — — — — — — Shares forfeited — — — — — — — — Shares vested (241,795) 2.58 (212,500) 2.70 (69,168) 1.67 (316,000) 0.98 Outstanding at March 31, 2020 222,209 $ 2.19 162,500 $ 2.70 1,120,493 $ 1.81 392,000 $ 0.98 At March 31, 2020, there was $2.3 million of total unrecognized compensation expense related to unvested RSAs. That cost is expected to be recognized over a weighted average period of 0.7 years. For the three months ended March 31, 2020 and 2019, the total fair value of the Company’s restricted stock awards vested was $1.2 million and $2.0 million, respectively. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONSOn October 21, 2019, the Company announced the commencement of (i) a cash tender offer (the “Tender Offer”) to purchase up to $200.0 million in aggregate principal amount of the Company’s Second Lien Notes; (ii) an exchange offer (the “Exchange Offer”) to eligible holders of Second Lien Notes to exchange up to $70.8 million in aggregate principal amount of Second Lien Notes for shares of the Company’s newly issued Series A Preferred Stock; (iii) a related solicitation of consents (the “Consent Solicitation”) to adopt certain proposed amendments to the indenture for the Second Lien Notes; and (iv) an offer to eligible holders of Second Lien Notes to subscribe to purchase for up to $75.0 million in cash additional shares of Series A Preferred Stock (the “Subscription Offer”). Parties affiliated with TRT Holdings, Inc. (collectively, the “TRT Parties”) held Second Lien Notes and thus had the right to participate in the Tender Offer, Exchange Offer, Consent Solicitation and Subscription Offer on terms identical to the terms generally offered to all holders of Second Lien Notes. These transactions closed on November 22, 2019, with the TRT Parties (i) exchanging $1.0 million aggregate principal amount of Second Lien Notes for 10,947 shares of Series A Preferred Stock pursuant to the Exchange Offer and (ii) acquiring 10,947 additional shares of Series A Preferred Stock for a purchase price of $1.1 million pursuant to the Subscription Offer. On February 20, 2020, the Company entered into an exchange agreement (the “Exchange Agreement”) with the TRT Parties related to the Series A Preferred Stock, as follows. The certificate of designations of the Series A Preferred Stock, as amended (the “Certificate of Designations”), contains limitations on the ability of the company or holders of Series A Preferred Stock to effect conversions of shares of Series A Preferred Stock for shares of the Company’s common stock if after a conversion a holder would beneficially own shares of common stock in excess of 9.99% of the aggregate number of shares of the Company’s common stock outstanding immediately after giving pro forma effect to the issuance of shares upon such conversion (the “Conversion Cap”). As of the date of the Exchange Agreement, the TRT Parties collectively beneficially owned a number of shares of the Company’s common stock in excess of the Conversion Cap. The Exchange Agreement provides, notwithstanding anything to the contrary in the Certificate of Designations, including the Conversion Cap, for the TRT Parties to be able to exchange shares of Series A Preferred Stock for shares of the Company’s common stock in the manner otherwise contemplated by the Certificate of Designations. As of the date hereof, the TRT Parties have not exchanged or converted any shares of Series A Preferred Stock into Common Stock. Two of our directors, Mr. Frantz and Mr. Popejoy, are employed by the TRT Parties and the TRT Parties beneficially owned in excess of 10% of the Company’s outstanding common stock at the time of the transactions described in this paragraph. In January 2019, the Company repurchased 3.7 million shares of Company common stock from W Energy Partners LLC (“W Energy”) for cash consideration of $11.1 million. The repurchased shares were originally issued by the Company as partial consideration for an acquisition of oil and gas properties from W Energy during 2018. W Energy beneficially owned in excess of 10% of the Company’s outstanding common stock at the time of the repurchase transactions. The Company’s Audit Committee is responsible for approving all transactions involving related parties, including each of the transactions identified above. |
COMMITMENTS & CONTINGENCIES
COMMITMENTS & CONTINGENCIES | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS & CONTINGENCIES | COMMITMENTS & CONTINGENCIES Litigation The Company is engaged in various proceedings incidental to the normal course of business. Due to their nature, such legal proceedings involve inherent uncertainties, including but not limited to, court rulings, negotiations between affected parties and governmental intervention. Based upon the information available to the Company and discussions with legal counsel, it is the Company’s opinion that the outcome of the various legal actions and claims that are incidental to its business will not have a material impact on the Company’s financial position, results of operations or cash flows. Such matters, however, are subject to many uncertainties, and the outcome of any matter is not predictable with assurance. The Company’s interests in certain crude oil and natural gas leases from the State of North Dakota are subject to an ongoing dispute over the ownership of minerals underlying the bed of the Missouri River within the boundaries of the Fort Berthold Reservation. The ongoing dispute is between the State of North Dakota and three affiliated tribes, both of whom have purported to lease mineral rights in tracts of riverbed within the reservation boundaries. In the event the ongoing dispute results in a final judgment that is adverse to the Company’s interests, the Company would be required to reverse approximately $4.6 million in revenue (net of accrued taxes) that has been accrued since the first quarter of 2013 based on the Company’s purported interest in the crude oil and natural gas leases at issue. Due to the long-term nature of this title dispute, the $4.6 million in accounts receivable is included in “Other Noncurrent Assets, Net” on the condensed balance sheets. The Company fully maintains the validity of its interests in the crude oil and natural gas leases. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Income tax expense during interim periods is based on applying an estimated annual effective income tax rate to year-to-date income, plus any significant unusual or infrequently occurring items which are recorded in the interim period. The provision for income taxes for the three months ended March 31, 2020 and 2019 differs from the amount that would be provided by applying the statutory U.S. federal income tax rate of 21% to pre-tax income due to the recognition of a full valuation allowance during both the three months ended March 31, 2020 and 2019, respectively. In assessing the realizability of deferred tax assets (“DTAs”), management considers whether it is more likely than not that some portion, or all, of the Company’s DTAs will not be realized. In making such determination, the Company considers all available positive and negative evidence, including (i) its earnings history, (ii) its ability to recover net operating loss carry-forwards, (iii) the projected future income and results of operations, and (iv) its ability to use tax planning strategies. If the Company concludes that it is more likely than not that some portion, or all, of its DTAs will not be realized, the tax asset is reduced by a valuation allowance. The Company assesses the appropriateness of its valuation allowance on a quarterly basis. At December 31, 2019, the Company had a valuation allowance totaling $144.2 million on its net DTAs, and as of March 31, 2020, the Company maintains a full valuation allowance on its net DTAs. |
FAIR VALUE
FAIR VALUE | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The Company uses a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Financial Assets and Liabilities As required, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input requires judgment and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels. The following tables set forth by level within the fair value hierarchy the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of March 31, 2020 and December 31, 2019: Fair Value Measurements at March 31, 2020 Using (In thousands) Quoted Prices In Active Markets for Identical Assets (Liabilities) Significant Other Observable Inputs Significant Unobservable Inputs Commodity Derivatives – Current Asset (crude oil price swaps) $ — $ 245,552 $ — Commodity Derivatives – Noncurrent Asset (crude oil price and crude oil price swaptions) — 94,329 — Interest Rate Derivatives – Current Liabilities — (130) — Interest Rate Derivatives – Noncurrent Liabilities — (547) — Total $ — $ 339,204 $ — Fair Value Measurements at December 31, 2019 Using (In thousands) Quoted Prices In Active Markets for Identical Assets (Liabilities) Significant Other Observable Inputs Significant Unobservable Inputs Commodity Derivatives – Current Asset (crude oil price swaps) $ — $ 5,628 $ — Commodity Derivatives – Current Liabilities (crude oil price swaps) — (11,298) — Commodity Derivatives – Noncurrent Asset (crude oil price swaps and crude oil price swaptions) — 8,554 — Commodity Derivatives – Noncurrent Liabilities (crude oil price swaps and crude oil swaptions) — (8,079) — Total $ — $ (5,195) $ — Commodity Derivatives. The Level 2 instruments presented in the tables above consist of commodity derivative instruments (see Note 11). The fair value of the Company’s commodity derivative instruments is determined based upon future prices, volatility and time to maturity, among other things. Counterparty statements are utilized to determine the value of the commodity derivative instruments and are reviewed and corroborated using various methodologies and significant observable inputs. The Company’s and the counterparties’ nonperformance risk is evaluated. The fair value of commodity derivative contracts is reflected on the condensed balance sheet. The current derivative asset and liability amounts represent the fair values expected to be settled in the subsequent twelve months. Interest Rate Derivatives. The Level 2 instruments presented in the tables above consist of interest rate derivative instruments (see Note 11). The fair value of the Company’s interest rate derivative instruments is determined based upon contracted notional amounts, active market-quoted LIBOR yield curves, and time to maturity, among other things. Counterparty statements are utilized to determine the value of the interest rate derivative instruments and are reviewed and corroborated using various methodologies and significant observable inputs. The Company’s and the counterparties’ nonperformance risk is evaluated. The fair value of interest rate derivative contracts is reflected on the condensed balance sheet. The current derivative asset and liability amounts represent the fair values expected to be settled in the subsequent twelve months. Fair Value of Other Financial Instruments The carrying amounts of cash equivalents, receivables and payables approximate fair value due to the highly liquid or short-term nature of these instruments. Long-term debt is not presented at fair value on the balance sheets, as it is recorded at carrying value, net of unamortized debt issuance costs and unamortized premium or discount (see Note 4). The fair value of the Company’s Second Lien Notes is $194.9 million and $434.4 million at March 31, 2020 and December 31, 2019, respectively. The fair value of the Company’s Second Lien Notes are based on active market quotes, which represent Level 1 inputs. There is no active market for the Revolving Credit Facility or the Unsecured VEN Bakken Note. The recorded value of the Revolving Credit Facility approximates its fair value because of its floating rate structure based on the LIBOR spread, secured interest, and the Company’s borrowing base utilization. The recorded value of the VEN Bakken Note approximates its fair value. The fair value measurements for the Revolving Credit Facility and the Unsecured VEN Bakken Note represent Level 2 inputs. Non-Financial Assets and Liabilities The Company estimates asset retirement obligations pursuant to the provisions of ASC 410. The initial measurement of asset retirement obligations at fair value is calculated using discounted cash flow techniques and based on internal estimates of future retirement costs associated with oil and natural gas properties. Given the unobservable nature of the inputs, including plugging costs and reserve lives, the initial measurement of the asset retirement obligations liability is deemed to use Level 3 inputs. Asset retirement obligations incurred and acquired during the three months ended March 31, 2020 were approximately $0.3 million. Though the Company believes the methods used to estimate fair value are consistent with those used by other market participants, the use of other methods or assumptions could result in a different estimate of fair value. There were no transfers of financial assets or liabilities between Level 1, Level 2 or Level 3 inputs for the three months ended March 31, 2020. |
DERIVATIVE INSTRUMENTS AND PRIC
DERIVATIVE INSTRUMENTS AND PRICE RISK MANAGEMENT | 3 Months Ended |
Mar. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS AND PRICE RISK MANAGEMENT | DERIVATIVE INSTRUMENTS AND PRICE RISK MANAGEMENT The Company utilizes commodity price swaps, basis swaps, swaptions and collars (purchased put options and written call options) to (i) reduce the effects of volatility in price changes on the crude oil commodities it produces and sells, (ii) reduce commodity price risk and (iii) provide a base level of cash flow in order to assure it can execute at least a portion of its capital spending. In addition, in the first quarter of 2020, the Company began to utilize interest rate swaps to mitigate exposure to changes in interest rates on the Company’s variable-rate indebtedness. All derivative instruments are recorded on the Company’s balance sheet as either assets or liabilities measured at their fair value (see Note 10). The Company has not designated any derivative instruments as hedges for accounting purposes and does not enter into such instruments for speculative trading purposes. If a derivative does not qualify as a hedge or is not designated as a hedge, the changes in the fair value are recognized in the Company’s condensed statements of operations as a gain or loss on derivative instruments. Mark-to-market gains and losses represent changes in fair values of derivatives that have not been settled. The Company’s cash flow is only impacted when the actual settlements under the derivative contracts result in making or receiving a payment to or from the counterparty. These cash settlements represent the cumulative gains and losses on the Company’s derivative instruments for the periods presented and do not include a recovery of costs that were paid to acquire or modify the derivative instruments that were settled. The Company has master netting agreements on individual derivative instruments with certain counterparties and therefore the current asset and liability are netted on the balance sheet and the non-current asset and liability are netted on the balance sheet for contracts with these counterparties. Commodity Derivative Instruments The following table presents settlements on commodity derivative instruments and unsettled gains and losses on open commodity derivative instruments for the periods presented which is recorded in the revenue section of our condensed financial statements: Three Months Ended (In thousands) 2020 2019 Gain (Loss) on Settled Commodity Derivatives $ 31,506 $ 12,546 Gain (Loss) on Unsettled Commodity Derivatives 345,075 (152,169) Gain (Loss) on Commodity Derivatives, Net $ 376,581 $ (139,623) As of March 31, 2020, the Company had a total volume on open commodity price swaps of 15.1 million barrels at a weighted average price of approximately $56.45 per barrel. The following table reflects the weighted average price of open commodity price swap derivative contracts as of March 31, 2020, by year with associated volumes. Year Volumes (Bbl) Weighted 2020 7,441,988 58.05 2021 (1) 6,333,674 55.41 2022 (2) 1,372,866 52.57 ______________ (1) The Company has entered into crude oil derivative contracts that give counterparties the option to extend certain current derivative contracts for additional periods. Options covering a notional volume of 0.3 million barrels for 2021 are exercisable on or about December 31, 2020. If the counterparties exercise all such options, the notional volume of the Company’s existing crude oil derivative contracts will increase by 0.3 million barrels at a weighted average price of $57.84 per barrel for 2021. (2) The Company has entered into crude oil derivative contracts that give counterparties the option to extend certain current derivative contracts for additional periods. Options covering a notional volume of 2.6 million barrels for 2022 are exercisable on or about December 31, 2021. If the counterparties exercise all such options, the notional volume of the Company’s existing crude oil derivative contracts will increase by 2.6 million barrels at a weighted average price of $54.20 per barrel for 2022. Additionally, counterparties have options covering a notional volume of 0.2 million barrels for 2023 at a weighted average price of $43.00 per barrel. Interest Rate Derivative Instruments The Company uses interest rate swaps to effectively convert a portion of its variable rate indebtedness to fixed rate indebtedness. As of March 31, 2020, the Company had interest rate swaps with a total notional amount of $200.0 million. The settlement of these derivative instruments is recognized as a component of interest expense in the condensed statements of operations. The mark-to-market component of these derivative instruments is recognized in gain (loss) on unsettled interest rate derivatives, net in the condensed statements of operations. Other Information Regarding Derivative Instruments The following table sets forth the amounts, on a gross basis, and classification of the Company’s outstanding derivative financial instruments at March 31, 2020 and December 31, 2019, respectively. Certain amounts may be presented on a net basis on the condensed financial statements when such amounts are with the same counterparty and subject to a master netting arrangement. Type of Contract Balance Sheet Location March 31, 2020 Estimated Fair Value December 31, 2019 Estimated Fair Value Derivative Assets: (In thousands) Commodity Price Swap Contracts Current Assets $ 245,552 $ 20,164 Interest Rate Swap Contracts Current Assets 151 — Commodity Price Swap Contracts Noncurrent Assets 99,800 16,069 Interest Rate Swap Contracts Noncurrent Assets 1 — Total Derivative Assets $ 345,503 $ 36,233 Derivative Liabilities: Commodity Price Swap Contracts Current Liabilities $ — $ (25,834) Interest Rate Swap Contracts Current Liabilities (281) — Commodity Price Swap Contracts Noncurrent Liabilities — (5,273) Interest Rate Swap Contracts Noncurrent Liabilities (548) — Commodity Price Swaptions Contracts Noncurrent Liabilities (5,471) (10,321) Total Derivative Liabilities $ (6,299) $ (41,428) The use of derivative transactions involves the risk that the counterparties will be unable to meet the financial terms of such transactions. When the Company has netting arrangements with its counterparties that provide for offsetting payables against receivables from separate derivative instruments these assets and liabilities are netted on the balance sheet. The tables presented below provide reconciliation between the gross assets and liabilities and the amounts reflected on the balance sheet. The amounts presented exclude derivative settlement receivables and payables as of the balance sheet dates. Estimated Fair Value at March 31, 2020 (In thousands) Gross Amounts of Gross Amounts Offset Net Amounts of Assets (Liabilities) Presented in the Balance Sheet Offsetting of Derivative Assets: Current Assets $ 245,703 $ (151) $ 245,552 Noncurrent Assets 99,800 (5,471) 94,329 Total Derivative Assets $ 345,503 $ (5,622) $ 339,881 Offsetting of Derivative Liabilities: Current Liabilities $ (281) $ 151 $ (130) Noncurrent Liabilities (6,019) 5,471 (547) Total Derivative Liabilities $ (6,299) $ 5,622 $ (677) Estimated Fair Value at December 31, 2019 (In thousands) Gross Amounts of Gross Amounts Offset Net Amounts of Assets (Liabilities) Presented in the Balance Sheet Offsetting of Derivative Assets: Current Assets $ 20,164 $ (14,536) $ 5,628 Non-Current Assets 16,069 (7,515) 8,554 Total Derivative Assets $ 36,233 $ (22,051) $ 14,182 Offsetting of Derivative Liabilities: Current Liabilities $ (25,834) $ 14,536 $ (11,298) Non-Current Liabilities (15,594) 7,515 (8,079) Total Derivative Liabilities $ (41,428) $ 22,051 $ (19,377) All of the Company’s outstanding derivative instruments are covered by International Swap Dealers Association Master Agreements (“ISDAs”) entered into with parties that are also lenders under the Company’s Revolving Credit Facility. The Company’s obligations under the derivative instruments are secured pursuant to the Revolving Credit Facility, and no additional collateral had been posted by the Company as of March 31, 2020. The ISDAs may provide that as a result of certain circumstances, such as cross-defaults, a counterparty may require all outstanding derivative instruments under an ISDA to be settled immediately. See Note 10 for the aggregate fair value of all derivative instruments that were in a net liability position at March 31, 2020 and December 31, 2019. |
BASIS OF PRESENTATION AND SIG_2
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements under GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant estimates relate to proved crude oil and natural gas reserves, estimates relating to certain crude oil and natural gas revenues and expenses, fair value of derivative instruments, fair value of contingent consideration, acquisition date fair values of assets acquired and liabilities assumed, impairment of oil and natural gas properties, asset retirement obligations and deferred income taxes. Actual results may differ from those estimates. |
Adopted and Recentily Issued Accounting Pronouncements | Adopted and Recently Issued Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses (Topic 326) - Measurement of credit losses on financial instruments, which requires a company immediately recognize management’s current estimated credit losses (“CECL”) for all financial instruments that are not accounted for at fair value through net income. Previously, credit losses on financial assets were only required to be recognized when they were incurred. The Company adopted ASU 2016-13 on January 1, 2020. The guidance did not have a significant impact on the condensed financial statements or notes accompanying the condensed financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair value measurement (Topic 820) - Disclosure framework - Changes to the disclosure requirements for fair value measurement, which modifies the disclosure requirements on fair value measurements in Topic 820. The Company adopted ASU 2018-13 on January 1, 2020. The guidance did not have a significant impact on the condensed financial statements or notes accompanying the condensed financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) - Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the general principles and also simplification of areas such as separate entity financial statements and interim recognition of enactment of tax laws or rate changes. ASU 2019-12 is effective for fiscal years beginning after December 15, 2020, including interim reporting periods within those years. The Company is currently evaluating the effect of ASU 2019-12, but does not expect the adoption of this guidance to have a material impact on its financial position, cash flows or result of operations. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform, which provides temporary optional guidance to companies impacted by the transition away from the London Interbank Offered Rate (LIBOR). The amendment provides certain expedients and exceptions to applying GAAP in order to lessen the potential accounting burden when contracts, hedging relationships, and other transactions that reference LIBOR as a benchmark rate are modified. This amendment is effective upon issuance and expires on December 31, 2022. The Company is currently assessing the impact of the LIBOR transition and this ASU on the Company’s condensed financial statements. |
Revenue Recognition | Revenue Recognition The Company’s revenues are primarily derived from its interests in the sale of oil and natural gas production. The Company recognizes revenue from its interests in the sales of oil and natural gas in the period that its performance obligations are satisfied. Performance obligations are satisfied when the customer obtains control of product, when the Company has no further obligations to perform related to the sale, when the transaction price has been determined and when collectability is probable. A wellhead imbalance liability equal to the Company’s share is recorded to the extent that the Company’s well operators have sold volumes in excess of its share of remaining reserves in an underlying property. However, for the three months ended March 31, 2020 and 2019, the Company’s natural gas production was in balance, meaning its cumulative portion of natural gas production taken and sold from wells in which it has an interest equaled its entitled interest in natural gas production from those wells. |
Net Income (Loss) Per Common Share | Net Income (Loss) Per Common ShareBasic earnings per share (“EPS”) are computed by dividing net income (loss) available to common stockholders (the numerator) by the weighted average number of common shares outstanding for the period (the denominator). Diluted EPS is computed by dividing net income (loss) by the weighted average number of common shares and potential common shares outstanding (if dilutive) during each period. Potential common shares include shares issuable upon exercise of stock options and vesting of restricted stock awards, and shares issuable upon conversion of the Series A Preferred Stock (see Note 5). The number of potential common shares outstanding are calculated using treasury stock or if-converted method. |
Fair Value | Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The Company uses a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Financial Assets and Liabilities Commodity Derivatives. The Level 2 instruments presented in the tables above consist of commodity derivative instruments (see Note 11). The fair value of the Company’s commodity derivative instruments is determined based upon future prices, volatility and time to maturity, among other things. Counterparty statements are utilized to determine the value of the commodity derivative instruments and are reviewed and corroborated using various methodologies and significant observable inputs. The Company’s and the counterparties’ nonperformance risk is evaluated. The fair value of commodity derivative contracts is reflected on the condensed balance sheet. The current derivative asset and liability amounts represent the fair values expected to be settled in the subsequent twelve months. Interest Rate Derivatives. The Level 2 instruments presented in the tables above consist of interest rate derivative instruments (see Note 11). The fair value of the Company’s interest rate derivative instruments is determined based upon contracted notional amounts, active market-quoted LIBOR yield curves, and time to maturity, among other things. Counterparty statements are utilized to determine the value of the interest rate derivative instruments and are reviewed and corroborated using various methodologies and significant observable inputs. The Company’s and the counterparties’ nonperformance risk is evaluated. The fair value of interest rate derivative contracts is reflected on the condensed balance sheet. The current derivative asset and liability amounts represent the fair values expected to be settled in the subsequent twelve months. |
Derivative Instruments and Price Risk Management | The Company utilizes commodity price swaps, basis swaps, swaptions and collars (purchased put options and written call options) to (i) reduce the effects of volatility in price changes on the crude oil commodities it produces and sells, (ii) reduce commodity price risk and (iii) provide a base level of cash flow in order to assure it can execute at least a portion of its capital spending. In addition, in the first quarter of 2020, the Company began to utilize interest rate swaps to mitigate exposure to changes in interest rates on the Company’s variable-rate indebtedness. All derivative instruments are recorded on the Company’s balance sheet as either assets or liabilities measured at their fair value (see Note 10). The Company has not designated any derivative instruments as hedges for accounting purposes and does not enter into such instruments for speculative trading purposes. If a derivative does not qualify as a hedge or is not designated as a hedge, the changes in the fair value are recognized in the Company’s condensed statements of operations as a gain or loss on derivative instruments. Mark-to-market gains and losses represent changes in fair values of derivatives that have not been settled. The Company’s cash flow is only impacted when the actual settlements under the derivative contracts result in making or receiving a payment to or from the counterparty. These cash settlements represent the cumulative gains and losses on the Company’s derivative instruments for the periods presented and do not include a recovery of costs that were paid to acquire or modify the derivative instruments that were settled. The Company has master netting agreements on individual derivative instruments with certain counterparties and therefore the current asset and liability are netted on the balance sheet and the non-current asset and liability are netted on the balance sheet for contracts with these counterparties. |
BASIS OF PRESENTATION AND SIG_3
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Reconciliation of denominators used to calculate basic and diluted EPS | The reconciliation of the denominators used to calculate basic EPS and diluted EPS for the three months ended March 31, 2020 and 2019 are as follows: Three Months Ended (In thousands, except share and per share data) 2020 2019 Net Income (Loss) $ 368,286 $ (107,162) Less: Cumulative Dividends on Preferred Stock (3,729) — Net Income (Loss) Attributable to Common Stock $ 364,557 $ (107,162) Weighted Average Common Shares Outstanding: Weighted Average Common Shares Outstanding – Basic 403,662,541 371,448,566 Plus: Dilutive Effect of Restricted Stock 354,658 — Plus: Dilutive Effect of Preferred Shares 93,248,448 — Weighted Average Common Shares Outstanding – Diluted 497,265,647 371,448,566 Net Income (Loss) per Common Share: Basic $ 0.90 $ (0.29) Diluted $ 0.74 $ (0.29) Shares underlying Restricted Stock Awards Excluded from EPS Due to Anti-Dilutive Effect 143,818 1,278,489 |
Supplemental cash flow activity | The following reflects the Company’s supplemental cash flow information: Three Months Ended March 31, (In thousands) 2020 2019 Supplemental Cash Items: Cash Paid During the Period for Interest, Net of Amount Capitalized $ 15,990 $ 16,929 Non-cash Investing Activities: Oil and Natural Gas Properties Included in Accounts Payable and Accrued Liabilities 143,220 133,872 Capitalized Asset Retirement Obligations 259 226 Compensation Capitalized on Oil and Gas Properties 184 84 Non-cash Financing Activities: Issuance of 8.50% Second Lien Notes due 2023 - PIK Interest — 1,738 Issuance of Preferred Stock for 2L Notes Repurchase 81,212 — Contingent Consideration Settlements — 2,887 |
CRUDE OIL AND NATURAL GAS PRO_2
CRUDE OIL AND NATURAL GAS PROPERTIES (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Asset Acquisition [Line Items] | |
Pro forma information | The summarized unaudited pro forma information may not be indicative of the results that would have occurred had the Company completed the acquisition as of January 1, 2019, or that would be attained in the future. Three Months Ended (In thousands) March 31, 2019 Revenues $ (13,515) Net Loss (139,749) |
VEN Bakken LLC | |
Asset Acquisition [Line Items] | |
Preliminary estimate of the fair values of the assets and liabilities | The following table reflects the fair values of the net assets and liabilities as of the date of acquisition: (In thousands) Fair value of net assets: Proved oil and natural gas properties $ 324,974 Asset retirement cost 2,680 Total assets acquired 327,654 Asset retirement obligations (2,680) Derivative instruments (9,694) Net assets acquired $ 315,280 Fair value of consideration paid for net assets: Cash consideration $ 174,912 Issuance of common stock (5.6 million shares at $2.09 per share) 11,708 Unsecured VEN Bakken Note 128,660 Total fair value of consideration transferred $ 315,280 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt instruments | The Company’s long-term debt consists of the following: (in thousands) March 31, 2020 December 31, 2019 Revolving Credit Facility $ 590,000 $ 580,000 Second Lien Notes due 2023 327,489 417,733 Unsecured VEN Bakken Note 130,000 130,000 Total principal 1,047,489 1,127,733 Unamoritzed debt discounts and premiums 3,244 4,860 Unamortized debt issuance costs (1) (10,450) (14,432) Total debt 1,040,282 1,118,161 Less current portion of long-term debt (65,000) — Total long-term debt $ 975,282 $ 1,118,161 ________________ (1) Debt issuance costs related to the Company’s revolving credit facility of $9.3 million and $9.8 million as of March 31, 2020 and December 31, 2019, respectively, are recorded in “Other Noncurrent Assets, Net” on the balance sheets. |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-based compensation expense activity | The following table reflects the outstanding RSAs and activity related thereto for the three months ended March 31, 2020: Service-based Awards Service and Performance-based Awards Service and Market-based Awards Service, Performance, and Market-based Awards Number of Shares Weighted-average Grant Date Fair Value Number of Shares Weighted-average Grant Date Fair Value Number of Shares Weighted-average Grant Date Fair Value Number of Shares Weighted-average Grant Date Fair Value Outstanding at December 31, 2019 414,004 $ 2.41 375,000 $ 2.70 1,189,661 $ 1.80 708,000 $ 0.98 Shares granted 50,000 2.23 — — — — — — Shares forfeited — — — — — — — — Shares vested (241,795) 2.58 (212,500) 2.70 (69,168) 1.67 (316,000) 0.98 Outstanding at March 31, 2020 222,209 $ 2.19 162,500 $ 2.70 1,120,493 $ 1.81 392,000 $ 0.98 |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Financial instruments measured at fair value on recurring basis | The following tables set forth by level within the fair value hierarchy the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of March 31, 2020 and December 31, 2019: Fair Value Measurements at March 31, 2020 Using (In thousands) Quoted Prices In Active Markets for Identical Assets (Liabilities) Significant Other Observable Inputs Significant Unobservable Inputs Commodity Derivatives – Current Asset (crude oil price swaps) $ — $ 245,552 $ — Commodity Derivatives – Noncurrent Asset (crude oil price and crude oil price swaptions) — 94,329 — Interest Rate Derivatives – Current Liabilities — (130) — Interest Rate Derivatives – Noncurrent Liabilities — (547) — Total $ — $ 339,204 $ — Fair Value Measurements at December 31, 2019 Using (In thousands) Quoted Prices In Active Markets for Identical Assets (Liabilities) Significant Other Observable Inputs Significant Unobservable Inputs Commodity Derivatives – Current Asset (crude oil price swaps) $ — $ 5,628 $ — Commodity Derivatives – Current Liabilities (crude oil price swaps) — (11,298) — Commodity Derivatives – Noncurrent Asset (crude oil price swaps and crude oil price swaptions) — 8,554 — Commodity Derivatives – Noncurrent Liabilities (crude oil price swaps and crude oil swaptions) — (8,079) — Total $ — $ (5,195) $ — |
DERIVATIVE INSTRUMENTS AND PR_2
DERIVATIVE INSTRUMENTS AND PRICE RISK MANAGEMENT (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of non-cash gains or losses on derivative contracts | The following table presents settlements on commodity derivative instruments and unsettled gains and losses on open commodity derivative instruments for the periods presented which is recorded in the revenue section of our condensed financial statements: Three Months Ended (In thousands) 2020 2019 Gain (Loss) on Settled Commodity Derivatives $ 31,506 $ 12,546 Gain (Loss) on Unsettled Commodity Derivatives 345,075 (152,169) Gain (Loss) on Commodity Derivatives, Net $ 376,581 $ (139,623) |
Schedule of weighted average price of open commodity derivative contracts | The following table reflects the weighted average price of open commodity price swap derivative contracts as of March 31, 2020, by year with associated volumes. Year Volumes (Bbl) Weighted 2020 7,441,988 58.05 2021 (1) 6,333,674 55.41 2022 (2) 1,372,866 52.57 ______________ (1) The Company has entered into crude oil derivative contracts that give counterparties the option to extend certain current derivative contracts for additional periods. Options covering a notional volume of 0.3 million barrels for 2021 are exercisable on or about December 31, 2020. If the counterparties exercise all such options, the notional volume of the Company’s existing crude oil derivative contracts will increase by 0.3 million barrels at a weighted average price of $57.84 per barrel for 2021. (2) The Company has entered into crude oil derivative contracts that give counterparties the option to extend certain current derivative contracts for additional periods. Options covering a notional volume of 2.6 million barrels for 2022 are exercisable on or about December 31, 2021. If the counterparties exercise all such options, the notional volume of the Company’s existing crude oil derivative contracts will increase by 2.6 million barrels at a weighted average price of $54.20 per barrel for 2022. Additionally, counterparties have options covering a notional volume of 0.2 million barrels for 2023 at a weighted average price of $43.00 per barrel. |
Schedule of derivatives | The following table sets forth the amounts, on a gross basis, and classification of the Company’s outstanding derivative financial instruments at March 31, 2020 and December 31, 2019, respectively. Certain amounts may be presented on a net basis on the condensed financial statements when such amounts are with the same counterparty and subject to a master netting arrangement. Type of Contract Balance Sheet Location March 31, 2020 Estimated Fair Value December 31, 2019 Estimated Fair Value Derivative Assets: (In thousands) Commodity Price Swap Contracts Current Assets $ 245,552 $ 20,164 Interest Rate Swap Contracts Current Assets 151 — Commodity Price Swap Contracts Noncurrent Assets 99,800 16,069 Interest Rate Swap Contracts Noncurrent Assets 1 — Total Derivative Assets $ 345,503 $ 36,233 Derivative Liabilities: Commodity Price Swap Contracts Current Liabilities $ — $ (25,834) Interest Rate Swap Contracts Current Liabilities (281) — Commodity Price Swap Contracts Noncurrent Liabilities — (5,273) Interest Rate Swap Contracts Noncurrent Liabilities (548) — Commodity Price Swaptions Contracts Noncurrent Liabilities (5,471) (10,321) Total Derivative Liabilities $ (6,299) $ (41,428) The use of derivative transactions involves the risk that the counterparties will be unable to meet the financial terms of such transactions. When the Company has netting arrangements with its counterparties that provide for offsetting payables against receivables from separate derivative instruments these assets and liabilities are netted on the balance sheet. The tables presented below provide reconciliation between the gross assets and liabilities and the amounts reflected on the balance sheet. The amounts presented exclude derivative settlement receivables and payables as of the balance sheet dates. Estimated Fair Value at March 31, 2020 (In thousands) Gross Amounts of Gross Amounts Offset Net Amounts of Assets (Liabilities) Presented in the Balance Sheet Offsetting of Derivative Assets: Current Assets $ 245,703 $ (151) $ 245,552 Noncurrent Assets 99,800 (5,471) 94,329 Total Derivative Assets $ 345,503 $ (5,622) $ 339,881 Offsetting of Derivative Liabilities: Current Liabilities $ (281) $ 151 $ (130) Noncurrent Liabilities (6,019) 5,471 (547) Total Derivative Liabilities $ (6,299) $ 5,622 $ (677) Estimated Fair Value at December 31, 2019 (In thousands) Gross Amounts of Gross Amounts Offset Net Amounts of Assets (Liabilities) Presented in the Balance Sheet Offsetting of Derivative Assets: Current Assets $ 20,164 $ (14,536) $ 5,628 Non-Current Assets 16,069 (7,515) 8,554 Total Derivative Assets $ 36,233 $ (22,051) $ 14,182 Offsetting of Derivative Liabilities: Current Liabilities $ (25,834) $ 14,536 $ (11,298) Non-Current Liabilities (15,594) 7,515 (8,079) Total Derivative Liabilities $ (41,428) $ 22,051 $ (19,377) |
ORGANIZATION AND NATURE OF BU_2
ORGANIZATION AND NATURE OF BUSINESS (Details) - Product Concentration Risk | 3 Months Ended |
Mar. 31, 2020 | |
Production | |
Product Information [Line Items] | |
Concentration risk percentage | 79.00% |
Sales | Oil and Gas Sales | |
Product Information [Line Items] | |
Concentration risk percentage | 89.00% |
BASIS OF PRESENTATION AND SIG_4
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($)revenue_sourcegeographic_area | Mar. 31, 2019USD ($) | |
Accounting Policies [Line Items] | ||
Number of revenue sources | revenue_source | 2 | |
Number of geographic areas in which entity operates | geographic_area | 1 | |
Oil | ||
Accounting Policies [Line Items] | ||
Sales | $ 116,300 | $ 123,600 |
Natural Gas and NGL | ||
Accounting Policies [Line Items] | ||
Sales | 13,900 | 9,100 |
Oil and Gas Sales | ||
Accounting Policies [Line Items] | ||
Sales | $ 130,196 | $ 132,684 |
Oil and Gas Sales | Sales | Operator Concentration Risk | Top Four Operators | ||
Accounting Policies [Line Items] | ||
Concentration risk percentage | 53.00% | 59.00% |
BASIS OF PRESENTATION AND SIG_5
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Reconciliation of EPS (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Net Income (Loss) Attributable to Parent | $ 368,286 | $ (107,162) |
Less: Cumulative Dividends on Preferred Stock | (3,729) | 0 |
Net Income (Loss) Attributable to Common Stock | $ 364,557 | $ (107,162) |
Weighted Average Common Shares Outstanding: | ||
Weighted Average Shares Outstanding - Basic (in shares) | 403,662,541 | 371,448,566 |
Plus: Dilutive Effect of Restricted Stock (in shares) | 354,658 | 0 |
Plus: Dilutive Effect of Preferred Shares (in shares) | 93,248,448 | 0 |
Weighted Average Common Shares Outstanding – Diluted (in shares) | 497,265,647 | 371,448,566 |
Net Income (Loss) per Common Share: | ||
Basic (in dollars per share) | $ 0.90 | $ (0.29) |
Diluted (in dollars per share) | $ 0.74 | $ (0.29) |
Restricted Stock | ||
Net Income (Loss) per Common Share: | ||
Shares underlying Restricted Stock Awards Excluded from EPS Due to Anti-Dilutive Effect (in shares) | 143,818 | 1,278,489 |
BASIS OF PRESENTATION AND SIG_6
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Supplemental Cash Items: | ||
Cash Paid During the Period for Interest, Net of Amount Capitalized | $ 15,990 | $ 16,929 |
Non-cash Investing Activities: | ||
Oil and Natural Gas Properties Included in Accounts Payable and Accrued Liabilities | 143,220 | 133,872 |
Capitalized Asset Retirement Obligations | 259 | 226 |
Compensation Capitalized on Oil and Gas Properties | 184 | 84 |
Non-cash Financing Activities: | ||
Issuance of 8.50% Second Lien Notes due 2023 - PIK Interest | 0 | 1,742 |
Issuance of Preferred Stock for 2L Notes Repurchase | 81,212 | 0 |
Contingent Consideration Settlements | $ 0 | 2,887 |
8.50% Second Lien Notes due 2023 | ||
Non-cash Financing Activities: | ||
Interest rate | 8.50% | |
Second Lien Notes | 8.50% Second Lien Notes due 2023 | ||
Non-cash Financing Activities: | ||
Issuance of 8.50% Second Lien Notes due 2023 - PIK Interest | $ 0 | $ 1,738 |
CRUDE OIL AND NATURAL GAS PRO_3
CRUDE OIL AND NATURAL GAS PROPERTIES - Narrative (Details) $ / shares in Units, a in Thousands | Jul. 01, 2019USD ($)wella$ / sharesshares | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) |
Asset Acquisition [Line Items] | |||
Anticipated future period over which excluded costs will become subject to depletion | 5 years | ||
Leases expired | $ 1,700,000 | $ 700,000 | |
Independent Transactions | |||
Asset Acquisition [Line Items] | |||
Consideration transferred | 25,500,000 | $ 8,400,000 | |
Development costs incurred prior to closing | $ 18,400,000 | ||
VEN Bakken LLC | |||
Asset Acquisition [Line Items] | |||
Consideration transferred | $ 315,280,000 | ||
Number of net PDP wells acquired (in wells) | well | 90.1 | ||
Number of net PDNP wells acquired (in wells) | well | 3.3 | ||
Net mineral acres acquired (in acres) | a | 18 | ||
Cash consideration transferred | $ 174,912,000 | ||
Number of shares issued (in shares) | shares | 5,602,147 | ||
Value of shares transferred | $ 11,708,000 | ||
Share price (in dollars per share) | $ / shares | $ 2.09 | ||
Transaction costs | $ 1,800,000 | ||
VEN Bakken LLC | Senior Unsecured Notes | |||
Asset Acquisition [Line Items] | |||
Value of debt used in asset acquisition | $ 128,700,000 | ||
Interest rate | 6.00% | ||
Principal amount | $ 130,000,000 |
CRUDE OIL AND NATURAL GAS PRO_4
CRUDE OIL AND NATURAL GAS PROPERTIES - Fair Values of the Net Assets and Liabilities as of the Date of Acquisition (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 01, 2019 | Mar. 31, 2020 | Dec. 31, 2019 |
Fair value of net assets: | |||
Proved oil and natural gas properties | $ 4,265,534 | $ 4,178,605 | |
VEN Bakken LLC | |||
Fair value of net assets: | |||
Proved oil and natural gas properties | $ 324,974 | ||
Asset retirement cost | 2,680 | ||
Total assets acquired | 327,654 | ||
Asset retirement obligations | (2,680) | ||
Derivative instruments | (9,694) | ||
Net assets acquired | 315,280 | ||
Fair value of consideration paid for net assets: | |||
Cash consideration | 174,912 | ||
Issuance of common stock | 11,708 | ||
Unsecured VEN Bakken Note | 128,660 | ||
Total fair value of consideration transferred | $ 315,280 | ||
Issuance of common stock (in shares) | 5,602,147 | ||
Share price at issuance (in dollars per share) | $ 2.09 |
CRUDE OIL AND NATURAL GAS PRO_5
CRUDE OIL AND NATURAL GAS PROPERTIES - Summarized Unaudited Pro Forma Financial Information (Details) - VEN Bakken LLC $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Asset Acquisition [Line Items] | |
Revenues | $ (13,515) |
Net Loss | $ (139,749) |
LONG-TERM DEBT - Schedule of De
LONG-TERM DEBT - Schedule of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Oct. 21, 2019 |
Debt Instrument [Line Items] | |||
Principal Balance | $ 1,047,489 | $ 1,127,733 | |
Unamoritzed debt discounts and premiums | 3,244 | 4,860 | |
Unamortized debt issuance costs | (10,450) | (14,432) | |
Total debt | 1,040,282 | 1,118,161 | |
Less current portion of long-term debt | (65,000) | 0 | |
Total long-term debt | 975,282 | 1,118,161 | |
Second Lien Notes due 2023 | Line of Credit | |||
Debt Instrument [Line Items] | |||
Principal Balance | 327,489 | 417,733 | |
Unsecured VEN Bakken Note | |||
Debt Instrument [Line Items] | |||
Principal Balance | 130,000 | 130,000 | |
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Principal Balance | 590,000 | 580,000 | |
Revolving Credit Facility | Other Noncurrent Assets, Net | |||
Debt Instrument [Line Items] | |||
Unamortized debt issuance costs | $ (9,300) | $ (9,800) | |
Revolving Credit Facility | Second Lien Notes due 2023 | |||
Debt Instrument [Line Items] | |||
Total debt | $ 200,000 |
LONG-TERM DEBT - Revolving Cred
LONG-TERM DEBT - Revolving Credit Facility (Details) - Revolving Credit Facility $ in Millions | Oct. 05, 2018 | Mar. 31, 2020USD ($) |
Line of Credit Facility [Line Items] | ||
Number of days before maturity date | 91 days | |
Current borrowing capacity | $ 800 | |
Maximum debt to EBITDAX ratio under debt covenant | 3.50 | |
Minimum current ratio under debt covenant | 1 | |
Minimum percent of the fair value of reserves secured by mortgages | 85.00% | |
Federal funds effective rate | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 0.50% | |
LIBOR Loans | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 1.00% | |
LIBOR Loans | Minimum | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 2.00% | |
LIBOR Loans | Maximum | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 3.00% | |
Base rate | Minimum | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 1.00% | |
Base rate | Maximum | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 2.00% |
LONG-TERM DEBT - Second Lien No
LONG-TERM DEBT - Second Lien Notes due 2023 (Details) | Jul. 01, 2018 | May 15, 2018USD ($) | Mar. 31, 2020USD ($) | Jan. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Nov. 30, 2019USD ($) | Oct. 21, 2019USD ($) | Oct. 05, 2018USD ($) | May 13, 2013 |
Line of Credit Facility [Line Items] | |||||||||
Long-term debt | $ 1,040,282,000 | $ 1,118,161,000 | |||||||
Revolving Credit Facility | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Maximum debt to EBITDAX ratio under debt covenant | 3.50 | ||||||||
Second Lien Notes due 2023 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Second lien notes | $ 350,000,000 | ||||||||
Aggregate principal amount of debt repurchased and retired | 76,700,000 | $ 76,700,000 | $ 70,800,000 | ||||||
Repayments of secured debt | 13,500,000 | ||||||||
Second Lien Notes due 2023 | Revolving Credit Facility | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Long-term debt | $ 200,000,000 | ||||||||
Second Lien Notes due 2023 | Exchange Agreement | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Second lien notes | $ 344,300,000 | 4,300,000 | |||||||
Aggregate principal amount of debt repurchased and retired | $ 10,100,000 | ||||||||
Second Lien Notes due 2023 | Secured Debt | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Interest rate | 8.50% | ||||||||
Maximum rate of increase in interest rate | 3 | ||||||||
Percent of net cash proceeds of asset sales for debt prepayment | 100.00% | ||||||||
Threshold amount of casualty events and condemnations | $ 20,000,000 | ||||||||
Redemption price, percentage of principal amount repurchased | 101.00% | ||||||||
Second Lien Notes due 2023 | Secured Debt | From and after May 15, 2018 until May 15, 2021 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Redemption price percentage | 104.00% | ||||||||
Second Lien Notes due 2023 | Secured Debt | On and after May 15, 2021 until May 15, 2022 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Redemption price percentage | 102.00% | ||||||||
Second Lien Notes due 2023 | Secured Debt | On and after May 15, 2022 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Redemption price percentage | 100.00% | ||||||||
Second Lien Notes due 2023 | Secured Debt | Debt to EBITDAX Ratio below 2.50 to 1.00 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt to EBITDAX ratio under debt covenant | 2.50 | ||||||||
Second Lien Notes due 2023 | Secured Debt | Debt to EBITDAX Ratio between 2.50 to 1.00 and 2.75 to 1.00 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Interest rate increase | 1.00% | ||||||||
Second Lien Notes due 2023 | Secured Debt | Debt to EBITDAX Ratio between 2.50 to 1.00 and 2.75 to 1.00 | Maximum | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Maximum debt to EBITDAX ratio under debt covenant | 2.75 | ||||||||
Second Lien Notes due 2023 | Secured Debt | Debt to EBITDAX Ratio between 2.50 to 1.00 and 2.75 to 1.00 | Minimum | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Maximum debt to EBITDAX ratio under debt covenant | 2.50 | ||||||||
Second Lien Notes due 2023 | Secured Debt | Debt to EBITDAX Ratio between 2.75 to 1.00 and 3.00 to 1.00 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Interest rate increase | 2.00% | ||||||||
Second Lien Notes due 2023 | Secured Debt | Debt to EBITDAX Ratio between 2.75 to 1.00 and 3.00 to 1.00 | Maximum | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Maximum debt to EBITDAX ratio under debt covenant | 3 | ||||||||
Second Lien Notes due 2023 | Secured Debt | Debt to EBITDAX Ratio between 2.75 to 1.00 and 3.00 to 1.00 | Minimum | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Maximum debt to EBITDAX ratio under debt covenant | 2.75 | ||||||||
Second Lien Notes due 2023 | Secured Debt | Debt to EBITDAX Ratio Greater than or Equal to 3.00 to 1.00 | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Interest rate increase | 3.00% | ||||||||
8.000% Senior Notes due 2020 | Senior Unsecured Notes | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Interest rate | 8.00% |
LONG-TERM DEBT - Unsecured VEN
LONG-TERM DEBT - Unsecured VEN Bakken Note (Details) - Unsecured VEN Bakken Note - VEN Bakken LLC | Jul. 01, 2019USD ($) |
Debt Instrument [Line Items] | |
Principal amount | $ 130,000,000 |
Percent of principal | 50.00% |
Interest rate | 6.00% |
COMMON AND PREFERRED STOCK (Det
COMMON AND PREFERRED STOCK (Details) | 3 Months Ended | |||||
Mar. 31, 2020USD ($)payment$ / sharesshares | Mar. 31, 2019USD ($)shares | Jan. 31, 2020USD ($) | Dec. 31, 2019$ / sharesshares | Nov. 30, 2019USD ($) | May 31, 2011USD ($) | |
Class of Stock [Line Items] | ||||||
Common stock, shares authorized (in shares) | 675,000,000 | 675,000,000 | ||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | ||||
Common stock, shares issued (in shares) | 405,803,181 | |||||
Common stock, shares outstanding (in shares) | 405,803,181 | 406,085,183 | ||||
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 | ||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | ||||
Preferred stock, shares outstanding (in shares) | 2,294,702 | 1,500,000 | ||||
Common stock surrendered by certain employees to cover tax obligations (shares) | 300,000 | |||||
Fair value of common stock surrendered by certain employees to cover tax obligations | $ | $ 400,000 | $ 0 | ||||
Shares issued upon conversion of debt (in shares) | 794,702 | |||||
Stock repurchase program, amount approved | $ | $ 150,000,000 | |||||
Stock repurchased (in shares) | 0 | 5,600,000 | ||||
Stock repurchased, value | $ | $ 16,300,000 | |||||
Repurchase of stock recorded as a settlement of contingent consideration liabilities | $ | $ 1,200,000 | |||||
Second Lien Notes due 2023 | ||||||
Class of Stock [Line Items] | ||||||
Aggregate principal amount of debt repurchased and retired | $ | $ 76,700,000 | $ 76,700,000 | $ 70,800,000 | |||
Series A Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Preferred stock, shares issued (in shares) | 2,294,702 | |||||
Preferred stock, shares outstanding (in shares) | 2,294,702 | |||||
Preferred stock, dividend rate | 6.50% | |||||
Preferred stock, liquidation preference per share (in dollars per share) | $ / shares | $ 100 | |||||
Amount of undeclared accumulated preferred stock dividends | $ | $ 5,300,000 | |||||
Shares issued upon conversion (in shares) | 43.63 | |||||
Conversion price (in dollars per share) | $ / shares | $ 2.292 | |||||
Threshold of common stock price as a percent of conversion price triggering conversion | 145.00% | |||||
Threshold trading days at which conversion occurs | 20 days | |||||
Conversion trading days window | 30 days | |||||
Number of annual dividend payments | payment | 8 |
STOCK-BASED COMPENSATION - Narr
STOCK-BASED COMPENSATION - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Restricted Stock Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense | $ 2.3 | ||
Unrecognized compensation expense, recognized period | 8 months 12 days | ||
Fair value of vested awards | $ 1.2 | $ 2 | |
Restricted Stock Awards | Employees and Executive Officers | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Restricted Stock Awards | Director | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 1 year | ||
2018 Equity Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares authorized for grant (shares) | 15,000,000 | ||
Shares available for future awards (shares) | 12,563,710 | ||
2013 Equity Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for future awards (shares) | 769,775 |
STOCK-BASED COMPENSATION - Outs
STOCK-BASED COMPENSATION - Outstanding RSA's and Activity (Details) | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Service-based Awards | |
Number of Shares | |
Outstanding, beginning (shares) | shares | 414,004 |
Shares Granted (shares) | shares | 50,000 |
Shares Forfeited (shares) | shares | 0 |
Vested (shares) | shares | (241,795) |
Outstanding, ending (shares) | shares | 222,209 |
Weighted-Average Grant Date Fair Value (per Award) | |
Outstanding, beginning (dollars per share) | $ / shares | $ 2.41 |
Shares Granted (dollars per share) | $ / shares | 2.23 |
Shares Forfeited (dollars per share) | $ / shares | 0 |
Vested (dollars per share) | $ / shares | 2.58 |
Outstanding, ending (dollars per share) | $ / shares | $ 2.19 |
Service and Performance-based Awards | |
Number of Shares | |
Outstanding, beginning (shares) | shares | 375,000 |
Shares Granted (shares) | shares | 0 |
Shares Forfeited (shares) | shares | 0 |
Vested (shares) | shares | (212,500) |
Outstanding, ending (shares) | shares | 162,500 |
Weighted-Average Grant Date Fair Value (per Award) | |
Outstanding, beginning (dollars per share) | $ / shares | $ 2.70 |
Shares Granted (dollars per share) | $ / shares | 0 |
Shares Forfeited (dollars per share) | $ / shares | 0 |
Vested (dollars per share) | $ / shares | 2.70 |
Outstanding, ending (dollars per share) | $ / shares | $ 2.70 |
Service and Market-based Awards | |
Number of Shares | |
Outstanding, beginning (shares) | shares | 1,189,661 |
Shares Granted (shares) | shares | 0 |
Shares Forfeited (shares) | shares | 0 |
Vested (shares) | shares | (69,168) |
Outstanding, ending (shares) | shares | 1,120,493 |
Weighted-Average Grant Date Fair Value (per Award) | |
Outstanding, beginning (dollars per share) | $ / shares | $ 1.80 |
Shares Granted (dollars per share) | $ / shares | 0 |
Shares Forfeited (dollars per share) | $ / shares | 0 |
Vested (dollars per share) | $ / shares | 1.67 |
Outstanding, ending (dollars per share) | $ / shares | $ 1.81 |
Service, Performance, and Market-based Awards | |
Number of Shares | |
Outstanding, beginning (shares) | shares | 708,000 |
Shares Granted (shares) | shares | 0 |
Shares Forfeited (shares) | shares | 0 |
Vested (shares) | shares | (316,000) |
Outstanding, ending (shares) | shares | 392,000 |
Weighted-Average Grant Date Fair Value (per Award) | |
Outstanding, beginning (dollars per share) | $ / shares | $ 0.98 |
Shares Granted (dollars per share) | $ / shares | 0 |
Shares Forfeited (dollars per share) | $ / shares | 0 |
Vested (dollars per share) | $ / shares | 0.98 |
Outstanding, ending (dollars per share) | $ / shares | $ 0.98 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | Nov. 22, 2019 | Oct. 21, 2019 | Jan. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 |
Related Party Transaction [Line Items] | ||||||
Long-term debt | $ 1,040,282 | $ 1,118,161 | ||||
Shares issued upon conversion of debt (in shares) | 794,702 | |||||
Stock repurchased (in shares) | 0 | 5,600,000 | ||||
Stock repurchased, value | $ 16,300 | |||||
W Energy Partners LLC | Common Stock | ||||||
Related Party Transaction [Line Items] | ||||||
Stock repurchased (in shares) | 3,700,000 | |||||
Stock repurchased, value | $ 11,100 | |||||
Series A Preferred Stock | ||||||
Related Party Transaction [Line Items] | ||||||
Liquidation preference | $ 75,000 | |||||
Number of shares issued in transaction (in shares) | 10,947 | |||||
Purchase price | $ 1,100 | |||||
8.50% Second Lien Notes due 2023 | ||||||
Related Party Transaction [Line Items] | ||||||
Notes exchanged | 70,800 | |||||
Revolving Credit Facility | Second Lien Notes due 2023 | ||||||
Related Party Transaction [Line Items] | ||||||
Long-term debt | $ 200,000 | |||||
Amount of debt converted | $ 1,000 | |||||
Shares issued upon conversion of debt (in shares) | 10,947 |
COMMITMENTS & CONTINGENCIES (De
COMMITMENTS & CONTINGENCIES (Details) $ in Millions | Mar. 31, 2020USD ($) |
Other Noncurrent Assets, Net | |
Loss Contingencies [Line Items] | |
Loss contingency accounts receivable | $ 4.6 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) $ in Millions | Dec. 31, 2019USD ($) |
Income Tax Disclosure [Abstract] | |
Valuation allowance | $ 144.2 |
FAIR VALUE - Assets and Liabili
FAIR VALUE - Assets and Liabilities Accounted For At Fair Value On A Recurring Basis (Details) - Recurring - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Quoted Prices In Active Markets for Identical Assets (Liabilities) (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | $ 0 | $ 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 339,204 | (5,195) |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 0 | 0 |
Commodity Contract | Current Asset | Quoted Prices In Active Markets for Identical Assets (Liabilities) (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 0 | 0 |
Commodity Contract | Current Asset | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 245,552 | 5,628 |
Commodity Contract | Current Asset | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 0 | 0 |
Commodity Contract | Noncurrent Asset | Quoted Prices In Active Markets for Identical Assets (Liabilities) (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 0 | 0 |
Commodity Contract | Noncurrent Asset | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 94,329 | 8,554 |
Commodity Contract | Noncurrent Asset | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 0 | 0 |
Commodity Contract | Current Liabilities | Quoted Prices In Active Markets for Identical Assets (Liabilities) (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 0 | |
Commodity Contract | Current Liabilities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | (11,298) | |
Commodity Contract | Current Liabilities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 0 | |
Commodity Contract | Noncurrent Liabilities | Quoted Prices In Active Markets for Identical Assets (Liabilities) (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 0 | |
Commodity Contract | Noncurrent Liabilities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | (8,079) | |
Commodity Contract | Noncurrent Liabilities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | $ 0 | |
Interest Rate Contract | Current Liabilities | Quoted Prices In Active Markets for Identical Assets (Liabilities) (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 0 | |
Interest Rate Contract | Current Liabilities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | (130) | |
Interest Rate Contract | Current Liabilities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 0 | |
Interest Rate Contract | Noncurrent Liabilities | Quoted Prices In Active Markets for Identical Assets (Liabilities) (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | 0 | |
Interest Rate Contract | Noncurrent Liabilities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | (547) | |
Interest Rate Contract | Noncurrent Liabilities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets (liabilities) | $ 0 |
FAIR VALUE - Narrative (Details
FAIR VALUE - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Asset retirement obligations | $ 259 | $ 226 | |
Second Lien Notes due 2023 | Estimated Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fair value of senior unsecured notes | $ 194,900 | $ 434,400 |
DERIVATIVE INSTRUMENTS AND PR_3
DERIVATIVE INSTRUMENTS AND PRICE RISK MANAGEMENT - Gains/Losses on Derivatives (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Gain (Loss) on Settled Commodity Derivatives | $ 31,506 | $ 12,546 |
Gain (Loss) on Unsettled Commodity Derivatives | 345,075 | (152,169) |
Gain (Loss) on Commodity Derivatives, Net | $ 376,581 | $ (139,623) |
DERIVATIVE INSTRUMENTS AND PR_4
DERIVATIVE INSTRUMENTS AND PRICE RISK MANAGEMENT - Narrative (Details) bbl in Millions, $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($)$ / bblbbl | |
Total Open Commodity Swaps | |
Derivative [Line Items] | |
Volume (in barrels) | bbl | 15.1 |
Weighted average price (in dollars per barrel) | $ / bbl | 56.45 |
Interest Rate Swap | |
Derivative [Line Items] | |
Notional amount | $ | $ 200 |
DERIVATIVE INSTRUMENTS AND PR_5
DERIVATIVE INSTRUMENTS AND PRICE RISK MANAGEMENT - Weighted Average Price of Open Commodity Derivative Contracts (Details) Mcf in Millions | 3 Months Ended |
Mar. 31, 2020$ / bblMcfbbl | |
2020 | |
Derivative [Line Items] | |
Volume (in barrels) | bbl | 7,441,988 |
Weighted average price (in dollars per barrel) | 58.05 |
2021 | |
Derivative [Line Items] | |
Volume (in barrels) | bbl | 6,333,674 |
Weighted average price (in dollars per barrel) | 55.41 |
Notional amount covered by options (in shares) | Mcf | 0.3 |
Weighted average price if options are exercised (in dollars per barrel) | 57.84 |
2022 | |
Derivative [Line Items] | |
Volume (in barrels) | bbl | 1,372,866 |
Weighted average price (in dollars per barrel) | 52.57 |
Notional amount covered by options (in shares) | bbl | 2,600,000 |
Weighted average price if options are exercised (in dollars per barrel) | 54.20 |
2023 | |
Derivative [Line Items] | |
Notional amount covered by options (in shares) | bbl | 200,000 |
Weighted average price if options are exercised (in dollars per barrel) | 43 |
DERIVATIVE INSTRUMENTS AND PR_6
DERIVATIVE INSTRUMENTS AND PRICE RISK MANAGEMENT - Classification of Outstanding Financial Instruments (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2019 |
Offsetting Assets [Line Items] | |||
Current Derivative Assets | $ 245,552,000 | $ 5,628,000 | |
Noncurrent Derivative Assets | 94,329,000 | 8,554,000 | |
Total derivative assets | 345,503,000 | 36,233,000 | |
Current liabilities | (130,000) | (11,298,000) | |
Noncurrent liabilities | (547,000) | (8,079,000) | |
Total derivative liabilities | (6,299,000) | (41,428,000) | |
Gross Amounts of Recognized Assets, Offsetting of Derivative Assets | 345,503,000 | 36,233,000 | |
Gross Amounts Offset in the Balance Sheet, Offsetting of Derivative Assets | (5,622,000) | (22,051,000) | |
Net Amounts of Assets Presented in the Balance Sheet, Offsetting of Derivative Assets | 339,881,000 | 14,182,000 | |
Gross Amounts of Recognized Assets, Offsetting of Derivative Liabilities | (6,299,000) | (41,428,000) | |
Gross Amounts Offset in the Balance Sheet, Offsetting of Derivative Liabilities | 5,622,000 | 22,051,000 | |
Net Amounts of Assets Presented in the Balance Sheet, Offsetting of Derivative Liabilities | (677,000) | (19,377,000) | |
Current Assets | |||
Offsetting Assets [Line Items] | |||
Gross Amounts of Recognized Assets, Offsetting of Derivative Assets | 245,703,000 | 20,164,000 | |
Gross Amounts Offset in the Balance Sheet, Offsetting of Derivative Assets | (151,000) | (14,536,000) | |
Net Amounts of Assets Presented in the Balance Sheet, Offsetting of Derivative Assets | 245,552,000 | 5,628,000 | |
Noncurrent Assets | |||
Offsetting Assets [Line Items] | |||
Gross Amounts of Recognized Assets, Offsetting of Derivative Assets | 99,800,000 | 16,069,000 | |
Gross Amounts Offset in the Balance Sheet, Offsetting of Derivative Assets | (5,471,000) | (7,515,000) | |
Net Amounts of Assets Presented in the Balance Sheet, Offsetting of Derivative Assets | 94,329,000 | 8,554,000 | |
Current Liabilities | |||
Offsetting Assets [Line Items] | |||
Gross Amounts of Recognized Assets, Offsetting of Derivative Liabilities | (281,000) | (25,834,000) | |
Gross Amounts Offset in the Balance Sheet, Offsetting of Derivative Liabilities | 151,000 | 14,536,000 | |
Net Amounts of Assets Presented in the Balance Sheet, Offsetting of Derivative Liabilities | (130,000) | (11,298,000) | |
Noncurrent Liabilities | |||
Offsetting Assets [Line Items] | |||
Gross Amounts of Recognized Assets, Offsetting of Derivative Liabilities | (6,019,000) | (15,594,000) | |
Gross Amounts Offset in the Balance Sheet, Offsetting of Derivative Liabilities | 5,471,000 | 7,515,000 | |
Net Amounts of Assets Presented in the Balance Sheet, Offsetting of Derivative Liabilities | (547,000) | (8,079,000) | |
Commodity Price Swap Contracts | Current Assets | |||
Offsetting Assets [Line Items] | |||
Current Derivative Assets | 245,552,000 | 20,164,000 | |
Commodity Price Swap Contracts | Noncurrent Assets | |||
Offsetting Assets [Line Items] | |||
Noncurrent Derivative Assets | 99,800,000 | 16,069,000 | |
Commodity Price Swap Contracts | Current Liabilities | |||
Offsetting Assets [Line Items] | |||
Current liabilities | 0 | (25,834,000) | |
Commodity Price Swap Contracts | Noncurrent Liabilities | |||
Offsetting Assets [Line Items] | |||
Noncurrent liabilities | 0 | (5,273,000) | |
Interest Rate Swap Contracts | Current Assets | |||
Offsetting Assets [Line Items] | |||
Current Derivative Assets | 151,000 | 0 | |
Interest Rate Swap Contracts | Noncurrent Assets | |||
Offsetting Assets [Line Items] | |||
Noncurrent Derivative Assets | 1,000 | $ 0 | |
Interest Rate Swap Contracts | Current Liabilities | |||
Offsetting Assets [Line Items] | |||
Current liabilities | (281,000) | $ 0 | |
Interest Rate Swap Contracts | Noncurrent Liabilities | |||
Offsetting Assets [Line Items] | |||
Noncurrent liabilities | (548,000) | 0 | |
Commodity Price Swaptions Contracts | Noncurrent Liabilities | |||
Offsetting Assets [Line Items] | |||
Noncurrent liabilities | $ (5,471,000) | $ (10,321,000) |