Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Oct. 31, 2013 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'HALCON RESOURCES CORP | ' |
Entity Central Index Key | '0001282648 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 414,595,678 |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Oil, natural gas and natural gas liquids sales: | ' | ' | ' | ' |
Oil | $288,850 | $65,670 | $672,167 | $109,050 |
Natural gas | 7,457 | 3,918 | 19,971 | 6,875 |
Natural gas liquids | 7,894 | 3,230 | 15,976 | 7,080 |
Total oil, natural gas and natural gas liquids sales | 304,201 | 72,818 | 708,114 | 123,005 |
Other | 806 | 489 | 2,090 | 560 |
Total operating revenues | 305,007 | 73,307 | 710,204 | 123,565 |
Production: | ' | ' | ' | ' |
Lease operating | 37,539 | 14,197 | 94,676 | 30,113 |
Workover and other | 2,029 | 1,123 | 4,276 | 2,384 |
Taxes other than income | 26,613 | 5,814 | 62,616 | 9,648 |
Gathering and other | 3,766 | 167 | 6,901 | 274 |
Restructuring | ' | 725 | 507 | 1,732 |
General and administrative | 33,762 | 33,124 | 98,885 | 66,327 |
Depletion, depreciation and accretion | 143,091 | 22,726 | 320,264 | 34,661 |
Full cost ceiling impairment | 909,098 | ' | 909,098 | ' |
Other operating property and equipment impairment | 67,254 | ' | 67,254 | ' |
Goodwill impairment | 228,875 | ' | 228,875 | ' |
Total operating expenses | 1,452,027 | 77,876 | 1,793,352 | 145,139 |
Income (loss) from operations | -1,147,020 | -4,569 | -1,083,148 | -21,574 |
Other income (expenses): | ' | ' | ' | ' |
Net gain (loss) on derivative contracts | -54,427 | -9,575 | -38,749 | -849 |
Interest expense and other, net | -13,663 | -5,074 | -24,245 | -22,250 |
Total other income (expenses) | -68,090 | -14,649 | -62,994 | -23,099 |
Income (loss) before income taxes | -1,215,110 | -19,218 | -1,146,142 | -44,673 |
Income tax benefit (provision) | 360,283 | -963 | 333,868 | -1,171 |
Net income (loss) | -854,827 | -20,181 | -812,274 | -45,844 |
Non-cash preferred dividend | ' | ' | ' | -88,445 |
Series A preferred dividends | -5,070 | ' | -5,786 | ' |
Net income (loss) available to common stockholders | ($859,897) | ($20,181) | ($818,060) | ($134,289) |
Net income (loss) per share of common stock: | ' | ' | ' | ' |
Basic (in dollars per share) | ($2.19) | ($0.11) | ($2.22) | ($1.01) |
Diluted (in dollars per share) | ($2.19) | ($0.11) | ($2.22) | ($1.01) |
Weighted average common shares outstanding: | ' | ' | ' | ' |
Basic (in shares) | 392,726 | 191,846 | 368,696 | 132,460 |
Diluted (in shares) | 392,726 | 191,846 | 368,696 | 132,460 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash | $461 | $2,506 |
Accounts receivable | 292,278 | 262,809 |
Receivables from derivative contracts | 3,246 | 7,428 |
Current portion of deferred income taxes | 10,992 | 5,307 |
Inventory | 6,370 | 3,116 |
Prepaids and other | 16,142 | 6,691 |
Total current assets | 329,489 | 287,857 |
Oil and natural gas properties (full cost method): | ' | ' |
Evaluated | 4,806,377 | 2,669,245 |
Unevaluated | 1,982,188 | 2,326,598 |
Gross oil and natural gas properties | 6,788,565 | 4,995,843 |
Less - accumulated depletion | -1,809,963 | -588,207 |
Net oil and natural gas properties | 4,978,602 | 4,407,636 |
Other operating property and equipment: | ' | ' |
Gas gathering and other operating assets | 110,940 | 59,748 |
Less - accumulated depreciation | -10,330 | -8,119 |
Net other operating property and equipment | 100,610 | 51,629 |
Other noncurrent assets: | ' | ' |
Goodwill | ' | 227,762 |
Receivables from derivative contracts | 5,629 | 371 |
Debt issuance costs, net | 63,258 | 51,609 |
Deferred income taxes | 171,000 | ' |
Equity in oil and natural gas partnerships | 10,821 | 11,137 |
Funds in escrow | 847 | 2,090 |
Other | 11,182 | 934 |
Total assets | 5,671,438 | 5,041,025 |
Current liabilities: | ' | ' |
Accounts payable and accrued liabilities | 695,052 | 590,551 |
Liabilities from derivative contracts | 30,387 | 10,429 |
Asset retirement obligations | 1,391 | 2,319 |
Current portion of long-term debt | 695 | ' |
Promissory notes | ' | 74,669 |
Total current liabilities | 727,525 | 677,968 |
Long-term debt | 3,003,855 | 2,034,498 |
Other noncurrent liabilities: | ' | ' |
Liabilities from derivative contracts | 1,146 | 2,461 |
Asset retirement obligations | 86,646 | 72,813 |
Deferred income taxes | ' | 160,055 |
Other | 2,510 | 10 |
Commitments and contingencies (Note 10) | ' | ' |
Mezzanine equity: | ' | ' |
Preferred stock: 1,000,000 shares of $0.0001 par value authorized; none and 10,880 shares of 8% Automatically Convertible, issued and outstanding as of September 30, 2013 and December 31, 2012, respectively | ' | 695,238 |
Stockholders' equity: | ' | ' |
Preferred stock: 1,000,000 shares of $0.0001 par value authorized; 345,000 and none shares of 5.75% Cumulative Perpetual Convertible Series A, issued and outstanding as of September 30, 2013 and December 31, 2012, respectively | ' | ' |
Common stock: 670,000,000 and 336,666,666 shares of $0.0001 par value authorized; 414,616,509 and 259,802,377 shares issued; 414,616,509 and 258,152,468 outstanding at September 30, 2013 and December 31, 2012, respectively | 41 | 26 |
Additional paid-in capital | 2,940,585 | 1,681,717 |
Treasury stock: none and 1,649,909 shares at September 30, 2013 and December 31, 2012, respectively, at cost | ' | -9,298 |
Accumulated deficit | -1,090,870 | -274,463 |
Total stockholders' equity | 1,849,756 | 1,397,982 |
Total liabilities and stockholders' equity | $5,671,438 | $5,041,025 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Dec. 31, 2012 | |
Mezzanine equity: | ' | ' |
Preferred stock, shares authorized | ' | 1,000,000 |
Preferred stock, par value (in dollars per share) | ' | $0.00 |
Preferred stock, shares issued | 0 | 10,880 |
Preferred stock, shares outstanding | 0 | 10,880 |
Preferred stock, dividend rate of Automatically Convertible (as a percent) | 8.00% | 8.00% |
Stockholders' equity: | ' | ' |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares issued | 345,000 | 0 |
Preferred stock, shares outstanding | 345,000 | 0 |
Preferred stock, dividend rate of Cumulative Perpetual Convertible Series A (as a percent) | 5.75% | 5.75% |
Common stock, shares authorized | 670,000,000 | 336,666,666 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares issued | 414,616,509 | 259,802,377 |
Common stock, shares outstanding | 414,616,509 | 258,152,468 |
Treasury stock, shares | 0 | 1,649,909 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | Total | Preferred Stock | Common Stock | Additional Paid-In Capital | Treasury Stock | Accumulated Deficit |
In Thousands, except Share data, unless otherwise specified | ||||||
Balances at Dec. 31, 2011 | $1,680 | ' | $3 | $229,414 | ($7,159) | ($220,578) |
Balances (in shares) at Dec. 31, 2011 | ' | ' | 27,695,000 | ' | 1,450,000 | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' |
Warrants issued | 43,590 | ' | ' | 43,590 | ' | ' |
Sale of common stock | 569,000 | ' | 11 | 568,989 | ' | ' |
Sale of common stock (in shares) | ' | ' | 115,232,000 | ' | ' | ' |
Reverse-stock-split rounding (in shares) | ' | ' | 4,000 | ' | ' | ' |
Sale of preferred stock | 311,556 | 311,556 | ' | ' | ' | ' |
Sale of preferred stock (in shares) | ' | 4,000 | ' | ' | ' | ' |
Preferred stock conversion | ' | -385,476 | 5 | 385,471 | ' | ' |
Preferred stock conversion (in shares) | ' | -4,000 | 44,445,000 | ' | ' | ' |
Offering costs | -19,603 | -14,525 | ' | -5,078 | ' | ' |
Common stock issuance | 452,039 | ' | 7 | 452,032 | ' | ' |
Common stock issuance (in shares) | ' | ' | 72,114,000 | ' | ' | ' |
Net income (loss) | -53,885 | ' | ' | ' | ' | -53,885 |
Preferred beneficial conversion feature | 88,445 | ' | ' | 88,445 | ' | ' |
Non-cash preferred dividend | ' | 88,445 | ' | -88,445 | ' | ' |
Long-term incentive plan grants (in shares) | ' | ' | 312,000 | ' | ' | ' |
Reduction in shares to cover individuals' tax withholding | ' | ' | ' | ' | -2,139 | ' |
Reduction in shares to cover individuals' tax withholding (in shares) | ' | ' | ' | ' | 200,000 | ' |
Reduction in shares to cover individuals' tax withholding | -2,139 | ' | ' | ' | ' | ' |
Share-based compensation | 7,299 | ' | ' | 7,299 | ' | ' |
Balances at Dec. 31, 2012 | 1,397,982 | ' | 26 | 1,681,717 | -9,298 | -274,463 |
Balances (in shares) at Dec. 31, 2012 | ' | ' | 259,802,000 | ' | 1,650,000 | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' |
Sale of preferred stock | 345,000 | ' | ' | 345,000 | ' | ' |
Sale of preferred stock (in shares) | ' | 345,000 | ' | ' | ' | ' |
Preferred stock conversion | 695,238 | ' | 11 | 695,227 | ' | ' |
Preferred stock conversion (in shares) | ' | ' | 108,801,000 | ' | ' | ' |
Offering costs | -17,313 | ' | ' | -17,313 | ' | ' |
Common stock issuance | 222,870 | ' | 4 | 222,866 | ' | ' |
Common stock issuance (in shares) | ' | ' | 43,700,000 | ' | ' | ' |
Net income (loss) | -812,274 | ' | ' | ' | ' | -812,274 |
Dividend on Series A preferred stock | -5,786 | ' | ' | 4,133 | ' | -4,133 |
Dividend on Series A preferred stock (in shares) | ' | ' | 855,000 | ' | ' | ' |
Long-term incentive plan grants (in shares) | ' | ' | 3,256,000 | ' | ' | ' |
Long-term incentive plan forfeitures (in shares) | ' | ' | -146,000 | ' | ' | ' |
Reduction in shares to cover individuals' tax withholding | -5 | ' | ' | -5 | ' | ' |
Reduction in shares to cover individuals' tax withholding (in shares) | ' | ' | -1,000 | ' | ' | ' |
Retirement of shares in treasury | ' | ' | ' | -2,492 | 2,492 | ' |
Retirement of shares in treasury (in shares) | ' | ' | -442,000 | ' | -442,000 | ' |
Long-term incentive plan grants issued out of treasury | ' | ' | ' | -6,806 | 6,806 | ' |
Long-term incentive plan grants issued out of treasury (in shares) | ' | ' | -1,208,000 | ' | -1,208,000 | ' |
Share-based compensation | 18,258 | ' | ' | 18,258 | ' | ' |
Balances at Sep. 30, 2013 | $1,849,756 | ' | $41 | $2,940,585 | ' | ($1,090,870) |
Balances (in shares) at Sep. 30, 2013 | ' | 345,000 | 414,617,000 | ' | ' | ' |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Cash flows from operating activities: | ' | ' | ' |
Net income (loss) | ($812,274) | ($45,844) | ($53,885) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ' | ' | ' |
Depletion, depreciation and accretion | 320,264 | 34,661 | ' |
Full cost ceiling impairment | 909,098 | ' | ' |
Other operating property and equipment impairment | 67,254 | ' | ' |
Goodwill impairment | 228,875 | ' | ' |
Deferred income tax provision (benefit) | -334,881 | 1,030 | ' |
Share-based compensation, net | 11,994 | 3,866 | ' |
Unrealized loss (gain) on derivative contracts | 18,956 | 3,197 | ' |
Amortization and write-off of deferred loan costs | 1,343 | 6,247 | ' |
Non-cash interest and amortization of discount and premium | 1,395 | 8,620 | ' |
Other income (expense) | -5,241 | 470 | ' |
Change in assets and liabilities, net of acquisitions: | ' | ' | ' |
Accounts receivable | -83,001 | -25,609 | ' |
Inventory | -557 | -1,565 | ' |
Prepaids and other | -8,441 | -2,179 | ' |
Accounts payable and accrued liabilities | 76,821 | 18,984 | ' |
Net cash provided by (used in) operating activities | 391,605 | 1,878 | ' |
Cash flows from investing activities: | ' | ' | ' |
Oil and natural gas capital expenditures | -1,828,969 | -716,112 | ' |
Other operating property and equipment capital expenditures | -120,071 | -18,133 | ' |
Proceeds received from sales of oil and gas assets | 160,268 | ' | ' |
Funds held in escrow and other | -5,547 | -2,435 | ' |
Net cash provided by (used in) investing activities | -1,826,500 | -1,612,316 | ' |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from borrowings | 2,760,000 | 1,282,255 | ' |
Repayments of borrowings | -1,858,400 | -328,000 | ' |
Debt issuance costs | -19,302 | -23,657 | ' |
Offering costs | -17,313 | -18,535 | ' |
Common stock repurchased | ' | -2,139 | ' |
Series A preferred stock issued | 345,000 | ' | ' |
Preferred stock issued | ' | 311,556 | ' |
Preferred beneficial conversion feature | ' | 88,445 | ' |
Common stock issued | 222,870 | 275,000 | ' |
Warrants issued | ' | 43,590 | ' |
Other | -5 | ' | ' |
Net cash provided by (used in) financing activities | 1,432,850 | 1,628,515 | ' |
Net increase (decrease) in cash | -2,045 | 18,077 | ' |
Cash at beginning of period | 2,506 | 49 | 49 |
Cash at end of period | 461 | 18,126 | 2,506 |
Disclosure of non-cash investing and financing activities: | ' | ' | ' |
Accrued capitalized Interest | 10,549 | 11,690 | ' |
Asset retirement obligations | 10,077 | 689 | ' |
Non-cash preferred dividends | ' | 88,445 | ' |
Series A preferred dividends paid in common stock | 4,133 | ' | ' |
Payment-in-kind interest | ' | 14,669 | ' |
Common stock issued for GeoResources, Inc. | ' | 321,416 | ' |
Common stock issued for the EastTexas Assets | ' | $130,623 | ' |
FINANCIAL_STATEMENT_PRESENTATI
FINANCIAL STATEMENT PRESENTATION | 9 Months Ended |
Sep. 30, 2013 | |
FINANCIAL STATEMENT PRESENTATION | ' |
FINANCIAL STATEMENT PRESENTATION | ' |
1. FINANCIAL STATEMENT PRESENTATION | |
Basis of Presentation and Principles of Consolidation | |
Halcón Resources Corporation (Halcón or the Company) is an independent energy company focused on the acquisition, production, exploration and development of onshore liquids-rich assets in the United States. The unaudited condensed consolidated financial statements include the accounts of all majority-owned, controlled subsidiaries. The Company operates in one segment which focuses on oil and natural gas acquisition, production, exploration and development. The Company's oil and natural gas properties are managed as a whole rather than through discrete operating areas. Operational information is tracked by operating area; however, financial performance is assessed as a whole. Allocation of capital is made across the Company's entire portfolio without regard to operating area. All intercompany accounts and transactions have been eliminated. These unaudited condensed consolidated financial statements reflect, in the opinion of the Company's management, all adjustments, consisting of normal and recurring adjustments, necessary to present fairly the financial position as of, and the results of operations for, the periods presented. During interim periods, Halcón follows the accounting policies disclosed in its 2012 Annual Report on Form 10-K, as filed with the United States Securities and Exchange Commission (SEC). Please refer to the notes in the 2012 Annual Report on Form 10-K when reviewing interim financial results. | |
During the third quarter of 2013, the Company determined that "Net cash provided by operating activities" and "Net cash used in investing activities" for the nine month period ended September 30, 2012 were both overstated by $11.7 million as a result of the inclusion of capitalized non-cash interest in the change in "Accounts payable and accrued liabilities" line item in operating cash flows and "Oil and natural gas capital expenditures" and "Other operating property and equipment capital expenditures" in investing cash flows. The Company has corrected the error, which had no impact to the net cash flows for the period, and provided related supplemental non-cash information in the accompanying unaudited condensed consolidated statements of cash flows for the nine month period ended September 30, 2012. | |
As discussed in Item 8. Consolidated Financial Statements and Supplementary Data—Note 2, "Corrections of Immaterial Errors," to the Company's Annual Report on Form 10-K for the year ended December 31, 2012, the consolidated balance sheet as of December 31, 2011 was restated to reflect the correction of $4.3 million of tax basis adjustments to "Oil and natural gas properties" and "Deferred income taxes" for periods prior to January 1, 2007, and as such, the accumulated deficit and stockholders' equity balances of $262.2 million and $1.1 billion, respectively, reported on the Company's Quarterly Report on Form 10-Q for the nine months ended September 30, 2012 have been adjusted to $266.5 million and $1.1 billion, respectively. | |
Consolidated Financial Statements | |
The unaudited condensed consolidated financial statements include the accounts of Halcón and its majority-owned, controlled subsidiaries. The equity method is used to account for investments in affiliates in which the Company does not have majority ownership, but has the ability to exert significant influence. The Company's investment in an oil and natural gas limited partnership, in which the Company exerts significant influence, is accounted for under the equity method. | |
Use of Estimates | |
The preparation of the Company's unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities, if any, at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the respective reporting periods. Estimates and assumptions that, in the opinion of management of the Company, are significant include oil and natural gas revenue, capital and operating expense accruals, oil and natural gas reserves, depletion relating to oil and natural gas properties, asset retirement obligations, fair value estimates, beneficial conversion feature estimates and income taxes. The Company bases its estimates and judgments on historical experience and on various other assumptions and information that are believed to be reasonable under the circumstances. Estimates and assumptions about future events and their effects cannot be perceived with certainty and, accordingly, these estimates may change as new events occur, as more experience is acquired, as additional information is obtained and as the Company's operating environment changes. Actual results may differ from the estimates and assumptions used in the preparation of the Company's unaudited condensed consolidated financial statements. | |
Interim period results are not necessarily indicative of results of operations or cash flows for the full year and accordingly, certain information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States, has been condensed or omitted. The Company has evaluated events or transactions through the date of issuance of these unaudited condensed consolidated financial statements. | |
Accounts Receivable and Allowance for Doubtful Accounts | |
The Company's accounts receivable are primarily receivables from joint interest owners and oil and natural gas purchasers. Accounts receivable are recorded at the amount due, less an allowance for doubtful accounts, when applicable. The Company establishes provisions for losses on accounts receivable if it determines that collection of all or part of the outstanding balance is doubtful. The Company regularly reviews collectability and establishes or adjusts the allowance for doubtful accounts as necessary using the specific identification method. There were no significant allowances for doubtful accounts as of September 30, 2013 or December 31, 2012. | |
Other Operating Property and Equipment | |
Gas gathering systems and equipment are recorded at cost. Depreciation is calculated using the straight-line method over a 30-year estimated useful life. Upon disposition, the cost and accumulated depreciation are removed and any gains or losses are reflected in current operations. Maintenance and repair costs are charged to operating expense as incurred. Material expenditures which increase the life or productive capacity of an asset are capitalized and depreciated over the estimated remaining useful life of the asset. The Company capitalized $145.7 million and $39.9 million as of September 30, 2013 and December 31, 2012, respectively, related to the construction of its gas gathering systems before impairments. | |
Other operating assets are recorded at cost. Depreciation is calculated using the straight-line method over the following estimated useful lives: automobiles and computers, three years; computer software, leasehold improvements, fixtures, furniture and equipment, five years or the lesser of lease term; trailers, seven years; heavy equipment, ten years; and an airplane and buildings, twenty years. Upon disposition, the cost and accumulated depreciation are removed and any gains or losses are reflected in current operations. Maintenance and repair costs are charged to operating expense as incurred. Material expenditures which increase the life of an asset are capitalized and depreciated over the estimated remaining useful life of the asset. | |
The Company reviews its gas gathering systems and equipment and other operating assets for impairment in accordance with ASC 360, Property, Plant, and Equipment (ASC 360). ASC 360 requires the Company to evaluate gas gathering systems and equipment and other operating assets for impairment as events occur or circumstances change that would more likely than not reduce the fair value below the carrying amount. If the carrying amount is not recoverable from its undiscounted cash flows, then the Company would recognize an impairment loss for the difference between the carrying amount and the current fair value. Further, the Company evaluates the remaining useful lives of its gas gathering systems and other operating assets at each reporting period to determine whether events and circumstances warrant a revision to the remaining depreciation periods. For the three months ended September 30, 2013, the Company recorded a non-cash impairment charge of $67.3 million in "Other operating property and equipment impairment" in the Company's unaudited condensed consolidated statements of operations and in "Gas gathering and other operating assets" in the Company's unaudited condensed consolidated balance sheets. The impairment relates to the Company's gross investments of $68.3 million in gas gathering infrastructure that will not be economically recoverable due to the Company's shift in exploration, drilling and developmental plans from the Woodbine to El Halcón during the third quarter of 2013. See Note 5, "Oil and natural gas properties," for additional discussion regarding related factors during the third quarter of 2013 that contributed to this impairment. | |
In accordance with ASC 820, Fair Value Measurements and Disclosures (ASC 820), a financial instrument's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The estimate of the fair value of the Company's gas gathering systems was based on an income approach that estimated future cash flows associated with those assets, which resulted in negative net cash flows due to insufficient throughput of natural gas volumes and certain fixed costs necessary to operate and maintain the assets. This estimation includes the use of unobservable inputs, such as estimated future production, gathering and compression revenues and operating expenses. The use of these unobservable inputs results in the fair value estimate of the Company's gas gathering systems being classified as Level 3. | |
Goodwill | |
Goodwill represents the excess of the purchase price over the estimated fair value of the assets acquired net of the fair value of liabilities assumed in an acquisition. ASC 350, Intangibles—Goodwill and Other (ASC 350) requires that intangible assets with indefinite lives, including goodwill, be evaluated on an annual basis for impairment or more frequently if events occur or circumstances change that could potentially result in impairment. The goodwill impairment test requires the allocation of goodwill and all other assets and liabilities to reporting units. However, the Company has only one reporting unit. The Company's goodwill as of December 31, 2012 relates to its acquisition of GeoResources. Refer to Note 4, "Acquisitions and Divestitures" for more details regarding the merger between the Company and GeoResources. The Company performs its goodwill impairment test annually, using a measurement date of July 1, or more often if circumstances require. | |
The Company performed its annual goodwill impairment test during the third quarter of 2013, and based on this review, the Company recorded a non-cash impairment charge of $228.9 million to reduce the carrying value of goodwill to zero. The Company has recorded the goodwill impairment in "Goodwill impairment" in the Company's unaudited condensed consolidated statements of operations. In the first step of the goodwill impairment test, the Company determined that the fair value of its reporting unit was less than the carrying amount, including goodwill, primarily due to pricing deterioration in the NYMEX forward pricing curve coupled with less favorable oil price differentials in the Company's core areas, both factors which adversely impacted the fair value of the Company's proved reserves. Therefore, the Company performed the second step of the goodwill impairment test, which led the Company to conclude that there would be no remaining implied fair value attributable to goodwill. | |
In estimating the fair value of its reporting unit, the Company used a combination of the income and market approaches. For purposes of estimating the fair value of the Company's oil and natural gas proved reserves, an income approach was used which estimated fair value based on the anticipated cash flows associated with the Company's proved reserves, discounted using a weighted average cost of capital rate. In estimating the fair value of the Company's unproved acreage, a market approach was used in which a review of recent transactions involving properties in the same geographical location indicated the fair value of the Company's unproved acreage from a market participant perspective. | |
The estimation of the fair value of the Company's reporting unit includes the use of unobservable inputs, such as estimates of proved reserves, unproved acreage values, the weighted average cost of capital (discount rate), future pricing beyond a certain period and estimated future capital and operating costs. The use of these unobservable inputs results in the fair value estimate being classified as Level 3. Although the Company believes the assumptions and estimates used in the fair value calculation of its reporting unit are reasonable and appropriate, different assumptions and estimates could materially impact the analysis and resulting conclusions. The assumptions used in estimating the fair value of the reporting unit and performing the goodwill impairment test are inherently uncertain and require management judgment. | |
Recently Issued Accounting Pronouncements | |
In December 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2011-11, Disclosures about Offsetting Assets and Liabilities (ASU 2011-11), which enhances disclosures by requiring an entity to disclose information about netting arrangements, including rights of offset, to enable users of its financial statements to understand the effect of those arrangements on its financial position. This pronouncement was issued to facilitate comparison between financial statements prepared on the basis of accounting principles generally accepted in the United States and International Financial Reporting Standards. In addition, in January 2013, the FASB issued ASU No. 2013-01, Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities (ASU 2013-01), which requires clarification of the specific instruments that should be considered in the offsetting disclosures. These updates are effective for annual and interim reporting periods beginning on or after January 1, 2013 and are to be applied retroactively for all comparative periods presented. The adoption of ASU 2011-11 and ASU 2013-01 resulted in new disclosures related to the Company's derivative activities. See further information at Note 8, "Derivative and Hedging Activities." | |
In February 2013, the FASB issued ASU No. 2013-04, Obligations Resulting from Joint and Several Liability Arrangements for which the Total Amount of the Obligation is Fixed at the Reporting Date (ASU 2013-04). ASU 2013-04 provides guidance for the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements, such as debt arrangements, other contractual obligations and settled litigation and judicial rulings. This pronouncement must be applied retrospectively and is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The Company is currently assessing the impact, if any, that the adoption of ASU 2013-04 will have on its operating results, financial position and disclosures. | |
In February 2013, the FASB issued ASU No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (ASU 2013-11). ASU 2013-11 provides explicit guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This pronouncement should be applied prospectively to all unrecognized tax benefits that exist at the effective date and retrospective application is permitted. ASU 2013-11 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The Company is currently assessing the impact, if any, that the adoption of this pronouncement will have on its operating results and financial position. | |
RECAPITALIZATION
RECAPITALIZATION | 9 Months Ended |
Sep. 30, 2013 | |
RECAPITALIZATION | ' |
RECAPITALIZATION | ' |
2. RECAPITALIZATION | |
On December 21, 2011, the Company entered into a Securities Purchase Agreement (the Purchase Agreement) with HALRES LLC, formerly Halcón Resources, LLC (HALRES). Pursuant to the Purchase Agreement, (i) HALRES purchased and the Company sold 73.3 million shares of the Company's common stock (the Shares) for a purchase price of $275 million and (ii) HALRES purchased and the Company issued a senior convertible promissory note in the original principal amount of $275 million (the 2017 Note) convertible into common stock at $4.50 per share, subject to adjustment under certain circumstances, together with five year warrants (the February 2012 Warrants) to purchase 36.7 million shares of the Company's common stock at an exercise price of $4.50 per share (the Recapitalization), subject to adjustment under certain circumstances. The 2017 Note is convertible after February 8, 2014 and if converted, would currently entitle the holder to 64.4 million shares of common stock. The Company and HALRES closed the transaction contemplated by the Purchase Agreement on February 8, 2012. | |
In January 2012, shareholders holding a majority of the Company's outstanding shares of common stock approved the issuance of the Shares, the 2017 Note and the February 2012 Warrants pursuant to the terms of the Purchase Agreement. Additionally, effective upon the closing (i) the Company's certificate of incorporation was amended to (a) the Company's authorized shares of common stock were increased from 100 million shares to 1.01 billion shares, both of which were before the one-for-three reverse stock split; (b) a one-for-three reverse stock split of the Company's common stock was affected (which reduced the Company's authorized shares of common stock from 1.01 billion to 336.7 million shares); and (c) the name of the Company was changed from RAM Energy Resources, Inc. to Halcón Resources Corporation; and (ii) the Company's 2006 Long-Term Incentive Plan (the Plan) was amended to increase the number of shares that may be issued under the Plan from 2.5 million to 3.7 million shares. | |
The closing of the transaction resulted in a change in control of the Company. Material events and items resulting from the transaction include the following: | |
• | |
completion of transactions contemplated by the Purchase Agreement and shareholder approval of the matters as discussed above; | |
• | |
the resignation and termination of the Company's four executive officers and the resignation of certain other officers; | |
• | |
change in control payments of $4.6 million to the officers of the Company recorded in general and administrative expense; | |
• | |
change in control payment of $0.8 million pursuant to a retainer agreement with the Company's then outside law firm recorded in general and administrative expense; | |
• | |
accelerated vesting of all unvested employee restricted stock shares and accelerated vesting and exercise of all unvested stock appreciation rights resulting in $4.3 million of share-based compensation expense recorded in general and administrative expense; | |
• | |
payoff and termination of the Company's March 2011 Credit Facilities of $133.0 million plus accrued interest, as well as the expensing of the related unamortized debt issuance costs of $2.9 million; | |
• | |
payoff and termination of the Company's second lien term facility of $75.0 million plus accrued interest and a prepayment fee of $1.5 million, as well as the expensing of the related unamortized debt issuance costs of $2.9 million; and | |
• | |
closing costs of $11.2 million related to engagement fees and various professional fees including $2.5 million recorded in general and administrative expense related to a termination fee pursuant to a previous engagement. | |
Retroactive application of the reverse stock split is required and all share and per share information included for all periods presented in these unaudited condensed consolidated financial statements reflects the reverse stock split. | |
In February 2012, the transaction with HALRES resulted in an "ownership change" as defined under Section 382 of the Internal Revenue Code of 1986, as amended. As a consequence, the Company has additional limitations on its ability to use the net operating losses it accrued before the ownership change as a deduction against any taxable income the Company realizes after the ownership change. | |
RESTRUCTURING
RESTRUCTURING | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
RESTRUCTURING | ' | ||||
RESTRUCTURING | ' | ||||
3. RESTRUCTURING | |||||
In March 2012, the Company announced its intention to close its Plano, Texas office and begin the process of relocating key administrative functions to Houston, Texas (the Restructuring). As part of the Restructuring, the Company offered certain severance and retention benefits, collectively known as the Severance Program, to the affected employees. The total expense of the Severance Program was approximately $2.9 million and related costs were recognized as restructuring expense over the requisite service periods through May 2013, as applicable. Following is a reconciliation of the beginning and ending liability balance. | |||||
Severance Program | |||||
(In thousands) | |||||
Ending balance, December 31, 2012 | $ | 2,131 | |||
Severance and retention payments | (2,627 | ) | |||
Net increase in accrual | 496 | ||||
Ending balance, September 30, 2013 | $ | — | |||
ACQUISITIONS_AND_DIVESTITURES
ACQUISITIONS AND DIVESTITURES | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
ACQUISITIONS AND DIVESTITURES | ' | |||||||
ACQUISITIONS AND DIVESTITURES | ' | |||||||
4. ACQUISITIONS AND DIVESTITURES | ||||||||
Acquisitions | ||||||||
Williston Basin Assets | ||||||||
On December 6, 2012, the Company completed the acquisition of two wholly-owned subsidiaries of Petro-Hunt Holdings, LLC and Pillar Holdings, LLC (the Petro-Hunt Parties), which owned acreage prospective for the Bakken/Three Forks formations located in North Dakota, in Williams, Mountrail, McKenzie and Dunn counties (the Williston Basin Assets). The Company completed the acquisition of the Williston Basin Assets for total consideration of approximately $1.5 billion, consisting of approximately $788.2 million in cash and approximately 10,880 shares of the Company's preferred stock that automatically converted into 108.8 million shares of Halcón common stock on January 18, 2013 (equivalent to a conversion price of approximately $7.45 per share of Halcón common stock based on the liquidation preference), following stockholder approval of such conversion and an amendment to Halcón's certificate of incorporation to increase the number of shares of common stock that Halcón is authorized to issue (the Williston Basin Acquisition). The Williston Basin Acquisition significantly expanded the Company's presence in North Dakota, adding undeveloped acreage, oil and natural gas reserves and production to its existing asset base and operations in this area. | ||||||||
The transaction had an effective date of June 1, 2012 and was subject to customary closing conditions, as well as the execution and delivery of certain other agreements, including a Registration Rights Agreement, dated December 6, 2012. In accordance with the Registration Rights Agreement, as amended, on September 27, 2013, the Company filed a shelf registration statement providing for the resale of shares of the Company's common stock issued to the Petro-Hunt Parties in the acquisition. | ||||||||
GeoResources, Inc. | ||||||||
On August 1, 2012, the Company completed an acquisition of GeoResources, Inc. (GeoResources) by means of the merger of GeoResources into a wholly-owned subsidiary of the Company (the Merger) and began reflecting GeoResources' results of operations in the Company's unaudited condensed consolidated statements of operations. In connection with the Merger, each share of GeoResources common stock issued and outstanding immediately prior to the effective date of the Merger was converted into the right to receive $20.00 in cash and 1.932 shares of the Company's common stock. | ||||||||
In the Merger, the Company issued a total of approximately 51.3 million shares of its common stock and paid approximately $531.5 million in cash to former GeoResources stockholders, resulting in a total purchase price plus liabilities assumed of approximately $1.3 billion. The acquisition expanded the Company's presence in the Bakken/Three Forks formations of North Dakota and Montana, and the Austin Chalk trend and Eagle Ford Shale in Texas, adding oil and natural gas reserves and production to its existing asset base in these areas. | ||||||||
East Texas Assets | ||||||||
In August 2012, the Company completed the acquisition of oil and gas leaseholds in East Texas (the East Texas Assets) from CH4 Energy II, LLC, PetroMax Leon, LLC, Petro Texas LLC, King King LLC and several other selling parties for total consideration of $426.8 million comprised of $296.1 million in cash and 20.8 million shares of the Company's common stock (the East Texas Acquisition). The effective date of the East Texas Acquisition was April 1, 2012. The East Texas Acquisition expanded the Company's presence in East Texas, adding oil and natural gas reserves and production to its existing asset base in this area. | ||||||||
Pro Forma Impact of Acquisitions (Unaudited) | ||||||||
As disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2012, the acquisitions of the Williston Basin Assets and the East Texas Assets, as well as the Merger were accounted for as business combinations in accordance with Accounting Standards Codification (ASC) No. 805, Business Combinations (ASC 805) which, among other things, requires assets acquired and liabilities assumed to be measured at their acquisition date fair values. Certain assets and liabilities may be adjusted as additional information is obtained, but no later than one year from the respective acquisition dates. The purchase price for the Williston Basin Assets is still preliminary due to the use of estimates based on information that was available to management. During the nine months ended September 30, 2013, there were no adjustments to the purchase price of the East Texas Assets; however, there were minor adjustments to the respective purchase prices of GeoResources and the Williston Basin Assets related to accruals, settlements and working capital changes as a result of better information obtained during the period. | ||||||||
The following unaudited pro forma combined results of operations are provided for the three and nine months ended September 30, 2012 as though the Merger, the East Texas Acquisition and the Williston Basin Acquisition had been completed as of the beginning of the comparable prior annual reporting period, or January 1, 2011. The pro forma combined results of operations for the three and nine months ended September 30, 2012 have been prepared by adjusting the historical results of the Company to include the historical results of GeoResources, the East Texas Assets and the Williston Basin Assets. These supplemental pro forma results of operations are provided for illustrative purposes only and do not purport to be indicative of the actual results that would have been achieved by the combined company for the period presented or that may be achieved by the combined company in the future. The pro forma results of operations do not include any cost savings or other synergies that resulted, or may result, from the Merger, the East Texas Acquisition and the Williston Basin Acquisition, or any estimated costs that will be incurred to integrate GeoResources, the Williston Basin Assets and the East Texas Assets. Future results may vary significantly from the results reflected in this unaudited pro forma financial information because of future events and transactions, as well as other factors. | ||||||||
The Company's historical financial information was adjusted to give effect to the pro forma events that were directly attributable to the Merger, the East Texas Acquisition and the Williston Basin Acquisition, and that were factually supportable. Adjustments and assumptions made for this pro forma calculation are consistent with those used in the Company's annual pro forma information, as more fully described in Item 8. Consolidated Financial Statements and Supplementary Data—Note 5, "Acquisitions and Divestitures" to the Company's Annual Report on Form 10-K for the year ended December 31, 2012. | ||||||||
(In thousands, except per share amounts) | Three Months | Nine Months | ||||||
Ended | Ended | |||||||
September 30, | September 30, | |||||||
2012 | 2012 | |||||||
(Unaudited) | (Unaudited) | |||||||
Revenue | $ | 152,723 | $ | 431,038 | ||||
Net income (loss) | 6,850 | 37,344 | ||||||
Net income (loss) available to Halcón common stockholders | 6,850 | (51,101 | ) | |||||
Pro forma net income (loss) per common share: | ||||||||
Basic | $ | 0.02 | $ | (0.17 | ) | |||
Diluted | $ | 0.02 | $ | (0.17 | ) | |||
Divestitures | ||||||||
Eagle Ford Shale Assets | ||||||||
On July 19, 2013, the Company completed the sale of its interest in Eagle Ford Shale assets located in Fayette and Gonzales Counties, Texas, previously acquired as part of the Merger, to private buyers for proceeds of approximately $147.9 million, before post-closing adjustments. The transaction had an effective date of January 1, 2013. Proceeds from the sale were recorded as a reduction to the carrying value of the Company's full cost pool with no gain or loss recorded. | ||||||||
OIL_AND_NATURAL_GAS_PROPERTIES
OIL AND NATURAL GAS PROPERTIES | 9 Months Ended |
Sep. 30, 2013 | |
OIL AND NATURAL GAS PROPERTIES | ' |
OIL AND NATURAL GAS PROPERTIES | ' |
5. OIL AND NATURAL GAS PROPERTIES | |
The Company uses the full cost method of accounting for its investment in oil and natural gas properties. Under this method of accounting, all costs of acquisition, exploration and development of oil and natural gas reserves (including such costs as leasehold acquisition costs, geological expenditures, dry hole costs, tangible and intangible development costs and direct internal costs) are capitalized as the cost of oil and natural gas properties when incurred. To the extent capitalized costs of evaluated oil and natural gas properties, net of accumulated depletion, exceed the discounted future net revenues of proved oil and natural gas reserves, net of deferred taxes, such excess capitalized costs are charged to expense. | |
The Company assesses all properties classified as unevaluated property on a quarterly basis for possible impairment or reduction in value. The Company assesses properties on an individual basis or as a group, if properties are individually insignificant. The assessment includes consideration of the following factors, among others: intent to drill; remaining lease term; geological and geophysical evaluations; drilling results and activity; the assignment of proved reserves; and the economic viability of development if proved reserves are assigned. During any period in which these factors indicate impairment, the cumulative drilling costs incurred to date for such property and all or a portion of the associated leasehold costs are transferred to the full cost pool and are then subject to depletion and the full cost ceiling test limitation. During the three months ended September 30, 2013, the Company transferred $655.7 million of unevaluated property costs to the full cost pool primarily related to Woodbine assets in East Texas where capital has been reallocated to El Halcón, and certain Utica/Point Pleasant assets in Northwest Pennsylvania related to non-economical drilling results obtained in the third quarter of 2013. | |
Investments in unevaluated oil and natural gas properties and exploration and development projects for which depletion expense is not currently recognized, and for which exploration or development activities are in progress, qualify for interest capitalization. The capitalized interest is determined by multiplying the Company's weighted-average borrowing cost on debt by the average amount of qualifying costs incurred that are excluded from the full cost pool; however, the amount of capitalized interest cannot exceed the amount of gross interest expense incurred in any given period. The capitalized interest amounts are recorded as additions to unevaluated oil and natural gas properties on the unaudited condensed consolidated balance sheets. As the costs excluded are transferred to the full cost pool, the associated capitalized interest is also transferred to the full cost pool. For the three and nine months ended September 30, 2013, the Company capitalized interest costs of $52.6 million and $157.6 million, respectively. For the three and nine months ended September 30, 2012, the Company capitalized interest costs of $19.4 million and $22.8 million, respectively. | |
At September 30, 2013 the ceiling test value of the Company's reserves was calculated based on the first-day-of-the-month average of the 12-months ended September 30, 2013 of the West Texas Intermediate (WTI) spot price of $95.20 per barrel, adjusted by lease or field for quality, transportation fees, and regional price differentials, and the first-day-of-the-month average of the 12-months ended September 30, 2013 of the Henry Hub price of $3.61 per million British thermal units (Mmbtu), adjusted by lease or field for energy content, transportation fees, and regional price differentials. Using these prices, the Company's net book value of oil and natural gas properties at September 30, 2013 exceeded the ceiling amount. As a result, the Company recorded a full cost ceiling test impairment before income taxes of $909.1 million and $574.8 million after taxes. The combined impact of less favorable oil price differentials adversely affecting proved reserve values and the aforementioned transfers of unevaluated Woodbine and Utica properties to the full cost pool contributed to the ceiling impairment. The Company has recorded the full cost ceiling test impairment in "Full cost ceiling impairment" in the Company's unaudited condensed consolidated statements of operations and in "Accumulated depletion" in the Company's unaudited condensed consolidated balance sheets. In addition, the full cost ceiling impairment contributed to the change in the Company's deferred tax liability as of December 31, 2012 to a deferred tax asset at September 30, 2013. Changes in production rates, levels of reserves, future development costs, transfers of unevaluated properties, and other factors will determine the Company's actual ceiling test calculation and impairment analyses in future periods. | |
At September 30, 2012 the ceiling test value of the Company's reserves was calculated based on the first-day-of-the-month average of the 12-months ended September 30, 2012 of the WTI spot price of $94.97 per barrel, adjusted by lease or field for quality, transportation fees, and regional price differentials, and the first-day-of-the-month average of the 12-months ended September 30, 2012 of the Henry Hub price of $2.83 per Mmbtu, adjusted by lease or field for energy content, transportation fees, and regional price differentials. Using these prices, the Company's net book value of oil and natural gas properties at September 30, 2012 did not exceed the ceiling amount. | |
LONGTERM_DEBT
LONG-TERM DEBT | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
LONG-TERM DEBT | ' | |||||||
LONG-TERM DEBT | ' | |||||||
6. LONG-TERM DEBT | ||||||||
Long-term debt as of September 30, 2013 and December 31, 2012 consisted of the following: | ||||||||
September 30, | December 31, | |||||||
2013(1) | 2012(1) | |||||||
(In thousands) | ||||||||
Senior revolving credit facility | $ | 232,000 | $ | 298,000 | ||||
9.25% $400 million senior notes(2) | 400,000 | — | ||||||
8.875% $1.35 billion senior notes(3) | 1,372,877 | 744,421 | ||||||
9.75% $750 million senior notes(4) | 740,899 | 740,232 | ||||||
8.0% $275 million convertible note(5) | 257,385 | 251,845 | ||||||
Deferred premiums on derivative contracts | 694 | — | ||||||
$ | 3,003,855 | $ | 2,034,498 | |||||
-1 | ||||||||
Table excludes $0.7 million of deferred premiums on derivative contracts which were classified as current at September 30, 2013. Table excludes $74.7 million of promissory notes which were classified as current at December 31, 2012. | ||||||||
-2 | ||||||||
On August 13, 2013, the Company completed the issuance of $400 million principal amount of its 9.25% Senior Notes due 2022. See "9.25% Senior Notes" below for more details. | ||||||||
-3 | ||||||||
Amount is net of a $5.2 million and a $5.6 million unamortized discount at September 30, 2013 and December 31, 2012, respectively, related to the issuance of the original 2021 Notes. On January 14, 2013, the Company completed the issuance of an additional $600 million principal amount of its 8.875% Senior Notes. The unamortized premium related to these additional 2021 Notes was approximately $28.1 million at September 30, 2013. See "8.875% Senior Notes" below for more details. | ||||||||
-4 | ||||||||
Amount is net of a $9.1 million and a $9.8 million unamortized discount at September 30, 2013 and December 31, 2012, respectively. See "9.75% Senior Notes" below for more details. | ||||||||
-5 | ||||||||
Amount is net of a $32.3 million and a $37.8 million unamortized discount at September 30, 2013 and December 31, 2012, respectively. See "8.0% Convertible Note" below for more details. | ||||||||
Senior Revolving Credit Facility | ||||||||
In connection with the closing of the Recapitalization, discussed in Note 2, "Recapitalization," the Company entered into a senior secured revolving credit agreement (the Senior Credit Agreement) with JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders party thereto on February 8, 2012. The Senior Credit Agreement provides for a $1.5 billion facility with a current borrowing base of $850.0 million that was affirmed in the redetermination that occurred on October 31, 2013, subject to a reduction to $800.0 million upon the closing of all three non-core divestitures discussed in Note 15, "Subsequent Event." Amounts borrowed under the Senior Credit Agreement will mature on February 8, 2017. The borrowing base will be redetermined semi-annually, with the lenders and the Company each having the right to one interim unscheduled redetermination between any two consecutive semi-annual redeterminations. The borrowing base takes into account the Company's oil and natural gas properties, proved reserves, total indebtedness, and other relevant factors consistent with customary oil and natural gas lending criteria. The borrowing base is subject to a reduction equal to the product of 0.25 multiplied by the stated principal amount (without regard to any initial issue discount) of any future notes or other long-term debt securities that the Company may issue. Funds advanced under the Senior Credit Agreement may be paid down and re-borrowed during the five-year term of the revolver. Amounts outstanding under the Senior Credit Agreement bear interest at specified margins over the base rate of 0.50% to 1.50% for ABR-based loans or at specified margins over LIBOR of 1.50% to 2.50% for Eurodollar-based loans. These margins fluctuate based on the Company's utilization of the facility. Advances under the Senior Credit Agreement are secured by liens on substantially all of the Company's properties and assets. The Senior Credit Agreement contains customary representations, warranties and covenants including, among others, restrictions on the payment of dividends on the Company's capital stock and financial covenants, including minimum working capital levels (the ratio of current assets plus the unused commitment under the Senior Credit Agreement to current liabilities) of not less than 1.0 to 1.0 and minimum coverage of interest expenses (as defined in the Senior Credit Agreement) of not less than 2.5 to 1.0. | ||||||||
At September 30, 2013, under the then effective borrowing base of $710.0 million, the Company had $232.0 million of indebtedness outstanding, $1.2 million of letters of credit outstanding and $476.8 million of borrowing capacity available under the Senior Credit Agreement. | ||||||||
On January 25, 2013, the Company entered into the Second Amendment (the Second Amendment) which amends the Senior Credit Agreement with respect to the Company's ability to enter into certain commodity hedging agreements. The Second Amendment provides, among other things, that the Company and its subsidiaries may enter into commodity swap, collar and/or call option agreements with approved counterparties so long as the volumes for such agreements do not exceed 85% of the Company's internally forecasted production from (i) the Company's crude oil, natural gas liquids and natural gas, or (ii) in the case of a proposed acquisition of oil and gas properties, such oil and gas properties that are the subject of such proposed acquisition, in each case for the 24 months following the date such agreement is entered into. Additionally, the Company may enter into commodity swap, collar and/or call option agreements so long as the volumes for such agreements do not exceed 85% of (i) the reasonably anticipated projected production from the Company's proved reserves for the period of 25 to 66 months following the date such agreement is entered into, or (ii) in the case of a proposed acquisition of oil and gas properties, the reasonably anticipated projected production from proved reserves from such oil and gas properties that are the subject of such proposed acquisition for the period of 25 to 48 months following the date such agreement is entered into. The 85% limitations discussed above do not apply to volumes hedged by the Company using puts, floors and/or basis differential swap agreements. | ||||||||
Prior to the Second Amendment, the volumes for commodity swap, collar and/or call option agreements under the Senior Credit Agreement could not exceed 85% of the reasonably anticipated projected production from the Company's proved reserves (as forecast based upon the most recently delivered reserve report), for each month during the period during which the agreement was in effect for each of crude oil, natural gas liquids and natural gas, for the 66 months following the date such agreement was entered into. | ||||||||
On April 26, 2013, the Company entered into the Third Amendment to the Senior Credit Agreement which amends the Senior Credit Agreement in order to provide, among other things, additional flexibility under certain affirmative and negative covenants. | ||||||||
On May 8, 2013, the Company entered into the Fourth Amendment to the Senior Credit Agreement (the Fourth Amendment). The Fourth Amendment provides for modifications to the calculation that measures compliance with the interest coverage test. The provisions of the Fourth Amendment are superseded by the Sixth Amendment discussed herein. | ||||||||
On June 11, 2013, the Company entered into the Fifth Amendment to the Senior Credit Agreement (the Fifth Amendment). The Fifth Amendment permits, among other things, the Company to pay cash dividends to holders of the Company's preferred capital stock. | ||||||||
On October 31, 2013, the Company entered into the Sixth Amendment to the Senior Credit Agreement (the Sixth Amendment). The Sixth Amendment increases the borrowing base to $850.0 million with an automatic reduction to $800.0 million upon the closing of all three non-core divestitures discussed in Note 15, "Subsequent Event." Additionally, the Sixth Amendment provides for EBITDA (as defined in the Senior Credit Agreement) to be annualized for the next three fiscal quarters for purposes of measuring compliance with the interest coverage test. Specifically, (i) for the fiscal quarter ended December 31, 2013, the Interest Coverage Ratio shall be calculated by utilizing EBITDA for the three month period then ended multiplied by 4; (ii) for the fiscal quarter ended March 31, 2014, the Interest Coverage Ratio shall be calculated by utilizing EBITDA for the six month period then ended multiplied by 2; and (iii) for the fiscal quarter ended June 30, 2014, the Interest Coverage Ratio shall be calculated by utilizing EBITDA for the nine month period then ended multiplied by 4/3. | ||||||||
At September 30, 2013, the Company was in compliance with the financial debt covenants under the Senior Credit Agreement. | ||||||||
9.25% Senior Notes | ||||||||
On August 13, 2013, the Company issued at par $400 million aggregate principal amount of 9.25% senior notes due 2022 (the 2022 Notes). The net proceeds from the offering of approximately $392.1 million (after deducting commissions and offering expenses) were used to repay a portion of the then outstanding borrowings under the Company's Senior Credit Agreement. | ||||||||
The 2022 Notes bear interest at a rate of 9.25% per annum, payable semi-annually on February 15 and August 15 of each year, beginning on February 15, 2014. The 2022 Notes will mature on February 15, 2022. The 2022 Notes are senior unsecured obligations of the Company, rank equally with all of its current and future senior indebtedness and are jointly and severally, fully and unconditionally guaranteed on a senior unsecured basis by the Company's existing 100% owned subsidiaries. Halcón, the issuer of the 2022 Notes, has no material independent assets or operations apart from the assets and operations of its subsidiaries. | ||||||||
In connection with the sale of the 2022 Notes, the Company entered into a registration rights agreement, pursuant to which the Company agreed to conduct a registered exchange offer for the 2022 Notes or cause to become effective a shelf registration statement providing for the resale of the 2022 Notes. In connection with the exchange offer, the Company is required to (a) file an exchange offer registration statement and use its reasonable best efforts to cause such registration statement to become effective, (b) promptly following the effectiveness of such registration statement, offer to exchange new registered notes having terms substantially identical to the 2022 Notes for outstanding 2022 Notes, and (c) keep the registered exchange offer open for not less than 20 business days after the date notice of the exchange offer is mailed to the holders of the 2022 Notes. If the exchange offer is not consummated within 365 days after August 13, 2013, or upon the occurrence of certain other contingencies, the Company has agreed to file a shelf registration statement to cover resales of the 2022 Notes by holders who satisfy certain conditions relating to the provision of information in connection with the shelf registration statement. If the Company fails to comply with certain obligations under the registration rights agreement it will be required to pay liquidated damages in the form of additional cash interest to the holders of the 2022 Notes. | ||||||||
On or before August 15, 2016, the Company may redeem up to 35% of the aggregate principal amount of the 2022 Notes with the net cash proceeds of certain equity offerings at a redemption price of 109.250% of the principal amount plus accrued and unpaid interest to the redemption date provided that: at least 65% in aggregate principal amount of the 2022 Notes originally issued remains outstanding immediately after the redemption and the redemption occurs within 180 days of the related equity offering. In addition, at any time prior to August 15, 2017, the Company may redeem some or all of the 2022 Notes for the principal amount thereof, plus accrued and unpaid interest plus a make whole premium equal to the excess, if any of (a) the present value at such time of (i) the redemption price of such note at August 15, 2017, plus (ii) any required interest payments due on the notes through August 15, 2017 (excluding currently accrued and unpaid interest) computed using a discount rate equal to the Treasury Rate plus 50 basis points, discounted to the redemption date on a semi-annual basis, over (b) the principal amount of such note. | ||||||||
8.875% Senior Notes | ||||||||
On November 6, 2012, the Company issued $750 million aggregate principal amount of its 8.875% senior notes due 2021 (the 2021 Notes), at a price to the initial purchasers of 99.247% of par. The net proceeds from the offering of approximately $725.6 million (after deducting the initial purchasers' discounts, commissions and offering expenses) were used to fund a portion of the cash consideration paid in the Williston Basin Acquisition. | ||||||||
On January 14, 2013, the Company issued an additional $600 million aggregate principal amount of the 2021 Notes at a price to the initial purchasers of 105% of par. The net proceeds from the sale of the additional 2021 Notes of approximately $619.5 million (after the initial purchasers' premiums, commissions and offering expenses) were used to repay all of the then outstanding borrowings under the Senior Credit Agreement and for general corporate purposes, including funding a portion of the Company's 2013 capital expenditures program. These notes were issued as "additional notes" under the indenture governing the 2021 Notes and under the indenture are treated as a single series with substantially identical terms as the 2021 Notes previously issued. | ||||||||
The 2021 Notes bear interest at a rate of 8.875% per annum, payable semi-annually on May 15 and November 15 of each year, beginning on May 15, 2013. The Notes will mature on May 15, 2021. The 2021 Notes are senior unsecured obligations of the Company and rank equally with all of its current and future senior indebtedness. The 2021 Notes are jointly and severally, fully and unconditionally guaranteed on a senior unsecured basis by the Company's existing 100% owned subsidiaries. Halcón, the issuer of the 2021 Notes, has no material independent assets or operations apart from the assets and operations of its subsidiaries. | ||||||||
On June 4, 2013, the Company completed a registered exchange offer of outstanding 2021 Notes for new registered notes having terms substantially identical to the 2021 Notes. | ||||||||
On or before November 15, 2015, the Company may redeem up to 35% of the aggregate principal amount of the 2021 Notes with the net cash proceeds of certain equity offerings at a redemption price of 108.875% of the principal amount plus accrued and unpaid interest to the redemption date provided that: at least 65% in aggregate principal amount of the 2021 Notes originally issued remains outstanding immediately after the redemption and the redemption occurs within 180 days of the date of closing of the related equity offering. In addition, at any time prior to November 15, 2016, the Company may redeem some or all of the 2021 Notes for the principal amount thereof, plus accrued and unpaid interest plus a make whole premium equal to the excess, if any of (a) the present value at such time of (i) the redemption price of such note at November 15, 2016, plus (ii) any required interest payments due on the notes through November 15, 2016 (excluding currently accrued and unpaid interest) computed using a discount rate equal to the Treasury Rate plus 50 basis points, discounted to the redemption date on a semi-annual basis, over (b) the principal amount of such note. | ||||||||
In conjunction with the issuance of the 2021 Notes, the Company recorded a discount of approximately $5.7 million to be amortized over the remaining life of the 2021 Notes using the effective interest method. The remaining unamortized discount was $5.2 million at September 30, 2013. In conjunction with the issuance of the additional 2021 Notes, the Company recorded a premium of approximately $30.0 million to be amortized over the remaining life of the additional 2021 Notes using the effective interest method. The remaining unamortized premium was $28.1 million at September 30, 2013. | ||||||||
9.75% Senior Notes | ||||||||
On July 16, 2012, the Company issued $750 million aggregate principal amount of 9.75% senior notes due 2020 issued at 98.646% of par (the 2020 Notes). The net proceeds from the offering were approximately $723.1 million after deducting the initial purchasers' discounts, commissions and offering expenses and were used to fund a portion of the cash consideration paid in the Merger and the East Texas Acquisition. | ||||||||
The 2020 Notes bear interest at a rate of 9.75% per annum, payable semi-annually on January 15 and July 15 of each year, beginning on January 15, 2013. The 2020 Notes will mature on July 15, 2020. The 2020 Notes are senior unsecured obligations of the Company and rank equally with all of its current and future senior indebtedness. The 2020 Notes are jointly and severally, fully and unconditionally guaranteed on a senior unsecured basis by the Company's existing 100% owned subsidiaries. Halcón, the issuer of the 2020 Notes, has no material independent assets or operations apart from the assets and operations of its subsidiaries. | ||||||||
On June 4, 2013, the Company completed a registered exchange offer of outstanding 2020 Notes for new registered notes having terms substantially identical to the 2020 Notes. | ||||||||
On or before July 15, 2015, the Company may redeem up to 35% of the aggregate principal amount of the 2020 Notes with the net cash proceeds of certain equity offerings at a redemption price of 109.750% of the principal amount plus accrued and unpaid interest to the redemption date provided that: at least 65% in aggregate principal amount of the 2020 Notes originally issued remains outstanding immediately after the redemption and the redemption occurs within 180 days of the equity offering. In addition, at any time prior to July 15, 2016, the Company may redeem some or all of the 2020 Notes for the principal amount thereof, plus accrued and unpaid interest plus a make whole premium equal to the excess , if any of (a) the present value at such time of (i) the redemption price of such note at July 15, 2016, plus (ii) any required interest payments due on the notes through July 15, 2016 (excluding currently accrued and unpaid interest) computed using a discount rate equal to the Treasury Rate plus 50 basis points, discounted to the redemption date on a semi-annual basis, over (b) the principal amount of such note. | ||||||||
In conjunction with the issuance of the 2020 Notes, the Company recorded a discount of approximately $10.2 million to be amortized over the remaining life of the 2020 Notes using the effective interest method. The remaining unamortized discount was $9.1 million at September 30, 2013. | ||||||||
8.0% Convertible Note | ||||||||
On February 8, 2012, the Company issued the 2017 Note in the principal amount of $275.0 million together with the February 2012 Warrants for an aggregate purchase price of $275.0 million. The 2017 Note bears interest at a rate of 8% per annum, payable quarterly on March 31, June 30, September 30 and December 31 of each year and matures on February 8, 2017. Through the March 31, 2014 interest payment date, the Company may elect to pay the interest in kind, by adding to the principal of the 2017 Note, all or any portion of the interest due on the 2017 Note. The Company elected to pay the interest in kind on March 31, June 30 and September 30, 2012, and rolled $3.2 million, $5.7 million and $5.8 million of interest incurred during the first, second and third quarters of 2012, respectively, into the 2017 Note, increasing the principal amount to $289.7 million. The Company did not elect to pay-in-kind interest for the quarterly payments due subsequent to September 30, 2012. At any time after February 8, 2014, the noteholder may elect to convert all or any portion of the principal amount and accrued but unpaid interest into common stock. Each $4.50 of principal and accrued but unpaid interest is convertible into one share of the Company's common stock. The 2017 Note is a senior unsecured obligation of the Company. | ||||||||
The Company allocated the proceeds received for the 2017 Note and February 2012 Warrants on a relative fair value basis. Consequently, the Company recorded a discount of $43.6 million to be amortized over the remaining life of the 2017 Note utilizing the effective interest rate method. The remaining unamortized discount was $32.3 million at September 30, 2013. | ||||||||
Promissory Notes | ||||||||
On December 28, 2012, the Company completed the acquisition of certain oil and natural gas properties in Brazos County, Texas for approximately $83.7 million, before and subject to, customary closing adjustments, consisting of approximately $8.4 million in cash and approximately $75.3 million in promissory notes. During the three months ended March 31, 2013, the Company completed its review of the properties and paid approximately $62.4 million during the period for properties deemed to have clear title and no defects. In addition, notice was given to the sellers of the Company's assertion of title and environmental defects amounting to $12.9 million for the remaining properties. During the three months ended September 30, 2013, the title and environmental defects were cured by the sellers and the Company paid the remaining portion of the purchase price. The promissory notes were classified as current at December 31, 2012. | ||||||||
In conjunction with the issuance of the promissory notes in December 2012, the Company recorded a discount of approximately $0.6 million to be amortized over the remaining life of the promissory notes using the effective interest method. The Company expensed the discount during the first quarter of 2013. | ||||||||
Debt Issuance Costs | ||||||||
The Company capitalizes certain direct costs associated with the issuance of long-term debt and amortizes such costs over the lives of the respective debt. During the first nine months of 2013, the Company capitalized approximately $19.3 million in costs associated with the issuance of the 2022 Notes, the additional 2021 Notes and costs incurred for amendments to the Company's Senior Credit Agreement and expensed $1.9 million of debt issuance costs in conjunction with the decreases in the Company's borrowing base under the Senior Credit Agreement. At September 30, 2013 and December 31, 2012, the Company had approximately $63.3 million and $51.6 million, respectively, of unamortized debt issuance costs. | ||||||||
FAIR_VALUE_MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
FAIR VALUE MEASUREMENTS | ' | |||||||||||||
FAIR VALUE MEASUREMENTS | ' | |||||||||||||
7. FAIR VALUE MEASUREMENTS | ||||||||||||||
Pursuant to ASC 820, the Company's determination of fair value incorporates not only the credit standing of the counterparties involved in transactions with the Company resulting in receivables on the Company's unaudited condensed consolidated balance sheets, but also the impact of the Company's nonperformance risk on its own liabilities. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy assigns the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). Level 2 measurements are inputs that are observable for assets or liabilities, either directly or indirectly, other than quoted prices included within Level 1. The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. | ||||||||||||||
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 as of September 30, 2013 and December 31, 2012. As required by ASC 820, a financial instrument's level within the fair value hierarchy is 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 to the fair value measurement requires judgment, and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels. There were no transfers between fair value hierarchy levels for the nine months ended September 30, 2013. | ||||||||||||||
September 30, 2013 | ||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||
(In thousands) | ||||||||||||||
Assets | ||||||||||||||
Receivables from derivative contracts | $ | — | $ | 8,875 | $ | — | $ | 8,875 | ||||||
Liabilities | ||||||||||||||
Liabilities from derivative contracts | $ | — | $ | 31,533 | $ | — | $ | 31,533 | ||||||
December 31, 2012 | ||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||
(In thousands) | ||||||||||||||
Assets | ||||||||||||||
Receivables from derivative contracts | $ | — | $ | 7,799 | $ | — | $ | 7,799 | ||||||
Liabilities | ||||||||||||||
Liabilities from derivative contracts | $ | — | $ | 12,890 | $ | — | $ | 12,890 | ||||||
Liabilities from warrants(1) | — | 1,342 | — | 1,342 | ||||||||||
Total Liabilities | $ | — | $ | 14,232 | $ | — | $ | 14,232 | ||||||
-1 | ||||||||||||||
Liabilities from August 2012 warrants were recorded in "Accounts payable and accrued liabilities" on the unaudited condensed consolidated balance sheets. | ||||||||||||||
Derivative contracts listed above include collars, swaps and put options that are carried at fair value. The Company records the net change in the fair value of these positions in "Net gain (loss) on derivative contracts" in the Company's unaudited condensed consolidated statements of operations. The Company is able to value the assets and liabilities based on observable market data for similar instruments, which resulted in the Company reporting its derivatives as Level 2. This observable data includes the forward curves for commodity prices based on quoted markets prices and implied volatility factors related to changes in the forward curves. See Note 8, "Derivative and Hedging Activities" for additional discussion of derivatives. | ||||||||||||||
As of September 30, 2013 and December 31, 2012, the Company's derivative contracts were with major financial institutions with investment grade credit ratings which are believed to have a minimal credit risk. As such, the Company is exposed to credit risk to the extent of nonperformance by the counterparties in the derivative contracts; however, the Company does not anticipate such nonperformance. Each of the counterparties to the Company's current derivative contracts is a lender or an affiliate of a lender in the Company's Senior Credit Agreement. The Company did not post collateral under any of these contracts as they are secured under the Senior Credit Agreement. | ||||||||||||||
Warrants listed above at December 31, 2012 were carried at fair value. The Company recorded the net change in fair value on the August 2012 Warrants in "Interest expense and other, net" in the Company's unaudited condensed consolidated statements of operations. At December 31, 2012 and March 31, 2013, the Company valued the August 2012 Warrants based on observable market data, including treasury rates, historical volatility and data for similar instruments which resulted in the Company reporting its warrants as Level 2. During the nine months ended September 30, 2013, the Company recorded a gain of $1.6 million for the expiration of the warrants. See Note 11, "Preferred Stock and Stockholders' Equity" for additional discussion on the terms of the warrants. | ||||||||||||||
The following disclosure of the estimated fair value of financial instruments is made in accordance with the requirements of ASC 825, Financial Instruments. The estimated fair value amounts have been determined at discrete points in time based on relevant market information. These estimates involve uncertainties and cannot be determined with precision. The estimated fair value of cash, accounts receivable and accounts payable approximates their carrying value due to their short-term nature. The estimated fair value of the Company's Senior Credit Agreement and the promissory notes approximates carrying value because the interest rates approximate current market rates. The following table presents the estimated fair values of the Company's fixed interest rate, long-term debt instruments as of September 30, 2013 and December 31, 2012 (excluding discounts, premiums and deferred premiums on derivative contracts): | ||||||||||||||
September 30, 2013 | December 31, 2012 | |||||||||||||
Debt | Carrying | Estimated | Carrying | Estimated | ||||||||||
Amount | Fair Value | Amount | Fair Value | |||||||||||
(In thousands) | ||||||||||||||
9.25% $400 million senior notes | $ | 400,000 | $ | 420,216 | $ | — | $ | — | ||||||
8.875% $1.35 billion senior notes | 1,350,000 | 1,387,125 | 750,000 | 798,750 | ||||||||||
9.75% $750 million senior notes | 750,000 | 798,750 | 750,000 | 815,160 | ||||||||||
8.0% $275 million convertible note | 289,669 | 408,527 | 289,669 | 625,425 | ||||||||||
$ | 2,789,669 | $ | 3,014,618 | $ | 1,789,669 | $ | 2,239,335 | |||||||
The fair value of the Company's fixed interest debt instruments was calculated using Level 2 criteria at September 30, 2013 and December 31, 2012. | ||||||||||||||
During the three months ended September 30, 2013, the Company recorded a non-cash impairment charge of $67.3 million related to its gas gathering systems. See Note 1, "Financial Statement Presentation," for a discussion of the valuation approach used and the classification of the estimate within the fair value hierarchy. | ||||||||||||||
As of July 1, 2013, the Company performed its annual goodwill impairment test which involved the fair value estimation of the Company's reporting unit. See Note 1, "Financial Statement Presentation," for a discussion of the valuation approaches used and the classification of the estimate within the fair value hierarchy. | ||||||||||||||
The Company follows the provisions of ASC 820, for nonfinancial assets and liabilities measured at fair value on a non-recurring basis. These provisions apply to the Company's initial recognition of asset retirement obligations for which fair value is used. The asset retirement obligation estimates are derived from historical costs and management's expectation of future cost environments; and therefore, the Company has designated these liabilities as Level 3. See Note 9, "Asset Retirement Obligations," for a reconciliation of the beginning and ending balances of the liability for the Company's asset retirement obligations. | ||||||||||||||
DERIVATIVE_AND_HEDGING_ACTIVIT
DERIVATIVE AND HEDGING ACTIVITIES | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||
DERIVATIVE AND HEDGING ACTIVITIES | ' | ||||||||||||||||||||||||
DERIVATIVE AND HEDGING ACTIVITIES | ' | ||||||||||||||||||||||||
8. DERIVATIVE AND HEDGING ACTIVITIES | |||||||||||||||||||||||||
The Company is exposed to certain risks relating to its ongoing business operations, such as commodity price risk and interest rate risk. Derivative contracts are utilized to economically hedge the Company's exposure to price fluctuations and reduce the variability in the Company's cash flows associated with anticipated sales of future oil and natural gas production. The Company generally hedges a substantial, but varying, portion of anticipated oil and natural gas production for future periods. Derivatives are carried at fair value on the unaudited condensed consolidated balance sheets as assets or liabilities, with the changes in the fair value included in the unaudited condensed consolidated statements of operations for the period in which the change occurs. Historically, the Company has also entered into interest rate swaps to mitigate exposure to market rate fluctuations. | |||||||||||||||||||||||||
It is the Company's policy to enter into derivative contracts, including interest rate derivatives, only with counterparties that are creditworthy financial institutions deemed by management as competent and competitive market makers. Each of the counterparties to the Company's current derivative contracts is a lender or an affiliate of a lender in its Senior Credit Agreement. The Company did not post collateral under any of these contracts as they are secured under the Company's Senior Credit Agreement. | |||||||||||||||||||||||||
At September 30, 2013 and December 31, 2012, the Company's crude oil and natural gas derivative positions consisted of swaps, costless put/call "collars" and put options. Swaps are designed so that the Company receives or makes payments based on a differential between fixed and variable prices for crude oil and natural gas. A costless collar consists of a sold call, which establishes a maximum price the Company will receive for the volumes under contract and a purchased put that establishes a minimum price. A sold put option limits the exposure of the counterparty's risk should the price fall below the strike price. Sold put options limit the effectiveness of purchased put options at the low end of the put/call collars to market prices in excess of the strike price of the put option sold. The Company has elected to not designate any of its derivative contracts for hedge accounting. Accordingly, the Company records the net change in the mark-to-market valuation of these derivative contracts, as well as all payments and receipts on settled derivative contracts, in "Net gain (loss) on derivative contracts" on the unaudited condensed consolidated statements of operations. | |||||||||||||||||||||||||
In February 2012, pursuant to the Senior Credit Agreement, the Company novated its oil and natural gas derivative instruments to counterparties that are lenders or affiliates of lenders within the Senior Credit Agreement resulting in a realized loss of $0.4 million for novation fees and terminated the interest rate derivatives resulting in a $0.6 million realized loss during the three months ended March 31, 2012. | |||||||||||||||||||||||||
At September 30, 2013, the Company had 90 open commodity derivative contracts summarized in the following tables: 16 natural gas collar arrangements, one natural gas swap, 63 crude oil collar arrangements, five crude oil three-way collars, one crude oil put option, and four crude oil swaps. | |||||||||||||||||||||||||
At December 31, 2012, the Company had 47 open commodity derivative contracts summarized in the following tables: two natural gas collar arrangements, two natural gas swaps, one natural gas basis swap, 28 crude oil collar arrangements, 10 crude oil three-way collars, and four crude oil swaps. | |||||||||||||||||||||||||
All derivative contracts are recorded at fair market value in accordance with ASC 815 and ASC 820 and included in the unaudited condensed consolidated balance sheets as assets or liabilities. The following table summarizes the location and fair value amounts of all derivative contracts in the unaudited condensed consolidated balance sheets as of September 30, 2013 and December 31, 2012: | |||||||||||||||||||||||||
Asset derivative contracts | Liability derivative contracts | ||||||||||||||||||||||||
Derivatives not designated | Balance sheet | September 30, | December 31, | Balance sheet | September 30, | December 31, | |||||||||||||||||||
as hedging contracts | location | 2013 | 2012 | location | 2013 | 2012 | |||||||||||||||||||
under ASC 815 | |||||||||||||||||||||||||
(In thousands) | (In thousands) | ||||||||||||||||||||||||
Commodity contracts | Current assets—receivables from derivative contracts | $ | 3,246 | $ | 7,428 | Current liabilities—liabilities from derivative contracts | $ | (30,387 | ) | $ | (10,429 | ) | |||||||||||||
Commodity contracts | Other noncurrent assets—receivables from derivative contracts | 5,629 | 371 | Other noncurrent liabilities—liabilities from derivative contracts | (1,146 | ) | (2,461 | ) | |||||||||||||||||
Total derivatives not designated as hedging contracts under ASC 815 | $ | 8,875 | $ | 7,799 | $ | (31,533 | ) | $ | (12,890 | ) | |||||||||||||||
The following table summarizes the location and amounts of the Company's realized and unrealized gains and losses on derivative contracts in the Company's unaudited condensed consolidated statements of operations: | |||||||||||||||||||||||||
Amount of gain | Amount of gain | ||||||||||||||||||||||||
or (loss) | or (loss) | ||||||||||||||||||||||||
recognized | recognized | ||||||||||||||||||||||||
in income on | in income on | ||||||||||||||||||||||||
derivative | derivative | ||||||||||||||||||||||||
contracts | contracts | ||||||||||||||||||||||||
for the Three | for the Nine | ||||||||||||||||||||||||
Months Ended | Months Ended | ||||||||||||||||||||||||
Location of gain or (loss) recognized | September 30, | September 30, | |||||||||||||||||||||||
Derivatives not designated as hedging | in income on derivative contracts | 2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||
contracts under ASC 815 | |||||||||||||||||||||||||
(In thousands) | (In thousands) | ||||||||||||||||||||||||
Commodity contracts: | |||||||||||||||||||||||||
Unrealized gain (loss) on commodity contracts | Other income (expenses)—net gain (loss) on derivative contracts | $ | (38,095 | ) | $ | (11,817 | ) | $ | (20,379 | ) | $ | (4,641 | ) | ||||||||||||
Realized gain (loss) on commodity contracts | Other income (expenses)—net gain (loss) on derivative contracts | (16,332 | ) | 2,242 | (18,370 | ) | 3,850 | ||||||||||||||||||
Total net gain (loss) on commodity contracts | $ | (54,427 | ) | $ | (9,575 | ) | $ | (38,749 | ) | $ | (791 | ) | |||||||||||||
Interest rate swaps: | |||||||||||||||||||||||||
Unrealized gain (loss) on interest rate swaps | Other income (expenses)—net gain (loss) on derivative contracts | $ | — | $ | — | $ | — | $ | 518 | ||||||||||||||||
Realized gain (loss) on interest rate swaps | Other income (expenses)—net gain (loss) on derivative contracts | — | — | — | (576 | ) | |||||||||||||||||||
Total net gain (loss) on interest rate swaps | $ | — | $ | — | $ | — | $ | (58 | ) | ||||||||||||||||
Total net gain (loss) on derivative contracts | Other income (expenses)—net gain (loss) on derivative contracts | $ | (54,427 | ) | $ | (9,575 | ) | $ | (38,749 | ) | $ | (849 | ) | ||||||||||||
At September 30, 2013 and December 31, 2012, the Company had the following open crude oil and natural gas derivative contracts: | |||||||||||||||||||||||||
September 30, 2013 | |||||||||||||||||||||||||
Floors | Ceilings | Put Options Sold | |||||||||||||||||||||||
Period | Instrument | Commodity | Volume in | Price / | Weighted | Price / | Weighted | Price / | Weighted | ||||||||||||||||
Mmbtu's/ | Price Range | Average | Price Range | Average | Price Range | Average | |||||||||||||||||||
Bbl's | Price | Price | Price | ||||||||||||||||||||||
October 2013 - December 2013 | Collars | Crude Oil | 2,280,850 | $80.00 - 100.00 | $ | 90.29 | $91.65 - 107.25 | $ | 98.62 | ||||||||||||||||
October 2013 - December 2013 | Collars | Natural Gas | 2,622,000 | 3.50 - 4.00 | 3.78 | 3.95 - 4.49 | 4.28 | ||||||||||||||||||
October 2013 - December 2013 | Swaps | Crude Oil | 90,000 | 97.60 - 105.55 | 102.18 | ||||||||||||||||||||
October 2013 - December 2013 | Swaps | Natural Gas | 60,000 | 3.56 | 3.56 | ||||||||||||||||||||
January 2014 - March 2014 | Three-Way Collars | Crude Oil | 144,000 | 95 | 95 | 98.60 - 109.50 | 100.03 | 70 | 70 | ||||||||||||||||
January 2014 - June 2014 | Collars | Crude Oil | 724,000 | 90 | 90 | 96.50 - 99.50 | 98 | ||||||||||||||||||
January 2014 - December 2014 | Collars | Crude Oil | 7,573,750 | 85.00 - 95.00 | 88.67 | 93.60 - 108.45 | 96.22 | ||||||||||||||||||
January 2014 - December 2014 | Collars | Natural Gas | 11,862,500 | 3.75 - 4.00 | 3.85 | 4.26 - 4.55 | 4.35 | ||||||||||||||||||
April 2014 - June 2014 | Three-Way Collars | Crude Oil | 136,500 | 95 | 95 | 98.20 - 101.00 | 99.13 | 70 | 70 | ||||||||||||||||
July 2014 - December 2014 | Collars | Crude Oil | 920,000 | 87.50 - 90.00 | 89.5 | 92.50 - 100.25 | 97.87 | ||||||||||||||||||
July 2014 - December 2014 | Collars | Natural Gas | 920,000 | 4 | 4 | 4.42 | 4.42 | ||||||||||||||||||
July 2014 - December 2014 | Put | Crude Oil | 184,000 | 90 | 90 | ||||||||||||||||||||
January 2015 - June 2015 | Collars | Crude Oil | 678,750 | 85.00 - 90.00 | 88 | 92.50 - 98.50 | 95.72 | ||||||||||||||||||
January 2015 - December 2015 | Collars | Crude Oil | 1,095,000 | 90 | 90 | 99.35 - 100.25 | 99.87 | ||||||||||||||||||
January 2015 - December 2015 | Collars | Natural Gas | 6,387,500 | 4 | 4 | 4.55 - 4.85 | 4.68 | ||||||||||||||||||
December 31, 2012 | |||||||||||||||||||||||||
Floors | Ceilings | Put Options Sold | |||||||||||||||||||||||
Period | Instrument | Commodity | Volume in | Price / | Weighted | Price / | Weighted | Price / | Weighted | ||||||||||||||||
Mmbtu's/ | Price Range | Average | Price Range | Average | Price Range | Average | |||||||||||||||||||
Bbl's | Price | Price | Price | ||||||||||||||||||||||
January 2013 - March 2013 | Three-Way Collars | Crude Oil | 130,500 | $95.00 - 100.00 | $ | 95.34 | $105.50 - 109.50 | $ | 101.36 | $ | 70 | $ | 70 | ||||||||||||
January 2013 - March 2013 | Basis Swaps | Natural Gas | 225,000 | ||||||||||||||||||||||
January 2013 - March 2013 | Collars | Crude Oil | 31,500 | 95 | 95 | 101.5 | 101.5 | ||||||||||||||||||
January 2013 - March 2013 | Swaps | Natural Gas | 225,000 | 4.85 | 4.85 | ||||||||||||||||||||
April 2013 - June 2013 | Three-Way Collars | Crude Oil | 120,575 | 95 | 95 | 99.50 - 100.60 | 99.77 | 70 | 70 | ||||||||||||||||
April 2013 - June 2013 | Collars | Crude Oil | 29,575 | 95 | 95 | 100.6 | 100.6 | ||||||||||||||||||
July 2013 - September 2013 | Collars | Crude Oil | 147,200 | 95 | 95 | 99.00 - 101.50 | 99.94 | ||||||||||||||||||
October 2013 - December 2013 | Collars | Crude Oil | 142,600 | 95 | 95 | 99.00 - 101.00 | 99.71 | ||||||||||||||||||
January 2013 - December 2013 | Collars | Crude Oil | 5,201,250 | 80.00 - 100.00 | 89.04 | 91.65 - 107.25 | 98.06 | ||||||||||||||||||
January 2013 - December 2013 | Collars | Natural Gas | 1,825,000 | 3.75 | 3.75 | 4.26 | 4.26 | ||||||||||||||||||
January 2013 - December 2013 | Swaps | Natural Gas | 240,000 | 3.56 | 3.56 | ||||||||||||||||||||
January 2013 - December 2013 | Swaps | Crude Oil | 360,000 | 97.60 - 105.55 | 102.18 | ||||||||||||||||||||
February 2013 - December 2013 | Collars | Crude Oil | 250,500 | 100 | 100 | 104.15 | 104.15 | ||||||||||||||||||
April 2014 - June 2014 | Three-Way Collars | Crude Oil | 136,500 | 95 | 95 | 98.20 - 101.00 | 99.13 | 70 | 70 | ||||||||||||||||
January 2014 - March 2014 | Three-Way Collars | Crude Oil | 144,000 | 95 | 95 | 98.60 - 109.50 | 100.03 | 70 | 70 | ||||||||||||||||
January 2014 - December 2014 | Collars | Crude Oil | 2,190,000 | 85 | 85 | 95.10 - 96.35 | 95.92 | ||||||||||||||||||
January 2014 - December 2014 | Collars | Natural Gas | 1,825,000 | 3.75 | 3.75 | 4.26 | 4.26 | ||||||||||||||||||
The Company presents the fair value of its derivative contracts at the gross amounts in the unaudited condensed consolidated balance sheets. The following table shows the potential effects of master netting arrangements on the fair value of the Company's derivative contracts at September 30, 2013 and December 31, 2012 in accordance with ASU 2011-11 and ASU 2013-01, which were effective beginning January 1, 2013: | |||||||||||||||||||||||||
Derivative Assets | Derivative Liabilities | ||||||||||||||||||||||||
Offsetting of Derivative Assets and Liabilities | September 30, | December 31, | September 30, | December 31, | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||
(In thousands) | (In thousands) | ||||||||||||||||||||||||
Gross Amounts Presented in the Consolidated Balance Sheet | $ | 8,875 | $ | 7,799 | $ | (31,533 | ) | $ | (12,890 | ) | |||||||||||||||
Amounts Not Offset in the Consolidated Balance Sheet | (3,790 | ) | (4,118 | ) | 3,696 | 3,899 | |||||||||||||||||||
Net Amount | $ | 5,085 | $ | 3,681 | $ | (27,837 | ) | $ | (8,991 | ) | |||||||||||||||
The Company enters into an International Swap Dealers Association Master Agreement (ISDA) with each counterparty prior to a derivative contract with such counterparty. The ISDA is a standard contract that governs all derivative contracts entered into between the Company and the respective counterparty. The ISDA allows for offsetting of amounts payable or receivable between the Company and the counterparty, at the election of both parties, for transactions that occur on the same date and in the same currency. | |||||||||||||||||||||||||
ASSET_RETIREMENT_OBLIGATIONS
ASSET RETIREMENT OBLIGATIONS | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
ASSET RETIREMENT OBLIGATIONS | ' | ||||
ASSET RETIREMENT OBLIGATIONS | ' | ||||
9. ASSET RETIREMENT OBLIGATIONS | |||||
The Company records an asset retirement obligation (ARO) when it can reasonably estimate the fair value of an obligation to perform site reclamation, dismantle facilities or plug and abandon costs. For gas gathering systems and equipment, the Company records an ARO when the system is placed in service and it can reasonably estimate the fair value of an obligation to perform site reclamation and other necessary work when it is required. The Company records the ARO liability on the unaudited condensed consolidated balance sheets and capitalizes a portion of the cost in "Oil and natural gas properties" or "Other operating property and equipment" during the period in which the obligation is incurred. The Company records the accretion of its ARO liabilities in "Depletion, depreciation and accretion" expense in the unaudited condensed consolidated statements of operations. The additional capitalized costs are depreciated on a unit-of-production basis or straight-line basis. | |||||
The Company recorded the following activity related to its ARO liability for the nine months ended September 30, 2013 (in thousands, inclusive of the current portion): | |||||
Liability for asset retirement obligations as of December 31, 2012 | $ | 75,132 | |||
Liabilities settled and divested | (2,717 | ) | |||
Additions | 9,395 | ||||
Acquisitions | 3,832 | ||||
Accretion expense | 2,828 | ||||
Revisions in estimated cash flows | (433 | ) | |||
Liability for asset retirement obligations as of September 30, 2013 | $ | 88,037 | |||
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2013 | |
COMMITMENTS AND CONTINGENCIES | ' |
COMMITMENTS AND CONTINGENCIES | ' |
10. COMMITMENTS AND CONTINGENCIES | |
Commitments | |
The Company leases corporate office space in Houston, Texas; Tulsa, Oklahoma; Denver, Colorado; and Williston, North Dakota as well as a number of other field office locations. Rent expense was approximately $6.8 million and $2.2 million for the nine months ended September 30, 2013 and 2012, respectively. In addition, the Company has commitments for certain equipment under long-term operating lease agreements, namely drilling rigs as well as pipeline and well equipment, with various expiration dates through 2015. Early termination of the drilling rig commitments would result in termination penalties approximating $35.5 million, which would be in lieu of the remaining $57.4 million of drilling rig commitments as of September 30, 2013. As of September 30, 2013, the amount of commitments under office and equipment lease agreements is consistent with the levels at December 31, 2012, as disclosed in the Company's Annual Report on Form 10-K, approximating $67.6 million in the aggregate, and containing various expiration dates through 2024. | |
Contingencies | |
From time to time, the Company may be a plaintiff or defendant in a pending or threatened legal proceeding arising in the normal course of its business. While the outcome and impact of currently pending legal proceedings cannot be determined, the Company's management and legal counsel believe that the resolution of these proceedings through settlement or adverse judgment will not have a material effect on the Company's unaudited condensed consolidated operating results, financial position or cash flows. | |
PREFERRED_STOCK_AND_STOCKHOLDE
PREFERRED STOCK AND STOCKHOLDERS' EQUITY | 9 Months Ended |
Sep. 30, 2013 | |
PREFERRED STOCK AND STOCKHOLDERS' EQUITY | ' |
PREFERRED STOCK AND STOCKHOLDERS' EQUITY | ' |
11. PREFERRED STOCK AND STOCKHOLDERS' EQUITY | |
Preferred Stock and Non-Cash Preferred Stock Dividend | |
On February 29, 2012 (the Commitment Date), the Company entered into definitive agreements with a group of certain institutional and selected other accredited investors (collectively, the investors) to sell, in a private offering, 4,444.4511 shares of 8% Automatically Convertible Preferred Stock, par value $0.0001 per share (the Preferred Stock), each share of which was convertible into 10,000 shares of common stock. Also on February 29, 2012, the Company received an executed written consent (the Consent) in lieu of a stockholders' meeting authorizing and approving the conversion of the Preferred Stock into common stock. On March 2, 2012, the Company filed a Certificate of Designation, Preferences, Rights and Limitations of the Preferred Stock (the Certificate of Designation) with the Delaware Secretary of State which stated the conversion was to occur on the twentieth day after the mailing of a definitive information statement to stockholders. On March 5, 2012, the Company issued the Preferred Stock to the investors at $90,000 per share. Gross proceeds from the offering were approximately $400.0 million, or $9.00 per share of common stock, before offering expenses. The Company incurred placement agent fees of $14.0 million and associated expenses of approximately $0.5 million in connection with this offering. On March 28, 2012, the Company mailed a definitive information statement to its common stockholders notifying them that Halcón's majority stockholder had consented to the issuance of common stock, par value $0.0001, upon the conversion of the Preferred Stock. The Preferred Stock automatically converted into 44.4 million shares of common stock on April 17, 2012 in accordance with the terms of the Certificate of Designation. No cash dividends were paid on the Preferred Stock since pursuant to the terms of the Certificate of Designation of the Preferred Stock, conversion occurred prior to May 31, 2012. On November 30, 2012, the Company filed a Certificate of Elimination with the Delaware Secretary of State eliminating all provisions of the Certificate of Designation of the Preferred Stock. | |
In accordance with ASC 470, Debt (ASC 470), the Company determined that the conversion feature in the Preferred Stock represented a beneficial conversion feature. The fair value of the common stock of $10.99 per share on the Commitment Date was greater than the conversion price of $9.00 per share of common stock, representing a beneficial conversion feature of $1.99 per share of common stock, or $88.4 million in aggregate. Under ASC 470, $88.4 million (the intrinsic value of the beneficial conversion feature) of the proceeds received from the issuance of the Preferred Stock was allocated to additional paid-in capital, creating a discount on the Preferred Stock (the Discount). The Discount resulting from the allocation of value to the beneficial conversion feature was required to be amortized on a non-cash basis over the approximate 71-month period between the issuance date and the required redemption date of February 9, 2018, or fully amortized upon an accelerated date of redemption or conversion, and recorded as a preferred dividend. As a result, approximately $1.1 million of the Discount was amortized and a non-cash preferred dividend was recorded in the first quarter of 2012 and due to the conversion date occurring on April 17, 2012, the remaining $87.3 million of Discount amortization was accelerated to the conversion date and was fully amortized in the second quarter of 2012 as per the guidance of ASC 470. The Discount amortization is reflected as non-cash preferred dividend in the unaudited condensed consolidated statements of operations. In accordance with the guidance in ASC 480, the preferred dividend was charged against additional paid-in capital since no retained earnings were available. | |
On December 6, 2012, the Company completed the Williston Basin Acquisition for a total adjusted purchase price of approximately $1.5 billion, consisting of approximately $788.2 million in cash and approximately $695.2 million in newly issued shares of Halcón preferred stock that automatically converted into 108.8 million shares of Halcón common stock (equivalent to a conversion price of approximately $7.45 per share of Halcón common stock), following stockholder approval on January 17, 2013 of such conversion and an amendment to Halcón's certificate of incorporation to increase the number of shares of common stock that Halcón is authorized to issue. The shares of preferred stock were issued to the Petro-Hunt Parties in a private placement pursuant to the exemptions from registration under Section 4(2) of the Securities Act of 1933, as amended. | |
On January 17, 2013, the Company received the results from the special stockholders' meeting authorizing and approving the issuance of 108.8 million shares of common stock upon the conversion of the convertible preferred stock issued to the Petro-Hunt Parties. Following the approval by the stockholders, on January 18, 2013, each outstanding share of the Company's preferred stock converted into 10,000 shares of its common stock at an effective conversion price of approximately $7.45 per share. No proceeds were received by the Company upon conversion of the preferred stock. No cash dividends were paid on the preferred stock since pursuant to the terms of the Certificate of Designation of the preferred stock, conversion occurred prior to April 6, 2013. On June 13, 2013, the Company filed a Certificate of Elimination with the Delaware Secretary of State eliminating all provisions of the Certificate of Designation. | |
5.75% Series A Convertible Perpetual Preferred Stock | |
On June 18, 2013, the Company completed its offering of 345,000 shares of its 5.75% Series A Convertible Perpetual Preferred Stock (the Series A Preferred Stock) at a public offering price of $1,000 per share (the Liquidation Preference). The Company filed a Certificate of Designations, Preferences, Rights and Limitations of 5.75% Series A Convertible Preferred Stock on June 17, 2013 (the Series A Designation). The net proceeds to the Company from the offering of the Series A Preferred Stock were approximately $335.5 million, after deducting the underwriting discount and offering expenses. The Company used the net proceeds from the offering to repay a portion of the outstanding borrowings under its Senior Credit Agreement. | |
Holders of the Series A Preferred Stock are entitled to receive, when, as and if declared by the Company's Board of Directors, cumulative dividends at the rate of 5.75% per annum (the dividend rate) on the Liquidation Preference per share of the Series A Preferred Stock, payable quarterly in arrears on each dividend payment date. Dividends may be paid in cash or, where freely transferable by any non-affiliate recipient thereof, in common stock of the Company or a combination thereof, and are payable on March 1, June 1, September 1 and December 1 of each year, commencing on September 1, 2013. On September 3, 2013, the Company paid cumulative, declared dividends of $4.1 million by issuing 854,817 shares of common stock reflected as a non-cash dividend. As of September 30, 2013, cumulative, undeclared dividends on the Series A Preferred Stock amounted to approximately $1.7 million. | |
The Series A Preferred Stock has no maturity date, is not redeemable by the Company at any time, and will remain outstanding unless converted by the holders or mandatorily converted by the Company as described below. | |
Each share of Series A Preferred Stock is convertible, at the holder's option at any time, initially into approximately 162.4431 shares of common stock of the Company (which is equivalent to an initial conversion price of approximately $6.16 per share), subject to specified adjustments as set forth in the Series A Designation. Based on the initial conversion rate, approximately 56.0 million shares of common stock of the Company would be issuable upon conversion of all the shares of Series A Preferred Stock. | |
On or after June 6, 2018, the Company may, at its option, give notice of its election to cause all outstanding shares of the Series A Preferred Stock to be automatically converted into shares of common stock of the Company at the conversion rate (as defined in the Series A Designation), if the closing sale price of the Company's common stock equals or exceeds 150% of the conversion price for at least 20 trading days in a period of 30 consecutive trading days. | |
If the Company undergoes a fundamental change (as defined in the Series A Designation) and a holder converts its shares of the Series A Preferred Stock at any time beginning at the opening of business on the trading day immediately following the effective date of such fundamental change and ending at the close of business on the 30th trading day immediately following such effective date, the holder will receive, for each share of the Series A Preferred Stock surrendered for conversion, a number of shares of common stock of the Company equal to the greater of: (1) the sum of (i) the conversion rate and (ii) the make-whole premium, if any, as described in the Series A Designation; and (2) the conversion rate which will be increased to equal (i) the sum of the $1,000 liquidation preference plus all accumulated and unpaid dividends to, but excluding, the settlement date for such conversion, divided by (ii) the average of the closing sale prices of the Company's common stock for the five consecutive trading days ending on the third business day prior to such settlement date; provided that the prevailing conversion rate as adjusted pursuant to this will not exceed 292.3977 shares of common stock of the Company per share of the Series A Preferred Stock (subject to adjustment in the same manner as the conversion rate). | |
Except as required by Delaware law, holders of the Series A Preferred Stock will have no voting rights unless dividends are in arrears and unpaid for six or more quarterly periods. Until such arrearage is paid in full, the holders (voting as a single class with the holders of any other preferred shares having similar voting rights) will be entitled to elect two additional directors and the number of directors on the Company's Board of Directors will increase by that same number. | |
Common Stock | |
On August 13, 2013, the Company completed the issuance and sale of 43.7 million shares of its common stock in an underwritten public offering. The shares of common stock sold have been registered under the Securities Act pursuant to a Registration Statement on Form S-3 (No. 333-188640), which was filed with the SEC and became automatically effective on May 16, 2013. The net proceeds to the Company from the offering of common stock were approximately $215.2 million, after deducting the underwriting discount and estimated offering expenses. The Company used the net proceeds from the offering to repay a portion of the then outstanding borrowings under its Senior Credit Agreement. | |
On January 17, 2013, with stockholder approval, the Company filed a Certificate of Amendment of the Amended and Restated Certificate of Incorporation with the Delaware Secretary of State to increase its authorized common stock by approximately 333.3 million shares for a total of 670.0 million authorized shares of common stock. | |
On December 6, 2012, the Company completed the private placement of 41.9 million shares of common stock, par value $0.0001 per share, to CPP Investment Board PMI-2 Inc. (CPPIB), for gross proceeds of approximately $300.0 million, or $7.16 per share of common stock (the CPPIB Transaction). The net proceeds to the Company were $294.0 million following the payment of a $6.0 million capital commitment payment to CPPIB upon closing of the transaction. The shares of Halcón common stock were issued to CPPIB in a private placement pursuant to the exemptions from registration provided under Section 4(2) of the Securities Act. On September 27, 2013, the Company filed a shelf registration statement providing for the resale of certain of the shares of the Company's common stock held by CPPIB and its affiliates. | |
In early August 2012, in connection with the Merger and the East Texas Acquisition, the Company issued 51.3 million and 20.8 million shares of common stock, respectively. The shares were issued at closing of the transactions as a portion of the consideration of the purchase price. See Note 4, "Acquisitions and Divestitures," for additional discussion on the issuance of common stock in connection with these transactions. | |
On February 8, 2012 pursuant to the closing of the Recapitalization described in Note 2, "Recapitalization," the Company issued 73.3 million shares of the Company's common stock for a purchase price of $275.0 million. Costs incurred of $4.0 million were netted against the proceeds of the common stock and recorded accordingly. In addition, the Company amended its certificate of incorporation to increase the Company's authorized shares of common stock from 33.3 million shares to 336.7 million shares. | |
Warrants | |
In February 2012, in conjunction with the issuance of the 2017 Notes, the Company issued the February 2012 Warrants to purchase 36.7 million shares of the Company's common stock at an exercise price of $4.50 per share of common stock pursuant to the Recapitalization described in Note 2, "Recapitalization." The Company allocated $43.6 million to the February 2012 Warrants which is reflected in additional paid-in capital in stockholders' equity, net of $0.6 million in issuance costs. The February 2012 Warrants entitle the holders to exercise the warrants in whole or in part at any time prior to the expiration date of February 8, 2017. | |
In August 2012, as part of the Merger, the Company assumed outstanding GeoResources stock warrants. At the date of the Merger 0.6 million warrants were outstanding and converted to 1.2 million Halcón warrants (the August 2012 Warrants). Each GeoResources warrant was converted into an August 2012 Warrant to acquire one share of Halcón common stock (Share Portion) at an exercise price of $8.40 per share of common stock and the right to receive $20 in cash per equivalent assumed share (Cash Portion) at an exercise price of $0.82 per $1.00 received. The August 2012 Warrants contain substantially the same terms of the original GeoResources warrants with adjustments to the exercise price and addition of the Cash Portion to reflect the impact of the consideration per share from the Merger. These adjustments convert the terms to fundamentally equal what the warrant holders would have received had the warrants been exercised immediately prior to the close of the Merger. Under the terms of the August 2012 Warrants, the warrant holder must exercise the Share Portion and the Cash Portion in tandem. The August 2012 Warrants expired on June 9, 2013. The August 2012 Warrants were reflected as a current liability in the consolidated balance sheets at December 31, 2012 and were recorded at fair value. During the nine months ended September 30, 2013, the Company recorded a gain of $1.6 million for the expiration of the warrants. Changes in fair value and the gain upon expiration were recognized in "Interest expense and other" in the unaudited condensed consolidated statements of operations. | |
Incentive Plan | |
On May 8, 2006, the Company's stockholders first approved its 2006 Long-Term Incentive Plan (the Plan). The Company reserved a maximum of 0.8 million shares of its common stock for issuances under the Plan. On May 8, 2008, the Plan was amended to increase the maximum authorized number of shares to be issued under the Plan from 0.8 million to 2.0 million. On May 3, 2010, the Plan was amended to increase the maximum authorized number of shares to be issued under the Plan from 2.0 million to 2.5 million. On February 8, 2012, as part of the Recapitalization described in Note 2, "Recapitalization," the Plan was amended to increase the maximum authorized number of shares to be issued under the Plan from 2.5 million to 3.7 million. On May 17, 2012, shareholders approved an amendment and restatement of the Plan to (i) increase the maximum number of shares to be issued under the Plan from 3.7 million to 11.5 million; (ii) extend the effectiveness of the Plan for ten years from the date of approval; and (iii) amend various other provisions of the Plan. On May 23, 2013, shareholders approved an increase in authorized shares under the Plan from 11.5 million to 41.5 million. As of September 30, 2013 and December 31, 2012, a maximum of 25.6 million and 4.4 million shares of common stock, respectively, remained reserved for issuance under the Plan. | |
The Company accounts for share-based payment accruals under authoritative guidance on stock compensation, as set forth in ASC Topic 718. The guidance requires all share-based payments to employees and directors, including grants of stock options and restricted stock, to be recognized in the financial statements based on their fair values. | |
For the three and nine months ended September 30, 2013, the Company recognized $5.0 million and $12.0 million, respectively, of share-based compensation expense as a component of "General and administrative" on the unaudited condensed consolidated statements of operations. For the three and nine months ended September 30, 2012, the Company recognized $1.4 million and $6.0 million, respectively, of share-based compensation expense. | |
Stock Options | |
During the nine months ended September 30, 2013, the Company granted stock options under the Plan covering 6.1 million shares of common stock to employees of the Company. The stock options have exercise prices ranging from $4.43 to $8.23 with a weighted average exercise price of $7.07. These awards typically vest over a three year period at a rate of one-third on the annual anniversary date of the grant and expire ten years from the grant date. At September 30, 2013, the Company had $15.7 million of unrecognized compensation expense related to non-vested stock options to be recognized over a weighted-average period of 1.3 years. | |
During the nine months ended September 30, 2012, the Company granted stock options covering approximately 2.0 million shares of common stock to employees of the Company. The stock options have exercise prices ranging from $6.26 to $11.55 with a weighted average price of $9.10. These awards vest over a three year period at a rate of one-third on the annual anniversary date of the grant and expire ten years from the grant date. At September 30, 2012, the Company had $5.9 million of unrecognized compensation expense related to non-vested stock options to be recognized over a weighted-average period of 1.7 years. | |
Restricted Stock | |
During the nine months ended September 30, 2013, the Company granted 3.3 million shares of restricted stock under the Plan to directors and employees of the Company. These restricted shares were granted at prices ranging from $4.43 to $7.65 with a weighted average price of $6.91. Employee shares vest over a three year period at a rate of one-third on the annual anniversary date of the grant, and the non-employee directors' shares vest six-months from the date of grant. At September 30, 2013, the Company had $14.1 million of unrecognized compensation expense related to non-vested restricted stock awards to be recognized over a weighted-average period of 1.3 years. | |
During the nine months ended September 30, 2012, the Company granted 0.3 million shares of restricted stock under the Plan to directors and employees of the Company. These restricted shares were granted at a prices ranging from $6.92 to $10.13 with a weighted average price of $9.29. Employee shares vest over a three year period at a rate of one-third on the annual anniversary date of the grant, and the non-employee directors' shares vest six-months from the date of grant. At September 30, 2012, the Company had $2.0 million of unrecognized compensation expense related to non-vested restricted stock awards to be recognized over a weighted-average period of 2.0 years. | |
During the nine months ended September 30, 2012, the Company incurred compensation expense of $2.6 million primarily from the accelerated vesting of all unvested employee restricted stock shares due to the change in control in the Company resulting from the Recapitalization as described in Note 2, "Recapitalization." | |
Stock Appreciation Rights | |
During February 2012, the Company accelerated vesting and exercise of all unvested stock appreciation rights under the Plan (SARs) that were granted in May 2011, due to the change in control of the Company resulting from the Recapitalization described in Note 2, "Recapitalization." The Company settled the SARs in cash, resulting in $2.2 million of share-based compensation expense recognized for the nine months ended September 30, 2012. The realized compensation expense was partially offset by the reversal of $0.8 million of unrealized losses recorded at December 31, 2011. | |
Treasury Stock | |
As discussed above, during the nine months ended September 30, 2013, the Company granted 3.3 million shares of restricted stock under the Plan to directors and employees of the Company of which 1.2 million shares were issued out of treasury stock. In addition, the Company retired 0.4 million shares from treasury stock representing shares that were repurchased for taxes tendered upon vesting of stock based compensation awards in prior years. As of September 30, 2013, the Company had no issued shares held in treasury. | |
INCOME_TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2013 | |
INCOME TAXES | ' |
INCOME TAXES | ' |
12. INCOME TAXES | |
Under guidance contained in ASC 740, deferred taxes are determined by applying the provisions of enacted tax laws and rates for the jurisdictions in which the Company operates to the estimated future tax effects of the differences between the tax basis of assets and liabilities and their reported amounts in the Company's financial statements. A valuation allowance is established to reduce deferred tax assets if it is more likely than not that the related tax benefits will not be realized. | |
The Company estimates its annual effective income tax rate in recording its quarterly provision for income taxes in the various jurisdictions in which the Company operates. Statutory tax rate changes and other significant or unusual items are recognized as discrete items in the quarter in which they occur. At September 30, 2013 and December 31, 2012, the Company analyzed and made no adjustment to the valuation allowance. | |
The Company recorded a tax benefit of $333.9 million on a pre-tax loss of $1.1 billion for the nine months ended September 30, 2013. For the nine months ended September 30, 2012, the Company recorded a tax provision of $1.2 million on a pre-tax loss of $44.7 million. The effective tax rate for the nine months ended September 30, 2013 was 29.1% compared to 2.6% for the nine months ended September 30, 2012. The change in effective tax rate is primarily due to the pre-tax loss in the current year and the impact of federal income tax limitations on the deductibility of the third quarter 2013 goodwill impairment and interest expense on the 2017 Note issued as part of the Recapitalization in February 2012. | |
EARNINGS_PER_COMMON_SHARE
EARNINGS PER COMMON SHARE | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
EARNINGS PER COMMON SHARE | ' | |||||||||||||
EARNINGS PER COMMON SHARE | ' | |||||||||||||
13. EARNINGS PER COMMON SHARE | ||||||||||||||
The following represents the calculation of earnings (loss) per share (in thousands, except per share amounts): | ||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
(In thousands, except per share amounts) | ||||||||||||||
Basic: | ||||||||||||||
Net income (loss) available to common stockholders | $ | (859,897 | ) | $ | (20,181 | ) | $ | (818,060 | ) | $ | (134,289 | ) | ||
Weighted average basic number of common shares outstanding | 392,726 | 191,846 | 368,696 | 132,460 | ||||||||||
Basic net income (loss) per share of common stock | $ | (2.19 | ) | $ | (0.11 | ) | $ | (2.22 | ) | $ | (1.01 | ) | ||
Diluted: | ||||||||||||||
Net income (loss) available to common stockholders | $ | (859,897 | ) | $ | (20,181 | ) | $ | (818,060 | ) | $ | (134,289 | ) | ||
Weighted average basic number of common shares outstanding | 392,726 | 191,846 | 368,696 | 132,460 | ||||||||||
Common stock equivalent shares representing shares issuable upon: | ||||||||||||||
Exercise of stock options | Anti-dilutive | Anti-dilutive | Anti-dilutive | Anti-dilutive | ||||||||||
Exercise of February 2012 Warrants | Anti-dilutive | Anti-dilutive | Anti-dilutive | Anti-dilutive | ||||||||||
Exercise of August 2012 Warrants | — | Anti-dilutive | Anti-dilutive | Anti-dilutive | ||||||||||
Vesting of restricted shares | Anti-dilutive | Anti-dilutive | Anti-dilutive | Anti-dilutive | ||||||||||
Conversion of 2017 Notes | Anti-dilutive | Anti-dilutive | Anti-dilutive | Anti-dilutive | ||||||||||
Conversion of preferred stock | — | Anti-dilutive | Anti-dilutive | Anti-dilutive | ||||||||||
Conversion of Series A Preferred Stock | Anti-dilutive | — | Anti-dilutive | — | ||||||||||
Weighted average diluted number of common shares outstanding | 392,726 | 191,846 | 368,696 | 132,460 | ||||||||||
Diluted net income (loss) per share of common stock | $ | (2.19 | ) | $ | (0.11 | ) | $ | (2.22 | ) | $ | (1.01 | ) | ||
Common stock equivalents, including stock options, warrants, restricted shares, convertible debt, and preferred stock, totaling 170.9 million and 142.4 million shares for the three and nine months ended September 30, 2013, respectively, were not included in the computation of diluted earnings per share of common stock because the effect would have been anti-dilutive due to the net losses. Common stock equivalents of stock options, preferred stock, warrants and the 2017 Note totaling 78.8 million and 77.1 million shares for the three and nine months ended September 30, 2012, respectively, were not included in the computations of diluted earnings per share of common stock because the effect would have been anti-dilutive due to the net losses. | ||||||||||||||
ADDITIONAL_FINANCIAL_STATEMENT
ADDITIONAL FINANCIAL STATEMENT INFORMATION | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
ADDITIONAL FINANCIAL STATEMENT INFORMATION | ' | |||||||
ADDITIONAL FINANCIAL STATEMENT INFORMATION | ' | |||||||
14. ADDITIONAL FINANCIAL STATEMENT INFORMATION | ||||||||
Certain balance sheet amounts are comprised of the following (in thousands): | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
(In thousands) | ||||||||
Accounts receivable: | ||||||||
Oil, natural gas and natural gas liquids revenues | $ | 167,267 | $ | 143,794 | ||||
Joint interest accounts | 118,090 | 113,671 | ||||||
Affiliated partnerships | 138 | 475 | ||||||
Other | 6,783 | 4,869 | ||||||
$ | 292,278 | $ | 262,809 | |||||
Prepaids and other: | ||||||||
Prepaids | $ | 5,163 | $ | 3,690 | ||||
Income tax receivable | 10,919 | 2,993 | ||||||
Other | 60 | 8 | ||||||
$ | 16,142 | $ | 6,691 | |||||
Other noncurrent assets: | ||||||||
Deposits for acquisitions of oil and natural gas properties | $ | 10,908 | $ | — | ||||
Other | 274 | 934 | ||||||
$ | 11,182 | $ | 934 | |||||
Accounts payable and accrued liabilities: | ||||||||
Trade payables | $ | 143,240 | $ | 147,679 | ||||
Accrued oil and natural gas capital costs | 313,739 | 282,245 | ||||||
Revenues and royalties payable | 136,549 | 91,761 | ||||||
Accrued interest expense | 67,401 | 45,201 | ||||||
Accrued employee compensation | 17,811 | 12,321 | ||||||
Drilling advances from partners | 16,189 | 8,840 | ||||||
Accounts payable to affiliated partnerships | 120 | 822 | ||||||
Other | 3 | 1,682 | ||||||
$ | 695,052 | $ | 590,551 | |||||
SUBSEQUENT_EVENT
SUBSEQUENT EVENT | 9 Months Ended |
Sep. 30, 2013 | |
SUBSEQUENT EVENT | ' |
SUBSEQUENT EVENT | ' |
15. SUBSEQUENT EVENT | |
During the third quarter of 2013, the Company entered into three separate purchase and sale agreements with unrelated parties to divest certain distinct non-core conventional assets located throughout the United States for total consideration of approximately $302 million, two of which have closed as of the date of this report and the third is expected to close before year-end 2013. The transactions and consideration are subject to customary closing conditions and adjustments, with an effective date of July 1, 2013. Proceeds from the sales will be recorded as a reduction to the carrying value of the Company's full cost pool with no gain or loss recorded. Upon the closing of all three divestitures, the Company expects the borrowing base under the Senior Credit Agreement to be reduced from $850.0 million to $800.0 million. | |
FINANCIAL_STATEMENT_PRESENTATI1
FINANCIAL STATEMENT PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
FINANCIAL STATEMENT PRESENTATION | ' |
Basis of Presentation and Principles of Consolidation | ' |
Basis of Presentation and Principles of Consolidation | |
Halcón Resources Corporation (Halcón or the Company) is an independent energy company focused on the acquisition, production, exploration and development of onshore liquids-rich assets in the United States. The unaudited condensed consolidated financial statements include the accounts of all majority-owned, controlled subsidiaries. The Company operates in one segment which focuses on oil and natural gas acquisition, production, exploration and development. The Company's oil and natural gas properties are managed as a whole rather than through discrete operating areas. Operational information is tracked by operating area; however, financial performance is assessed as a whole. Allocation of capital is made across the Company's entire portfolio without regard to operating area. All intercompany accounts and transactions have been eliminated. These unaudited condensed consolidated financial statements reflect, in the opinion of the Company's management, all adjustments, consisting of normal and recurring adjustments, necessary to present fairly the financial position as of, and the results of operations for, the periods presented. During interim periods, Halcón follows the accounting policies disclosed in its 2012 Annual Report on Form 10-K, as filed with the United States Securities and Exchange Commission (SEC). Please refer to the notes in the 2012 Annual Report on Form 10-K when reviewing interim financial results. | |
During the third quarter of 2013, the Company determined that "Net cash provided by operating activities" and "Net cash used in investing activities" for the nine month period ended September 30, 2012 were both overstated by $11.7 million as a result of the inclusion of capitalized non-cash interest in the change in "Accounts payable and accrued liabilities" line item in operating cash flows and "Oil and natural gas capital expenditures" and "Other operating property and equipment capital expenditures" in investing cash flows. The Company has corrected the error, which had no impact to the net cash flows for the period, and provided related supplemental non-cash information in the accompanying unaudited condensed consolidated statements of cash flows for the nine month period ended September 30, 2012. | |
As discussed in Item 8. Consolidated Financial Statements and Supplementary Data—Note 2, "Corrections of Immaterial Errors," to the Company's Annual Report on Form 10-K for the year ended December 31, 2012, the consolidated balance sheet as of December 31, 2011 was restated to reflect the correction of $4.3 million of tax basis adjustments to "Oil and natural gas properties" and "Deferred income taxes" for periods prior to January 1, 2007, and as such, the accumulated deficit and stockholders' equity balances of $262.2 million and $1.1 billion, respectively, reported on the Company's Quarterly Report on Form 10-Q for the nine months ended September 30, 2012 have been adjusted to $266.5 million and $1.1 billion, respectively. | |
Consolidated Financial Statements | ' |
Consolidated Financial Statements | |
The unaudited condensed consolidated financial statements include the accounts of Halcón and its majority-owned, controlled subsidiaries. The equity method is used to account for investments in affiliates in which the Company does not have majority ownership, but has the ability to exert significant influence. The Company's investment in an oil and natural gas limited partnership, in which the Company exerts significant influence, is accounted for under the equity method. | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of the Company's unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities, if any, at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the respective reporting periods. Estimates and assumptions that, in the opinion of management of the Company, are significant include oil and natural gas revenue, capital and operating expense accruals, oil and natural gas reserves, depletion relating to oil and natural gas properties, asset retirement obligations, fair value estimates, beneficial conversion feature estimates and income taxes. The Company bases its estimates and judgments on historical experience and on various other assumptions and information that are believed to be reasonable under the circumstances. Estimates and assumptions about future events and their effects cannot be perceived with certainty and, accordingly, these estimates may change as new events occur, as more experience is acquired, as additional information is obtained and as the Company's operating environment changes. Actual results may differ from the estimates and assumptions used in the preparation of the Company's unaudited condensed consolidated financial statements. | |
Interim period results are not necessarily indicative of results of operations or cash flows for the full year and accordingly, certain information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States, has been condensed or omitted. The Company has evaluated events or transactions through the date of issuance of these unaudited condensed consolidated financial statements. | |
Accounts Receivable and Allowance for Doubtful Accounts | ' |
Accounts Receivable and Allowance for Doubtful Accounts | |
The Company's accounts receivable are primarily receivables from joint interest owners and oil and natural gas purchasers. Accounts receivable are recorded at the amount due, less an allowance for doubtful accounts, when applicable. The Company establishes provisions for losses on accounts receivable if it determines that collection of all or part of the outstanding balance is doubtful. The Company regularly reviews collectability and establishes or adjusts the allowance for doubtful accounts as necessary using the specific identification method. There were no significant allowances for doubtful accounts as of September 30, 2013 or December 31, 2012. | |
Other Operating Property and Equipment | ' |
Other Operating Property and Equipment | |
Gas gathering systems and equipment are recorded at cost. Depreciation is calculated using the straight-line method over a 30-year estimated useful life. Upon disposition, the cost and accumulated depreciation are removed and any gains or losses are reflected in current operations. Maintenance and repair costs are charged to operating expense as incurred. Material expenditures which increase the life or productive capacity of an asset are capitalized and depreciated over the estimated remaining useful life of the asset. The Company capitalized $145.7 million and $39.9 million as of September 30, 2013 and December 31, 2012, respectively, related to the construction of its gas gathering systems before impairments. | |
Other operating assets are recorded at cost. Depreciation is calculated using the straight-line method over the following estimated useful lives: automobiles and computers, three years; computer software, leasehold improvements, fixtures, furniture and equipment, five years or the lesser of lease term; trailers, seven years; heavy equipment, ten years; and an airplane and buildings, twenty years. Upon disposition, the cost and accumulated depreciation are removed and any gains or losses are reflected in current operations. Maintenance and repair costs are charged to operating expense as incurred. Material expenditures which increase the life of an asset are capitalized and depreciated over the estimated remaining useful life of the asset. | |
The Company reviews its gas gathering systems and equipment and other operating assets for impairment in accordance with ASC 360, Property, Plant, and Equipment (ASC 360). ASC 360 requires the Company to evaluate gas gathering systems and equipment and other operating assets for impairment as events occur or circumstances change that would more likely than not reduce the fair value below the carrying amount. If the carrying amount is not recoverable from its undiscounted cash flows, then the Company would recognize an impairment loss for the difference between the carrying amount and the current fair value. Further, the Company evaluates the remaining useful lives of its gas gathering systems and other operating assets at each reporting period to determine whether events and circumstances warrant a revision to the remaining depreciation periods. For the three months ended September 30, 2013, the Company recorded a non-cash impairment charge of $67.3 million in "Other operating property and equipment impairment" in the Company's unaudited condensed consolidated statements of operations and in "Gas gathering and other operating assets" in the Company's unaudited condensed consolidated balance sheets. The impairment relates to the Company's gross investments of $68.3 million in gas gathering infrastructure that will not be economically recoverable due to the Company's shift in exploration, drilling and developmental plans from the Woodbine to El Halcón during the third quarter of 2013. See Note 5, "Oil and natural gas properties," for additional discussion regarding related factors during the third quarter of 2013 that contributed to this impairment. | |
In accordance with ASC 820, Fair Value Measurements and Disclosures (ASC 820), a financial instrument's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The estimate of the fair value of the Company's gas gathering systems was based on an income approach that estimated future cash flows associated with those assets, which resulted in negative net cash flows due to insufficient throughput of natural gas volumes and certain fixed costs necessary to operate and maintain the assets. This estimation includes the use of unobservable inputs, such as estimated future production, gathering and compression revenues and operating expenses. The use of these unobservable inputs results in the fair value estimate of the Company's gas gathering systems being classified as Level 3. | |
Goodwill | ' |
Goodwill | |
Goodwill represents the excess of the purchase price over the estimated fair value of the assets acquired net of the fair value of liabilities assumed in an acquisition. ASC 350, Intangibles—Goodwill and Other (ASC 350) requires that intangible assets with indefinite lives, including goodwill, be evaluated on an annual basis for impairment or more frequently if events occur or circumstances change that could potentially result in impairment. The goodwill impairment test requires the allocation of goodwill and all other assets and liabilities to reporting units. However, the Company has only one reporting unit. The Company's goodwill as of December 31, 2012 relates to its acquisition of GeoResources. Refer to Note 4, "Acquisitions and Divestitures" for more details regarding the merger between the Company and GeoResources. The Company performs its goodwill impairment test annually, using a measurement date of July 1, or more often if circumstances require. | |
The Company performed its annual goodwill impairment test during the third quarter of 2013, and based on this review, the Company recorded a non-cash impairment charge of $228.9 million to reduce the carrying value of goodwill to zero. The Company has recorded the goodwill impairment in "Goodwill impairment" in the Company's unaudited condensed consolidated statements of operations. In the first step of the goodwill impairment test, the Company determined that the fair value of its reporting unit was less than the carrying amount, including goodwill, primarily due to pricing deterioration in the NYMEX forward pricing curve coupled with less favorable oil price differentials in the Company's core areas, both factors which adversely impacted the fair value of the Company's proved reserves. Therefore, the Company performed the second step of the goodwill impairment test, which led the Company to conclude that there would be no remaining implied fair value attributable to goodwill. | |
In estimating the fair value of its reporting unit, the Company used a combination of the income and market approaches. For purposes of estimating the fair value of the Company's oil and natural gas proved reserves, an income approach was used which estimated fair value based on the anticipated cash flows associated with the Company's proved reserves, discounted using a weighted average cost of capital rate. In estimating the fair value of the Company's unproved acreage, a market approach was used in which a review of recent transactions involving properties in the same geographical location indicated the fair value of the Company's unproved acreage from a market participant perspective. | |
The estimation of the fair value of the Company's reporting unit includes the use of unobservable inputs, such as estimates of proved reserves, unproved acreage values, the weighted average cost of capital (discount rate), future pricing beyond a certain period and estimated future capital and operating costs. The use of these unobservable inputs results in the fair value estimate being classified as Level 3. Although the Company believes the assumptions and estimates used in the fair value calculation of its reporting unit are reasonable and appropriate, different assumptions and estimates could materially impact the analysis and resulting conclusions. The assumptions used in estimating the fair value of the reporting unit and performing the goodwill impairment test are inherently uncertain and require management judgment. | |
Recently Issued Accounting Pronouncements | ' |
Recently Issued Accounting Pronouncements | |
In December 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2011-11, Disclosures about Offsetting Assets and Liabilities (ASU 2011-11), which enhances disclosures by requiring an entity to disclose information about netting arrangements, including rights of offset, to enable users of its financial statements to understand the effect of those arrangements on its financial position. This pronouncement was issued to facilitate comparison between financial statements prepared on the basis of accounting principles generally accepted in the United States and International Financial Reporting Standards. In addition, in January 2013, the FASB issued ASU No. 2013-01, Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities (ASU 2013-01), which requires clarification of the specific instruments that should be considered in the offsetting disclosures. These updates are effective for annual and interim reporting periods beginning on or after January 1, 2013 and are to be applied retroactively for all comparative periods presented. The adoption of ASU 2011-11 and ASU 2013-01 resulted in new disclosures related to the Company's derivative activities. See further information at Note 8, "Derivative and Hedging Activities." | |
In February 2013, the FASB issued ASU No. 2013-04, Obligations Resulting from Joint and Several Liability Arrangements for which the Total Amount of the Obligation is Fixed at the Reporting Date (ASU 2013-04). ASU 2013-04 provides guidance for the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements, such as debt arrangements, other contractual obligations and settled litigation and judicial rulings. This pronouncement must be applied retrospectively and is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The Company is currently assessing the impact, if any, that the adoption of ASU 2013-04 will have on its operating results, financial position and disclosures. | |
In February 2013, the FASB issued ASU No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (ASU 2013-11). ASU 2013-11 provides explicit guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This pronouncement should be applied prospectively to all unrecognized tax benefits that exist at the effective date and retrospective application is permitted. ASU 2013-11 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The Company is currently assessing the impact, if any, that the adoption of this pronouncement will have on its operating results and financial position. | |
RESTRUCTURING_Tables
RESTRUCTURING (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
RESTRUCTURING | ' | ||||
Schedule of reconciliation of restructuring reserve | ' | ||||
Severance Program | |||||
(In thousands) | |||||
Ending balance, December 31, 2012 | $ | 2,131 | |||
Severance and retention payments | (2,627 | ) | |||
Net increase in accrual | 496 | ||||
Ending balance, September 30, 2013 | $ | — | |||
ACQUISITIONS_AND_DIVESTITURES_
ACQUISITIONS AND DIVESTITURES (Tables) (GeoResources, East Texas Assets and Williston Basin Assets) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
GeoResources, East Texas Assets and Williston Basin Assets | ' | |||||||
ACQUISITIONS AND DIVESTITURES | ' | |||||||
Schedule of pro forma financial information | ' | |||||||
(In thousands, except per share amounts) | Three Months | Nine Months | ||||||
Ended | Ended | |||||||
September 30, | September 30, | |||||||
2012 | 2012 | |||||||
(Unaudited) | (Unaudited) | |||||||
Revenue | $ | 152,723 | $ | 431,038 | ||||
Net income (loss) | 6,850 | 37,344 | ||||||
Net income (loss) available to Halcón common stockholders | 6,850 | (51,101 | ) | |||||
Pro forma net income (loss) per common share: | ||||||||
Basic | $ | 0.02 | $ | (0.17 | ) | |||
Diluted | $ | 0.02 | $ | (0.17 | ) |
LONGTERM_DEBT_Tables
LONG-TERM DEBT (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
LONG-TERM DEBT | ' | |||||||
Schedule of long-term debt | ' | |||||||
September 30, | December 31, | |||||||
2013(1) | 2012(1) | |||||||
(In thousands) | ||||||||
Senior revolving credit facility | $ | 232,000 | $ | 298,000 | ||||
9.25% $400 million senior notes(2) | 400,000 | — | ||||||
8.875% $1.35 billion senior notes(3) | 1,372,877 | 744,421 | ||||||
9.75% $750 million senior notes(4) | 740,899 | 740,232 | ||||||
8.0% $275 million convertible note(5) | 257,385 | 251,845 | ||||||
Deferred premiums on derivative contracts | 694 | — | ||||||
$ | 3,003,855 | $ | 2,034,498 | |||||
-1 | ||||||||
Table excludes $0.7 million of deferred premiums on derivative contracts which were classified as current at September 30, 2013. Table excludes $74.7 million of promissory notes which were classified as current at December 31, 2012. | ||||||||
-2 | ||||||||
On August 13, 2013, the Company completed the issuance of $400 million principal amount of its 9.25% Senior Notes due 2022. See "9.25% Senior Notes" below for more details. | ||||||||
-3 | ||||||||
Amount is net of a $5.2 million and a $5.6 million unamortized discount at September 30, 2013 and December 31, 2012, respectively, related to the issuance of the original 2021 Notes. On January 14, 2013, the Company completed the issuance of an additional $600 million principal amount of its 8.875% Senior Notes. The unamortized premium related to these additional 2021 Notes was approximately $28.1 million at September 30, 2013. See "8.875% Senior Notes" below for more details. | ||||||||
-4 | ||||||||
Amount is net of a $9.1 million and a $9.8 million unamortized discount at September 30, 2013 and December 31, 2012, respectively. See "9.75% Senior Notes" below for more details. | ||||||||
-5 | ||||||||
Amount is net of a $32.3 million and a $37.8 million unamortized discount at September 30, 2013 and December 31, 2012, respectively. See "8.0% Convertible Note" below for more details. | ||||||||
FAIR_VALUE_MEASUREMENTS_Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
FAIR VALUE MEASUREMENTS | ' | |||||||||||||
Schedule of fair value of the Company's financial assets and liabilities | ' | |||||||||||||
September 30, 2013 | ||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||
(In thousands) | ||||||||||||||
Assets | ||||||||||||||
Receivables from derivative contracts | $ | — | $ | 8,875 | $ | — | $ | 8,875 | ||||||
Liabilities | ||||||||||||||
Liabilities from derivative contracts | $ | — | $ | 31,533 | $ | — | $ | 31,533 | ||||||
December 31, 2012 | ||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||
(In thousands) | ||||||||||||||
Assets | ||||||||||||||
Receivables from derivative contracts | $ | — | $ | 7,799 | $ | — | $ | 7,799 | ||||||
Liabilities | ||||||||||||||
Liabilities from derivative contracts | $ | — | $ | 12,890 | $ | — | $ | 12,890 | ||||||
Liabilities from warrants(1) | — | 1,342 | — | 1,342 | ||||||||||
Total Liabilities | $ | — | $ | 14,232 | $ | — | $ | 14,232 | ||||||
-1 | ||||||||||||||
Liabilities from August 2012 warrants were recorded in "Accounts payable and accrued liabilities" on the unaudited condensed consolidated balance sheets. | ||||||||||||||
Schedule of the estimated fair values of the Company's fixed interest rate, long-term debt instruments | ' | |||||||||||||
September 30, 2013 | December 31, 2012 | |||||||||||||
Debt | Carrying | Estimated | Carrying | Estimated | ||||||||||
Amount | Fair Value | Amount | Fair Value | |||||||||||
(In thousands) | ||||||||||||||
9.25% $400 million senior notes | $ | 400,000 | $ | 420,216 | $ | — | $ | — | ||||||
8.875% $1.35 billion senior notes | 1,350,000 | 1,387,125 | 750,000 | 798,750 | ||||||||||
9.75% $750 million senior notes | 750,000 | 798,750 | 750,000 | 815,160 | ||||||||||
8.0% $275 million convertible note | 289,669 | 408,527 | 289,669 | 625,425 | ||||||||||
$ | 2,789,669 | $ | 3,014,618 | $ | 1,789,669 | $ | 2,239,335 | |||||||
DERIVATIVE_AND_HEDGING_ACTIVIT1
DERIVATIVE AND HEDGING ACTIVITIES (Tables) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||
DERIVATIVE AND HEDGING ACTIVITIES | ' | ||||||||||||||||||||||||
Summary of location and fair value of derivative contracts | ' | ||||||||||||||||||||||||
Asset derivative contracts | Liability derivative contracts | ||||||||||||||||||||||||
Derivatives not designated | Balance sheet | September 30, | December 31, | Balance sheet | September 30, | December 31, | |||||||||||||||||||
as hedging contracts | location | 2013 | 2012 | location | 2013 | 2012 | |||||||||||||||||||
under ASC 815 | |||||||||||||||||||||||||
(In thousands) | (In thousands) | ||||||||||||||||||||||||
Commodity contracts | Current assets—receivables from derivative contracts | $ | 3,246 | $ | 7,428 | Current liabilities—liabilities from derivative contracts | $ | (30,387 | ) | $ | (10,429 | ) | |||||||||||||
Commodity contracts | Other noncurrent assets—receivables from derivative contracts | 5,629 | 371 | Other noncurrent liabilities—liabilities from derivative contracts | (1,146 | ) | (2,461 | ) | |||||||||||||||||
Total derivatives not designated as hedging contracts under ASC 815 | $ | 8,875 | $ | 7,799 | $ | (31,533 | ) | $ | (12,890 | ) | |||||||||||||||
Summary of the location and amounts of the Company's realized and unrealized gains and losses on derivative contracts | ' | ||||||||||||||||||||||||
Amount of gain | Amount of gain | ||||||||||||||||||||||||
or (loss) | or (loss) | ||||||||||||||||||||||||
recognized | recognized | ||||||||||||||||||||||||
in income on | in income on | ||||||||||||||||||||||||
derivative | derivative | ||||||||||||||||||||||||
contracts | contracts | ||||||||||||||||||||||||
for the Three | for the Nine | ||||||||||||||||||||||||
Months Ended | Months Ended | ||||||||||||||||||||||||
Location of gain or (loss) recognized | September 30, | September 30, | |||||||||||||||||||||||
Derivatives not designated as hedging | in income on derivative contracts | 2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||
contracts under ASC 815 | |||||||||||||||||||||||||
(In thousands) | (In thousands) | ||||||||||||||||||||||||
Commodity contracts: | |||||||||||||||||||||||||
Unrealized gain (loss) on commodity contracts | Other income (expenses)—net gain (loss) on derivative contracts | $ | (38,095 | ) | $ | (11,817 | ) | $ | (20,379 | ) | $ | (4,641 | ) | ||||||||||||
Realized gain (loss) on commodity contracts | Other income (expenses)—net gain (loss) on derivative contracts | (16,332 | ) | 2,242 | (18,370 | ) | 3,850 | ||||||||||||||||||
Total net gain (loss) on commodity contracts | $ | (54,427 | ) | $ | (9,575 | ) | $ | (38,749 | ) | $ | (791 | ) | |||||||||||||
Interest rate swaps: | |||||||||||||||||||||||||
Unrealized gain (loss) on interest rate swaps | Other income (expenses)—net gain (loss) on derivative contracts | $ | — | $ | — | $ | — | $ | 518 | ||||||||||||||||
Realized gain (loss) on interest rate swaps | Other income (expenses)—net gain (loss) on derivative contracts | — | — | — | (576 | ) | |||||||||||||||||||
Total net gain (loss) on interest rate swaps | $ | — | $ | — | $ | — | $ | (58 | ) | ||||||||||||||||
Total net gain (loss) on derivative contracts | Other income (expenses)—net gain (loss) on derivative contracts | $ | (54,427 | ) | $ | (9,575 | ) | $ | (38,749 | ) | $ | (849 | ) | ||||||||||||
Schedule of open derivative contracts | ' | ||||||||||||||||||||||||
September 30, 2013 | |||||||||||||||||||||||||
Floors | Ceilings | Put Options Sold | |||||||||||||||||||||||
Period | Instrument | Commodity | Volume in | Price / | Weighted | Price / | Weighted | Price / | Weighted | ||||||||||||||||
Mmbtu's/ | Price Range | Average | Price Range | Average | Price Range | Average | |||||||||||||||||||
Bbl's | Price | Price | Price | ||||||||||||||||||||||
October 2013 - December 2013 | Collars | Crude Oil | 2,280,850 | $80.00 - 100.00 | $ | 90.29 | $91.65 - 107.25 | $ | 98.62 | ||||||||||||||||
October 2013 - December 2013 | Collars | Natural Gas | 2,622,000 | 3.50 - 4.00 | 3.78 | 3.95 - 4.49 | 4.28 | ||||||||||||||||||
October 2013 - December 2013 | Swaps | Crude Oil | 90,000 | 97.60 - 105.55 | 102.18 | ||||||||||||||||||||
October 2013 - December 2013 | Swaps | Natural Gas | 60,000 | 3.56 | 3.56 | ||||||||||||||||||||
January 2014 - March 2014 | Three-Way Collars | Crude Oil | 144,000 | 95 | 95 | 98.60 - 109.50 | 100.03 | 70 | 70 | ||||||||||||||||
January 2014 - June 2014 | Collars | Crude Oil | 724,000 | 90 | 90 | 96.50 - 99.50 | 98 | ||||||||||||||||||
January 2014 - December 2014 | Collars | Crude Oil | 7,573,750 | 85.00 - 95.00 | 88.67 | 93.60 - 108.45 | 96.22 | ||||||||||||||||||
January 2014 - December 2014 | Collars | Natural Gas | 11,862,500 | 3.75 - 4.00 | 3.85 | 4.26 - 4.55 | 4.35 | ||||||||||||||||||
April 2014 - June 2014 | Three-Way Collars | Crude Oil | 136,500 | 95 | 95 | 98.20 - 101.00 | 99.13 | 70 | 70 | ||||||||||||||||
July 2014 - December 2014 | Collars | Crude Oil | 920,000 | 87.50 - 90.00 | 89.5 | 92.50 - 100.25 | 97.87 | ||||||||||||||||||
July 2014 - December 2014 | Collars | Natural Gas | 920,000 | 4 | 4 | 4.42 | 4.42 | ||||||||||||||||||
July 2014 - December 2014 | Put | Crude Oil | 184,000 | 90 | 90 | ||||||||||||||||||||
January 2015 - June 2015 | Collars | Crude Oil | 678,750 | 85.00 - 90.00 | 88 | 92.50 - 98.50 | 95.72 | ||||||||||||||||||
January 2015 - December 2015 | Collars | Crude Oil | 1,095,000 | 90 | 90 | 99.35 - 100.25 | 99.87 | ||||||||||||||||||
January 2015 - December 2015 | Collars | Natural Gas | 6,387,500 | 4 | 4 | 4.55 - 4.85 | 4.68 | ||||||||||||||||||
December 31, 2012 | |||||||||||||||||||||||||
Floors | Ceilings | Put Options Sold | |||||||||||||||||||||||
Period | Instrument | Commodity | Volume in | Price / | Weighted | Price / | Weighted | Price / | Weighted | ||||||||||||||||
Mmbtu's/ | Price Range | Average | Price Range | Average | Price Range | Average | |||||||||||||||||||
Bbl's | Price | Price | Price | ||||||||||||||||||||||
January 2013 - March 2013 | Three-Way Collars | Crude Oil | 130,500 | $95.00 - 100.00 | $ | 95.34 | $105.50 - 109.50 | $ | 101.36 | $ | 70 | $ | 70 | ||||||||||||
January 2013 - March 2013 | Basis Swaps | Natural Gas | 225,000 | ||||||||||||||||||||||
January 2013 - March 2013 | Collars | Crude Oil | 31,500 | 95 | 95 | 101.5 | 101.5 | ||||||||||||||||||
January 2013 - March 2013 | Swaps | Natural Gas | 225,000 | 4.85 | 4.85 | ||||||||||||||||||||
April 2013 - June 2013 | Three-Way Collars | Crude Oil | 120,575 | 95 | 95 | 99.50 - 100.60 | 99.77 | 70 | 70 | ||||||||||||||||
April 2013 - June 2013 | Collars | Crude Oil | 29,575 | 95 | 95 | 100.6 | 100.6 | ||||||||||||||||||
July 2013 - September 2013 | Collars | Crude Oil | 147,200 | 95 | 95 | 99.00 - 101.50 | 99.94 | ||||||||||||||||||
October 2013 - December 2013 | Collars | Crude Oil | 142,600 | 95 | 95 | 99.00 - 101.00 | 99.71 | ||||||||||||||||||
January 2013 - December 2013 | Collars | Crude Oil | 5,201,250 | 80.00 - 100.00 | 89.04 | 91.65 - 107.25 | 98.06 | ||||||||||||||||||
January 2013 - December 2013 | Collars | Natural Gas | 1,825,000 | 3.75 | 3.75 | 4.26 | 4.26 | ||||||||||||||||||
January 2013 - December 2013 | Swaps | Natural Gas | 240,000 | 3.56 | 3.56 | ||||||||||||||||||||
January 2013 - December 2013 | Swaps | Crude Oil | 360,000 | 97.60 - 105.55 | 102.18 | ||||||||||||||||||||
February 2013 - December 2013 | Collars | Crude Oil | 250,500 | 100 | 100 | 104.15 | 104.15 | ||||||||||||||||||
April 2014 - June 2014 | Three-Way Collars | Crude Oil | 136,500 | 95 | 95 | 98.20 - 101.00 | 99.13 | 70 | 70 | ||||||||||||||||
January 2014 - March 2014 | Three-Way Collars | Crude Oil | 144,000 | 95 | 95 | 98.60 - 109.50 | 100.03 | 70 | 70 | ||||||||||||||||
January 2014 - December 2014 | Collars | Crude Oil | 2,190,000 | 85 | 85 | 95.10 - 96.35 | 95.92 | ||||||||||||||||||
January 2014 - December 2014 | Collars | Natural Gas | 1,825,000 | 3.75 | 3.75 | 4.26 | 4.26 | ||||||||||||||||||
Schedule of potential effects of master netting arrangements on the fair value of derivative contracts | ' | ||||||||||||||||||||||||
Derivative Assets | Derivative Liabilities | ||||||||||||||||||||||||
Offsetting of Derivative Assets and Liabilities | September 30, | December 31, | September 30, | December 31, | |||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||
(In thousands) | (In thousands) | ||||||||||||||||||||||||
Gross Amounts Presented in the Consolidated Balance Sheet | $ | 8,875 | $ | 7,799 | $ | (31,533 | ) | $ | (12,890 | ) | |||||||||||||||
Amounts Not Offset in the Consolidated Balance Sheet | (3,790 | ) | (4,118 | ) | 3,696 | 3,899 | |||||||||||||||||||
Net Amount | $ | 5,085 | $ | 3,681 | $ | (27,837 | ) | $ | (8,991 | ) | |||||||||||||||
ASSET_RETIREMENT_OBLIGATIONS_T
ASSET RETIREMENT OBLIGATIONS (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
ASSET RETIREMENT OBLIGATIONS | ' | ||||
Schedule of activity related to ARO liability | ' | ||||
Liability for asset retirement obligations as of December 31, 2012 | $ | 75,132 | |||
Liabilities settled and divested | (2,717 | ) | |||
Additions | 9,395 | ||||
Acquisitions | 3,832 | ||||
Accretion expense | 2,828 | ||||
Revisions in estimated cash flows | (433 | ) | |||
Liability for asset retirement obligations as of September 30, 2013 | $ | 88,037 | |||
EARNINGS_PER_COMMON_SHARE_Tabl
EARNINGS PER COMMON SHARE (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2013 | ||||||||||||||
EARNINGS PER COMMON SHARE | ' | |||||||||||||
Schedule of calculation of earnings (loss) per share | ' | |||||||||||||
The following represents the calculation of earnings (loss) per share (in thousands, except per share amounts): | ||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
(In thousands, except per share amounts) | ||||||||||||||
Basic: | ||||||||||||||
Net income (loss) available to common stockholders | $ | (859,897 | ) | $ | (20,181 | ) | $ | (818,060 | ) | $ | (134,289 | ) | ||
Weighted average basic number of common shares outstanding | 392,726 | 191,846 | 368,696 | 132,460 | ||||||||||
Basic net income (loss) per share of common stock | $ | (2.19 | ) | $ | (0.11 | ) | $ | (2.22 | ) | $ | (1.01 | ) | ||
Diluted: | ||||||||||||||
Net income (loss) available to common stockholders | $ | (859,897 | ) | $ | (20,181 | ) | $ | (818,060 | ) | $ | (134,289 | ) | ||
Weighted average basic number of common shares outstanding | 392,726 | 191,846 | 368,696 | 132,460 | ||||||||||
Common stock equivalent shares representing shares issuable upon: | ||||||||||||||
Exercise of stock options | Anti-dilutive | Anti-dilutive | Anti-dilutive | Anti-dilutive | ||||||||||
Exercise of February 2012 Warrants | Anti-dilutive | Anti-dilutive | Anti-dilutive | Anti-dilutive | ||||||||||
Exercise of August 2012 Warrants | — | Anti-dilutive | Anti-dilutive | Anti-dilutive | ||||||||||
Vesting of restricted shares | Anti-dilutive | Anti-dilutive | Anti-dilutive | Anti-dilutive | ||||||||||
Conversion of 2017 Notes | Anti-dilutive | Anti-dilutive | Anti-dilutive | Anti-dilutive | ||||||||||
Conversion of preferred stock | — | Anti-dilutive | Anti-dilutive | Anti-dilutive | ||||||||||
Conversion of Series A Preferred Stock | Anti-dilutive | — | Anti-dilutive | — | ||||||||||
Weighted average diluted number of common shares outstanding | 392,726 | 191,846 | 368,696 | 132,460 | ||||||||||
Diluted net income (loss) per share of common stock | $ | (2.19 | ) | $ | (0.11 | ) | $ | (2.22 | ) | $ | (1.01 | ) | ||
ADDITIONAL_FINANCIAL_STATEMENT1
ADDITIONAL FINANCIAL STATEMENT INFORMATION (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
ADDITIONAL FINANCIAL STATEMENT INFORMATION | ' | |||||||
Schedule of additional financial statement information, balance sheet | ' | |||||||
Certain balance sheet amounts are comprised of the following (in thousands): | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
(In thousands) | ||||||||
Accounts receivable: | ||||||||
Oil, natural gas and natural gas liquids revenues | $ | 167,267 | $ | 143,794 | ||||
Joint interest accounts | 118,090 | 113,671 | ||||||
Affiliated partnerships | 138 | 475 | ||||||
Other | 6,783 | 4,869 | ||||||
$ | 292,278 | $ | 262,809 | |||||
Prepaids and other: | ||||||||
Prepaids | $ | 5,163 | $ | 3,690 | ||||
Income tax receivable | 10,919 | 2,993 | ||||||
Other | 60 | 8 | ||||||
$ | 16,142 | $ | 6,691 | |||||
Other noncurrent assets: | ||||||||
Deposits for acquisitions of oil and natural gas properties | $ | 10,908 | $ | — | ||||
Other | 274 | 934 | ||||||
$ | 11,182 | $ | 934 | |||||
Accounts payable and accrued liabilities: | ||||||||
Trade payables | $ | 143,240 | $ | 147,679 | ||||
Accrued oil and natural gas capital costs | 313,739 | 282,245 | ||||||
Revenues and royalties payable | 136,549 | 91,761 | ||||||
Accrued interest expense | 67,401 | 45,201 | ||||||
Accrued employee compensation | 17,811 | 12,321 | ||||||
Drilling advances from partners | 16,189 | 8,840 | ||||||
Accounts payable to affiliated partnerships | 120 | 822 | ||||||
Other | 3 | 1,682 | ||||||
$ | 695,052 | $ | 590,551 | |||||
FINANCIAL_STATEMENT_PRESENTATI2
FINANCIAL STATEMENT PRESENTATION (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2011 |
Corrections of immaterial errors | ' | ' | ' | ' |
Accumulated deficit | $1,090,870,000 | $274,463,000 | $266,500,000 | ' |
Stockholder's equity | 1,849,756,000 | 1,397,982,000 | 1,100,000,000 | 1,680,000 |
As previously reported | ' | ' | ' | ' |
Corrections of immaterial errors | ' | ' | ' | ' |
Accumulated deficit | ' | ' | 262,200,000 | ' |
Stockholder's equity | ' | ' | 1,100,000,000 | ' |
Correction in tax basis | Restatement adjustment | ' | ' | ' | ' |
Corrections of immaterial errors | ' | ' | ' | ' |
Oil and natural gas properties and deferred income taxes | ' | ' | ' | $4,300,000 |
FINANCIAL_STATEMENT_PRESENTATI3
FINANCIAL STATEMENT PRESENTATION (Details 2) (USD $) | 9 Months Ended | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 |
Correction of errors related to capitalized non-cash interest | |||
Net cash provided by operating activities | ($391,605) | ($1,878) | $11,700 |
Net cash used in investing activities | ($1,826,500) | ($1,612,316) | $11,700 |
FINANCIAL_STATEMENT_PRESENTATI4
FINANCIAL STATEMENT PRESENTATION (Details 3) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
item | Gas gathering systems and equipment | Gas gathering systems and equipment | Automobiles | Computers | Computer software | Leasehold improvements | Fixtures, furniture and equipment | Trailers | Heavy equipment | Airplane and buildings | |||
Maximum | Maximum | Maximum | |||||||||||
Basis of Presentation and Principles of Consolidation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of operating segments | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment of goodwill | $228,875,000 | $228,875,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Carrying value of goodwill | ' | ' | 227,762,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other operating property and equipment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated useful life | ' | ' | ' | '30 years | ' | '3 years | '3 years | '5 years | '5 years | '5 years | '7 years | '10 years | '20 years |
Cost capitalized | ' | ' | ' | 145,700,000 | 39,900,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Non-cash impairment charge | 67,254,000 | 67,254,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross investments | $110,940,000 | $110,940,000 | $59,748,000 | $68,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
RECAPITALIZATION_Details
RECAPITALIZATION (Details) (USD $) | 1 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | 1 Months Ended | ||||||||||||||||||
Feb. 29, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Feb. 29, 2012 | Feb. 08, 2012 | Feb. 29, 2012 | Feb. 29, 2012 | Feb. 29, 2012 | Jan. 31, 2012 | Jan. 17, 2013 | Feb. 08, 2012 | 23-May-13 | 17-May-12 | Feb. 08, 2012 | 3-May-10 | 8-May-08 | 8-May-06 | Dec. 31, 2011 | Dec. 31, 2011 | Feb. 28, 2012 | Dec. 21, 2011 | Dec. 31, 2011 | Dec. 21, 2011 | Dec. 31, 2011 | Dec. 21, 2011 | |
item | Plan | 2017 Note | Revolving credit facility | Second lien term facility | February 2012 Warrants | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | The Purchase Agreement | The Purchase Agreement | The Purchase Agreement | The Purchase Agreement | The Purchase Agreement | The Purchase Agreement | The Purchase Agreement | The Purchase Agreement | ||||
Plan | Plan | Plan | Plan | Plan | Plan | HALRES | HALRES | HALRES | HALRES | HALRES | HALRES | HALRES | HALRES | |||||||||||||
2017 Note | February 2012 Warrants | February 2012 Warrants | February 2012 Warrants | Common Stock | Common Stock | Common Stock | Common Stock | |||||||||||||||||||
2017 Note | 2017 Note | |||||||||||||||||||||||||
Recapitalization | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares sold under agreement that will be issued at closing | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 73,300,000 | ' | ' |
Purchase price of shares sold under agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $275,000,000 | ' | ' | ' |
Principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 275,000,000 | ' | ' | ' | ' | ' | ' | ' |
Term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' |
Number of shares of common stock that can be purchased from warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 36,700,000 | ' | ' | ' | ' | ' |
Exercise price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $4.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4.50 | ' | ' | ' | ' |
Convertible shares of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 64,400,000 | ' |
Amount of principal and accrued interest that is convertible into one share of the entity's common stock (in dollars per share) | ' | ' | ' | ' | ' | $4.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4.50 |
Common stock shares authorized before amendment | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock shares authorized after amendment but before reverse stock split | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,010,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reverse stock split ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.333 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized | ' | 670,000,000 | ' | 336,666,666 | ' | ' | ' | ' | ' | ' | 670,000,000 | 336,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issuable under the plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 41,500,000 | 11,500,000 | 3,700,000 | 2,500,000 | 2,000,000 | 800,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Material events and items from recapitalization transaction | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of executive officers resigned or terminated | 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Change in control payments to the officers recorded in general and administrative expense | 4,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Change in control payment pursuant to a retainer agreement | 800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Change in control accelerated vesting of share-based compensation awards, recorded in general and administrative expense | ' | ' | ' | ' | 4,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payoff and termination of credit facility | ' | 1,858,400,000 | 328,000,000 | ' | ' | ' | 133,000,000 | 75,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related unamortized debt issue costs | ' | ' | ' | ' | ' | ' | 2,900,000 | 2,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt prepayment fee | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Closing costs related to engagement fees and various professional fees | 11,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Termination fee related to previous engagement | $2,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
RESTRUCTURING_Details
RESTRUCTURING (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Mar. 31, 2012 | Sep. 30, 2013 | |
Severance Program | Severance Program | ||||
Restructuring | ' | ' | ' | ' | ' |
Estimated expense | ' | ' | ' | $2,900,000 | ' |
Restructuring liability | ' | ' | ' | ' | ' |
Beginning balance | ' | ' | ' | ' | 2,131,000 |
Severance and retention payments | ' | ' | ' | ' | -2,627,000 |
Net increase in accrual | $725,000 | $507,000 | $1,732,000 | ' | $496,000 |
ACQUISITIONS_AND_DIVESTITURES_1
ACQUISITIONS AND DIVESTITURES (Details) (Williston Basin Assets, USD $) | 0 Months Ended | 9 Months Ended | 0 Months Ended | ||||
Dec. 06, 2012 | Sep. 30, 2013 | Jan. 18, 2013 | Dec. 06, 2012 | Jan. 18, 2013 | Jan. 17, 2013 | Jan. 17, 2013 | |
item | Petro-Hunt Parties | Preferred stock | Preferred stock | Preferred stock | Common stock | ||
ACQUISITIONS AND DIVESTITURES | ' | ' | ' | ' | ' | ' | ' |
Number of entities | 2 | ' | ' | ' | ' | ' | ' |
Purchase price | $1,500,000,000 | ' | ' | ' | ' | ' | ' |
Cash consideration paid | $788,200,000 | $32,181,000 | ' | ' | ' | ' | ' |
Shares issued or issuable | ' | ' | ' | 10,880 | ' | ' | ' |
Preferred stock, conversion price (in dollars per share) | ' | ' | ' | ' | $7.45 | $7.45 | $7.45 |
Shares to be issued upon automatic conversion of preferred stock | ' | ' | 108,800,000 | ' | ' | ' | ' |
ACQUISITIONS_AND_DIVESTITURES_2
ACQUISITIONS AND DIVESTITURES (Details 2) (GeoResources, USD $) | 0 Months Ended | 9 Months Ended |
Aug. 02, 2012 | Sep. 30, 2012 | |
Other consideration transferred disclosures | ' | ' |
Cash consideration fixed under the merger agreement (in dollars per share) | $20 | ' |
Number of common shares issued per share of acquiree entity | 1.932 | ' |
Cash consideration paid to sellers | $531,500,000 | $579,497,000 |
Total purchase price plus liabilities assumed | $1,300,000,000 | ' |
Common stock | ' | ' |
Other consideration transferred disclosures | ' | ' |
Shares issued | 51,300,000 | ' |
ACQUISITIONS_AND_DIVESTITURES_3
ACQUISITIONS AND DIVESTITURES (Details 3) (USD $) | 9 Months Ended | 0 Months Ended | 9 Months Ended | 1 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | Aug. 31, 2012 | Sep. 30, 2013 | Aug. 31, 2012 | |
East Texas Assets | East Texas Assets | East Texas Assets | East Texas Assets | ||
As initially reported | Measurement Period Adjustments | Common stock | |||
ACQUISITIONS AND DIVESTITURES | ' | ' | ' | ' | ' |
Total Consideration | ' | ' | $426,800,000 | ' | ' |
Cash consideration paid to sellers | ' | 296,139,000 | 296,100,000 | ' | ' |
Shares issued | ' | ' | ' | ' | 20,800,000 |
Maximum period from acquisition date for the adjusting certain assets and liabilities acquired | '1 year | ' | ' | ' | ' |
Total purchase price plus liabilities assumed | ' | ' | ' | $0 | ' |
ACQUISITIONS_AND_DIVESTITURES_4
ACQUISITIONS AND DIVESTITURES (Details 4) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Pro forma financial information | ' | ' | ' | ' |
Net income (loss) available to Halcon common stockholders | ($859,897) | ($20,181) | ($818,060) | ($134,289) |
Merger, East Texas Acquisition and Williston Basin Acquisition | ' | ' | ' | ' |
Pro forma financial information | ' | ' | ' | ' |
Revenue | ' | 152,723 | ' | 431,038 |
Net income (loss) | ' | 6,850 | ' | 37,344 |
Net income (loss) available to Halcon common stockholders | ' | $6,850 | ' | ($51,101) |
Pro forma net income (loss) per common share: | ' | ' | ' | ' |
Basic (in dollars per share) | ' | $0.02 | ' | ($0.17) |
Diluted (in dollars per share) | ' | $0.02 | ' | ($0.17) |
ACQUISITIONS_AND_DIVESTITURES_5
ACQUISITIONS AND DIVESTITURES (Details 5) (USD $) | 9 Months Ended | 0 Months Ended |
Sep. 30, 2013 | Jul. 19, 2013 | |
Eagle Ford Shale Assets | ||
Divestitures | ' | ' |
Proceeds from sale of interests, before post-closing adjustments | $160,268,000 | $147,900,000 |
Gain (loss) from sale of interests | ' | $0 |
OIL_AND_NATURAL_GAS_PROPERTIES1
OIL AND NATURAL GAS PROPERTIES (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Unevaluated Oil and Gas Leaseholds | Unevaluated Oil and Gas Leaseholds | Unevaluated Oil and Gas Leaseholds | Unevaluated Oil and Gas Leaseholds | ||||||
Oil and Natural Gas Properties | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of unevaluated property costs transferred to the full cost pool | $655,700,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Unevaluated | 1,982,188,000 | 1,982,188,000 | 1,982,188,000 | ' | 2,326,598,000 | ' | ' | ' | ' |
Interest costs capitalized | ' | ' | ' | ' | ' | 52,600,000 | 19,400,000 | 157,600,000 | 22,800,000 |
Ceiling Limitation Disclosures | ' | ' | ' | ' | ' | ' | ' | ' | ' |
First day average of the West Texas Intermediate (WTI) spot price (in dollars per barrel) | ' | ' | 95.2 | 94.97 | ' | ' | ' | ' | ' |
First day average of the Henry Hub price (in dollars per Mmbtu) | ' | ' | 3.61 | 2.83 | ' | ' | ' | ' | ' |
Full cost ceiling impairment | 909,098,000 | 909,098,000 | ' | ' | ' | ' | ' | ' | ' |
Full cost ceiling impairment, after tax | ' | $574,800,000 | ' | ' | ' | ' | ' | ' | ' |
LONGTERM_DEBT_Details
LONG-TERM DEBT (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Aug. 13, 2013 | Dec. 31, 2012 | Jan. 14, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Nov. 06, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Jul. 16, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Feb. 08, 2012 | Dec. 31, 2012 | Jan. 14, 2013 | Sep. 30, 2013 |
Senior revolving credit facility | Senior revolving credit facility | 9.25% Senior Notes | 9.25% Senior Notes | 9.25% Senior Notes | 8.875% Senior Notes | 8.875% Senior Notes | 8.875% Senior Notes | 8.875% Senior Notes | 9.75% Senior Notes | 9.75% Senior Notes | 9.75% Senior Notes | 8% convertible Note | 8% convertible Note | 8% convertible Note | Promissory Notes | Additional 2021 Notes | Additional 2021 Notes | |||
Long-term debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term debt | $3,003,855,000 | $2,034,498,000 | $232,000,000 | $298,000,000 | $400,000,000 | ' | ' | ' | $1,372,877,000 | $744,421,000 | ' | $740,889,000 | $740,232,000 | ' | $257,385,000 | $251,845,000 | ' | ' | ' | ' |
Deferred premiums on derivative contracts | 694,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate (as a percent) | ' | ' | ' | ' | 9.25% | 9.25% | 9.25% | 8.88% | 8.88% | 8.88% | 8.88% | 9.75% | 9.75% | 9.75% | 8.00% | 8.00% | 8.00% | ' | ' | ' |
Principal amount | ' | ' | ' | ' | 400,000,000 | 400,000,000 | 400,000,000 | ' | 1,350,000,000 | 1,350,000,000 | 750,000,000 | 750,000,000 | 750,000,000 | 750,000,000 | 275,000,000 | 275,000,000 | 275,000,000 | ' | ' | ' |
Long-term debt, current | 695,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 74,700,000 | ' | ' |
Unamortized discount | ' | ' | ' | ' | ' | ' | ' | ' | 5,200,000 | 5,600,000 | 5,700,000 | 9,100,000 | 9,800,000 | 10,200,000 | 32,300,000 | 37,800,000 | 43,600,000 | ' | ' | ' |
Deferred premiums on derivative contracts, current | 700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal amount of debt issued | ' | ' | ' | ' | ' | ' | ' | 600,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000,000 | ' |
Unamortized premium related to debt issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $30,000,000 | $28,100,000 |
LONGTERM_DEBT_Details_2
LONG-TERM DEBT (Details 2) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | ||||||||||||||
Oct. 31, 2013 | Sep. 30, 2013 | Feb. 08, 2012 | Sep. 30, 2013 | Feb. 08, 2012 | Oct. 31, 2013 | Feb. 08, 2012 | Feb. 08, 2012 | Feb. 08, 2012 | Feb. 08, 2012 | Feb. 08, 2012 | Feb. 08, 2012 | Jan. 25, 2013 | Jan. 25, 2013 | Jan. 25, 2013 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Oct. 31, 2013 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | |
Subsequent event | Subsequent event | Senior revolving credit facility | Senior revolving credit facility | Senior revolving credit facility | Senior revolving credit facility | Senior revolving credit facility | Senior revolving credit facility | Senior revolving credit facility | Senior revolving credit facility | Senior revolving credit facility | Senior revolving credit facility | Second Amendment to the Senior Credit Agreement | Second Amendment to the Senior Credit Agreement | Second Amendment to the Senior Credit Agreement | Fourth Amendment to the Senior Credit Agreement | Fourth Amendment to the Senior Credit Agreement | Fourth Amendment to the Senior Credit Agreement | Sixth Amendment to the Senior Credit Agreement | Sixth Amendment to the Senior Credit Agreement | Sixth Amendment to the Senior Credit Agreement | Sixth Amendment to the Senior Credit Agreement | |
item | item | item | Minimum | Subsequent event | ABR-based | ABR-based | ABR-based | Euro-dollar based | Euro-dollar based | Euro-dollar based | Minimum | Maximum | Subsequent event | Subsequent event | Subsequent event | Subsequent event | ||||||
Minimum | Maximum | Minimum | Maximum | item | ||||||||||||||||||
Long-term debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | $1,500,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Current borrowing capacity before closing of all three divestitures | ' | ' | ' | ' | ' | 850,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 850,000,000 | ' | ' | ' |
Current borrowing capacity | ' | ' | ' | 710,000,000 | ' | 800,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 800,000,000 | ' | ' | ' |
Number of closing of non-core divestitures | 3 | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' |
Number of fiscal quarters for EBITDA utilized for calculation of Interest Coverage Ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' |
Number of interim unscheduled redeterminations of borrowing base to which the company and lender each have the right | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of consecutive semi-annual redeterminations between which the company and the lenders each have the right to one interim unscheduled redetermination of borrowing base | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Multiple applied to stated principal amount of any future notes or other long-term debt securities that the company may issue to calculate reduction in borrowing base | ' | ' | 0.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility term | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Variable rate base | ' | ' | ' | ' | ' | ' | 'Base rate | ' | ' | 'LIBOR | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Applicable margin (as a percent) | ' | ' | ' | ' | ' | ' | ' | 0.50% | 1.50% | ' | 1.50% | 2.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Working capital levels | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest coverage ratio | ' | ' | ' | ' | 2.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount outstanding | ' | ' | ' | 232,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Letters of credit outstanding | ' | ' | ' | 1,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowing capacity available | ' | ' | ' | $476,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt covenant, commodity hedging agreements, volume percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 85.00% | ' | ' | ' | ' | ' | ' | ' |
Commodity hedging agreement, period one | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '24 months | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commodity hedging agreement, period two | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '25 months | '66 months | ' | ' | ' | ' | ' | ' | ' |
Commodity hedging agreement, period three | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '25 months | '48 months | ' | ' | ' | ' | ' | ' | ' |
EBITDA period utilized for calculation of Interest Coverage Ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '9 months | '6 months | '3 months | ' | '9 months | '6 months | '3 months |
EBITDA multiplier utilized for calculation of Interest Coverage Ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.33 | 2 | 4 |
LONGTERM_DEBT_Details_3
LONG-TERM DEBT (Details 3) (USD $) | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | ||||||||||||||
In Millions, unless otherwise specified | Aug. 13, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Aug. 13, 2013 | Aug. 13, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jan. 14, 2013 | Nov. 06, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jul. 16, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jan. 14, 2013 | Sep. 30, 2013 |
9.25% Senior Notes | 9.25% Senior Notes | 9.25% Senior Notes | 9.25% Senior Notes | 9.25% Senior Notes | 9.25% Senior Notes | 9.25% Senior Notes | 9.25% Senior Notes | 8.875% Senior Notes | 8.875% Senior Notes | 8.875% Senior Notes | 8.875% Senior Notes | 8.875% Senior Notes | 8.875% Senior Notes | 8.875% Senior Notes | 8.875% Senior Notes | 9.75% Senior Notes | 9.75% Senior Notes | 9.75% Senior Notes | 9.75% Senior Notes | 9.75% Senior Notes | 9.75% Senior Notes | 9.75% Senior Notes | Additional 2021 Notes | Additional 2021 Notes | |
Maximum | Minimum | On or before August 15, 2016 | On or before August 15, 2016 | On or before August 15, 2016 | On or before November 15, 2015 | On or before November 15, 2015 | On or before November 15, 2015 | On or before November 15, 2016 | On or before July 15, 2015 | On or before July 15, 2015 | On or before July 15, 2015 | On or before July 15, 2016 | |||||||||||||
Maximum | Minimum | Maximum | Minimum | Maximum | Minimum | ||||||||||||||||||||
Long-term debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal amount | $400 | $400 | $400 | ' | ' | ' | ' | ' | ' | $750 | $1,350 | $1,350 | ' | ' | ' | ' | $750 | $750 | $750 | ' | ' | ' | ' | ' | ' |
Interest rate (as a percent) | 9.25% | 9.25% | 9.25% | ' | ' | ' | ' | ' | 8.88% | 8.88% | 8.88% | 8.88% | ' | ' | ' | ' | 9.75% | 9.75% | 9.75% | ' | ' | ' | ' | ' | ' |
Issue price as a percentage of par value | ' | ' | ' | ' | ' | ' | ' | ' | 105.00% | 99.25% | ' | ' | ' | ' | ' | ' | 98.65% | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from issuance | 392.1 | ' | ' | ' | ' | ' | ' | ' | 619.5 | 725.6 | ' | ' | ' | ' | ' | ' | 723.1 | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership percentage in subsidiaries | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' |
Principal amount of debt issued | ' | ' | ' | ' | ' | ' | ' | ' | 600 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600 | ' |
Independent assets | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' |
Independent operations | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' |
Period to keep registered offer open after the date notice of the exchange offer is mailed to holders | ' | ' | ' | ' | '20 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period to file shelf registration statement upon consummation of the exchange offer | ' | ' | ' | '365 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of principal amount of debt instrument which the entity may redeem | ' | ' | ' | ' | ' | ' | 35.00% | ' | ' | ' | ' | ' | ' | 35.00% | ' | ' | ' | ' | ' | ' | 35.00% | ' | ' | ' | ' |
Redemption price of debt instrument, if redeemed with the proceeds of certain equity offerings (as a percent) | ' | ' | ' | ' | ' | 109.25% | ' | ' | ' | ' | ' | ' | 108.88% | ' | ' | ' | ' | ' | ' | 109.75% | ' | ' | ' | ' | ' |
Percentage of principal amount of debt instrument, which must remain outstanding after the entity has redeemed a portion of debt instrument with proceeds from certain equity offerings | ' | ' | ' | ' | ' | ' | ' | 65.00% | ' | ' | ' | ' | ' | ' | 65.00% | ' | ' | ' | ' | ' | ' | 65.00% | ' | ' | ' |
Redemption period for the entity to redeem debt instrument following the receipt of cash proceeds from certain equity offerings | ' | ' | ' | ' | ' | ' | '180 days | ' | ' | ' | ' | ' | ' | '180 days | ' | ' | ' | ' | ' | ' | '180 days | ' | ' | ' | ' |
Applicable margin (as a percent) | ' | ' | ' | ' | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' |
Unamortized discount | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.7 | 5.2 | 5.6 | ' | ' | ' | ' | 10.2 | 9.1 | 9.8 | ' | ' | ' | ' | ' | ' |
Unamortized premium | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $30 | $28.10 |
LONGTERM_DEBT_Details_4
LONG-TERM DEBT (Details 4) (USD $) | 9 Months Ended | 3 Months Ended | |||||
Sep. 30, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Feb. 08, 2012 | |
8.0% Convertible Note | 8.0% Convertible Note | 8.0% Convertible Note | 8.0% Convertible Note | 8.0% Convertible Note | 8.0% Convertible Note | ||
Long-term debt | ' | ' | ' | ' | ' | ' | ' |
Principal amount | ' | ' | ' | ' | $275,000,000 | $275,000,000 | $275,000,000 |
Interest rate (as a percent) | ' | ' | ' | ' | 8.00% | 8.00% | 8.00% |
Interest in kind | 14,669,000 | 5,800,000 | 5,700,000 | 3,200,000 | ' | ' | ' |
Principal outstanding | ' | ' | ' | ' | 289,700,000 | ' | ' |
Amount of principal and accrued interest that is convertible into one share of the entity's common stock (in dollars per share) | ' | ' | ' | ' | ' | ' | $4.50 |
Unamortized discount | ' | ' | ' | ' | $32,300,000 | $37,800,000 | $43,600,000 |
LONGTERM_DEBT_Details_5
LONG-TERM DEBT (Details 5) (Promissory Notes, USD $) | Sep. 30, 2013 | Dec. 28, 2012 | Mar. 31, 2013 |
Weber Acquisition | Weber Acquisition | ||
Long-term debt | ' | ' | ' |
Purchase price | ' | $83,700,000 | ' |
Cash consideration | ' | 8,400,000 | ' |
Promissory notes as consideration for acquisition | ' | 75,300,000 | ' |
Amount paid to relieve a portion of the outstanding promissory notes | ' | ' | 62,400,000 |
Notice given to sellers for assertion of title and environmental defects for remaining properties | 12,900,000 | ' | ' |
Unamortized discount | ' | $600,000 | ' |
LONGTERM_DEBT_Details_6
LONG-TERM DEBT (Details 6) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 |
Additional 2021 and 2022 Notes | Senior Credit Agreement | |||
Debt Issuance Costs | ' | ' | ' | ' |
Costs associated with the issuance of debt capitalized | ' | ' | $19,300,000 | ' |
Debt issuance costs expensed | ' | ' | ' | 1,900,000 |
Unamortized debt issuance costs | $63,258,000 | $51,609,000 | ' | ' |
FAIR_VALUE_MEASUREMENTS_Detail
FAIR VALUE MEASUREMENTS (Details) (USD $) | 9 Months Ended | ||||
Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |
Recurring | Recurring | Recurring | Recurring | ||
Level 2 | Level 2 | Total | Total | ||
FAIR VALUE MEASUREMENTS | ' | ' | ' | ' | ' |
Asset transfers between levels | $0 | ' | ' | ' | ' |
Liability transfers between levels | 0 | ' | ' | ' | ' |
Assets | ' | ' | ' | ' | ' |
Receivables from derivative contracts | ' | 8,875,000 | 7,799,000 | 8,875,000 | 7,799,000 |
Liabilities | ' | ' | ' | ' | ' |
Liabilities from derivative contracts | ' | 31,533,000 | 12,890,000 | 31,533,000 | 12,890,000 |
Liabilities from warrants | ' | ' | 1,342,000 | ' | 1,342,000 |
Total Liabilities | ' | ' | 14,232,000 | ' | 14,232,000 |
Gain on expiration of the warrants | $1,600,000 | ' | ' | ' | ' |
FAIR_VALUE_MEASUREMENTS_Detail1
FAIR VALUE MEASUREMENTS (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | |||||||||||||||||||||||||||||||
Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Aug. 13, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Jan. 14, 2013 | Dec. 31, 2012 | Nov. 06, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Jul. 16, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Feb. 08, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |
9.25% senior notes | 9.25% senior notes | 9.25% senior notes | 8.875% senior notes | 8.875% senior notes | 8.875% senior notes | 8.875% senior notes | 9.75% senior notes | 9.75% senior notes | 9.75% senior notes | 8% convertible note | 8% convertible note | 8% convertible note | Carrying Amount | Carrying Amount | Carrying Amount | Carrying Amount | Carrying Amount | Carrying Amount | Carrying Amount | Carrying Amount | Carrying Amount | Estimated Fair Value | Estimated Fair Value | Estimated Fair Value | Estimated Fair Value | Estimated Fair Value | Estimated Fair Value | Estimated Fair Value | Estimated Fair Value | Estimated Fair Value | |||
9.25% senior notes | 8.875% senior notes | 8.875% senior notes | 9.75% senior notes | 9.75% senior notes | 8% convertible note | 8% convertible note | 9.25% senior notes | 8.875% senior notes | 8.875% senior notes | 9.75% senior notes | 9.75% senior notes | 8% convertible note | 8% convertible note | ||||||||||||||||||||
Fair value measurements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate (as a percent) | ' | ' | 9.25% | 9.25% | 9.25% | 8.88% | 8.88% | 8.88% | 8.88% | 9.75% | 9.75% | 9.75% | 8.00% | 8.00% | 8.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal amount | ' | ' | $400,000,000 | $400,000,000 | $400,000,000 | $1,350,000,000 | ' | $1,350,000,000 | $750,000,000 | $750,000,000 | $750,000,000 | $750,000,000 | $275,000,000 | $275,000,000 | $275,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated fair value of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,789,669,000 | 1,789,669,000 | 400,000,000 | 1,350,000,000 | 750,000,000 | 750,000,000 | 750,000,000 | 289,669,000 | 289,669,000 | 3,014,618,000 | 2,239,335,000 | 420,216,000 | 1,387,125,000 | 798,750,000 | 798,750,000 | 815,160,000 | 408,527,000 | 625,425,000 |
Non-cash impairment charge | $67,254,000 | $67,254,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
DERIVATIVE_AND_HEDGING_ACTIVIT2
DERIVATIVE AND HEDGING ACTIVITIES (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Feb. 29, 2012 | Mar. 31, 2012 |
Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | Derivatives not designated as hedging contracts | |||
Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Commodity contracts | Senior Credit Agreement | Senior Credit Agreement | |||||
item | item | Current assets - receivables from derivative contracts | Current assets - receivables from derivative contracts | Other noncurrent assets - receivables from derivative contracts | Other noncurrent assets - receivables from derivative contracts | Current liabilities - liabilities from derivative contracts | Current liabilities - liabilities from derivative contracts | Other noncurrent liabilities - liabilities from derivative contracts | Other noncurrent liabilities - liabilities from derivative contracts | Collars | Collars | Collars | Collars | Swaps | Swaps | Swaps | Swaps | Basis Swap | Three-way collars | Three-way collars | Put options | Commodity contracts | Interest rate swaps | |||||
Natural gas | Natural gas | Crude oil | Crude oil | Natural gas | Natural gas | Crude oil | Crude oil | Natural gas | Crude oil | Crude oil | Crude oil | |||||||||||||||||
item | item | item | item | item | item | item | item | item | item | item | item | |||||||||||||||||
Derivative and hedging activities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Realized loss for novation fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $400,000 | ' |
Realized loss from termination of interest rate derivatives | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 |
Number of open commodity derivative contracts | ' | ' | ' | ' | 90 | 47 | ' | ' | ' | ' | ' | ' | ' | ' | 16 | 2 | 63 | 28 | 1 | 2 | 4 | 4 | 1 | 5 | 10 | 1 | ' | ' |
Asset derivative contracts | 8,875,000 | 7,799,000 | 8,875,000 | 7,799,000 | ' | ' | 3,246,000 | 7,428,000 | 5,629,000 | 371,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liability derivative contracts | ($31,533,000) | ($12,890,000) | ($31,533,000) | ($12,890,000) | ' | ' | ' | ' | ' | ' | ($30,387,000) | ($10,429,000) | ($1,146,000) | ($2,461,000) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
DERIVATIVE_AND_HEDGING_ACTIVIT3
DERIVATIVE AND HEDGING ACTIVITIES (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Derivative and hedging activities | ' | ' | ' | ' |
Total net gain (loss) on derivative contracts | ($54,427) | ($9,575) | ($38,749) | ($849) |
Derivatives not designated as hedging contracts | ' | ' | ' | ' |
Derivative and hedging activities | ' | ' | ' | ' |
Total net gain (loss) on derivative contracts | -54,427 | -9,575 | -38,749 | -849 |
Derivatives not designated as hedging contracts | Commodity contracts | ' | ' | ' | ' |
Derivative and hedging activities | ' | ' | ' | ' |
Unrealized gain (loss) | -38,095 | -11,817 | -20,379 | -4,641 |
Realized gain (loss) | -16,332 | 2,242 | -18,370 | 3,850 |
Total net gain (loss) on derivative contracts | -54,427 | -9,575 | -38,749 | -791 |
Derivatives not designated as hedging contracts | Interest rate swaps | ' | ' | ' | ' |
Derivative and hedging activities | ' | ' | ' | ' |
Unrealized gain (loss) | ' | ' | ' | 518 |
Realized gain (loss) | ' | ' | ' | -576 |
Total net gain (loss) on derivative contracts | ' | ' | ' | ($58) |
DERIVATIVE_AND_HEDGING_ACTIVIT4
DERIVATIVE AND HEDGING ACTIVITIES (Details 3) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Derivative Assets | ' | ' |
Gross amounts presented in the consolidated balance sheet | $8,875 | $7,799 |
Amounts not offset in the consolidated balance sheet | -3,790 | -4,118 |
Net amount | 5,085 | 3,681 |
Derivative Liabilities | ' | ' |
Gross amounts presented in the consolidated balance sheet | -31,533 | -12,890 |
Amounts not offset in the consolidated balance sheet | 3,696 | 3,899 |
Net amount | ($27,837) | ($8,991) |
January 2013 - March 2013 | Three- Way Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | ' | 130,500 |
Put Options Sold (in dollars per Mmbtu's/Bbl's) | ' | 70 |
January 2013 - March 2013 | Three- Way Collars | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 95 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 105.5 |
January 2013 - March 2013 | Three- Way Collars | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 100 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 109.5 |
January 2013 - March 2013 | Three- Way Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 95.34 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 101.36 |
Put Options Sold (in dollars per Mmbtu's/Bbl's) | ' | 70 |
January 2013 - March 2013 | Basis Swaps | Commodity contracts | Natural Gas | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | ' | 225,000 |
January 2013 - March 2013 | Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | ' | 31,500 |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 95 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 101.5 |
January 2013 - March 2013 | Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 95 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 101.5 |
January 2013 - March 2013 | Swaps | Commodity contracts | Natural Gas | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | ' | 225,000 |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 4.85 |
January 2013 - March 2013 | Swaps | Commodity contracts | Natural Gas | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 4.85 |
April 2013 - June 2013 | Three- Way Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | ' | 120,575 |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 95 |
Put Options Sold (in dollars per Mmbtu's/Bbl's) | ' | 70 |
April 2013 - June 2013 | Three- Way Collars | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 99.5 |
April 2013 - June 2013 | Three- Way Collars | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 100.6 |
April 2013 - June 2013 | Three- Way Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 95 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 99.77 |
Put Options Sold (in dollars per Mmbtu's/Bbl's) | ' | 70 |
April 2013 - June 2013 | Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | ' | 29,575 |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 95 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 100.6 |
April 2013 - June 2013 | Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 95 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 100.6 |
July 2013 - September 2013 | Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | ' | 147,200 |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 95 |
July 2013 - September 2013 | Collars | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 99 |
July 2013 - September 2013 | Collars | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 101.5 |
July 2013 - September 2013 | Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 95 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 99.94 |
October 2013 - December 2013 | Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 2,280,850 | 142,600 |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 95 |
October 2013 - December 2013 | Collars | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 80 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 91.65 | 99 |
October 2013 - December 2013 | Collars | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 100 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 107.25 | 101 |
October 2013 - December 2013 | Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 90.29 | 95 |
Ceilings (in dollars per Mmbtu's/Bbl's) | 98.62 | 99.71 |
October 2013 - December 2013 | Collars | Commodity contracts | Natural Gas | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 2,622,000 | ' |
October 2013 - December 2013 | Collars | Commodity contracts | Natural Gas | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 3.5 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 3.95 | ' |
October 2013 - December 2013 | Collars | Commodity contracts | Natural Gas | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 4 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 4.49 | ' |
October 2013 - December 2013 | Collars | Commodity contracts | Natural Gas | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 3.78 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 4.28 | ' |
October 2013 - December 2013 | Swaps | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 90,000 | ' |
October 2013 - December 2013 | Swaps | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 97.6 | ' |
October 2013 - December 2013 | Swaps | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 105.55 | ' |
October 2013 - December 2013 | Swaps | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 102.18 | ' |
October 2013 - December 2013 | Swaps | Commodity contracts | Natural Gas | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 60,000 | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 3.56 | ' |
October 2013 - December 2013 | Swaps | Commodity contracts | Natural Gas | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 3.56 | ' |
January 2013 - December 2013 | Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | ' | 5,201,250 |
January 2013 - December 2013 | Collars | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 80 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 91.65 |
January 2013 - December 2013 | Collars | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 100 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 107.25 |
January 2013 - December 2013 | Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 89.04 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 98.06 |
January 2013 - December 2013 | Collars | Commodity contracts | Natural Gas | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | ' | 1,825,000 |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 3.75 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 4.26 |
January 2013 - December 2013 | Collars | Commodity contracts | Natural Gas | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 3.75 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 4.26 |
January 2013 - December 2013 | Swaps | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | ' | 360,000 |
January 2013 - December 2013 | Swaps | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 97.6 |
January 2013 - December 2013 | Swaps | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 105.55 |
January 2013 - December 2013 | Swaps | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 102.18 |
January 2013 - December 2013 | Swaps | Commodity contracts | Natural Gas | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | ' | 240,000 |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 3.56 |
January 2013 - December 2013 | Swaps | Commodity contracts | Natural Gas | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 3.56 |
February 2013 - December 2013 | Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | ' | 250,500 |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 100 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 104.15 |
February 2013 - December 2013 | Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 100 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 104.15 |
April 2014 - June 2014 | Three- Way Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 136,500 | 136,500 |
Floors (in dollars per Mmbtu's/Bbl's) | 95 | 95 |
Put Options Sold (in dollars per Mmbtu's/Bbl's) | 70 | 70 |
April 2014 - June 2014 | Three- Way Collars | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 98.2 | 98.2 |
April 2014 - June 2014 | Three- Way Collars | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 101 | 101 |
April 2014 - June 2014 | Three- Way Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 95 | 95 |
Ceilings (in dollars per Mmbtu's/Bbl's) | 99.13 | 99.13 |
Put Options Sold (in dollars per Mmbtu's/Bbl's) | 70 | 70 |
January 2014 - March 2014 | Three- Way Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 144,000 | 144,000 |
Floors (in dollars per Mmbtu's/Bbl's) | 95 | 95 |
Put Options Sold (in dollars per Mmbtu's/Bbl's) | 70 | 70 |
January 2014 - March 2014 | Three- Way Collars | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 98.6 | 98.6 |
January 2014 - March 2014 | Three- Way Collars | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 109.5 | 109.5 |
January 2014 - March 2014 | Three- Way Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 95 | 95 |
Ceilings (in dollars per Mmbtu's/Bbl's) | 100.03 | 100.03 |
Put Options Sold (in dollars per Mmbtu's/Bbl's) | 70 | 70 |
January 2014 - December 2014 | Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 7,573,750 | 2,190,000 |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 85 |
January 2014 - December 2014 | Collars | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 85 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 93.6 | 95.1 |
January 2014 - December 2014 | Collars | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 95 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 108.45 | 96.35 |
January 2014 - December 2014 | Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 88.67 | 85 |
Ceilings (in dollars per Mmbtu's/Bbl's) | 96.22 | 95.92 |
January 2014 - December 2014 | Collars | Commodity contracts | Natural Gas | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 11,862,500 | 1,825,000 |
Floors (in dollars per Mmbtu's/Bbl's) | ' | 3.75 |
Ceilings (in dollars per Mmbtu's/Bbl's) | ' | 4.26 |
January 2014 - December 2014 | Collars | Commodity contracts | Natural Gas | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 3.75 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 4.26 | ' |
January 2014 - December 2014 | Collars | Commodity contracts | Natural Gas | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 4 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 4.55 | ' |
January 2014 - December 2014 | Collars | Commodity contracts | Natural Gas | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 3.85 | 3.75 |
Ceilings (in dollars per Mmbtu's/Bbl's) | 4.35 | 4.26 |
January 2014 - June 2014 | Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 724,000 | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 90 | ' |
January 2014 - June 2014 | Collars | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 96.5 | ' |
January 2014 - June 2014 | Collars | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 99.5 | ' |
January 2014 - June 2014 | Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 90 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 98 | ' |
July 2014 - December 2014 | Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 920,000 | ' |
July 2014 - December 2014 | Collars | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 87.5 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 92.5 | ' |
July 2014 - December 2014 | Collars | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 90 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 100.25 | ' |
July 2014 - December 2014 | Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 89.5 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 97.87 | ' |
July 2014 - December 2014 | Collars | Commodity contracts | Natural Gas | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 920,000 | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 4 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 4.42 | ' |
July 2014 - December 2014 | Collars | Commodity contracts | Natural Gas | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 4 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 4.42 | ' |
July 2014 - December 2014 | Put options | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 184,000 | ' |
Put Options Sold (in dollars per Mmbtu's/Bbl's) | 90 | ' |
July 2014 - December 2014 | Put options | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Put Options Sold (in dollars per Mmbtu's/Bbl's) | 90 | ' |
January 2015 - June 2015 | Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 678,750 | ' |
January 2015 - June 2015 | Collars | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 85 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 92.5 | ' |
January 2015 - June 2015 | Collars | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 90 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 98.5 | ' |
January 2015 - June 2015 | Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 88 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 95.72 | ' |
January 2015 - December 2015 | Collars | Commodity contracts | Crude Oil | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 1,095,000 | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 90 | ' |
January 2015 - December 2015 | Collars | Commodity contracts | Crude Oil | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 99.35 | ' |
January 2015 - December 2015 | Collars | Commodity contracts | Crude Oil | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 100.25 | ' |
January 2015 - December 2015 | Collars | Commodity contracts | Crude Oil | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 90 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 99.87 | ' |
January 2015 - December 2015 | Collars | Commodity contracts | Natural Gas | ' | ' |
Derivative and hedging activities | ' | ' |
Volume in Mmbtu's/Bbl's | 6,387,500 | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 4 | ' |
January 2015 - December 2015 | Collars | Commodity contracts | Natural Gas | Minimum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 4.55 | ' |
January 2015 - December 2015 | Collars | Commodity contracts | Natural Gas | Maximum | ' | ' |
Derivative and hedging activities | ' | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 4.85 | ' |
January 2015 - December 2015 | Collars | Commodity contracts | Natural Gas | Weighted Average | ' | ' |
Derivative and hedging activities | ' | ' |
Floors (in dollars per Mmbtu's/Bbl's) | 4 | ' |
Ceilings (in dollars per Mmbtu's/Bbl's) | 4.68 | ' |
ASSET_RETIREMENT_OBLIGATIONS_D
ASSET RETIREMENT OBLIGATIONS (Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Activity related to ARO liability | ' |
Liability for asset retirement obligations at the beginning of the period | $75,132 |
Liabilities settled and divested | -2,717 |
Additions | 9,395 |
Acquisitions | 3,832 |
Accretion expense | 2,828 |
Revisions in estimated cash flows | -433 |
Liability for asset retirement obligations at the end of the period | $88,037 |
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES (Details) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
COMMITMENTS AND CONTINGENCIES | ' | ' |
Rent expense | $6.80 | $2.20 |
Non-cancelable termination penalties | 35.5 | ' |
Total Obligation Amount | ' | ' |
Drilling rig commitments | 57.4 | ' |
Office and equipment lease agreements amount | $67.60 | ' |
PREFERRED_STOCK_AND_STOCKHOLDE1
PREFERRED STOCK AND STOCKHOLDERS' EQUITY (Details) (USD $) | 9 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | 2 Months Ended | 3 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 6 Months Ended | 9 Months Ended | |||||||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 06, 2012 | Dec. 31, 2012 | Dec. 06, 2012 | Sep. 30, 2013 | Jan. 18, 2013 | Aug. 02, 2012 | Sep. 30, 2012 | Sep. 30, 2012 | Feb. 29, 2012 | Aug. 30, 2012 | Aug. 30, 2012 | Apr. 30, 2012 | Mar. 31, 2012 | Feb. 29, 2012 | Apr. 17, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Mar. 05, 2012 | Jan. 17, 2013 | Dec. 06, 2012 | Jan. 18, 2013 | Aug. 13, 2013 | Feb. 08, 2012 | Jan. 17, 2013 | Apr. 17, 2012 | Mar. 31, 2012 | Jan. 18, 2013 | Mar. 28, 2012 | Jan. 17, 2013 | Aug. 02, 2012 | Aug. 31, 2012 | Sep. 03, 2013 | Jun. 18, 2013 | Jun. 30, 2013 | Sep. 30, 2013 | |
Stock Purchase Agreement | Stock Purchase Agreement | Williston Basin Assets | Williston Basin Assets | Williston Basin Assets | GeoResources | GeoResources | East Texas Assets | February 2012 Warrants | GeoResources Warrants | August 2012 Warrants | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Convertible Preferred Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | 5.75% Series A Convertible Perpetual Preferred Stock | 5.75% Series A Convertible Perpetual Preferred Stock | 5.75% Series A Convertible Perpetual Preferred Stock | 5.75% Series A Convertible Perpetual Preferred Stock | ||||
CPPIB | CPPIB | Petro-Hunt Parties | GeoResources | GeoResources | Private placement | Private placement | Private placement | Private placement | Private placement | Private placement | Private placement | Williston Basin Assets | Williston Basin Assets | Williston Basin Assets | Private placement | Private placement | Private placement | Private placement | Williston Basin Assets | GeoResources | East Texas Assets | item | ||||||||||||||||
Private placement | Private placement | |||||||||||||||||||||||||||||||||||||
Preferred stock and stockholders' equity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued | ' | ' | ' | 41,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,444.45 | ' | ' | ' | ' | ' | ' | ' | 43,700,000 | 73,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 345,000 | ' | ' |
Proceeds from the offering of common stock | $222,870,000 | ' | $452,039,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $215,200,000 | $275,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend rate (as a percent) | 5.75% | ' | 5.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.75% | ' |
Preferred stock, par value (in dollars per share) | $0.00 | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares of common stock to be issued upon conversion | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000 | ' | 108,800,000 | ' | ' | ' | ' | ' | 162.4431 |
Share price (in dollars per share) | ' | ' | ' | $7.16 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $90,000 | ' | ' | ' | ' | ' | ' | $10.99 | ' | ' | ' | ' | ' | ' | ' | $1,000 | ' | ' |
Gross proceeds from preferred stock offering | ' | 311,556,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 400,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Placement agent fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other offering expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Par value of common stock (in dollars per share) | $0.00 | ' | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' |
Preferred stock converted into common stock (in shares) | ' | ' | ' | ' | ' | ' | ' | 108,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 44,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion price per share (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $9 | $9 | ' | ' | ' | ' | ' | ' | ' | ' | $6.16 |
Benefit from conversion of stock (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.99 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from the issuance of the Preferred Stock allocated to additional paid-in capital | ' | ' | 88,445,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beneficial conversion feature, amortized upon conversion | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 88,400,000 | 87,300,000 | 1,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial amortization period of beneficial conversion feature | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '71 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Retained earnings | -1,090,870,000 | -266,500,000 | -274,463,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price | ' | ' | ' | ' | ' | 1,500,000,000 | ' | ' | 1,300,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash purchase price | ' | ' | ' | ' | ' | 788,200,000 | 32,181,000 | ' | 531,500,000 | 579,497,000 | 296,139,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 695,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, conversion price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7.45 | ' | $7.45 | ' | ' | ' | ' | ' | ' | ' | $7.45 | ' | ' | ' | ' | ' | ' |
Liquidation preference per share (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,000 | ' |
Number of shares of common stock to be issued upon conversion at initial conversion rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 56,000,000 |
Closing sale price of common stock as minimum percentage of the conversion price to automatically convert preferred stock into common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150.00% |
Minimum number of trading days within 30 consecutive trading days during which the closing sales price of common stock per share must exceed the conversion price for the preferred stocks to be redeemable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20 |
Number of consecutive trading day periods within which the closing sale price of common stock price per share must exceed the conversion price for at least 20 trading days for the preferred stocks to be redeemable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 days |
Number of trading days immediately following effective date of fundamental change within which holders will receive specified shares of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30 |
Number of consecutive trading day periods ending on the third business day prior to settlement date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 days |
Number of shares of common stock to be issued upon conversion on fundamental change | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 292.3977 |
Threshold period of dividends in arrears and unpaid which will give holders of the Convertible Preferred Stock voting rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '18 months |
Number of additional directors that can be appointed by holders of the Convertible Preferred Stock until arrearage is paid in full | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 |
Authorized shares of common stock, after amendment of certificate of incorporation | 670,000,000 | ' | 336,666,666 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 336,700,000 | 670,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment for capital commitment | 17,313,000 | 18,535,000 | ' | ' | 6,000,000 | ' | ' | ' | ' | ' | ' | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Authorized shares of common stock, before amendment of certificate of incorporation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 33,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,880 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 51,300,000 | 20,800,000 | ' | ' | ' | ' |
Purchase price | 222,870,000 | 275,000,000 | ' | 300,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds received | ' | ' | ' | 294,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 335,500,000 | ' | ' |
Payment of cumulative, declared dividends | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,100,000 | ' | ' | ' |
Number of shares issued as non-cash dividend | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 854,817 | ' | ' | ' |
Cumulative, undeclared dividends | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,700,000 |
Increase in shares of common stock authorized | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 333,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares of common stock that can be purchased from warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 36,700,000 | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4.50 | ' | $8.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from issuance of warrants | ' | 43,590,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 43,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | 1,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash Portion (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash exercise price per $1.00 received | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.82 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on expiration of the warrants | $1,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
PREFERRED_STOCK_AND_STOCKHOLDE2
PREFERRED STOCK AND STOCKHOLDERS' EQUITY (Details 2) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2012 | Dec. 31, 2011 | 31-May-12 | Sep. 30, 2013 | 23-May-13 | Dec. 31, 2012 | 17-May-12 | Feb. 08, 2012 | 3-May-10 | 8-May-08 | 8-May-06 |
In Millions, except Share data, unless otherwise specified | General and administrative | General and administrative | General and administrative | General and administrative | Stock options | Stock options | Stock options | Stock options | Stock options | Stock options | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Restricted Stock | Stock Appreciation Rights | Stock Appreciation Rights | 2006 Long-Term Incentive Plan | 2006 Long-Term Incentive Plan | 2006 Long-Term Incentive Plan | 2006 Long-Term Incentive Plan | 2006 Long-Term Incentive Plan | 2006 Long-Term Incentive Plan | 2006 Long-Term Incentive Plan | 2006 Long-Term Incentive Plan | 2006 Long-Term Incentive Plan | ||
Low end of range | Low end of range | High end of range | High end of range | Directors and employees | Employee | Employee | Non-employee director | Non-employee director | Low end of range | Low end of range | High end of range | High end of range | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | ||||||||||||||
Stock-based compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issuable under the plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 41,500,000 | ' | 11,500,000 | 3,700,000 | 2,500,000 | 2,000,000 | 800,000 |
Term of effectiveness of plan from the date of approval | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum number of shares that remained reserved for issuance under the Plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,600,000 | ' | 4,400,000 | ' | ' | ' | ' | ' |
Compensation expense recorded | ' | ' | $5 | $1.40 | $12 | $6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in shares) | ' | ' | ' | ' | ' | ' | 6,100,000 | 2,000,000 | ' | ' | ' | ' | 3,300,000 | 300,000 | 3,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $4.43 | $6.26 | $8.23 | $11.55 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average exercise price (in dollars per share) | ' | ' | ' | ' | ' | ' | $7.07 | $9.10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting period | ' | ' | ' | ' | ' | ' | '3 years | '3 years | ' | ' | ' | ' | ' | ' | ' | '3 years | '3 years | '6 months | '6 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of awards vesting on the annual anniversary date of the grant | ' | ' | ' | ' | ' | ' | 33.33% | 33.33% | ' | ' | ' | ' | ' | ' | ' | 33.33% | 33.33% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expiration term | ' | ' | ' | ' | ' | ' | '10 years | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation expense | ' | ' | ' | ' | ' | ' | 15.7 | 5.9 | ' | ' | ' | ' | 14.1 | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average remaining vesting period | ' | ' | ' | ' | ' | ' | '1 year 3 months 18 days | '1 year 8 months 12 days | ' | ' | ' | ' | '1 year 3 months 18 days | '2 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average grant date price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $6.91 | $9.29 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Grant date price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4.43 | $6.92 | $7.65 | $10.13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Compensation expense related to accelerated vesting | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrealized losses recorded, the reversal of which partially offsets realized compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.80 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Treasury Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted stock granted to directors and employees under the Plan | ' | ' | ' | ' | ' | ' | 6,100,000 | 2,000,000 | ' | ' | ' | ' | 3,300,000 | 300,000 | 3,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued out of treasury stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares retired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Treasury stock, shares | 0 | 1,649,909 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
INCOME TAXES | ' | ' | ' | ' | ' |
Valuation allowance adjustment amount | ' | ' | $0 | ' | $0 |
Income tax benefit (provision) | 360,283,000 | -963,000 | 333,868,000 | -1,171,000 | ' |
Effective income tax rate (as a percent) | ' | ' | 29.10% | 2.60% | ' |
Pre-tax loss | ' | ' | $1,100,000,000 | $44,700,000 | ' |
EARNINGS_PER_COMMON_SHARE_Deta
EARNINGS PER COMMON SHARE (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Basic: | ' | ' | ' | ' |
Net income (loss) available to common stockholders | ($859,897) | ($20,181) | ($818,060) | ($134,289) |
Weighted average basic number of common shares outstanding | 392,726,000 | 191,846,000 | 368,696,000 | 132,460,000 |
Basic net income (loss) per share of common stock (in dollars per share) | ($2.19) | ($0.11) | ($2.22) | ($1.01) |
Diluted: | ' | ' | ' | ' |
Net income (loss) available to common stockholders | ($859,897) | ($20,181) | ($818,060) | ($134,289) |
Weighted average basic number of common shares outstanding | 392,726,000 | 191,846,000 | 368,696,000 | 132,460,000 |
Weighted average diluted number of common shares outstanding | 392,726,000 | 191,846,000 | 368,696,000 | 132,460,000 |
Diluted net income (loss) per share of common stock | ($2.19) | ($0.11) | ($2.22) | ($1.01) |
Stock options not included in the computations of diluted earnings per share of common stock as their effect would have been anti-dilutive (in shares) | 170,900,000 | 78,800,000 | 142,400,000 | 77,100,000 |
ADDITIONAL_FINANCIAL_STATEMENT2
ADDITIONAL FINANCIAL STATEMENT INFORMATION (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accounts receivable: | ' | ' |
Oil, natural gas and natural gas liquids revenues | $167,267 | $143,794 |
Joint interest accounts | 118,090 | 113,671 |
Affiliated partnerships | 138 | 475 |
Other | 6,783 | 4,869 |
Total | 292,278 | 262,809 |
Prepaids and other: | ' | ' |
Prepaids | 5,163 | 3,690 |
Income tax receivable | 10,919 | 2,993 |
Other | 60 | 8 |
Total | 16,142 | 6,691 |
Other noncurrent assets: | ' | ' |
Deposits for acquisitions oil and natural gas properties | 10,908 | ' |
Other | 274 | 934 |
Total | 11,182 | 934 |
Accounts payable and accrued liabilities: | ' | ' |
Trade payables | 143,240 | 147,679 |
Accrued oil and natural gas capital costs | 313,739 | 282,245 |
Revenues and royalties payable | 136,549 | 91,761 |
Accrued interest expense | 67,401 | 45,201 |
Accrued employee compensation | 17,811 | 12,321 |
Drilling advances from partners | 16,189 | 8,840 |
Accounts payable to affiliated partnerships | 120 | 822 |
Other | 3 | 1,682 |
Total | $695,052 | $590,551 |
SUBSEQUENT_EVENT_Details
SUBSEQUENT EVENT (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended |
Oct. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
item | item | ||
Senior Credit Agreement | ' | ' | ' |
Subsequent event | ' | ' | ' |
Current borrowing capacity | ' | $710,000,000 | $710,000,000 |
Subsequent event | ' | ' | ' |
Subsequent event | ' | ' | ' |
Number of separate purchase and sale agreements | 3 | 3 | ' |
Total consideration from non-core conventional assets | ' | 302,000,000 | ' |
Number of separate purchase and sale agreements closed | 2 | ' | ' |
Gain (loss) on divesture of certain distinct non-core conventional assets | ' | ' | 0 |
Subsequent event | Senior Credit Agreement | ' | ' | ' |
Subsequent event | ' | ' | ' |
Current borrowing capacity before closing of all three divestitures | 850,000,000 | ' | ' |
Current borrowing capacity | 800,000,000 | ' | ' |