Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | May 01, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | WTI | |
Entity Registrant Name | W&T OFFSHORE INC | |
Entity Central Index Key | 1,288,403 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 137,674,372 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 126,095 | $ 70,236 |
Receivables: | ||
Oil and natural gas sales | 44,954 | 43,073 |
Joint interest | 16,843 | 21,885 |
Insurance reimbursement | 30,100 | |
Income taxes | 11,943 | 11,943 |
Total receivables | 73,740 | 107,001 |
Prepaid expenses and other assets (Note 1) | 17,135 | 14,504 |
Total current assets | 216,970 | 191,741 |
Oil and natural gas properties and other, net - at cost: (Note 1) | 538,114 | 547,053 |
Restricted deposits for asset retirement obligations | 28,224 | 27,371 |
Income tax receivables | 59,789 | 52,097 |
Other assets | 11,403 | 11,464 |
Total assets | 854,500 | 829,726 |
Current liabilities: | ||
Accounts payable | 81,398 | 81,039 |
Undistributed oil and natural gas proceeds | 22,366 | 26,254 |
Asset retirement obligations | 66,150 | 78,264 |
Long-term debt | 8,250 | 8,272 |
Accrued liabilities (Note 1) | 20,536 | 9,200 |
Total current liabilities | 198,700 | 203,029 |
Long-term debt: (Note 2) | ||
Principal | 873,733 | 873,733 |
Carrying value adjustments | 137,001 | 138,722 |
Long term debt, less current portion - carrying value | 1,010,734 | 1,012,455 |
Asset retirement obligations, less current portion | 260,650 | 256,174 |
Other liabilities | 17,226 | 17,105 |
Commitments and contingencies (Note 9) | ||
Shareholders’ equity (deficit): | ||
Preferred stock, $0.00001 par value; 20,000,000 shares authorized; 0 issued at March 31, 2017 and December 31, 2016 | ||
Common stock, $0.00001 par value; 200,000,000 shares authorized; 140,543,545 issued and 137,674,372 outstanding at March 31, 2017 and December 31, 2016 | 1 | 1 |
Additional paid-in capital | 541,901 | 539,973 |
Retained earnings (deficit) | (1,150,545) | (1,174,844) |
Treasury stock, at cost; 2,869,173 shares at March 31, 2017 and December 31, 2016 | (24,167) | (24,167) |
Total shareholders’ equity (deficit) | (632,810) | (659,037) |
Total liabilities and shareholders’ equity (deficit) | $ 854,500 | $ 829,726 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, issued | 0 | 0 |
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, issued | 140,543,545 | 140,543,545 |
Common stock, outstanding | 137,674,372 | 137,674,372 |
Treasury stock, shares | 2,869,173 | 2,869,173 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income Statement [Abstract] | ||
Revenues | $ 124,393 | $ 77,715 |
Operating costs and expenses: | ||
Lease operating expenses | 40,164 | 44,469 |
Production taxes | 515 | 526 |
Gathering and transportation | 6,209 | 5,092 |
Depreciation, depletion, amortization and accretion | 39,990 | 63,733 |
Ceiling test write-down of oil and natural gas properties | 116,559 | |
General and administrative expenses | 13,274 | 16,443 |
Derivative gain | (3,955) | (2,493) |
Total costs and expenses | 96,197 | 244,329 |
Operating income (loss) | 28,196 | (166,614) |
Interest expense: | ||
Incurred | 11,294 | 27,814 |
Capitalized | (343) | |
Other expense, net | 191 | 1,306 |
Income (loss) before income tax benefit | 16,711 | (195,391) |
Income tax benefit | (7,588) | (4,882) |
Net income (loss) | $ 24,299 | $ (190,509) |
Basic and diluted earnings (loss) per common share | $ 0.17 | $ (2.49) |
Condensed Consolidated Stateme5
Condensed Consolidated Statement of Changes in Shareholders' Deficit - 3 months ended Mar. 31, 2017 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock Outstanding | Additional Paid-In Capital | Retained Earnings (Deficit) | Treasury Stock |
Beginning Balances at Dec. 31, 2016 | $ (659,037) | $ 1 | $ 539,973 | $ (1,174,844) | $ (24,167) |
Beginning Balances (in shares) at Dec. 31, 2016 | 137,674 | 2,869 | |||
Share-based compensation | 1,928 | 1,928 | |||
Net income | 24,299 | 24,299 | |||
Ending Balances at Mar. 31, 2017 | $ (632,810) | $ 1 | $ 541,901 | $ (1,150,545) | $ (24,167) |
Ending Balances (in shares) at Mar. 31, 2017 | 137,674 | 2,869 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating activities: | ||
Net income (loss) | $ 24,299 | $ (190,509) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation, depletion, amortization and accretion | 39,990 | 63,733 |
Ceiling test write-down of oil and natural gas properties | 116,559 | |
Debt issuance costs write-down/amortization of debt items | 412 | 1,684 |
Share-based compensation | 1,928 | 2,536 |
Derivative gain | (3,955) | (2,493) |
Cash receipts on derivative settlements | 713 | 4,105 |
Deferred income taxes | 105 | (4,882) |
Changes in operating assets and liabilities: | ||
Oil and natural gas receivables | (1,882) | 8,165 |
Joint interest receivables | 5,042 | 4,979 |
Insurance reimbursements | 30,100 | 12 |
Income taxes | (310) | |
Prepaid expenses and other assets | (7,972) | 1,317 |
Asset retirement obligation settlements | (14,499) | (3,180) |
Accounts payable, accrued liabilities and other | 6,902 | 27,993 |
Net cash provided by operating activities | 81,183 | 29,709 |
Investing activities: | ||
Investment in oil and natural gas properties and equipment | (23,338) | (12,903) |
Changes in operating assets and liabilities associated with investing activities | 1,168 | (20,680) |
Proceeds from sales of assets | 1,000 | |
Purchases of furniture, fixtures and other | (853) | |
Net cash used in investing activities | (23,023) | (32,583) |
Financing activities: | ||
Borrowings of long-term debt - revolving bank credit facility | 340,000 | |
Repayments of long-term debt - revolving bank credit facility | (52,000) | |
Other | (245) | 83 |
Net cash provided by (used in) financing activities | (2,301) | 288,083 |
Increase in cash and cash equivalents | 55,859 | 285,209 |
Cash and cash equivalents, beginning of period | 70,236 | 85,414 |
Cash and cash equivalents, end of period | 126,095 | $ 370,623 |
11.00% 1.5 Lien Term Loan, Due November 2019 | ||
Financing activities: | ||
Payment of interest on 1.5 Lien Term Loan | $ (2,056) |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. Basis of Presentation Operations. W&T Offshore, Inc. (with subsidiaries referred to herein as “W&T,” “we,” “us,” “our,” or the “Company”) is an independent oil and natural gas producer with operations primarily offshore in the Gulf of Mexico. The Company is active in the exploration, development and acquisition of oil and natural gas properties. Our interest in fields, leases, structures and equipment are primarily owned by W&T Offshore, Inc. (on a stand-alone basis, the “Parent Company”) and its 100%-owned subsidiary, W & T Energy VI, LLC (“Energy VI”). Interim Financial Statements. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim periods and the appropriate rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, the condensed consolidated financial statements do not include all of the information and footnote disclosures required by GAAP for complete financial statements for annual periods. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for interim periods are not necessarily indicative of the results that may be expected for the entire year. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Recent Events. The price we receive for our crude oil, natural gas liquids (“NGLs”) and natural gas production directly affects our revenues, profitability, cash flows, liquidity, access to capital, proved reserves and future rate of growth. The average prices of these commodities improved during the first quarter of 2017 compared to the average prices in the first quarter and year 2016. Operating costs were lower than the first quarter of 2017 on a barrel equivalent (“Boe”) basis compared to the first quarter of 2016. In September 2016, we consummated the Exchange Transaction, as defined and described below in Note 2, which reduced our interest payments in the first quarter of 2017 compared to the first quarter of 2016. In addition, the Exchange Transaction extended the maturities on a portion of our debt, although for a portion of the New Debt, as defined and described below, the maturities may accelerate if certain events do not transpire. We continued working to further reduce our operating costs, capital expenditures and costs related to asset retirement obligations (“ARO”). Our 2017 capital budget is conservative and flexible. The 2017 capital budget is higher than the capital expenditures incurred during 2016, but it is significantly lower than spending levels incurred during 2015 and 2014. During the first quarter of 2017, the Bureau of Ocean Energy Management (“BOEM”) extended the implementation timeline by an additional six months for Notice to Lessees #2016-N01 (“NTL #2016-N01”) as to Outer Continental Shelf (“OCS”) leases, rights-of-way (“ROWs”) or rights of use and easement (“RUEs”) for which there are co-lessees and/or predecessors in interest (non-sole liability properties), with certain exceptions. Also, in the first quarter of 2017, the BOEM withdrew the orders related to its so called “sole liability” properties it had issued in December 2016 to allow time for the new President’s administration to review the complex financial assurance program. We continue to have discussions with the BOEM regarding these matters. See Note 9 for additional information. We have assessed our financial condition, the current capital markets and options given different scenarios of commodity prices. We believe we will have adequate liquidity to fund our operations beyond May 2018, the period of assessment to qualify as a going concern. However, we cannot predict the potential changes in commodity prices or the future bonding requirements, either of which could affect our operations, liquidity levels and compliance with debt covenants. See our Annual Report on Form 10-K for the year ended December 31, 2016 concerning risks related to our business and events occurring during 2016 and other information and the Notes herein for additional information. Prepaid Expenses and Other. The amounts recorded in Prepaid expenses and other are expected to be realized within one year. The major categories are presented in the following table (in thousands): March 31, December 31, 2017 2016 Derivative assets (1) $ 3,486 $ — Prepaid/accrued insurance and surety bonds 4,751 5,386 Prepaid deposits related to royalties 6,036 6,237 Other 2,862 2,881 Prepaid expenses and other $ 17,135 $ 14,504 (1) Includes open and closed (and not settled) derivative commodity contracts recorded at fair value. Oil and natural gas properties and other, net – at cost: March 31, December 31, 2017 2016 Oil and natural gas properties and equipment $ 7,958,501 $ 7,932,504 Furniture, fixtures and other 21,751 20,898 Total property and equipment 7,980,252 7,953,402 Less accumulated depreciation, depletion and amortization 7,442,138 7,406,349 Oil and natural gas properties and other, net $ 538,114 $ 547,053 Accrued liabilities. The major categories recorded in Accrued liabilities are presented in the following table (in thousands): March 31, December 31, 2017 2016 Accrued interest $ 14,878 $ 4,189 Accrued salaries/payroll taxes/benefits 2,749 2,777 Other 2,909 2,234 Total accrued liabilities $ 20,536 $ 9,200 Recent Accounting Developments. In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-09 (“ASU 2014-09”), Summary and Amendments That Create Revenue from Contracts and Customers (Subtopic 606) . ASU 2014-09 amends and replaces current revenue recognition requirements, including most industry-specific guidance. The revised guidance establishes a five step approach to be utilized in determining when, and if, revenue should be recognized. ASU 2014-09 is effective for annual and interim periods beginning after December 15, 2017. Upon application, an entity may elect one of two methods, either restatement of prior periods presented or recording a cumulative adjustment in the initial period of application. Our current intention is to adopt the standard utilizing the modified retrospective approach. Our evaluation to date is the adoption of ASU 2014-09 is not expected to have a material impact on our consolidated financial statements. We have not fully completed our analysis and subsequent guidance may change this assessment. Our disclosures related to revenue will be modified when the new guidance is effective. ASU 2014-09 will be effective for us in the first quarter of 2018. In February 2016, the FASB issued Accounting Standards Update No. 2016-02 (“ASU 2016-02”), Leases Subtopic 842 In June 2016, the FASB issued Accounting Standards Update No. 2016-13, (“ASU 2016-13”), Financial Instruments – Credit Losses Subtopic 326 In August 2016, the FASB issued Accounting Standards Update No. 2016-15, (“ASU 2016-15”), Statement of Cash Flows (Topic 230) – Classification of Certain Cash Receipts and Cash Payments In November 2016, the FASB issued Accounting Standards Update No. 2016-18, (“ASU 2016-18”), Statement of Cash Flows (Topic 230) – Restricted Cash |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 2. Long-Term Debt The components of our long-term debt are presented in the following table (in thousands): March 31, 2017 December 31, 2016 Adjustments to Adjustments to Carrying Carrying Carrying Carrying Principal Value (1) Value Principal Value (1) Value 11.00% 1.5 Lien Term Loan, due November 2019: Principal $ 75,000 $ — $ 75,000 $ 75,000 $ — $ 75,000 Future interest payments — 21,766 21,766 — 23,823 23,823 Subtotal 75,000 21,766 96,766 75,000 23,823 98,823 9.00 % Second Lien Term Loan, due May 2020: 300,000 — 300,000 300,000 — 300,000 9.00%/10.75% Second Lien PIK Toggle Notes, due May 2020: Principal 163,007 — 163,007 163,007 — 163,007 Future payments-in-kind — 24,048 24,048 — 24,048 24,048 Future interest payments — 36,850 36,850 — 36,850 36,850 Subtotal 163,007 60,898 223,905 163,007 60,898 223,905 8.50%/10.00% Third Lien PIK Toggle Notes, due June 2021: Principal 145,897 — 145,897 145,897 — 145,897 Future payments-in-kind — 26,844 26,844 — 26,844 26,844 Future interest payments — 40,705 40,705 — 40,705 40,705 Subtotal 145,897 67,549 213,446 145,897 67,549 213,446 8.50% Unsecured Senior Notes, due June 2019 189,829 — 189,829 189,829 — 189,829 Debt premium, discount, issuance costs, net of amortization — (4,962 ) (4,962 ) — (5,276 ) (5,276 ) Total long-term debt 873,733 145,251 1,018,984 873,733 146,994 1,020,727 Current maturities of long-term debt (2) — 8,250 8,250 — 8,272 8,272 Long term debt, less current maturities $ 873,733 $ 137,001 $ 1,010,734 $ 873,733 $ 138,722 $ 1,012,455 (1) Future interest payments and future payments-in-kind (“PIK”) are recorded on an undiscounted basis. (2) Future interest payments for the next twelve months on the 1.5 Lien Term Loan. Exchange Transaction On September 7, 2016, we consummated a transaction whereby we exchanged approximately $710.2 million in aggregate principal amount, or 79%, of our 8.500% Senior Notes, due June 15, 2019 (the “Unsecured Senior Notes”)for: (i) $159.8 million in aggregate principal amount of 9.00%/10.75% Senior Second Lien PIK Toggle Notes, due May 15, 2020, (the “Second Lien PIK Toggle Notes”); (ii) $142.0 million in aggregate principal amount of 8.50%/10.00% Senior Third Lien PIK Toggle Notes, due June 15, 2021, (the “Third Lien PIK Toggle Notes”); and (iii) 60.4 million shares of our common stock (collectively, the “Debt Exchange”). At the same time on closing on the Debt Exchange, we closed on a $75.0 million, 11.00% 1.5 Lien Term Loan, due November 15, 2019, (the “1.5 Lien Term Loan”) with the largest holder of our Unsecured Senior Notes (collectively with the Debt Exchange, the “Exchange Transaction”). We accounted for the Exchange Transaction as a Troubled Debt Restructuring pursuant to the guidance under Accounting Standard Codification 470-60, Troubled Debt Restructuring The funds received from the 1.5 Lien Term Loan were used to pay transaction costs related to the Exchange Transaction and to pay down borrowings on the revolving bank credit facility. The balance of the borrowings on the revolving bank credit facility was paid down from available cash. The primary terms of our long-term debt following the Exchange Transaction are described below. Credit Agreement The Fifth Amended and Restated Credit Agreement (as amended, the “Credit Agreement”), provides a revolving bank credit facility. The primary items of the Credit Agreement are as follows, with certain terms defined under the Credit Agreement: • The borrowing base is $150.0 million. • Letters of credit may be issued in amounts up to $150.0 million, provided availability under the revolving bank credit facility exists. • The First Lien Leverage Ratio limits are 2.50 to 1.00 through June 30, 2017, and 2.00 to 1.00 thereafter. • The Current Ratio must be greater than 1.00 to 1.00. • We are required to have deposit accounts only with banks under the Credit Agreement with certain exceptions. • We may not have unrestricted cash balances above $35 million if outstanding balances on the revolving bank credit agreement (including letters of credit) are greater than $5 million. • Borrowings primarily are executed as Eurodollar Loans, and the applicable margins range from 3.00% to 4.00%. • The commitment fee is 50 basis points for all levels of utilization. • The Credit Agreement terminates on November 8, 2018. Availability under our revolving bank credit facility is subject to a semi-annual redetermination of our borrowing base that occurs in the spring and fall of each year and is calculated by our lenders based on their evaluation of our proved reserves and their own internal criteria. The 2017 spring redetermination reaffirmed the borrowing base amount. Any redetermination by our lenders to change our borrowing base will result in a similar change in the availability under our revolving bank credit facility. The revolving bank credit facility is secured and is collateralized by a first priority lien on substantially all of our oil and natural gas properties. The Credit Agreement contains various customary covenants for certain financial tests, as defined in the Credit Agreement and measured as of the end of each quarter, and for customary events of default. As of March 31, 2017, we were in compliance with all applicable ratios. The customary events of default include: (i) nonpayment of principal when due or nonpayment of interest or other amounts within three business days of when due; (ii) bankruptcy or insolvency with respect to the Company or any of its subsidiaries guaranteeing borrowings under the revolving bank credit facility; or (iii) a change of control. The Credit Agreement contains cross-default clauses with the other long-term debt agreements, and such agreements contain similar cross-default clauses with the Credit Agreement. We were in compliance with all applicable covenants of the Credit Agreement as of March 31, 2017. As of March 31, 2017 and December 31, 2016, we did not have any borrowings outstanding. As of both March 31, 2017 and December 31, 2016, we had $0.5 million of letters of credit outstanding under the revolving bank credit facility at both dates. Availability as of March 31, 2017 was $149.5 million. 1.5 Lien Term Loan As part of the Exchange Transaction, we entered into the 1.5 Lien Term Loan on September 7, 2016 with a maturity date of November 15, 2019. The maturity date will accelerate to February 28, 2019 if the remaining Unsecured Senior Notes have not been extended, renewed, refunded, defeased, discharged, replaced or refinanced by February 28, 2019. Interest accrues at 11.00% per annum and is payable quarterly in cash. The holder of the 1.5 Lien Term Loan was the largest holder of our Unsecured Senior Notes prior to the Exchange Transaction. The 1.5 Lien Term Loan is secured by a 1.5 priority lien on all of our assets pledged under the Credit Agreement. The lien securing the 1.5 Lien Term Loan is subordinate to the liens securing the Credit Agreement and has priority above the liens securing the Second Lien Term Loan (defined below), the Second Lien PIK Toggle Notes and the Third Lien PIK Toggle Notes. All future undiscounted cash flows have been included in the carrying value under ASC 470-60. Current maturities of long-term debt represent the cash interest payable for the 1.5 Lien Term Loan payable in the next 12 months. The 1.5 Lien Term Loan contains various covenants that limit, among other things, our ability to: (i) pay cash dividends; (ii) repurchase our common stock; (iii) sell our assets; (iv) make certain loans or investments; (v) merge or consolidate; (vi) enter into certain liens; and (vii) enter into transactions with affiliates. We were in compliance with those covenants as of March 31, 2017. Second Lien Term Loan In May 2015, we entered into the 9.00% Term Loan (the “Second Lien Term Loan”), which bears an annual interest rate of 9.00%, was issued at a 1.0% discount to par and matures on May 15, 2020 and is recorded at its carrying value consisting of principal, unamortized discount and unamortized debt issuance costs. Interest on the Second Lien Term Loan is payable in arrears semi-annually on May 15 and November 15. The estimated annual effective interest rate on the Second Lien Term Loan is 9.6%, which includes amortization of debt issuance costs and discounts. The Second Lien Term Loan is secured by a second-priority lien on all of our assets that are secured under the Credit Agreement. The Second Lien Term Loan is effectively subordinate to the Credit Agreement and the 1.5 Lien Term Loan (discussed above) and is effectively pari passu Second Lien PIK Toggle Notes As part of the Exchange Transaction, we issued Second Lien PIK Toggle Notes on September 7, 2016, with a maturity date of May 15, 2020. Cash interest accrues at 9.00% per annum and is payable on May 15 and November 15 of each year. The Second Lien PIK Toggle Notes contain PIK interest provisions, where certain semi-annual interest is added to the principal amount instead of being paid in cash in the then current semi-annual period. We have the option for the first 18 months to pay all or a portion of interest in kind at a rate of 10.75% per annum. The Second Lien PIK Toggle Notes are secured by a second-priority lien on all of our assets that are pledged under the Credit Agreement. The Second Lien PIK Toggle Notes are effectively subordinate to the Credit Agreement and the 1.5 Lien Term Loan (discussed above) and is effectively pari passu Third Lien PIK Toggle Notes As part of the Exchange Transaction, we issued Third Lien PIK Toggle Notes on September 7, 2016, with a maturity date of June 15, 2021. The maturity date will accelerate to February 28, 2019 if the remaining Unsecured Senior Notes have not been extended, renewed, refunded, defeased, discharged, replaced or refinanced by February 28, 2019. Cash interest accrues at 8.50% per annum and is payable on June 15 and December 15 of each year. The Third Lien PIK Toggle Notes contain PIK interest provisions, where certain semi-annual interest is added to the principal amount instead of being paid in cash in the then current semi-annual period. We have the option for the first 24 months to pay all or a portion of interest in kind at a rate of 10.00% per annum. The Third Lien PIK Toggle Notes are secured by a third-priority lien on all of our assets that are secured under the Credit Agreement. The Third Lien PIK Toggle Notes are effectively subordinate to the Second Lien Term Loan and the Second Lien PIK Toggle Notes. For purposes of determining the carrying value under ASC 470-60, we assumed we will elect full use of the PIK option and these amounts will increase the principal amount. The Third Lien PIK Toggle Notes contain covenants that restrict our ability and the ability of certain of our subsidiaries to: (i) incur additional debt; (ii) make payments or distributions on account of our or our restricted subsidiaries’ capital stock; (iii) sell assets; (iv) restrict dividends or other payments of our restricted subsidiaries; (v) create liens that secure debt; (vi) enter into transactions with affiliates and (vii) merge or consolidate with another company. We were in compliance with those covenants as of March 31, 2017. Unsecured Senior Notes Our outstanding Unsecured Senior Notes, which bear an annual interest rate of 8.50% and mature on June 15, 2019, were recorded at their carrying value, which includes unamortized debt premium and unamortized debt issuance costs. Interest on the Unsecured Senior Notes is payable semi-annually in arrears on June 15 and December 15. The estimated annual effective interest rate on the Unsecured Senior Notes is 8.3%, which includes amortization of premiums and debt issuance costs. The Unsecured Senior Notes contain covenants that restrict our ability and the ability of certain of our subsidiaries to: (i) incur additional debt; (ii) make payments or distributions on account of our or our restricted subsidiaries’ capital stock; (iii) sell assets; (iv) restrict dividends or other payments of our restricted subsidiaries; (v) create liens that secure debt; (vi) enter into transactions with affiliates and (vii) merge or consolidate with another company. We were in compliance with those covenants as of March 31, 2017. For information about fair value measurements for our long-term debt, refer to Note 3. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements We measure the fair value of our open derivative financial instruments by applying the income approach, using models with inputs that are classified within Level 2 of the valuation hierarchy. The inputs used for the fair value measurement of our derivative financial instruments are the exercise price, the expiration date, the settlement date, notional quantities, the implied volatility, the discount curve with spreads, credit risk and published commodity futures prices. The fair value of the 1.5 Lien Term Loan was estimated using the carrying value of the principal as no market has developed and the holder of the 1.5 Lien Term Loan was the largest holder of our Unsecured Senior Notes prior to the Exchange Transaction. The fair values of our Second Lien Term Loan, Second Lien PIK Toggle Notes, Third Lien PIK Toggle Notes and Unsecured Senior Notes were based on quoted prices, although the market is not an active market; therefore, the fair value is classified within Level 2. The following table presents the fair value of our open derivatives and long-term debt, all of which are classified as Level 2 within the valuation hierarchy (in thousands): March 31, 2017 December 31, 2016 Assets Liabilities Assets Liabilities Derivatives - open contracts $ 3,242 $ — $ — $ — 11.00% 1.5 Term Loan, due November 2019 (1) — 75,000 — 75,000 9.00% Second Lien Term Loan, due May 2020 (1) — 273,000 — 255,000 9.00%/10.75% Second Lien PIK Toggle Notes, due May 2020 (1) — 142,631 — 122,255 8.50%/10.00% Third Lien PIK Toggle Notes, due June 2021 (1) — 106,505 — 80,243 8.50% Unsecured Senior Notes, due June 2019 (1) — 152,812 — 123,389 (1) The long-term debt items are reported on the Condensed Consolidated Balance Sheets at their carrying value as described in Note 2. |
Asset Retirement Obligations
Asset Retirement Obligations | 3 Months Ended |
Mar. 31, 2017 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligations | 4. Asset Retirement Obligations Our ARO primarily represents the estimated present value of the amount we will incur to plug, abandon and remediate our producing properties at the end of their productive lives. A summary of the changes to our ARO is as follows (in thousands): Balance, December 31, 2016 $ 334,438 Liabilities settled (14,499 ) Accretion of discount 4,201 Revisions of estimated liabilities (1) 2,660 Balance, March 31, 2017 326,800 Less current portion 66,150 Long-term $ 260,650 (1) Revisions were primarily related to changes in scope of work at both our West Cameron fields and Eugene Island fields. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | 5. Derivative Financial Instruments Our market risk exposure relates primarily to commodity prices and, from time to time, we use various derivative instruments to manage our exposure to this commodity price risk from sales of our oil and natural gas. All of the derivative counterparties are also lenders or affiliates of lenders participating in our revolving bank credit facility. We are exposed to credit loss in the event of nonperformance by the derivative counterparties; however, we currently anticipate that each of our derivative counterparties will be able to fulfill their contractual obligations. Additional collateral is not required by us due to the derivative counterparties’ collateral rights as lenders, and we do not require collateral from our derivative counterparties. We have elected not to designate our commodity derivative contracts as hedging instruments; therefore, all changes in the fair value of derivative contracts were recognized currently in earnings during the periods presented. The cash flows of all of our commodity derivative contracts are included in Net cash provided by operating activities For information about fair value measurements, refer to Note 3. Commodity Derivatives As of March 31, 2017, we had open crude oil and natural gas derivative contracts for a portion of our anticipated future production for the remainder of 2017. These contracts were entered into during the first quarter of 2017. For crude oil, we entered into two types of contracts. The first type is a swap contract, where we either receive or pay depending on whether the crude oil price is below or above the contract price. The second type is known as “two-way collar” consisting of a purchased put option and a sold call option. These two-way collars provide price risk protection if commodity prices fall below certain levels, but may limit incremental income from favorable price movements above certain limits. The crude oil contracts are based on West Texas Intermediate (“WTI”) crude oil prices as quoted off the New York Mercantile Exchange (“NYMEX”). For natural gas, we entered into “two-way collar” contracts. The natural gas contracts are based on Henry Hub natural gas prices as quoted off the NYMEX. The strike prices of both the oil and natural gas two-way collar contracts were set so that the contracts were premium neutral (“costless”), which means no net premium was paid to or received from a counterparty. Settlement occurs monthly using the per day notional quantity. As of December 31, 2016, we did not have any open derivative contracts. As of March 31, 2017, our open commodity derivative contracts were as follows: Crude Oil: Swap, Priced off WTI (NYMEX) Notional (1) Notional (1) Quantity Quantity Strike Termination Period (Bbls/day) (Bbls) Price 2017 4th Quarter 1,000 275,000 $ 55.25 Crude Oil: Two-way collars, Priced off WTI (NYMEX) Notional (1) Notional (1) Weighted Average Contract Price Quantity Quantity Put Option Call Option Termination Period (Bbls/day) (Bbls) (Bought) (Sold) 2017 4th Quarter 4,000 1,100,000 $ 50.00 $ 60.15 Natural Gas: Two-way collars, Priced off Henry Hub (NYMEX) Notional (1) Notional (1) Weighted Average Contract Price Quantity Quantity Put Option Call Option Termination Period (MMBTUs/day) (MMBTUs) (Bought) (Sold) 2017 4th Quarter (2) 30,000 7,350,000 $ 3.07 $ 3.96 (1) Volume Measurements: Bbls – barrelsMMBTUs – million British Thermal Units. (2) The natural gas derivative contracts are priced and closed in the last week prior to the related production month. Natural gas derivative contracts related to April 2017 production were priced and closed in March 2017 and are not included in the above table as these were not open derivative contracts as of March 31, 2017 . Our open and closed (not settled) commodity derivative contracts were recorded within the line Prepaid and other assets March 31, December 31, 2017 2016 Open contracts $ 3,242 $ — Closed contracts - not settled 244 — Total contracts $ 3,486 $ — Changes in the fair value and settlements of our commodity derivative contracts were as follows (in thousands): Three Months Ended March 31, 2017 2016 Derivative gain $ (3,955 ) $ (2,493 ) Cash receipts, net, on commodity derivative contract settlements are included within Net cash provided by operating activities Three Months Ended March 31, 2017 2016 Cash receipts on derivative settlements, net $ 713 $ 4,105 Offsetting Commodity Derivatives All our commodity derivative contracts permit netting of derivative gains and losses upon settlement. In general, the terms of the contracts provide for offsetting of amounts payable or receivable between us and the counterparty, at the election of both parties, for transactions that occur on the same date and in the same commodity. If an event of default were to occur causing an acceleration of payment under our revolving bank credit facility, that event may also trigger an acceleration of settlement of our derivative instruments. If we were required to settle all of our open derivative contracts, we would be able to net payments and receipts per counterparty pursuant to the derivative contracts. Although our derivative contracts allow for netting, which would allow for recording assets and liabilities per counterparty on a net basis, we have historically accounted for our derivative contracts on a gross basis per contract as either an asset or liability. |
Share-Based Compensation and Ca
Share-Based Compensation and Cash-Based Incentive Compensation | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation and Cash-Based Incentive Compensation | 6. Share-Based Compensation and Cash-Based Incentive Compensation Awards to Employees. In 2010, the W&T Offshore, Inc. Amended and Restated Incentive Compensation Plan (the “Plan”) was approved by our shareholders, and amendments to the Plan were approved by our shareholders in May 2013 and in May 2016. The May 2016 amendment increased the number of shares available in the Plan by 3,300,000 shares. As allowed by the Plan, during the three months ended March 31, 2017 and the years 2016 and 2015, the Company granted restricted stock units (“RSUs”) to certain of its employees. RSUs are a long-term compensation component of the Plan, which are granted to only certain employees, and are subject to adjustments at the end of the applicable performance period based on the results of certain predetermined criteria. In addition to share-based compensation, the Company may grant to its employees cash-based incentive awards, which are a short-term component of the Plan and are typically based on the Company and the employee achieving certain pre-defined performance criteria. As of March 31, 2017, there were 6,933,337 shares of common stock available for issuance in satisfaction of awards under the Plan. The shares available for issuance are reduced when RSUs are settled in shares of common stock, net of withholding tax. Although the Company has the option at vesting to settle RSUs in stock or cash, or a combination of stock and cash, only common stock has been used to settle vested RSUs to date. RSUs currently outstanding related to the 2016 and 2015 grants have been adjusted for performance achieved against predetermined criteria for the applicable performance year. These RSUs continue to be subject to employment-based criteria and vesting occurs in December of the second year after the grant. The RSUs related to the 2017 grants are subject to performance-based criteria and employment-based criteria. See the second table below for potential vesting by year. We recognize compensation cost for share-based payments to employees over the period during which the recipient is required to provide service in exchange for the award. Compensation cost is based on the fair value of the equity instrument on the date of grant. The fair values for the RSUs granted during 2017, 2016 and 2015 were determined using the Company’s closing price on the grant date. We are also required to estimate forfeitures, resulting in the recognition of compensation cost only for those awards that are expected to actually vest. All RSUs awarded are subject to forfeiture until vested and cannot be sold, transferred or otherwise disposed of during the restricted period. A summary of activity in 2017 related to RSUs is as follows: Restricted Stock Units Weighted Average Grant Date Fair Units Value Per Unit Nonvested, December 31, 2016 6,107,248 $ 2.73 Granted 2,080,181 2.77 Forfeited (29,227 ) 3.33 Nonvested, March 31, 2017 8,158,202 2.74 For the outstanding RSUs issued to the eligible employees as of March 31, 2017, vesting is expected to occur as follows: Restricted Stock Units 2017 2,287,697 2018 3,790,324 2019 2,080,181 Total 8,158,202 The fair value of Restricted Stock Units granted during the three months ended March 31, 2017 was $5.8 million based on the Company’s closing price on the date of grant. Awards to Non-Employee Directors . Under the Director Compensation Plan, shares of restricted stock (“Restricted Shares”) have been granted to the Company’s non-employee directors. Grants to non-employee directors were made during 2016, 2015 and 2014. As of March 31, 2017, there were 317,896 shares of common stock available for issuance in satisfaction of awards under the Director Compensation Plan. The shares available are reduced when Restricted Shares are granted. We recognize compensation cost for share-based payments to non-employee directors over the period during which the recipient is required to provide service in exchange for the award. Compensation cost is based on the fair value of the equity instrument on the date of grant. The fair values for the Restricted Shares granted were determined using the Company’s closing price on the grant date. No forfeitures were estimated for the non-employee directors’ awards. The Restricted Shares are subject to service conditions and vesting occurs at the end of specified service periods unless approved by the Board of Directors. Restricted Shares cannot be sold, transferred or disposed of during the restricted period. The holders of Restricted Shares generally have the same rights as a shareholder of the Company with respect to such Restricted Shares, including the right to vote and receive dividends or other distributions paid with respect to the Restricted Shares. For the outstanding Restricted Shares issued to the non-employee directors as of March 31, 2017, vesting is expected to occur as follows: Restricted Shares 2017 62,136 2018 57,120 2019 42,040 Total 161,296 There were no grants, forfeitures or vesting of Restricted Shares during the three months ended March 31, 2017. Share-Based Compensation. General and administrative expense Three Months Ended March 31, 2017 2016 Share-based compensation expense from: Restricted stock units $ 1,858 $ 2,449 Restricted Shares 70 87 Total $ 1,928 $ 2,536 Share-based compensation tax benefit: Tax benefit computed at the statutory rate $ 675 $ 888 Unrecognized Share-Based Compensation. As of March 31, 2017, unrecognized share-based compensation expense related to our awards of RSUs and Restricted Shares was $12.6 million and $0.3 million, respectively. Unrecognized share-based compensation expense will be recognized through November 2019 for RSUs and April 2019 for Restricted Shares. Cash-Based Incentive Compensation. As defined by the Plan, annual incentive awards may be granted to eligible employees and are typically payable in cash. These awards are performance-based awards consisting of one or more business or individual performance criteria and a targeted level or levels of performance with respect to each such criterion. Generally, the performance period is the calendar year and determination and payment is made in cash in the first quarter of the following year. During 2017, 2016 and 2015, the Company issued cash-based incentive awards that, in addition to being performance-based awards related to respective 2017, 2016 and 2015 criteria, the payment of such awards is contingent on the Company achieving the following financial condition on or before December 31, 2019, December 31, 2018 and December 31, 2017, respectively: Adjusted EBITDA less Interest Expense, as reported by the Company in its announced Earnings Release with respect to the end of any fiscal quarter plus three preceding quarters, exceeds $200.0 million for the 2017 awards and exceeds $300.0 million for the 2016 and 2015 awards. As the Company did not achieve either financial condition up through March 31, 2017, no amounts have been recognized to date related to the 2017, 2016 and 2015 cash-based incentive awards. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 7. Income Taxes Our income tax benefit for the three months ended March 31, 2017 and 2016 was $7.6 million and $4.9 million, respectively. Our annualized effective tax rate for both periods was not meaningful. The income tax benefit for both periods relates to net operating loss (“NOL”) carryback claims made pursuant to Internal Revenue Code (“IRC”) During the three months ended March 31, 2017 and 2016, we did not pay any income tax or receive any income tax refunds of significance. As of March 31, 2017 and December 31, 2016, our valuation allowance was $276.5 million and $290.2 million, respectively, related to Federal, Louisiana and Alabama NOL’s and other deferred taxes. Net deferred tax assets were recorded related to NOL’s and temporary differences between the book and tax basis of assets and liabilities expected to produce tax deductions in future periods. The realization of these assets depends on recognition of sufficient future taxable income in specific tax jurisdictions in which those temporary differences or NOL’s are deductible. In addition, the realization depends on the ability to carryback certain items to prior years for refunds of taxes previously paid. As of March 31, 2017 and December 31, 2016, we recorded current income tax receivables of $11.9 million and non-current income tax receivables of $59.8 million and $52.1 million, respectively. The current income tax receivables primarily relates to our NOL claim for 2016 carried back to 2006. The non-current income tax receivables relates to our NOL claims for the years 2012, 2013 and 2014 that were carried back to prior years filed on Form 1120X, U.S. Corporation Income Tax Return and to an estimated NOL claim for 2017 that is expected to be filed subsequent to December 31, 2017. These carryback claims are made pursuant to IRC Section 172(f) described above. The refund claims filed on Form 1120X will require a review by the Congressional Joint Committee on Taxation and are accordingly classified as non-current. We recognize interest and penalties related to unrecognized tax benefits in income tax expense. During the three months ended March 31, 2017 and 2016, we recorded immaterial amounts of accrued interest expense related to our unrecognized tax benefit. The tax years 2013 through 2016 remain open to examination by the tax jurisdictions to which we are subject. |
Earnings_ (Loss) Per Share
Earnings/ (Loss) Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings/ (Loss) Per Share | 8. Earnings/ (Loss) Per Share The following table presents the calculation of basic and diluted earnings (loss) per common share (in thousands, except per share amounts): Three Months Ended March 31, 2017 2016 Net income (loss) $ 24,299 $ (190,509 ) Less portion allocated to nonvested shares 1,058 — Net income (loss) allocated to common shares $ 23,241 $ (190,509 ) Weighted average common shares outstanding 137,513 76,428 Basic and diluted earnings (loss) per common share $ 0.17 $ (2.49 ) Shares excluded due to being anti-dilutive (weighted-average) — 3,528 |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Contingencies | 9. Contingencies Supplemental Bonding Requirements by the BOEM. The BOEM requires that lessees demonstrate financial strength and reliability according to its regulations or provide acceptable financial assurances to assure satisfaction of lease obligations, including decommissioning activities on the OCS. In July 2016, the BOEM issued NTL #2016-N01 to clarify the procedures and guidelines that BOEM Regional Directors use to determine if and when additional financial assurances may be required for OCS leases, ROWs or RUEs. This NTL became effective in September 2016 and supersedes and replaces NTL #2008-N07. • In the first quarter of 2016, we received several orders from the BOEM pursuant to NTL #2008-N07 demanding the Company to secure financial assurances in the aggregate of $260.8 million, with amounts specified with respect to certain designated leases, ROWs and RUEs. We filed various appeals to the Interior Board of Land Appeals (the “IBLA”) concerning these orders. The IBLA, acknowledging the BOEM and the Company were seeking to resolve the BOEM demands through settlement discussions, stayed the effectiveness of these orders several times, with the current stay effective to May 31, 2017. On April 12, 2017, a joint request was filed by the Company and the BOEM to extend the current stay from May 31, 2017 until August 31, 2017. The joint request is pending. We are in final stages of resolving a matter with the BOEM that began over a year ago with its demand that we secure financial assurances (such as supplemental bonding) in the aggregate of $260.8 million. We recently received a letter from the BOEM that indicated that in order for the BOEM to rescind the order, we must first satisfy our financial assurance requirement related to “sole liability properties”, as described below. We believe that we can satisfy our obligation under the most recent BOEM request for financial assurance of sole liability properties and we will request that the previous orders pertaining to the $260.8 million of financial assurances be rescinded. • In September 2016, we received notice from the BOEM confirming that we do not qualify to self-insure a portion of any additional financial assurance under NTL #2016-N01. • In January 2017, the BOEM, in a notice to stakeholders, extended the implementation timeline for NTL #2016-N01 by an additional six months with respect to non-sole liability properties, except in circumstances in which the BOEM determines there is a substantial risk of nonperformance of the interest holder’s decommissioning liabilities. The extension did not affect the demand to provide financial assurance for leases, ROWs and RUEs constituting sole liability properties. • In February 2017, the BOEM withdrew the orders it issued in December 2016 affecting so called “sole liability properties” to allow time for the new President’s administration to review the complex financial assurance program. Sole liability properties are leases, ROWs or RUEs for which the holder is the only liable party, i.e., there are no co-lessees, operating rights owners and/or other grant holders, and no prior interest holders liable to meet the lease and/or grant obligations. This withdrawal rescinded the Order to Provide Additional Security issued to us in December 2016. However, the BOEM may re-issue sole liability orders before the end of the six-month period if it determines there is a substantial risk of nonperformance of the interest holder’s decommissioning liabilities. As suggested by the BOEM in its January and February 2017 notices, we intend to use the six month extension granted by the BOEM as an opportunity to propose and negotiate acceptable plans dealing with both sole and non-sole liability properties. Surety Bond Collateral. The issuers of surety bonds in some cases have requested and received additional collateral related to surety bonds for plugging and abandonment activities. We may be required to post collateral at any time pursuant to the terms of our agreement with various sureties under our existing bonds, if they so demand at their discretion. We did not receive any additional collateral demands from surety bond providers during the three months ended March 31, 2017. Notification by ONRR of Fine for Non-compliance. In December 2013 and January 2014, we were notified by the Office of Natural Resources Revenue (“ONRR”) of an underpayment of royalties on certain Federal offshore oil and gas leases that cumulatively approximated $30,000 over several years, which represents 0.0045% of royalty payments paid by us during the same period of the underpayment. In March 2014, we received notice from the ONRR of a statutory fine of $2.3 million (subsequently reduced to approximately $1.1 million) relative to such underpayment. We believe the fine is excessive considering the circumstances and in relation to the amount of underpayment. A hearing on this matter was held with an Administrative Law Judge in August 2016. A decision on this case has been deferred and we are unable to estimate when a decision will be rendered. The ultimate resolution may result in a waiver of the fine, a reduction of the fine, or payment of the full amount plus interest covering several years. As no amount has been determined as more likely than any other within the range of possible resolutions, no amount was accrued as of March 31, 2017 or December 31, 2016. Apache Lawsuit. On December 15, 2014, Apache Corporation (“Apache”) filed a lawsuit against W&T Offshore, Inc., alleging that W&T breached the joint operating agreement related to, among other things, the abandonment of deepwater wells in the Mississippi Canyon (“MC”) area of the Gulf of Mexico. On October 28, 2016, the jury made the following findings: 1. W&T failed to comply with the contract by failing to pay its proportionate share of the costs to plug and abandon the MC 674 wells. 2. The amount of money to compensate Apache for W&T’s failure to pay its proportionate share of the costs to plug and abandon the MC 674 wells was $43.2 million. 3. The $43.2 million referred to in #2 should be offset by $17.0 million. 4. Apache acted in bad faith thereby causing W&T to not comply with the contract. In November 2016 we filed a motion with the trial court requesting a judgment consistent with the jury’s finding that Apache acted in bad faith thereby causing W&T not to comply with the contract, which W&T asserted bars Apache from recovery for damages under applicable law, and if damages are not barred in their entirety, that any judgment for monetary damages should be offset by $17.0 million as determined by the jury. After Apache filed its opposing motion, a hearing was held by the trial court in December 2016. As of the filing date of this Quarterly Report on Form 10-Q (“Form 10-Q”), no judgment has been entered by the court. Appeal with ONRR. In 2009, we recognized allowable reductions of cash payments for royalties owed to the ONRR for transportation of their deepwater production through our subsea pipeline systems. In 2010, the ONRR audited our calculations and support related to this usage fee, and in 2010, we were notified that the ONRR had disallowed approximately $4.7 million of the reductions taken. We recorded a reduction to other revenue in 2010 to reflect this disallowance; however, we disagree with the position taken by the ONRR. We filed an appeal with the ONRR, which was denied in May 2014. On June 17, 2014, we filed an appeal with the IBLA under the Department of the Interior. On January 27, 2017, the IBLA affirmed the decision of the ONRR requiring W&T to pay approximately $4.7 million in additional royalties. We are reviewing the decision with counsel to determine an appropriate course of action. Royalties – “Unbundling” Initiative. The ONRR has publicly announced an “unbundling” initiative to revise the methodology employed by producers in determining the appropriate allowances for transportation and processing costs that are permitted to be deducted in determining royalties under Federal oil and gas leases. The ONRR’s initiative requires re-computing allowable transportation and processing costs using revised guidance from the ONRR going back 84 months for every gas processing plant for which we had gas processed. In the second quarter of 2015, pursuant to the initiative, we received requests from the ONRR for additional data regarding our transportation and processing allowances on natural gas production related to a specific processing plant. We also received a preliminary determination notice from the ONRR asserting that our allocation of certain processing costs and plant fuel use at another processing plant were not allowed as deductions in the determination of royalties owed under Federal oil and gas leases. We have submitted revised calculations covering certain plants and time periods to the ONRR. As of the filing date of this Form 10-Q, we have not received a response from the ONRR related to our submissions. These open ONRR unbundling reviews, and any further similar reviews, could ultimately result in an order for payment of additional royalties under our Federal oil and gas leases for current and prior periods. To date, our revised calculations for one plant covering part of the 84 month period did not result in a material payment. We are not able to determine the range of any additional royalties or, if and when assessed, whether such amounts would be material. Notices of Proposed Civil Penalty Assessment. As of March 31, 2017, we had five open civil penalties issued by the Bureau of Safety and Environmental Enforcement (“BSEE”) arising from Incidents of Noncompliance (“INCs”), which have not been settled as of the filing of this Form 10-Q. The INC’s underlying the civil penalties relate to separate offshore locations with occurrence dates ranging from July 2012 to March 2016. The proposed civil penalties for these INCs total $8.3 million. During the three months ended March 31, 2017, we did not make any payments related to civil penalties. We have accrued approximately $2.0 million, which is our best estimate of the final settlement once all appeals have been exhausted. Our position is that the proposed civil penalties are excessive given the specific facts and circumstances related to these INCs. Iberville School Board Lawsuit. In August 2013, a citation was issued on behalf of plaintiffs, the State of Louisiana and the Iberville Parish School Board, in their suit against us (among others) in the 18 th Other Claims. We are a party to various pending or threatened claims and complaints seeking damages or other remedies concerning our commercial operations and other matters in the ordinary course of our business. In addition, claims or contingencies may arise related to matters occurring prior to our acquisition of properties or related to matters occurring subsequent to our sale of properties. In certain cases, we have indemnified the sellers of properties we have acquired, and in other cases, we have indemnified the buyers of properties we have sold. We are also subject to federal and state administrative proceedings conducted in the ordinary course of business including matters related to alleged royalty underpayments on certain federal-owned properties. Although we can give no assurance about the outcome of pending legal and federal or state administrative proceedings and the effect such an outcome may have on us, we believe that any ultimate liability resulting from the outcome of such proceedings, to the extent not otherwise provided for or covered by insurance, will not have a material adverse effect on our consolidated financial position, results of operations or liquidity. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events |
Supplemental Guarantor Informat
Supplemental Guarantor Information | 3 Months Ended |
Mar. 31, 2017 | |
Supplemental Guarantor Information [Abstract] | |
Supplemental Guarantor Information | W&T OFFSHORE, INC. AND SUBSIDIARIES 10. Supplemental Guarantor Information Our payment obligations under the Credit Agreement, the 1.5 Lien Term Loan, the Second Lien Term Loan, the Second Lien PIK Toggle Notes, the Third Lien PIK Toggle Notes and the Unsecured Senior Notes (see Note 2) are fully and unconditionally guaranteed by certain of our 100%-owned subsidiaries, including Energy VI and W & T Energy VII, LLC (together, the “Guarantor Subsidiaries”). W & T Energy VII, LLC does not currently have any active operations or contain any assets. Guarantees will be released under certain circumstances, including: (1) in connection with any sale or other disposition of all or substantially all of the assets of a Guarantor Subsidiary (including by way of merger or consolidation) to a person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary, if the sale or other disposition does not violate the Asset Sale provisions (as such capitalized terms are defined in the applicable indenture); (2) in connection with any sale or other disposition of the capital stock of such Guarantor Subsidiary to a person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate the Asset Sale provisions of the indenture and the Guarantor Subsidiary ceases to be a subsidiary of the Company as a result of such sales or disposition; (3) if such Guarantor Subsidiary is a Restricted Subsidiary and the Company designates such Guarantor Subsidiary as an Unrestricted Subsidiary in accordance with the applicable provisions of certain debt documents; (4) upon Legal Defeasance or Covenant Defeasance (as such terms are defined in the applicable indenture) or upon satisfaction and discharge of the certain debt documents; (5) upon the liquidation or dissolution of such Guarantor Subsidiary, provided no event of default has occurred and is continuing; or (6) at such time as such Guarantor Subsidiary is no longer required to be a Guarantor Subsidiary as described in certain debt documents, provided no event of default has occurred and is continuing. The following condensed consolidating financial information presents the financial condition, results of operations and cash flows of the Parent Company and the Guarantor Subsidiaries, together with consolidating adjustments necessary to present the Company’s results on a consolidated basis. As to the ceiling test write-down recorded in 2016, the computation is performed for each subsidiary on a stand-alone basis and also for the consolidated Company. Due to this methodology, consolidating adjustments are required to present the consolidated results appropriately. Condensed Consolidating Balance Sheet as of March 31, 2017 Consolidated Parent Guarantor W&T Company Subsidiaries Eliminations Offshore, Inc. (In thousands) Assets Current assets: Cash and cash equivalents $ 126,095 $ — $ — $ 126,095 Receivables: Oil and natural gas sales 4,177 40,777 — 44,954 Joint interest 16,843 — — 16,843 Income taxes 116,699 — (104,756 ) 11,943 Total receivables 137,719 40,777 (104,756 ) 73,740 Prepaid expenses and other assets 14,034 3,101 — 17,135 Total current assets 277,848 43,878 (104,756 ) 216,970 Oil and natural gas properties and other, net 367,782 172,017 (1,685 ) 538,114 Restricted deposits for asset retirement obligations 28,224 — — 28,224 Income tax receivables 59,789 — — 59,789 Other assets 412,398 386,092 (787,087 ) 11,403 Total assets $ 1,146,041 $ 601,987 $ (893,528 ) $ 854,500 Liabilities and Shareholders’ Equity (Deficit) Current liabilities: Accounts payable $ 74,328 $ 7,070 $ — $ 81,398 Undistributed oil and natural gas proceeds 20,448 1,918 — 22,366 Asset retirement obligations 49,788 16,362 — 66,150 Accrued liabilities 20,663 104,629 (104,756 ) 20,536 Long-term debt 8,250 — — 8,250 Total current liabilities 173,477 129,979 (104,756 ) 198,700 Long-term debt: Principal 873,733 — — 873,733 Carrying value adjustments 137,001 — — 137,001 Long term debt, less current portion - carrying value 1,010,734 — — 1,010,734 Asset retirement obligations, less current portion 143,434 117,216 — 260,650 Other liabilities 449,521 — (432,295 ) 17,226 Shareholders’ deficit: Common stock 1 — — 1 Additional paid-in capital 541,901 704,885 (704,885 ) 541,901 Retained earnings (deficit) (1,148,860 ) (350,093 ) 348,408 (1,150,545 ) Treasury stock, at cost (24,167 ) — — (24,167 ) Total shareholders’ equity (deficit) (631,125 ) 354,792 (356,477 ) (632,810 ) Total liabilities and shareholders’ equity (deficit) $ 1,146,041 $ 601,987 $ (893,528 ) $ 854,500 Condensed Consolidating Balance Sheet as of December 31, 2016 Consolidated Parent Guarantor W&T Company Subsidiaries Eliminations Offshore, Inc. (In thousands) Assets Current assets: Cash and cash equivalents $ 70,236 $ — $ — $ 70,236 Receivables: Oil and natural gas sales 2,173 40,900 — 43,073 Joint interest 21,885 — — 21,885 Insurance reimbursement 30,100 — — 30,100 Income taxes 111,215 — (99,272 ) 11,943 Total receivables 165,373 40,900 (99,272 ) 107,001 Prepaid expenses and other assets 12,448 2,056 — 14,504 Total current assets 248,057 42,956 (99,272 ) 191,741 Oil and natural gas properties and other, net 360,966 187,040 (953 ) 547,053 Restricted deposits for asset retirement obligations 27,371 — — 27,371 Income tax receivables 52,097 — — 52,097 Other assets 394,931 344,742 (728,209 ) 11,464 Total assets $ 1,083,422 $ 574,738 $ (828,434 ) $ 829,726 Liabilities and Shareholders’ Deficit Current liabilities: Accounts payable $ 74,306 $ 6,733 $ — $ 81,039 Undistributed oil and natural gas proceeds 24,493 1,761 — 26,254 Asset retirement obligations 62,261 16,003 — 78,264 Long-term debt 8,272 — — 8,272 Accrued liabilities 9,293 99,179 (99,272 ) 9,200 Total current liabilities 178,625 123,676 (99,272 ) 203,029 Long-term debt: Principal 873,733 — — 873,733 Carrying value adjustments 138,722 — — 138,722 Long term debt, less current portion - carrying value 1,012,455 — — 1,012,455 Asset retirement obligations, less current portion 142,376 113,798 — 256,174 Other liabilities 408,050 — (390,945 ) 17,105 Shareholders’ deficit: Common stock 1 — — 1 Additional paid-in capital 539,973 704,885 (704,885 ) 539,973 Retained earnings (deficit) (1,173,891 ) (367,621 ) 366,668 (1,174,844 ) Treasury stock, at cost (24,167 ) — — (24,167 ) Total shareholders’ deficit (658,084 ) 337,264 (338,217 ) (659,037 ) Total liabilities and shareholders’ deficit $ 1,083,422 $ 574,738 $ (828,434 ) $ 829,726 Condensed Consolidating Statement of Operations for the Three Months Ended March 31, 2017 Consolidated Parent Guarantor W&T Company Subsidiaries Eliminations Offshore, Inc. (In thousands) Revenues $ 53,707 $ 70,686 $ — $ 124,393 Operating costs and expenses: Lease operating expenses 23,702 16,462 — 40,164 Production taxes 515 — — 515 Gathering and transportation 2,566 3,643 — 6,209 Depreciation, depletion, amortization and accretion 19,154 20,105 731 39,990 General and administrative expenses 5,776 7,498 — 13,274 Derivative gain (3,955 ) — — (3,955 ) Total costs and expenses 47,758 47,708 731 96,197 Operating income 5,949 22,978 (731 ) 28,196 Earnings of affiliates 17,527 — (17,527 ) — Interest expense incurred 11,294 — — 11,294 Other expense, net 191 — — 191 Income before income tax benefit 11,991 22,978 (18,258 ) 16,711 Income tax benefit (13,039 ) 5,451 — (7,588 ) Net income $ 25,030 $ 17,527 $ (18,258 ) $ 24,299 Condensed Consolidating Statement of Operations for the Three Months Ended March 31, 2016 Consolidated Parent Guarantor W&T Company Subsidiaries Eliminations Offshore, Inc. (In thousands) Revenues $ 30,512 $ 47,203 $ — $ 77,715 Operating costs and expenses: Lease operating expenses 24,945 19,524 — 44,469 Production taxes 526 — — 526 Gathering and transportation 1,553 3,539 — 5,092 Depreciation, depletion, amortization and accretion 20,623 38,161 4,949 63,733 Ceiling test write-down of oil and natural gas properties — 50,384 66,175 116,559 General and administrative expenses 6,613 9,830 — 16,443 Derivative gain (2,493 ) — — (2,493 ) Total costs and expenses 51,767 121,438 71,124 244,329 Operating loss (21,255 ) (74,235 ) (71,124 ) (166,614 ) Loss of affiliates (73,029 ) — 73,029 — Interest expense: Incurred 27,695 119 — 27,814 Capitalized (224 ) (119 ) — (343 ) Other expense, net 1,306 — — 1,306 Loss before income tax benefit (123,061 ) (74,235 ) 1,905 (195,391 ) Income tax benefit (3,676 ) (1,206 ) — (4,882 ) Net loss $ (119,385 ) $ (73,029 ) $ 1,905 $ (190,509 ) Condensed Consolidating Statement of Cash Flows for the Three Months Ended March 31, 2017 Consolidated W&T Parent Guarantor Offshore, Company Subsidiaries Eliminations Inc. (In thousands) Operating activities: Net income $ 25,030 $ 17,527 $ (18,258 ) $ 24,299 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, amortization and accretion 19,154 20,105 731 39,990 Amortization of debt items 412 — — 412 Share-based compensation 1,928 — — 1,928 Derivative gain (3,955 ) — — (3,955 ) Cash receipts on derivative settlements, net 713 — — 713 Deferred income taxes 105 — — 105 Earnings of affiliates (17,527 ) — 17,527 — Changes in operating assets and liabilities: Oil and natural gas receivables (2,004 ) 122 — (1,882 ) Joint interest and other receivables 35,142 — — 35,142 Income taxes (5,451 ) 5,451 — — Prepaid expenses and other assets (6,927 ) (42,395 ) 41,350 (7,972 ) Asset retirement obligation settlements (12,940 ) (1,559 ) — (14,499 ) Accounts payable, accrued liabilities and other 46,764 1,488 (41,350 ) 6,902 Net cash provided by operating activities 80,444 739 — 81,183 Investing activities: Investment in oil and natural gas properties and equipment (23,593 ) 255 — (23,338 ) Changes in operating assets and liabilities associated with investing activities 2,162 (994 ) — 1,168 Purchases of furniture, fixtures and other (853 ) — — (853 ) Net cash used in investing activities (22,284 ) (739 ) — (23,023 ) Financing activities: Payment of interest on 1.5 Lien Term Loan (2,056 ) — — (2,056 ) Other (245 ) — — (245 ) Net cash provided by financing activities (2,301 ) — — (2,301 ) Increase in cash and cash equivalents 55,859 — — 55,859 Cash and cash equivalents, beginning of period 70,236 — — 70,236 Cash and cash equivalents, end of period $ 126,095 $ — $ — $ 126,095 Condensed Consolidating Statement of Cash Flows for the Three Months Ended March 31, 2016 Consolidated W&T Parent Guarantor Offshore, Company Subsidiaries Eliminations Inc. (In thousands) Operating activities: Net loss $ (119,385 ) $ (73,029 ) $ 1,905 $ (190,509 ) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation, depletion, amortization and accretion 20,623 38,161 4,949 63,733 Ceiling test write-down of oil and natural gas properties — 50,384 66,175 116,559 Debt issuance costs write-off/ amortization of debt items 1,684 — — 1,684 Share-based compensation 2,536 — — 2,536 Derivative gain (2,493 ) — — (2,493 ) Cash receipts on derivative settlements 4,105 — — 4,105 Deferred income taxes (3,676 ) (1,206 ) — (4,882 ) Loss of affiliates 73,029 — (73,029 ) — Changes in operating assets and liabilities: Oil and natural gas receivables 3,606 4,559 — 8,165 Joint interest and other receivables 4,991 — — 4,991 Income taxes (310 ) — — (310 ) Prepaid expenses and other assets 3,072 (7,492 ) 5,737 1,317 Asset retirement obligations (584 ) (2,596 ) — (3,180 ) Accounts payable, accrued liabilities and other 14,761 18,969 (5,737 ) 27,993 Net cash provided by operating activities 1,959 27,750 — 29,709 Investing activities: Investment in oil and natural gas properties and equipment (3,147 ) (9,756 ) — (12,903 ) Changes in operating assets and liabilities associated with investing activities (2,686 ) (17,994 ) — (20,680 ) Proceeds from sales of assets and other, net 1,000 — — 1,000 Net cash used in investing activities (4,833 ) (27,750 ) — (32,583 ) Financing activities: Borrowings of long-term debt – revolving bank credit facility 340,000 — — 340,000 Repayments of long-term debt – revolving bank credit facility (52,000 ) — — (52,000 ) Other 83 — — 83 Net cash provided by financing activities 288,083 — — 288,083 Increase in cash and cash equivalents 285,209 — — 285,209 Cash and cash equivalents, beginning of period 85,414 — — 85,414 Cash and cash equivalents, end of period $ 370,623 $ — $ — $ 370,623 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Operations | Operations. W&T Offshore, Inc. (with subsidiaries referred to herein as “W&T,” “we,” “us,” “our,” or the “Company”) is an independent oil and natural gas producer with operations primarily offshore in the Gulf of Mexico. The Company is active in the exploration, development and acquisition of oil and natural gas properties. Our interest in fields, leases, structures and equipment are primarily owned by W&T Offshore, Inc. (on a stand-alone basis, the “Parent Company”) and its 100%-owned subsidiary, W & T Energy VI, LLC (“Energy VI”). |
Interim Financial Statements | Interim Financial Statements. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim periods and the appropriate rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, the condensed consolidated financial statements do not include all of the information and footnote disclosures required by GAAP for complete financial statements for annual periods. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for interim periods are not necessarily indicative of the results that may be expected for the entire year. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. |
Use of Estimates | Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. |
Recent Events | Recent Events. The price we receive for our crude oil, natural gas liquids (“NGLs”) and natural gas production directly affects our revenues, profitability, cash flows, liquidity, access to capital, proved reserves and future rate of growth. The average prices of these commodities improved during the first quarter of 2017 compared to the average prices in the first quarter and year 2016. Operating costs were lower than the first quarter of 2017 on a barrel equivalent (“Boe”) basis compared to the first quarter of 2016. In September 2016, we consummated the Exchange Transaction, as defined and described below in Note 2, which reduced our interest payments in the first quarter of 2017 compared to the first quarter of 2016. In addition, the Exchange Transaction extended the maturities on a portion of our debt, although for a portion of the New Debt, as defined and described below, the maturities may accelerate if certain events do not transpire. We continued working to further reduce our operating costs, capital expenditures and costs related to asset retirement obligations (“ARO”). Our 2017 capital budget is conservative and flexible. The 2017 capital budget is higher than the capital expenditures incurred during 2016, but it is significantly lower than spending levels incurred during 2015 and 2014. During the first quarter of 2017, the Bureau of Ocean Energy Management (“BOEM”) extended the implementation timeline by an additional six months for Notice to Lessees #2016-N01 (“NTL #2016-N01”) as to Outer Continental Shelf (“OCS”) leases, rights-of-way (“ROWs”) or rights of use and easement (“RUEs”) for which there are co-lessees and/or predecessors in interest (non-sole liability properties), with certain exceptions. Also, in the first quarter of 2017, the BOEM withdrew the orders related to its so called “sole liability” properties it had issued in December 2016 to allow time for the new President’s administration to review the complex financial assurance program. We continue to have discussions with the BOEM regarding these matters. See Note 9 for additional information. We have assessed our financial condition, the current capital markets and options given different scenarios of commodity prices. We believe we will have adequate liquidity to fund our operations beyond May 2018, the period of assessment to qualify as a going concern. However, we cannot predict the potential changes in commodity prices or the future bonding requirements, either of which could affect our operations, liquidity levels and compliance with debt covenants. See our Annual Report on Form 10-K for the year ended December 31, 2016 concerning risks related to our business and events occurring during 2016 and other information and the Notes herein for additional information. |
Prepaid Expenses and Other | Prepaid Expenses and Other. The a mounts recorded in Prepaid expenses and other are expected to be realized within one year. The major categories are presented in the following table (in thousands): March 31, December 31, 2017 2016 Derivative assets (1) $ 3,486 $ — Prepaid/accrued insurance and surety bonds 4,751 5,386 Prepaid deposits related to royalties 6,036 6,237 Other 2,862 2,881 Prepaid expenses and other $ 17,135 $ 14,504 (1) Includes open and closed (and not settled) derivative commodity contracts recorded at fair value. |
Oil and Natural Gas Properties and Other, Net - at Cost | Oil and natural gas properties and other, net – at cost: March 31, December 31, 2017 2016 Oil and natural gas properties and equipment $ 7,958,501 $ 7,932,504 Furniture, fixtures and other 21,751 20,898 Total property and equipment 7,980,252 7,953,402 Less accumulated depreciation, depletion and amortization 7,442,138 7,406,349 Oil and natural gas properties and other, net $ 538,114 $ 547,053 |
Accrued liabilities | Accrued liabilities. The major categories recorded in Accrued liabilities are presented in the following table (in thousands): March 31, December 31, 2017 2016 Accrued interest $ 14,878 $ 4,189 Accrued salaries/payroll taxes/benefits 2,749 2,777 Other 2,909 2,234 Total accrued liabilities $ 20,536 $ 9,200 |
Recent Accounting Developments | Recent Accounting Developments. In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-09 (“ASU 2014-09”), Summary and Amendments That Create Revenue from Contracts and Customers (Subtopic 606) . ASU 2014-09 amends and replaces current revenue recognition requirements, including most industry-specific guidance. The revised guidance establishes a five step approach to be utilized in determining when, and if, revenue should be recognized. ASU 2014-09 is effective for annual and interim periods beginning after December 15, 2017. Upon application, an entity may elect one of two methods, either restatement of prior periods presented or recording a cumulative adjustment in the initial period of application. Our current intention is to adopt the standard utilizing the modified retrospective approach. Our evaluation to date is the adoption of ASU 2014-09 is not expected to have a material impact on our consolidated financial statements. We have not fully completed our analysis and subsequent guidance may change this assessment. Our disclosures related to revenue will be modified when the new guidance is effective. ASU 2014-09 will be effective for us in the first quarter of 2018. In February 2016, the FASB issued Accounting Standards Update No. 2016-02 (“ASU 2016-02”), Leases Subtopic 842 In June 2016, the FASB issued Accounting Standards Update No. 2016-13, (“ASU 2016-13”), Financial Instruments – Credit Losses Subtopic 326 In August 2016, the FASB issued Accounting Standards Update No. 2016-15, (“ASU 2016-15”), Statement of Cash Flows (Topic 230) – Classification of Certain Cash Receipts and Cash Payments In November 2016, the FASB issued Accounting Standards Update No. 2016-18, (“ASU 2016-18”), Statement of Cash Flows (Topic 230) – Restricted Cash |
Basis of Presentation (Tables)
Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of Amounts Recorded in Prepaid Expenses and Other | The amounts recorded in Prepaid expenses and other March 31, December 31, 2017 2016 Derivative assets (1) $ 3,486 $ — Prepaid/accrued insurance and surety bonds 4,751 5,386 Prepaid deposits related to royalties 6,036 6,237 Other 2,862 2,881 Prepaid expenses and other $ 17,135 $ 14,504 (1) Includes open and closed (and not settled) derivative commodity contracts recorded at fair value. |
Schedule of Oil and Natural Gas Properties and Other, Net at Cost | Oil and natural gas properties and other, net – at cost: March 31, December 31, 2017 2016 Oil and natural gas properties and equipment $ 7,958,501 $ 7,932,504 Furniture, fixtures and other 21,751 20,898 Total property and equipment 7,980,252 7,953,402 Less accumulated depreciation, depletion and amortization 7,442,138 7,406,349 Oil and natural gas properties and other, net $ 538,114 $ 547,053 |
Schedule of Accrued Liabilities | Accrued liabilities. The major categories recorded in Accrued liabilities are presented in the following table (in thousands): March 31, December 31, 2017 2016 Accrued interest $ 14,878 $ 4,189 Accrued salaries/payroll taxes/benefits 2,749 2,777 Other 2,909 2,234 Total accrued liabilities $ 20,536 $ 9,200 |
Components of Long-Term Debt (T
Components of Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | The components of our long-term debt are presented in the following table (in thousands): March 31, 2017 December 31, 2016 Adjustments to Adjustments to Carrying Carrying Carrying Carrying Principal Value (1) Value Principal Value (1) Value 11.00% 1.5 Lien Term Loan, due November 2019: Principal $ 75,000 $ — $ 75,000 $ 75,000 $ — $ 75,000 Future interest payments — 21,766 21,766 — 23,823 23,823 Subtotal 75,000 21,766 96,766 75,000 23,823 98,823 9.00 % Second Lien Term Loan, due May 2020: 300,000 — 300,000 300,000 — 300,000 9.00%/10.75% Second Lien PIK Toggle Notes, due May 2020: Principal 163,007 — 163,007 163,007 — 163,007 Future payments-in-kind — 24,048 24,048 — 24,048 24,048 Future interest payments — 36,850 36,850 — 36,850 36,850 Subtotal 163,007 60,898 223,905 163,007 60,898 223,905 8.50%/10.00% Third Lien PIK Toggle Notes, due June 2021: Principal 145,897 — 145,897 145,897 — 145,897 Future payments-in-kind — 26,844 26,844 — 26,844 26,844 Future interest payments — 40,705 40,705 — 40,705 40,705 Subtotal 145,897 67,549 213,446 145,897 67,549 213,446 8.50% Unsecured Senior Notes, due June 2019 189,829 — 189,829 189,829 — 189,829 Debt premium, discount, issuance costs, net of amortization — (4,962 ) (4,962 ) — (5,276 ) (5,276 ) Total long-term debt 873,733 145,251 1,018,984 873,733 146,994 1,020,727 Current maturities of long-term debt (2) — 8,250 8,250 — 8,272 8,272 Long term debt, less current maturities $ 873,733 $ 137,001 $ 1,010,734 $ 873,733 $ 138,722 $ 1,012,455 (1) Future interest payments and future payments-in-kind (“PIK”) are recorded on an undiscounted basis. (2) Future interest payments for the next twelve months on the 1.5 Lien Term Loan. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Derivatives Financial Instruments and Long-Term Debt | The following table presents the fair value of our open derivatives and long-term debt, all of which are classified as Level 2 within the valuation hierarchy (in thousands): March 31, 2017 December 31, 2016 Assets Liabilities Assets Liabilities Derivatives - open contracts $ 3,242 $ — $ — $ — 11.00% 1.5 Term Loan, due November 2019 (1) — 75,000 — 75,000 9.00% Second Lien Term Loan, due May 2020 (1) — 273,000 — 255,000 9.00%/10.75% Second Lien PIK Toggle Notes, due May 2020 (1) — 142,631 — 122,255 8.50%/10.00% Third Lien PIK Toggle Notes, due June 2021 (1) — 106,505 — 80,243 8.50% Unsecured Senior Notes, due June 2019 (1) — 152,812 — 123,389 (1) The long-term debt items are reported on the Condensed Consolidated Balance Sheets at their carrying value as described in Note 2. |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Summary of Changes to Asset Retirement Obligation | A summary of the changes to our ARO is as follows (in thousands): Balance, December 31, 2016 $ 334,438 Liabilities settled (14,499 ) Accretion of discount 4,201 Revisions of estimated liabilities (1) 2,660 Balance, March 31, 2017 326,800 Less current portion 66,150 Long-term $ 260,650 (1) Revisions were primarily related to changes in scope of work at both our West Cameron fields and Eugene Island fields. |
Derivative Financial Instrume23
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Open Commodity Derivatives | As of March 31, 2017, our open commodity derivative contracts were as follows: Crude Oil: Swap, Priced off WTI (NYMEX) Notional (1) Notional (1) Quantity Quantity Strike Termination Period (Bbls/day) (Bbls) Price 2017 4th Quarter 1,000 275,000 $ 55.25 Crude Oil: Two-way collars, Priced off WTI (NYMEX) Notional (1) Notional (1) Weighted Average Contract Price Quantity Quantity Put Option Call Option Termination Period (Bbls/day) (Bbls) (Bought) (Sold) 2017 4th Quarter 4,000 1,100,000 $ 50.00 $ 60.15 Natural Gas: Two-way collars, Priced off Henry Hub (NYMEX) Notional (1) Notional (1) Weighted Average Contract Price Quantity Quantity Put Option Call Option Termination Period (MMBTUs/day) (MMBTUs) (Bought) (Sold) 2017 4th Quarter (2) 30,000 7,350,000 $ 3.07 $ 3.96 (1) Volume Measurements: Bbls – barrelsMMBTUs – million British Thermal Units. (2) The natural gas derivative contracts are priced and closed in the last week prior to the related production month. Natural gas derivative contracts related to April 2017 production were priced and closed in March 2017 and are not included in the above table as these were not open derivative contracts as of March 31, 2017 . |
Summary of Open and Closed (Not Settled) Commodity Derivative Contracts | Our open and closed (not settled) commodity derivative contracts were recorded within the line Prepaid and other assets March 31, December 31, 2017 2016 Open contracts $ 3,242 $ — Closed contracts - not settled 244 — Total contracts $ 3,486 $ — |
Changes in Fair Value and Settlements of Commodity Derivative Contracts | Changes in the fair value and settlements of our commodity derivative contracts were as follows (in thousands): Three Months Ended March 31, 2017 2016 Derivative gain $ (3,955 ) $ (2,493 ) |
Cash Receipts on Derivative Settlements, Net Included within Net Cash Provided by Operating Activities | Cash receipts, net, on commodity derivative contract settlements are included within Net cash provided by operating activities Three Months Ended March 31, 2017 2016 Cash receipts on derivative settlements, net $ 713 $ 4,105 |
Share-Based Compensation and 24
Share-Based Compensation and Cash-Based Incentive Compensation (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Share Activity Related to Restricted Stock Units | A summary of activity in 2017 related to RSUs is as follows: Restricted Stock Units Weighted Average Grant Date Fair Units Value Per Unit Nonvested, December 31, 2016 6,107,248 $ 2.73 Granted 2,080,181 2.77 Forfeited (29,227 ) 3.33 Nonvested, March 31, 2017 8,158,202 2.74 |
Schedule of Outstanding Restricted Stock Units Issued to Eligible Employees | For the outstanding RSUs issued to the eligible employees as of March 31, 2017, vesting is expected to occur as follows: Restricted Stock Units 2017 2,287,697 2018 3,790,324 2019 2,080,181 Total 8,158,202 |
Schedule of Outstanding Restricted Stock Shares Issued to Non-employee Directors | For the outstanding Restricted Shares issued to the non-employee directors as of March 31, 2017, vesting is expected to occur as follows: Restricted Shares 2017 62,136 2018 57,120 2019 42,040 Total 161,296 |
Summary of Incentive Compensation Expense under Share-Based Payment Arrangements and Related Tax Benefit | A summary of incentive compensation expense under share-based payment arrangements and the related tax benefit is as follows (in thousands): Three Months Ended March 31, 2017 2016 Share-based compensation expense from: Restricted stock units $ 1,858 $ 2,449 Restricted Shares 70 87 Total $ 1,928 $ 2,536 Share-based compensation tax benefit: Tax benefit computed at the statutory rate $ 675 $ 888 |
Earnings_ (Loss) Per Share (Tab
Earnings/ (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Basic and Diluted Earnings (Loss) Per Common Share | The following table presents the calculation of basic and diluted earnings (loss) per common share (in thousands, except per share amounts): Three Months Ended March 31, 2017 2016 Net income (loss) $ 24,299 $ (190,509 ) Less portion allocated to nonvested shares 1,058 — Net income (loss) allocated to common shares $ 23,241 $ (190,509 ) Weighted average common shares outstanding 137,513 76,428 Basic and diluted earnings (loss) per common share $ 0.17 $ (2.49 ) Shares excluded due to being anti-dilutive (weighted-average) — 3,528 |
Supplemental Guarantor Inform26
Supplemental Guarantor Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Supplemental Guarantor Information [Abstract] | |
Condensed Consolidating Balance Sheet | W&T OFFSHORE, INC. AND SUBSIDIARIES The following condensed consolidating financial information presents the financial condition, results of operations and cash flows of the Parent Company and the Guarantor Subsidiaries, together with consolidating adjustments necessary to present the Company’s results on a consolidated basis. As to the ceiling test write-down recorded in 2016, the computation is performed for each subsidiary on a stand-alone basis and also for the consolidated Company. Due to this methodology, consolidating adjustments are required to present the consolidated results appropriately. Condensed Consolidating Balance Sheet as of March 31, 2017 Consolidated Parent Guarantor W&T Company Subsidiaries Eliminations Offshore, Inc. (In thousands) Assets Current assets: Cash and cash equivalents $ 126,095 $ — $ — $ 126,095 Receivables: Oil and natural gas sales 4,177 40,777 — 44,954 Joint interest 16,843 — — 16,843 Income taxes 116,699 — (104,756 ) 11,943 Total receivables 137,719 40,777 (104,756 ) 73,740 Prepaid expenses and other assets 14,034 3,101 — 17,135 Total current assets 277,848 43,878 (104,756 ) 216,970 Oil and natural gas properties and other, net 367,782 172,017 (1,685 ) 538,114 Restricted deposits for asset retirement obligations 28,224 — — 28,224 Income tax receivables 59,789 — — 59,789 Other assets 412,398 386,092 (787,087 ) 11,403 Total assets $ 1,146,041 $ 601,987 $ (893,528 ) $ 854,500 Liabilities and Shareholders’ Equity (Deficit) Current liabilities: Accounts payable $ 74,328 $ 7,070 $ — $ 81,398 Undistributed oil and natural gas proceeds 20,448 1,918 — 22,366 Asset retirement obligations 49,788 16,362 — 66,150 Accrued liabilities 20,663 104,629 (104,756 ) 20,536 Long-term debt 8,250 — — 8,250 Total current liabilities 173,477 129,979 (104,756 ) 198,700 Long-term debt: Principal 873,733 — — 873,733 Carrying value adjustments 137,001 — — 137,001 Long term debt, less current portion - carrying value 1,010,734 — — 1,010,734 Asset retirement obligations, less current portion 143,434 117,216 — 260,650 Other liabilities 449,521 — (432,295 ) 17,226 Shareholders’ deficit: Common stock 1 — — 1 Additional paid-in capital 541,901 704,885 (704,885 ) 541,901 Retained earnings (deficit) (1,148,860 ) (350,093 ) 348,408 (1,150,545 ) Treasury stock, at cost (24,167 ) — — (24,167 ) Total shareholders’ equity (deficit) (631,125 ) 354,792 (356,477 ) (632,810 ) Total liabilities and shareholders’ equity (deficit) $ 1,146,041 $ 601,987 $ (893,528 ) $ 854,500 Condensed Consolidating Balance Sheet as of December 31, 2016 Consolidated Parent Guarantor W&T Company Subsidiaries Eliminations Offshore, Inc. (In thousands) Assets Current assets: Cash and cash equivalents $ 70,236 $ — $ — $ 70,236 Receivables: Oil and natural gas sales 2,173 40,900 — 43,073 Joint interest 21,885 — — 21,885 Insurance reimbursement 30,100 — — 30,100 Income taxes 111,215 — (99,272 ) 11,943 Total receivables 165,373 40,900 (99,272 ) 107,001 Prepaid expenses and other assets 12,448 2,056 — 14,504 Total current assets 248,057 42,956 (99,272 ) 191,741 Oil and natural gas properties and other, net 360,966 187,040 (953 ) 547,053 Restricted deposits for asset retirement obligations 27,371 — — 27,371 Income tax receivables 52,097 — — 52,097 Other assets 394,931 344,742 (728,209 ) 11,464 Total assets $ 1,083,422 $ 574,738 $ (828,434 ) $ 829,726 Liabilities and Shareholders’ Deficit Current liabilities: Accounts payable $ 74,306 $ 6,733 $ — $ 81,039 Undistributed oil and natural gas proceeds 24,493 1,761 — 26,254 Asset retirement obligations 62,261 16,003 — 78,264 Long-term debt 8,272 — — 8,272 Accrued liabilities 9,293 99,179 (99,272 ) 9,200 Total current liabilities 178,625 123,676 (99,272 ) 203,029 Long-term debt: Principal 873,733 — — 873,733 Carrying value adjustments 138,722 — — 138,722 Long term debt, less current portion - carrying value 1,012,455 — — 1,012,455 Asset retirement obligations, less current portion 142,376 113,798 — 256,174 Other liabilities 408,050 — (390,945 ) 17,105 Shareholders’ deficit: Common stock 1 — — 1 Additional paid-in capital 539,973 704,885 (704,885 ) 539,973 Retained earnings (deficit) (1,173,891 ) (367,621 ) 366,668 (1,174,844 ) Treasury stock, at cost (24,167 ) — — (24,167 ) Total shareholders’ deficit (658,084 ) 337,264 (338,217 ) (659,037 ) Total liabilities and shareholders’ deficit $ 1,083,422 $ 574,738 $ (828,434 ) $ 829,726 |
Condensed Consolidating Statement of Operations | Condensed Consolidating Statement of Operations for the Three Months Ended March 31, 2017 Consolidated Parent Guarantor W&T Company Subsidiaries Eliminations Offshore, Inc. (In thousands) Revenues $ 53,707 $ 70,686 $ — $ 124,393 Operating costs and expenses: Lease operating expenses 23,702 16,462 — 40,164 Production taxes 515 — — 515 Gathering and transportation 2,566 3,643 — 6,209 Depreciation, depletion, amortization and accretion 19,154 20,105 731 39,990 General and administrative expenses 5,776 7,498 — 13,274 Derivative gain (3,955 ) — — (3,955 ) Total costs and expenses 47,758 47,708 731 96,197 Operating income 5,949 22,978 (731 ) 28,196 Earnings of affiliates 17,527 — (17,527 ) — Interest expense incurred 11,294 — — 11,294 Other expense, net 191 — — 191 Income before income tax benefit 11,991 22,978 (18,258 ) 16,711 Income tax benefit (13,039 ) 5,451 — (7,588 ) Net income $ 25,030 $ 17,527 $ (18,258 ) $ 24,299 Condensed Consolidating Statement of Operations for the Three Months Ended March 31, 2016 Consolidated Parent Guarantor W&T Company Subsidiaries Eliminations Offshore, Inc. (In thousands) Revenues $ 30,512 $ 47,203 $ — $ 77,715 Operating costs and expenses: Lease operating expenses 24,945 19,524 — 44,469 Production taxes 526 — — 526 Gathering and transportation 1,553 3,539 — 5,092 Depreciation, depletion, amortization and accretion 20,623 38,161 4,949 63,733 Ceiling test write-down of oil and natural gas properties — 50,384 66,175 116,559 General and administrative expenses 6,613 9,830 — 16,443 Derivative gain (2,493 ) — — (2,493 ) Total costs and expenses 51,767 121,438 71,124 244,329 Operating loss (21,255 ) (74,235 ) (71,124 ) (166,614 ) Loss of affiliates (73,029 ) — 73,029 — Interest expense: Incurred 27,695 119 — 27,814 Capitalized (224 ) (119 ) — (343 ) Other expense, net 1,306 — — 1,306 Loss before income tax benefit (123,061 ) (74,235 ) 1,905 (195,391 ) Income tax benefit (3,676 ) (1,206 ) — (4,882 ) Net loss $ (119,385 ) $ (73,029 ) $ 1,905 $ (190,509 ) |
Condensed Consolidating Statement of Cash Flows | Condensed Consolidating Statement of Cash Flows for the Three Months Ended March 31, 2017 Consolidated W&T Parent Guarantor Offshore, Company Subsidiaries Eliminations Inc. (In thousands) Operating activities: Net income $ 25,030 $ 17,527 $ (18,258 ) $ 24,299 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, amortization and accretion 19,154 20,105 731 39,990 Amortization of debt items 412 — — 412 Share-based compensation 1,928 — — 1,928 Derivative gain (3,955 ) — — (3,955 ) Cash receipts on derivative settlements, net 713 — — 713 Deferred income taxes 105 — — 105 Earnings of affiliates (17,527 ) — 17,527 — Changes in operating assets and liabilities: Oil and natural gas receivables (2,004 ) 122 — (1,882 ) Joint interest and other receivables 35,142 — — 35,142 Income taxes (5,451 ) 5,451 — — Prepaid expenses and other assets (6,927 ) (42,395 ) 41,350 (7,972 ) Asset retirement obligation settlements (12,940 ) (1,559 ) — (14,499 ) Accounts payable, accrued liabilities and other 46,764 1,488 (41,350 ) 6,902 Net cash provided by operating activities 80,444 739 — 81,183 Investing activities: Investment in oil and natural gas properties and equipment (23,593 ) 255 — (23,338 ) Changes in operating assets and liabilities associated with investing activities 2,162 (994 ) — 1,168 Purchases of furniture, fixtures and other (853 ) — — (853 ) Net cash used in investing activities (22,284 ) (739 ) — (23,023 ) Financing activities: Payment of interest on 1.5 Lien Term Loan (2,056 ) — — (2,056 ) Other (245 ) — — (245 ) Net cash provided by financing activities (2,301 ) — — (2,301 ) Increase in cash and cash equivalents 55,859 — — 55,859 Cash and cash equivalents, beginning of period 70,236 — — 70,236 Cash and cash equivalents, end of period $ 126,095 $ — $ — $ 126,095 Condensed Consolidating Statement of Cash Flows for the Three Months Ended March 31, 2016 Consolidated W&T Parent Guarantor Offshore, Company Subsidiaries Eliminations Inc. (In thousands) Operating activities: Net loss $ (119,385 ) $ (73,029 ) $ 1,905 $ (190,509 ) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation, depletion, amortization and accretion 20,623 38,161 4,949 63,733 Ceiling test write-down of oil and natural gas properties — 50,384 66,175 116,559 Debt issuance costs write-off/ amortization of debt items 1,684 — — 1,684 Share-based compensation 2,536 — — 2,536 Derivative gain (2,493 ) — — (2,493 ) Cash receipts on derivative settlements 4,105 — — 4,105 Deferred income taxes (3,676 ) (1,206 ) — (4,882 ) Loss of affiliates 73,029 — (73,029 ) — Changes in operating assets and liabilities: Oil and natural gas receivables 3,606 4,559 — 8,165 Joint interest and other receivables 4,991 — — 4,991 Income taxes (310 ) — — (310 ) Prepaid expenses and other assets 3,072 (7,492 ) 5,737 1,317 Asset retirement obligations (584 ) (2,596 ) — (3,180 ) Accounts payable, accrued liabilities and other 14,761 18,969 (5,737 ) 27,993 Net cash provided by operating activities 1,959 27,750 — 29,709 Investing activities: Investment in oil and natural gas properties and equipment (3,147 ) (9,756 ) — (12,903 ) Changes in operating assets and liabilities associated with investing activities (2,686 ) (17,994 ) — (20,680 ) Proceeds from sales of assets and other, net 1,000 — — 1,000 Net cash used in investing activities (4,833 ) (27,750 ) — (32,583 ) Financing activities: Borrowings of long-term debt – revolving bank credit facility 340,000 — — 340,000 Repayments of long-term debt – revolving bank credit facility (52,000 ) — — (52,000 ) Other 83 — — 83 Net cash provided by financing activities 288,083 — — 288,083 Increase in cash and cash equivalents 285,209 — — 285,209 Cash and cash equivalents, beginning of period 85,414 — — 85,414 Cash and cash equivalents, end of period $ 370,623 $ — $ — $ 370,623 |
Basis of Presentation - Schedul
Basis of Presentation - Schedule of Amounts Recorded in Prepaid Expenses and Other (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | |
Prepaid Expense And Other Assets Current [Abstract] | |||
Derivative assets | [1] | $ 3,486 | |
Prepaid/accrued insurance and surety bonds | 4,751 | $ 5,386 | |
Prepaid deposits related to royalties | 6,036 | 6,237 | |
Other | 2,862 | 2,881 | |
Prepaid expenses and other | $ 17,135 | $ 14,504 | |
[1] | Includes open and closed (and not settled) derivative commodity contracts recorded at fair value. |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Details) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Accounting Policies [Abstract] | ||
Oil and natural gas properties and equipment - full cost method, amount excluded from amortization | $ 0 | $ 0 |
Basis of Presentation - Sched29
Basis of Presentation - Schedule of Oil and Natural Gas Properties and Other, Net at Cost (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Property Plant And Equipment Net [Abstract] | ||
Oil and natural gas properties and equipment | $ 7,958,501 | $ 7,932,504 |
Furniture, fixtures and other | 21,751 | 20,898 |
Total property and equipment | 7,980,252 | 7,953,402 |
Less accumulated depreciation, depletion and amortization | 7,442,138 | 7,406,349 |
Oil and natural gas properties and other, net | $ 538,114 | $ 547,053 |
Basis of Presentation - Sched30
Basis of Presentation - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Payables And Accruals [Abstract] | ||
Accrued interest | $ 14,878 | $ 4,189 |
Accrued salaries/payroll taxes/benefits | 2,749 | 2,777 |
Other | 2,909 | 2,234 |
Total accrued liabilities | $ 20,536 | $ 9,200 |
Long-Term Debt - Components of
Long-Term Debt - Components of Long-Term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Principal | $ 873,733 | $ 873,733 |
Adjustments to carrying value, Debt premium, discount, issuance costs, net of amortization | (4,962) | (5,276) |
Adjustments to carrying value, Total | 145,251 | 146,994 |
Adjustments to carrying value, Current maturities | 8,250 | 8,272 |
Adjustments to carrying value, less current maturities | 137,001 | 138,722 |
Debt premium, discount, issuance costs, net of amortization | (4,962) | (5,276) |
Total long-term debt | 1,018,984 | 1,020,727 |
Long-term debt | 8,250 | 8,272 |
Long term debt, less current maturities | 1,010,734 | 1,012,455 |
11.00% 1.5 Lien Term Loan, Due November 2019 | ||
Debt Instrument [Line Items] | ||
Principal | 75,000 | 75,000 |
Adjustments to carrying value, Future interest payments | 21,766 | 23,823 |
Adjustments to carrying value, Subtotal | 21,766 | 23,823 |
Carrying Value | 96,766 | 98,823 |
9.00 % Second Lien Term Loan, Due May 2020 | ||
Debt Instrument [Line Items] | ||
Principal | 300,000 | 300,000 |
Carrying Value | 300,000 | 300,000 |
8.50% Unsecured Senior Notes, Due June 2019 | ||
Debt Instrument [Line Items] | ||
Principal | 189,829 | 189,829 |
Carrying Value | 189,829 | 189,829 |
9.00%/10.75% Second Lien PIK Toggle Notes, Due May 2020 | ||
Debt Instrument [Line Items] | ||
Principal | 163,007 | 163,007 |
Adjustments to carrying value, Future payments-in-kind | 24,048 | 24,048 |
Adjustments to carrying value, Future interest payments | 36,850 | 36,850 |
Adjustments to carrying value, Subtotal | 60,898 | 60,898 |
Carrying Value | 223,905 | 223,905 |
8.50%/10.00% Third Lien PIK Toggle Notes, Due June 2021 | ||
Debt Instrument [Line Items] | ||
Principal | 145,897 | 145,897 |
Adjustments to carrying value, Future payments-in-kind | 26,844 | 26,844 |
Adjustments to carrying value, Future interest payments | 40,705 | 40,705 |
Adjustments to carrying value, Subtotal | 67,549 | 67,549 |
Carrying Value | $ 213,446 | $ 213,446 |
Long-Term Debt - Components o32
Long-Term Debt - Components of Long-Term Debt (Parenthetical) (Details) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 07, 2016 | May 31, 2015 | |
11.00% 1.5 Lien Term Loan, Due November 2019 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument interest rate | 11.00% | |||
Debt instrument maturity date | Nov. 15, 2019 | |||
9.00 % Second Lien Term Loan, Due May 2020 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument interest rate | 9.00% | 9.00% | 9.00% | |
Debt instrument maturity date | May 15, 2020 | May 15, 2020 | ||
9.00%/10.75% Second Lien PIK Toggle Notes, Due May 2020 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument interest rate | 9.00% | 9.00% | ||
Debt instrument maturity date | May 15, 2020 | |||
Debt instrument paid in kind interest rate | 10.75% | |||
8.50%/10.00% Third Lien PIK Toggle Notes, Due June 2021 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument interest rate | 8.50% | 8.50% | ||
Debt instrument maturity date | Jun. 15, 2021 | |||
Debt instrument paid in kind interest rate | 10.00% | |||
8.50% Unsecured Senior Notes, Due June 2019 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument interest rate | 8.50% | 8.50% | ||
Debt instrument maturity date | Jun. 15, 2019 | Jun. 15, 2019 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) - USD ($) shares in Millions | Jun. 30, 2017 | Sep. 07, 2016 | May 31, 2015 | Mar. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | |||||
Debt instrument aggregate principal amount | $ 873,733,000 | $ 873,733,000 | |||
8.50% Unsecured Senior Notes, Due June 2019 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument aggregate principal amount | $ 189,829,000 | $ 189,829,000 | |||
Debt instrument maturity date | Jun. 15, 2019 | Jun. 15, 2019 | |||
Debt instrument interest rate | 8.50% | 8.50% | |||
Debt instrument payment terms | semi-annually in arrears on June 15 and December 15 | ||||
Annual effective interest rate | 8.30% | ||||
9.00%/10.75% Second Lien PIK Toggle Notes, Due May 2020 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument aggregate principal amount | $ 163,007,000 | $ 163,007,000 | |||
Debt instrument maturity date | May 15, 2020 | ||||
Debt instrument interest rate | 9.00% | 9.00% | |||
Debt instrument paid in kind interest rate | 10.75% | ||||
Debt instrument payment terms | Cash interest accrues at 9.00% per annum and is payable on May 15 and November 15 of each year. The Second Lien PIK Toggle Notes contain PIK interest provisions, where certain semi-annual interest is added to the principal amount instead of being paid in cash in the then current semi-annual period. We have the option for the first 18 months to pay all or a portion of interest in kind at a rate of 10.75% per annum. | ||||
Debt instrument, period in which interest can be paid-in-kind | 18 months | ||||
Debt instrument stated interest rate percentage for payment-in-kind | 10.75% | ||||
8.50%/10.00% Third Lien PIK Toggle Notes, Due June 2021 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument aggregate principal amount | $ 145,897,000 | 145,897,000 | |||
Debt instrument maturity date | Jun. 15, 2021 | ||||
Debt instrument interest rate | 8.50% | 8.50% | |||
Debt instrument paid in kind interest rate | 10.00% | ||||
Debt instrument payment terms | The maturity date will accelerate to February 28, 2019 if the remaining Unsecured Senior Notes have not been extended, renewed, refunded, defeased, discharged, replaced or refinanced by February 28, 2019. Cash interest accrues at 8.50% per annum and is payable on June 15 and December 15 of each year. The Third Lien PIK Toggle Notes contain PIK interest provisions, where certain semi-annual interest is added to the principal amount instead of being paid in cash in the then current semi-annual period. We have the option for the first 24 months to pay all or a portion of interest in kind at a rate of 10.00% per annum. | ||||
Debt instrument, period in which interest can be paid-in-kind | 24 months | ||||
Debt instrument stated interest rate percentage for payment-in-kind | 10.00% | ||||
11.00% 1.5 Lien Term Loan, Due November 2019 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument aggregate principal amount | $ 75,000,000 | 75,000,000 | |||
Debt instrument maturity date | Nov. 15, 2019 | ||||
Debt instrument interest rate | 11.00% | ||||
Revolving Bank Credit Facility Due November 2018 | |||||
Debt Instrument [Line Items] | |||||
Revolving bank credit facility borrowing base | $ 150,000,000 | ||||
Revolving bank credit facility maximum lender commitment | 150,000,000 | ||||
Outstanding balances on the revolving bank credit facility (including letters of credit) | $ 5,000,000 | ||||
Unused portion of the borrowing base commitment fee | 0.50% | ||||
Credit agreement expiration date | Nov. 8, 2018 | ||||
Revolving bank credit facility borrowings outstanding | $ 0 | 0 | |||
Letters of credit outstanding | 500,000 | 500,000 | |||
Remaining availability | $ 149,500,000 | ||||
Revolving Bank Credit Facility Due November 2018 | Scenario Covenants | |||||
Debt Instrument [Line Items] | |||||
First lien leverage ratio, through June 30, 2017 | 250.00% | ||||
Maximum unrestricted cash balance if revolver balance is above $5 million | $ 35,000,000 | ||||
Revolving Bank Credit Facility Due November 2018 | Scenario Forecast | |||||
Debt Instrument [Line Items] | |||||
First lien leverage ratio, after June 30, 2017 | 200.00% | ||||
Revolving Bank Credit Facility Due November 2018 | Minimum | |||||
Debt Instrument [Line Items] | |||||
Current ratio | 100.00% | ||||
Revolving Bank Credit Facility Due November 2018 | Minimum | Eurodollar | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, basis spread on variable rate | 3.00% | ||||
Revolving Bank Credit Facility Due November 2018 | Maximum | Eurodollar | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, basis spread on variable rate | 4.00% | ||||
11.00% 1.5 Lien Term Loan, Due November 2019 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument maturity date | Nov. 15, 2019 | ||||
Debt instrument interest rate | 11.00% | ||||
Debt instrument payment terms | Interest accrues at 11.00% per annum and is payable quarterly in cash. | ||||
Debt instrument frequency of interest payment in cash | quarterly | ||||
Debt instrument, maturity date, description | 1.5 Lien Term Loan on September 7, 2016 with a maturity date of November 15, 2019. The maturity date will accelerate to February 28, 2019 if the remaining Unsecured Senior Notes have not been extended, renewed, refunded, defeased, discharged, replaced or refinanced by February 28, 2019. | ||||
9.00 % Second Lien Term Loan, Due May 2020 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument aggregate principal amount | $ 300,000,000 | $ 300,000,000 | |||
Debt instrument maturity date | May 15, 2020 | May 15, 2020 | |||
Debt instrument interest rate | 9.00% | 9.00% | 9.00% | ||
Debt instrument payment terms | Interest on the Second Lien Term Loan is payable in arrears semi-annually on May 15 and November 15. | ||||
Debt instrument discount rate | 1.00% | ||||
Annual effective interest rate | 9.60% | ||||
Exchange Transaction | 8.50% Unsecured Senior Notes, Due June 2019 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument aggregate principal amount | $ 710,200,000 | ||||
Percentage of unsecured senior notes exchanged | 79.00% | ||||
Debt instrument maturity date | Jun. 15, 2019 | ||||
Exchange Transaction | 8.50% Unsecured Senior Notes, Due June 2019 | Common Stock | |||||
Debt Instrument [Line Items] | |||||
Debt conversion, common stock shares issued | 60.4 | ||||
Exchange Transaction | 9.00%/10.75% Second Lien PIK Toggle Notes, Due May 2020 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument aggregate principal amount | $ 159,800,000 | ||||
Debt instrument maturity date | May 15, 2020 | ||||
Exchange Transaction | 9.00%/10.75% Second Lien PIK Toggle Notes, Due May 2020 | Minimum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument interest rate | 9.00% | ||||
Exchange Transaction | 9.00%/10.75% Second Lien PIK Toggle Notes, Due May 2020 | Maximum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument paid in kind interest rate | 10.75% | ||||
Exchange Transaction | 8.50%/10.00% Third Lien PIK Toggle Notes, Due June 2021 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument aggregate principal amount | $ 142,000,000 | ||||
Debt instrument maturity date | Jun. 15, 2021 | ||||
Exchange Transaction | 8.50%/10.00% Third Lien PIK Toggle Notes, Due June 2021 | Minimum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument interest rate | 8.50% | ||||
Exchange Transaction | 8.50%/10.00% Third Lien PIK Toggle Notes, Due June 2021 | Maximum | |||||
Debt Instrument [Line Items] | |||||
Debt instrument paid in kind interest rate | 10.00% | ||||
Exchange Transaction | 11.00% 1.5 Lien Term Loan, Due November 2019 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument aggregate principal amount | $ 75,000,000 | ||||
Debt instrument maturity date | Nov. 15, 2019 | ||||
Debt instrument interest rate | 11.00% | ||||
Exchange Transaction | 1.5 Lien Term Loan | |||||
Debt Instrument [Line Items] | |||||
Interest expense recorded for new debt | $ 0 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Derivatives Financial Instruments and Long-Term Debt (Details) - Fair Value, Inputs, Level 2 - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Fair value of commodity derivative contracts | $ 3,242 | ||
11.00% 1.5 Lien Term Loan, Due November 2019 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Long-term debt, term loan fair value | [1] | 75,000 | $ 75,000 |
9.00 % Second Lien Term Loan, Due May 2020 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Long-term debt, term loan fair value | [1] | 273,000 | 255,000 |
9.00%/10.75% Second Lien PIK Toggle Notes, Due May 2020 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Long-term debt, notes fair value | [1] | 142,631 | 122,255 |
8.50%/10.00% Third Lien PIK Toggle Notes, Due June 2021 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Long-term debt, notes fair value | [1] | 106,505 | 80,243 |
8.50% Unsecured Senior Notes, Due June 2019 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Long-term debt, notes fair value | [1] | $ 152,812 | $ 123,389 |
[1] | The long-term debt items are reported on the Condensed Consolidated Balance Sheets at their carrying value as described in Note 2. |
Fair Value Measurements - Sch35
Fair Value Measurements - Schedule of Fair Value of Derivatives Financial Instruments and Long-Term Debt (Parenthetical) (Details) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 07, 2016 | May 31, 2015 | |
11.00% 1.5 Lien Term Loan, Due November 2019 | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Debt instrument interest rate | 11.00% | |||
Debt instrument maturity date | Nov. 15, 2019 | |||
9.00 % Second Lien Term Loan, Due May 2020 | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Debt instrument interest rate | 9.00% | 9.00% | 9.00% | |
Debt instrument maturity date | May 15, 2020 | May 15, 2020 | ||
9.00%/10.75% Second Lien PIK Toggle Notes, Due May 2020 | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Debt instrument interest rate | 9.00% | 9.00% | ||
Debt instrument maturity date | May 15, 2020 | |||
Debt instrument paid in kind interest rate | 10.75% | |||
8.50%/10.00% Third Lien PIK Toggle Notes, Due June 2021 | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Debt instrument interest rate | 8.50% | 8.50% | ||
Debt instrument maturity date | Jun. 15, 2021 | |||
Debt instrument paid in kind interest rate | 10.00% | |||
8.50% Unsecured Senior Notes, Due June 2019 | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Debt instrument interest rate | 8.50% | 8.50% | ||
Debt instrument maturity date | Jun. 15, 2019 | Jun. 15, 2019 |
Asset Retirement Obligations -
Asset Retirement Obligations - Summary of Changes to Asset Retirement Obligation (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | ||
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||||
Asset retirement obligations, beginning of period | $ 334,438 | |||
Asset retirement obligation settlements | (14,499) | $ (3,180) | ||
Accretion of discount | 4,201 | |||
Revisions of estimated liabilities | [1] | 2,660 | ||
Asset retirement obligations, end of period | 326,800 | |||
Less current portion | 66,150 | $ 78,264 | ||
Long-term | $ 260,650 | $ 256,174 | ||
[1] | Revisions were primarily related to changes in scope of work at both our West Cameron fields and Eugene Island fields. |
Derivative Financial Instrume37
Derivative Financial Instruments - Open Commodity Derivatives (Details) | 3 Months Ended | |
Mar. 31, 2017MMBTU$ / Derivativebbl | ||
NYMEX Crude Oil - Swap | ||
Derivatives Fair Value [Line Items] | ||
Termination Period | 4th Quarter | |
Notional Quantity (Bbls/day) | bbl | 1,000 | [1] |
Notional Quantity (Bbls) | bbl | 275,000 | [1] |
Strike Price | 55.25 | |
NYMEX Crude Oil - Two-Way Collars | ||
Derivatives Fair Value [Line Items] | ||
Termination Period | 4th Quarter | |
Notional Quantity (Bbls/day) | bbl | 4,000 | [1] |
Notional Quantity (Bbls) | bbl | 1,100,000 | [1] |
NYMEX Crude Oil - Two-Way Collars | Put Option | Bought | ||
Derivatives Fair Value [Line Items] | ||
Weighted Average Contract Price | 50 | |
NYMEX Crude Oil - Two-Way Collars | Call Option | Sold | ||
Derivatives Fair Value [Line Items] | ||
Weighted Average Contract Price | 60.15 | |
NYMEX Natural Gas - Two-Way Collars | ||
Derivatives Fair Value [Line Items] | ||
Termination Period | 4th Quarter (2) | [2] |
Notional Quantity (MMBTUs/day) | MMBTU | 30,000 | [1] |
Notional Quantity (MMBTUs) | MMBTU | 7,350,000 | [1] |
NYMEX Natural Gas - Two-Way Collars | Put Option | Bought | ||
Derivatives Fair Value [Line Items] | ||
Weighted Average Contract Price | 3.07 | |
NYMEX Natural Gas - Two-Way Collars | Call Option | Sold | ||
Derivatives Fair Value [Line Items] | ||
Weighted Average Contract Price | 3.96 | |
[1] | Volume Measurements: Bbls – barrelsMMBTUs – million British Thermal Units. | |
[2] | The natural gas derivative contracts are priced and closed in the last week prior to the related production month. Natural gas derivative contracts related to April 2017 production were priced and closed in March 2017 and are not included in the above table as these were not open derivative contracts as of March 31, 2017. |
Derivative Financial Instrume38
Derivative Financial Instruments - Summary of Open and Closed (Not Settled) Commodity Derivative Contracts (Details) $ in Thousands | Mar. 31, 2017USD ($) | |
Derivatives Fair Value [Line Items] | ||
Derivative assets | $ 3,486 | [1] |
Open Contracts | ||
Derivatives Fair Value [Line Items] | ||
Derivative assets | 3,242 | |
Closed Contracts - Not Settled | ||
Derivatives Fair Value [Line Items] | ||
Derivative assets | $ 244 | |
[1] | Includes open and closed (and not settled) derivative commodity contracts recorded at fair value. |
Derivative Financial Instrume39
Derivative Financial Instruments - Changes in Fair Value and Settlements of Commodity Derivative Contracts (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Gain Loss On Derivative Instruments Net Pretax [Abstract] | ||
Derivative gain | $ (3,955) | $ (2,493) |
Derivative Financial Instrume40
Derivative Financial Instruments - Cash Receipts on Derivative Settlements, Net Included within Net Cash Provided by Operating Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ||
Cash receipts on derivative settlements, net | $ 713 | $ 4,105 |
Share-Based Compensation and 41
Share-Based Compensation and Cash-Based Incentive Compensation - Additional Information (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock available for award under plans | 6,933,337 | ||
Restricted Stock Units (RSUs) | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares granted, grant date fair value | $ 5,800,000 | ||
Number of shares granted | 2,080,181 | ||
Number of shares forfeited | 29,227 | ||
Unrecognized share-based compensation expense | $ 12,600,000 | ||
Recognition period for unrecognized compensation expense | 2019-11 | ||
Restricted Shares | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares granted | 0 | ||
Number of shares forfeited | 0 | ||
Number of shares vested | 0 | ||
Unrecognized share-based compensation expense | $ 300,000 | ||
Recognition period for unrecognized compensation expense | 2019-04 | ||
Cash-Based Incentive Awards | Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Adjusted EBITDA less interest expense | $ 200,000,000 | $ 300,000,000 | $ 300,000,000 |
2010 Restated Incentive Compensation Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Amendment increased the number of shares available in the Plan | 3,300,000 | ||
Directors Compensation Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock available for award under plans | 317,896 |
Share-Based Compensation and 42
Share-Based Compensation and Cash-Based Incentive Compensation - Summary of Share Activity Related to Restricted Stock Units (Details) - Restricted Stock Units (RSUs) | 3 Months Ended |
Mar. 31, 2017$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Nonvested, beginning of period | shares | 6,107,248 |
Granted | shares | 2,080,181 |
Forfeited | shares | (29,227) |
Nonvested, end of period | shares | 8,158,202 |
Weighted Average Grant Date Value, Beginning of period | $ / shares | $ 2.73 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 2.77 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 3.33 |
Weighted Average Grant Date Value, End of period | $ / shares | $ 2.74 |
Share-Based Compensation and 43
Share-Based Compensation and Cash-Based Incentive Compensation - Schedule of Outstanding Restricted Stock Units Issued to Eligible Employees (Details) - Restricted Stock Units (RSUs) - shares | Mar. 31, 2017 | Dec. 31, 2016 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Awards expected to vest by period | 8,158,202 | 6,107,248 |
2,017 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Awards expected to vest by period | 2,287,697 | |
2,018 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Awards expected to vest by period | 3,790,324 | |
2,019 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Awards expected to vest by period | 2,080,181 |
Share-Based Compensation and 44
Share-Based Compensation and Cash-Based Incentive Compensation - Outstanding Restricted Shares Issued to Non-employee Directors (Details) - Restricted Shares | Mar. 31, 2017shares |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Awards expected to vest by period | 161,296 |
2,017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Awards expected to vest by period | 62,136 |
2,018 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Awards expected to vest by period | 57,120 |
2,019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Awards expected to vest by period | 42,040 |
Share-Based Compensation and 45
Share-Based Compensation and Cash-Based Incentive Compensation - Summary of Incentive Compensation Expense under Share-Based Payment Arrangements and Related Tax Benefit (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation | $ 1,928 | $ 2,536 |
Tax benefit computed at the statutory rate | 675 | 888 |
Restricted Stock Units (RSUs) | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation | 1,858 | 2,449 |
Restricted Shares | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation | $ 70 | $ 87 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Income tax benefit | $ (7,588) | $ (4,882) | |
Valuation allowance | 276,500 | $ 290,200 | |
Current income tax receivables | 11,943 | 11,943 | |
Non-current income tax receivables | $ 59,789 | $ 52,097 | |
Minimum | |||
Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Tax years under examination | 2,013 | ||
Maximum | |||
Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Tax years under examination | 2,016 |
Earnings_ (Loss) Per Share - Sc
Earnings/ (Loss) Per Share - Schedule of Calculation of Basic and Diluted Earnings (Loss) Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings Per Share, Basic and Diluted [Abstract] | ||
Net income (loss) | $ 24,299 | $ (190,509) |
Less portion allocated to nonvested shares | 1,058 | |
Net income (loss) allocated to common shares | $ 23,241 | $ (190,509) |
Weighted average common shares outstanding | 137,513 | 76,428 |
Basic and diluted earnings (loss) per common share | $ 0.17 | $ (2.49) |
Shares excluded due to being anti-dilutive (weighted-average) | 3,528 |
Contingencies - Additional Info
Contingencies - Additional Information (Details) | Jan. 27, 2017USD ($) | Oct. 28, 2016USD ($) | Jan. 31, 2014USD ($) | Mar. 31, 2017USD ($)claim | Mar. 31, 2016USD ($) | Mar. 31, 2014USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2010USD ($) |
Loss Contingencies [Line Items] | ||||||||
Obligation to secure financial assurances | $ 260,800,000 | |||||||
Expected rescind of obligation to secure financial assurances | $ 260,800,000 | |||||||
Underpayment of royalties | $ 30,000 | |||||||
Under payment percentage of total royalty payments | 0.0045% | |||||||
Statutory fine payment relative to underpayment | $ 1,100,000 | $ 2,300,000 | ||||||
Amount accrued | $ 0 | $ 0 | ||||||
Notified disallowed amount in reductions taken by ONRR | $ 4,700,000 | |||||||
Payments for royalty | $ 4,700,000 | |||||||
Royalty payment processing revised period | 84 months | |||||||
Proposed penalties | $ 2,000,000 | |||||||
BSEE | ||||||||
Loss Contingencies [Line Items] | ||||||||
Number of notices | claim | 5 | |||||||
Proposed civil penalties related to various incidents of noncompliance, total | $ 8,300,000 | |||||||
Payments for civil penalty | $ 0 | |||||||
Apache Corporation | Judicial Ruling | ||||||||
Loss Contingencies [Line Items] | ||||||||
Amount awarded for non-compliance fines and lawsuits | $ 43,200,000 | |||||||
Amount offset against litigation compensation amount | $ 17,000,000 |
Supplemental Guarantor Inform49
Supplemental Guarantor Information - Additional Information (Details) | Mar. 31, 2017 |
Debt Disclosure [Abstract] | |
Percentage of subsidiaries owned | 100.00% |
Supplemental Guarantor Inform50
Supplemental Guarantor Information - Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||||
Cash and cash equivalents | $ 126,095 | $ 70,236 | $ 370,623 | $ 85,414 |
Receivables: | ||||
Oil and natural gas sales | 44,954 | 43,073 | ||
Joint interest | 16,843 | 21,885 | ||
Insurance reimbursement | 30,100 | |||
Income taxes | 11,943 | 11,943 | ||
Total receivables | 73,740 | 107,001 | ||
Prepaid expenses and other assets | 17,135 | 14,504 | ||
Total current assets | 216,970 | 191,741 | ||
Oil and natural gas properties and other, net | 538,114 | 547,053 | ||
Restricted deposits for asset retirement obligations | 28,224 | 27,371 | ||
Income tax receivables | 59,789 | 52,097 | ||
Other assets | 11,403 | 11,464 | ||
Total assets | 854,500 | 829,726 | ||
Current liabilities: | ||||
Accounts payable | 81,398 | 81,039 | ||
Undistributed oil and natural gas proceeds | 22,366 | 26,254 | ||
Asset retirement obligations | 66,150 | 78,264 | ||
Accrued liabilities | 20,536 | 9,200 | ||
Long-term debt | 8,250 | 8,272 | ||
Total current liabilities | 198,700 | 203,029 | ||
Long-term debt: | ||||
Principal | 873,733 | 873,733 | ||
Carrying value adjustments | 137,001 | 138,722 | ||
Long term debt, less current portion - carrying value | 1,010,734 | 1,012,455 | ||
Asset retirement obligations, less current portion | 260,650 | 256,174 | ||
Other liabilities | 17,226 | 17,105 | ||
Shareholders’ deficit: | ||||
Common stock | 1 | 1 | ||
Additional paid-in capital | 541,901 | 539,973 | ||
Retained earnings (deficit) | (1,150,545) | (1,174,844) | ||
Treasury stock, at cost | (24,167) | (24,167) | ||
Total shareholders’ equity (deficit) | (632,810) | (659,037) | ||
Total liabilities and shareholders’ equity (deficit) | 854,500 | 829,726 | ||
Parent Company | ||||
Current assets: | ||||
Cash and cash equivalents | 126,095 | 70,236 | $ 370,623 | $ 85,414 |
Receivables: | ||||
Oil and natural gas sales | 4,177 | 2,173 | ||
Joint interest | 16,843 | 21,885 | ||
Insurance reimbursement | 30,100 | |||
Income taxes | 116,699 | 111,215 | ||
Total receivables | 137,719 | 165,373 | ||
Prepaid expenses and other assets | 14,034 | 12,448 | ||
Total current assets | 277,848 | 248,057 | ||
Oil and natural gas properties and other, net | 367,782 | 360,966 | ||
Restricted deposits for asset retirement obligations | 28,224 | 27,371 | ||
Income tax receivables | 59,789 | 52,097 | ||
Other assets | 412,398 | 394,931 | ||
Total assets | 1,146,041 | 1,083,422 | ||
Current liabilities: | ||||
Accounts payable | 74,328 | 74,306 | ||
Undistributed oil and natural gas proceeds | 20,448 | 24,493 | ||
Asset retirement obligations | 49,788 | 62,261 | ||
Accrued liabilities | 20,663 | 9,293 | ||
Long-term debt | 8,250 | 8,272 | ||
Total current liabilities | 173,477 | 178,625 | ||
Long-term debt: | ||||
Principal | 873,733 | 873,733 | ||
Carrying value adjustments | 137,001 | 138,722 | ||
Long term debt, less current portion - carrying value | 1,010,734 | 1,012,455 | ||
Asset retirement obligations, less current portion | 143,434 | 142,376 | ||
Other liabilities | 449,521 | 408,050 | ||
Shareholders’ deficit: | ||||
Common stock | 1 | 1 | ||
Additional paid-in capital | 541,901 | 539,973 | ||
Retained earnings (deficit) | (1,148,860) | (1,173,891) | ||
Treasury stock, at cost | (24,167) | (24,167) | ||
Total shareholders’ equity (deficit) | (631,125) | (658,084) | ||
Total liabilities and shareholders’ equity (deficit) | 1,146,041 | 1,083,422 | ||
Guarantor Subsidiaries | ||||
Receivables: | ||||
Oil and natural gas sales | 40,777 | 40,900 | ||
Total receivables | 40,777 | 40,900 | ||
Prepaid expenses and other assets | 3,101 | 2,056 | ||
Total current assets | 43,878 | 42,956 | ||
Oil and natural gas properties and other, net | 172,017 | 187,040 | ||
Other assets | 386,092 | 344,742 | ||
Total assets | 601,987 | 574,738 | ||
Current liabilities: | ||||
Accounts payable | 7,070 | 6,733 | ||
Undistributed oil and natural gas proceeds | 1,918 | 1,761 | ||
Asset retirement obligations | 16,362 | 16,003 | ||
Accrued liabilities | 104,629 | 99,179 | ||
Total current liabilities | 129,979 | 123,676 | ||
Long-term debt: | ||||
Asset retirement obligations, less current portion | 117,216 | 113,798 | ||
Shareholders’ deficit: | ||||
Additional paid-in capital | 704,885 | 704,885 | ||
Retained earnings (deficit) | (350,093) | (367,621) | ||
Total shareholders’ equity (deficit) | 354,792 | 337,264 | ||
Total liabilities and shareholders’ equity (deficit) | 601,987 | 574,738 | ||
Eliminations | ||||
Receivables: | ||||
Income taxes | (104,756) | (99,272) | ||
Total receivables | (104,756) | (99,272) | ||
Total current assets | (104,756) | (99,272) | ||
Oil and natural gas properties and other, net | (1,685) | (953) | ||
Other assets | (787,087) | (728,209) | ||
Total assets | (893,528) | (828,434) | ||
Current liabilities: | ||||
Accrued liabilities | (104,756) | (99,272) | ||
Total current liabilities | (104,756) | (99,272) | ||
Long-term debt: | ||||
Other liabilities | (432,295) | (390,945) | ||
Shareholders’ deficit: | ||||
Additional paid-in capital | (704,885) | (704,885) | ||
Retained earnings (deficit) | 348,408 | 366,668 | ||
Total shareholders’ equity (deficit) | (356,477) | (338,217) | ||
Total liabilities and shareholders’ equity (deficit) | $ (893,528) | $ (828,434) |
Supplemental Guarantor Inform51
Supplemental Guarantor Information - Condensed Consolidating Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Condensed Income Statements Captions [Line Items] | ||
Revenues | $ 124,393 | $ 77,715 |
Operating costs and expenses: | ||
Lease operating expenses | 40,164 | 44,469 |
Production taxes | 515 | 526 |
Gathering and transportation | 6,209 | 5,092 |
Depreciation, depletion, amortization and accretion | 39,990 | 63,733 |
Ceiling test write-down of oil and natural gas properties | 116,559 | |
General and administrative expenses | 13,274 | 16,443 |
Derivative gain | (3,955) | (2,493) |
Total costs and expenses | 96,197 | 244,329 |
Operating income (loss) | 28,196 | (166,614) |
Interest expense: | ||
Incurred | 11,294 | 27,814 |
Capitalized | (343) | |
Other expense, net | 191 | 1,306 |
Income (loss) before income tax benefit | 16,711 | (195,391) |
Income tax benefit | (7,588) | (4,882) |
Net income (loss) | 24,299 | (190,509) |
Parent Company | ||
Condensed Income Statements Captions [Line Items] | ||
Revenues | 53,707 | 30,512 |
Operating costs and expenses: | ||
Lease operating expenses | 23,702 | 24,945 |
Production taxes | 515 | 526 |
Gathering and transportation | 2,566 | 1,553 |
Depreciation, depletion, amortization and accretion | 19,154 | 20,623 |
General and administrative expenses | 5,776 | 6,613 |
Derivative gain | (3,955) | (2,493) |
Total costs and expenses | 47,758 | 51,767 |
Operating income (loss) | 5,949 | (21,255) |
Earnings (loss) of affiliates | 17,527 | (73,029) |
Interest expense: | ||
Incurred | 11,294 | 27,695 |
Capitalized | (224) | |
Other expense, net | 191 | 1,306 |
Income (loss) before income tax benefit | 11,991 | (123,061) |
Income tax benefit | (13,039) | (3,676) |
Net income (loss) | 25,030 | (119,385) |
Guarantor Subsidiaries | ||
Condensed Income Statements Captions [Line Items] | ||
Revenues | 70,686 | 47,203 |
Operating costs and expenses: | ||
Lease operating expenses | 16,462 | 19,524 |
Gathering and transportation | 3,643 | 3,539 |
Depreciation, depletion, amortization and accretion | 20,105 | 38,161 |
Ceiling test write-down of oil and natural gas properties | 50,384 | |
General and administrative expenses | 7,498 | 9,830 |
Total costs and expenses | 47,708 | 121,438 |
Operating income (loss) | 22,978 | (74,235) |
Interest expense: | ||
Incurred | 119 | |
Capitalized | (119) | |
Income (loss) before income tax benefit | 22,978 | (74,235) |
Income tax benefit | 5,451 | (1,206) |
Net income (loss) | 17,527 | (73,029) |
Eliminations | ||
Operating costs and expenses: | ||
Depreciation, depletion, amortization and accretion | 731 | 4,949 |
Ceiling test write-down of oil and natural gas properties | 66,175 | |
Total costs and expenses | 731 | 71,124 |
Operating income (loss) | (731) | (71,124) |
Earnings (loss) of affiliates | (17,527) | 73,029 |
Interest expense: | ||
Income (loss) before income tax benefit | (18,258) | 1,905 |
Net income (loss) | $ (18,258) | $ 1,905 |
Supplemental Guarantor Inform52
Supplemental Guarantor Information - Condensed Consolidating Statement of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating activities: | ||
Net income (loss) | $ 24,299 | $ (190,509) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation, depletion, amortization and accretion | 39,990 | 63,733 |
Ceiling test write-down of oil and natural gas properties | 116,559 | |
Debt issuance costs write-down/amortization of debt items | 412 | 1,684 |
Share-based compensation | 1,928 | 2,536 |
Derivative gain | (3,955) | (2,493) |
Cash receipts on derivative settlements | 713 | 4,105 |
Deferred income taxes | 105 | (4,882) |
Changes in operating assets and liabilities: | ||
Oil and natural gas receivables | (1,882) | 8,165 |
Joint interest and other receivables | 35,142 | 4,991 |
Income taxes | (310) | |
Prepaid expenses and other assets | (7,972) | 1,317 |
Asset retirement obligation settlements | (14,499) | (3,180) |
Accounts payable, accrued liabilities and other | 6,902 | 27,993 |
Net cash provided by operating activities | 81,183 | 29,709 |
Investing activities: | ||
Investment in oil and natural gas properties and equipment | (23,338) | (12,903) |
Changes in operating assets and liabilities associated with investing activities | 1,168 | (20,680) |
Purchases of furniture, fixtures and other | (853) | |
Net cash used in investing activities | (23,023) | (32,583) |
Proceeds from sales of assets | 1,000 | |
Financing activities: | ||
Borrowings of long-term debt - revolving bank credit facility | 340,000 | |
Repayments of long-term debt - revolving bank credit facility | (52,000) | |
Other | (245) | 83 |
Net cash provided by (used in) financing activities | (2,301) | 288,083 |
Increase in cash and cash equivalents | 55,859 | 285,209 |
Cash and cash equivalents, beginning of period | 70,236 | 85,414 |
Cash and cash equivalents, end of period | 126,095 | 370,623 |
Parent Company | ||
Operating activities: | ||
Net income (loss) | 25,030 | (119,385) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation, depletion, amortization and accretion | 19,154 | 20,623 |
Debt issuance costs write-down/amortization of debt items | 412 | 1,684 |
Share-based compensation | 1,928 | 2,536 |
Derivative gain | (3,955) | (2,493) |
Cash receipts on derivative settlements | 713 | 4,105 |
Deferred income taxes | 105 | (3,676) |
Earnings (loss) of affiliates | (17,527) | 73,029 |
Changes in operating assets and liabilities: | ||
Oil and natural gas receivables | (2,004) | 3,606 |
Joint interest and other receivables | 35,142 | 4,991 |
Income taxes | (5,451) | (310) |
Prepaid expenses and other assets | (6,927) | 3,072 |
Asset retirement obligation settlements | (12,940) | (584) |
Accounts payable, accrued liabilities and other | 46,764 | 14,761 |
Net cash provided by operating activities | 80,444 | 1,959 |
Investing activities: | ||
Investment in oil and natural gas properties and equipment | (23,593) | (3,147) |
Changes in operating assets and liabilities associated with investing activities | 2,162 | (2,686) |
Purchases of furniture, fixtures and other | (853) | |
Net cash used in investing activities | (22,284) | (4,833) |
Proceeds from sales of assets | 1,000 | |
Financing activities: | ||
Borrowings of long-term debt - revolving bank credit facility | 340,000 | |
Repayments of long-term debt - revolving bank credit facility | (52,000) | |
Other | (245) | 83 |
Net cash provided by (used in) financing activities | (2,301) | 288,083 |
Increase in cash and cash equivalents | 55,859 | 285,209 |
Cash and cash equivalents, beginning of period | 70,236 | 85,414 |
Cash and cash equivalents, end of period | 126,095 | 370,623 |
Guarantor Subsidiaries | ||
Operating activities: | ||
Net income (loss) | 17,527 | (73,029) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation, depletion, amortization and accretion | 20,105 | 38,161 |
Ceiling test write-down of oil and natural gas properties | 50,384 | |
Deferred income taxes | (1,206) | |
Changes in operating assets and liabilities: | ||
Oil and natural gas receivables | 122 | 4,559 |
Income taxes | 5,451 | |
Prepaid expenses and other assets | (42,395) | (7,492) |
Asset retirement obligation settlements | (1,559) | (2,596) |
Accounts payable, accrued liabilities and other | 1,488 | 18,969 |
Net cash provided by operating activities | 739 | 27,750 |
Investing activities: | ||
Investment in oil and natural gas properties and equipment | 255 | (9,756) |
Changes in operating assets and liabilities associated with investing activities | (994) | (17,994) |
Net cash used in investing activities | (739) | (27,750) |
11.00% 1.5 Lien Term Loan, Due November 2019 | ||
Financing activities: | ||
Payment of interest on 1.5 Lien Term Loan | (2,056) | |
11.00% 1.5 Lien Term Loan, Due November 2019 | Parent Company | ||
Financing activities: | ||
Payment of interest on 1.5 Lien Term Loan | (2,056) | |
Eliminations | ||
Operating activities: | ||
Net income (loss) | (18,258) | 1,905 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation, depletion, amortization and accretion | 731 | 4,949 |
Ceiling test write-down of oil and natural gas properties | 66,175 | |
Earnings (loss) of affiliates | 17,527 | (73,029) |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | 41,350 | 5,737 |
Accounts payable, accrued liabilities and other | $ (41,350) | $ (5,737) |