Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 14, 2017 | |
Entity Information [Line Items] | ||
Entity Registrant Name | Chaparral Energy, Inc. | |
Entity Central Index Key | 1,346,980 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Trading Symbol | CHPE | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Common Class A | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 38,943,766 | |
Common Class B | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 7,871,512 |
Consolidated balance sheets
Consolidated balance sheets - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | |
Current assets: | |||
Cash and cash equivalents | $ 22,395 | ||
Accounts receivable, net | 63,952 | ||
Inventories, net | 4,207 | ||
Prepaid expenses | 2,161 | ||
Derivative instruments | 8,130 | ||
Total current assets | 100,845 | ||
Property and equipment, net | 52,766 | ||
Oil and natural gas properties, using the full cost method: | |||
Proved | 707,938 | ||
Unevaluated (excluded from the amortization base) | 599,885 | ||
Accumulated depreciation, depletion, amortization and impairment | (59,157) | ||
Total oil and natural gas properties | 1,248,666 | ||
Derivative instruments | 5,990 | ||
Other assets | 3,082 | ||
Total assets | 1,411,349 | ||
Current liabilities: | |||
Accounts payable and accrued liabilities | 65,069 | ||
Accrued payroll and benefits payable | 9,466 | ||
Accrued interest payable | 404 | ||
Revenue distribution payable | 15,574 | ||
Long-term debt and capital leases, classified as current | 4,758 | ||
Derivative instruments | 0 | ||
Total current liabilities | 95,271 | ||
Long-term debt and capital leases, less current maturities | 319,696 | ||
Derivative instruments | 0 | ||
Deferred compensation | 561 | ||
Asset retirement obligations | 60,614 | ||
Liabilities subject to compromise | 0 | ||
Commitments and contingencies (Note 11) | |||
Stockholders’ equity (deficit): | |||
Preferred stock | 0 | ||
Additional paid in capital | 952,172 | ||
Accumulated deficit | (17,433) | ||
Total stockholders' equity (deficit) | 935,207 | ||
Total liabilities and stockholders' equity (deficit) | 1,411,349 | ||
Common Class A | |||
Stockholders’ equity (deficit): | |||
Common stock | 389 | ||
Common Class B | |||
Stockholders’ equity (deficit): | |||
Common stock | $ 79 | ||
Predecessor | |||
Current assets: | |||
Cash and cash equivalents | $ 186,480 | ||
Accounts receivable, net | 46,226 | ||
Inventories, net | 7,351 | ||
Prepaid expenses | 3,886 | ||
Derivative instruments | 0 | ||
Total current assets | 243,943 | ||
Property and equipment, net | 41,347 | ||
Oil and natural gas properties, using the full cost method: | |||
Proved | 4,323,964 | ||
Unevaluated (excluded from the amortization base) | 20,353 | ||
Accumulated depreciation, depletion, amortization and impairment | (3,789,133) | ||
Total oil and natural gas properties | 555,184 | ||
Derivative instruments | 0 | ||
Other assets | 5,513 | ||
Total assets | 845,987 | ||
Current liabilities: | |||
Accounts payable and accrued liabilities | 42,442 | ||
Accrued payroll and benefits payable | 3,459 | ||
Accrued interest payable | 732 | ||
Revenue distribution payable | 9,426 | ||
Long-term debt and capital leases, classified as current | [1] | 469,112 | |
Derivative instruments | 7,525 | ||
Total current liabilities | 532,696 | ||
Long-term debt and capital leases, less current maturities | 0 | ||
Derivative instruments | 5,844 | ||
Deferred compensation | 0 | ||
Asset retirement obligations | 65,456 | ||
Liabilities subject to compromise | 1,284,144 | ||
Commitments and contingencies (Note 11) | |||
Stockholders’ equity (deficit): | |||
Preferred stock | 0 | ||
Additional paid in capital | 425,231 | ||
Accumulated deficit | (1,467,398) | ||
Total stockholders' equity (deficit) | (1,042,153) | ||
Total liabilities and stockholders' equity (deficit) | 845,987 | ||
Predecessor | Common Class A | |||
Stockholders’ equity (deficit): | |||
Common stock | 4 | ||
Predecessor | Common Class B | |||
Stockholders’ equity (deficit): | |||
Common stock | 3 | ||
Predecessor | Common Class C | |||
Stockholders’ equity (deficit): | |||
Common stock | 2 | ||
Predecessor | Common Class E | |||
Stockholders’ equity (deficit): | |||
Common stock | 5 | ||
Predecessor | Common Class F | |||
Stockholders’ equity (deficit): | |||
Common stock | 0 | ||
Predecessor | Common Class G | |||
Stockholders’ equity (deficit): | |||
Common stock | $ 0 | ||
[1] | Senior Notes have not been included in this table as they were classified as “Liabilities subject to compromise.” |
Consolidated balance sheets (Pa
Consolidated balance sheets (Parenthetical) - $ / shares | Sep. 30, 2017 | Dec. 31, 2016 |
Preferred stock, shares authorized | 5,000,000 | |
Preferred stock, shares issued | 0 | |
Preferred stock, shares outstanding | 0 | |
Predecessor | ||
Preferred stock, shares authorized | 600,000 | |
Preferred stock, shares issued | 0 | |
Preferred stock, shares outstanding | 0 | |
Common Class A | ||
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock, shares authorized | 180,000,000 | |
Common stock, shares issued | 38,907,573 | |
Common stock, shares outstanding | 38,907,573 | |
Common Class A | Predecessor | ||
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock, shares authorized | 10,000,000 | |
Common stock, shares issued | 333,686 | |
Common stock, shares outstanding | 333,686 | |
Common Class B | ||
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock, shares authorized | 20,000,000 | |
Common stock, shares issued | 7,871,512 | |
Common stock, shares outstanding | 7,871,512 | |
Common Class B | Predecessor | ||
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock, shares authorized | 10,000,000 | |
Common stock, shares issued | 344,859 | |
Common stock, shares outstanding | 344,859 | |
Common Class C | Predecessor | ||
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock, shares authorized | 10,000,000 | |
Common stock, shares issued | 209,882 | |
Common stock, shares outstanding | 209,882 | |
Common Class E | Predecessor | ||
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock, shares authorized | 10,000,000 | |
Common stock, shares issued | 504,276 | |
Common stock, shares outstanding | 504,276 | |
Common Class F | Predecessor | ||
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock, shares authorized | 1 | |
Common stock, shares issued | 1 | |
Common stock, shares outstanding | 1 | |
Common Class G | Predecessor | ||
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock, shares authorized | 3 | |
Common stock, shares issued | 2 | |
Common stock, shares outstanding | 2 |
Consolidated statements of oper
Consolidated statements of operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Mar. 21, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues - commodity sales | $ 75,947 | $ 157,803 | |||
Costs and expenses: | |||||
Lease operating | 24,209 | 51,527 | |||
Transportation and processing | 2,942 | 6,370 | |||
Production taxes | 4,536 | 8,235 | |||
Depreciation, depletion and amortization | 32,167 | 66,432 | |||
Loss on impairment of oil and gas assets | 0 | ||||
Loss on impairment of other assets | 0 | 0 | |||
General and administrative | 9,924 | 24,641 | |||
Liability management | 0 | ||||
Cost reduction initiatives | 34 | 155 | |||
Total costs and expenses | 73,812 | 157,360 | |||
Operating income (loss) | 2,135 | 443 | |||
Non-operating (expense) income: | |||||
Interest expense | (5,283) | (10,984) | |||
Derivative (losses) gains | (15,448) | (4,089) | |||
Write-off of Senior Note issuance costs, discount and premium | 0 | ||||
Other income (expense), net | 376 | (180) | |||
Net non-operating (expense) income | (20,355) | (15,253) | |||
Reorganization items, net | (858) | (2,548) | |||
(Loss) income before income taxes | (19,078) | (17,358) | |||
Income tax expense (benefit) | 37 | 75 | |||
Net (loss) income | $ (19,115) | $ (17,433) | |||
Earnings per share: | |||||
Basic for Class A and Class B | $ (0.42) | $ (0.39) | |||
Diluted for Class A and Class B | $ (0.42) | $ (0.39) | |||
Weighted average shares used to compute earnings per share: | |||||
Basic for Class A and Class B | 44,982,142 | 44,982,142 | |||
Diluted for Class A and Class B | 44,982,142 | 44,982,142 | |||
Predecessor | |||||
Revenues - commodity sales | $ 66,531 | $ 65,847 | $ 180,076 | ||
Costs and expenses: | |||||
Lease operating | 19,941 | 22,291 | 68,462 | ||
Transportation and processing | 2,034 | 2,429 | 6,493 | ||
Production taxes | 2,417 | 2,174 | 6,812 | ||
Depreciation, depletion and amortization | 24,915 | 29,624 | 94,396 | ||
Loss on impairment of oil and gas assets | 0 | 281,079 | |||
Loss on impairment of other assets | 0 | 202 | 1,461 | ||
General and administrative | 6,843 | 1,519 | 14,812 | ||
Liability management | 0 | 9,396 | |||
Cost reduction initiatives | 629 | 89 | 3,228 | ||
Total costs and expenses | 56,779 | 58,328 | 486,139 | ||
Operating income (loss) | 9,752 | 7,519 | (306,063) | ||
Non-operating (expense) income: | |||||
Interest expense | (5,862) | (7,436) | (57,243) | ||
Derivative (losses) gains | 48,006 | (9,468) | |||
Write-off of Senior Note issuance costs, discount and premium | 0 | (16,970) | |||
Other income (expense), net | 1,373 | (129) | 217 | ||
Net non-operating (expense) income | 43,517 | (7,565) | (83,464) | ||
Reorganization items, net | 988,727 | (5,504) | (10,859) | ||
(Loss) income before income taxes | 1,041,996 | (5,550) | (400,386) | ||
Income tax expense (benefit) | 37 | (59) | 165 | ||
Net (loss) income | $ 1,041,959 | $ (5,491) | $ (400,551) | ||
Earnings per share: | |||||
Basic for Class A and Class B | $ 0 | $ 0 | $ 0 | ||
Diluted for Class A and Class B | $ 0 | $ 0 | $ 0 | ||
Weighted average shares used to compute earnings per share: | |||||
Basic for Class A and Class B | 0 | 0 | 0 | ||
Diluted for Class A and Class B | 0 | 0 | 0 |
Consolidated statements of stoc
Consolidated statements of stockholders' equity (deficit) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Stockholders' equity, balance at beginning of the period (Predecessor) at Dec. 31, 2016 | $ (1,042,153) | $ 14 | $ 425,231 | $ (1,467,398) |
Balance at beginning of period (in shares) (Predecessor) at Dec. 31, 2016 | 1,392,706 | |||
Restricted stock forfeited | Predecessor | (1,454) | |||
Restricted stock cancelled | Predecessor | (8,964) | |||
Stock-based compensation | Predecessor | 194 | 194 | ||
Net income (loss) | Predecessor | 1,041,959 | 1,041,959 | ||
Stockholders' equity, balance at end of the period (Predecessor) at Mar. 21, 2017 | (1,012,089) | $ 14 | 425,425 | (425,439) |
Stockholders' equity, balance at end of the period at Mar. 21, 2017 | $ 949,063 | $ 450 | 948,613 | |
Balance at end of period (in shares) (Predecessor) at Mar. 21, 2017 | 1,382,288 | |||
Balance at end of period (in shares) at Mar. 21, 2017 | 44,982,142 | 44,982,142 | ||
Cancellation of equity | Predecessor | $ (14) | (425,425) | 425,439 | |
Cancellation of equity (in shares) | Predecessor | (1,382,288) | |||
Issuance of Successor common stock - rights offering | $ 50,027 | $ 42 | 49,985 | |
Issuance of Successor common stock - rights offering (in shares) | 4,197,210 | |||
Issuance of Successor common stock - backstop premium | 4 | $ 4 | ||
Issuance of Successor common stock - backstop premium (in shares) | 367,030 | |||
Issuance of Successor common stock - settlement of claims | 898,914 | $ 404 | 898,510 | |
Issuance of Successor common stock - settlement of claims (in shares) | 40,417,902 | |||
Issuance of Successor warrants | 118 | 118 | ||
Stock-based compensation | 3,577 | $ 18 | 3,559 | |
Stock-based compensation (in shares) | 1,796,943 | |||
Net income (loss) | (17,433) | (17,433) | ||
Stockholders' equity, balance at end of the period at Sep. 30, 2017 | $ 935,207 | $ 468 | $ 952,172 | $ (17,433) |
Balance at end of period (in shares) at Sep. 30, 2017 | 46,779,085 |
Consolidated statements of cash
Consolidated statements of cash flows - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended |
Mar. 21, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities | |||
Net (loss) income | $ (17,433) | ||
Adjustments to reconcile net loss to net cash provided by operating activities | |||
Non-cash reorganization items | 0 | ||
Depreciation, depletion and amortization | 66,432 | ||
Loss on impairment of assets | 0 | ||
Write-off of Senior Note issuance costs, discount and premium | 0 | ||
Derivative losses (gains) | 4,089 | ||
Loss (gain) on sale of assets | 876 | ||
Other | 1,300 | ||
Change in assets and liabilities | |||
Accounts receivable | (16,082) | ||
Inventories | 2,683 | ||
Prepaid expenses and other assets | 2,560 | ||
Accounts payable and accrued liabilities | (13,369) | ||
Revenue distribution payable | 4,549 | ||
Deferred compensation | 2,565 | ||
Net cash provided by operating activities | 38,170 | ||
Cash flows from investing activities | |||
Expenditures for property, plant, and equipment and oil and natural gas properties | (114,358) | ||
Proceeds from asset dispositions | 7,791 | ||
Proceeds from derivative instruments | 15,143 | ||
Cash in escrow | 42 | ||
Net cash used in investing activities | (91,382) | ||
Cash flows from financing activities | |||
Proceeds from long-term debt | 33,000 | ||
Repayment of long-term debt | (1,154) | ||
Proceeds from rights offering, net | 0 | ||
Principal payments under capital lease obligations | (1,362) | ||
Payment of other financing fees | 0 | ||
Net cash provided by (used in) financing activities | 30,484 | ||
Net (decrease) increase in cash and cash equivalents | (22,728) | ||
Cash and cash equivalents at beginning of period | 45,123 | ||
Cash and cash equivalents at end of period | $ 45,123 | 22,395 | |
Predecessor | |||
Cash flows from operating activities | |||
Net (loss) income | 1,041,959 | $ (400,551) | |
Adjustments to reconcile net loss to net cash provided by operating activities | |||
Non-cash reorganization items | (1,012,090) | 0 | |
Depreciation, depletion and amortization | 24,915 | 94,396 | |
Loss on impairment of assets | 0 | 282,540 | |
Write-off of Senior Note issuance costs, discount and premium | 0 | 16,970 | |
Derivative losses (gains) | (48,006) | 9,468 | |
Loss (gain) on sale of assets | (206) | 128 | |
Other | 645 | 2,832 | |
Change in assets and liabilities | |||
Accounts receivable | 198 | (4,866) | |
Inventories | 466 | 2,758 | |
Prepaid expenses and other assets | (497) | (370) | |
Accounts payable and accrued liabilities | 8,733 | 24,026 | |
Revenue distribution payable | (1,875) | 1,173 | |
Deferred compensation | 143 | (5,384) | |
Net cash provided by operating activities | 14,385 | 23,120 | |
Cash flows from investing activities | |||
Expenditures for property, plant, and equipment and oil and natural gas properties | (31,179) | (119,994) | |
Proceeds from asset dispositions | 1,884 | 954 | |
Proceeds from derivative instruments | 1,285 | 90,590 | |
Cash in escrow | 0 | 49 | |
Net cash used in investing activities | (28,010) | (28,401) | |
Cash flows from financing activities | |||
Proceeds from long-term debt | 270,000 | 181,000 | |
Repayment of long-term debt | (444,785) | (1,563) | |
Proceeds from rights offering, net | 50,031 | 0 | |
Principal payments under capital lease obligations | (568) | (1,860) | |
Payment of other financing fees | (2,410) | 0 | |
Net cash provided by (used in) financing activities | (127,732) | 177,577 | |
Net (decrease) increase in cash and cash equivalents | (141,357) | 172,296 | |
Cash and cash equivalents at beginning of period | 186,480 | $ 45,123 | 17,065 |
Cash and cash equivalents at end of period | $ 45,123 | $ 189,361 |
Nature of operations and summar
Nature of operations and summary of significant accounting policies | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Nature of operations and summary of significant accounting policies | Note 1: Nature of operations and summary of significant accounting policies Nature of operations Chaparral Energy, Inc. and its subsidiaries (collectively, “we”, “our”, “us”, or the “Company”) are involved in the acquisition, exploration, development, production and operation of oil and natural gas properties. Our properties are located primarily in Oklahoma and Texas. To facilitate our financial statement presentations, we refer to the post-emergence reorganized company in these consolidated financial statements and footnotes as the “Successor” for periods subsequent to March 21, 2017, and to the pre-emergence company as “Predecessor” for periods prior to and including March 21, 2017. As discussed in “Note 3—Chapter 11 reorganization,” we filed voluntary petitions for bankruptcy relief and subsequently operated as debtor in possession, in accordance with the applicable provisions of the Bankruptcy Code, until our emergence from bankruptcy on March 21, 2017. The cancellation of all existing shares outstanding followed by the issuance of new shares in the reorganized Company upon our emergence from bankruptcy caused a related change of control under US GAAP. As a result of the application of fresh start accounting, as well as the effects of the implementation of the Reorganization Plan, the Company’s consolidated financial statements on or after March 21, 2017, are not comparable with the consolidated financial statements prior to that date. Interim financial statements The accompanying unaudited consolidated interim financial statements of the Company have been prepared in accordance with the rules and regulations of the SEC and do not include all of the financial information and disclosures required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements. These financial statements and the notes thereto should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2016. The financial information as of September 30, 2017 (Successor), the three months ended September 30, 2017 (Successor), and 2016 (Predecessor), the periods of March 22, 2017, through September 30, 2017 (Successor) and January 1, 2017, through March 21, 2017 (Predecessor), and the nine months ended September 30, 2016 (Predecessor), is unaudited. The financial information as of December 31, 2016, has been derived from the audited financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2016. In management’s opinion, such information contains all adjustments considered necessary for a fair presentation of the results of the interim periods. The results of operations for the three months ended September 30, 2017 and the periods of March 22, 2017, through September 30, 2017 (Successor), and January 1, 2017, through March 21, 2017 (Predecessor), are not necessarily indicative of the results of operations that will be realized for the year ended December 31, 2017. Cash and cash equivalents We maintain cash and cash equivalents in bank deposit accounts and money market funds which may not be federally insured. As of September 30, 2017, cash with a recorded balance totaling approximately $17,956 was held at JP Morgan Chase Bank, N.A. We have not experienced any losses in such accounts and believe we are not exposed to any significant credit risk on such accounts. As of December 31, 2016, we had restricted cash of $1,400 which was required to be maintained during the pendency of our bankruptcy. The restricted cash is included in “Cash and cash equivalents” in our consolidated balance sheets. As of September 30, 2017, we no longer had restricted cash. Accounts receivable We have receivables from joint interest owners and oil and natural gas purchasers which are generally uncollateralized. Accounts receivable consisted of the following: Successor Predecessor September 30, December 31, 2017 2016 Joint interests $ 25,868 $ 13,818 Accrued commodity sales 33,279 31,304 Derivative settlements 3,814 — Other 1,581 1,657 Allowance for doubtful accounts (590 ) (553 ) $ 63,952 $ 46,226 Inventories Inventories consisted of the following: Successor Predecessor September 30, December 31, 2017 2016 Equipment inventory $ 2,704 $ 8,165 Commodities 1,503 1,418 Inventory valuation allowance — (2,232 ) $ 4,207 $ 7,351 Oil and natural gas properties Costs associated with unevaluated oil and natural gas properties are excluded from the amortizable base until a determination has been made as to the existence of proved reserves. Unevaluated leasehold costs are transferred to the amortization base with the costs of drilling the related well upon proving up reserves of a successful well or upon determination of a dry or uneconomic well under a process that is conducted each quarter. Furthermore, unevaluated oil and natural gas properties are reviewed for impairment if events and circumstances exist that indicate a possible decline in the recoverability of the carrying amount of such property. The impairment assessment is conducted at least once annually and whenever there are indicators that impairment has occurred. In assessing whether impairment has occurred, we consider factors such as intent to drill; remaining lease term; geological and geophysical evaluations; drilling results and activity; assignment of proved reserves; and economic viability of development if proved reserves are assigned. Upon determination of impairment, all or a portion of the associated leasehold costs are transferred to the full cost pool and become subject to amortization. The processes above are applied to unevaluated oil and natural gas properties on an individual basis or as a group if properties are individually insignificant. Our future depreciation, depletion and amortization rate would increase if costs are transferred to the amortization base without any associated reserves. In the past, the costs associated with unevaluated properties typically related to acquisition costs of unproved acreage. As a result of fresh start accounting, a substantial portion of the carrying value of our unevaluated properties are the result of a fair value increase to reflect the value of our acreage in our STACK play (see “Note 4—Fresh start accounting”). The costs of unevaluated oil and natural gas properties consisted of the following: Successor Predecessor September 30, December 31, 2017 2016 Leasehold acreage $ 584,765 $ 15,455 Capitalized interest (1) 1,239 1,894 Wells and facilities in progress of completion 13,881 3,004 Total unevaluated oil and natural gas properties excluded from amortization $ 599,885 $ 20,353 ________________________________ (1) As of September 30, 2017, this amount reflects the cumulative interest capitalized on the historical acquisition cost of leasehold acreage subsequent to our establishing opening balances under fresh start accounting. Interest is not capitalized on amounts related to the fair value increase to leasehold acreage as a result of applying fresh start accounting. Ceiling Test. In accordance with the full cost method of accounting, the net capitalized costs of oil and natural gas properties are not to exceed their related PV-10 value, net of tax considerations, plus the cost of unproved properties not being amortized. Our estimates of oil and natural gas reserves as of September 30, 2017, and the related PV-10 value, were prepared using an average price for oil and natural gas on the first day of each month for the prior twelve months as required by the SEC. As discussed in “Note 4—Fresh start accounting,” the application of fresh start accounting to our balance sheet on March 21, 2017, resulted in the carrying value of our oil and natural gas properties being restated based on their fair value. Income taxes We recorded income tax expense during the Successor and Predecessor periods in 2017 to reflect our obligation for current Texas margin tax on gross revenues less certain deductions. We did not record any net deferred tax benefit in the Successor or Predecessor periods in 2017 as any deferred tax asset arising from the benefit is reduced by a valuation allowance. A valuation allowance for deferred tax assets, including net operating losses, is recognized when it is more likely than not that some or all of the benefit from the deferred tax asset will not be realized. To assess that likelihood, we use estimates and judgment regarding our future taxable income, as well as the jurisdiction in which such taxable income is generated, to determine whether a valuation allowance is required. Such evidence can include our current financial position, our results of operations, both actual and forecasted, the reversal of deferred tax liabilities, and tax planning strategies as well as the current and forecasted business economics of our industry. As of the bankruptcy emergence date of March 21, 2017, we were in a net deferred tax asset position and based on our anticipated operating results in subsequent quarters, we project being in a net deferred tax asset position at December 31, 2017. We believe it is more likely than not that these deferred tax assets will not be realized, and accordingly, recorded a full valuation allowance against our net deferred tax assets as of March 21, 2017, and as of September 30, 2017. We will continue to evaluate whether the valuation allowance is needed in future reporting periods. The valuation allowance will remain until we can determine that the net deferred tax assets are more likely than not to be realized. Future events or new evidence which may lead us to conclude that it is more likely than not that our net deferred tax assets will be realized include, but are not limited to, cumulative historical pre-tax earnings, improvements in oil prices, and taxable events that could result from one or more transactions. The valuation allowance does not prevent future utilization of the tax attributes if we recognize taxable income. As long as we conclude that the valuation allowance against our net deferred tax assets is necessary, we likely will not have any additional deferred income tax expense or benefit. The benefit of an uncertain tax position taken or expected to be taken on an income tax return is recognized in the consolidated financial statements at the largest amount that is more likely than not to be sustained upon examination by the relevant taxing authority. Interest and penalties, if any, related to uncertain tax positions would be recorded in interest expense and other expense, respectively. There were no uncertain tax positions at September 30, 2017, and December 31, 2016. As described in “Note 3—Chapter 11 reorganization,” elements of the Reorganization Plan provided that our indebtedness related to Senior Notes and certain general unsecured claims were exchanged for Successor common stock in settlement of those claims. Absent an exception, a debtor recognizes cancellation of indebtedness income (“CODI”) upon discharge of its outstanding indebtedness for an amount of consideration that is less than its adjusted issue price. The Internal Revenue Code of 1986, as amended (“IRC”), provides that a debtor in a Chapter 11 bankruptcy case may exclude CODI from taxable income but must reduce certain of its tax attributes by the amount of any CODI realized as a result of the consummation of a plan of reorganization. The amount of CODI realized by a taxpayer is determined based on the fair market value of the consideration received by the creditors in settlement of outstanding indebtedness. As a result of the market value of equity upon emergence from Chapter 11 bankruptcy proceedings, the estimated amount of CODI is approximately $61,000, which will reduce the value of the Company’s net operating losses. The actual reduction in tax attributes does not occur until the first day of the Company’s tax year subsequent to the date of emergence, or January 1, 2018. The reduction of net operating losses is expected to be fully offset by a corresponding decrease in valuation allowance. The IRC provides an annual limitation with respect to the ability of a corporation to utilize its tax attributes, as well as certain built-in-losses, against future taxable income in the event of a change in ownership. Emergence from Chapter 11 bankruptcy proceedings resulted in a change in ownership for purposes of the IRC Section 382. We analyzed alternatives available within the IRC to taxpayers in Chapter 11 bankruptcy proceedings in order to minimize the impact of the ownership change and CODI on our tax attributes. Upon filing our 2017 U.S. Federal income tax return, we plan to elect an available alternative which would likely result in the Company experiencing a limitation that subjects existing tax attributes at emergence to an IRC Section 382 limitation that could result in some or all of the remaining net operating loss carryforwards expiring unused. However, we will continue to evaluate the remaining available alternatives which would not subject existing tax attributes to an IRC Section 382 limitation. Joint Venture On September 25, 2017, we entered into a drilling joint venture with BCE Roadrunner LLC, a wholly-owned subsidiary of Bayou City Energy Management, LLC (“BCE”) to fund further development of our 110,000-acre STACK position, which will allow us to accelerate our development plans in both Canadian and Garfield counties, Oklahoma. Under the Joint Development Agreement (“JDA”), BCE will fund 100 percent of our drilling, completion and equipping costs associated with 30 joint venture STACK wells, subject to average well cost caps that vary by well-type across location and targeted formations, approximately between $3,400 and $4,000 per gross well. The JDA wells, which will be drilled and operated by us, include 17 wells in Canadian County and 13 wells in Garfield County. We have the ability to expand the partnership to drill additional wells in the future. In exchange for funding, BCE will receive wellbore-only interest in each well totaling an 85% carve-out working interest from our original working interest (and we retain 15%) until the program reaches a 14% internal rate of return. Once achieved, ownership interest in all wells will revert such that we will own a 75% working interest and BCE will retain a 25% working interest. We will retain all acreage and reserves outside of the wellbore, with both parties paying their working interest share of lease operating expenses. Liability management Liability management expenses, which were incurred in the prior year, include third party legal and professional service fees incurred from our activities to restructure our debt and in preparation for our bankruptcy petition. As a result of our Chapter 11 petition, such expenses, to the extent that they are incremental and directly related to our bankruptcy reorganization, are reflected in “Reorganization items” in our consolidated statements of operations. Cost reduction initiatives Cost reduction initiatives include expenses related to our efforts to reduce our capital, operating and administrative costs in response to the depressed commodity pricing environment. The expense consists of costs for one-time severance and termination benefits in connection with our reductions in force and third party legal and professional services we have engaged to assist in our cost savings initiatives as follows: Successor Predecessor Three months Three months ended ended September 30, 2017 September 30, 2016 One-time severance and termination benefits $ 30 $ 89 Professional fees 4 — Total cost reduction initiatives expense $ 34 $ 89 Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended September 30, 2017 March 21, 2017 September 30, 2016 One-time severance and termination benefits $ 142 $ 608 $ 3,125 Professional fees 13 21 103 Total cost reduction initiatives expense $ 155 $ 629 $ 3,228 Recently adopted accounting pronouncements In May 2017, the FASB issued authoritative guidance which provides clarification on determining which changes to the terms and conditions of share-based payment awards require an entity to apply modification accounting. The guidance is effective for fiscal years, including interim periods within those annual periods, beginning after December 15, 2017, with early adoption permitted in any interim period. The guidance should be applied prospectively to an award modified on or after the adoption date. We adopted this guidance on July 1, 2017, with no material impact to our financial statements or results of operations. In March 2016, the FASB issued authoritative guidance with the objective to simplify several aspects of the accounting for share-based payments, including accounting for income taxes when awards vest or are settled, statutory withholdings and accounting for forfeitures. Classification of these aspects on the statement of cash flows is also addressed. We have adopted this guidance, which was effective for fiscal periods beginning after December 15, 2016, and interim periods thereafter, in the current quarter, with no material impact to our financial statements or results of operation. We did not have any previously unrecognized excess tax benefits that required an adjustment to the opening balance of retained earnings under the modified retrospective transition method required by the guidance. In March 2016, the FASB issued authoritative guidance that clarifies that the assessment of whether an embedded contingent put or call option in a financial instrument is clearly and closely related to the debt host requires only an analysis of the four-step decision sequence described in Accounting Standards Codification (“ASC”) Topic 815, Derivatives and Hedging (“ASC 815”). We adopted this guidance, which was effective for fiscal periods beginning after December 15, 2016, and interim periods thereafter, in the current quarter, with no material impact to our financial statements or results of operations. In August 2014, the FASB issued authoritative guidance that required entities to evaluate whether there is substantial doubt about their ability to continue as a going concern and required additional disclosures if certain criteria were met. The guidance was adopted on December 31, 2016, and other than discussions regarding our emergence from bankruptcy and the related exit financing in “Note 3—Chapter 11 reorganization” and “Note 6—Debt”, there were no additional required disclosures as contemplated by this guidance. Recently issued accounting pronouncements In May 2014, the FASB issued authoritative guidance that supersedes previous revenue recognition requirements and requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The updated guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within that reporting period and it will be adopted by us on January 1, 2018. The new standard allows for either full retrospective adoption, meaning the standard is applied to all periods presented in the financial statements, or modified retrospective adoption, meaning the standard is applied only to the most current period presented. During 2015 and 2016, the FASB released further updates that, among others, provided supplemental guidance and clarification to this topic including clarification on principal vs. agent considerations and identifying performance obligations and licensing. We have completed an assessment of our marketing contracts covering a majority portion of our revenue. Based on this assessment, we do not expect the new guidance to have a material impact on prior and future net income. However, we expect the guidance to impact our classification of certain costs for gathering, transportation and processing of gas as part of the transaction price rather than reported expense. Accordingly, we are continuing to evaluate the effect that the new guidance will have on our consolidated financial statements and related disclosures, with a more focused analysis on these expenses. In January 2016, the FASB issued authoritative guidance that amends existing requirements on the classification and measurement of financial instruments. The standard principally affects accounting for equity investments and financial liabilities where the fair value option has been elected. The guidance is effective for fiscal years beginning after December 15, 2017, and interim periods thereafter. Early adoption of certain provisions is permitted. We do not expect this guidance to materially impact our financial statements or results of operations. In February 2016, the FASB issued authoritative guidance significantly amending the current accounting for leases. Under the new provisions, all lessees will report a right-of-use asset and a liability for the obligation to make payments for all leases with the exception of those leases with a term of 12 months or less. Furthermore, all leases will fall into one of two categories: (i) a financing lease or (ii) an operating lease. Lessor accounting remains substantially unchanged with the exception that no leases entered into after the effective date will be classified as leveraged leases. For sale leaseback transactions, a sale will only be recognized if the criteria in the new revenue recognition standard are met. For public business entities, this guidance is effective for fiscal periods beginning after December 15, 2018 and interim periods thereafter, and should be applied using a modified retrospective approach. Early adoption is permitted. Based on an assessment of our current operating leases, which are predominantly comprised of leases for CO 2 In June 2016, the FASB issued authoritative guidance which modifies the measurement of expected credit losses of certain financial instruments. The guidance is effective for fiscal years beginning after December 15, 2020, however early adoption is permitted for fiscal years beginning after December 15, 2018. The updated guidance impacts our financial statements primarily due to its effect on our accounts receivables. Our history of accounts receivable credit losses almost entirely relates to receivables from joint interest owners in our operated oil and natural gas wells. Based on this history and on mitigating actions we are permitted to take to offset potential losses such as netting past due amounts against revenue and assuming title to the working interest, we do not expect this guidance to materially impact our financial statements or results of operations. In August 2016, the FASB issued authoritative guidance which provides clarification on how certain cash receipts and cash payments are presented and classified on the statement of cash flows. The guidance is effective for fiscal years beginning after December 15, 2017, and is required to be adopted using a retrospective approach if practicable. Early adoption is permitted. We do not expect this guidance to have a material impact on our consolidated statement of cash flows. In January 2017, the FASB issued authoritative guidance that changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities constitutes a business. The guidance requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of transferred assets and activities is not a business. The guidance also requires a business to include at least one substantive process and narrows the definition of outputs by more closely aligning it with how outputs are described under updated revenue recognition guidance. The guidance is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those years. For all other entities, it is effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019. Early adoption is permitted. We expect that adoption of the new guidance may reduce the likelihood that a future transaction would be accounted for as a business combination although such a determination may require a greater degree of judgment. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 2: Earnings per share We have not historically presented earnings per share (“EPS”) because our common stock did not previously trade on a public market, either on a stock exchange or in the over-the-counter (“OTC”) market. Accordingly, we were permitted under accounting guidance to omit such disclosure. However, the OTCQB tier of the OTC Markets Group Inc. began quoting our Class A common stock on May 26, 2017, under the symbol “CHPE”. From May 18, 2017, through May 25, 2017, our Class A common stock was quoted on the OTC Pink marketplace under the symbol “CHHP”. Our Class B common stock is not listed or quoted on the OTCQB or any other stock exchange or quotation system. Our Class A and Class B common stock shares equally in dividends and undistributed earnings. We are presenting basic and diluted EPS for all Successor periods subsequent to our emergence from bankruptcy but are not presenting EPS for any Predecessor period. We are required under accounting guidance to compute EPS using the two-class method which considers multiple classes of common stock and participating securities. All securities that meet the definition of a participating security are to be included in the computation of basic EPS under the two-class method. Our unvested restricted stock awards are considered to be participating securities as they include non-forfeitable dividend rights in the event a dividend is paid on our common stock. Our participating securities do not participate in undistributed net losses because they are not contractually obligated to do so and hence are not included in the computation of EPS in periods when a net loss occurs. A reconciliation of the components of basic and diluted EPS is presented below: Successor Period from Three months March 22, 2017 ended through (in thousands, except share and per share data) September 30, 2017 September 30, 2017 Numerator for basic and diluted earnings per share Net loss $ (19,115 ) $ (17,433 ) Denominator for basic earnings per share Weighted average common shares - Basic for Class A and Class B 44,982,142 44,982,142 Denominator for diluted earnings per share Weighted average common shares - Diluted for Class A and Class B 44,982,142 44,982,142 Earnings per share Basic for Class A and Class B $ (0.42 ) $ (0.39 ) Diluted for Class A and Class B $ (0.42 ) $ (0.39 ) Participating securities excluded from earnings per share calculations Unvested restricted stock awards 1,796,943 1,796,943 Antidilutive securities excluded from earnings per share calculations Warrants (1) 140,023 140,023 ________________________________ (1) The warrants to purchase shares of our Class A common stock are antidilutive due to the exercise price exceeding the average price of our Class A shares for the periods presented and due to the net losses we incurred. |
Chapter 11 Reorganization
Chapter 11 Reorganization | 9 Months Ended |
Sep. 30, 2017 | |
Reorganizations [Abstract] | |
Chapter 11 Reorganization | Note 3: Chapter 11 reorganization Bankruptcy petition and emergence. On May 9, 2016 (the “Petition Date”), Chaparral Energy, Inc. and its subsidiaries including Chaparral Energy, L.L.C., Chaparral Resources, L.L.C., Chaparral Real Estate, L.L.C., Chaparral CO 2 On March 10, 2017 (the “Confirmation Date”), the Bankruptcy Court confirmed our Reorganization Plan and on March 21, 2017 (the “Effective Date”), the Reorganization Plan became effective and we emerged from bankruptcy. Debtor-In-Possession. During the pendency of the Chapter 11 Cases, we operated our business as debtors-in-possession in accordance with the applicable provisions of the Bankruptcy Code. The Bankruptcy Court granted all first day motions filed by us which were designed primarily to minimize the impact of the Chapter 11 Cases on our normal day-to-day operations, our customers, regulatory agencies, including taxing authorities, and employees. As a result, we were able to conduct normal business activities and pay all associated obligations for the post-petition period and we were also authorized to pay and have paid (subject to limitations applicable to payments of certain pre-petition obligations) pre-petition employee wages and benefits, pre-petition amounts owed to certain lienholders and critical vendors, amounts due to taxing authorities for production and other related taxes and funds belonging to third parties, including royalty and working interest holders. During the pendency of the Chapter 11 Cases, all transactions outside the ordinary course of our business required the approval of the Bankruptcy Court. Automatic Stay. Subject to certain exceptions, under the Bankruptcy Code, the filing of the bankruptcy petitions automatically enjoined, or stayed, the continuation of most judicial or administrative proceedings or the filing of other actions against us or our property to recover, collect or secure a claim arising prior to the Petition Date. Absent an order from the Bankruptcy Court, substantially all of our pre-petition liabilities were subject to settlement under the Bankruptcy Code. Plan of Reorganization. Pursuant to the terms of the Reorganization Plan, which was supported by us, certain lenders under our Prior Credit Facility (collectively, the “Lenders”) and certain holders of our Senior Notes (collectively, the “Noteholders”), the following transactions occurred on or around the Effective Date: • We issued 44,982,142 shares of common stock of the reorganized company (“New Common Stock”), which were the result of the transactions described below. We also entered into a stockholders agreement and a Registration Rights Agreement and amended our certificate of incorporation and bylaws for the authorization of the New Common Stock and to provide registration rights thereunder, among other corporate governance actions; • Our Predecessor common stock was cancelled, extinguished and discharged and the Predecessor equity holders did not receive any consideration in respect of their equity interests; • The $1,267,410 of indebtedness, including accrued interest, attributable to our Senior Notes was exchanged for New Common Stock. In addition, we issued or reserved shares of New Common Stock to be exchanged in settlement of $2,439 of certain general unsecured claims. In aggregate, the shares of New Common Stock issued or to be issued in settlement of the Senior Note and these general unsecured claims represented approximately 90% percent of outstanding Successor common shares; • We completed a rights offering backstopped by certain holders of our Senior Notes (the “Backstop Parties”) which generated $50,031 of gross proceeds. The rights offering resulted in the issuance of New Common Stock, representing approximately nine percent of outstanding Successor common shares, to holders of claims arising under the Senior Notes and to the Backstop Parties; • In connection with the rights offering described above, the Backstop Parties received approximately one percent of outstanding Successor common shares as a backstop fee; • Additional shares, representing seven percent of outstanding Successor common shares on a fully diluted basis, were authorized for issuance under a new management incentive plan; • Warrants to purchase 140,023 shares of New Common Stock were issued to Mr. Mark Fischer, our founder and former Chief Executive Officer, with an exercise price of $36.78 per share and expiring on June 30, 2018. The warrants were issued in exchange for consulting services provided by Mr. Fischer; • Our Prior Credit Facility, previously consisting of a senior secured revolving credit facility was restructured into a New Credit Facility consisting of a first-out revolving facility (“New Revolver”) and a second-out term loan (“New Term Loan”). On the Effective Date, the entire balance on the Prior Credit Facility in the amount of $444,440 was repaid while we received gross proceeds representing the opening balances on our New Revolver of $120,000 and a New Term Loan of $150,000. For more information refer to “Note 6—Debt;” • We paid $6,954 for creditor-related professional fees and also funded a $11,000 segregated account for debtor-related professional fees in connection with the reorganization related transactions above; • Certain other priority or convenience class claims were paid in full in cash, reinstated or otherwise treated in a manner acceptable to the creditor claimholders; • Plaintiffs to one of our royalty owner litigation cases, which were identified as a separate class of creditors (Class 8) in our bankruptcy case, rejected the Reorganization Plan. If the claimants under Class 8 are permitted to file a class of proof claim on behalf of the putative class, certified on a class basis, and the plaintiffs ultimately prevail on the merits of their claims, any liability arising under judgement or settlement of the claims would be satisfied through issuance of Successor common shares. Liabilities subject to compromise. In accordance with ASC Topic 852, Reorganizations (“ASC 852”), our financial statements include amounts classified as liabilities subject to compromise which represent estimates of pre-petition obligations that were allowed as claims in our bankruptcy case. These liabilities are reported at the amounts allowed by the Bankruptcy Court, even if they may be settled for lesser amounts. The amounts disclosed below as of March 21, 2017, reflect the liabilities immediately prior to our Reorganization Plan becoming effective. As part of the Reorganization Plan, the Bankruptcy Court approved the settlement of these claims and they were subsequently settled in cash or equity, reinstated or otherwise reserved for at emergence. Predecessor March 21, 2017 December 31, 2016 Accounts payable and accrued liabilities $ 6,687 $ 9,212 Accrued payroll and benefits payable 3,949 4,048 Revenue distribution payable 3,050 3,474 Senior Notes and associated accrued interest 1,267,410 1,267,410 Liabilities subject to compromise $ 1,281,096 $ 1,284,144 |
Fresh start accounting
Fresh start accounting | 9 Months Ended |
Sep. 30, 2017 | |
Fresh Start Accounting [Abstract] | |
Fresh start accounting | Note 4 : Upon emergence from bankruptcy, we qualified for and applied fresh start accounting to our financial statements in accordance with the provisions set forth in ASC 852 as (i) the holders of existing voting shares of the Company prior to its emergence received less than 50% of the voting shares of the Company outstanding following its emergence from bankruptcy and (ii) the reorganization value of our assets immediately prior to confirmation of the Reorganization Plan was less than the post-petition liabilities and allowed claims. Adopting fresh start accounting results in a new reporting entity for financial reporting purposes with no beginning retained earnings or deficit. The cancellation of all existing shares outstanding on the Effective Date and issuance of new shares in the reorganized Company caused a related change of control under US GAAP. As a result of the application of fresh start accounting, as well as the effects of the implementation of the Reorganization Plan, the Predecessor and Successor periods may lack comparability, as required in ASC Topic 205, Presentation of Financial Statements (“ASC 205”). ASC 205 states that financial statements are required to be presented comparably from year to year, with any exceptions to comparability clearly disclosed. Therefore, “black-line” financial statements are presented to distinguish between the Predecessor and Successor periods. Enterprise Value and Reorganization Value Reorganization value represents the fair value of the Company’s total assets prior to the consideration of liabilities and is intended to approximate the amount a willing buyer would pay for the Company's assets immediately after restructuring. The reorganization value was allocated to the Company’s individual assets based on their estimated fair values. The Company’s reorganization value was derived from enterprise value. Enterprise value represents the estimated fair value of an entity's long-term debt and equity. The enterprise value of the Company on the Effective Date, as approved by the Bankruptcy Court in support of the Plan, was estimated to be within a range of $1,050,000 to $1,350,000 with a mid-point value of $1,200,000. Based upon the various estimates and assumptions necessary for fresh start accounting, as further discussed below, the estimated enterprise value was determined to be $1,200,000 before consideration of cash and cash equivalents and outstanding debt at the Effective Date. The following table reconciles the enterprise value to the estimated fair value of the Successor’s common stock as of the Effective Date: Enterprise value $ 1,200,000 Plus: cash and cash equivalents 45,123 Less: fair value of outstanding debt (296,061 ) Less: fair value of warrants (consideration for previously accrued consulting fees) (118 ) Fair value of Successor common stock on the Effective Date $ 948,944 Total shares issued under the Reorganization Plan 44,982,142 Per share value (1) $ 21.10 ____________________________________________________________ (1) The per share value shown above is calculated based upon the financial information determined using US GAAP at the Effective Date. The following table reconciles the enterprise value to the estimated reorganization value of the Successor’s assets as of the Effective Date: Enterprise value $ 1,200,000 Plus: cash and cash equivalents 45,123 Plus: current liabilities 82,254 Plus: noncurrent liabilities excluding long-term debt 64,735 Reorganization value of Successor assets $ 1,392,112 Valuation of oil and gas properties The Company’s principal assets are its oil and gas properties, which are accounted for under the full cost method of accounting. The oil and gas properties include proved reserves and unevaluated leasehold acreage. With the assistance of valuation consultants, the Company estimated the fair value of its oil and gas properties based on the discounted cash flows expected to be generated from these assets. The computations were based on market conditions and reserves in place as of the Effective Date. The fair value analysis was based on the Company’s estimates of proved, probable and possible reserves developed internally by the Company’s reservoir engineers. Discounted cash flow models were prepared using the estimated future revenues and development and operating costs for all developed wells and undeveloped locations comprising the proved, probable and possible reserves. The value estimated for probable and possible reserves was utilized as an estimate of the fair value of the Company’s unevaluated leasehold acreage, which was further corroborated against comparable market transactions. Future revenues were based upon the forward NYMEX strip for oil and natural gas prices as of the Effective Date, adjusted for differentials realized by the Company. Development and operating cost estimates for the oil and gas properties were adjusted for inflation. The after-tax cash flows were discounted to the Effective Date at discount rate of 8.5%. This discount rate was derived from a weighted average cost of capital computation which utilized a blended expected cost of debt and expected return on equity for similar industry participants. Risk adjustment factors were applied to the values derived for the proved non-producing, proved undeveloped, probable and possible reserve categories based on consideration of the risks associated with geology, drilling success rates, development costs and the timing of development and extraction. The discounted cash flow models also included depletion, depreciation and income tax expense associated with an after-tax valuation analysis. From this analysis the Company estimated the fair value of its proved reserves and undeveloped leasehold acreage to be $604,065 and $585,574, respectively, as of the Effective Date. These amounts are reflected in the Fresh Start Adjustments item (i) below. Other valuations Our adoption of fresh start accounting also required adjustments to certain other assets and liabilities on our balance sheet including property and equipment, other assets and asset retirement obligations. Property and equipment — consists of real property which includes our headquarters, field offices and pasture land, and personal property which includes vehicles, machinery and equipment, office equipment and fixtures and a natural gas pipeline. These assets were valued using a combination of cost, income and market approaches with the exception of pasture land where we relied on government data to determine fair value. Other assets — includes, among others, an equity investment in a company that operates ethanol plants. The equity investment was valued utilizing a combination of the market approaches such as the guideline public company method and the similar transactions method. Asset retirement obligations — our fresh start updates to these obligations included application of the Successor’s credit adjusted risk free rate, which now incorporates a term structure based on the estimated timing of plugging activity, and resetting all obligations to a single layer. Consolidated balance sheet The following consolidated balance sheet is as of March 21, 2017. This consolidated balance sheet includes adjustments that reflect the consummation of the transactions contemplated by the Reorganization Plan (reflected in the column “Reorganization Adjustments”) as well as fair value adjustments as a result of the adoption of fresh start accounting (reflected in the column “Fresh Start Adjustments”) as of the Effective Date: Reorganization Fresh Start Predecessor Adjustments Adjustments Successor Assets Current assets: Cash and cash equivalents $ 180,456 $ (135,333 ) (a) $ — $ 45,123 Accounts receivable, net 46,837 — — 46,837 Inventories, net 6,885 — — 6,885 Prepaid expenses 4,933 (535 ) (b) — 4,398 Derivative instruments 19,058 — — 19,058 Total current assets 258,169 (135,868 ) — 122,301 Property and equipment 38,391 — 18,987 (i) 57,378 Oil and natural gas properties, using the full cost method: Proved 4,355,576 — (3,751,511 ) (i) 604,065 Unevaluated (excluded from the amortization base) 26,039 — 559,535 (i) 585,574 Accumulated depreciation, depletion, amortization and impairment (3,811,326 ) — 3,811,326 (i) — Total oil and natural gas properties 570,289 — 619,350 (i) 1,189,639 Derivative instruments 14,295 — — 14,295 Other assets 5,499 2,410 (c) 590 (i) 8,499 Total assets $ 886,643 $ (133,458 ) $ 638,927 $ 1,392,112 Liabilities and stockholders’ equity (deficit) Current liabilities: Accounts payable and accrued liabilities $ 64,413 $ (2,737 ) (a)(d) $ — $ 61,676 Accrued payroll and benefits payable 7,366 2,186 (d) — 9,552 Accrued interest payable 2,095 (2,095 ) (a) — — Revenue distribution payable 7,975 3,050 (d) — 11,025 Long-term debt and capital leases, classified as current 468,814 (464,182 ) (e) — 4,632 Total current liabilities 550,663 (463,778 ) — 86,885 Long-term debt and capital leases, less current maturities — 291,429 (f) — 291,429 Deferred compensation — 519 (d) — 519 Asset retirement obligations 66,973 — (2,757 ) (i) 64,216 Liabilities subject to compromise 1,281,096 (1,281,096 ) (d) — — Commitments and contingencies Stockholders’ (deficit) equity: Predecessor common stock 14 (14 ) (g) — — Predecessor additional paid in capital 425,425 (425,425 ) (g) — — Successor common stock — 450 (g) — 450 Successor additional paid in capital — 948,613 (g) — 948,613 (Accumulated deficit) retained earnings (1,437,528 ) 795,844 (h) 641,684 (j) — Total stockholders' (deficit) equity (1,012,089 ) 1,319,468 641,684 949,063 Total liabilities and stockholders' equity (deficit) $ 886,643 $ (133,458 ) $ 638,927 $ 1,392,112 Reorganization adjustments (a) Adjustments reflect the following net cash payments recorded as of the Effective Date from implementation of the Plan: Cash proceeds from rights offering $ 50,031 Cash proceeds from New Term Loan 150,000 Cash proceeds from New Revolver 120,000 Fees paid to lender for New Term Loan (750 ) Fees paid to lender for New Revolver (1,125 ) Payment in full to extinguish Prior Credit Facility (444,440 ) Payment of accrued interest on Prior Credit Facility (2,095 ) Payment of previously accrued creditor-related professional fees (6,954 ) Net cash used $ (135,333 ) (b) Reclassification of previously prepaid professional fees to debt issuance costs associated with the New Credit Facility. (c) Reflects issuance costs related to the New Credit Facility: Fees paid to lender for New Term Loan $ 750 Fees paid to lender for New Revolver 1,125 Professional fees related to debt issuance costs on the New Credit Facility 535 Total issuance costs on New Credit Facility $ 2,410 (d) As part of the Plan, the Bankruptcy Court approved the settlement of certain allowable claims, reported as liabilities subject to compromise in the Company’s historical consolidated balance sheet. As a result, a gain was recognized on the settlement of liabilities subject to compromise calculated as follows: Senior Notes including interest $ 1,267,410 Accounts payable and accrued liabilities 6,687 Accrued payroll and benefits payable 3,949 Revenue distribution payable 3,050 Total liabilities subject to compromise 1,281,096 Amounts settled in cash, reinstated or otherwise reserved at emergence (10,089 ) Fair value of equity issued in settlement of Senior Notes and certain general unsecured creditors (898,914 ) Gain on settlement of liabilities subject to compromise $ 372,093 (e) Reflects extinguishment of Prior Credit Facility along with associated unamortized issuance costs, establishment of New Credit Facility and adjustments to reclassify existing debt back to their scheduled maturities: Reclassification from current to noncurrent, based on scheduled repayment, of debt no longer in default $ (22,612 ) Establishment of New Term Loan - current portion 1,183 Payment in full to extinguish Prior Credit Facility (444,440 ) Write-off unamortized issuance costs associated with Prior Credit Facility 1,687 $ (464,182 ) (f) Reflects establishment of our New Credit Facility pursuant to our Reorganization Plan, net of issuance costs, as well as adjustments to reclassify existing debt back to their scheduled maturities: Origination of the New Term Loan, net of current portion $ 148,817 Origination of the New Revolver 120,000 Reclassification from current to noncurrent, based on scheduled repayment, of debt no longer in default 22,612 $ 291,429 (g) Adjustment represents (i) the cancellation of Predecessor equity on the Effective Date, (ii) the issuance of 44,982,142 shares of Successor common stock on the Effective Date and (iii) the issuance of 140,023 warrants on the Effective Date (see “Note 3—Chapter 11 reorganization”) Cancellation of predecessor equity - par value $ (14 ) Cancellation of predecessor equity - paid in capital (425,425 ) Issuance of successor common stock in settlement of claims 898,914 Issuance of successor common stock under rights offering 50,031 Issuance of warrants 118 Net impact to common stock-par and additional paid in capital $ 523,624 (h) Reflects the cumulative impact of the following reorganization adjustments: Gain on settlement of liabilities subject to compromise $ 372,093 Cancellation of predecessor equity 425,438 Write-off unamortized issuance costs associated with Prior Credit Facility (1,687 ) Net impact to retained earnings $ 795,844 Fresh start adjustments (i) Represents fresh start accounting adjustments primarily to (i) remove accumulated depreciation, depletion, amortization and impairment, (ii) increase the value of proved oil and gas properties, (iii) increase the value of unevaluated oil and gas properties primarily to capture the value of our acreage in the STACK, (iv) increase other property and equipment primarily due to increases to land, vehicles, machinery and equipment and (v) decrease asset retirement obligations. These fair value measurements giving rise to these adjustments are primarily based on Level 3 inputs under the fair value hierarchy (See “Note 8—Fair value measurements”). (j) Reflects the cumulative impact of the fresh start adjustments discussed herein. Reorganization items We use this category to reflect, where applicable, post-petition revenues, expenses, gains and losses that are direct and incremental as a result of the reorganization of the business. Reorganization items are as follows: Successor Predecessor Three months Three months ended ended September 30, 2017 September 30, 2016 Professional fees $ 858 $ 4,268 Claims for non-performance of executory contract — 1,236 Total reorganization items $ 858 $ 5,504 Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended September 30, 2017 March 21, 2017 September 30, 2016 Gains on the settlement of liabilities subject to compromise $ — $ (372,093 ) $ — Fresh start accounting adjustments — (641,684 ) — Professional fees 2,548 18,790 9,623 Claims for non-performance of executory contract — — 1,236 Rejection of employment contracts — 4,573 — Write off unamortized issuance costs on Prior Credit Facility — 1,687 — Total reorganization items $ 2,548 $ (988,727 ) $ 10,859 |
Supplemental disclosures to the
Supplemental disclosures to the consolidated statements of cash flows | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental disclosures to the consolidated statements of cash flows | Note 5: Supplemental disclosures to the consolidated statements of cash flows Supplemental disclosures to the consolidated statements of cash flows are presented below: Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended September 30, 2017 March 21, 2017 September 30, 2016 Net cash provided by operating activities included: Cash payments for interest $ 13,196 $ 4,105 $ 19,899 Interest capitalized (1,245 ) (248 ) (1,741 ) Cash payments for interest, net of amounts capitalized $ 11,951 $ 3,857 $ 18,158 Cash payments for income taxes $ 150 $ — $ 250 Cash payments for reorganization items $ 16,930 $ 11,405 $ 4,255 Non-cash financing activities included: Repayment of Prior Credit Facility with proceeds from early termination of derivative contracts (See Note 7) $ — $ — $ 103,560 Non-cash investing activities included: Asset retirement obligation additions and revisions $ 2,746 $ 716 $ 4,015 Change in accrued oil and gas capital expenditures $ 10,598 $ 5,387 $ (22,543 ) |
Debt
Debt | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Note 6: Debt As of the dates indicated, debt consisted of the following: Successor Predecessor September 30, December 31, 2017 2016 (2) New Revolver $ 153,000 $ — New Term Loan, net of discount of $651 and $0, respectively 148,541 — Prior Credit Facility — 444,440 Real estate mortgage note 9,328 9,595 Installment notes payable 10 434 Capital lease obligations 15,016 16,946 Unamortized debt issuance costs (1) (1,441 ) (2,303 ) Total debt, net 324,454 469,112 Less current portion 4,758 469,112 Total long-term debt, net $ 319,696 $ — (1) Debt issuance costs are presented as a direct deduction from debt rather than an asset pursuant to recent accounting guidance. The balance on September 30, 2017, was related to the New Revolver while the balance on December 31, 2016, was related to the Prior Credit Facility. (2) Senior Notes have not been included in this table as they were classified as “Liabilities subject to compromise.” Prior to our emergence from bankruptcy, our debt primarily consisted of the Prior Credit Facility and our Senior Notes. On the Effective Date, our obligations under the Senior Notes which included principal and accrued interest, and previously classified as liabilities subject to compromise, were fully extinguished in exchange for equity in the Successor. In addition, our Prior Credit Facility, previously consisting of a senior secured revolving credit facility, was restructured into the New Credit Facility consisting of the New Revolver and the New Term Loan. On the Effective Date, the entire balance on the Prior Credit Facility in the amount of $444,440 was repaid while we received gross proceeds, before lender fees, representing the opening balances on our New Revolver of $120,000 and a New Term Loan of $150,000. See “Note — New Term Loan The New Term Loan, which is collateralized by our oil and natural gas properties, is scheduled to mature on March 21, 2021. Interest on the outstanding amount of the New Term Loan will accrue at an interest rate equal to either: (a) the Alternate Base Rate (as defined in the New Credit Facility) plus a 6.75% margin or (b) the Adjusted LIBO Rate (as defined in the New Credit Facility), plus a 7.75% margin with a 1.00% floor on the Adjusted LIBO Rate. As of September 30, 2017, our outstanding borrowings were accruing interest at the Adjusted LIBO Rate which resulted in an interest rate of 9.03%. We are required to make scheduled, mandatory principal payments in respect of the New Term Loan according to the schedule below, with the remaining outstanding balance due upon maturity: Total payments remaining for 2017 $ 375 Total payments for 2018 1,500 Total payments for 2019 3,750 Total payments for 2020 6,750 Total mandatory payments $ 12,375 New Revolver The New Revolver is a $400,000 facility collateralized by our oil and natural gas properties and is scheduled to mature on March 21, 2021. Availability under our New Revolver is subject to a borrowing base based on the value of our oil and natural gas properties and set by the banks semi-annually on May 1 and November 1 of each year. In addition, the lenders may request an additional borrowing base redetermination once between each scheduled redetermination or upon the occurrence of certain specified events. The banks establish a borrowing base by making an estimate of the collateral value of our oil and natural gas properties. If oil and natural gas prices decrease from the amounts used in estimating the collateral value of our oil and natural gas properties, the borrowing base may be reduced, thus reducing funds available under the borrowing base. The initial borrowing base on the Effective Date was $225,000 and the first borrowing base redetermination has been set for on or about May 1, 2018. Availability on the New Revolver as of September 30, 2017, after taking into account outstanding borrowings and letters of credit on that date, was $71,172. Interest on the outstanding amounts under the New Revolver will accrue at an interest rate equal to either (i) the Alternate Base Rate plus a margin that ranges between 2.00% to 3.00% depending on utilization or (ii) the Adjusted LIBO Rate applicable to one, two, three or six month borrowings plus a margin that ranges between 3.00% to 4.00% depending on utilization. In the case that an Event of Default (as defined under the New Credit Facility) occurs, the applicable rate while in default will be the Alternate Base Rate plus an additional 2.00% and plus the applicable margin. As of September 30, 2017, our outstanding borrowings were accruing interest at the Adjusted LIBO Rate which resulted in a weighted average interest rate of 4.78%. Commitment fees of 0.50% accrue on the unused portion of the borrowing base amount, based on the utilization percentage, and are included as a component of interest expense. We generally have the right to make prepayments of the borrowings at any time without penalty or premium. Letter of credit fees will accrue at 0.125% plus the margin used to determine the interest rate applicable to New Revolver borrowings that are based on Adjusted LIBO Rate. Covenants The New Credit Facility contains covenants and events of default customary for oil and natural gas reserve-based lending facilities including restrictions on additional debt, guarantees, liens, restricted payments, investments and hedging activity. Additionally, our New Credit Facility specifies events of default, including non-payment, breach of warranty, non-performance of covenants, default on other indebtedness or swap agreements, certain adverse judgments, bankruptcy events and change of control, among others. The financial covenants require that we maintain: (1) a Current Ratio (as defined in the New Credit Facility) of no less than 1.00 to 1.00, (2) an Asset Coverage Ratio (as defined in the New Credit Facility) of no less than 1.35 to 1.00, (3) Liquidity (as defined in the New Credit Facility) of at least $25,000 and (4) a Ratio of Total Debt to EBITDAX (as defined in the New Credit Facility) of no greater than 3.5 to 1.0 calculated on a trailing four-quarter basis. We are required to comply with these covenants for each fiscal quarter ending on and after March 31, 2017, except for the Asset Coverage Ratio, for which compliance is required semiannually as of January 1 and July 1 of each year. We were in compliance with these financials covenants as of September 30, 2017. Write-off of Senior Note issuance costs, discount and premium In March 2016, we wrote off the remaining unamortized issuance costs, premium and discount related to our Senior Notes for a net charge of $16,970. These deferred items are typically amortized over the life of the corresponding bond. However, as a result of not paying the interest due on our 2021 Senior Notes by the end of our grace period on March 31, 2016, we triggered an Event of Default on our Senior Notes. While uncured, the Event of Default effectively allowed the lender to demand immediate repayment, thus shortening the life of our Senior Notes. As a result, we wrote off the remaining balance of unamortized issuance costs, premium and discount on March 31, 2016, as follows: Non-cash expense for write-off of debt issuance costs on Senior Notes $ 17,756 Non-cash expense for write-off of debt discount costs on Senior Notes 4,014 Non-cash gain for write-off of debt premium on Senior Notes (4,800 ) Total $ 16,970 Capital Leases During 2013, we entered into lease financing agreements with U.S. Bank National Association for $24,500 through the sale and subsequent leaseback of existing compressors owned by us. The carrying value of these compressors is included in our oil and natural gas full cost pool. The lease financing obligations are for 84-month terms and include the option to purchase the equipment for a specified price at 72 months as well as an option to purchase the equipment at the end of the lease term for its then-current fair market value. Lease payments related to the equipment are recognized as principal and interest expense based on a weighted average implicit interest rate of 3.8%. Minimum lease payments are approximately $3,181 annually. |
Derivative instruments
Derivative instruments | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative instruments | Note 7: Derivative instruments Overview Our results of operations, financial condition and capital resources are highly dependent upon the prevailing market prices of, and demand for, oil, natural gas and natural gas liquids. These commodity prices are subject to wide fluctuations and market uncertainties. To mitigate a portion of this exposure, we enter into various types of derivative instruments, including commodity price swaps, collars, put options, enhanced swaps and basis protection swaps. See “Note 7—Derivative Instruments” in Item 8. Financial Statement and Supplementary Data of our Annual Report on Form 10-K for the year ended December 31, 2016, for a description of the various kinds of derivatives we may enter into. The following table summarizes our crude oil derivatives outstanding as of September 30, 2017: Weighted average fixed price per Bbl Period and type of contract Volume MBbls Swaps Purchased puts Sold calls 2017 Swaps 883 $ 54.97 $ — $ — 2018 Swaps 2,116 $ 54.92 $ — $ — Collars 183 $ — $ 50.00 $ 60.50 2019 Swaps 1,312 $ 54.26 $ — $ — 2020 Swaps 120 $ 50.50 $ — $ — The following table summarizes our natural gas derivatives outstanding as of September 30, 2017: Period and type of contract Volume BBtu Weighted average fixed price per MMBtu 2017 Swaps 2,250 $ 3.33 2018 Swaps 5,861 $ 3.03 2019 Swaps 3,322 $ 2.86 Effect of derivative instruments on the consolidated balance sheets All derivative financial instruments are recorded on the balance sheet at fair value. See “Note 8—Fair value measurements” for additional information regarding fair value measurements. The estimated fair values of derivative instruments are provided below. The carrying amounts of these instruments are equal to the estimated fair values. Successor Predecessor September 30, 2017 December 31, 2016 Assets Liabilities Net value Assets Liabilities Net value Natural gas derivative contracts $ 789 $ (358 ) $ 431 $ 184 $ (3,658 ) $ (3,474 ) Crude oil derivative contracts 13,694 (5 ) 13,689 — (9,895 ) (9,895 ) Total derivative instruments 14,483 (363 ) 14,120 184 (13,553 ) (13,369 ) Less: Netting adjustments (1) 363 (363 ) — 184 (184 ) — Derivative instruments - current 8,130 — 8,130 — (7,525 ) (7,525 ) Derivative instruments - long-term $ 5,990 $ — $ 5,990 $ — $ (5,844 ) $ (5,844 ) (1) Amounts represent the impact of master netting agreements that allow us to net settle positive and negative positions with the same counterparty. Positive and negative positions with counterparties are netted only to the extent that they relate to the same current versus noncurrent classification on the balance sheet. Effect of derivative instruments on the consolidated statements of operations We do not apply hedge accounting to any of our derivative instruments. As a result, all gains and losses associated with our derivative contracts are recognized immediately as “Derivative (losses) gains” in the consolidated statements of operations. “Derivative (losses) gains” in the consolidated statements of operations are comprised of the following: Successor Predecessor Three months Three months ended ended September 30, 2017 September 30, 2016 Change in fair value of commodity price derivatives $ (22,236 ) $ — Settlement gains on commodity price derivatives 6,788 — Total derivative (losses) gains $ (15,448 ) $ — Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended September 30, 2017 March 21, 2017 September 30, 2016 Change in fair value of commodity price derivatives $ (19,232 ) $ 46,721 $ (163,238 ) Settlement gains on commodity price derivatives 15,143 1,285 62,626 Settlement gains on early terminations of commodity price derivatives — — 91,144 Total derivative (losses) gains $ (4,089 ) $ 48,006 $ (9,468 ) Derivative terminations In May 2016 all of our outstanding derivative positions were terminated due to defaults under the master agreements governing our derivative contracts as a result of our bankruptcy. Proceeds from the early terminations, inclusive of amounts receivable at the time of termination for previous settlements, totaled $119,303. Of this amount, in the third quarter of 2016, $103,560 was utilized to offset outstanding borrowings under our Prior Credit Facility and the remainder was remitted to the Company. |
Fair value measurements
Fair value measurements | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | Note 8: Fair value measurements Fair value is defined by the FASB as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market and the instruments’ complexity. Fair value measurements are categorized according to the fair value hierarchy defined by the FASB. The hierarchical levels are based upon the level of judgment associated with the inputs used to measure the fair value of the assets and liabilities as follows: • Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date. • Level 2 inputs include quoted prices for identical or similar instruments in markets that are not active and inputs other than quoted prices that are observable for the asset or liability. • Level 3 inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the asset or liability is categorized based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and may affect the placement of assets and liabilities within the levels of the fair value hierarchy. Recurring fair value measurements As of September 30, 2017, and December 31, 2016, our financial instruments recorded at fair value on a recurring basis consisted of commodity derivative contracts (see “Note 7—Derivative instruments”). We had no Level 1 assets or liabilities. Our derivative contracts classified as Level 2 consisted of commodity price swaps which are valued using an income approach. Future cash flows from the commodity price swaps are estimated based on the difference between the fixed contract price and the underlying published forward market price. Our derivative contracts classified as Level 3 consisted of collars. The fair value of these contracts is developed by a third-party pricing service using a proprietary valuation model, which we believe incorporates the assumptions that market participants would have made at the end of each period. Observable inputs include contractual terms, published forward pricing curves, and yield curves. Significant unobservable inputs are implied volatilities. Significant increases (decreases) in implied volatilities in isolation would result in a significantly higher (lower) fair value measurement. We review these valuations and the changes in the fair value measurements for reasonableness. All derivative instruments are recorded at fair value and include a measure of our own nonperformance risk for derivative liabilities or our counterparty credit risk for derivative assets. The fair value hierarchy for our financial assets and liabilities is shown by the following table: Successor Predecessor September 30, 2017 December 31, 2016 Derivative assets Derivative liabilities Net assets (liabilities) Derivative assets Derivative liabilities Net assets (liabilities) Significant other observable inputs (Level 2) $ 14,027 $ (363 ) $ 13,664 $ 184 $ (13,455 ) $ (13,271 ) Significant unobservable inputs (Level 3) 456 — 456 — (98 ) (98 ) Netting adjustments (1) (363 ) 363 — (184 ) 184 — $ 14,120 $ — $ 14,120 $ — $ (13,369 ) $ (13,369 ) (1) Amounts represent the impact of master netting agreements that allow us to net settle positive and negative positions with the same counterparty. Positive and negative positions with counterparties are netted on the balance sheet only to the extent that they relate to the same current versus noncurrent classification. Changes in the fair value of our derivative instruments, classified as Level 3 in the fair value hierarchy, were as follows for the periods presented: Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended Net derivative assets (liabilities) September 30, 2017 March 21, 2017 September 30, 2016 Beginning balance $ 715 $ (98 ) $ 123,068 Realized and unrealized (losses) gains included in derivative (losses) gains (259 ) 813 (9,216 ) Settlements received — — (113,852 ) Ending balance $ 456 $ 715 $ — (Losses) gains relating to instruments still held at the reporting date included in derivative (losses) gains for the period $ (259 ) $ 813 $ — Nonrecurring fair value measurements Asset retirement obligations. Additions to the asset and liability associated with our asset retirement obligations are measured at fair value on a nonrecurring basis. Our asset retirement obligations consist of the estimated present value of future costs to plug and abandon or otherwise dispose of our oil and natural gas properties and related facilities. Significant inputs used in determining such obligations include estimates of plugging and abandonment costs, inflation rates, discount rates, and well life, all of which are Level 3 inputs according to the fair value hierarchy. The estimated future costs to dispose of properties added during the first nine months of 2017 and 2016 were escalated using an annual inflation rate of 2.30% and 2.42%, respectively. The estimated future costs to dispose of properties added once we emerged from bankruptcy through September 30, 2017, were discounted, depending on the economic remaining estimated life of the property or the expected timing of the plugging and abandonment activity, with a credit-adjusted risk-free rate ranging from 5.13% to 7.63%. The discount rate used for the nine months ended September 30, 2016, was our weighted average credit-adjusted risk-free interest rate of 20.00%. These estimates may change based upon future inflation rates and changes in statutory remediation rules. See “Note 9—Asset retirement obligations” for additional information regarding our asset retirement obligations. Fair value of other financial instruments Our significant financial instruments, other than derivatives, consist primarily of cash and cash equivalents, accounts receivable, accounts payable, and debt. We believe the carrying values of cash and cash equivalents, accounts receivable, and accounts payable approximate fair values due to the short-term maturities of these instruments. The carrying value and estimated fair value of our debt were as follows: Successor Predecessor September 30, 2017 December 31, 2016 Level 2 Carrying value (1) Estimated fair value Carrying value (1) Estimated fair value New Revolver $ 153,000 $ 153,000 $ — $ — New Term Loan 149,192 149,192 — — Other secured debt 9,338 9,338 10,029 10,029 9.875% Senior Notes due 2020 — — 298,000 268,200 8.25% Senior Notes due 2021 — — 384,045 344,680 7.625% Senior Notes due 2022 — — 525,910 470,689 (1) The carrying value excludes deductions for debt issuance costs and discounts. The carrying value of our New Revolver, New Term Loan and other secured long-term debt approximates fair value because the rates are comparable to those at which we could currently borrow under similar terms, are variable and incorporate a measure of our credit risk. The fair value of our Senior Notes was estimated based on quoted market prices. We have not disclosed the fair value of outstanding amounts under our Prior Credit Facility as of December 31, 2016, as it was not practicable to obtain a reasonable estimate of such value while the Predecessor was in bankruptcy. Counterparty credit risk Our derivative contracts are executed with institutions, or affiliates of institutions, that are parties to our credit facilities at the time of execution, and we believe the credit risks associated with all of these institutions are acceptable. We do not require collateral or other security from counterparties to support derivative instruments. Master agreements are in place with each of our derivative counterparties which provide for net settlement in the event of default or termination of the contracts under each respective agreement. As a result of the netting provisions, our maximum amount of loss under derivative transactions due to credit risk is limited to the net amounts due from the counterparties under the derivatives. Our loss is further limited as any amounts due from a defaulting counterparty that is a Lender, or an affiliate of a Lender, under our credit facilities can be offset against amounts owed to such counterparty Lender. As of September 30, 2017, the counterparties to our open derivative contracts consisted of four financial institutions. The following table summarizes our derivative assets and liabilities which are offset in the consolidated balance sheets under our master netting agreements. It also reflects the amounts outstanding under our credit facilities that are available to offset our net derivative assets due from counterparties that are lenders under our credit facilities. Offset in the consolidated balance sheets Gross amounts not offset in the consolidated balance sheets Gross assets (liabilities) Offsetting assets (liabilities) Net assets (liabilities) Derivatives (1) Amounts outstanding under credit facilities Net amount Successor - September 30, 2017 Derivative assets $ 14,483 $ (363 ) $ 14,120 $ — $ (14,120 ) $ — Derivative liabilities (363 ) 363 — — — — $ 14,120 $ — $ 14,120 $ — $ (14,120 ) $ — Predecessor - December 31, 2016 Derivative assets $ 184 $ (184 ) $ — $ — $ — $ — Derivative liabilities (13,553 ) 184 (13,369 ) — — (13,369 ) $ (13,369 ) $ — $ (13,369 ) $ — $ — $ (13,369 ) _____________________________________________________ (1) Since positive and negative positions with a counterparty are netted on the balance sheet only to the extent that they relate to the same current versus noncurrent classification, these represent remaining amounts that could have been offset under our master netting agreements. We did not post additional collateral under any of these contracts as all of our counterparties are secured by the collateral under our credit facilities. Payment on our derivative contracts could be accelerated in the event of a default on our New Credit Facility. The aggregate fair value of our derivative liabilities subject to acceleration in the event of default was $363 at September 30, 2017. |
Asset retirement obligations
Asset retirement obligations | 9 Months Ended |
Sep. 30, 2017 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset retirement obligations | Note 9: Asset retirement obligations The following table provides a summary of our asset retirement obligation activity: Liability for asset retirement obligations as of December 31, 2016 (Predecessor) $ 72,137 Liabilities incurred in current period 535 Liabilities settled and disposed in current period (869 ) Revisions in estimated cash flows 181 Accretion expense 1,249 Liability for asset retirement obligations as of March 21, 2017 (Predecessor) $ 73,233 Fair value fresh-start adjustment $ (2,757 ) Liability for asset retirement obligations as of March 21, 2017 (Successor) $ 70,476 Liabilities incurred in current period 2,038 Liabilities settled and disposed in current period (6,649 ) Revisions in estimated cash flows 708 Accretion expense 2,152 Liability for asset retirement obligations as of September 30, 2017 (Successor) $ 68,725 Less current portion included in accounts payable and accrued liabilities 8,111 Asset retirement obligations, long-term $ 60,614 See “Note 8—Fair value measurements” for additional information regarding fair value assumptions associated with our asset retirement obligations. |
Deferred compensation
Deferred compensation | 9 Months Ended |
Sep. 30, 2017 | |
Share Based Compensation [Abstract] | |
Deferred Compensation | Note 10: Deferred compensation Restricted Stock Unit Plan Prior to our emergence from bankruptcy, we had a Non-Officer Restricted Stock Unit Plan (the “RSU Plan”) in effect as an incentive plan for nonexecutive employees. The provisions under our RSU Plan are discussed in “Note 11 — Deferred compensation” in Item 8. Financial Statements and Supplementary Data of our Annual Report on Form 10-K for the year ended December 31, 2016. As of January 1, 2017, there were 98,596 unvested and outstanding Restricted Stock Units with a weighted average grant date fair value of $7.18 per unit. Due to the severe decline in commodity pricing, which has resulted in a steep decline in our estimated proved reserves, the estimated fair value per RSU as of January 1, 2017, was $0.00. All remaining unvested awards were cancelled upon our emergence from bankruptcy on the Effective Date. 2015 Cash Incentive Plan We adopted the Long-Term Cash Incentive Plan (the “2015 Cash LTIP”) on August 7, 2015. The 2015 Cash LTIP provides additional cash compensation to certain employees of the Company in the form of awards that generally vest in equal annual increments over a four year period. Since the awards do not vary according to the value of the Company’s equity, the awards are not considered “stock-based compensation” under accounting guidance. We accrue for the cost of each annual increment over the period service is required to vest. A summary of compensation expense for the 2015 Cash LTIP is presented below: Successor Predecessor Three months Three months ended ended September 30, 2017 September 30, 2016 2015 Cash LTIP expense (net of amounts capitalized) $ 493 $ 201 2015 Cash LTIP payments 1,285 624 Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended September 30, 2017 March 21, 2017 September 30, 2016 2015 Cash LTIP expense (net of amounts capitalized) $ 1,100 $ 5 $ 586 2015 Cash LTIP payments 1,285 42 666 During 2017, the Company awarded an additional $5,637 under the 2015 Cash LTIP. As of September 30, 2017, the outstanding liability accrued for our 2015 Cash LTIP, based on requisite service provided, was $1,224. 2010 Equity Incentive Plan We adopted the Chaparral Energy, Inc. 2010 Equity Incentive Plan (the “2010 Plan”) on April 12, 2010. The 2010 Plan reserved a total of 86,301 shares of our class A common stock for awards issued under the 2010 Plan. All of our or our affiliates’ employees, officers, directors, and consultants, as defined in the 2010 Plan, were eligible to participate in the 2010 Plan. The awards granted under the 2010 Plan consisted of shares that were subject to service vesting conditions (the “Time Vested” awards) and shares that are subject to market and performance vested conditions (the “Performance Vested” awards). The material provisions under the 2010 Plan are discussed in “Note 11—Deferred compensation” in Item 8. Financial Statement and Supplementary Data of our Annual Report on Form 10-K for the year ended December 31, 2016. As of result of our bankruptcy, the estimated fair value of our Time Vested restricted awards was $0.00 per share since the Petition Date. Furthermore, during the third quarter of 2016, we recorded a cumulative catch up adjustment of to reverse the aggregate compensation cost associated with our Performance Vested awards in order to reflect a decrease in the probability that requisite service would be achieved for these awards. Pursuant to our Reorganization Plan, all outstanding restricted shares were cancelled. As this cancellation was not accompanied by the concurrent grant of (or offer to grant) a replacement award or other valuable consideration, it was accounted for as a repurchase for no consideration. Accordingly, any previously unrecognized compensation cost was recognized at the cancellation date. A summary of our restricted stock activity for the Predecessor period in 2017 is presented below: Time Vested Performance Vested Weighted average grant date fair value Restricted shares Vest date fair value Weighted average grant date fair value Restricted shares ($ per share) ($ per share) Unvested and outstanding at January 1, 2017 - Predecessor $ 790.91 6,667 $ 277.33 21,475 Granted $ — — $ — — Vested $ 812.91 (2,602 ) $ — $ — — Forfeited $ 785.70 (468 ) $ 195.75 (986 ) Cancelled $ 775.66 (3,597 ) $ 281.26 (20,489 ) Unvested and outstanding at March 21, 2017 - Predecessor $ — — $ — — 2017 Management Incentive Plan As discussed in “Note 3—Chapter 11 reorganization,” our Reorganization Plan authorized the issuance of seven percent of outstanding Successor common shares on a fully diluted basis toward a new management incentive plan. On August 9, 2017, we adopted the Chaparral Energy, Inc. Management Incentive Plan (the “MIP”). The MIP provides for the following types of awards: options, stock appreciation rights, restricted stock, restricted stock units, performance awards and other incentive awards. The aggregate number of shares of Class A common stock, par value $0.01 per share, reserved for issuance pursuant to the MIP was initially set at 3,388,832 subject to changes in the event additional shares of common stock are issued under our Reorganization Plan. The MIP contemplates that any award granted under the plan may provide for the earlier termination of restrictions and acceleration of vesting in the event of a Change in Control, as may be described in the particular award agreement. Pursuant to the MIP, in August 2017, 1,796,943 shares of restricted stock were granted to employees and members of our Board of Directors (the “Board”). Of the grants awarded to employees, 75% were comprised of shares that are subject to service vesting conditions (the “Time Shares”) and 25% were comprised of shares that are subject to performance vested conditions (the “Performance Shares”). All grants to the Board were Time shares. Upon evaluating the provisions of both Time and Performance Shares, we classified both awards as equity-based awards. Compensation cost will be recognized and measured according to the grant date fair value of the awards which are based on the market price of our common stock currently trading on the OTCQB tier of the OTC Markets Group, Inc. The Time Shares vest in equal annual installments over the three -year vesting period beginning on April 1, 2018 and each anniversary thereafter. The Performance Shares vest in three tranches over each of the next three years beginning on December 31, 2017, and each anniversary thereafter, according to performance conditions established each year. The performance conditions for a given year are unique to that year and vesting with respect to performance conditions for a given year is independent of the vesting with respect to other years. As a result, the requisite service period for each of the three tranches of Performance Shares relate to the individual year for which performance is measured and do not overlap. Performance conditions have not been established for 2018 and 2019 and hence a grant date has not been established for accounting purposes. Furthermore, since the requisite service period for Performance Shares related to 2018 and 2019 performance conditions will not commence until fiscal 2018 and 2019, no expense will be recognized in connection with those awards in 2017. Performance Shares related to 2017 performance conditions will vest based on accomplishment of multiple conditions that generally relate to drilling results and strategic goals. The accomplishment of an individual condition will result in vesting of shares that is independent of vesting with respect to the other conditions (i.e. simultaneous accomplishment of multiple conditions is not required for vesting). The number of shares vesting with respect to certain 2017 performance conditions is primarily at the discretion of the Board; hence a grant date for the related shares has not been established for accounting purposes. Requisite service on Performance Shares subject to these discretionary 2017 performance conditions is being rendered in 2017 and therefore expense is recognized in the current fiscal year. A summary of our restricted stock activity pursuant to our MIP for the Successor period in 2017 is presented below: Time Shares Performance Shares Weighted average grant date fair value Restricted shares Weighted average grant date fair value Restricted shares ($ per share) ($ per share) Unvested and outstanding at March 21, 2017 - Successor $ — — $ — — Granted (1) $ 20.05 1,376,481 $ 20.05 420,462 Unvested and outstanding at September 30, 2017 - Successor $ 20.05 1,376,481 $ 20.05 420,462 ________________________________________________________ (1) Includes 280,308 Performance Shares attributable to 2018 and 2019 performance conditions and 70,077 Performance Shares attributable to 2017 conditions where determination of accomplishment is discretionary. Under accounting guidance, a grant date has not been established for all these awards. As none of the MIP awards have vested to date, there have been no repurchases of vested shares in 2017. We have the ability to repurchase shares for tax withholding or pursuant to certain share repurchase provisions in our MIP award agreements. However, our employees also have the ability to sell shares on the open market to cover employee tax withholdings. Stock-based compensation cost Compensation cost is calculated net of forfeitures. As allowed by recent accounting guidance, we will recognize the impact of forfeitures due to employee terminations on expense as they occur instead of incorporating an estimate of such forfeitures. For awards with performance conditions, we will assess the probability that a performance condition will be achieved at each reporting period to determine whether and when to recognize compensation cost. A portion of stock-based compensation cost associated with employees involved in our acquisition, exploration, and development activities has been capitalized as part of our oil and natural gas properties. The remaining cost is reflected in lease operating and general and administrative expenses in the consolidated statements of operations. Stock-based compensation expense is as follows for the periods indicated: Successor Predecessor Three months ended September 30, 2017 Three months ended September 30, 2016 Stock-based compensation cost (credit) $ 3,577 $ (5,705 ) Less: stock-based compensation cost capitalized (801 ) 1,167 Stock-based compensation expense (credit) $ 2,776 $ (4,538 ) Payments for stock-based compensation $ — $ — Successor Predecessor Period from March 22, 2017 through September 30, 2017 Period from January 1, 2017 through March 21, 2017 Nine months ended September 30, 2016 Stock-based compensation cost (credit) $ 3,577 $ 194 $ (6,220 ) Less: stock-based compensation cost capitalized (801 ) (39 ) 965 Stock-based compensation expense (credit) $ 2,776 $ 155 $ (5,255 ) Payments for stock-based compensation $ — $ — $ 49 The credit for stock-based compensation for the nine months ended September 30, 2016, was primarily a result of forfeitures from our workforce reduction in January 2016, lower valuations of our liability-based awards and the cumulative catch up adjustment on the 2010 Plan discussed above. Based on a quarter end market price of $23.25 per share of our common stock, the aggregate intrinsic value of all restricted shares outstanding was $41,779 as of September 30, 2017. As of September 30, 2017, and December 31, 2016, accrued payroll and benefits payable included $0 and $0, respectively, for stock-based compensation costs expected to be settled within the next twelve months. Unrecognized stock-based compensation cost of approximately $25,805 as of September 30, 2017, is expected to be recognized over a weighted-average period of 1.5 years. |
Commitments and contingencies
Commitments and contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Note 11: Commitments and contingencies Standby letters of credit (“Letters”) available under our New Credit Facility are used in lieu of surety bonds with various organizations for liabilities relating to the operation of oil and natural gas properties. We had Letters outstanding totaling $828 as of September 30, 2017, and December 31, 2016. When amounts under the Letters are paid by the lenders, interest accrues on the amount paid at the same interest rate applicable to borrowings under the New Credit Facility. No amounts were paid by the lenders under the Letters; therefore, we paid no interest on the Letters during the nine months ended September 30, 2017 or 2016. Litigation and Claims Chapter 11 Proceedings. Commencement of the Chapter 11 Cases automatically stayed many of the proceedings and actions against us noted below as well as other claims and actions that were or could have been brought prior to May 9, 2016, and the claims remain subject to bankruptcy court jurisdiction. In connection with the proofs of claim asserted during bankruptcy from the proceedings or actions below, we are unable to estimate the amounts that will be allowed through the Bankruptcy proceedings due to the complexity and number of legal and factual issues presented by the matters and uncertainties with respect to, amongst other things, the nature of the claims and defenses, the potential size of the classes, the scope and types of the properties and agreements involved, and the ultimate potential outcomes of the matters. As a result, no reserves were established within our liabilities in connection with the proceedings and actions described below. To the extent that any of these legal proceedings result in a claim being allowed against us, pursuant to the terms of the Reorganization Plan, such claims will be satisfied through the issuance of new stock in the Company or, if the amount is such claim is below the convenience class threshold, through cash settlement. Naylor Farms, Inc., individually and as class representative on behalf of all similarly situated persons v. Chaparral Energy, L.L.C. On June 7, 2011, an alleged class action was filed against us in the United States District Court for the Western District of Oklahoma (“Naylor Trial Court”) alleging that we improperly deducted post-production costs from royalties paid to plaintiffs and other royalty interest owners as categorized in the petition from crude oil and natural gas wells located in Oklahoma (“Naylor Farms Case”). Plaintiffs indicated they seek damages in excess of $ 5,000 , the majority of which would be comprised of interest and may increase with the passage of time. The purported class includes non-governmental royalty interest owners in oil and natural gas wells we operate in Oklahoma. The plaintiffs have alleged a number of claims, including breach of contract, fraud, breach of fiduciary duty, unjust enrichment, and other claims and seek termination of leases, recovery of compensatory damages, interest, punitive damages and attorney fees on behalf of the alleged class. We have responded to the Naylor Farms petition, denied the allegations and raised arguments and defenses. Plaintiffs filed a motion for class certification in October 2015. In addition, the plaintiffs filed a motion for summary judgment asking the court to determine as a matter of law that natural gas is not marketable until it is in the condition and location to enter an interstate pipeline. On May 20, 2016, we filed a Notice of Suggestion of Bankruptcy with the Naylor Trial Court. On January 17, 2017, the Naylor Trial Court certified a modified class of plaintiffs with oil and gas leases containing specific language. The modified class constitutes less than 60% . We filed our appellate brief on September 14, 2017, to which the plaintiffs must respond by November 16, 2017. In addition to filing claims on behalf of the named plaintiffs and associated parties, on August 15, 2016, plaintiffs’ attorneys filed a proof of claim on behalf of the putative class claiming damages in excess of $150,000 in our Chapter 11 Cases. The Company objected to treatment of the claim on a class basis, asserting the claim should be addressed on an individual basis. On April 20, 2017, plaintiffs filed an amended proof of claim reducing the claim to an amount in excess of $90,000 inclusive of actual and punitive damages, statutory interest and attorney fees. On May 24, 2017, the Bankruptcy Court denied the Company’s objection, ruling the plaintiffs may file a claim on behalf of the class. This order did not establish liability or otherwise address the merits of the plaintiffs’ claims, to which we will also object. On June 7, 2017 we appealed the Bankruptcy Court order to the United States District Court for the District of Delaware. Under the Reorganization Plan, the plaintiffs are identified as a separate class of creditors, Class 8. Class 8 claims are entitled to receive their pro rata share of new stock issued to the holders of general unsecured claims (including claims of the Noteholders). Although the members of Class 8 voted to reject the Plan, the Bankruptcy Court confirmed the Plan on March 10, 2017, without objection by the plaintiffs. If the plaintiffs ultimately prevail on the merits of their claims, any liability arising under judgment or settlement of the unsecured claims would be satisfied through the issuance of new stock in the Company. We continue to dispute the plaintiffs’ allegations, dispute the case meets the requirements for class certification, and are objecting to the claims both individually and on a class-wide basis. Amanda Dodson, individually and as class representative on behalf of all similarly situated persons v. Chaparral Energy, L.L.C. On May 10, 2013, Amanda Dodson filed a complaint against us in the District Court of Mayes County, Oklahoma, (“Dodson Case”) with an allegation similar to those asserted in the Naylor Farms case related to post-production deductions, and includes claims for breach of contract, fraud, breach of fiduciary duty, unjust enrichment, and other claims and seek termination of leases, recovery of compensatory damages, interest, punitive damages and attorney fees on behalf of the alleged class. The alleged class included non-governmental royalty interest owners in oil and natural gas wells we operate in Oklahoma. We responded to the Dodson petition, denied the allegations and raised a number of affirmative defenses. The case was voluntarily dismissed without prejudice on July 19, 2017. Martha Donelson and John Friend, on behalf of themselves and on behalf of all similarly situated persons v. Chaparral Energy, L.L.C. On August 11, 2014, an alleged class action was filed against us, as well as several other operators in Osage County, in the United States District Court for the Northern District of Oklahoma, alleging claims on behalf of the named plaintiffs and all similarly situated Osage County land owners and surface lessees. The plaintiffs challenged leases and drilling permits approved by the Bureau of Indian Affairs without the environmental studies allegedly required under the National Environmental Policy Act (NEPA). The plaintiffs assert claims seeking recovery for trespass, nuisance, negligence and unjust enrichment. Relief sought includes declaring oil and natural gas leases and drilling permits obtained in Osage County without a prior NEPA study void ab initio , removing us from all properties owned by the class members, disgorgement of profits, and compensatory and punitive damages. On March 31, 2016, the Court dismissed the case against all defendants as an improper challenge under NEPA and the Administrative Procedures Act. On April 29, 2016, the plaintiffs filed motions to alter or amend the court’s opinion and vacate the judgment, and to file an amended complaint to cure the deficiencies which the court found in the dismissed complaint. On May 20, 2016, the Company filed a Notice of Suggestion of Bankruptcy, and as a result have not responded to the plaintiffs’ motions. After plaintiff’s motion for reconsideration was denied, plaintiffs filed a Notice of Appeal on December 6, 2016. The Court has not ruled on the appeal, and has scheduled oral arguments for November 14, 2017. We anticipate any monetary liability related to this claim will be discharged. We dispute plaintiffs’ allegations and dispute that the case meets the requirements for a class action . Lisa West and Stormy Hopson, individually and as class representatives on behalf of all similarly situated persons v. Chaparral Energy, L.L.C. On February 18, 2016, an alleged class action was filed against us, as well as several other operators in the District Court of Pottawatomie County, State of Oklahoma (“West Case”), alleging claims on behalf of named plaintiffs and all similarly situated persons having an insurable real property interest in eight counties in central Oklahoma (the “Class Area”). The plaintiffs allege the oil and gas operations conducted by us and the other defendants have induced earthquakes in the Class Area. The plaintiffs did not seek damages for property damage, instead asked the court to require the defendants to reimburse plaintiffs and class members for earthquake insurance premiums from 2011 through the time at which the court determines there is no longer a risk of induced earthquakes, as well as attorney fees and costs and other relief. We responded to the petition, denied the allegations and raised a number of affirmative defenses. On March 18, 2016, the case was removed to the United States District Court for the Western District of Oklahoma under the Class Action Fairness Act (“CAFA”). On May 20, 2016, we filed a Notice of Suggestion of Bankruptcy, informing the court that we had filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code. On October 14, 2016, the plaintiffs filed an Amended Complaint adding additional defendants and increasing the Class Area to 25 Central Oklahoma counties. Other defendants filed motions to dismiss the action which was granted on May 12, 2017. On July 18, 2017, plaintiffs filed a Second Amended Complaint adding additional named plaintiffs as putative class representatives and adding three additional counties to the putative class area. In the Second Amended Complaint, plaintiffs seek damages for nuisance, negligence, abnormally dangerous activities, and trespass. Due to Chaparral’s bankruptcy, plaintiffs specifically limit alleged damages related to Chaparral’s disposal activities occurring after our emergence from bankruptcy on March 21, 2017. We moved to dismiss the Second Amended Complaint on September 15, 2017. Plaintiffs’ attorneys filed a proof of claim on behalf of the putative class claiming in excess of $75,000 in our Chapter 11 Cases. W e filed an objection to class treatment of the proof of claim filed by the West plaintiffs in our Bankruptcy proceeding. The Bankruptcy Court had a hearing on our objection, but has not yet ruled. We dispute the plaintiffs’ claims, dispute that the case meets the requirements for a class action, dispute the remedies requested are available under Oklahoma law, and are vigorously defending the case Lisa Griggs and April Marler, on behalf of themselves and other Oklahoma citizens similarly situated v. New Dominion, L.L.C. et al. On July 21, 2017, an alleged class action was filed against us and other operators, in the District Court of Logan County, State of Oklahoma. The named plaintiffs assert claims on behalf of themselves and Oklahoma citizens owning a home or business between March 30, 2014, and the present in a Class Area which encompasses nine counties in central Oklahoma. The plaintiffs allege disposal of saltwater produced during oil and gas operations induced earthquakes in the Class Area, and each defendant has liability under theories of ultra-hazardous activities, negligence, nuisance, and trespass. On October 24, 2017, plaintiffs filed a First Amended Class Petition in Logan County, Oklahoma, adding Creek County, Oklahoma to the Class Area, and adding an additional earthquake to the list of seismic events allegedly caused by the defendants. The plaintiffs have asked the court to award unspecified damages for damage to real and personal property and loss of market value, loss of use and enjoyment of the properties, and emotional harm, as well as punitive damages and pre-judgment and post-judgment interest. We will dispute the plaintiffs’ claims, dispute that the case meets the requirements for a class action, dispute the remedies requested are available under Oklahoma law, and vigorously defend the case . We dispute the plaintiffs’ claims, dispute that the case meets the requirements for a class action, dispute the plaintiffs are entitled to recovery under our Reorganization Plan, and are vigorously defending the case. James Butler et al. v. Berexco, L.L.C., Chaparral Energy, L.L.C, et al . On October 13, 2017, a group of fifty-two individual plaintiffs filed a lawsuit in the District Court of Payne County, State of Oklahoma against twenty six named defendants, including us, and twenty five unnamed defendants. Plaintiffs are all property owners and residents of Payne County, Oklahoma, and allege salt water disposal activities by the defendants, owners or operators of salt water disposal wells, induced earthquakes which have caused damage to real and personal property, and emotional damages. Plaintiffs claim absolute liability for ultra-hazardous activities, negligence, gross negligence, public and private nuisance, trespass, and ask for compensatory and punitive damages. In addition to disputing the plaintiffs’ claims, we will dispute the remedies requested are available under Oklahoma law, and vigorously defend the case . We are involved in various other legal proceedings including, but not limited to, commercial disputes, claims from royalty and surface owners, property damage claims, personal injury claims, employment claims, and other matters which arise in the ordinary course of business. In addition, other proofs of claim have been filed in our bankruptcy case which we anticipate repudiating. While the outcome of these legal proceedings cannot be predicted with certainty, we do not expect any of them individually to have a material effect on our financial condition, results of operations or cash flows . We have numerous contractual commitments in the ordinary course of business including debt service requirements, operating leases, capital leases and purchase obligations. Our operating leases primarily relate to CO 2 2 |
Subsequent events
Subsequent events | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent events | Note 12: Subsequent events On October 13, 2017, we entered into a purchase and sale agreement with Perdure Petroleum, LLC., for the sale of our EOR assets along with some minor assets within geographic proximity for total cash consideration, subject to normal and customary closing adjustments, of $170,000 plus certain contingent payments. An $11,900 performance deposit was received in October 2017 and will be applied towards the purchase price at closing, which we expect to occur in November 2017. The effective date of the purchase is June 1, 2017. |
Nature of operations and summ19
Nature of operations and summary of significant accounting policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Nature of operations | Nature of operations Chaparral Energy, Inc. and its subsidiaries (collectively, “we”, “our”, “us”, or the “Company”) are involved in the acquisition, exploration, development, production and operation of oil and natural gas properties. Our properties are located primarily in Oklahoma and Texas. To facilitate our financial statement presentations, we refer to the post-emergence reorganized company in these consolidated financial statements and footnotes as the “Successor” for periods subsequent to March 21, 2017, and to the pre-emergence company as “Predecessor” for periods prior to and including March 21, 2017. As discussed in “Note 3—Chapter 11 reorganization,” we filed voluntary petitions for bankruptcy relief and subsequently operated as debtor in possession, in accordance with the applicable provisions of the Bankruptcy Code, until our emergence from bankruptcy on March 21, 2017. The cancellation of all existing shares outstanding followed by the issuance of new shares in the reorganized Company upon our emergence from bankruptcy caused a related change of control under US GAAP. As a result of the application of fresh start accounting, as well as the effects of the implementation of the Reorganization Plan, the Company’s consolidated financial statements on or after March 21, 2017, are not comparable with the consolidated financial statements prior to that date. |
Interim financial statements | Interim financial statements The accompanying unaudited consolidated interim financial statements of the Company have been prepared in accordance with the rules and regulations of the SEC and do not include all of the financial information and disclosures required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements. These financial statements and the notes thereto should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2016. The financial information as of September 30, 2017 (Successor), the three months ended September 30, 2017 (Successor), and 2016 (Predecessor), the periods of March 22, 2017, through September 30, 2017 (Successor) and January 1, 2017, through March 21, 2017 (Predecessor), and the nine months ended September 30, 2016 (Predecessor), is unaudited. The financial information as of December 31, 2016, has been derived from the audited financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2016. In management’s opinion, such information contains all adjustments considered necessary for a fair presentation of the results of the interim periods. The results of operations for the three months ended September 30, 2017 and the periods of March 22, 2017, through September 30, 2017 (Successor), and January 1, 2017, through March 21, 2017 (Predecessor), are not necessarily indicative of the results of operations that will be realized for the year ended December 31, 2017. |
Cash and cash equivalents | Cash and cash equivalents We maintain cash and cash equivalents in bank deposit accounts and money market funds which may not be federally insured. As of September 30, 2017, cash with a recorded balance totaling approximately $17,956 was held at JP Morgan Chase Bank, N.A. We have not experienced any losses in such accounts and believe we are not exposed to any significant credit risk on such accounts. As of December 31, 2016, we had restricted cash of $1,400 which was required to be maintained during the pendency of our bankruptcy. The restricted cash is included in “Cash and cash equivalents” in our consolidated balance sheets. As of September 30, 2017, we no longer had restricted cash. |
Accounts receivable | Accounts receivable We have receivables from joint interest owners and oil and natural gas purchasers which are generally uncollateralized. Accounts receivable consisted of the following: Successor Predecessor September 30, December 31, 2017 2016 Joint interests $ 25,868 $ 13,818 Accrued commodity sales 33,279 31,304 Derivative settlements 3,814 — Other 1,581 1,657 Allowance for doubtful accounts (590 ) (553 ) $ 63,952 $ 46,226 |
Inventories | Inventories Inventories consisted of the following: Successor Predecessor September 30, December 31, 2017 2016 Equipment inventory $ 2,704 $ 8,165 Commodities 1,503 1,418 Inventory valuation allowance — (2,232 ) $ 4,207 $ 7,351 |
Oil and natural gas properties | Oil and natural gas properties Costs associated with unevaluated oil and natural gas properties are excluded from the amortizable base until a determination has been made as to the existence of proved reserves. Unevaluated leasehold costs are transferred to the amortization base with the costs of drilling the related well upon proving up reserves of a successful well or upon determination of a dry or uneconomic well under a process that is conducted each quarter. Furthermore, unevaluated oil and natural gas properties are reviewed for impairment if events and circumstances exist that indicate a possible decline in the recoverability of the carrying amount of such property. The impairment assessment is conducted at least once annually and whenever there are indicators that impairment has occurred. In assessing whether impairment has occurred, we consider factors such as intent to drill; remaining lease term; geological and geophysical evaluations; drilling results and activity; assignment of proved reserves; and economic viability of development if proved reserves are assigned. Upon determination of impairment, all or a portion of the associated leasehold costs are transferred to the full cost pool and become subject to amortization. The processes above are applied to unevaluated oil and natural gas properties on an individual basis or as a group if properties are individually insignificant. Our future depreciation, depletion and amortization rate would increase if costs are transferred to the amortization base without any associated reserves. In the past, the costs associated with unevaluated properties typically related to acquisition costs of unproved acreage. As a result of fresh start accounting, a substantial portion of the carrying value of our unevaluated properties are the result of a fair value increase to reflect the value of our acreage in our STACK play (see “Note 4—Fresh start accounting”). The costs of unevaluated oil and natural gas properties consisted of the following: Successor Predecessor September 30, December 31, 2017 2016 Leasehold acreage $ 584,765 $ 15,455 Capitalized interest (1) 1,239 1,894 Wells and facilities in progress of completion 13,881 3,004 Total unevaluated oil and natural gas properties excluded from amortization $ 599,885 $ 20,353 ________________________________ (1) As of September 30, 2017, this amount reflects the cumulative interest capitalized on the historical acquisition cost of leasehold acreage subsequent to our establishing opening balances under fresh start accounting. Interest is not capitalized on amounts related to the fair value increase to leasehold acreage as a result of applying fresh start accounting. Ceiling Test. In accordance with the full cost method of accounting, the net capitalized costs of oil and natural gas properties are not to exceed their related PV-10 value, net of tax considerations, plus the cost of unproved properties not being amortized. Our estimates of oil and natural gas reserves as of September 30, 2017, and the related PV-10 value, were prepared using an average price for oil and natural gas on the first day of each month for the prior twelve months as required by the SEC. As discussed in “Note 4—Fresh start accounting,” the application of fresh start accounting to our balance sheet on March 21, 2017, resulted in the carrying value of our oil and natural gas properties being restated based on their fair value. |
Income taxes | Income taxes We recorded income tax expense during the Successor and Predecessor periods in 2017 to reflect our obligation for current Texas margin tax on gross revenues less certain deductions. We did not record any net deferred tax benefit in the Successor or Predecessor periods in 2017 as any deferred tax asset arising from the benefit is reduced by a valuation allowance. A valuation allowance for deferred tax assets, including net operating losses, is recognized when it is more likely than not that some or all of the benefit from the deferred tax asset will not be realized. To assess that likelihood, we use estimates and judgment regarding our future taxable income, as well as the jurisdiction in which such taxable income is generated, to determine whether a valuation allowance is required. Such evidence can include our current financial position, our results of operations, both actual and forecasted, the reversal of deferred tax liabilities, and tax planning strategies as well as the current and forecasted business economics of our industry. As of the bankruptcy emergence date of March 21, 2017, we were in a net deferred tax asset position and based on our anticipated operating results in subsequent quarters, we project being in a net deferred tax asset position at December 31, 2017. We believe it is more likely than not that these deferred tax assets will not be realized, and accordingly, recorded a full valuation allowance against our net deferred tax assets as of March 21, 2017, and as of September 30, 2017. We will continue to evaluate whether the valuation allowance is needed in future reporting periods. The valuation allowance will remain until we can determine that the net deferred tax assets are more likely than not to be realized. Future events or new evidence which may lead us to conclude that it is more likely than not that our net deferred tax assets will be realized include, but are not limited to, cumulative historical pre-tax earnings, improvements in oil prices, and taxable events that could result from one or more transactions. The valuation allowance does not prevent future utilization of the tax attributes if we recognize taxable income. As long as we conclude that the valuation allowance against our net deferred tax assets is necessary, we likely will not have any additional deferred income tax expense or benefit. The benefit of an uncertain tax position taken or expected to be taken on an income tax return is recognized in the consolidated financial statements at the largest amount that is more likely than not to be sustained upon examination by the relevant taxing authority. Interest and penalties, if any, related to uncertain tax positions would be recorded in interest expense and other expense, respectively. There were no uncertain tax positions at September 30, 2017, and December 31, 2016. As described in “Note 3—Chapter 11 reorganization,” elements of the Reorganization Plan provided that our indebtedness related to Senior Notes and certain general unsecured claims were exchanged for Successor common stock in settlement of those claims. Absent an exception, a debtor recognizes cancellation of indebtedness income (“CODI”) upon discharge of its outstanding indebtedness for an amount of consideration that is less than its adjusted issue price. The Internal Revenue Code of 1986, as amended (“IRC”), provides that a debtor in a Chapter 11 bankruptcy case may exclude CODI from taxable income but must reduce certain of its tax attributes by the amount of any CODI realized as a result of the consummation of a plan of reorganization. The amount of CODI realized by a taxpayer is determined based on the fair market value of the consideration received by the creditors in settlement of outstanding indebtedness. As a result of the market value of equity upon emergence from Chapter 11 bankruptcy proceedings, the estimated amount of CODI is approximately $61,000, which will reduce the value of the Company’s net operating losses. The actual reduction in tax attributes does not occur until the first day of the Company’s tax year subsequent to the date of emergence, or January 1, 2018. The reduction of net operating losses is expected to be fully offset by a corresponding decrease in valuation allowance. The IRC provides an annual limitation with respect to the ability of a corporation to utilize its tax attributes, as well as certain built-in-losses, against future taxable income in the event of a change in ownership. Emergence from Chapter 11 bankruptcy proceedings resulted in a change in ownership for purposes of the IRC Section 382. We analyzed alternatives available within the IRC to taxpayers in Chapter 11 bankruptcy proceedings in order to minimize the impact of the ownership change and CODI on our tax attributes. Upon filing our 2017 U.S. Federal income tax return, we plan to elect an available alternative which would likely result in the Company experiencing a limitation that subjects existing tax attributes at emergence to an IRC Section 382 limitation that could result in some or all of the remaining net operating loss carryforwards expiring unused. However, we will continue to evaluate the remaining available alternatives which would not subject existing tax attributes to an IRC Section 382 limitation. |
Liability management | Liability management Liability management expenses, which were incurred in the prior year, include third party legal and professional service fees incurred from our activities to restructure our debt and in preparation for our bankruptcy petition. As a result of our Chapter 11 petition, such expenses, to the extent that they are incremental and directly related to our bankruptcy reorganization, are reflected in “Reorganization items” in our consolidated statements of operations. |
Cost reduction initiatives | Cost reduction initiatives Cost reduction initiatives include expenses related to our efforts to reduce our capital, operating and administrative costs in response to the depressed commodity pricing environment. The expense consists of costs for one-time severance and termination benefits in connection with our reductions in force and third party legal and professional services we have engaged to assist in our cost savings initiatives as follows: Successor Predecessor Three months Three months ended ended September 30, 2017 September 30, 2016 One-time severance and termination benefits $ 30 $ 89 Professional fees 4 — Total cost reduction initiatives expense $ 34 $ 89 Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended September 30, 2017 March 21, 2017 September 30, 2016 One-time severance and termination benefits $ 142 $ 608 $ 3,125 Professional fees 13 21 103 Total cost reduction initiatives expense $ 155 $ 629 $ 3,228 |
Recently issued and adopted accounting pronouncements | Recently adopted accounting pronouncements In May 2017, the FASB issued authoritative guidance which provides clarification on determining which changes to the terms and conditions of share-based payment awards require an entity to apply modification accounting. The guidance is effective for fiscal years, including interim periods within those annual periods, beginning after December 15, 2017, with early adoption permitted in any interim period. The guidance should be applied prospectively to an award modified on or after the adoption date. We adopted this guidance on July 1, 2017, with no material impact to our financial statements or results of operations. In March 2016, the FASB issued authoritative guidance with the objective to simplify several aspects of the accounting for share-based payments, including accounting for income taxes when awards vest or are settled, statutory withholdings and accounting for forfeitures. Classification of these aspects on the statement of cash flows is also addressed. We have adopted this guidance, which was effective for fiscal periods beginning after December 15, 2016, and interim periods thereafter, in the current quarter, with no material impact to our financial statements or results of operation. We did not have any previously unrecognized excess tax benefits that required an adjustment to the opening balance of retained earnings under the modified retrospective transition method required by the guidance. In March 2016, the FASB issued authoritative guidance that clarifies that the assessment of whether an embedded contingent put or call option in a financial instrument is clearly and closely related to the debt host requires only an analysis of the four-step decision sequence described in Accounting Standards Codification (“ASC”) Topic 815, Derivatives and Hedging (“ASC 815”). We adopted this guidance, which was effective for fiscal periods beginning after December 15, 2016, and interim periods thereafter, in the current quarter, with no material impact to our financial statements or results of operations. In August 2014, the FASB issued authoritative guidance that required entities to evaluate whether there is substantial doubt about their ability to continue as a going concern and required additional disclosures if certain criteria were met. The guidance was adopted on December 31, 2016, and other than discussions regarding our emergence from bankruptcy and the related exit financing in “Note 3—Chapter 11 reorganization” and “Note 6—Debt”, there were no additional required disclosures as contemplated by this guidance. Recently issued accounting pronouncements In May 2014, the FASB issued authoritative guidance that supersedes previous revenue recognition requirements and requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The updated guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within that reporting period and it will be adopted by us on January 1, 2018. The new standard allows for either full retrospective adoption, meaning the standard is applied to all periods presented in the financial statements, or modified retrospective adoption, meaning the standard is applied only to the most current period presented. During 2015 and 2016, the FASB released further updates that, among others, provided supplemental guidance and clarification to this topic including clarification on principal vs. agent considerations and identifying performance obligations and licensing. We have completed an assessment of our marketing contracts covering a majority portion of our revenue. Based on this assessment, we do not expect the new guidance to have a material impact on prior and future net income. However, we expect the guidance to impact our classification of certain costs for gathering, transportation and processing of gas as part of the transaction price rather than reported expense. Accordingly, we are continuing to evaluate the effect that the new guidance will have on our consolidated financial statements and related disclosures, with a more focused analysis on these expenses. In January 2016, the FASB issued authoritative guidance that amends existing requirements on the classification and measurement of financial instruments. The standard principally affects accounting for equity investments and financial liabilities where the fair value option has been elected. The guidance is effective for fiscal years beginning after December 15, 2017, and interim periods thereafter. Early adoption of certain provisions is permitted. We do not expect this guidance to materially impact our financial statements or results of operations. In February 2016, the FASB issued authoritative guidance significantly amending the current accounting for leases. Under the new provisions, all lessees will report a right-of-use asset and a liability for the obligation to make payments for all leases with the exception of those leases with a term of 12 months or less. Furthermore, all leases will fall into one of two categories: (i) a financing lease or (ii) an operating lease. Lessor accounting remains substantially unchanged with the exception that no leases entered into after the effective date will be classified as leveraged leases. For sale leaseback transactions, a sale will only be recognized if the criteria in the new revenue recognition standard are met. For public business entities, this guidance is effective for fiscal periods beginning after December 15, 2018 and interim periods thereafter, and should be applied using a modified retrospective approach. Early adoption is permitted. Based on an assessment of our current operating leases, which are predominantly comprised of leases for CO 2 In June 2016, the FASB issued authoritative guidance which modifies the measurement of expected credit losses of certain financial instruments. The guidance is effective for fiscal years beginning after December 15, 2020, however early adoption is permitted for fiscal years beginning after December 15, 2018. The updated guidance impacts our financial statements primarily due to its effect on our accounts receivables. Our history of accounts receivable credit losses almost entirely relates to receivables from joint interest owners in our operated oil and natural gas wells. Based on this history and on mitigating actions we are permitted to take to offset potential losses such as netting past due amounts against revenue and assuming title to the working interest, we do not expect this guidance to materially impact our financial statements or results of operations. In August 2016, the FASB issued authoritative guidance which provides clarification on how certain cash receipts and cash payments are presented and classified on the statement of cash flows. The guidance is effective for fiscal years beginning after December 15, 2017, and is required to be adopted using a retrospective approach if practicable. Early adoption is permitted. We do not expect this guidance to have a material impact on our consolidated statement of cash flows. In January 2017, the FASB issued authoritative guidance that changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities constitutes a business. The guidance requires an entity to evaluate if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets; if so, the set of transferred assets and activities is not a business. The guidance also requires a business to include at least one substantive process and narrows the definition of outputs by more closely aligning it with how outputs are described under updated revenue recognition guidance. The guidance is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those years. For all other entities, it is effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019. Early adoption is permitted. We expect that adoption of the new guidance may reduce the likelihood that a future transaction would be accounted for as a business combination although such a determination may require a greater degree of judgment. |
Liabilities Subject to Compromise | Liabilities subject to compromise. In accordance with ASC Topic 852, Reorganizations (“ASC 852”), our financial statements include amounts classified as liabilities subject to compromise which represent estimates of pre-petition obligations that were allowed as claims in our bankruptcy case. These liabilities are reported at the amounts allowed by the Bankruptcy Court, even if they may be settled for lesser amounts. The amounts disclosed below as of March 21, 2017, reflect the liabilities immediately prior to our Reorganization Plan becoming effective. As part of the Reorganization Plan, the Bankruptcy Court approved the settlement of these claims and they were subsequently settled in cash or equity, reinstated or otherwise reserved for at emergence. Predecessor March 21, 2017 December 31, 2016 Accounts payable and accrued liabilities $ 6,687 $ 9,212 Accrued payroll and benefits payable 3,949 4,048 Revenue distribution payable 3,050 3,474 Senior Notes and associated accrued interest 1,267,410 1,267,410 Liabilities subject to compromise $ 1,281,096 $ 1,284,144 |
Reorganization Items | Reorganization items We use this category to reflect, where applicable, post-petition revenues, expenses, gains and losses that are direct and incremental as a result of the reorganization of the business. Reorganization items are as follows: Successor Predecessor Three months Three months ended ended September 30, 2017 September 30, 2016 Professional fees $ 858 $ 4,268 Claims for non-performance of executory contract — 1,236 Total reorganization items $ 858 $ 5,504 Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended September 30, 2017 March 21, 2017 September 30, 2016 Gains on the settlement of liabilities subject to compromise $ — $ (372,093 ) $ — Fresh start accounting adjustments — (641,684 ) — Professional fees 2,548 18,790 9,623 Claims for non-performance of executory contract — — 1,236 Rejection of employment contracts — 4,573 — Write off unamortized issuance costs on Prior Credit Facility — 1,687 — Total reorganization items $ 2,548 $ (988,727 ) $ 10,859 |
Nature of operations and summ20
Nature of operations and summary of significant accounting policies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Components of accounts receivable | Accounts receivable consisted of the following: Successor Predecessor September 30, December 31, 2017 2016 Joint interests $ 25,868 $ 13,818 Accrued commodity sales 33,279 31,304 Derivative settlements 3,814 — Other 1,581 1,657 Allowance for doubtful accounts (590 ) (553 ) $ 63,952 $ 46,226 |
Components of inventory | Inventories consisted of the following: Successor Predecessor September 30, December 31, 2017 2016 Equipment inventory $ 2,704 $ 8,165 Commodities 1,503 1,418 Inventory valuation allowance — (2,232 ) $ 4,207 $ 7,351 |
Components of unevaluated oil and natural gas properties | The costs of unevaluated oil and natural gas properties consisted of the following: Successor Predecessor September 30, December 31, 2017 2016 Leasehold acreage $ 584,765 $ 15,455 Capitalized interest (1) 1,239 1,894 Wells and facilities in progress of completion 13,881 3,004 Total unevaluated oil and natural gas properties excluded from amortization $ 599,885 $ 20,353 ________________________________ (1) As of September 30, 2017, this amount reflects the cumulative interest capitalized on the historical acquisition cost of leasehold acreage subsequent to our establishing opening balances under fresh start accounting. Interest is not capitalized on amounts related to the fair value increase to leasehold acreage as a result of applying fresh start accounting. |
Components of cost reduction initiatives expense | Cost reduction initiatives include expenses related to our efforts to reduce our capital, operating and administrative costs in response to the depressed commodity pricing environment. The expense consists of costs for one-time severance and termination benefits in connection with our reductions in force and third party legal and professional services we have engaged to assist in our cost savings initiatives as follows: Successor Predecessor Three months Three months ended ended September 30, 2017 September 30, 2016 One-time severance and termination benefits $ 30 $ 89 Professional fees 4 — Total cost reduction initiatives expense $ 34 $ 89 Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended September 30, 2017 March 21, 2017 September 30, 2016 One-time severance and termination benefits $ 142 $ 608 $ 3,125 Professional fees 13 21 103 Total cost reduction initiatives expense $ 155 $ 629 $ 3,228 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings Per Share | A reconciliation of the components of basic and diluted EPS is presented below: Successor Period from Three months March 22, 2017 ended through (in thousands, except share and per share data) September 30, 2017 September 30, 2017 Numerator for basic and diluted earnings per share Net loss $ (19,115 ) $ (17,433 ) Denominator for basic earnings per share Weighted average common shares - Basic for Class A and Class B 44,982,142 44,982,142 Denominator for diluted earnings per share Weighted average common shares - Diluted for Class A and Class B 44,982,142 44,982,142 Earnings per share Basic for Class A and Class B $ (0.42 ) $ (0.39 ) Diluted for Class A and Class B $ (0.42 ) $ (0.39 ) Participating securities excluded from earnings per share calculations Unvested restricted stock awards 1,796,943 1,796,943 Antidilutive securities excluded from earnings per share calculations Warrants (1) 140,023 140,023 ________________________________ (1) The warrants to purchase shares of our Class A common stock are antidilutive due to the exercise price exceeding the average price of our Class A shares for the periods presented and due to the net losses we incurred. |
Chapter 11 Reorganization (Tabl
Chapter 11 Reorganization (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Reorganizations [Abstract] | |
Summary of Components of Liabilities Subject to Compromise | The amounts disclosed below as of March 21, 2017, reflect the liabilities immediately prior to our Reorganization Plan becoming effective. As part of the Reorganization Plan, the Bankruptcy Court approved the settlement of these claims and they were subsequently settled in cash or equity, reinstated or otherwise reserved for at emergence. Predecessor March 21, 2017 December 31, 2016 Accounts payable and accrued liabilities $ 6,687 $ 9,212 Accrued payroll and benefits payable 3,949 4,048 Revenue distribution payable 3,050 3,474 Senior Notes and associated accrued interest 1,267,410 1,267,410 Liabilities subject to compromise $ 1,281,096 $ 1,284,144 |
Fresh start accounting (Tables)
Fresh start accounting (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fresh Start Accounting [Abstract] | |
Schedule of enterprise value to estimated fair value of the successor's common stock | The following table reconciles the enterprise value to the estimated fair value of the Successor’s common stock as of the Effective Date: Enterprise value $ 1,200,000 Plus: cash and cash equivalents 45,123 Less: fair value of outstanding debt (296,061 ) Less: fair value of warrants (consideration for previously accrued consulting fees) (118 ) Fair value of Successor common stock on the Effective Date $ 948,944 Total shares issued under the Reorganization Plan 44,982,142 Per share value (1) $ 21.10 ____________________________________________________________ (1) The per share value shown above is calculated based upon the financial information determined using US GAAP at the Effective Date. |
Schedule of enterprise value to estimated reorganization value of the successor's assets | The following table reconciles the enterprise value to the estimated reorganization value of the Successor’s assets as of the Effective Date: Enterprise value $ 1,200,000 Plus: cash and cash equivalents 45,123 Plus: current liabilities 82,254 Plus: noncurrent liabilities excluding long-term debt 64,735 Reorganization value of Successor assets $ 1,392,112 |
Schedule of reorganization balance sheet and fresh start accounting adjustments | The following consolidated balance sheet is as of March 21, 2017. This consolidated balance sheet includes adjustments that reflect the consummation of the transactions contemplated by the Reorganization Plan (reflected in the column “Reorganization Adjustments”) as well as fair value adjustments as a result of the adoption of fresh start accounting (reflected in the column “Fresh Start Adjustments”) as of the Effective Date: Reorganization Fresh Start Predecessor Adjustments Adjustments Successor Assets Current assets: Cash and cash equivalents $ 180,456 $ (135,333 ) (a) $ — $ 45,123 Accounts receivable, net 46,837 — — 46,837 Inventories, net 6,885 — — 6,885 Prepaid expenses 4,933 (535 ) (b) — 4,398 Derivative instruments 19,058 — — 19,058 Total current assets 258,169 (135,868 ) — 122,301 Property and equipment 38,391 — 18,987 (i) 57,378 Oil and natural gas properties, using the full cost method: Proved 4,355,576 — (3,751,511 ) (i) 604,065 Unevaluated (excluded from the amortization base) 26,039 — 559,535 (i) 585,574 Accumulated depreciation, depletion, amortization and impairment (3,811,326 ) — 3,811,326 (i) — Total oil and natural gas properties 570,289 — 619,350 (i) 1,189,639 Derivative instruments 14,295 — — 14,295 Other assets 5,499 2,410 (c) 590 (i) 8,499 Total assets $ 886,643 $ (133,458 ) $ 638,927 $ 1,392,112 Liabilities and stockholders’ equity (deficit) Current liabilities: Accounts payable and accrued liabilities $ 64,413 $ (2,737 ) (a)(d) $ — $ 61,676 Accrued payroll and benefits payable 7,366 2,186 (d) — 9,552 Accrued interest payable 2,095 (2,095 ) (a) — — Revenue distribution payable 7,975 3,050 (d) — 11,025 Long-term debt and capital leases, classified as current 468,814 (464,182 ) (e) — 4,632 Total current liabilities 550,663 (463,778 ) — 86,885 Long-term debt and capital leases, less current maturities — 291,429 (f) — 291,429 Deferred compensation — 519 (d) — 519 Asset retirement obligations 66,973 — (2,757 ) (i) 64,216 Liabilities subject to compromise 1,281,096 (1,281,096 ) (d) — — Commitments and contingencies Stockholders’ (deficit) equity: Predecessor common stock 14 (14 ) (g) — — Predecessor additional paid in capital 425,425 (425,425 ) (g) — — Successor common stock — 450 (g) — 450 Successor additional paid in capital — 948,613 (g) — 948,613 (Accumulated deficit) retained earnings (1,437,528 ) 795,844 (h) 641,684 (j) — Total stockholders' (deficit) equity (1,012,089 ) 1,319,468 641,684 949,063 Total liabilities and stockholders' equity (deficit) $ 886,643 $ (133,458 ) $ 638,927 $ 1,392,112 Reorganization adjustments (a) Adjustments reflect the following net cash payments recorded as of the Effective Date from implementation of the Plan: Cash proceeds from rights offering $ 50,031 Cash proceeds from New Term Loan 150,000 Cash proceeds from New Revolver 120,000 Fees paid to lender for New Term Loan (750 ) Fees paid to lender for New Revolver (1,125 ) Payment in full to extinguish Prior Credit Facility (444,440 ) Payment of accrued interest on Prior Credit Facility (2,095 ) Payment of previously accrued creditor-related professional fees (6,954 ) Net cash used $ (135,333 ) (b) Reclassification of previously prepaid professional fees to debt issuance costs associated with the New Credit Facility. (c) Reflects issuance costs related to the New Credit Facility: Fees paid to lender for New Term Loan $ 750 Fees paid to lender for New Revolver 1,125 Professional fees related to debt issuance costs on the New Credit Facility 535 Total issuance costs on New Credit Facility $ 2,410 (d) As part of the Plan, the Bankruptcy Court approved the settlement of certain allowable claims, reported as liabilities subject to compromise in the Company’s historical consolidated balance sheet. As a result, a gain was recognized on the settlement of liabilities subject to compromise calculated as follows: Senior Notes including interest $ 1,267,410 Accounts payable and accrued liabilities 6,687 Accrued payroll and benefits payable 3,949 Revenue distribution payable 3,050 Total liabilities subject to compromise 1,281,096 Amounts settled in cash, reinstated or otherwise reserved at emergence (10,089 ) Fair value of equity issued in settlement of Senior Notes and certain general unsecured creditors (898,914 ) Gain on settlement of liabilities subject to compromise $ 372,093 (e) Reflects extinguishment of Prior Credit Facility along with associated unamortized issuance costs, establishment of New Credit Facility and adjustments to reclassify existing debt back to their scheduled maturities: Reclassification from current to noncurrent, based on scheduled repayment, of debt no longer in default $ (22,612 ) Establishment of New Term Loan - current portion 1,183 Payment in full to extinguish Prior Credit Facility (444,440 ) Write-off unamortized issuance costs associated with Prior Credit Facility 1,687 $ (464,182 ) (f) Reflects establishment of our New Credit Facility pursuant to our Reorganization Plan, net of issuance costs, as well as adjustments to reclassify existing debt back to their scheduled maturities: Origination of the New Term Loan, net of current portion $ 148,817 Origination of the New Revolver 120,000 Reclassification from current to noncurrent, based on scheduled repayment, of debt no longer in default 22,612 $ 291,429 (g) Adjustment represents (i) the cancellation of Predecessor equity on the Effective Date, (ii) the issuance of 44,982,142 shares of Successor common stock on the Effective Date and (iii) the issuance of 140,023 warrants on the Effective Date (see “Note 3—Chapter 11 reorganization”) Cancellation of predecessor equity - par value $ (14 ) Cancellation of predecessor equity - paid in capital (425,425 ) Issuance of successor common stock in settlement of claims 898,914 Issuance of successor common stock under rights offering 50,031 Issuance of warrants 118 Net impact to common stock-par and additional paid in capital $ 523,624 (h) Reflects the cumulative impact of the following reorganization adjustments: Gain on settlement of liabilities subject to compromise $ 372,093 Cancellation of predecessor equity 425,438 Write-off unamortized issuance costs associated with Prior Credit Facility (1,687 ) Net impact to retained earnings $ 795,844 Fresh start adjustments (i) Represents fresh start accounting adjustments primarily to (i) remove accumulated depreciation, depletion, amortization and impairment, (ii) increase the value of proved oil and gas properties, (iii) increase the value of unevaluated oil and gas properties primarily to capture the value of our acreage in the STACK, (iv) increase other property and equipment primarily due to increases to land, vehicles, machinery and equipment and (v) decrease asset retirement obligations. These fair value measurements giving rise to these adjustments are primarily based on Level 3 inputs under the fair value hierarchy (See “Note 8—Fair value measurements”). (j) Reflects the cumulative impact of the fresh start adjustments discussed herein. |
Schedule of reorganization items | Reorganization items are as follows: Successor Predecessor Three months Three months ended ended September 30, 2017 September 30, 2016 Professional fees $ 858 $ 4,268 Claims for non-performance of executory contract — 1,236 Total reorganization items $ 858 $ 5,504 Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended September 30, 2017 March 21, 2017 September 30, 2016 Gains on the settlement of liabilities subject to compromise $ — $ (372,093 ) $ — Fresh start accounting adjustments — (641,684 ) — Professional fees 2,548 18,790 9,623 Claims for non-performance of executory contract — — 1,236 Rejection of employment contracts — 4,573 — Write off unamortized issuance costs on Prior Credit Facility — 1,687 — Total reorganization items $ 2,548 $ (988,727 ) $ 10,859 |
Supplemental disclosures to t24
Supplemental disclosures to the consolidated statements of cash flows (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental disclosures to the consolidated statements of cash flows | Supplemental disclosures to the consolidated statements of cash flows are presented below: Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended September 30, 2017 March 21, 2017 September 30, 2016 Net cash provided by operating activities included: Cash payments for interest $ 13,196 $ 4,105 $ 19,899 Interest capitalized (1,245 ) (248 ) (1,741 ) Cash payments for interest, net of amounts capitalized $ 11,951 $ 3,857 $ 18,158 Cash payments for income taxes $ 150 $ — $ 250 Cash payments for reorganization items $ 16,930 $ 11,405 $ 4,255 Non-cash financing activities included: Repayment of Prior Credit Facility with proceeds from early termination of derivative contracts (See Note 7) $ — $ — $ 103,560 Non-cash investing activities included: Asset retirement obligation additions and revisions $ 2,746 $ 716 $ 4,015 Change in accrued oil and gas capital expenditures $ 10,598 $ 5,387 $ (22,543 ) |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Components of debt | As of the dates indicated, debt consisted of the following: Successor Predecessor September 30, December 31, 2017 2016 (2) New Revolver $ 153,000 $ — New Term Loan, net of discount of $651 and $0, respectively 148,541 — Prior Credit Facility — 444,440 Real estate mortgage note 9,328 9,595 Installment notes payable 10 434 Capital lease obligations 15,016 16,946 Unamortized debt issuance costs (1) (1,441 ) (2,303 ) Total debt, net 324,454 469,112 Less current portion 4,758 469,112 Total long-term debt, net $ 319,696 $ — (1) Debt issuance costs are presented as a direct deduction from debt rather than an asset pursuant to recent accounting guidance. The balance on September 30, 2017, was related to the New Revolver while the balance on December 31, 2016, was related to the Prior Credit Facility. (2) Senior Notes have not been included in this table as they were classified as “Liabilities subject to compromise.” |
Schedule of mandatory principal payment according to schedule of remaining outstanding balance due upon maturity | We are required to make scheduled, mandatory principal payments in respect of the New Term Loan according to the schedule below, with the remaining outstanding balance due upon maturity: Total payments remaining for 2017 $ 375 Total payments for 2018 1,500 Total payments for 2019 3,750 Total payments for 2020 6,750 Total mandatory payments $ 12,375 |
Premiums, discounts and debt issuance costs | As a result, we wrote off the remaining balance of unamortized issuance costs, premium and discount on March 31, 2016, as follows: Non-cash expense for write-off of debt issuance costs on Senior Notes $ 17,756 Non-cash expense for write-off of debt discount costs on Senior Notes 4,014 Non-cash gain for write-off of debt premium on Senior Notes (4,800 ) Total $ 16,970 |
Derivative instruments (Tables)
Derivative instruments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Summary of derivatives outstanding | The following table summarizes our crude oil derivatives outstanding as of September 30, 2017: Weighted average fixed price per Bbl Period and type of contract Volume MBbls Swaps Purchased puts Sold calls 2017 Swaps 883 $ 54.97 $ — $ — 2018 Swaps 2,116 $ 54.92 $ — $ — Collars 183 $ — $ 50.00 $ 60.50 2019 Swaps 1,312 $ 54.26 $ — $ — 2020 Swaps 120 $ 50.50 $ — $ — The following table summarizes our natural gas derivatives outstanding as of September 30, 2017: Period and type of contract Volume BBtu Weighted average fixed price per MMBtu 2017 Swaps 2,250 $ 3.33 2018 Swaps 5,861 $ 3.03 2019 Swaps 3,322 $ 2.86 |
Derivative instruments recorded on the balance sheet at fair value | The estimated fair values of derivative instruments are provided below. The carrying amounts of these instruments are equal to the estimated fair values. Successor Predecessor September 30, 2017 December 31, 2016 Assets Liabilities Net value Assets Liabilities Net value Natural gas derivative contracts $ 789 $ (358 ) $ 431 $ 184 $ (3,658 ) $ (3,474 ) Crude oil derivative contracts 13,694 (5 ) 13,689 — (9,895 ) (9,895 ) Total derivative instruments 14,483 (363 ) 14,120 184 (13,553 ) (13,369 ) Less: Netting adjustments (1) 363 (363 ) — 184 (184 ) — Derivative instruments - current 8,130 — 8,130 — (7,525 ) (7,525 ) Derivative instruments - long-term $ 5,990 $ — $ 5,990 $ — $ (5,844 ) $ (5,844 ) (1) Amounts represent the impact of master netting agreements that allow us to net settle positive and negative positions with the same counterparty. Positive and negative positions with counterparties are netted only to the extent that they relate to the same current versus noncurrent classification on the balance sheet. |
Derivative (losses) gains in the consolidated statements of operations | “Derivative (losses) gains” in the consolidated statements of operations are comprised of the following: Successor Predecessor Three months Three months ended ended September 30, 2017 September 30, 2016 Change in fair value of commodity price derivatives $ (22,236 ) $ — Settlement gains on commodity price derivatives 6,788 — Total derivative (losses) gains $ (15,448 ) $ — Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended September 30, 2017 March 21, 2017 September 30, 2016 Change in fair value of commodity price derivatives $ (19,232 ) $ 46,721 $ (163,238 ) Settlement gains on commodity price derivatives 15,143 1,285 62,626 Settlement gains on early terminations of commodity price derivatives — — 91,144 Total derivative (losses) gains $ (4,089 ) $ 48,006 $ (9,468 ) Derivative terminations In May 2016 all of our outstanding derivative positions were terminated due to defaults under the master agreements governing our derivative contracts as a result of our bankruptcy. Proceeds from the early terminations, inclusive of amounts receivable at the time of termination for previous settlements, totaled $119,303. Of this amount, in the third quarter of 2016, $103,560 was utilized to offset outstanding borrowings under our Prior Credit Facility and the remainder was remitted to the Company. |
Fair value measurements (Tables
Fair value measurements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair value hierarchy for financial instruments measured at fair value on a recurring basis | The fair value hierarchy for our financial assets and liabilities is shown by the following table: Successor Predecessor September 30, 2017 December 31, 2016 Derivative assets Derivative liabilities Net assets (liabilities) Derivative assets Derivative liabilities Net assets (liabilities) Significant other observable inputs (Level 2) $ 14,027 $ (363 ) $ 13,664 $ 184 $ (13,455 ) $ (13,271 ) Significant unobservable inputs (Level 3) 456 — 456 — (98 ) (98 ) Netting adjustments (1) (363 ) 363 — (184 ) 184 — $ 14,120 $ — $ 14,120 $ — $ (13,369 ) $ (13,369 ) (1) Amounts represent the impact of master netting agreements that allow us to net settle positive and negative positions with the same counterparty. Positive and negative positions with counterparties are netted on the balance sheet only to the extent that they relate to the same current versus noncurrent classification. |
Level 3 rollforward | Changes in the fair value of our derivative instruments, classified as Level 3 in the fair value hierarchy, were as follows for the periods presented: Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended Net derivative assets (liabilities) September 30, 2017 March 21, 2017 September 30, 2016 Beginning balance $ 715 $ (98 ) $ 123,068 Realized and unrealized (losses) gains included in derivative (losses) gains (259 ) 813 (9,216 ) Settlements received — — (113,852 ) Ending balance $ 456 $ 715 $ — (Losses) gains relating to instruments still held at the reporting date included in derivative (losses) gains for the period $ (259 ) $ 813 $ — |
Fair value of other financial instruments | The carrying value and estimated fair value of our debt were as follows: Successor Predecessor September 30, 2017 December 31, 2016 Level 2 Carrying value (1) Estimated fair value Carrying value (1) Estimated fair value New Revolver $ 153,000 $ 153,000 $ — $ — New Term Loan 149,192 149,192 — — Other secured debt 9,338 9,338 10,029 10,029 9.875% Senior Notes due 2020 — — 298,000 268,200 8.25% Senior Notes due 2021 — — 384,045 344,680 7.625% Senior Notes due 2022 — — 525,910 470,689 (1) The carrying value excludes deductions for debt issuance costs and discounts. |
Offsetting Assets and Liabilities | The following table summarizes our derivative assets and liabilities which are offset in the consolidated balance sheets under our master netting agreements. It also reflects the amounts outstanding under our credit facilities that are available to offset our net derivative assets due from counterparties that are lenders under our credit facilities. Offset in the consolidated balance sheets Gross amounts not offset in the consolidated balance sheets Gross assets (liabilities) Offsetting assets (liabilities) Net assets (liabilities) Derivatives (1) Amounts outstanding under credit facilities Net amount Successor - September 30, 2017 Derivative assets $ 14,483 $ (363 ) $ 14,120 $ — $ (14,120 ) $ — Derivative liabilities (363 ) 363 — — — — $ 14,120 $ — $ 14,120 $ — $ (14,120 ) $ — Predecessor - December 31, 2016 Derivative assets $ 184 $ (184 ) $ — $ — $ — $ — Derivative liabilities (13,553 ) 184 (13,369 ) — — (13,369 ) $ (13,369 ) $ — $ (13,369 ) $ — $ — $ (13,369 ) _____________________________________________________ (1) Since positive and negative positions with a counterparty are netted on the balance sheet only to the extent that they relate to the same current versus noncurrent classification, these represent remaining amounts that could have been offset under our master netting agreements. |
Asset retirement obligations (T
Asset retirement obligations (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset retirement obligations | The following table provides a summary of our asset retirement obligation activity: Liability for asset retirement obligations as of December 31, 2016 (Predecessor) $ 72,137 Liabilities incurred in current period 535 Liabilities settled and disposed in current period (869 ) Revisions in estimated cash flows 181 Accretion expense 1,249 Liability for asset retirement obligations as of March 21, 2017 (Predecessor) $ 73,233 Fair value fresh-start adjustment $ (2,757 ) Liability for asset retirement obligations as of March 21, 2017 (Successor) $ 70,476 Liabilities incurred in current period 2,038 Liabilities settled and disposed in current period (6,649 ) Revisions in estimated cash flows 708 Accretion expense 2,152 Liability for asset retirement obligations as of September 30, 2017 (Successor) $ 68,725 Less current portion included in accounts payable and accrued liabilities 8,111 Asset retirement obligations, long-term $ 60,614 |
Deferred compensation (Tables)
Deferred compensation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Summary of amounts related to 2015 cash LTIP | A summary of compensation expense for the 2015 Cash LTIP is presented below: Successor Predecessor Three months Three months ended ended September 30, 2017 September 30, 2016 2015 Cash LTIP expense (net of amounts capitalized) $ 493 $ 201 2015 Cash LTIP payments 1,285 624 Successor Predecessor Period from Period from March 22, 2017 January 1, 2017 Nine months through through ended September 30, 2017 March 21, 2017 September 30, 2016 2015 Cash LTIP expense (net of amounts capitalized) $ 1,100 $ 5 $ 586 2015 Cash LTIP payments 1,285 42 666 |
Rollforward of unvested deferred compensation | A summary of our restricted stock activity for the Predecessor period in 2017 is presented below: Time Vested Performance Vested Weighted average grant date fair value Restricted shares Vest date fair value Weighted average grant date fair value Restricted shares ($ per share) ($ per share) Unvested and outstanding at January 1, 2017 - Predecessor $ 790.91 6,667 $ 277.33 21,475 Granted $ — — $ — — Vested $ 812.91 (2,602 ) $ — $ — — Forfeited $ 785.70 (468 ) $ 195.75 (986 ) Cancelled $ 775.66 (3,597 ) $ 281.26 (20,489 ) Unvested and outstanding at March 21, 2017 - Predecessor $ — — $ — — |
Stock-based compensation cost | Stock-based compensation expense is as follows for the periods indicated: Successor Predecessor Three months ended September 30, 2017 Three months ended September 30, 2016 Stock-based compensation cost (credit) $ 3,577 $ (5,705 ) Less: stock-based compensation cost capitalized (801 ) 1,167 Stock-based compensation expense (credit) $ 2,776 $ (4,538 ) Payments for stock-based compensation $ — $ — Successor Predecessor Period from March 22, 2017 through September 30, 2017 Period from January 1, 2017 through March 21, 2017 Nine months ended September 30, 2016 Stock-based compensation cost (credit) $ 3,577 $ 194 $ (6,220 ) Less: stock-based compensation cost capitalized (801 ) (39 ) 965 Stock-based compensation expense (credit) $ 2,776 $ 155 $ (5,255 ) Payments for stock-based compensation $ — $ — $ 49 |
2017 Management Incentive Plan | |
Rollforward of unvested deferred compensation | A summary of our restricted stock activity pursuant to our MIP for the Successor period in 2017 is presented below: Time Shares Performance Shares Weighted average grant date fair value Restricted shares Weighted average grant date fair value Restricted shares ($ per share) ($ per share) Unvested and outstanding at March 21, 2017 - Successor $ — — $ — — Granted (1) $ 20.05 1,376,481 $ 20.05 420,462 Unvested and outstanding at September 30, 2017 - Successor $ 20.05 1,376,481 $ 20.05 420,462 ________________________________________________________ (1) Includes 280,308 Performance Shares attributable to 2018 and 2019 performance conditions and 70,077 Performance Shares attributable to 2017 conditions where determination of accomplishment is discretionary. Under accounting guidance, a grant date has not been established for all these awards. |
Nature of operations and summ30
Nature of operations and summary of significant accounting policies (Cash and Accounts Receivable) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Mar. 21, 2017 | Dec. 31, 2016 | May 31, 2016 |
Cash and accounts receivable | ||||
Restricted cash | $ 0 | |||
Components of accounts receivable | ||||
Joint interests | 25,868 | |||
Accrued commodity sales | 33,279 | |||
Derivative settlements | 3,814 | |||
Other | 1,581 | |||
Allowance for doubtful accounts | (590) | |||
Accounts receivable, net | 63,952 | $ 46,837 | ||
Predecessor | ||||
Cash and accounts receivable | ||||
Restricted cash | $ 1,400 | |||
Components of accounts receivable | ||||
Joint interests | 13,818 | |||
Accrued commodity sales | 31,304 | |||
Derivative settlements | $ 119,303 | |||
Other | 1,657 | |||
Allowance for doubtful accounts | (553) | |||
Accounts receivable, net | $ 46,837 | $ 46,226 | ||
JP Morgan Chase Bank, N.A. | ||||
Cash and accounts receivable | ||||
Cash held | $ 17,956 |
Nature of operations and summ31
Nature of operations and summary of significant accounting policies (Inventories) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Mar. 21, 2017 | Dec. 31, 2016 |
Energy Related Inventory | |||
Equipment inventory | $ 2,704 | ||
Commodities | 1,503 | ||
Inventories, net | $ 4,207 | $ 6,885 | |
Predecessor | |||
Energy Related Inventory | |||
Equipment inventory | $ 8,165 | ||
Commodities | 1,418 | ||
Inventory valuation allowance | (2,232) | ||
Inventories, net | $ 6,885 | $ 7,351 |
Nature of operations and summ32
Nature of operations and summary of significant accounting policies (Unevaluated Oil and Natural Gas Properties) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Mar. 21, 2017 | Dec. 31, 2016 | |
Capitalized costs of unproved properties excluded from amortization | ||||
Leasehold acreage | $ 584,765 | |||
Capitalized interest | [1] | 1,239 | ||
Wells and facilities in progress of completion | 13,881 | |||
Total unevaluated oil and natural gas properties excluded from amortization | $ 599,885 | $ 585,574 | ||
Predecessor | ||||
Capitalized costs of unproved properties excluded from amortization | ||||
Leasehold acreage | $ 15,455 | |||
Capitalized interest | [1] | 1,894 | ||
Wells and facilities in progress of completion | 3,004 | |||
Total unevaluated oil and natural gas properties excluded from amortization | $ 26,039 | $ 20,353 | ||
[1] | As of September 30, 2017, this amount reflects the cumulative interest capitalized on the historical acquisition cost of leasehold acreage subsequent to our establishing opening balances under fresh start accounting. Interest is not capitalized on amounts related to the fair value increase to leasehold acreage as a result of applying fresh start accounting. |
Nature of operations and summ33
Nature of operations and summary of significant accounting policies (Income Taxes) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Mar. 21, 2017 | Sep. 30, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Line Items] | ||||
Deferred tax benefit | $ 0 | |||
Uncertain tax positions | $ 0 | $ 0 | ||
Estimated amount of cancellation of indebtedness income | $ 61,000,000 | |||
Predecessor | ||||
Income Tax Disclosure [Line Items] | ||||
Deferred tax benefit | $ 0 | |||
Uncertain tax positions | $ 0 |
Nature of operations and summ34
Nature of operations and summary of significant accounting policies (Joint Venture) (Details) - Joint Development Agreement $ in Thousands | Sep. 25, 2017USD ($)awell |
Joint Venture [Line Items] | |
Percentage of working interest in wells | 15.00% |
Percentage of working interest in wells upon achievement of required internal rate of return | 75.00% |
STACK | |
Joint Venture [Line Items] | |
STACK position development area | a | 110,000 |
Canadian | |
Joint Venture [Line Items] | |
Number of joint venture stack wells | 17 |
Garfield | |
Joint Venture [Line Items] | |
Number of joint venture stack wells | 13 |
Bayou City Energy Management, LLC | |
Joint Venture [Line Items] | |
Funded percentage of drilling completion and equipment costs | 100.00% |
Number of joint venture stack wells | 30 |
Percentage of working interest in wells | 85.00% |
Percentage of internal rate of return | 14.00% |
Percentage of working interest in wells upon achievement of required internal rate of return | 25.00% |
Bayou City Energy Management, LLC | Minimum | |
Joint Venture [Line Items] | |
Average well cost caps per gross well | $ | $ 3,400 |
Bayou City Energy Management, LLC | Maximum | |
Joint Venture [Line Items] | |
Average well cost caps per gross well | $ | $ 4,000 |
Nature of operations and summ35
Nature of operations and summary of significant accounting policies (Cost Reduction Initiatives) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Mar. 21, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Restructuring Cost and Reserve [Line Items] | |||||
Cost reduction initiatives expense | $ 34 | $ 155 | |||
Predecessor | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Cost reduction initiatives expense | $ 629 | $ 89 | $ 3,228 | ||
One-time Severance and Termination Benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Cost reduction initiatives expense | 30 | 142 | |||
One-time Severance and Termination Benefits | Predecessor | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Cost reduction initiatives expense | 608 | $ 89 | 3,125 | ||
Professional Fees | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Cost reduction initiatives expense | $ 4 | $ 13 | |||
Professional Fees | Predecessor | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Cost reduction initiatives expense | $ 21 | $ 103 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2017 | ||
Numerator for basic and diluted earnings per share | |||
Net income (loss) | $ (19,115) | $ (17,433) | |
Denominator for basic earnings per share | |||
Basic for Class A and Class B | 44,982,142 | 44,982,142 | |
Denominator for diluted earnings per share | |||
Diluted for Class A and Class B | 44,982,142 | 44,982,142 | |
Earnings per share | |||
Basic for Class A and Class B | $ (0.42) | $ (0.39) | |
Diluted for Class A and Class B | $ (0.42) | $ (0.39) | |
Unvested Restricted Stock Awards | |||
Participating securities excluded from earnings per share calculations | |||
Unvested restricted stock awards | 1,796,943 | 1,796,943 | |
Warrants | |||
Antidilutive securities excluded from earnings per share calculations | |||
Warrants | [1] | 140,023 | 140,023 |
[1] | The warrants to purchase shares of our Class A common stock are antidilutive due to the exercise price exceeding the average price of our Class A shares for the periods presented and due to the net losses we incurred. |
Chapter 11 Reorganization - Nar
Chapter 11 Reorganization - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 21, 2017 | Sep. 30, 2017 | Dec. 31, 2016 |
Chapter Eleven Reorganization [Line Item] | |||
Liabilities subject to compromise | $ 0 | ||
Predecessor | |||
Chapter Eleven Reorganization [Line Item] | |||
Senior Notes and associated accrued interest | $ 1,267,410 | $ 1,267,410 | |
Accounts payable and accrued liabilities | 6,687 | 9,212 | |
Accrued payroll and benefits payable | 3,949 | 4,048 | |
Revenue distribution payable | 3,050 | 3,474 | |
Liabilities subject to compromise | 1,281,096 | $ 1,284,144 | |
Plan of Reorganization | |||
Chapter Eleven Reorganization [Line Item] | |||
Senior Notes and associated accrued interest | 1,267,410 | ||
General unsecured claims | 2,439 | ||
Professional fees | 6,954 | ||
Segregated account for professional fees attributable to our advisors | 11,000 | ||
Plan of Reorganization | Prior Credit Facility | |||
Chapter Eleven Reorganization [Line Item] | |||
Amount of repayments on prior credit facility | 444,440 | ||
Plan of Reorganization | New Revolver | |||
Chapter Eleven Reorganization [Line Item] | |||
New credit facility, opening balance | 120,000 | ||
Plan of Reorganization | New Term Loan | |||
Chapter Eleven Reorganization [Line Item] | |||
New credit facility, opening balance | 150,000 | ||
Plan of Reorganization | Backstop Parties | |||
Chapter Eleven Reorganization [Line Item] | |||
Gross proceeds from rights offering | $ 50,031 | ||
Plan of Reorganization | Common Stock | |||
Chapter Eleven Reorganization [Line Item] | |||
Common stock shares issued | 44,982,142 | ||
Percentage of common stock outstanding on conversion of debt | 90.00% | ||
Plan of Reorganization | Common Stock | Mr. Mark Fischer, Founder and Former Chief Executive Officer | |||
Chapter Eleven Reorganization [Line Item] | |||
Warrants issued for purchase of common stock | 140,023 | ||
Exercise price of warrants per share | $ 36.78 | ||
Warrants expiry date | Jun. 30, 2018 | ||
Plan of Reorganization | Common Stock | Management Incentive Plan | |||
Chapter Eleven Reorganization [Line Item] | |||
Additional shares authorized for issuance | 7.00% | ||
Plan of Reorganization | Common Stock | Backstop Parties | |||
Chapter Eleven Reorganization [Line Item] | |||
Percentage of rights issued on common stock outstanding | 9.00% | ||
Percentage of outstanding stock received as fee | 1.00% | ||
Chaparral Energy Inc and Subsidiaries | |||
Chapter Eleven Reorganization [Line Item] | |||
Date of bankruptcy petition filed | May 9, 2016 | ||
Place of bankruptcy petition filed | United States Bankruptcy Court for the District of Delaware | ||
Reorganization plan confirmation date | Mar. 10, 2017 | ||
Reorganization plan effective date | Mar. 21, 2017 |
Fresh Start Accounting - Additi
Fresh Start Accounting - Additional information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 21, 2017 | |
Fresh Start Adjustment [Line Items] | ||
Enterprise value | $ 1,200,000,000 | |
Fair value of proved reserves | 604,065,000 | |
Fair value of undeveloped leasehold acreage | 585,574,000 | |
Discounted Cash Flow | ||
Fresh Start Adjustment [Line Items] | ||
Discount rate | 8.50% | |
Midpoint [Member] | Plan of Reorganization | ||
Fresh Start Adjustment [Line Items] | ||
Reorganization plan, enterprise value of the post emergence | $ 1,200,000,000 | |
Maximum | ||
Fresh Start Adjustment [Line Items] | ||
Fresh start voting share percentage of existing shareholders in emerging entity | 50.00% | |
Maximum | Plan of Reorganization | ||
Fresh Start Adjustment [Line Items] | ||
Reorganization plan, enterprise value of the post emergence | $ 1,350,000,000 | |
Minimum | Plan of Reorganization | ||
Fresh Start Adjustment [Line Items] | ||
Reorganization plan, enterprise value of the post emergence | $ 1,050,000,000 |
Fresh Start Accounting - Reconc
Fresh Start Accounting - Reconciliation of Enterprise Value to Estimated Fair Value of the Successor's Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 30, 2017 | Mar. 21, 2017 | |
Fresh Start Accounting [Abstract] | |||
Enterprise value | $ 1,200,000 | ||
Cash and cash equivalents | $ 22,395 | 45,123 | |
Less: fair value of outstanding debt | (296,061) | ||
Less: fair value of warrants (consideration for previously accrued consulting fees) | (118) | ||
Fair value of Successor common stock on the Effective Date | $ 948,944 | ||
Common stock, shares outstanding | 44,982,142 | ||
Per share value | [1] | $ 21.10 | |
[1] | The per share value shown above is calculated based upon the financial information determined using US GAAP at the Effective Date. |
Fresh Start Accounting - Reco40
Fresh Start Accounting - Reconciliation of Enterprise Value to Estimated Reorganization Value of the Successor's Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Mar. 21, 2017 |
Fresh Start Accounting [Abstract] | ||
Enterprise value | $ 1,200,000 | |
Cash and cash equivalents | $ 22,395 | 45,123 |
Plus: current liabilities | 82,254 | |
Plus: noncurrent liabilities excluding long-term debt | 64,735 | |
Reorganization value of Successor assets | $ 1,392,112 |
Fresh Start Accounting - Consol
Fresh Start Accounting - Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Mar. 21, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | |
Current assets: | ||||||
Cash and cash equivalents | $ 22,395 | $ 45,123 | ||||
Accounts receivable, net | 63,952 | 46,837 | ||||
Inventories, net | 4,207 | 6,885 | ||||
Prepaid expenses | 2,161 | 4,398 | ||||
Derivative instruments | 8,130 | 19,058 | ||||
Total current assets | 100,845 | 122,301 | ||||
Property and equipment, net | 52,766 | 57,378 | ||||
Oil and natural gas properties, using the full cost method: | ||||||
Proved | 707,938 | 604,065 | ||||
Unevaluated (excluded from the amortization base) | 599,885 | 585,574 | ||||
Accumulated depreciation, depletion, amortization and impairment | 59,157 | |||||
Total oil and natural gas properties | 1,248,666 | 1,189,639 | ||||
Derivative instruments | 5,990 | 14,295 | ||||
Other assets | 3,082 | 8,499 | ||||
Total assets | 1,411,349 | 1,392,112 | ||||
Current liabilities: | ||||||
Accounts payable and accrued liabilities | 65,069 | 61,676 | ||||
Accrued payroll and benefits payable | 9,466 | 9,552 | ||||
Accrued interest payable | 404 | |||||
Revenue distribution payable | 15,574 | 11,025 | ||||
Long-term debt and capital leases, classified as current | 4,758 | 4,632 | ||||
Total current liabilities | 95,271 | 86,885 | ||||
Long-term debt and capital leases, less current maturities | 319,696 | 291,429 | ||||
Deferred compensation | 561 | 519 | ||||
Asset retirement obligations | 60,614 | 64,216 | ||||
Liabilities subject to compromise | 0 | |||||
Commitments and contingencies | ||||||
Stockholders’ equity (deficit): | ||||||
Common stock | 450 | |||||
Additional paid in capital | 952,172 | 948,613 | ||||
(Accumulated deficit) retained earnings | (17,433) | |||||
Total stockholders' equity (deficit) | 935,207 | 949,063 | ||||
Total liabilities and stockholders' equity (deficit) | $ 1,411,349 | 1,392,112 | ||||
Reorganization Adjustments | ||||||
Current assets: | ||||||
Cash and cash equivalents | (135,333) | |||||
Prepaid expenses | (535) | |||||
Total current assets | (135,868) | |||||
Oil and natural gas properties, using the full cost method: | ||||||
Other assets | 2,410 | |||||
Total assets | (133,458) | |||||
Current liabilities: | ||||||
Accounts payable and accrued liabilities | (2,737) | |||||
Accrued payroll and benefits payable | 2,186 | |||||
Accrued interest payable | (2,095) | |||||
Revenue distribution payable | 3,050 | |||||
Long-term debt and capital leases, classified as current | (464,182) | |||||
Total current liabilities | (463,778) | |||||
Long-term debt and capital leases, less current maturities | 291,429 | |||||
Deferred compensation | 519 | |||||
Liabilities subject to compromise | 1,281,096 | |||||
Commitments and contingencies | ||||||
Stockholders’ equity (deficit): | ||||||
Common stock | 450 | |||||
Additional paid in capital | 948,613 | |||||
(Accumulated deficit) retained earnings | 795,844 | |||||
Total stockholders' equity (deficit) | 1,319,468 | |||||
Total liabilities and stockholders' equity (deficit) | (133,458) | |||||
Fresh Start Adjustments | ||||||
Current assets: | ||||||
Property and equipment, net | 18,987 | |||||
Oil and natural gas properties, using the full cost method: | ||||||
Proved | (3,751,511) | |||||
Unevaluated (excluded from the amortization base) | 559,535 | |||||
Accumulated depreciation, depletion, amortization and impairment | (3,811,326) | |||||
Total oil and natural gas properties | 619,350 | |||||
Other assets | 590 | |||||
Total assets | 638,927 | |||||
Current liabilities: | ||||||
Asset retirement obligations | (2,757) | |||||
Commitments and contingencies | ||||||
Stockholders’ equity (deficit): | ||||||
(Accumulated deficit) retained earnings | 641,684 | |||||
Total stockholders' equity (deficit) | 641,684 | |||||
Total liabilities and stockholders' equity (deficit) | 638,927 | |||||
Predecessor | ||||||
Current assets: | ||||||
Cash and cash equivalents | 180,456 | |||||
Cash and cash equivalents | 45,123 | $ 186,480 | $ 189,361 | $ 17,065 | ||
Accounts receivable, net | 46,837 | 46,226 | ||||
Inventories, net | 6,885 | 7,351 | ||||
Prepaid expenses | 4,933 | 3,886 | ||||
Derivative instruments | 19,058 | 0 | ||||
Total current assets | 258,169 | 243,943 | ||||
Property and equipment, net | 38,391 | 41,347 | ||||
Oil and natural gas properties, using the full cost method: | ||||||
Proved | 4,355,576 | 4,323,964 | ||||
Unevaluated (excluded from the amortization base) | 26,039 | 20,353 | ||||
Accumulated depreciation, depletion, amortization and impairment | 3,811,326 | 3,789,133 | ||||
Total oil and natural gas properties | 570,289 | 555,184 | ||||
Derivative instruments | 14,295 | 0 | ||||
Other assets | 5,499 | 5,513 | ||||
Total assets | 886,643 | 845,987 | ||||
Current liabilities: | ||||||
Accounts payable and accrued liabilities | 64,413 | 42,442 | ||||
Accrued payroll and benefits payable | 7,366 | 3,459 | ||||
Accrued interest payable | 2,095 | 732 | ||||
Revenue distribution payable | 7,975 | 9,426 | ||||
Long-term debt and capital leases, classified as current | 468,814 | 469,112 | [1] | |||
Total current liabilities | 550,663 | 532,696 | ||||
Long-term debt and capital leases, less current maturities | 0 | |||||
Deferred compensation | 0 | |||||
Asset retirement obligations | 66,973 | 65,456 | ||||
Liabilities subject to compromise | 1,281,096 | 1,284,144 | ||||
Commitments and contingencies | ||||||
Stockholders’ equity (deficit): | ||||||
Common stock | 14 | |||||
Additional paid in capital | 425,425 | 425,231 | ||||
(Accumulated deficit) retained earnings | (1,437,528) | (1,467,398) | ||||
Total stockholders' equity (deficit) | (1,012,089) | (1,042,153) | ||||
Total liabilities and stockholders' equity (deficit) | 886,643 | $ 845,987 | ||||
Predecessor | Reorganization Adjustments | ||||||
Stockholders’ equity (deficit): | ||||||
Common stock | (14) | |||||
Additional paid in capital | $ (425,425) | |||||
[1] | Senior Notes have not been included in this table as they were classified as “Liabilities subject to compromise.” |
Fresh Start Accounting - Cons42
Fresh Start Accounting - Consolidated Balance Sheet (Parenthetical) (Details) - USD ($) $ in Thousands | Mar. 21, 2017 | Sep. 30, 2017 | Mar. 21, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | ||
Fresh Start Adjustment [Line Items] | |||||||||
Total issuance costs on New Credit Facility | [1] | $ 1,441 | $ 1,441 | ||||||
Liabilities subject to compromise | 0 | 0 | |||||||
Fair value of equity issued in settlement of Senior Notes and certain general unsecured creditors | $ (948,944) | $ (948,944) | |||||||
Long-term debt and capital leases, classified as current | 4,632 | 4,758 | 4,632 | 4,758 | |||||
Long-term debt and capital leases, less current maturities | 291,429 | 319,696 | 291,429 | 319,696 | |||||
Cancellation of predecessor equity - par value | 450 | 450 | |||||||
Cancellation of predecessor equity - paid in capital | 948,613 | 952,172 | 948,613 | 952,172 | |||||
Professional fees | 858 | 2,548 | |||||||
Total reorganization items | 858 | 2,548 | |||||||
Predecessor | |||||||||
Fresh Start Adjustment [Line Items] | |||||||||
Total issuance costs on New Credit Facility | [1],[2] | $ 2,303 | |||||||
Senior Notes and associated accrued interest | 1,267,410 | 1,267,410 | 1,267,410 | ||||||
Accounts payable and accrued liabilities | 6,687 | 6,687 | 9,212 | ||||||
Accrued payroll and benefits payable | 3,949 | 3,949 | 4,048 | ||||||
Revenue distribution payable | 3,050 | 3,050 | 3,474 | ||||||
Liabilities subject to compromise | 1,281,096 | 1,281,096 | 1,284,144 | ||||||
Gain on settlement of liabilities subject to compromise | 372,093 | ||||||||
Write-off unamortized issuance costs associated with Prior Credit Facility | 1,687 | ||||||||
Long-term debt and capital leases, classified as current | 468,814 | 468,814 | 469,112 | [2] | |||||
Origination of the New Term Loan, net of current portion | [2] | 444,440 | |||||||
Long-term debt and capital leases, less current maturities | 0 | ||||||||
Cancellation of predecessor equity - par value | 14 | 14 | |||||||
Cancellation of predecessor equity - paid in capital | 425,425 | 425,425 | $ 425,231 | ||||||
Write-off unamortized issuance costs associated with Prior Credit Facility | (1,687) | ||||||||
Professional fees | 18,790 | $ 4,268 | $ 9,623 | ||||||
Rejection of employment contracts | 4,573 | ||||||||
Claims for non-performance of executory contract | 1,236 | 1,236 | |||||||
Total reorganization items | (988,727) | $ 5,504 | $ 10,859 | ||||||
Fresh start accounting adjustments | (641,684) | ||||||||
New Term Loan | |||||||||
Fresh Start Adjustment [Line Items] | |||||||||
New credit facility, opening balance | 148,541 | 148,541 | |||||||
New Revolver | |||||||||
Fresh Start Adjustment [Line Items] | |||||||||
New credit facility, opening balance | $ 153,000 | $ 153,000 | |||||||
Reorganization Adjustments | |||||||||
Fresh Start Adjustment [Line Items] | |||||||||
Cash proceeds from rights offering | 50,031 | ||||||||
Payment in full to extinguish Prior Credit Facility | (444,440) | ||||||||
Payment of accrued interest on Prior Credit Facility | (2,095) | ||||||||
Payment of previously accrued creditor-related professional fees | (6,954) | ||||||||
Net cash used | (135,333) | ||||||||
Total issuance costs on New Credit Facility | 2,410 | 2,410 | |||||||
Senior Notes and associated accrued interest | 1,267,410 | 1,267,410 | |||||||
Accounts payable and accrued liabilities | 6,687 | 6,687 | |||||||
Accrued payroll and benefits payable | 3,949 | 3,949 | |||||||
Revenue distribution payable | 3,050 | 3,050 | |||||||
Liabilities subject to compromise | 1,281,096 | 1,281,096 | |||||||
Amounts settled in cash, reinstated or otherwise reserved at emergence | (10,089) | (10,089) | |||||||
Fair value of equity issued in settlement of Senior Notes and certain general unsecured creditors | (898,914) | (898,914) | |||||||
Gain on settlement of liabilities subject to compromise | 372,093 | ||||||||
Reclassification from current to noncurrent, based on scheduled repayment, of debt no longer in default | (22,612) | (22,612) | |||||||
Write-off unamortized issuance costs associated with Prior Credit Facility | 1,687 | ||||||||
Long-term debt and capital leases, classified as current | (464,182) | (464,182) | |||||||
Reclassification from current to noncurrent, based on scheduled repayment, of debt no longer in default | 22,612 | 22,612 | |||||||
Long-term debt and capital leases, less current maturities | 291,429 | 291,429 | |||||||
Cancellation of predecessor equity - par value | 450 | 450 | |||||||
Cancellation of predecessor equity - paid in capital | 948,613 | 948,613 | |||||||
Issuance of successor common stock in settlement of claims | 898,914 | 898,914 | |||||||
Issuance of successor common stock under rights offering | 50,031 | 50,031 | |||||||
Issuance of warrants | 118 | 118 | |||||||
Net impact to common stock-par and additional paid in capital | 523,624 | 523,624 | |||||||
Cancellation of predecessor equity | 425,438 | ||||||||
Write-off unamortized issuance costs associated with Prior Credit Facility | (1,687) | ||||||||
Net impact to retained earnings | 795,844 | 795,844 | |||||||
Reorganization Adjustments | Predecessor | |||||||||
Fresh Start Adjustment [Line Items] | |||||||||
Cancellation of predecessor equity - par value | (14) | (14) | |||||||
Cancellation of predecessor equity - paid in capital | $ (425,425) | $ (425,425) | |||||||
Reorganization Adjustments | Common Stock | |||||||||
Fresh Start Adjustment [Line Items] | |||||||||
Common stock shares issued | 44,982,142 | ||||||||
Warrants issued for purchase of common stock | 140,023 | 140,023 | |||||||
Reorganization Adjustments | New Credit Facility | |||||||||
Fresh Start Adjustment [Line Items] | |||||||||
Total issuance costs on New Credit Facility | $ 535 | $ 535 | |||||||
Reorganization Adjustments | New Term Loan | |||||||||
Fresh Start Adjustment [Line Items] | |||||||||
Cash proceeds | 150,000 | ||||||||
Fees paid to lender | (750) | ||||||||
Total issuance costs on New Credit Facility | 750 | 750 | |||||||
Establishment of New Term Loan - current portion | 1,183 | 1,183 | |||||||
Reorganization Adjustments | New Revolver | |||||||||
Fresh Start Adjustment [Line Items] | |||||||||
Cash proceeds | 120,000 | ||||||||
Fees paid to lender | (1,125) | ||||||||
Total issuance costs on New Credit Facility | 1,125 | 1,125 | |||||||
Reorganization Adjustments | New Credit Facility | New Term Loan | |||||||||
Fresh Start Adjustment [Line Items] | |||||||||
Origination of the New Term Loan, net of current portion | 148,817 | 148,817 | |||||||
Reorganization Adjustments | New Credit Facility | New Revolver | |||||||||
Fresh Start Adjustment [Line Items] | |||||||||
New credit facility, opening balance | $ 120,000 | $ 120,000 | |||||||
[1] | Debt issuance costs are presented as a direct deduction from debt rather than an asset pursuant to recent accounting guidance. The balance on September 30, 2017, was related to the New Revolver while the balance on December 31, 2016, was related to the Prior Credit Facility. | ||||||||
[2] | Senior Notes have not been included in this table as they were classified as “Liabilities subject to compromise.” |
Supplemental disclosures to t43
Supplemental disclosures to the consolidated statements of cash flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Mar. 21, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Net cash provided by operating activities included: | ||||
Cash payments for interest | $ 13,196 | |||
Interest capitalized | (1,245) | |||
Cash payments for interest, net of amounts capitalized | 11,951 | |||
Cash payments for income taxes | 150 | |||
Cash payments for reorganization items | 16,930 | |||
Non-cash investing activities included: | ||||
Asset retirement obligation additions and revisions | 2,746 | |||
Change in accrued oil and gas capital expenditures | $ 10,598 | |||
Predecessor | ||||
Net cash provided by operating activities included: | ||||
Cash payments for interest | $ 4,105 | $ 19,899 | ||
Interest capitalized | (248) | (1,741) | ||
Cash payments for interest, net of amounts capitalized | 3,857 | 18,158 | ||
Cash payments for income taxes | 250 | |||
Cash payments for reorganization items | 11,405 | 4,255 | ||
Non-cash financing activities included: | ||||
Repayment of Prior Credit Facility with proceeds from early termination of derivative contracts (See Note 7) | $ 103,560 | 103,560 | ||
Non-cash investing activities included: | ||||
Asset retirement obligation additions and revisions | 716 | 4,015 | ||
Change in accrued oil and gas capital expenditures | $ 5,387 | $ (22,543) |
Debt (Components of Debt) (Deta
Debt (Components of Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Mar. 21, 2017 | Dec. 31, 2016 | ||
Debt Instrument [Line Items] | |||||
Real estate mortgage note | $ 9,328 | ||||
Installment notes payable | 10 | ||||
Capital lease obligations | 15,016 | ||||
Unamortized debt issuance costs | [1] | (1,441) | |||
Total debt, net | 324,454 | ||||
Less current portion | 4,758 | $ 4,632 | |||
Total long-term debt, net | 319,696 | 291,429 | |||
Predecessor | |||||
Debt Instrument [Line Items] | |||||
Prior Credit Facility | [2] | $ 444,440 | |||
Real estate mortgage note | [2] | 9,595 | |||
Installment notes payable | [2] | 434 | |||
Capital lease obligations | [2] | 16,946 | |||
Unamortized debt issuance costs | [1],[2] | (2,303) | |||
Total debt, net | [2] | 469,112 | |||
Less current portion | $ 468,814 | 469,112 | [2] | ||
Total long-term debt, net | $ 0 | ||||
New Revolver | |||||
Debt Instrument [Line Items] | |||||
New Credit Facility | 153,000 | ||||
New Term Loan | |||||
Debt Instrument [Line Items] | |||||
New Credit Facility | $ 148,541 | ||||
[1] | Debt issuance costs are presented as a direct deduction from debt rather than an asset pursuant to recent accounting guidance. The balance on September 30, 2017, was related to the New Revolver while the balance on December 31, 2016, was related to the Prior Credit Facility. | ||||
[2] | Senior Notes have not been included in this table as they were classified as “Liabilities subject to compromise.” |
Debt (Components of Debt) (Pare
Debt (Components of Debt) (Parenthetical) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
New Term Loan | ||
Debt Instrument [Line Items] | ||
Unamortized discount | $ 651 | $ 0 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) $ in Thousands | Mar. 21, 2017 | Sep. 30, 2017 |
New Revolver | ||
Debt Instrument [Line Items] | ||
New credit facility, opening balance | $ 153,000 | |
New Term Loan | ||
Debt Instrument [Line Items] | ||
New credit facility, opening balance | $ 148,541 | |
Plan of Reorganization | Prior Credit Facility | ||
Debt Instrument [Line Items] | ||
Amount of repayments on prior credit facility | $ 444,440 | |
Plan of Reorganization | New Revolver | ||
Debt Instrument [Line Items] | ||
New credit facility, opening balance | 120,000 | |
Plan of Reorganization | New Term Loan | ||
Debt Instrument [Line Items] | ||
New credit facility, opening balance | $ 150,000 |
Debt (New Term Loan) (Details)
Debt (New Term Loan) (Details) - New Term Loan | 9 Months Ended |
Sep. 30, 2017 | |
Line Of Credit Facility [Line Items] | |
Debt instrument maturity date | Mar. 21, 2021 |
Alternate Base Rate | |
Line Of Credit Facility [Line Items] | |
Basis spread on variable rate | 6.75% |
Adjusted LIBO Rate | |
Line Of Credit Facility [Line Items] | |
Basis spread on variable rate | 7.75% |
Debt instrument floor rate | 1.00% |
Outstanding borrowings, accruing interest rate | 9.03% |
Debt (Schedule of Mandatory Pri
Debt (Schedule of Mandatory Principal Payment According to Schedule of Remaining Outstanding Balance Due upon Maturity) (Details) - New Term Loan $ in Thousands | Sep. 30, 2017USD ($) |
Debt Instrument [Line Items] | |
Total payments remaining for 2017 | $ 375 |
Total payments for 2018 | 1,500 |
Total payments for 2019 | 3,750 |
Total payments for 2020 | 6,750 |
Total mandatory payments | $ 12,375 |
Debt (New Revolver) (Details)
Debt (New Revolver) (Details) - New Revolver | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Line Of Credit Facility [Line Items] | |
Borrowing base amount | $ 400,000,000 |
Debt instrument maturity date | Mar. 21, 2021 |
Initial borrowing base amount | $ 225,000,000 |
Debt instrument redetermination date | May 1, 2018 |
Availability under the facility | $ 71,172,000 |
Commitment fee on unused portion of the borrowing base | 0.50% |
Letter of Credit | |
Line Of Credit Facility [Line Items] | |
Basis spread on variable rate | 0.125% |
Alternate Base Rate | |
Line Of Credit Facility [Line Items] | |
Additional interest rate on outstanding amounts in event of default | 2.00% |
Alternate Base Rate | Minimum | |
Line Of Credit Facility [Line Items] | |
Basis spread on variable rate | 2.00% |
Alternate Base Rate | Maximum | |
Line Of Credit Facility [Line Items] | |
Basis spread on variable rate | 3.00% |
Adjusted LIBO Rate | |
Line Of Credit Facility [Line Items] | |
One month interest period | 1 month |
Two month interest period | 2 months |
Three month interest period | 3 months |
Six month interest period | 6 months |
Outstanding borrowings, accruing weighted average interest rate | 4.78% |
Adjusted LIBO Rate | Minimum | |
Line Of Credit Facility [Line Items] | |
Basis spread on variable rate | 3.00% |
Adjusted LIBO Rate | Maximum | |
Line Of Credit Facility [Line Items] | |
Basis spread on variable rate | 4.00% |
Debt (Covenants) (Details)
Debt (Covenants) (Details) - New Credit Facility | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Line Of Credit Facility [Line Items] | |
Number of consecutive quarters | four |
Minimum | |
Line Of Credit Facility [Line Items] | |
Current Ratio covenant | 100.00% |
Asset coverage ratio covenant | 135.00% |
Liquidity requirement | $ 25,000,000 |
Maximum | |
Line Of Credit Facility [Line Items] | |
Ratio of debt to EBITDAX | 350.00% |
Debt (Write-off of Senior Note
Debt (Write-off of Senior Note Issuance Costs Discount and Premium) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Mar. 31, 2016 | Sep. 30, 2017 |
Debt Disclosure [Abstract] | |||
Write-off of Senior Note issuance costs, discount and premium | $ 16,970 | $ 16,970 | $ 0 |
Debt (Premiums, Discounts and D
Debt (Premiums, Discounts and Debt Issuance Costs) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Mar. 31, 2016 | Sep. 30, 2017 |
Debt Disclosure [Abstract] | |||
Non-cash expense for write-off of debt issuance costs on Senior Notes | $ 17,756 | ||
Non-cash expense for write-off of debt discount costs on Senior Notes | 4,014 | ||
Non-cash gain for write-off of debt premium on Senior Notes | (4,800) | ||
Total | $ 16,970 | $ 16,970 | $ 0 |
Debt (Capital Leases) (Details)
Debt (Capital Leases) (Details) - U.S. Bank National Association - Capital Lease Obligations - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2013 | |
Leases, Capital [Abstract] | ||
Proceeds from sale and leaseback of assets | $ 24,500 | |
Lease term | 84 months | |
Purchase option period | 72 months | |
Implicit interest rate | 3.80% | |
Minimum lease payments | $ 3,181 |
Derivative instruments - Summar
Derivative instruments - Summary of derivatives outstanding (Details) bbl in Thousands, MMBTU in Thousands | Sep. 30, 2017bblMMBTU$ / bbl$ / MMBTU |
Swaps | Derivative Maturing in 2017 | Crude Oil Derivative Contracts | |
Derivative [Line Items] | |
Volume | bbl | 883 |
Weighted average fixed price | 54.97 |
Swaps | Derivative Maturing in 2017 | Natural Gas Derivative Contracts | |
Derivative [Line Items] | |
Volume | MMBTU | 2,250 |
Weighted average fixed price | $ / MMBTU | 3.33 |
Swaps | Derivative Maturing in 2018 | Crude Oil Derivative Contracts | |
Derivative [Line Items] | |
Volume | bbl | 2,116 |
Weighted average fixed price | 54.92 |
Swaps | Derivative Maturing in 2018 | Natural Gas Derivative Contracts | |
Derivative [Line Items] | |
Volume | MMBTU | 5,861 |
Weighted average fixed price | $ / MMBTU | 3.03 |
Swaps | Derivative Maturing in 2019 | Crude Oil Derivative Contracts | |
Derivative [Line Items] | |
Volume | bbl | 1,312 |
Weighted average fixed price | 54.26 |
Swaps | Derivative Maturing in 2019 | Natural Gas Derivative Contracts | |
Derivative [Line Items] | |
Volume | MMBTU | 3,322 |
Weighted average fixed price | $ / MMBTU | 2.86 |
Swaps | Derivative Maturing in 2020 | Crude Oil Derivative Contracts | |
Derivative [Line Items] | |
Volume | bbl | 120 |
Weighted average fixed price | 50.50 |
Collars | Derivative Maturing in 2018 | Crude Oil Derivative Contracts | |
Derivative [Line Items] | |
Volume | bbl | 183 |
Weighted average fixed price per Bbl, purchased puts | 50 |
Weighted average fixed price per Bbl, sold calls | 60.50 |
Derivative Instruments (Derivat
Derivative Instruments (Derivative instruments recorded on the balance sheet at fair value) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Mar. 21, 2017 | Dec. 31, 2016 | |
Fair value of derivative instruments | ||||
Derivative assets, gross | $ 14,483 | |||
Derivative liabilities, gross | (363) | |||
Derivative assets (liabilities), net | 14,120 | |||
Netting adjustments | [1] | 363 | ||
Derivative Liability, Netting adjustments | [1] | (363) | ||
Current derivative assets, net | 8,130 | $ 19,058 | ||
Current derivative liabilities, net | 0 | |||
Current derivative assets (liabilities), net | 8,130 | |||
Long-term derivative assets, net | 5,990 | 14,295 | ||
Long-term derivative liabilities, net | 0 | |||
Long-term derivative assets (liabilities), net | 5,990 | |||
Predecessor | ||||
Fair value of derivative instruments | ||||
Derivative assets, gross | $ 184 | |||
Derivative liabilities, gross | (13,553) | |||
Derivative assets (liabilities), net | (13,369) | |||
Netting adjustments | [1] | 184 | ||
Derivative Liability, Netting adjustments | [1] | (184) | ||
Current derivative assets, net | 19,058 | 0 | ||
Current derivative liabilities, net | (7,525) | |||
Current derivative assets (liabilities), net | (7,525) | |||
Long-term derivative assets, net | $ 14,295 | 0 | ||
Long-term derivative liabilities, net | (5,844) | |||
Long-term derivative assets (liabilities), net | (5,844) | |||
Natural Gas Derivative Contracts | ||||
Fair value of derivative instruments | ||||
Derivative assets, gross | 789 | |||
Derivative liabilities, gross | (358) | |||
Derivative assets (liabilities), net | 431 | |||
Natural Gas Derivative Contracts | Predecessor | ||||
Fair value of derivative instruments | ||||
Derivative assets, gross | 184 | |||
Derivative liabilities, gross | (3,658) | |||
Derivative assets (liabilities), net | (3,474) | |||
Crude Oil Derivative Contracts | ||||
Fair value of derivative instruments | ||||
Derivative assets, gross | 13,694 | |||
Derivative liabilities, gross | (5) | |||
Derivative assets (liabilities), net | $ 13,689 | |||
Crude Oil Derivative Contracts | Predecessor | ||||
Fair value of derivative instruments | ||||
Derivative liabilities, gross | (9,895) | |||
Derivative assets (liabilities), net | $ (9,895) | |||
[1] | Amounts represent the impact of master netting agreements that allow us to net settle positive and negative positions with the same counterparty. Positive and negative positions with counterparties are netted only to the extent that they relate to the same current versus noncurrent classification on the balance sheet. |
Derivative Instruments (Deriv56
Derivative Instruments (Derivative (losses) gains in the consolidated statements of operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Sep. 30, 2017 | Mar. 21, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | |
Derivative Gains (Losses) [Line Items] | ||||
Change in fair value of commodity price derivatives | $ (22,236) | $ (19,232) | ||
Settlement gains on commodity price derivatives | 6,788 | 15,143 | ||
Total derivative (losses) gains | $ (15,448) | $ (4,089) | ||
Predecessor | ||||
Derivative Gains (Losses) [Line Items] | ||||
Change in fair value of commodity price derivatives | $ 46,721 | $ (163,238) | ||
Settlement gains on commodity price derivatives | 1,285 | 62,626 | ||
Settlement gains on early terminations of commodity price derivatives | 91,144 | |||
Total derivative (losses) gains | $ 48,006 | $ (9,468) |
Derivative instruments - Additi
Derivative instruments - Additional information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2017 | May 31, 2016 | |
Derivative [Line Items] | ||||
Receivable derivative settlements | $ 3,814 | |||
Predecessor | ||||
Derivative [Line Items] | ||||
Receivable derivative settlements | $ 119,303 | |||
Amount utilized to offset outstanding borrowings under credit facility | $ 103,560 | $ 103,560 |
Fair value measurements (Recurr
Fair value measurements (Recurring Fair Value Measurements) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | |
Fair Value Hierarchy for Financial Instruments Measured at Fair Value on a Recurring Basis | |||
Derivative assets, gross | $ 14,483 | ||
Derivative liabilities, gross | (363) | ||
Derivative assets (liabilities), net | 14,120 | ||
Derivative assets, amount offset | (363) | ||
Derivative liabilities, amounts offset | 363 | ||
Derivative assets, net | 14,120 | ||
Predecessor | |||
Fair Value Hierarchy for Financial Instruments Measured at Fair Value on a Recurring Basis | |||
Derivative assets, gross | $ 184 | ||
Derivative liabilities, gross | (13,553) | ||
Derivative assets (liabilities), net | (13,369) | ||
Derivative assets, amount offset | (184) | ||
Derivative liabilities, amounts offset | 184 | ||
Derivative liabilities, net | (13,369) | ||
Recurring Fair Value Measurements | |||
Fair Value Hierarchy for Financial Instruments Measured at Fair Value on a Recurring Basis | |||
Derivative assets (liabilities), net | 14,120 | ||
Derivative assets, amount offset | [1] | (363) | |
Derivative liabilities, amounts offset | [1] | 363 | |
Derivative assets amount offset (liabilities), net | [1] | 0 | |
Derivative assets, net | 14,120 | ||
Derivative liabilities, net | 0 | ||
Recurring Fair Value Measurements | Predecessor | |||
Fair Value Hierarchy for Financial Instruments Measured at Fair Value on a Recurring Basis | |||
Derivative assets (liabilities), net | (13,369) | ||
Derivative assets, amount offset | [1] | (184) | |
Derivative liabilities, amounts offset | [1] | 184 | |
Derivative assets amount offset (liabilities), net | [1] | 0 | |
Derivative assets, net | 0 | ||
Derivative liabilities, net | (13,369) | ||
Recurring Fair Value Measurements | Significant Other Observable Inputs (Level 2) | |||
Fair Value Hierarchy for Financial Instruments Measured at Fair Value on a Recurring Basis | |||
Derivative assets, gross | 14,027 | ||
Derivative liabilities, gross | (363) | ||
Derivative assets (liabilities), net | 13,664 | ||
Recurring Fair Value Measurements | Significant Other Observable Inputs (Level 2) | Predecessor | |||
Fair Value Hierarchy for Financial Instruments Measured at Fair Value on a Recurring Basis | |||
Derivative assets, gross | 184 | ||
Derivative liabilities, gross | (13,455) | ||
Derivative assets (liabilities), net | (13,271) | ||
Recurring Fair Value Measurements | Significant Unobservable Inputs (Level 3) | |||
Fair Value Hierarchy for Financial Instruments Measured at Fair Value on a Recurring Basis | |||
Derivative assets, gross | 456 | ||
Derivative liabilities, gross | 0 | ||
Derivative assets (liabilities), net | $ 456 | ||
Recurring Fair Value Measurements | Significant Unobservable Inputs (Level 3) | Predecessor | |||
Fair Value Hierarchy for Financial Instruments Measured at Fair Value on a Recurring Basis | |||
Derivative assets, gross | 0 | ||
Derivative liabilities, gross | (98) | ||
Derivative assets (liabilities), net | $ (98) | ||
[1] | Amounts represent the impact of master netting agreements that allow us to net settle positive and negative positions with the same counterparty. Positive and negative positions with counterparties are netted on the balance sheet only to the extent that they relate to the same current versus noncurrent classification. |
Fair value measurements (Level
Fair value measurements (Level 3 Rollforward) (Details) - Recurring Fair Value Measurements - Significant Unobservable Inputs (Level 3) - Derivative - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended |
Mar. 21, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | |
Level 3 Rollforward | |||
Beginning balance | $ 715 | ||
Realized and unrealized (losses) gains included in derivative (losses) gains | (259) | ||
Settlements received | 0 | ||
Ending balance | $ 715 | 456 | |
(Losses) gains relating to instruments still held at the reporting date included in derivative (losses) gains for the period | (259) | ||
Predecessor | |||
Level 3 Rollforward | |||
Beginning balance | (98) | $ 715 | $ 123,068 |
Realized and unrealized (losses) gains included in derivative (losses) gains | 813 | (9,216) | |
Settlements received | 0 | (113,852) | |
Ending balance | 715 | 0 | |
(Losses) gains relating to instruments still held at the reporting date included in derivative (losses) gains for the period | $ 813 | $ 0 |
Fair value measurements (Nonrec
Fair value measurements (Nonrecurring Fair Value Measurements) (Details) - Significant Unobservable Inputs (Level 3) - Nonrecurring Fair Value Measurements | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Nonrecurring Fair Value Measurements | ||
Annual inflation rate | 2.30% | 2.42% |
Credit-adjusted risk-free interest rate | 20.00% | |
Minimum | ||
Nonrecurring Fair Value Measurements | ||
Credit-adjusted risk-free interest rate | 5.13% | |
Maximum | ||
Nonrecurring Fair Value Measurements | ||
Credit-adjusted risk-free interest rate | 7.63% |
Fair value measurements (Fair V
Fair value measurements (Fair Value of Other Financial Instruments) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | |
New Term Loan | |||
Fair Value of Other Financial Instruments | |||
New Credit Facility | $ 148,541 | ||
New Revolver | |||
Fair Value of Other Financial Instruments | |||
New Credit Facility | 153,000 | ||
Significant Other Observable Inputs (Level 2) | Carrying Value | New Term Loan | |||
Fair Value of Other Financial Instruments | |||
New Credit Facility | [1] | 149,192 | |
Significant Other Observable Inputs (Level 2) | Carrying Value | New Revolver | |||
Fair Value of Other Financial Instruments | |||
New Credit Facility | [1] | 153,000 | |
Significant Other Observable Inputs (Level 2) | Estimated Fair Value | New Term Loan | |||
Fair Value of Other Financial Instruments | |||
New Credit Facility | 149,192 | ||
Significant Other Observable Inputs (Level 2) | Estimated Fair Value | New Revolver | |||
Fair Value of Other Financial Instruments | |||
New Credit Facility | 153,000 | ||
Significant Other Observable Inputs (Level 2) | 9.875% Senior Notes due 2020 | Carrying Value | Predecessor | |||
Fair Value of Other Financial Instruments | |||
Senior Notes | [1] | $ 298,000 | |
Significant Other Observable Inputs (Level 2) | 9.875% Senior Notes due 2020 | Estimated Fair Value | Predecessor | |||
Fair Value of Other Financial Instruments | |||
Senior Notes | 268,200 | ||
Significant Other Observable Inputs (Level 2) | 8.25% Senior Notes due 2021 | Carrying Value | Predecessor | |||
Fair Value of Other Financial Instruments | |||
Senior Notes | [1] | 384,045 | |
Significant Other Observable Inputs (Level 2) | 8.25% Senior Notes due 2021 | Estimated Fair Value | Predecessor | |||
Fair Value of Other Financial Instruments | |||
Senior Notes | 344,680 | ||
Significant Other Observable Inputs (Level 2) | 7.625% Senior Notes due 2022 | Carrying Value | Predecessor | |||
Fair Value of Other Financial Instruments | |||
Senior Notes | [1] | 525,910 | |
Significant Other Observable Inputs (Level 2) | 7.625% Senior Notes due 2022 | Estimated Fair Value | Predecessor | |||
Fair Value of Other Financial Instruments | |||
Senior Notes | 470,689 | ||
Significant Other Observable Inputs (Level 2) | Secured Debt | Carrying Value | |||
Fair Value of Other Financial Instruments | |||
Other secured debt | [1] | 9,338 | |
Significant Other Observable Inputs (Level 2) | Secured Debt | Carrying Value | Predecessor | |||
Fair Value of Other Financial Instruments | |||
Other secured debt | [1] | 10,029 | |
Significant Other Observable Inputs (Level 2) | Secured Debt | Estimated Fair Value | |||
Fair Value of Other Financial Instruments | |||
Other secured debt | $ 9,338 | ||
Significant Other Observable Inputs (Level 2) | Secured Debt | Estimated Fair Value | Predecessor | |||
Fair Value of Other Financial Instruments | |||
Other secured debt | $ 10,029 | ||
[1] | The carrying value excludes deductions for debt issuance costs and discounts. |
Fair value measurements (Counte
Fair value measurements (Counterparty Credit Risk) (Details) $ in Thousands | Sep. 30, 2017USD ($)financial_institutions |
Counterparty Credit Risk | |
Derivative liabilities subject to acceleration | $ | $ 363 |
Concentration of Counterparty Credit Risk | |
Counterparty Credit Risk | |
Derivative contracts, number of counterparties | financial_institutions | 4 |
Fair value measurements (Deriva
Fair value measurements (Derivatives Offset in the Consolidated Balance Sheets) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | |
Offsetting Assets [Line Items] | |||
Derivative assets, gross | $ 14,483 | ||
Derivative assets, amount offset | (363) | ||
Derivative assets | 14,120 | ||
Derivative assets, not offset | [1] | 0 | |
Credit facility balance available to offset net derivative assets | (14,120) | ||
Derivative asset, net | 0 | ||
Derivative liabilities, gross | (363) | ||
Derivative liabilities, amounts offset | 363 | ||
Derivative liabilities, not offset | [1] | 0 | |
Credit facility balance available to offset net derivative liabilities | 0 | ||
Derivative Asset (Liability), Fair Value, Gross Asset | 14,120 | ||
Derivative Asset (Liability), Fair Value, Gross Liability | 0 | ||
Derivative Asset (Liability), Net | 14,120 | ||
Derivative liability asset not offset | [1] | $ 0 | |
Predecessor | |||
Offsetting Assets [Line Items] | |||
Derivative assets, gross | $ 184 | ||
Derivative assets, amount offset | (184) | ||
Derivative assets, not offset | [1] | 0 | |
Credit facility balance available to offset net derivative assets | 0 | ||
Derivative asset, net | 0 | ||
Derivative liabilities, gross | (13,553) | ||
Derivative liabilities, amounts offset | 184 | ||
Derivative liabilities | (13,369) | ||
Derivative liabilities, not offset | [1] | 0 | |
Credit facility balance available to offset net derivative liabilities | 0 | ||
Derivative liability, net | (13,369) | ||
Derivative Asset (Liability), Fair Value, Gross Asset | (13,369) | ||
Derivative Asset (Liability), Fair Value, Gross Liability | 0 | ||
Derivative Asset (Liability), Net | (13,369) | ||
Derivative liability asset not offset | [1] | 0 | |
Derivative asset (liability), net | $ (13,369) | ||
[1] | Since positive and negative positions with a counterparty are netted on the balance sheet only to the extent that they relate to the same current versus noncurrent classification, these represent remaining amounts that could have been offset under our master netting agreements. |
Asset retirement obligations (D
Asset retirement obligations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Mar. 21, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||
Liability for asset retirement obligations, Beginning balance | $ 70,476 | ||
Liabilities incurred in current period | 2,038 | ||
Liabilities settled and disposed in current period | (6,649) | ||
Revisions in estimated cash flows | 708 | ||
Accretion expense | 2,152 | ||
Liability for asset retirement obligations, Ending balance | $ 70,476 | 68,725 | |
Fair value fresh-start adjustment | (2,757) | ||
Less current portion included in accounts payable and accrued liabilities | 8,111 | ||
Asset retirement obligations | 64,216 | 60,614 | |
Predecessor | |||
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||
Liability for asset retirement obligations, Beginning balance | 72,137 | $ 73,233 | |
Liabilities incurred in current period | 535 | ||
Liabilities settled and disposed in current period | (869) | ||
Revisions in estimated cash flows | 181 | ||
Accretion expense | 1,249 | ||
Liability for asset retirement obligations, Ending balance | 73,233 | ||
Asset retirement obligations | $ 66,973 | $ 65,456 |
Deferred compensation (Restrict
Deferred compensation (Restricted Stock Unit Plan) (Details) - $ / shares | Sep. 30, 2017 | Jan. 01, 2017 |
Stock-Based Compensation [Line Items] | ||
Estimated fair value per share at end of period ($ per share) | $ 23.25 | |
Restricted Stock Unit Plan | Restricted Stock Units (RSU) | Predecessor | ||
Stock-Based Compensation [Line Items] | ||
Unvested and outstanding restricted stock units | 98,596 | |
Weighted average grant date fair value of per unit of unvested and outstanding restricted stock units | $ 7.18 | |
Estimated fair value per share at end of period ($ per share) | $ 0 |
Deferred compensation (Cash Inc
Deferred compensation (Cash Incentive Plan) (Details) - The 2015 Cash LTIP - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Mar. 21, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | |
Deferred Compensation Arrangement With Individual Excluding Share Based Payments And Postretirement Benefits [Line Items] | ||||||
Deferred Compensation Arrangement with Individual, Requisite Service Period | 4 years | |||||
2015 Cash LTIP expense (net of amounts capitalized) | $ 493 | $ 1,100 | ||||
2015 Cash LTIP payments | 1,285 | 1,285 | ||||
Additional amount awarded | 5,637 | 5,637 | $ 5,637 | |||
Outstanding liability accrued | $ 1,224 | $ 1,224 | $ 1,224 | |||
Predecessor | ||||||
Deferred Compensation Arrangement With Individual Excluding Share Based Payments And Postretirement Benefits [Line Items] | ||||||
2015 Cash LTIP expense (net of amounts capitalized) | $ 5 | $ 201 | $ 586 | |||
2015 Cash LTIP payments | $ 42 | $ 624 | $ 666 |
Deferred compensation (2010 Equ
Deferred compensation (2010 Equity Incentive Plan) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended |
Mar. 21, 2017 | Sep. 30, 2017 | |
Stock-Based Compensation [Line Items] | ||
Estimated fair value per share at end of period ($ per share) | $ 23.25 | |
Predecessor | Restricted Stock | 2010 Equity Incentive Plan | Common Class A | ||
Stock-Based Compensation [Line Items] | ||
Shares reserved for issuance under the 2010 Plan | 86,301 | |
Predecessor | Restricted Stock | 2010 Equity Incentive Plan | Common Class A | Service Vesting Conditions | ||
Stock-Based Compensation [Line Items] | ||
Estimated fair value per share at end of period ($ per share) | $ 0 | |
Weighted average grant date fair value | ||
Unvested and outstanding at beginning of period ($ per share) | 790.91 | $ 790.91 |
Granted ($ per share) | 0 | |
Vested ($ per share) | 812.91 | |
Forfeited ($ per share) | 785.70 | |
Cancelled ($ per share) | $ 775.66 | |
Shares | ||
Unvested and outstanding at beginning of period (in shares) | 6,667 | 6,667 |
Granted (in shares) | 0 | |
Vested (in shares) | (2,602) | |
Forfeited (in shares) | (468) | |
Cancelled (in shares) | (3,597) | |
Vest date fair value | ||
Vest date fair value | $ 0 | |
Predecessor | Restricted Stock | 2010 Equity Incentive Plan | Common Class A | Performance Vested | ||
Weighted average grant date fair value | ||
Unvested and outstanding at beginning of period ($ per share) | $ 277.33 | $ 277.33 |
Granted ($ per share) | 0 | |
Vested ($ per share) | 0 | |
Forfeited ($ per share) | 195.75 | |
Cancelled ($ per share) | $ 281.26 | |
Shares | ||
Unvested and outstanding at beginning of period (in shares) | 21,475 | 21,475 |
Granted (in shares) | 0 | |
Vested (in shares) | 0 | |
Forfeited (in shares) | (986) | |
Cancelled (in shares) | (20,489) |
Deferred compensation (2017 Man
Deferred compensation (2017 Management Incentive Plan) (Details) | Mar. 21, 2017$ / sharesshares | Aug. 31, 2017USD ($)Trancheshares | Sep. 30, 2017$ / sharesshares | Sep. 30, 2017$ / sharesshares | Aug. 09, 2017$ / sharesshares | |
Common Class A | ||||||
Stock-Based Compensation [Line Items] | ||||||
Stock par value | $ / shares | $ 0.01 | $ 0.01 | ||||
2017 Management Incentive Plan | ||||||
Shares | ||||||
Awards vested | 0 | |||||
Repurchases of vested shares | 0 | |||||
2017 Management Incentive Plan | Time Shares | ||||||
Stock-Based Compensation [Line Items] | ||||||
Award vesting period (in years) | 3 years | |||||
Award vesting period beginning date | Apr. 1, 2018 | |||||
2017 Management Incentive Plan | Performance Shares | ||||||
Stock-Based Compensation [Line Items] | ||||||
Award vesting period (in years) | 3 years | |||||
Award vesting period beginning date | Dec. 31, 2017 | |||||
Number of tranches | Tranche | 3 | |||||
Shares based awards expense recognized | $ | $ 0 | |||||
2017 Management Incentive Plan | Employees and Board of Directors | ||||||
Stock-Based Compensation [Line Items] | ||||||
Granted (in shares) | 1,796,943 | |||||
2017 Management Incentive Plan | Employees | Time Shares | ||||||
Stock-Based Compensation [Line Items] | ||||||
Percentage of comprised shares for granted award | 75.00% | |||||
2017 Management Incentive Plan | Employees | Performance Shares | ||||||
Stock-Based Compensation [Line Items] | ||||||
Percentage of comprised shares for granted award | 25.00% | |||||
2017 Management Incentive Plan | Common Class A | ||||||
Stock-Based Compensation [Line Items] | ||||||
Stock par value | $ / shares | $ 0.01 | |||||
Shares issued or reserved for issuance | 3,388,832 | |||||
2017 Management Incentive Plan | Common Class A | Time Shares | ||||||
Stock-Based Compensation [Line Items] | ||||||
Granted (in shares) | [1] | 1,376,481 | ||||
Weighted average grant date fair value | ||||||
Unvested and outstanding at beginning of period ($ per share) | $ / shares | $ 0 | |||||
Granted ($ per share) | $ / shares | [1] | 20.05 | ||||
Unvested and outstanding at end of period ($ per share) | $ / shares | $ 0 | $ 20.05 | $ 20.05 | |||
Shares | ||||||
Unvested and outstanding at beginning of period (in shares) | 0 | |||||
Unvested and outstanding at end of period (in shares) | 0 | 1,376,481 | 1,376,481 | |||
2017 Management Incentive Plan | Common Class A | Performance Shares | ||||||
Stock-Based Compensation [Line Items] | ||||||
Granted (in shares) | [1] | 420,462 | ||||
Weighted average grant date fair value | ||||||
Unvested and outstanding at beginning of period ($ per share) | $ / shares | $ 0 | |||||
Granted ($ per share) | $ / shares | [1] | 20.05 | ||||
Unvested and outstanding at end of period ($ per share) | $ / shares | $ 0 | $ 20.05 | $ 20.05 | |||
Shares | ||||||
Unvested and outstanding at beginning of period (in shares) | 0 | |||||
Unvested and outstanding at end of period (in shares) | 0 | 420,462 | 420,462 | |||
Common Stock | 2017 Management Incentive Plan | ||||||
Stock-Based Compensation [Line Items] | ||||||
Percentage of shares authorized for issuance | 7.00% | |||||
[1] | Includes 280,308 Performance Shares attributable to 2018 and 2019 performance conditions and 70,077 Performance Shares attributable to 2017 conditions where determination of accomplishment is discretionary. Under accounting guidance, a grant date has not been established for all these awards. |
Deferred compensation (2017 M69
Deferred compensation (2017 Management Incentive Plan) (Parenthetical) (Details) - Performance Shares - 2017 Management Incentive Plan | Sep. 30, 2017shares |
2018 and 2019 Performance Conditions | |
Stock-Based Compensation [Line Items] | |
Unvested and outstanding restricted stock awards | 280,308 |
2017 Conditions | |
Stock-Based Compensation [Line Items] | |
Unvested and outstanding restricted stock awards | 70,077 |
Deferred compensation (Stock-ba
Deferred compensation (Stock-based compensation cost) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Sep. 30, 2017 | Mar. 21, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Stock-Based Compensation [Line Items] | |||||||
Stock-based compensation cost (credit) | $ 3,577 | $ 3,577 | |||||
Less: stock-based compensation cost capitalized | (801) | (801) | |||||
Stock-based compensation expense (credit) | $ 2,776 | $ 2,776 | |||||
Market price per share of common stock | $ 23.25 | $ 23.25 | $ 23.25 | ||||
Aggregate intrinsic value of unvested restricted shares outstanding | $ 41,779 | $ 41,779 | $ 41,779 | ||||
Stock-based compensation costs included in accrued payroll and benefits payable | 0 | 0 | 0 | $ 0 | |||
Unrecognized stock-based compensation cost | $ 25,805 | $ 25,805 | $ 25,805 | ||||
Weighted-average period for unrecognized compensation cost to be recognized | 1 year 6 months | ||||||
Predecessor | |||||||
Stock-Based Compensation [Line Items] | |||||||
Stock-based compensation cost (credit) | $ 194 | $ (5,705) | $ (6,220) | ||||
Less: stock-based compensation cost capitalized | (39) | 1,167 | 965 | ||||
Stock-based compensation expense (credit) | $ 155 | $ (4,538) | (5,255) | ||||
Payments for stock-based compensation | $ 49 |
Commitments and Contingencies -
Commitments and Contingencies - Additional information (Details) $ in Thousands | Oct. 13, 2017plaintiffDefendant | Apr. 20, 2017USD ($) | Jan. 17, 2017 | Aug. 15, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) |
Loss Contingency Information About Litigation Matters [Abstract] | ||||||||
Interest paid | $ 13,196 | |||||||
Naylor Farms Case | ||||||||
Loss Contingency Information About Litigation Matters [Abstract] | ||||||||
Minimum percentage of plaintiff in modified class | 60.00% | |||||||
Naylor Farms Case | Pending Litigation | Minimum | ||||||||
Loss Contingency Information About Litigation Matters [Abstract] | ||||||||
Damages sought | $ 5,000 | |||||||
Naylor Farms Case Putative Class Action | Pending Litigation | Minimum | ||||||||
Loss Contingency Information About Litigation Matters [Abstract] | ||||||||
Damages sought | $ 150,000 | |||||||
Naylor Farms Case Actual and Putative Action | Pending Litigation | Minimum | ||||||||
Loss Contingency Information About Litigation Matters [Abstract] | ||||||||
Damages sought | $ 90,000 | |||||||
West Case Putative Class Action | Pending Litigation | Minimum | ||||||||
Loss Contingency Information About Litigation Matters [Abstract] | ||||||||
Damages sought | 75,000 | |||||||
James Butler et al. v. Berexco, L.L.C. | Subsequent Event | ||||||||
Loss Contingency Information About Litigation Matters [Abstract] | ||||||||
Number of individual plaintiffs | plaintiff | 52 | |||||||
Number of named defendants including parent | Defendant | 26 | |||||||
Number of unnamed defendants | Defendant | 25 | |||||||
Letter of Credit | ||||||||
Loss Contingency Information About Litigation Matters [Abstract] | ||||||||
Letters of credit outstanding | $ 828 | 828 | $ 828 | |||||
Interest paid | 0 | $ 0 | ||||||
Proceeds from Letters | $ 0 | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional information (Details) - Perdure Petroleum Limited Liability Company - Subsequent Event - USD ($) $ in Thousands | Oct. 31, 2017 | Oct. 13, 2017 |
Subsequent Event [Line Items] | ||
Consideration for sale of oil recovery assets | $ 170,000 | |
Performance deposit received | $ 11,900 |