Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 02, 2016 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Erin Energy Corp. | |
Entity Central Index Key | 1,402,281 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 212,284,732 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 698 | $ 8,363 |
Restricted cash | 540 | 8,661 |
Accounts receivable - trade | 0 | 1,029 |
Accounts receivable - partners | 570 | 287 |
Accounts receivable - related party | 1,635 | 1,186 |
Accounts receivable - other | 25 | 28 |
Crude oil inventory | 5,222 | 4,789 |
Prepaids and other current assets | 5,214 | 684 |
Total current assets | 13,904 | 25,027 |
Property, plant and equipment: | ||
Oil and gas properties (successful efforts method of accounting), net | 344,459 | 348,331 |
Other property, plant and equipment, net | 1,165 | 1,174 |
Total property, plant and equipment, net | 345,624 | 349,505 |
Other non-current assets | 76 | 67 |
Total assets | 359,604 | 374,599 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 228,122 | 213,120 |
Accounts payable and accrued liabilities - related party | 33,293 | 30,133 |
Accounts payable - partners | 33 | 0 |
Current portion of long-term debt | 90,782 | 96,558 |
Total current liabilities | 352,230 | 339,811 |
Long-term notes payable - related party | 123,702 | 120,006 |
Asset retirement obligations | 21,061 | 20,609 |
Total liabilities | $ 496,993 | $ 480,426 |
Commitments and contingencies (Note 10) | ||
Capital deficiency: | ||
Preferred stock $0.001 par value - 50,000,000 shares authorized; none issued and outstanding as of March 31, 2016 and December 31, 2015, respectively | $ 0 | $ 0 |
Common stock $0.001 par value - 416,666,667 shares authorized; 212,284,732 and 211,615,773 shares issued as of March 31, 2016 and December 31, 2015, respectively | 212 | 212 |
Additional paid-in capital | 790,648 | 789,615 |
Accumulated deficit | (928,862) | (896,451) |
Treasury stock at cost, 83,113 and -0- shares as of March 31, 2016 and December 31, 2015, respectively | (189) | 0 |
Total deficit - Erin Energy Corporation | (138,191) | (106,624) |
Non-controlling interests | 802 | 797 |
Total capital deficiency | (137,389) | (105,827) |
Total liabilities and capital deficiency | $ 359,604 | $ 374,599 |
CONSOLIDATED BALANCE SHEETS (U3
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized shares | 50,000,000 | 50,000,000 |
Preferred stock, issued shares | 0 | 0 |
Preferred stock, outstanding shares | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized shares | 416,666,667 | 416,666,667 |
Common stock, outstanding shares | 212,284,732 | 211,615,773 |
Treasury stock, shares | 83,113 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues: | ||
Crude oil sales, net of royalties | $ 4,929 | $ 0 |
Operating costs and expenses: | ||
Production costs | 22,564 | 21,315 |
Crude oil inventory (increase) decrease | (831) | 13 |
Exploratory expenses | 2,062 | 6,515 |
Depreciation, depletion and amortization | 4,812 | 120 |
Accretion of asset retirement obligations | 452 | 577 |
Loss on settlement of asset retirement obligations | 205 | 0 |
General and administrative expenses | 3,958 | 3,491 |
Total operating costs and expenses | 33,222 | 32,031 |
Operating loss | (28,293) | (32,031) |
Other income (expense): | ||
Currency transaction gain | 863 | 1,436 |
Interest expense | (5,425) | (2,611) |
Total other income (expense) | (4,562) | (1,175) |
Loss before income taxes | (32,855) | (33,206) |
Income tax expense | 0 | 0 |
Net loss before non-controlling interest | (32,855) | (33,206) |
Net loss attributable to non-controlling interest | 444 | 147 |
Net loss attributable to Erin Energy Corporation | $ (32,411) | $ (33,059) |
Net loss per common share: | ||
Basic (dollars per share) | $ (0.15) | $ (0.16) |
Diluted (dollars per share) | $ (0.15) | $ (0.16) |
Weighted average common shares outstanding: | ||
Basic (in shares) | 211,844 | 210,470 |
Diluted (in shares) | 211,844 | 210,470 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY (Unaudited) - 3 months ended Mar. 31, 2016 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Treasury Stock | Non-controlling Interest |
Balance at December 31, 2015 at Dec. 31, 2015 | $ (105,827) | $ 212 | $ 789,615 | $ (896,451) | $ 0 | $ 797 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Common stock issued | 145 | 0 | 145 | |||
Stock-based compensation | 888 | 888 | ||||
Transfer to treasury upon vesting of restricted stock | (189) | (189) | ||||
Non-controlling interest | 449 | 449 | ||||
Net loss | (32,855) | (32,411) | (444) | |||
Balance at March 31, 2016 at Mar. 31, 2016 | $ (137,389) | $ 212 | $ 790,648 | $ (928,862) | $ (189) | $ 802 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities | ||
Net loss | $ (32,855) | $ (33,206) |
Adjustments to reconcile net loss to cash used in operating activities: | ||
Depreciation, depletion and amortization | 4,812 | 120 |
Accretion of asset retirement obligations | 452 | 577 |
Amortization of debt discount and debt issuance costs | 878 | 267 |
Foreign currency transaction gain | (863) | (1,436) |
Share-based compensation | 888 | 1,320 |
Payments to settle asset retirement obligations | 0 | (6,282) |
Change in operating assets and liabilities: | ||
Decrease in accounts receivable | 782 | 894 |
Decrease (increase) in crude oil inventory | (831) | 13 |
Increase in prepaids and other current assets | (4,539) | (1,012) |
Increase in accounts payable and accrued liabilities | 21,123 | 22,157 |
Net cash used in operating activities | (10,153) | (16,588) |
Cash flows from investing activities | ||
Capital expenditures | (3,554) | (35,300) |
Net cash used in investing activities | (3,554) | (35,300) |
Cash flows from financing activities | ||
Proceeds from exercise of stock options and warrants | 145 | 0 |
Payments for treasury stock arising from withholding taxes upon restricted stock vesting | (189) | 0 |
Repayments of term loan facility | (5,981) | 0 |
Proceeds from notes payable - related party, net | 3,000 | 33,815 |
Funds released from restricted cash | 8,121 | 0 |
Funding from non-controlling interest | 0 | 374 |
Net cash provided by financing activities | 5,096 | 34,189 |
Effect of exchange rate changes on cash and cash equivalents | 946 | 297 |
Net decrease in cash and cash equivalents | (7,665) | (17,402) |
Cash and cash equivalents at beginning of period | 8,363 | 25,143 |
Cash and cash equivalents at end of period | 698 | 7,741 |
Cash paid for: | ||
Interest, net | 5,280 | 2,093 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Issuance of common shares for settlement of liabilities | 0 | 125 |
Discount on notes payable pursuant to issuance of warrants | $ 0 | $ 2,067 |
Company Description
Company Description | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Company Description | Company Description Erin Energy Corporation (NYSE MKT: ERN; JSE: ERN) is an independent oil and gas exploration and production company engaged in the acquisition and development of energy resources in Africa. The Company’s asset portfolio consists of nine licenses across four countries covering an area of approximately 40,000 square kilometers (approximately 10 million acres). The Company owns producing properties and conducts exploration activities offshore Nigeria, conducts exploration activities offshore Ghana and The Gambia, and both onshore and offshore Kenya. The Company is headquartered in Houston, Texas and has offices in Lagos, Nigeria, Nairobi, Kenya, Banjul, The Gambia, Accra, Ghana and Johannesburg, South Africa. The Company’s operating subsidiaries include Erin Petroleum Nigeria Limited (“EPNL”), CAMAC Energy Kenya Limited, Erin Energy Gambia Ltd., and Erin Energy Ghana Limited. The terms “we,” “us,” “our,” “the Company,” and “our Company” refer to Erin Energy Corporation and its subsidiaries. The Company also conducts certain business transactions with its majority shareholder, CAMAC Energy Holdings Limited (“CEHL”), and its affiliates, which include Allied Energy Plc. (“Allied”). See Note 9 - Related Party Transactions for further information. The Company’s Executive Chairman of the Board of Directors and Chief Executive Officer, Dr. Kase L. Lawal, is a director of each of the above listed related parties. He indirectly owns 27.7% of CEHL, which is the majority shareholder of the Company. As a result, he may be deemed to have an indirect material interest in transactions contemplated with any of the above companies and their affiliates. |
Basis of Presentation and Recen
Basis of Presentation and Recently Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Recently Issued Accounting Standards | Basis of Presentation and Recently Issued Accounting Standards The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly owned and majority-owned direct and indirect subsidiaries, and have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). All significant intercompany transactions and balances have been eliminated in consolidation. The unaudited consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the consolidated financial position and results of operations for the indicated periods. All such adjustments are of a normal recurring nature. This Form 10-Q should be read in conjunction with our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2015 , filed with the SEC on March 24, 2016. Use of Estimates The preparation of the Company's consolidated financial statements in conformity with U.S. GAAP requires management to make estimates based on certain assumptions. Estimates affect the reported amounts of assets and liabilities, disclosure of contingent liabilities, and the reported amounts of revenues and expenses attributable to the reporting periods. Accordingly, accounting estimates in conformity with U.S. GAAP require the exercise of judgment. These estimates and assumptions used in the preparation of the Company’s consolidated financial statements are based on information available as of the date of the consolidated financial statements, and while management believes that the estimates and assumptions are appropriate, actual results could differ from management's estimates. Estimates that may have a significant effect on the Company’s financial position and results from operations include share-based compensation assumptions, oil and natural gas reserve quantities, depletion and amortization relating to oil and natural gas properties, asset retirement obligation assumptions, and income taxes. The accounting estimates used in the preparation of the Company's consolidated financial statements may change as new events occur, more experience is acquired, additional information is obtained and our operating environment changes. Capitalized Interest The Company capitalizes interest costs for qualifying oil and gas properties. The capitalization period begins when expenditures are incurred on qualified properties, activities begin which are necessary to prepare the property for production, and interest costs have been incurred. The capitalization period continues as long as these events occur. Capitalized interest is added to the cost of the underlying assets and is depleted using the unit-of-production method in the same manner as the underlying assets. During the three months ended March 31, 2016 and 2015 , the Company capitalized nil and $1.3 million , respectively, in interest cost as additions to property, plant and equipment related to the Oyo field redevelopment campaign. Treasury Stock Treasury stock is reported at cost and is included in the accompanying consolidated balance sheets. Pursuant to the Company’s withholding tax policy with respect to vested restricted stock awards, the Company may withhold, on a cashless basis, a number of shares needed to settle statutory withholding tax requirements. During the three months ended March 31, 2016 , 83,113 shares were withheld for taxes at a total cost of $0.2 million . The Company had no treasury stock withheld for taxes during the three months ended March 31, 2015 . The following table sets forth certain information with respect to the withholding and related repurchases of our common stock during the quarter ended March 31, 2016 . Total Number of Average Price January 1 - January 31, 2016 3,643 $ 4.02 February 1 - February 29, 2016 62,152 2.16 March 1 - March 31, 2016 17,318 2.31 Total 83,113 $ 2.28 (1) All shares repurchased were surrendered by employees to settle tax withholding obligations upon the vesting of restricted stock awards. Net Earnings (Loss) Per Common Share Basic net earnings or loss per common share is computed by dividing net earnings or loss by the weighted average number of shares of common stock outstanding at the end of the reporting period. Diluted net earnings or loss per share is computed by dividing net earnings or loss by the fully dilutive common stock equivalent, which consists of shares outstanding, augmented by potentially dilutive shares issuable upon the exercise of the Company's stock options and non-vested restricted stock awards, calculated using the treasury stock method. The table below sets forth the number of stock options, and non-vested restricted stock that were excluded from dilutive shares outstanding during the three months ended March 31, 2016 and 2015 , as these securities are anti-dilutive because the Company was in a loss position during each period. Three Months Ended March 31, ( In thousands ) 2016 2015 Stock options 328 425 Unvested restricted stock awards 1,546 1,301 1,874 1,726 Upon the occurrence of certain events, the Company is also contingently liable to make additional payments to Allied, under the Transfer Agreement, up to an additional amount totaling $50.0 million in cash, or the equivalent in shares of the Company’s common stock, at Allied’s option. See Note 10 - Commitments and Contingencies for further information. Fair Value Measurements Fair value is defined as the amount at which an asset (or liability) could be bought (or incurred) or sold (or settled) in an orderly transaction between market participants at the measurement date. The established framework for measuring fair value establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and includes certain disclosure requirements. Fair value estimates are based on either (i) actual market data or (ii) assumptions that other market participants would use in pricing an asset or liability, including estimates of risk. There are three levels of valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy categorizes assets and liabilities measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. The three levels are defined as follows: Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. The Company considers active markets as those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an on-going basis. Level 2 - Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. Substantially all of these inputs are observable in the marketplace throughout the term, can be derived from observable data, or supported by observable levels at which transactions are executed in the marketplace. Level 3 - Inputs that are unobservable and significant to the fair value measurement (including the Company’s own assumptions in determining fair value). The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Fair Value of Financial Instruments The carrying amounts of the Company’s financial instruments, which include cash and cash equivalents, restricted cash, accounts receivable, inventory, deposits, accounts payable and accrued liabilities, and debt at floating interest rates, approximate their fair values at March 31, 2016 and December 31, 2015 , respectively, principally due to the short-term nature, maturities or nature of interest rates of the above listed items. Reclassification Certain reclassifications have been made to the 2015 consolidated financial statements to conform to the 2016 presentation. These reclassifications were not material to the accompanying consolidated financial statements. Recently Issued Accounting Standards In February 2016, the FASB issued ASU No. 2016-2, Leases (Topic 842) . ASU 2016-2 is aimed at making leasing activities more transparent and comparable, and requires substantially all leases be recognized by lessees on their balance sheet as a right-of-use asset and corresponding lease liability, including leases currently accounted for as operating leases. ASU 2016-2 is effective for the Company in the fiscal year beginning after December 15, 2018, and interim periods within those fiscal years with early adoption permitted. The Company is still evaluating the impact of the adoption of this standard on its financial statements. In March 2016, the FASB issued ASU No. 2016-07, Investments-Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting. ASU No. 2016-07 eliminates the requirement to retroactively adopt the equity method of accounting. ASU No. 2016-07 is effective for interim and annual periods beginning after December 15, 2016, and the Company will adopt this standards update, as required, beginning with the first quarter of 2017. The adoption of this standards update is not expected to have a material impact on the Company’s consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Consideration (Reporting Revenue Gross versus Net). ASU No. 2015-08 requires that an entity should recognize revenue to depict 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. ASU No. 2016-08 is effective for interim and annual periods beginning after December 15, 2017, and the Company will adopt this standards update, as required, beginning with the first quarter of 2018. The adoption of this standards update is not expected to have a material impact on the Company’s consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The areas of simplification in ASU NO. 2016-09 involve several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU No. 2016-09 is effective for interim and annual periods beginning after December 15, 2016, and the Company will adopt this standards update, as required, beginning with the first quarter of 2017. The adoption of this standards update is not expected to have a material impact on the Company’s consolidated financial statements. Adoption of Previously Issued ASUs In April 2015, the FASB issued ASU 2015-03, " Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs ("ASU 2015-03"), which requires that debt issuance costs be presented as a direct deduction from the carrying amount of the related debt liability, consistent with the presentation of debt discounts. Prior to the issuance of ASU 2015-03, the Company recorded and presented debt issuance costs as part of prepaids and other current assets, separate from the related debt liability. ASU 2015-03 does not change the recognition and measurement requirement for debt issuance costs. The adoption of ASU 2015-03 resulted in the reclassification of approximately $1.6 million unamortized debt issuance costs related to the Company's Term Loan Facility (see Note 8 - Debt) from prepaids and other current assets to current portion of long-term debt within its consolidated balance sheets as of December 31, 2015. Other than this reclassification, the adoption of ASU 2015-03 did not have an impact on the Company's consolidated financial statements. |
Liquidity Matters and Going Con
Liquidity Matters and Going Concern | 3 Months Ended |
Mar. 31, 2016 | |
Liquidity Matters [Abstract] | |
Liquidity Matters | Liquidity Matters and Going Concern The Company incurred losses from operations for the three months ended March 31, 2016. As of March 31, 2016 , the Company's total current liabilities of $352.2 million exceeded its total current assets of $13.9 million , resulting in a working capital deficit of $338.3 million . As a result of the current low commodity prices and the Company’s low oil production volumes due to the recent mechanical problem associated with well Oyo-8, the Company has not been able to generate sufficient cash from operations to satisfy certain obligations as they became due. The Company is currently pursuing a number of actions, including (i) obtaining additional funds through public or private financing sources, (ii) restructuring existing debts from lenders, (iii) obtaining forbearance of debt from trade creditors, (iv) reducing ongoing operating costs, (v) minimizing projected capital costs for the 2016 exploration and development campaign and (vi) farming-out a portion of our rights to certain of our oil and gas properties. There can be no assurances that sufficient liquidity can be raised from one or more of these actions or that these actions can be consummated within the period needed to meet certain obligations. |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Mar. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment were comprised of the following: ( In thousands ) March 31, December 31, 2015 Wells and production facilities $ 328,787 $ 329,133 Proved properties 386,196 386,196 Work in progress and other 65,793 65,043 Oilfield assets 780,776 780,372 Accumulated depletion (446,757 ) (442,481 ) Oilfield assets, net 334,019 337,891 Unevaluated leaseholds 10,440 10,440 Oil and gas properties, net 344,459 348,331 Other property and equipment 3,092 2,963 Accumulated depreciation (1,927 ) (1,789 ) Other property and equipment, net 1,165 1,174 Total property, plant and equipment, net $ 345,624 $ 349,505 All of the Company’s oilfield assets are located offshore Nigeria in the Oil Mining Leases 120 and 121 (the "OMLs"). “Work-in-progress and other” includes suspended costs for wells that are not yet completed, as well as warehouse inventory items purchased as part of the redevelopment plan of the Oyo field. The Company’s unevaluated leasehold costs include costs to acquire the rights to the exploration acreage in its various oil and gas properties. |
Suspended Exploratory Well Cost
Suspended Exploratory Well Costs | 3 Months Ended |
Mar. 31, 2016 | |
Extractive Industries [Abstract] | |
Suspended Exploratory Well Costs | Suspended Exploratory Well Costs In November 2013, the Company achieved both its primary and secondary drilling objectives for the well Oyo-7. The primary drilling objective was to establish production from the existing Pliocene reservoir. The secondary drilling objective was to confirm the presence of hydrocarbons in the deeper Miocene formation. Hydrocarbons were encountered in three Miocene intervals totaling approximately 65 feet, as interpreted by the logging-while-drilling (“LWD”) data. Plans are underway to secure a rig to drill at least one exploration well in the nearby G-Prospect. The primary objective of the G-Prospect is to target the same Miocene-age sediments as the ones found in the Oyo-7 exploratory drilling objective. Suspended exploratory well costs were $26.5 million at both March 31, 2016 and December 31, 2015 for the costs related to the Miocene exploratory drilling activities. In August 2014, the Company drilled well Oyo-8 to a total vertical depth of approximately 6,059 feet (approximately 1,847 meters) and successfully encountered four new oil and gas reservoirs in the eastern fault block, with total gross hydrocarbon thickness of 112 feet, based on results from the LWD data, reservoir pressure measurement, and reservoir fluid sampling. Management has completed a detailed evaluation of the results and has future development plans in the area. Suspended exploratory well costs were $6.5 million at both March 31, 2016 and December 31, 2015 for the costs related to the Pliocene exploration drilling activities in the eastern fault block. |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 3 Months Ended |
Mar. 31, 2016 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities The table below sets forth a summary of the Company’s accounts payable and accrued liabilities at March 31, 2016 and December 31, 2015 : (In thousands) March 31, 2016 December 31, 2015 Accounts payable - vendors $ 169,559 $ 153,085 Amounts due to government entities 56,721 53,119 Accrued payroll and benefits 906 629 Accrued interest 100 2,510 Other liabilities 836 3,777 $ 228,122 $ 213,120 |
Asset Retirement Obligations
Asset Retirement Obligations | 3 Months Ended |
Mar. 31, 2016 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligations | Asset Retirement Obligations The Company’s asset retirement obligations primarily represent the estimated fair value of the amounts that will be incurred to plug, abandon and remediate its producing properties at the end of their productive lives. Significant inputs used in determining such obligations include, but are not limited to, estimates of plugging and abandonment costs, estimated future inflation rates and changes in property lives. The inputs used in the fair value determination were based on Level 3 inputs, which were essentially management's assumptions. On a quarterly basis, the Company reviews the assumptions used to estimate the expected cash flows required to settle the asset retirement obligations, including changes in estimated probabilities, amounts and timing of the settlement of the asset retirement obligations, as well as changes in the legal obligation for each of its properties. Changes in any one or more of these assumptions may cause revisions in the estimated liabilities for the corresponding assets. The following summarizes changes in the Company’s asset retirement obligations during the three months ended March 31, 2016 ( in thousands ): Balance at January 1, 2016 $ 20,609 Accretion expense 452 Balance at March 31, 2016 $ 21,061 Accretion expense is recognized as a component of depreciation, depletion and amortization expense in the accompanying consolidated statements of operations. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt Short-Term Debt – Term Loan Facility: In September 2014, the Company, through its wholly owned subsidiary EPNL, entered into the Term Loan Facility. 90.0% of the Term Loan Facility was available in U.S. dollar, while the remaining 10% was available in Nigerian Naira. U.S. dollar borrowings under the Term Loan Facility currently bear interest at the rate of LIBOR plus 11.1% . The obligations under the Term Loan Facility include a legal charge over the OMLs and an assignment of proceeds from oil sales. The obligations of EPNL have been guaranteed by the Company and rank in priority with all its other obligations. Proceeds from the Term Loan Facility were used for the further expansion and development of the Oyo field offshore Nigeria. Upon executing the Term Loan Facility, the Company paid fees totaling $2.6 million , which were recorded as debt issuance cost and are being amortized over the life of the Term Loan Facility using the effective interest method. As of March 31, 2016 , $1.4 million of the debt issuance costs remained unamortized. Under the Term Loan Facility, the following events, among others, constitute events of default: EPNL failing to pay any amounts due within thirty days of the due date; bankruptcy, insolvency, liquidation or dissolution of EPNL; a material breach of the Loan Agreement by EPNL that remains unremedied within thirty days of written notice by EPNL; or a representation or warranty of EPNL proves to have been incorrect or materially inaccurate when made. Upon any event of default, all outstanding principal and interest under any loans will become immediately due and payable. As of the date of this report, the Company was out of compliance with the funding requirement for a debt service reserve account ("DSRA"). However, the Bank has agreed to waive its rights under the default provisions of the Term Loan Facility, as it relates to the funding requirement of the DSRA through December 31, 2016. Further, the Bank has the right to unilaterally review the terms and conditions of the Term Loan Facility and, among other things, terminate the Term Loan Facility and accelerate its maturity based on any adverse information putting the Term Loan Facility at risk. The Company believes that the likelihood of the Bank electing to terminate the Term Loan Facility and accelerate its maturity is remote, given the Bank’s demonstrated willingness to restructure the Term Loan Facility. In April 2016, as part of ongoing discussions to restructure the Term Loan Facility, the Bank made a proposal granting certain concessions, including deferring all principal payments for one year, through June 2017. The Company is evaluating the bank’s proposal and expects to reach a mutually beneficial restructuring agreement with the Bank. Although the Company believes that its discussions with the Bank will yield favorable results, there can be no assurances that the final agreement with the Bank will be favorable to the Company. During the three months ended March 31, 2016 , the Company made payments of $0.4 million and $5.6 million for the principal repayment of the Naira portion of the loan due on March 31, 2016 and for the U.S. dollar principal that was due as of December 31, 2015, respectively. In March 2016, the Bank agreed to defer, for 90 days, the $5.6 million U.S. dollar principal that would have been due on March 31, 2016. If ongoing loan restructuring discussions with the Bank conclude positively, all principal repayments will be deferred for one year, through June 2017. As of March 31, 2016 , the Company recognized an unrealized foreign currency gain of $1.5 million on the Naira portion of the loan, reducing the balance under the Term Loan Facility to $90.8 million , net of debt discount. Accrued interest for the Term Loan Facility was $0.1 million as of March 31, 2016 . Long-Term Debt – Related Party: As of March 31, 2016, the Company’s long-term related party debt was $123.7 million , consisting of $25.0 million owed under a 2011 Promissory Note, $50.0 million owed under a 2014 Convertible Subordinated Note, $45.7 million , net of discount, under a 2015 Convertible Note, and $3.0 million under a 2016 Promissory Note. Allied, a related party, is the holder of each of the 2011 Promissory Note, the 2014 Convertible Subordinated Note, and the 2015 Convertible Note (collectively the "Allied Notes"). Each of the Allied Notes contains certain default and cross-default provisions, including failure to pay interest and principal amounts when due and default under other indebtedness. As of March 31, 2016 , the Company was not in compliance with certain default provisions of the Allied Notes with respect to the payment of quarterly interest. Further, the risk of cross-default exists for each of the Allied Notes if the holder of the Term Loan Facility exercises its right to terminate the Term Loan Facility and accelerate its maturity. Allied has agreed to waive its rights under all default provisions of each of the Allied Notes through April 2017. 2011 Promissory Note The Company has a $25.0 million borrowing facility under a Promissory Note (the “2011 Promissory Note”) with Allied. Interest accrues on the outstanding principal under the 2011 Promissory Note at a rate of the 30 -day LIBOR plus 2% per annum, payable quarterly. In October 2015, the 2011 Promissory Note was amended to extend the maturity date by one year to July 30, 2017. The stock of the Company’s subsidiary that holds the exploration licenses in The Gambia and Kenya were pledged as collateral to secure the 2011 Promissory Note, pursuant to an Equitable Share Mortgage arrangement. The entire $25.0 million facility amount can be utilized for general corporate purposes. As of March 31, 2016 , the outstanding principal and accrued interest under the 2011 Promissory Note was $25.0 million and $1.1 million , respectively. 2014 Convertible Subordinated Note As partial consideration in connection with the February 2014 acquisition of the Allied Assets, the Company issued a $50.0 million Convertible Subordinated Note in favor of Allied (the “2014 Convertible Subordinated Note”). Interest on the 2014 Convertible Subordinated Note accrues at a rate per annum of one-month LIBOR plus 5% , payable quarterly in cash until the maturity of the 2014 Convertible Subordinated Note five years from the closing of the Allied Transaction. At the election of the holder, the 2014 Convertible Subordinated Note is convertible into shares of the Company’s common stock at an initial conversion price of $4.2984 per share, subject to anti-dilution adjustments. The 2014 Convertible Subordinated Note is subordinated to the Company’s existing and future senior indebtedness and is subject to acceleration upon an Event of Default (as defined in the 2014 Convertible Subordinated Note). The following events, among others, constitute an Event of Default under the 2014 Convertible Subordinated Note: the Company failing to pay interest within thirty days of the due date; the Company failing to pay principal when due; bankruptcy, insolvency, liquidation or dissolution of the Company; a material breach of the 2014 Convertible Subordinated Note by the Company that remains unremedied within ten days of such material breach; or a representation or warranty of the Company proves to have been incorrect or materially inaccurate when made. Upon any event of default, all outstanding principal and interest under any loans will become immediately due and payable. Interest is due and payable quarterly on the 2014 Convertible Subordinated Note. As of March 31, 2016 , the Company owed $5.9 million in interest under the 2014 Convertible Subordinated Note. The Company may, at its option, prepay the 2014 Convertible Subordinated Note in whole or in part, at any time, without premium or penalty. Further, the 2014 Convertible Subordinated Note is subject to mandatory prepayment upon (i) the Company’s issuance of capital stock or incurrence of indebtedness, the proceeds of which the Company does not apply to repayment of senior indebtedness or (ii) any capital markets debt issuance to the extent the net proceeds of such issuance exceed $250.0 million . Allied may assign all or any part of its rights and obligations under the 2014 Convertible Subordinated Note to any person upon written notice to the Company. As of March 31, 2016 , the outstanding principal under the 2014 Convertible Subordinated Note was $50.0 million . 2015 Convertible Note In March 2015, the Company entered into a new borrowing facility with Allied in the form of a Convertible Note (the “2015 Convertible Note”), allowing the Company to borrow up to $50.0 million for general corporate purposes. In March 2016, the maturity date of the 2015 Convertible Note was extended to December 2017. Interest accrues at the rate of LIBOR plus 5% , and is payable quarterly. The 2015 Convertible Note is convertible into shares of the Company’s common stock upon the occurrence and continuation of an event of default, at the sole option of the holder. The number of shares issuable upon conversion is equal to the sum of the principal amount and the accrued and unpaid interest divided by the conversion price, defined as the volume weighted average of the closing sales prices on the NYSE MKT for a share of common stock for the five complete trading days immediately preceding the conversion date. As of March 31, 2016 , the Company had borrowed $48.0 million under the note and issued to Allied warrants to purchase approximately 2.6 million shares of the Company’s common stock at prices ranging from $2.46 to $7.85 per share. The total fair market value of the warrants amounting to $4.9 million based on the Black-Scholes option pricing model was recorded as a discount from the note, and is being amortized using the effective interest method over the life of the note. As of March 31, 2016 , the unamortized balance of the note discount was $2.3 million . Additional warrants are issuable in connection with future borrowings, with the per share price for those warrants determined based on the market price of the Company’s common stock at the time of such future borrowings. As of March 31, 2016 , the outstanding balance of the 2015 Convertible Note, net of discount, was $45.7 million . Accrued interest on the 2015 Convertible Note was $2.7 million as of March 31, 2016 . Subsequent to March 31, 2016, the Company borrowed an additional $0.5 million under the 2015 Convertible Note and issued to Allied warrants to purchase approximately 48,291 shares of the Company's common stock with an exercise price of ranging from $2.00 to $2.13 per share. 2016 Promissory Note In March 2016, the Company borrowed $3.0 million under a short-term Promissory Note agreement entered into with an entity related to the Company's majority shareholder. In April 2016, the Company borrowed an additional sum of $1.0 million from the same lender, under another short-term Promissory Note. Both notes accrue interest at a rate of the 30 -day LIBOR plus 7% per annum. In May 2016, the Lender of the two Promissory Notes agreed to combine both notes into a $10.0 million borrowing facility (the "2016 Promissory Note") with a maturity date of September 2017. Interest accrues at a rate of the 30 -day LIBOR plus 7% per annum. As of March 31, 2016 , the Company is deemed to have borrowed $3.0 million under the 2016 Promissory Note. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Assets and Liabilities The Company has transactions in the normal course of business with its shareholders, CEHL and their affiliates. The following table sets forth the related party assets and liabilities as of March 31, 2016 , and December 31, 2015 : ( In thousands ) March 31, December 31, 2015 Accounts receivable, CEHL $ 1,635 $ 1,186 Accounts payable and accrued liabilities, CEHL $ 33,293 $ 30,133 Long-term notes payable - related party, CEHL $ 123,702 $ 120,006 As of March 31, 2016 and December 31, 2015 , the related party receivable balances of $1.6 million and $1.2 million , respectively, were for advance payments made for certain transactions on behalf of affiliates. As of March 31, 2016 and December 31, 2015 , the Company owed $33.3 million and $30.1 million , respectively, to affiliates primarily for logistical and support services in relation to the Company's oilfield operations in Nigeria, as well as accrued interest on the various related party notes payable. As of March 31, 2016 and December 31, 2015 , accrued and unpaid interest on the various related party notes payable were $10.0 million and $8.3 million , respectively. As of March 31, 2016 , the Company had a combined note payable balance of $123.7 million owed to affiliates, consisting of a $50.0 million 2014 Convertible Subordinated Note, $25.0 million in borrowings under the 2011 Promissory Note, a $45.7 million borrowing under the 2015 Convertible Note, net of discount, and $3.0 million under the 2016 Promissory Note. As of December 31, 2015 , the Company had a combined note payable balance of $120.0 million owed to an affiliate, consisting of the $50.0 million 2014 Convertible Subordinated Note, $25.0 million in borrowings under the 2011 Promissory Note, and $45.0 million borrowing under the 2015 Convertible Note, net of discount. See Note 8 – Debt for further information relating to the notes payable transactions. Results from Operations The table below sets forth a summary of transactions included in the Company's results of operations that were incurred with affiliates during the three months ended March 31, 2016 and 2015 : Three Months Ended March 31, (In thousands) 2016 2015 Total operating expenses, CEHL $ 1,683 $ 1,956 Interest expense, CEHL $ 1,676 $ 1,032 Certain affiliates of the Company provides procurement and logistical support services to the Company’s operations. In connection therewith, during the three months ended March 31, 2016 and 2015 , the Company incurred operating costs amounting to approximately $1.7 million and $2.0 million , respectively. During the three months ended March 31, 2016 and 2015 , the Company incurred interest expense, excluding debt discount amortization, totaling approximately $1.7 million and $1.0 million , respectively, in relation to related party notes payable. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments In February 2014, a long-term contract was signed for the floating, production, storage, and offloading vessel (“FPSO”) Armada Perdana, which is the vessel currently connected to the Company’s productive wells, Oyo-7 and Oyo-8, offshore Nigeria. The contract provides for an initial term of seven years beginning January 1, 2014, with an automatic extension for an additional term of two years unless terminated by the Company with prior notice. The FPSO can process up to 40,000 barrels of liquid per day, with a storage capacity of approximately one million barrels. The annual minimum contractual commitment per the terms of the agreement is approximately $48.4 million per year through 2020. The Company also has commitments related to four production sharing contracts with the Government of the Republic of Kenya (the “Kenya PSCs”), two Petroleum Exploration, Development & Production Licenses with the Republic of The Gambia (the “Gambia Licenses”), and one Petroleum Agreement with the Republic of Ghana. In all cases, the Company entered into these commitments through a subsidiary. To maintain compliance and ownership, the Company is required to fulfill certain minimum work obligations and to make certain payments as stated in each of the Kenya PSCs, the Gambia Licenses, and the Ghana Petroleum Agreement. In March 2016, the Company entered into a contract for light well intervention services using the intervention vessel Island Constructor (the "Well Intervention Contract") to repair the faulty subsurface controlled subsurface safety valve following the curtailment of production from well Oyo-8 in September 2015. As of March 31, 2016 , remaining obligations under the Well Intervention Contract was approximately $2.2 million . Contingencies Legal Contingencies From time to time, the Company may be involved in various legal proceedings and claims in the ordinary course of business. As of March 31, 2016 , and through the filing date of this report, the Company does not believe the ultimate resolution of such actions or potential actions of which the Company is currently aware will have a material effect on its consolidated financial position or results of operations. On January 22, 2016, a request for arbitration was filed with the London Court of International Arbitration by Transocean Offshore Gulf of Guinea VII Limited and Indigo Drilling Limited, as Claimants, against the Company and its Nigerian subsidiary, Erin Petroleum Nigeria Limited (fka CAMAC Petroleum Limited), as Respondents (the “Arbitration”). The Arbitration is in relation to a drilling contract entered into by the Claimants and CAMAC Petroleum Limited, and a parent company guarantee provided by the Company in relation thereto. The Claimants are seeking an order that the Respondents pay the sum of approximately $20.2 million together with interest and costs. The Company is in the process of obtaining legal advice in relation to the Arbitration. On February 5, 2016, a class action and derivative complaint was filed in the Delaware Chancery Court purportedly on behalf of the Company and on behalf of a putative class of persons who were stockholders as of the date the Company (1) acquired the Allied Assets pursuant to the Transfer Agreement and (2) issued shares to the PIC in a private placement (collectively the “February 2014 Transactions”). The complaint alleges the February 2014 Transactions were unfair to the Company and purports to assert derivative claims against (1) the seven individuals who served on our Board at the time of the February 2014 Transactions and (2) our majority shareholder, CEHL. The complaint also purports to assert a direct breach of fiduciary duty claim on behalf of the putative class against the seven individuals who served on our Board at the time of the February 2014 Transactions on the grounds that they purportedly caused the Company to disseminate a false and misleading proxy statement in connection with the 2014 Transactions, and a direct claim for aiding and abetting against Dr. Lawal. The plaintiff is seeking, on behalf of the Company and the putative class, an undisclosed amount of compensatory damages. The Company is named solely as a nominal defendant against whom the plaintiff seeks no recovery. On March 3, 2016, all of the defendants, including the Company, filed motions to dismiss the complaint. Unrecognized Loss Contingency As of March 31, 2016 , the Company has not accrued penalty and interest related to certain outstanding transactional tax obligations in Nigeria, including withholding taxes, value-added taxes, Nigerian Oil and Gas Industry Content Development Act (NCD) tax, Cabotage taxes, and Niger Delta Development Corporation taxes (NDDC). As of the date of this report, the Company believes that, based on its experience with local practices in Nigeria, the likelihood of being assessed penalty and interest is reasonably possible, with an estimated liability up to $9.6 million . Contingency under the Allied Transfer Agreement As provided for under the Transfer Agreement with Allied, the Company is required to make the following additional payments upon the occurrence of certain future events: (i) $25.0 million cash or the equivalent in shares of the Company’s common stock within fifteen days following the approval of a development plan by the Nigerian Department of Petroleum Resources ("DPR") with respect to a first new discovery of hydrocarbons in a non-Oyo field area; and (ii) $25.0 million cash or the equivalent in shares of the Company’s common stock within fifteen days starting from the commencement of the first hydrocarbon production in commercial quantities in a non-Oyo field area. The number of shares to be issued shall be determined by calculating the average closing price of the Company’s common stock over a period of thirty days, counted back from the first business day immediately prior to the approval of a development plan by DPR or the date of the first hydrocarbon production in commercial quantities, as applicable. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock Options The table below sets forth a summary of stock option activity for the three months ended March 31, 2016 . Shares Weighted-Average Weighted-Average Outstanding at December 31, 2015 2,532 $2.10 1.6 Granted — $— — Exercised (438 ) $1.94 — Forfeited — $— — Expired (65 ) $4.10 — Outstanding at March 31, 2016 2,029 $2.31 1.8 Expected to vest 540 $3.10 3.5 Exercisable at March 31, 2016 1,489 $2.02 1.1 During the three months ended March 31, 2016 , the Company issued 173,127 shares of common stock as a result of the exercise of stock options, and options to purchase 64,638 shares of common stock were forfeited. Stock Warrants The table below sets forth a summary of stock warrant activity for the three months ended March 31, 2016 . Shares Weighted-Average Weighted-Average Outstanding at December 31, 2015 2,935 $3.61 4.2 Granted — $— — Exercised — $— — Forfeited — $— — Expired — $— — Outstanding at March 31, 2016 2,935 $3.61 4.0 Expected to vest — $— — Exercisable at March 31, 2016 2,935 $3.61 4.0 Restricted Stock Awards The table below sets forth a summary of restricted stock awards (“RSAs”) activity for the three months ended March 31, 2016 . Shares Weighted-Average Restricted Stock Non-vested at December 31, 2015 1,114 3.21 Granted 1,315 2.18 Vested (496 ) 2.86 Forfeited (39 ) 2.29 Non-vested as of March 31, 2016 1,894 2.60 During the three months ended March 31, 2016 , the Company granted officers, directors, and employees a total of approximately 1.3 million shares of restricted common stock, including 0.5 million performance-based restricted stock awards ("PBRSA"), with vesting periods varying from immediate vesting to 36 months . During the same period, 38,941 shares of restricted common stock were forfeited. With regards to the PBRSA, each grant will vest if the individuals remain employed three years from the date of grant and the Company achieves specific performance objectives at the end of the designated performance period. Up to 50% additional shares may be awarded if performance objectives are exceeded. None of the PBRSAs will vest if certain minimum performance goals are not met. The performance conditions are based on the Company’s total shareholder return over the performance period compared to an industry peer group of companies. Total estimated compensation expense is $0.6 million over three years. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company’s current operations are based in Nigeria, Kenya, The Gambia, and Ghana. Management reviews and evaluates the operations of each geographic segment separately. Operations include exploration for and production of hydrocarbons where commercial reserves have been found and developed. Revenues and expenditures are recognized at the relevant geographical location. The Company evaluates each segment based on operating income (loss). Segment activity for the three months ended March 31, 2016 and 2015 are as follows: ( In thousands ) Nigeria Kenya The Gambia Ghana Corporate and Other Total Three months ended March 31, 2016 Revenues $ 4,929 $ — $ — $ — $ — $ 4,929 Operating income (loss) $ (23,160 ) $ (542 ) $ (274 ) $ (886 ) $ (3,431 ) $ (28,293 ) 2015 Revenues $ — $ — $ — $ — $ — $ — Operating income (loss) $ (22,236 ) $ (5,551 ) $ (371 ) $ (294 ) $ (3,579 ) $ (32,031 ) Total assets by segment as of March 31, 2016 , and December 31, 2015 , are as follows: ( In thousands ) Nigeria Kenya The Gambia Ghana Corporate and Other Total Total Assets As of March 31, 2016 $ 351,195 $ 1,366 $ 3,017 $ 3,411 $ 615 $ 359,604 As of December 31, 2015 $ 366,766 $ 1,399 $ 3,016 $ 2,447 $ 971 $ 374,599 |
Basis of Presentation and Rec19
Basis of Presentation and Recently Issued Accounting Standards (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly owned and majority-owned direct and indirect subsidiaries, and have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). All significant intercompany transactions and balances have been eliminated in consolidation. The unaudited consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the consolidated financial position and results of operations for the indicated periods. All such adjustments are of a normal recurring nature. This Form 10-Q should be read in conjunction with our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2015 , filed with the SEC on March 24, 2016. |
Use of Estimates | The preparation of the Company's consolidated financial statements in conformity with U.S. GAAP requires management to make estimates based on certain assumptions. Estimates affect the reported amounts of assets and liabilities, disclosure of contingent liabilities, and the reported amounts of revenues and expenses attributable to the reporting periods. Accordingly, accounting estimates in conformity with U.S. GAAP require the exercise of judgment. These estimates and assumptions used in the preparation of the Company’s consolidated financial statements are based on information available as of the date of the consolidated financial statements, and while management believes that the estimates and assumptions are appropriate, actual results could differ from management's estimates. Estimates that may have a significant effect on the Company’s financial position and results from operations include share-based compensation assumptions, oil and natural gas reserve quantities, depletion and amortization relating to oil and natural gas properties, asset retirement obligation assumptions, and income taxes. The accounting estimates used in the preparation of the Company's consolidated financial statements may change as new events occur, more experience is acquired, additional information is obtained and our operating environment changes. |
Capitalized Interest | The Company capitalizes interest costs for qualifying oil and gas properties. The capitalization period begins when expenditures are incurred on qualified properties, activities begin which are necessary to prepare the property for production, and interest costs have been incurred. The capitalization period continues as long as these events occur. Capitalized interest is added to the cost of the underlying assets and is depleted using the unit-of-production method in the same manner as the underlying assets. |
Net Earnings (Loss) Per Common Share | Basic net earnings or loss per common share is computed by dividing net earnings or loss by the weighted average number of shares of common stock outstanding at the end of the reporting period. Diluted net earnings or loss per share is computed by dividing net earnings or loss by the fully dilutive common stock equivalent, which consists of shares outstanding, augmented by potentially dilutive shares issuable upon the exercise of the Company's stock options and non-vested restricted stock awards, calculated using the treasury stock method. |
Fair Value Measurements | Fair value is defined as the amount at which an asset (or liability) could be bought (or incurred) or sold (or settled) in an orderly transaction between market participants at the measurement date. The established framework for measuring fair value establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and includes certain disclosure requirements. Fair value estimates are based on either (i) actual market data or (ii) assumptions that other market participants would use in pricing an asset or liability, including estimates of risk. There are three levels of valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy categorizes assets and liabilities measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. The three levels are defined as follows: Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. The Company considers active markets as those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an on-going basis. Level 2 - Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. Substantially all of these inputs are observable in the marketplace throughout the term, can be derived from observable data, or supported by observable levels at which transactions are executed in the marketplace. Level 3 - Inputs that are unobservable and significant to the fair value measurement (including the Company’s own assumptions in determining fair value). The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Fair Value of Financial Instruments The carrying amounts of the Company’s financial instruments, which include cash and cash equivalents, restricted cash, accounts receivable, inventory, deposits, accounts payable and accrued liabilities, and debt at floating interest rates, approximate their fair values at March 31, 2016 and December 31, 2015 , respectively, principally due to the short-term nature, maturities or nature of interest rates of the above listed items. |
Reclassifications | Certain reclassifications have been made to the 2015 consolidated financial statements to conform to the 2016 presentation. These reclassifications were not material to the accompanying consolidated financial statements. |
Recently Issued Accounting Standards and Adoption of Previously Issued ASUs | In February 2016, the FASB issued ASU No. 2016-2, Leases (Topic 842) . ASU 2016-2 is aimed at making leasing activities more transparent and comparable, and requires substantially all leases be recognized by lessees on their balance sheet as a right-of-use asset and corresponding lease liability, including leases currently accounted for as operating leases. ASU 2016-2 is effective for the Company in the fiscal year beginning after December 15, 2018, and interim periods within those fiscal years with early adoption permitted. The Company is still evaluating the impact of the adoption of this standard on its financial statements. In March 2016, the FASB issued ASU No. 2016-07, Investments-Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting. ASU No. 2016-07 eliminates the requirement to retroactively adopt the equity method of accounting. ASU No. 2016-07 is effective for interim and annual periods beginning after December 15, 2016, and the Company will adopt this standards update, as required, beginning with the first quarter of 2017. The adoption of this standards update is not expected to have a material impact on the Company’s consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Consideration (Reporting Revenue Gross versus Net). ASU No. 2015-08 requires that an entity should recognize revenue to depict 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. ASU No. 2016-08 is effective for interim and annual periods beginning after December 15, 2017, and the Company will adopt this standards update, as required, beginning with the first quarter of 2018. The adoption of this standards update is not expected to have a material impact on the Company’s consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The areas of simplification in ASU NO. 2016-09 involve several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU No. 2016-09 is effective for interim and annual periods beginning after December 15, 2016, and the Company will adopt this standards update, as required, beginning with the first quarter of 2017. The adoption of this standards update is not expected to have a material impact on the Company’s consolidated financial statements. Adoption of Previously Issued ASUs In April 2015, the FASB issued ASU 2015-03, " Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs ("ASU 2015-03"), which requires that debt issuance costs be presented as a direct deduction from the carrying amount of the related debt liability, consistent with the presentation of debt discounts. Prior to the issuance of ASU 2015-03, the Company recorded and presented debt issuance costs as part of prepaids and other current assets, separate from the related debt liability. ASU 2015-03 does not change the recognition and measurement requirement for debt issuance costs. The adoption of ASU 2015-03 resulted in the reclassification of approximately $1.6 million unamortized debt issuance costs related to the Company's Term Loan Facility (see Note 8 - Debt) from prepaids and other current assets to current portion of long-term debt within its consolidated balance sheets as of December 31, 2015. Other than this reclassification, the adoption of ASU 2015-03 did not have an impact on the Company's consolidated financial statements. |
Basis of Presentation and Rec20
Basis of Presentation and Recently Issued Accounting Standards (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Shares Withholding and Repurchases of Common Stock | The following table sets forth certain information with respect to the withholding and related repurchases of our common stock during the quarter ended March 31, 2016 . Total Number of Average Price January 1 - January 31, 2016 3,643 $ 4.02 February 1 - February 29, 2016 62,152 2.16 March 1 - March 31, 2016 17,318 2.31 Total 83,113 $ 2.28 (1) All shares repurchased were surrendered by employees to settle tax withholding obligations upon the vesting of restricted stock awards. |
Antidilutive Securities Excluded from Computation of Earnings Per Share | The table below sets forth the number of stock options, and non-vested restricted stock that were excluded from dilutive shares outstanding during the three months ended March 31, 2016 and 2015 , as these securities are anti-dilutive because the Company was in a loss position during each period. Three Months Ended March 31, ( In thousands ) 2016 2015 Stock options 328 425 Unvested restricted stock awards 1,546 1,301 1,874 1,726 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment were comprised of the following: ( In thousands ) March 31, December 31, 2015 Wells and production facilities $ 328,787 $ 329,133 Proved properties 386,196 386,196 Work in progress and other 65,793 65,043 Oilfield assets 780,776 780,372 Accumulated depletion (446,757 ) (442,481 ) Oilfield assets, net 334,019 337,891 Unevaluated leaseholds 10,440 10,440 Oil and gas properties, net 344,459 348,331 Other property and equipment 3,092 2,963 Accumulated depreciation (1,927 ) (1,789 ) Other property and equipment, net 1,165 1,174 Total property, plant and equipment, net $ 345,624 $ 349,505 |
Accounts Payable and Accrued 22
Accounts Payable and Accrued Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | The table below sets forth a summary of the Company’s accounts payable and accrued liabilities at March 31, 2016 and December 31, 2015 : (In thousands) March 31, 2016 December 31, 2015 Accounts payable - vendors $ 169,559 $ 153,085 Amounts due to government entities 56,721 53,119 Accrued payroll and benefits 906 629 Accrued interest 100 2,510 Other liabilities 836 3,777 $ 228,122 $ 213,120 |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Summary of Changes in Asset Retirement Obligations | The following summarizes changes in the Company’s asset retirement obligations during the three months ended March 31, 2016 ( in thousands ): Balance at January 1, 2016 $ 20,609 Accretion expense 452 Balance at March 31, 2016 $ 21,061 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Summary of Related Party Transactions and Balances | The following table sets forth the related party assets and liabilities as of March 31, 2016 , and December 31, 2015 : ( In thousands ) March 31, December 31, 2015 Accounts receivable, CEHL $ 1,635 $ 1,186 Accounts payable and accrued liabilities, CEHL $ 33,293 $ 30,133 Long-term notes payable - related party, CEHL $ 123,702 $ 120,006 The table below sets forth a summary of transactions included in the Company's results of operations that were incurred with affiliates during the three months ended March 31, 2016 and 2015 : Three Months Ended March 31, (In thousands) 2016 2015 Total operating expenses, CEHL $ 1,683 $ 1,956 Interest expense, CEHL $ 1,676 $ 1,032 |
Stock-Based Compensation Stock-
Stock-Based Compensation Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted Stock and Restricted Stock Units Activity | The table below sets forth a summary of restricted stock awards (“RSAs”) activity for the three months ended March 31, 2016 . Shares Weighted-Average Restricted Stock Non-vested at December 31, 2015 1,114 3.21 Granted 1,315 2.18 Vested (496 ) 2.86 Forfeited (39 ) 2.29 Non-vested as of March 31, 2016 1,894 2.60 |
Stock warrants | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Compensation | The table below sets forth a summary of stock warrant activity for the three months ended March 31, 2016 . Shares Weighted-Average Weighted-Average Outstanding at December 31, 2015 2,935 $3.61 4.2 Granted — $— — Exercised — $— — Forfeited — $— — Expired — $— — Outstanding at March 31, 2016 2,935 $3.61 4.0 Expected to vest — $— — Exercisable at March 31, 2016 2,935 $3.61 4.0 |
Stock Option | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Compensation | The table below sets forth a summary of stock option activity for the three months ended March 31, 2016 . Shares Weighted-Average Weighted-Average Outstanding at December 31, 2015 2,532 $2.10 1.6 Granted — $— — Exercised (438 ) $1.94 — Forfeited — $— — Expired (65 ) $4.10 — Outstanding at March 31, 2016 2,029 $2.31 1.8 Expected to vest 540 $3.10 3.5 Exercisable at March 31, 2016 1,489 $2.02 1.1 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Activity | Segment activity for the three months ended March 31, 2016 and 2015 are as follows: ( In thousands ) Nigeria Kenya The Gambia Ghana Corporate and Other Total Three months ended March 31, 2016 Revenues $ 4,929 $ — $ — $ — $ — $ 4,929 Operating income (loss) $ (23,160 ) $ (542 ) $ (274 ) $ (886 ) $ (3,431 ) $ (28,293 ) 2015 Revenues $ — $ — $ — $ — $ — $ — Operating income (loss) $ (22,236 ) $ (5,551 ) $ (371 ) $ (294 ) $ (3,579 ) $ (32,031 ) Total assets by segment as of March 31, 2016 , and December 31, 2015 , are as follows: ( In thousands ) Nigeria Kenya The Gambia Ghana Corporate and Other Total Total Assets As of March 31, 2016 $ 351,195 $ 1,366 $ 3,017 $ 3,411 $ 615 $ 359,604 As of December 31, 2015 $ 366,766 $ 1,399 $ 3,016 $ 2,447 $ 971 $ 374,599 |
Company Description (Details)
Company Description (Details) - Mar. 31, 2016 km² in Thousands, a in Millions | a | km² | country | license |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Number of exploration and production licenses | license | 9 | |||
Number of countries company operates in Africa | country | 4 | |||
Area of land held for exploration activities | 10 | 40 |
Company Description - Related P
Company Description - Related Party (Details) | 3 Months Ended |
Mar. 31, 2016 | |
Chief Executive Officer | |
Related Party Transaction [Line Items] | |
Director ownership interest of majority shareholder of the company | 27.70% |
Basis of Presentation and Rec29
Basis of Presentation and Recently Issued Accounting Standards - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Interest costs capitalized | $ 0 | $ 1,300,000 | |
Shares withheld for taxes (in shares) | 83,113 | 0 | |
Payments for treasury stock arising from withholding taxes | $ 189,000 | $ 0 | |
Allied | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Contingent additional payment under transfer agreement (up to) | $ 50,000,000 | ||
Current assets | Accounting Standards Update 2015-03 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Deferred finance costs, net | $ (1,600,000) | ||
Current portion of long-term debt | Accounting Standards Update 2015-03 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Deferred finance costs, net | $ 1,600,000 |
Basis of Presentation and Rec30
Basis of Presentation and Recently Issued Accounting Standards - Shares Withholding and Repurchases of Common Stock (Details) - $ / shares | 1 Months Ended | 3 Months Ended | ||
Mar. 31, 2016 | Feb. 29, 2016 | Jan. 31, 2016 | Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total number of shares purchased (in shares) | 83,113 | |||
Average price paid per share (in dollars per share) | $ 2.28 | $ 2.28 | ||
January 1 - January 31, 2016 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total number of shares purchased (in shares) | 3,643 | |||
Average price paid per share (in dollars per share) | $ 4.02 | |||
February 1 - February 29, 2016 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total number of shares purchased (in shares) | 62,152 | |||
Average price paid per share (in dollars per share) | $ 2.16 | |||
March 1 - March 31, 2016 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total number of shares purchased (in shares) | 17,318 | |||
Average price paid per share (in dollars per share) | $ 2.31 | $ 2.31 |
Basis of Presentation and Rec31
Basis of Presentation and Recently Issued Accounting Standards - Antidilutive Shares (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities | 1,874 | 1,726 |
Stock options | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities | 328 | 425 |
Unvested restricted stock awards | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities | 1,546 | 1,301 |
Liquidity Matters and Going C32
Liquidity Matters and Going Concern - Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Liquidity Matters [Abstract] | ||
Current liabilities | $ 352,230 | $ 339,811 |
Current assets | 13,904 | $ 25,027 |
Working capital deficit | $ (338,300) |
Property, Plant and Equipment -
Property, Plant and Equipment - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Abstract] | ||
Wells and production facilities | $ 328,787 | $ 329,133 |
Proved properties | 386,196 | 386,196 |
Work in progress and other | 65,793 | 65,043 |
Oilfield assets | 780,776 | 780,372 |
Accumulated depletion | (446,757) | (442,481) |
Oilfield assets, net | 334,019 | 337,891 |
Unevaluated leaseholds | 10,440 | 10,440 |
Oil and gas properties, net | 344,459 | 348,331 |
Other property and equipment | 3,092 | 2,963 |
Accumulated depreciation | (1,927) | (1,789) |
Other property and equipment, net | 1,165 | 1,174 |
Total property, plant and equipment, net | $ 345,624 | $ 349,505 |
Suspended Exploratory Well Co34
Suspended Exploratory Well Costs - Narrative (Details) $ in Millions | 1 Months Ended | |||||
Aug. 31, 2014m | Aug. 31, 2014ft | Aug. 31, 2014reservoir | Nov. 30, 2013intervalft | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Costs Incurred Oil And Gas Property Acquisition Exploration And Development Activities [Line Items] | ||||||
Number of hydrocarbons miocene formation intervals | interval | 3 | |||||
Number of feet encountered by hydrocarbons in three intervals, as interpreted by “LWD” data | ft | 65 | |||||
Pliocene formation eastern fault block vertical depth | 1,847 | 6,059 | ||||
Number of pliocene formation eastern fault block new oil and gas reservoirs | reservoir | 4 | |||||
Hydrocarbons pliocene formation eastern fault block gross thickness | ft | 112 | |||||
Miocene Exploratory Drilling Activities | ||||||
Costs Incurred Oil And Gas Property Acquisition Exploration And Development Activities [Line Items] | ||||||
Suspended exploratory well cost | $ | $ 26.5 | $ 26.5 | ||||
Pliocene Exploratory Drilling Activity | ||||||
Costs Incurred Oil And Gas Property Acquisition Exploration And Development Activities [Line Items] | ||||||
Suspended exploratory well cost | $ | $ 6.5 | $ 6.5 |
Accounts Payable and Accrued 35
Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Payables and Accruals [Abstract] | ||
Accounts payable - vendors | $ 169,559 | $ 153,085 |
Amounts due to government entities | 56,721 | 53,119 |
Accrued payroll and benefits | 906 | 629 |
Accrued interest | 100 | 2,510 |
Other liabilities | 836 | 3,777 |
Accounts payable and accrued liabilities | $ 228,122 | $ 213,120 |
Asset Retirement Obligations -
Asset Retirement Obligations - Summary of Change in Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||
Asset retirement obligations beginning balance | $ 20,609 | |
Accretion expense | 452 | $ 577 |
Asset retirement obligations ending balance | $ 21,061 |
Debt - Term Loan Facility (Deta
Debt - Term Loan Facility (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Mar. 31, 2016 | Sep. 30, 2014 | Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Line of Credit Facility [Line Items] | |||||
Foreign currency transaction gain | $ 863 | $ 1,436 | |||
Current portion of long-term debt | $ 90,782 | 90,782 | $ 96,558 | ||
Term Loan Facility | |||||
Line of Credit Facility [Line Items] | |||||
Percent of maximum borrowing capacity available in USD | 90.00% | ||||
Percent of maximum borrowing capacity available in Naira | 10.00% | ||||
Line of credit facility, commitment fee amount | $ 2,600 | ||||
Debt issuance, unamortized discount | $ 1,400 | $ 1,400 | |||
Debt instrument, unremedied material breach, maximum time period | 30 days | ||||
Debt instrument, bank deferral period | 90 days | ||||
Debt instrument, periodic payment | $ 5,600 | ||||
Foreign currency transaction gain | $ 1,500 | ||||
Current portion of long-term debt | 90,782 | 90,782 | |||
Interest payable | $ 100 | 100 | |||
Term Loan Facility | London Interbank Offered Rate (LIBOR) | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 11.10% | ||||
Term Loan Facility, Naira Portion | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, annual principal payment | 400 | ||||
Term Loan Facility, U.S. Dollar Portion | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, annual principal payment | $ 5,600 |
Debt - Related Party (Details)
Debt - Related Party (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Long-term notes payable - related party | $ 123,702 | $ 120,006 |
Convertible subordinate note issued | 50,000 | |
Promissory Note To Allied | ||
Debt Instrument [Line Items] | ||
Notes payable, related parties | 25,000 | |
Convertible Debt | 2015 Convertible Note | ||
Debt Instrument [Line Items] | ||
Long-term notes payable - related party | 45,700 | |
Long-term debt, non-current | 45,700 | |
Line of Credit | Majority Shareholder | Promissory Note to Majority Shareholder Related Party | ||
Debt Instrument [Line Items] | ||
Notes payable, related parties | $ 3,000 |
Debt - Promissory Note (Details
Debt - Promissory Note (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | |
Debt Instrument [Line Items] | |||
Long-term notes payable - related party | $ 123,702,000 | $ 120,006,000 | |
Promissory Note To Allied | |||
Debt Instrument [Line Items] | |||
Debt term | 30 days | ||
Convertible Debt | 2015 Convertible Note | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 50,000,000 | ||
Long-term notes payable - related party | $ 45,700,000 | ||
Interest payable | 2,700,000 | ||
Line of Credit | Promissory Note To Allied | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 25,000,000 | ||
Long-term notes payable - related party | 25,000,000 | $ 25,000,000 | |
Interest payable | $ 1,100,000 | ||
Line of Credit | Promissory Note To Allied | 30-Day London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.00% |
Debt - Convertible Subordinated
Debt - Convertible Subordinated Note (Details) - USD ($) | 1 Months Ended | ||
Feb. 28, 2014 | Mar. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | |||
Convertible subordinate note issued | $ 50,000,000 | ||
Long-term notes payable - related party | 123,702,000 | $ 120,006,000 | |
Convertible Subordinated Debt | |||
Debt Instrument [Line Items] | |||
Convertible subordinate note issued | $ 50,000,000 | ||
Debt term | 5 years | ||
Convertible debt conversion price | $ 4.2984 | ||
Interest payable | 5,900,000 | ||
Minimum proceeds from capital market debt issuance for mandatory prepayment option | $ 250,000,000 | ||
Long-term notes payable - related party | $ 50,000,000 | $ 50,000,000 | |
Convertible Subordinated Debt | 30-Day London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 5.00% |
Debt - Convertible Note (Detail
Debt - Convertible Note (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||
May. 10, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Dec. 31, 2015 | |
Line of Credit Facility [Line Items] | ||||
Number of shares called by warrants issued (in shares) | 2,600,000 | |||
Long-term notes payable - related party | $ 123,702,000 | $ 120,006,000 | ||
Convertible Debt | 2015 Convertible Note | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity (up to) | $ 50,000,000 | |||
Long term debt, gross | 48,000,000 | |||
Debt issuance, unamortized discount | 2,300,000 | |||
Long-term notes payable - related party | 45,700,000 | |||
Interest payable | $ 2,700,000 | |||
Convertible Debt | London Interbank Offered Rate (LIBOR) | 2015 Convertible Note | ||||
Line of Credit Facility [Line Items] | ||||
Basis spread on variable rate | 5.00% | |||
Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Warrants exercise price (in dollars per share) | $ 2.46 | |||
Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Warrants exercise price (in dollars per share) | $ 7.85 | |||
Additional Paid-in Capital | ||||
Line of Credit Facility [Line Items] | ||||
Transfer to treasury upon vesting of restricted stock | $ 4,900,000 | |||
Subsequent Event | ||||
Line of Credit Facility [Line Items] | ||||
Number of shares called by warrants issued (in shares) | 48,291 | |||
Subsequent Event | Convertible Debt | 2015 Convertible Note | ||||
Line of Credit Facility [Line Items] | ||||
Proceeds from convertible debt | $ 500,000 | |||
Subsequent Event | Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Warrants exercise price (in dollars per share) | $ 2 | |||
Subsequent Event | Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Warrants exercise price (in dollars per share) | $ 2.13 |
Debt - 2016 Promissory Note (De
Debt - 2016 Promissory Note (Details) - Promissory Note to Majority Shareholder Related Party - Majority Shareholder | 1 Months Ended | ||
May. 31, 2016USD ($)note_payable | Apr. 30, 2016USD ($) | Mar. 31, 2016USD ($) | |
Line of Credit | |||
Short-term Debt [Line Items] | |||
Notes payable, related parties | $ 3,000,000 | ||
Debt term | 30 days | ||
Line of Credit | 30-Day London Interbank Offered Rate (LIBOR) | |||
Short-term Debt [Line Items] | |||
Basis spread on variable rate | 7.00% | ||
Subsequent Event | Line of Credit | |||
Short-term Debt [Line Items] | |||
Notes payable, related parties | $ 1,000,000 | ||
Debt term | 30 days | ||
Number of outstanding notes payable | note_payable | 2 | ||
Subsequent Event | Line of Credit | 30-Day London Interbank Offered Rate (LIBOR) | |||
Short-term Debt [Line Items] | |||
Basis spread on variable rate | 7.00% | ||
Subsequent Event | Line of Credit | |||
Short-term Debt [Line Items] | |||
Debt term | 30 days | ||
Maximum borrowing capacity | $ 10,000,000 | ||
Subsequent Event | Line of Credit | 30-Day London Interbank Offered Rate (LIBOR) | |||
Short-term Debt [Line Items] | |||
Basis spread on variable rate | 7.00% |
Related Party Transactions - Su
Related Party Transactions - Summary of Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Related Party Transactions [Abstract] | ||
Accounts receivable, CEHL | $ 1,635 | $ 1,186 |
Accounts payable and accrued liabilities, CEHL | 33,293 | 30,133 |
Long-term notes payable - related party, CEHL | $ 123,702 | $ 120,006 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Mar. 31, 2016 | Feb. 28, 2014 | Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||||
Accounts receivable, CEHL | $ 1,635 | $ 1,635 | $ 1,186 | ||
Accounts payable and accrued expenses | 33,293 | 33,293 | 30,133 | ||
Accrued and unpaid interest on notes payable | 10,000 | 10,000 | 8,300 | ||
Long-term notes payable - related party | 123,702 | 123,702 | 120,006 | ||
Total operating expenses, CEHL | 1,683 | $ 1,956 | |||
Interest expense, CEHL | 1,676 | $ 1,032 | |||
Promissory Note To Allied | |||||
Related Party Transaction [Line Items] | |||||
Notes payable, related parties | 25,000 | $ 25,000 | |||
Debt term | 30 days | ||||
Convertible Subordinated Debt | |||||
Related Party Transaction [Line Items] | |||||
Debt term | 5 years | ||||
Long-term notes payable - related party | 50,000 | $ 50,000 | 50,000 | ||
Convertible Subordinated Debt | 2015 Convertible Note | |||||
Related Party Transaction [Line Items] | |||||
Long-term notes payable - related party | 45,000 | ||||
Line of Credit | Promissory Note To Allied | |||||
Related Party Transaction [Line Items] | |||||
Long-term notes payable - related party | 25,000 | 25,000 | $ 25,000 | ||
Convertible Debt | 2015 Convertible Note | |||||
Related Party Transaction [Line Items] | |||||
Long-term notes payable - related party | 45,700 | 45,700 | |||
Line of Credit | Majority Shareholder | Promissory Note to Majority Shareholder Related Party | |||||
Related Party Transaction [Line Items] | |||||
Notes payable, related parties | $ 3,000 | $ 3,000 | |||
Debt term | 30 days |
Related Party Transactions - 45
Related Party Transactions - Summary of Results of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Related Party Transactions [Abstract] | ||
Total operating expenses, CEHL | $ 1,683 | $ 1,956 |
Interest expense, CEHL | $ 1,676 | $ 1,032 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | Feb. 05, 2016people | Mar. 31, 2016USD ($) | Feb. 28, 2014bbl | Mar. 31, 2016USD ($)contractlicense | Jan. 22, 2016USD ($) | Dec. 31, 2015USD ($) |
Kenya PSCs | ||||||
Other Commitments [Line Items] | ||||||
Production sharing contracts | contract | 4 | |||||
The Gambia | ||||||
Other Commitments [Line Items] | ||||||
Development and production licenses | license | 2 | |||||
NIGERIA | ||||||
Other Commitments [Line Items] | ||||||
Loss contingency, estimate of possible loss | $ 9.6 | |||||
Approval by Nigerian Department of Petroleum Resources | ||||||
Other Commitments [Line Items] | ||||||
Payment of cash or the equivalent in shares | $ 25 | $ 25 | ||||
Payment of cash or the equivalent of shares in period | 15 days | |||||
Number of shares to be issued in period | 30 days | |||||
Long-term Floating Production Storage and Offloading System Contract | ||||||
Other Commitments [Line Items] | ||||||
Initial contract term | 7 years | |||||
Additional contract term | 2 years | |||||
Barrels processing capacity (up to) | bbl | 40,000 | |||||
Maximum storage capacity for the FPSO | bbl | 1,000,000 | |||||
Contractual annual minimum commitment | 48.4 | $ 48.4 | ||||
Minimum remaining annual commitment | $ 2.2 | $ 2.2 | ||||
TransOcean Offshore Gulf of Guinea VII Limited and Indigo Drilling Limited | ||||||
Other Commitments [Line Items] | ||||||
Loss contingency, estimate of possible loss | $ 20.2 | |||||
February 2014 Transactions | ||||||
Other Commitments [Line Items] | ||||||
Loss contingency, number of plaintiffs | people | 7 | |||||
Convertible Debt | 2015 Convertible Note | ||||||
Other Commitments [Line Items] | ||||||
Debt instrument, convertible, percent owed on debt fundraising event | 10.00% | |||||
Debt instrument, convertible, percent owed on equity fundraising event | 20.00% |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options forfeited | 64,638 |
Stock Option | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares of common stock issued during period | 173,127 |
Options forfeited | 0 |
Restricted Stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of grants in period | 1,315,000 |
Number forfeited in period | 38,941 |
Restricted Stock | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 36 months |
Stock warrants | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of grants in period | 0 |
Number forfeited in period | 0 |
Senior Officer | Performance-Based Restricted Stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of grants in period | 500,000 |
Award vesting period | 3 years |
Maximum percentage of additional shares awarded (up to) | 50.00% |
Estimated compensation expense | $ | $ 0.6 |
Estimated compensation cost not yet recognized, period of recognition | 3 years |
Officers, Directors, and Employees | Restricted Stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of grants in period | 1,300,000 |
Stock Based Compensation - Summ
Stock Based Compensation - Summary of Stock Option Activity (Details) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Forfeited (in shares) | (64,638) | |
Stock Option | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding at December 31, 2015 (in shares) | 2,532,000 | |
Granted (in shares) | 0 | |
Exercised (in shares) | (438,000) | |
Forfeited (in shares) | 0 | |
Expired (in shares) | (65,000) | |
Outstanding at March 31, 2016 (in shares) | 2,029,000 | 2,532,000 |
Expected to vest (in shares) | 540,000 | |
Exercisable at March 31, 2016 (in shares) | 1,489,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Outstanding at December 31, 2015 (dollars per share) | $ 2.10 | |
Granted (dollars per share) | 0 | |
Exercised (dollars per share) | 1.94 | |
Forfeited (dollars per share) | 0 | |
Expired (dollars per share) | 4.10 | |
Outstanding at March 31, 2016 (dollars per share) | 2.31 | $ 2.10 |
Expected to vest (dollars per share) | 3.10 | |
Exercisable at March 31, 2016 (dollars per share) | $ 2.02 | |
Options Outstanding, Weighted-Average Remaining Contractual Term (Years) | 1 year 9 months 18 days | 1 year 7 months 6 days |
Expected to vest, Weighted-Average Remaining Contractual Term (Years) | 3 years 6 months | |
Exercisable at March 31, 2016, Weighted-Average Remaining Contractual Term (Years) | 1 year 1 month 6 days |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Warrants Activity (Details) - Stock warrants - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Outstanding at December 31, 2015 (in shares) | 2,935,000 | |
Granted (in shares) | 0 | |
Exercised (in shares) | 0 | |
Forfeited (in shares) | 0 | |
Expired (in shares) | 0 | |
Outstanding at March 31, 2016 (in shares) | 2,935,000 | 2,935,000 |
Expected to vest (in shares) | 0 | |
Outstanding at March 31, 2016 (in shares) | 2,935,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Outstanding at December 31, 2015 (in dollars per share) | $ 3.61 | |
Granted (in dollars per share) | 0 | |
Exercised (in dollars per share) | 0 | |
Forfeited (in dollars per share) | 0 | |
Expired (in dollars per share) | 0 | |
Outstanding at March 31, 2016 (in dollars per share) | 3.61 | $ 3.61 |
Expected to vest (in dollars per share) | 0 | |
Exercisable at March 31, 2016 (in dollars per share) | $ 3.61 | |
Weighted-Average Remaining Contractual Term (Years) | 4 years | 4 years 2 months 12 days |
Exercisable at March 31, 2016, Weighted-Average Remaining Contractual Term (Years) | 4 years |
Stock-Based Compensation - Su50
Stock-Based Compensation - Summary of Restricted Stock Activity (Details) - Restricted Stock | 3 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding at December 31, 2015 (in shares) | shares | 1,114,000 |
Granted (in shares) | shares | 1,315,000 |
Vested (in shares) | shares | (496,000) |
Forfeited (in shares) | shares | (38,941) |
Outstanding at March 31, 2016 (in shares) | shares | 1,894,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Outstanding at December 31, 2015 (in dollars per share) | $ / shares | $ 3.21 |
Granted (in dollars per share) | $ / shares | 2.18 |
Vested (in dollars per share) | $ / shares | 2.86 |
Forfeited (in dollars per share) | $ / shares | 2.29 |
Outstanding at March 31, 2016 (in dollars per share) | $ / shares | $ 2.60 |
Segment Information - Segment A
Segment Information - Segment Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 4,929 | $ 0 |
Operating income (loss) | (28,293) | (32,031) |
Operating Segments | Nigeria | ||
Segment Reporting Information [Line Items] | ||
Revenues | 4,929 | 0 |
Operating income (loss) | (23,160) | (22,236) |
Operating Segments | Kenya | ||
Segment Reporting Information [Line Items] | ||
Revenues | 0 | 0 |
Operating income (loss) | (542) | (5,551) |
Operating Segments | The Gambia | ||
Segment Reporting Information [Line Items] | ||
Revenues | 0 | 0 |
Operating income (loss) | (274) | (371) |
Operating Segments | Ghana | ||
Segment Reporting Information [Line Items] | ||
Operating income (loss) | (886) | (294) |
Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Revenues | 0 | 0 |
Operating income (loss) | $ (3,431) | $ (3,579) |
Segment Information - Segment52
Segment Information - Segment Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Segment Reporting Information [Line Items] | ||
Assets | $ 359,604 | $ 374,599 |
Operating Segments | Nigeria | ||
Segment Reporting Information [Line Items] | ||
Assets | 351,195 | 366,766 |
Operating Segments | Kenya | ||
Segment Reporting Information [Line Items] | ||
Assets | 1,366 | 1,399 |
Operating Segments | The Gambia | ||
Segment Reporting Information [Line Items] | ||
Assets | 3,017 | 3,016 |
Operating Segments | Ghana | ||
Segment Reporting Information [Line Items] | ||
Assets | 3,411 | 2,447 |
Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 615 | $ 971 |