Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 14, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Lilis Energy, Inc. | |
Entity Central Index Key | 0001437557 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 95,097,919 | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Title of 12(b) Security | Common Stock, $0.0001 par value | |
Trading Symbol | LLEXQ | |
Security Exchange Name | NYSEAMER | |
Entity File Number | 001-35330 | |
Entity Incorporation, State or Country Code | NV | |
Entity Tax Identification Number | 74-3231613 | |
Entity Address, Address Line One | 1600 West 7th Street | |
Entity Address, Address Line Two | Suite 400 | |
Entity Address, City or Town | Fort Worth | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 76102 | |
City Area Code | 817 | |
Local Phone Number | 720-9585 | |
Document Quarterly Report | true | |
Document Transition Report | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 4,463 | $ 3,753 |
Accounts receivables, net of allowance of $608 and $448, respectively | 8,473 | 18,146 |
Derivative instruments | 187 | 427 |
Prepaid expenses and other current assets | 2,082 | 4,438 |
Total current assets | 15,205 | 26,764 |
Property and equipment: | ||
Oil and natural gas properties, full cost method of accounting, net | 174,238 | 228,855 |
Other property and equipment, net | 353 | 421 |
Total property and equipment, net | 174,591 | 229,276 |
Right-of-use assets | 1,518 | 1,722 |
Other assets | 877 | 837 |
Total assets | 192,191 | 258,599 |
Current liabilities: | ||
Current portion of long-term debt | 6,500 | 115,000 |
Debtor in-possession facility | 6,500 | |
Accounts payable | 24,834 | |
Accrued liabilities and other | 2,189 | 13,972 |
Revenue payable | 10,380 | 11,442 |
Derivative instruments | 5,044 | |
Total current liabilities | 19,069 | 170,292 |
Asset retirement obligations | 3,548 | 3,423 |
Derivative instruments | 2,439 | |
Long-term lease liabilities | 1,123 | 1,323 |
Long-term deferred revenue and other liabilities | 71,829 | 73,749 |
Total liabilities not subject to compromise | 95,569 | 251,226 |
Liabilities subject to compromise | 117,212 | |
Total liabilities | 212,781 | 251,226 |
Commitments and Contingencies (Note 19) | ||
Stockholders’ equity (deficit): | ||
Common stock, $0.0001 par value per share; 150,000,000 shares authorized 95,097,919 and 91,584,460 issued and outstanding as of June 30, 2020 and December 31, 2019, respectively, of which 253,598 shares are being held in treasury stock | 10 | 9 |
Additional paid-in capital | 329,066 | 342,382 |
Treasury stock, 253,598 shares at cost | (997) | (997) |
Accumulated deficit | (608,707) | (579,552) |
Total stockholders’ equity (deficit) | (280,628) | (238,158) |
Total liabilities, mezzanine equity and stockholders’ equity (deficit) | 192,191 | 258,599 |
Mezzanine equity: | 260,038 | 245,531 |
Series C-1 Preferred Stock | ||
Stockholders’ equity (deficit): | ||
Mezzanine equity: | 86,383 | 80,446 |
Series C-2 Preferred Stock | ||
Stockholders’ equity (deficit): | ||
Mezzanine equity: | 20,248 | 18,857 |
Series D Preferred Stock | ||
Stockholders’ equity (deficit): | ||
Mezzanine equity: | 30,894 | 29,082 |
Series E Preferred Stock | ||
Stockholders’ equity (deficit): | ||
Mezzanine equity: | 68,959 | 66,285 |
Series F Preferred Stock | ||
Stockholders’ equity (deficit): | ||
Mezzanine equity: | $ 53,554 | $ 50,861 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets [Parenthetical] - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Allowance related to accounts receivable | $ 608 | $ 448 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, shares issued (in shares) | 95,097,919 | 91,584,460 |
Common stock, shares outstanding (in shares) | 95,097,919 | 91,584,460 |
Treasury stock, shares (in shares) | 253,598 | 253,598 |
Series C-1 Preferred Stock | ||
Redeemable preferred stock, dividend rate, percentage | 9.75% | 9.75% |
Mezzanine equity, shares issued (in shares) | 100,000 | 100,000 |
Mezzanine equity, shares outstanding (in shares) | 100,000 | 100,000 |
Mezzanine equity, stated value (in dollars per share) | $ 1,263 | $ 1,203 |
Series C-2 Preferred Stock | ||
Redeemable preferred stock, dividend rate, percentage | 9.75% | 9.75% |
Mezzanine equity, shares issued (in shares) | 25,000 | 25,000 |
Mezzanine equity, shares outstanding (in shares) | 25,000 | 25,000 |
Mezzanine equity, stated value (in dollars per share) | $ 1,184 | $ 1,128 |
Series D Preferred Stock | ||
Redeemable preferred stock, dividend rate, percentage | 8.25% | 8.25% |
Mezzanine equity, shares issued (in shares) | 39,254 | 39,254 |
Mezzanine equity, shares outstanding (in shares) | 39,254 | 39,254 |
Mezzanine equity, stated value (in dollars per share) | $ 1,154 | $ 1,107 |
Series E Preferred Stock | ||
Redeemable preferred stock, dividend rate, percentage | 8.25% | 8.25% |
Mezzanine equity, shares issued (in shares) | 60,000 | 60,000 |
Mezzanine equity, shares outstanding (in shares) | 60,000 | 60,000 |
Mezzanine equity, stated value (in dollars per share) | $ 1,114 | $ 1,069 |
Series F Preferred Stock | ||
Redeemable preferred stock, dividend rate, percentage | 9.00% | 9.00% |
Mezzanine equity, shares issued (in shares) | 55,000 | 55,000 |
Mezzanine equity, shares outstanding (in shares) | 55,000 | 55,000 |
Mezzanine equity, stated value (in dollars per share) | $ 1,125 | $ 1,076 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Revenues: | ||||
Revenues | $ 5,583 | $ 21,572 | $ 18,352 | $ 39,270 |
Operating expenses: | ||||
Production taxes | 163 | 1,119 | 776 | 2,025 |
General and administrative | 6,340 | 9,383 | 12,166 | 19,062 |
Depreciation, depletion, accretion and amortization | 2,453 | 9,188 | 5,745 | 17,342 |
Impairment of oil and natural gas properties | 32,694 | 32,694 | ||
Total operating expenses | 44,439 | 24,784 | 59,193 | 49,465 |
Loss from operations | 38,856 | 3,212 | 40,841 | 10,195 |
Other income (expense): | ||||
(Loss) gain from commodity derivatives, net | (5,066) | 2,901 | 16,132 | (7,676) |
Change in fair value of financial instruments | 20,601 | 3,238 | (335) | |
Interest expense | (1,602) | (1,845) | (5,405) | (6,673) |
Reorganization items, net | (2,357) | (2,357) | ||
Other income (expense) | 29 | (114) | 78 | (83) |
Total other income (expense) | 11,605 | 942 | 11,686 | (14,767) |
Net loss before income taxes | 27,251 | 2,270 | 29,155 | 24,962 |
Net loss | 27,251 | 2,270 | 29,155 | 24,962 |
Dividends on preferred stock | (7,335) | (6,375) | (14,507) | (11,200) |
Net loss attributable to common stockholders | $ 34,586 | $ 8,645 | $ 43,662 | $ 36,162 |
Net loss per common share-basic and diluted: (Note 16) | ||||
Basic | $ (0.36) | $ (0.09) | $ (0.46) | $ (0.43) |
Diluted | $ (0.36) | $ (0.09) | $ (0.46) | $ (0.43) |
Weighted average common shares outstanding: | ||||
Basic | 94,811,380 | 91,012,030 | 95,375,500 | 84,500,414 |
Diluted | 94,811,380 | 91,012,030 | 95,375,500 | 84,500,414 |
Oil Sales [Member] | ||||
Revenues: | ||||
Revenues | $ 5,306 | $ 19,982 | $ 17,667 | $ 34,683 |
Natural Gas Sales [Member] | ||||
Revenues: | ||||
Revenues | 100 | 350 | 289 | 1,876 |
Natural Gas Liquid Sales [Member] | ||||
Revenues: | ||||
Revenues | 177 | 1,240 | 396 | 2,711 |
Natural Gas Production [Member] | ||||
Operating expenses: | ||||
Cost of Goods and services sold | 2,426 | 3,859 | 7,122 | 8,623 |
Gathering Processing and Transportation [Member] | ||||
Operating expenses: | ||||
Cost of Goods and services sold | $ 363 | $ 1,235 | $ 690 | $ 2,413 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Treasury Stock | Retained Earnings |
Balance at Dec. 31, 2018 | $ 13,332 | $ 7 | $ 321,753 | $ (997) | $ (307,431) |
Balance (in shares) at Dec. 31, 2018 | 71,182,016 | (253,598) | |||
Stock-based compensation | 6,001 | 6,001 | |||
Stock-based compensation (in shares) | 2,837,486 | ||||
Common stock issued for extinguishment of debt | 32,990 | $ 2 | 32,988 | ||
Common stock issued for extinguishment of debt (in shares) | 17,641,638 | ||||
Gain on extinguishment of debt | 7,078 | 7,078 | |||
Dividends on preferred stock | (11,200) | (11,200) | |||
Net loss | (24,962) | (24,962) | |||
Balance at Jun. 30, 2019 | 22,829 | $ 9 | 356,210 | $ (997) | (332,393) |
Balance (in shares) at Jun. 30, 2019 | 91,451,836 | (253,598) | |||
Common stock withheld for taxes on stock-based compensation | (410) | (410) | |||
Common stock withheld for taxes on stock-based compensation (in shares) | (209,304) | ||||
Balance at Mar. 31, 2019 | 29,208 | $ 9 | 360,319 | $ (997) | (330,123) |
Balance (in shares) at Mar. 31, 2019 | 91,037,902 | (253,598) | |||
Stock-based compensation | 2,356 | 2,356 | |||
Stock-based compensation (in shares) | 458,055 | ||||
Dividends on preferred stock | (6,375) | (6,375) | |||
Net loss | (2,270) | (2,270) | |||
Balance at Jun. 30, 2019 | 22,829 | $ 9 | 356,210 | $ (997) | (332,393) |
Balance (in shares) at Jun. 30, 2019 | 91,451,836 | (253,598) | |||
Common stock withheld for taxes on stock-based compensation | (90) | (90) | |||
Common stock withheld for taxes on stock-based compensation (in shares) | (44,121) | ||||
Balance at Dec. 31, 2019 | (238,158) | $ 9 | 342,382 | $ (997) | (579,552) |
Balance (in shares) at Dec. 31, 2019 | 91,584,460 | (253,598) | |||
Stock-based compensation | 1,229 | $ 1 | 1,228 | ||
Stock-based compensation (in shares) | 3,645,559 | ||||
Dividends on preferred stock | (14,507) | (14,507) | |||
Net loss | (29,155) | (29,155) | |||
Balance at Jun. 30, 2020 | (280,628) | $ 10 | 329,066 | $ (997) | (608,707) |
Balance (in shares) at Jun. 30, 2020 | 95,097,919 | (253,598) | |||
Common stock withheld for taxes on stock-based compensation | (37) | (37) | |||
Common stock withheld for taxes on stock-based compensation (in shares) | (132,100) | ||||
Balance at Mar. 31, 2020 | (246,207) | $ 10 | 336,236 | $ (997) | (581,456) |
Balance (in shares) at Mar. 31, 2020 | 95,384,194 | (253,598) | |||
Stock-based compensation | 165 | 165 | |||
Stock-based compensation (in shares) | (286,275) | ||||
Dividends on preferred stock | (7,335) | (7,335) | |||
Net loss | (27,251) | (27,251) | |||
Balance at Jun. 30, 2020 | $ (280,628) | $ 10 | $ 329,066 | $ (997) | $ (608,707) |
Balance (in shares) at Jun. 30, 2020 | 95,097,919 | (253,598) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (29,155) | $ (24,962) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Stock based compensation | 1,228 | 6,001 |
Bad debt expense (recovery) | 161 | (6) |
Amortization of debt issuance cost and debt discount | 858 | 1,936 |
Deferred income realized | (2,288) | |
Payable in-kind interest | 1,590 | |
(Gain) loss from commodity derivatives, net | (16,132) | 7,676 |
Net cash settlement paid for commodity derivative contracts | 13,745 | (1,757) |
Change in fair value of financial instruments | (3,238) | 335 |
Impairment of oil and natural gas properties | 32,694 | |
Non-cash reorganization items, net | 1,970 | |
Depreciation, depletion, amortization and accretion of asset retirement obligation | 5,745 | 17,342 |
Other | 5 | 124 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 7,894 | (1,101) |
Prepaid expenses and other assets | (449) | (835) |
Accounts payable and accrued liabilities | (4,889) | (21,909) |
Proceeds from contract incentive | 2,500 | |
Net cash provided by (used in) operating activities | 8,149 | (13,066) |
Cash flows from investing activities: | ||
Proceeds from the sale of unproved oil and natural gas properties | 24,063 | 336 |
Capital expenditures | (10,533) | (48,604) |
Net cash provided by (used in) investing activities | 13,530 | (48,268) |
Cash flows from financing activities: | ||
Proceeds from debtor in-possession facility | 6,500 | |
Proceeds from revolving credit agreement | 48,000 | |
Debt issuance costs | (856) | (382) |
Repayment of revolving credit agreement | (26,576) | |
Payment for tax withholding on stock-based compensation | (37) | (410) |
Net cash provided by (used in) financing activities | (20,969) | 47,208 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 710 | (14,126) |
Cash, cash equivalents and restricted cash at beginning of period | 3,753 | 21,137 |
Cash, cash equivalents and restricted cash at end of period | 4,463 | 7,011 |
Supplemental disclosure: | ||
Cash paid for interest | $ 2,754 | $ 3,148 |
ORGANIZATION
ORGANIZATION | 6 Months Ended |
Jun. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
ORGANIZATION | NOTE 1 - ORGANIZATION Lilis Energy, Inc., a Nevada corporation, is an independent oil and natural gas exploration and production company focused on the Delaware Basin in Winkler, Loving, and Reeves Counties, Texas and Lea County, New Mexico. Unless otherwise specified or the context otherwise requires, all references in these notes to “we”, “our”, “Lilis” or the “Company” are to Lilis Energy, Inc. and its consolidated subsidiaries. |
CHAPTER 11 FILING, LIQUIDITY AN
CHAPTER 11 FILING, LIQUIDITY AND GOING CONCERN | 6 Months Ended |
Jun. 30, 2020 | |
Liquidity Disclosure [Abstract] | |
CHAPTER 11 FILING, LIQUIDITY AND GOING CONCERN | NOTE 2 - CHAPTER 11 FILING, LIQUIDITY AND GOING CONCERN Voluntary Petitions under Chapter 11 of the Bankruptcy Code On June 28, 2020 (the “Petition Date”), Lilis Energy, Inc. and its consolidated subsidiaries Brushy Resources, Inc., ImPetro Operating LLC, ImPetro Resources, LLC, Lilis Operating Company, LLC and Hurricane Resources LLC (collectively, the “Debtors”) filed voluntary petitions seeking relief under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the “Bankruptcy Court”) commencing cases for relief under Chapter 11 of the Bankruptcy Code (the “Chapter 11 Cases”). The Chapter 11 Cases are being jointly administered under the caption In re Lilis Energy, Inc., et al., To maintain and continue uninterrupted ordinary course operations during the bankruptcy proceedings, the Debtors filed a variety of “first day” motions seeking approval from the Bankruptcy Court for various forms of customary relief designed to minimize the effect of bankruptcy on the Debtors’ operations, customers and employees. On June 29, 2020, the Bankruptcy Court entered orders approving all requested “first day” relief. As a result, we are able to conduct normal business activities and pay all associated obligations for the period following our bankruptcy filing and (subject to caps applicable to payments of certain pre-petition obligations) certain pre-petition obligations, including, but not limited to: employee wages and benefits, pre-petition amounts owed to certain lienholders and critical vendors and funds belonging to third parties, including royalty interest and working interest holders and partners. During the pendency of the Chapter 11 Cases, all transactions outside the ordinary course of our business require the prior approval of the Bankruptcy Court. On June 28, 2020, the Debtors entered into a restructuring support agreement (the “RSA”) with (i) the lenders under our Revolving Credit Facility (other than Värde) (each as defined below) (the "Consenting RBL Lenders") and (ii) certain investment funds and entities affiliated with Värde Partners, Inc. (collectively, “Värde”) which collectively own all of our outstanding preferred stock and a subordinated participation in that certain Second Amended and Restated Senior Secured Revolving Credit Agreement dated as of October 10, 2018 (as amended, the “Revolving Credit Agreement” and the loan facility, the “Revolving Credit Facility”), by and among Lilis Energy, Inc., as borrower, the other Debtors, as guarantors, BMO Harris Bank, N.A., as administrative agent (the “Administrative Agent”), and the lenders party thereto (“RBL Lenders”), for the purpose of supporting (a) the implementation of restructuring transactions, including a Chapter 11 plan of reorganization with terms consistent with those set forth in the RSA (the “Plan”), (b) an initial debtor-in-possession credit agreement (the "Initial DIP Credit Agreement") and related initial DIP credit facility (the “Initial DIP Facility”), (c) the terms of a replacement debtor-in-possession credit agreement (the “Replacement DIP Facility”) and replacement DIP credit facility (the “Replacement DIP Credit Agreement”) and (d) the form of an equity commitment letter contemplating an equity investment by one or more Värde entities in the event that Värde elects in its sole discretion to provide such a commitment to fund the Plan on or before August 18, 2020. If on or prior to August 18, 2020, (i) Värde has not funded the Replacement DIP Facility with sufficient cash such that the lenders’ claims under the Initial DIP Facility have not been repaid in full with proceeds from the Replacement DIP Facility and (ii) Värde has not made a commitment to make the Värde Equity Investment (which, if elected, will be funded on the effective date of the plan of reorganization contemplated by the RSA (the “Plan”)), the Debtors will pursue a sale of substantially all their assets pursuant to bidding procedures agreed to in the RSA to close on or before the 135th day following the Petition Date. See Note 11 - Indebtedness • each lender under the Revolving Credit Agreement that is unaffiliated with Värde (each, a “Non-Affiliate RBL Lender”) will receive its pro rata share of (i) $9.2 million in cash plus all accrued and unpaid interest as of the Petition Date (estimated to be $0.7 million), and (ii) participations in $55 million of new loans under the Exit Facility as described below; • Värde, on account of claims held by its affiliates as lenders under the Revolving Credit Agreement and, if applicable, its claims under the Replacement DIP Facility, will receive an aggregate of 100% of the new common stock of the reorganized Lilis, and the treatment of the Company’s outstanding preferred stock, all of which is currently held by Värde, remains undecided and will be agreed on by Värde, the Company and the required Consenting RBL Lenders on or prior to the date the Replacement DIP Facility closes; • the treatment of allowed general unsecured claims will be determined no later than August 18, 2020, which treatment must be acceptable to Värde in consultation with the Administrative Agent, and as a condition to the effectiveness of the Plan (subject to certain exceptions provided in the RSA), the allowed general unsecured claims and allowed priority, other secured, and priority tax claims, other than claims held by Värde and its affiliates, must not exceed a total amount to be acceptable to Värde upon receipt of reasonably acceptable diligence at the time of signing the equity commitment letter providing for the Värde Equity Investment; and • each outstanding share of the Company’s common stock, share-based awards and warrants will be canceled for no consideration. The Plan contemplated in the RSA is contingent upon, among other things, Värde’s election in its sole discretion, on or before August 18, 2020, to provide (i) an agreed commitment (which, if elected, will be funded on the effective date of the Plan) to buy the common stock of the reorganized Lilis for $55.0 million in cash less any funding provided by Värde under the Replacement DIP Facility (but excluding any amount of interest or fees paid-in-kind and capitalized thereunder), and (ii) certain Värde funds to provide for a Replacement DIP Facility. The Consenting RBL Lenders and Värde have the right to terminate the RSA, and their support for the restructuring contemplated by the RSA (the “Restructuring”), for customary reasons, including, among others, the failure to timely achieve any of the milestones for the progress of the Chapter 11 Cases that are in the RSA, which include the dates by which the Debtors are required to, among other things, obtain certain court orders and consummate the Restructuring. There can be no assurance that the Debtors will confirm and consummate the Plan as contemplated by the RSA or complete an alternative plan of reorganization. For the duration of our Chapter 11 Cases, our operations and our ability to develop and execute a business plan are subject to risks and uncertainties associated with bankruptcy. Initial DIP Facility, Replacement DIP Facility and Exit Facility. The RSA contemplates that, upon the interim approval of the Bankruptcy Court, the Debtors, as borrower and guarantors, the Consenting RBL Lenders (in that capacity, “Initial DIP Lenders”) and the Administrative Agent would enter into a Senior Secured Super-Priority Debtor-in-Possession Credit Agreement (the “Initial DIP Credit Agreement”), under which the Initial DIP Lenders would provide a super-priority senior secured debtor-in-possession credit facility providing for an aggregate principal amount of (i) $15.0 million of new money revolving commitments, of which up to $5.0 million would be available upon entry of an interim order, with the remainder available upon entry of a final order, plus (ii) a tranche of roll-up term loans to refinance $15.0 million of the outstanding loans under the Revolving Credit Facility, including $1.5 million pre-petition bridge loans that the Non-Affiliate RBL Lenders advanced to the Company on June 17, 2020, of which $1.5 million of roll-up term loans would be incurred upon entry of an interim order, with the remaining $13.5 million to be incurred upon entry of a final order. On June 29, 2020, the Bankruptcy Court entered an order (the “Interim DIP Order”) granting interim approval of the Initial DIP Facility, thereby permitting the Company to incur up to $5.0 million new money loans on an interim basis. The Initial DIP Credit Agreement was entered into on June 30, 2020. A final hearing on the Initial DIP Facility and Initial DIP Credit Agreement is scheduled for August 18, 2020. Subject to approval by the Bankruptcy Court, the proceeds of the Initial DIP Facility will be used to pay fees, expenses and other expenditures of the Debtors to be set forth in rolling budgets prepared as part of the Chapter 11 Cases, subject to approval by the Initial DIP Lenders. Closing the Initial DIP Facility is contingent on the satisfaction of customary conditions, including receipt of a final order by the Bankruptcy Court approving the Initial DIP Facility and the Initial DIP Credit Agreement. The RSA further contemplates that Värde may elect, in its sole discretion and on or prior to August 18, 2020, to provide the Debtors with a Replacement DIP Facility or the Värde Equity Investment or both. Among other things, Värde’s notification to the Administrative Agent or Debtors of its intention not to provide the Replacement DIP Facility or the Värde Equity Investment will constitute a termination event for the RSA. If Värde elects to provide a Replacement DIP Facility, the RSA contemplates that the Replacement DIP Facility will consist of a senior secured super-priority debtor-in-possession term loan facility providing for $20 million new money loans. The proceeds of the Replacement DIP Facility will be used to refinance in full the outstanding obligations under the Initial DIP Facility, including accrued and unpaid interest and the fees and expenses of the DIP Lenders, and pay fees, expenses and other expenditures of the Debtors during the Chapter 11 Cases. Upon the Debtors’ emergence from the Chapter 11 Cases and to the extent any claims under the Replacement DIP Facility have not otherwise been repaid, each holder of an allowed claim under the Replacement DIP Facility will receive its pro rata share of a certain percentage of the new common stock of the reorganized Lilis (subject to dilution from the Värde Equity Investment, if applicable) such that Värde and its affiliates will collectively own 100% of the outstanding common stock of the reorganized Lilis on account of its claims under the Revolving Credit Facility and the Replacement DIP Facility. In addition, Värde may elect, in its sole discretion and on or prior to August 18, 2020, to purchase, upon the Debtors’ emergence from the Chapter 11 Cases, 100% of the common stock of the reorganized Lilis in exchange for $55.0 million in cash (less any funding provided by Värde pursuant to the Replacement DIP Facility (but excluding any amount of interest or fees paid-in-kind and capitalized thereunder)) (the “Värde Equity Investment”). The proceeds of the Värde Equity Investment will be used to repay a portion of the claims of the Non-Affiliate RBL Lenders under the Revolving Credit Facility on the effective date, to fund other distributions under the Plan, and to fund the working capital of the reorganized Debtors. Pursuant to the RSA, on the effective date of the Plan, the Consenting RBL Lenders will provide a revolving credit facility to the reorganized Debtors in a principal amount of $55.0 million, with a 36-month term to maturity and a 9-month borrowing base redetermination holiday (the “Exit Facility”). The proceeds of the Exit Facility will be used to repay a portion of the Non-Affiliate RBL Lenders’ claims under the Revolving Credit Facility. Acceleration of Our Existing Debt and Automatic Stay Due to Chapter 11 Filing As of June 30, 2020, we had $88.4 million of indebtedness outstanding under our Revolving Credit Agreement including $25.7 million of such principal held by an affiliate of Värde which was subordinated to the indebtedness of the other RBL Lenders under the Revolving Credit Agreement. On June 5, 2020, the Debtors, the Administrative Agent, and certain lenders entered into a Limited Forbearance Agreement to the Revolving Credit Agreement (the “Forbearance Agreement”). Pursuant to the Forbearance Agreement, the Administrative Agent and the Majority Lenders agreed to refrain from exercising certain of their rights and remedies under the Revolving Credit Agreement and related documents arising solely as a result of the occurrence or continuance of certain specified defaults and events of default under the Revolving Credit Agreement (the “Specified Defaults”) during the Forbearance Period (as defined below). The Specified Defaults include the Company’s failure to make the borrowing base deficiency payment due June 5, 2020, deliver certain financial statements when due, failure to comply with requirements related to the status of trade payables and related liens and failure to maintain the leverage ratio and asset coverage ratio required by the Revolving Credit Agreement as of the fiscal quarter ended March 31, 2020. The “Forbearance Period” expired on June 26, 2020. The Company did not make the borrowing base deficiency payment. The Forbearance Agreement also deferred the scheduled spring redetermination of the borrowing base under the Revolving Credit Agreement from on or about June 5, 2020 to on or about June 26, 2020. The redetermination did not happen as a result of the Chapter 11 filing. The Forbearance Agreement permitted the lenders under the Revolving Credit Agreement, or the RBL Lenders, in their capacity as counterparties to the Company’s commodity swap agreements to unwind and liquidate such swap arrangements during the Forbearance Period and to apply any net proceeds to pay down the outstanding obligations under the Revolving Credit Agreement. The swap positions of such lenders were liquidated on June 9, 2020, for net proceeds of approximately $9.3 million, which was applied to reduce the outstanding obligations of the Company under the Revolving Credit Agreement. On June 17, 2020, certain of the RBL Lenders permitted the Company to borrow $1.5 million under the Revolving Credit Agreement. As of the filing of the Chapter 11 Cases, the remaining outstanding principal on our Revolving Credit Agreement was $89.9 million, including $25.7 million of such principal held by an affiliate of Värde which was subordinated to the indebtedness of the other RBL Lenders under the Revolving Credit Agreement. Our remaining derivative contracts were with counterparties that were not our RBL Lenders are governed by master agreements which generally specify that a default under any of our indebtedness as well as any bankruptcy filing is an event of default which may result in early termination of the derivative contracts. As a result of our debt defaults and our bankruptcy petition, we are currently in default under these remaining derivative contracts. In July, the remaining derivative contracts were terminated in conjunction with our bankruptcy proceedings. Furthermore, since we are in default on our indebtedness and have a bankruptcy filing, we will no longer be able to represent that we comply with the credit default or bankruptcy covenants under our derivative master agreements and thus may not be able to enter into new hedging transactions. The commencement of a voluntary proceeding in bankruptcy constitutes an immediate event of default under the Revolving Credit Agreement, resulting in the automatic and immediate acceleration of all of the Company’s outstanding debt. The Company has classified its outstanding balance under the Revolving Credit Facility as liabilities subject to compromise on its condensed consolidated balance sheet as of June 30, 2020. Subject to certain exceptions, under the Bankruptcy Code, the filing of the bankruptcy petitions on the Petition Date automatically enjoined, or stayed, the continuation of most judicial or administrative proceedings or the filing of other actions against the Debtors or their property to recover, collect or secure a claim arising prior to the Petition Date. Creditors are stayed from taking any actions against the Debtors as a result of debt defaults, subject to certain limited exceptions permitted by the Bankruptcy Code Ability to Continue as a Going Concern We have experienced losses and working capital deficiencies, and in the past, significant negative cash flows from operations. Additionally, our liquidity and operating forecasts have been negatively impacted by the recent decrease in commodity prices and resulting temporary shut-in of wells, which has negatively impacted our ability to comply with debt covenants under our Revolving Credit Agreement. Commodity price volatility, as well as concerns about the COVID-19 pandemic, has significantly decreased worldwide demand for oil and natural gas. These factors have restricted our access to liquidity and lead the company to seek relief through filing our Chapter 11 cases. As a result, the Company has concluded these matters raise substantial doubt about the Company’s ability to continue as a going concern for a twelve-month period following the date of issuance of these consolidated financial statements. Fluctuations in oil and natural gas prices have a material impact on our financial position, results of operations, cash flows and quantities of oil, natural gas and NGL reserves that may be economically produced. Historically, oil and natural gas prices have been volatile, and may be subject to wide fluctuations in the future. If continued depressed prices persist, the Company will continue to experience impairment of oil and natural gas properties, operating losses, negative cash flows from operating activities, and negative working capital. We face uncertainty regarding the adequacy of our liquidity and capital resources and have extremely limited access to additional financing. The Interim DIP Order entered by the Bankruptcy Court on June 29, 2020 approved the Initial DIP Facility on an interim basis, thereby allowing us to borrow up to $5.0 million under the Initial DIP Facility which we borrowed June 30, 2020. Our ability to borrow the additional $10.0 million new money loans under the Initial DIP Facility is contingent on the satisfaction of the conditions specified in the Initial DIP Credit Agreement, including receipt of a final order by the Bankruptcy Court approving the Initial DIP Facility and the Initial DIP Credit Agreement. In addition to the cash requirement necessary to fund ongoing operations, we have incurred significant professional fees and other costs in connection with preparation for the Chapter 11 Cases and expect that we will continue to incur significant professional fees, costs and other expenses throughout our Chapter 11 Cases. As part of the Chapter 11 Cases, the Company entered into the RSA described above. The Company’s operations and its ability to develop and execute its business plan are subject to a high degree of risk and uncertainty associated with the Chapter 11 Cases. The outcome of the Chapter 11 Cases is subject to a high degree of uncertainty and is dependent upon factors that are outside of the Company’s control, including actions of the Bankruptcy Court and the Company’s creditors. There can be no assurance that the Company will confirm and consummate a Plan as contemplated by the RSA or complete another plan of reorganization with respect to the Chapter 11 Cases. These consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities and other commitments in the normal course of business for the twelve-month period following the date of issuance of these consolidated financial statements. The accompanying consolidated financial statements do not include any adjustments relating to the recoverability and classification of assets and their carrying amount, or the amount and classification of liabilities that may result should the Company be unable to continue as a going concern. COVID-19 On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency due to the COVID-19 outbreak, which originated in Wuhan, China, and the risks to the international community as the virus spreads globally beyond its point of origin. In March 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally. In addition, in March 2020, members of OPEC failed to agree on production levels which has caused increased supply and led to a substantial decrease in oil prices and an increasingly volatile market. The oil price war ended with a deal to cut global petroleum output but did not go far enough to offset the impact of COVID-19 on demand. If depressed pricing continues for an extended period it will lead to i) reductions in availability under any reserve-based lending arrangements we may enter into, ii) additional reductions in reserves, and iii) additional impairment of proved and unproved oil and gas properties. We also expect disclosures of supplemental oil and gas information to be impacted by price declines. The substantial decrease in oil prices has resulted in a full-cost ceiling impairment of $32.7 million during the quarter ended June 30, 2020. In response to recent commodity prices and our efforts to strengthen our capital through reducing operating costs, during April 2020 the Company elected to shut-in 12 wells which were identified as uneconomic as a result of the continued decline in commodity prices in 2020 and 19 additional wells were identified for short term shut-in through May and June. In late May, 16 of the shut-in wells were back on production. Another 12 shut-in wells were back on production in early June. In June 2020, the Company also laid off a significant number of employees to further reduce general and administrative costs. The full impact of the COVID-19 outbreak and the oversupply of oil and resulting decrease in oil prices continues to evolve as of the date of these financial statements. As such, it is uncertain as to the full magnitude that they will have on the Company’s financial condition, liquidity, and future results of operations. Management is actively monitoring the global situation on its financial condition, liquidity, operations, suppliers, industry, and workforce. Given the daily evolution of the COVID-19 outbreak and the global responses to curb its spread, the Company is not able to estimate the effects of the COVID-19 outbreak on its results of operations, financial condition, or liquidity for fiscal year 2020. These matters could have a continued material adverse impact on economic and market conditions and trigger a period of global economic slowdown, which the Company expects would further impair the Company’s asset values, including reserve estimates. Further, consumer demand has decreased since the spread of the outbreak and new travel restrictions placed by governments in an effort to curtail the spread of the coronavirus. Although the Company cannot estimate the length or gravity of the impacts of these events at this time, if the pandemic and/or decreased oil prices continue, they will have a material adverse effect on the Company’s results of future operations, financial position, and liquidity in fiscal year 2020. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES | NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES Bankruptcy Accounting As discussed in Note 2, on June 28, 2020, the Debtors filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas, Houston Division commencing cases for relief under Chapter 11 of the Bankruptcy Code. During the Chapter 11 proceedings, the Debtors operate their businesses as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code. The consolidated financial statements have been prepared as if the Company is a going concern and reflect the application of Accounting Standards Codification 852 “Reorganizations” (“ASC 852”). ASC 852 requires that the financial statements, for periods subsequent to the Chapter 11 filing, distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain expenses, gains and losses that are realized or incurred in the bankruptcy proceedings are recorded in “reorganization items, net” on our statements of operations. In addition, prepetition unsecured and under-secured obligations that may be impacted by the bankruptcy process have been classified as “liabilities subject to compromise” on our balance sheet at June 30, 2020. These liabilities are reported at the amounts expected to be allowed as claims by the Bankruptcy Court, although they may be settled for less. The accompanying financial statements do not purport to reflect or provide for the consequences of the Chapter 11 proceedings. In particular, the financial statements do not purport to show: (i) the realizable value of assets on a liquidation basis or their availability to satisfy liabilities; (ii) the amount of prepetition liabilities that may be allowed for claims or contingencies, or the status and priority thereof; (iii) the effect on stockholders’ deficit accounts of any changes that may be made to our capitalization; or (iv) the effect on operations of any changes that may be made to our business. While operating as debtor-in-possession under Chapter 11 of the Bankruptcy Code, we may sell or otherwise dispose of or liquidate assets or settle liabilities in amounts other than those reflected on its consolidated financial statements, subject to the approval of the Bankruptcy Court or otherwise as permitted in the ordinary course of business. Further, a plan of reorganization could materially change the amounts and classifications on our historical financial statements. Principles of Consolidation and Presentation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Brushy Resources, Inc., ImPetro Operating, LLC, ImPetro Resources, LLC, Lilis Operating Company, LLC, and Hurricane Resources LLC. All significant intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The accompanying consolidated financial statements are prepared in conformity with GAAP which requires the Company to make a number of estimates and assumptions relating to the reported amounts of assets and liabilities; disclosure of contingent assets and liabilities at the date of the financial statements; the reported amounts of revenues and expenses during the reporting period; and the quantities and values of proved oil, natural gas and natural gas liquid (“NGL”) reserves used in calculating depletion and assessing impairment of its oil and natural gas properties. The most significant estimates pertain to the evaluation of unproved properties for impairment, proved oil and natural gas reserves and related cash flow estimates used in the depletion and impairment of oil and natural gas properties; the timing and amount of transfers of our unevaluated properties into our amortizable full cost pool; the fair value of embedded derivatives and commodity derivative contracts, accrued oil and natural gas revenues and expenses, valuation of options and warrants, and common stock; and the allocation of general and administrative expenses. Actual results could differ significantly from these estimates. Reclassification Certain amounts on the condensed consolidated statements of changes in stockholders' equity (deficit) have been conformed to the June 30, 2020 presentation. Coronavirus Aid, Relief, and Economic Security Act On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief, and Economic Security (the “CARES Act”). The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations, increased limitations on qualified charitable contributions, and technical corrections to tax depreciation methods for qualified improvement property. It also appropriated funds for the SBA Paycheck Protection Program loans that are forgivable in certain situations to promote continued employment, as well as Economic Injury Disaster Loans to provide liquidity to small businesses harmed by COVID-19. The Company was not eligible for these loans. The CARES Act has not had a significant impact on our financial condition, results of operations, or liquidity. Recently Adopted Accounting Standards In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement Accounting Standards Not Yet Adopted In March 2020, the FASB issued ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting In June 2016, the FASB issued ASU 2016-13, Financial Instruments Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Accrued Liabilities and Other At June 30, 2020 and December 31, 2019, the Company’s accrued liabilities consisted of the following: June 30, 2020 December 31, 2019 ($ in thousands) Accrued drilling, completion and facilities costs (1) $ - $ 5,021 Drilling advances 1,301 1,328 Accrued production expenses (1) - 3,326 Other accrued liabilities (1) 475 3,885 Short-term operating lease liabilities 413 412 $ 2,189 $ 13,972 (1) Prepetition accrued liabilities are classified as liabilities subject to compromise on our condensed consolidated balance sheets. Liabilities Subject to Compromise Liabilities subject to compromise at June 30, 2020 represented the Debtors’ prepetition liabilities that have been allowed or that the Debtors anticipate will be allowed as claims in its Chapter 11 cases. The amounts represent the estimated obligations to be resolved in connection with the Chapter 11 proceedings. The differences between the estimate and the claims filed will be evaluated and resolved in connection with the claims resolution process during the Chapter 11 proceedings. The components of liabilities subject to compromise are as follows June 30, 2020 ($ in thousands) Revolving Credit Facility $ 88,424 Accounts payable 23,184 Accrued liabilities and other 4,096 Derivative instruments 1,508 $ 117,212 Restructuring Charges ASC 852 requires that the financial statements, for periods subsequent to the Chapter 11 filing, distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain expenses, gains and losses that are realized or incurred in the bankruptcy proceedings are recorded in “reorganization items, net” on our statements of operations. The components of restructuring charges are as follows for the three and six months ended June 30, 2020 (in thousands): Six Months Ended June 30, 2020 ($ in thousands) Write off of unamortized deferred financing fees $ 1,970 Legal and other professional advisory fees 287 DIP financing fees 100 $ 2,357 |
OIL AND NATURAL GAS PROPERTIES
OIL AND NATURAL GAS PROPERTIES | 6 Months Ended |
Jun. 30, 2020 | |
Extractive Industries [Abstract] | |
OIL AND NATURAL GAS PROPERTIES | NOTE 4 - OIL AND NATURAL GAS PROPERTIES The following table sets forth a summary of oil and natural gas property costs (net of divestitures) at June 30, 2020 and December 31, 2019: June 30, 2020 December 31, 2019 (In thousands) Oil and natural gas properties: Proved $ 492,520 $ 478,569 Unproved 79,258 109,590 Total oil and natural gas properties 571,778 588,159 Accumulated depletion, depreciation, amortization and impairment (397,540 ) (359,304 ) Oil and natural gas properties, net $ 174,238 $ 228,855 On February 28, 2020, the Company closed on the sale of approximately 1,185 undeveloped net acres in Lea County, New Mexico, for net cash proceeds of approximately $24.1 million, subject to customary purchase price adjustments. During the six months ended June 30, 2020 and 2019, $6.0 million and $11.4 million, respectively, of unproved property costs were transferred to proved properties due to the uncertainty that the Company will have access to necessary funding to either extend the leases expiring through the first half of 2021 or begin drilling before their expiration dates. The reclassification for the 2019 period was the result of defective titles and lease expirations. During the six months ended June 30, 2020, leases holding 1,285 net acres in Reeves County and 1,095 net acres in Winkler County expired which were previously impaired. Depreciation, depletion and amortization expense related to proved properties was approximately $2.4 million and $9.2 million, respectively for the three months ended June 30, 2020 and 2019. For the six months ended June 30, 2020 and 2019, depreciation, depletion, amortization expense related to proved properties were $5.5 million and $17.3 million, respectively. Full-cost ceiling impairments totaling $32.7 million were recorded for three and six months ended June 30, 2020. For the six months ended June 30, 2019, no such impairments were recognized. The impairment charges recognized in the second quarter of 2020 were the result of a decrease in crude oil and natural gas prices used in preparation of the proved reserves estimate. |
ACQUISITIONS AND DIVESTITURES
ACQUISITIONS AND DIVESTITURES | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations And Divestitures [Abstract] | |
ACQUISITIONS AND DIVESTITURES | NOTE 5 - ACQUISITIONS AND DIVESTITURES Divestitures During 2020 On February 28, 2020, the Company closed on the sale of approximately 1,185 undeveloped net acres in Lea County, New Mexico, for net cash proceeds of approximately $24.1 million, subject to customary purchase price adjustments (the “Marlin Disposition”), of which, $17.3 million was used to satisfy a substantial portion of the then-existing borrowing base deficiency. |
ASSET RETIREMENT OBLIGATIONS
ASSET RETIREMENT OBLIGATIONS | 6 Months Ended |
Jun. 30, 2020 | |
Asset Retirement Obligation Disclosure [Abstract] | |
ASSET RETIREMENT OBLIGATIONS | NOTE 6 - ASSET RETIREMENT OBLIGATIONS The Company’s asset retirement obligations (“ARO”) represent the present value of the estimated cash flows expected to be incurred to plug, abandon and remediate producing properties, excluding salvage values, at the end of their productive lives in accordance with applicable laws. Revisions in estimated liabilities during the period relate primarily to changes in estimates of asset retirement costs. Revisions in estimated liabilities can also include, but are not limited to, revisions of estimated inflation rates, changes in property lives and expected timing of settlement. The following table summarizes the changes in the Company’s ARO for the six months ended June 30, 2020 and for the year ended December 31, 2019: June 30, 2020 December 31, 2019 (In thousands) ARO, beginning of period $ 3,423 $ 2,444 Additional liabilities incurred - 186 Accretion expense 125 433 Liabilities settled - (78 ) Revision in estimates - 438 ARO, end of period $ 3,548 $ 3,423 |
REVENUE
REVENUE | 6 Months Ended |
Jun. 30, 2020 | |
Revenue From Contract With Customer [Abstract] | |
REVENUE | NOTE 7 - REVENUE Revenue is recognized when control passes to the purchaser, which generally occurs when production is transferred to the purchaser. The Company measures revenue as the amount of consideration it expects to receive in exchange for the commodities transferred. All of the Company’s revenues from contracts with customers represent products transferred at a point in time as control is transferred to the customer. The Company records revenue based on consideration specified in its contracts with its customers. The amounts collected on behalf of third parties are recorded in revenue payable. The Company recognizes revenue in the amount that reflects the consideration it expects to receive in exchange for transferring control of those goods to the customer. The contract consideration in the Company’s variable price contracts is typically allocated to specific performance obligations in the contract according to the price stated in the contract. Payment is generally received one or two months after the sale has occurred. Crude Oil Revenues Crude oil from our operated properties is produced and stored in field tanks. The Company recognizes crude oil revenue when control passes to the purchaser. Effective January 1, 2019 through February 28, 2019, the Company’s crude oil was sold under a single short-term contract. The purchaser’s commitment included all quantities of crude oil from the leases that were covered by the contract, with no quantity-based restrictions or variable terms. Pricing was based on posted indexes for crude oil of similar quality, less a negotiable fees deduction of $5.15 per barrel. Effective March 1, 2019 through May 8, 2020, the Company’s crude oil was sold under a single long-term contract. The purchaser’s commitment had a quantity-based minimum set forth in the contract, measured in barrels per day, with the minimum quantity commitment increasing at periodic intervals over the life of the contract to coincide with the Company’s expected growth in production. Pursuant to the long-term contract, pricing was based on posted indexes for crude oil of similar quality, with a differential based on pipeline delivery to Houston, as opposed to the previous contract differential based on truck delivery to Midland-Cushing, along with a differential basis reduction of $9.25 per barrel that was effective from March 1, 2019 through June 30, 2019, which decreased to $6.50 per barrel for the period of July 1, 2019 through May 8, 2020. The posted index prices and differentials change monthly based on the average of daily index price points for each sales month. The purchaser’s affiliate shipper also charged a tariff fee of $0.75 as a deduction from the received price (see Note 19 – Commitments and Contingencies Effective May 9, 2020, the Company’s crude oil is sold under a single month-to-month contract. The purchaser’s commitment includes all quantities of crude oil from the leases covered by the contract, with no quantity-based restrictions or variable terms. Pricing is based on posted indexes for crude oil of similar quality, less a per barrel reduction for gathering. Natural Gas and NGL Revenues Natural gas from our properties is produced and transported via pipelines to gas processing facilities. NGLs are extracted from the natural gas at the processing facilities and processed natural gas and NGLs are marketed and sold separately on the Company’s behalf after processing. All our operated natural gas production is sold under one of two natural gas contracts, both of which are long-term in nature; however, one of these natural gas contracts includes 30-day cancellation provisions, and the Company therefore classifies such contract as short-term. The processor’s commitment to sell on the Company’s behalf includes all quantities of natural gas and NGLs produced from specific wellbores or dedicated acreage with no quantity-based restrictions or variable terms. Pricing under the gas contracts is generally market-based pricing less adjustments for transportation and processing fees. A portion of natural gas delivered to the processing plants is used as fuel at the processing plant without reimbursement. The Company recognizes revenue for natural gas and NGLs when control passes at the tailgate of the processing plant. Gathering, Processing and Transportation Natural gas must be transported to a gas processing plant facility for treatment and to extract NGLs, then the final residue gas and liquid products are marketed for sale to end users at the tailgate of the plant. As a result of these activities, the Company incurs costs that are contractually passed to it from the gatherer per customary industry practice. Such costs include fees for gathering the gas and moving it from wellhead to plant inlet, plant electricity usage, inlet compression, carbon dioxide and hydrogen sulfide treatments, processing tax, fuel usage, and marketing at the tailgate. Gathering, processing and transportation costs are presented as operating expenses in the consolidated statement of operations. Imbalances Natural gas imbalances occur when the Company sells more or less than its entitled ownership percentage of total natural gas production. Any amount received in excess of its share is treated as a liability. If the Company receives less than its entitled share, the under production is recorded as a receivable. The Company did not have any significant natural gas imbalance positions as of June 30, 2020 and 2019. Contract balances and prior period performance obligations The Company is entitled to payment from purchasers once its performance obligations have been satisfied upon delivery of the product, at which point payment is unconditional, and the Company records these invoiced amounts as accounts receivable in its condensed consolidated balance sheets. To the extent actual volumes and prices of oil and natural gas are unavailable for a given reporting period because of timing or information not received from third parties, the expected sales volumes and prices for those properties are estimated and also recorded as accounts receivable in the accompanying consolidated balance sheets. In this scenario, payment is unconditional, as the Company has satisfied its performance obligations through delivery of the relevant product. As a result, the Company has concluded that its product sales do not give rise to contract assets or liabilities. The Company records revenue in the month production is delivered to the purchaser. However, settlement statements for certain oil, natural gas and NGL sales may not be received for 30 to 60 days after the date production is delivered, and as a result, the Company is required to estimate the amount of production that was delivered to the customer and the price that will be received for the sale of the product. Additionally, to the extent actual volumes and prices of oil, natural gas and NGLs are unavailable for a given reporting period because of timing or information not received from third-party purchasers, the expected sales volumes and prices for those barrels of oil, cubic feet of gas and gallons of NGL are also estimated. The Company records the differences between its estimates and the actual amounts received for product sales in the month that payment is received from the purchaser. The Company has existing internal controls in place for its estimation process, and any identified differences between its revenue estimates and actual revenue received historically have not been significant. Significant judgments The Company engages in various types of transactions in which midstream entities process its gas and subsequently market resulting NGLs and residue gas to third-party customers on the Company’s behalf per gas purchase contracts. These types of transactions require judgment to determine whether the Company is the principal or the agent in the contract and, as a result, whether revenues are recorded gross or net. The Company maintains control of the natural gas and NGLs during processing and considers itself the principal in these arrangements. Practical expedients A significant number of the Company’s product sales are short-term in nature with contract term of one year or less. For those contracts, the Company utilizes the practical expedient that exempts the Company from disclosure of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original expected duration of one year or less. For the Company’s product sales that have contract terms less than one year, the Company utilizes the practical expedient in the new revenue standard that states that it is not required to disclose the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Under these sales contracts, each unit of product represents a separate performance obligation; therefore, future volumes are wholly unsatisfied and disclosure of the transaction price allocated to remaining performance obligations is not required. The following table disaggregates the Company’s revenue by contract type ( in thousands Three months ended June 30, 2020 Short-term contracts Long-term contracts Total Crude oil $ 326 $ 5,179 $ 5,505 Natural gas $ 25 $ 75 $ 100 NGLs $ 44 $ 133 $ 177 Six months ended June 30, 2020 Short-term contracts Long-term contracts Total Crude oil $ 326 $ 17,541 $ 17,867 Natural gas $ 58 $ 231 $ 289 NGLs $ 79 $ 317 $ 396 Customer Credit Risk Our principal exposure to credit risk is through receivables from the sale of our oil and natural gas production of approximately $4.8 million and $9.1 million at June 30, 2020 and December 31 2019, respectively, and through actual and accrued receivables from our joint interest partners of approximately $4.1 million and $9.5 million at June 30, 2020 and December 31, 2019, respectively. We are subject to credit risk due to the concentration of our oil and natural gas receivables with our most significant customers. We do not require our customers to post collateral, and the inability of our significant customers to meet their obligations to us or their insolvency or liquidation may adversely affect our financial results. Major Customers During the three and six months ended June 30, 2020 and 2019, the Company’s major customers as a percentage of total revenue consisted of the following: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 ARM Energy Management, LLC 85 % 37 % 94 % 69 % Midcon Gathering 9 % - % 2 % - % Lucid Energy Delaware, LLC 4 % 13 % 3 % 10 % Texican Crude & Hydrocarbon, LLC - % 48 % - % 21 % Other below 10% 2 % 2 % 1 % - % 100 % 100 % 100 % 100 % |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | NOTE 8 - FAIR VALUE OF FINANCIAL INSTRUMENTS The Company measures the fair value of its financial assets on a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: • Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2 - Other inputs that are directly or indirectly observable in the marketplace. • Level 3 - Unobservable inputs which are supported by little or no market activity. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Determination of the fair values of our derivative contracts incorporates various factors, including not only the impact of our non-performance risk on our liabilities, but also the credit standing of the counterparties involved. The Company utilizes counterparty rate of default values to assess the impact of non-performance risk when evaluating both our liabilities to, and receivables from, counterparties. Recurring Fair Value Measurements Fair Value Measurement Classification Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total (in thousands) June 30, 2020 Oil and natural gas derivative instruments: Oil and natural gas derivative swap contracts $ - $ (1,564 ) $ - $ (1,564 ) Oil and natural gas derivative collar contracts - 243 - 243 Total $ - $ (1,321 ) $ - $ (1,321 ) December 31, 2019 Oil and natural gas derivative instruments: Oil and natural gas derivative swap contracts $ - $ (3,932 ) $ - $ (3,932 ) Oil and natural gas derivative collar contracts - 301 - 301 Embedded derivative instruments: Firm Oil Takeaway and Pricing Agreement net settlement provisions - - (3,238 ) (3,238 ) Total $ - $ (3,631 ) $ (3,238 ) $ (6,869 ) Derivative assets and liabilities include unsettled amounts related to commodity derivative positions, including swaps and collars, as of June 30, 2020 and December 31, 2019. The fair value of the Company’s derivatives is based on third-party pricing models which utilize inputs that are either readily in the public market or which can be corroborated from active markets of broker quotes. Swaps and collars generally have observable inputs and these instruments are measured using Level 2 inputs. In addition, derivative liabilities as of December 31, 2019 include an embedded derivative associated with the ARM sales agreement (see Note 19 - Commitments and Contingencies) The following table sets forth a reconciliation of changes in the fair value of the Company’s financial assets and liabilities classified as Level 3 in the fair value hierarchy, except for the commodity derivatives classified as Level 2, as disclosed in Note 9, as of June 30, 2020 and 2019: Firm Takeaway and Pricing Agreement Net Settlement Provisions (in thousands) Balance at January 1, 2020 $ (3,238 ) Change in fair value of derivative liabilities 3,238 Balance at June 30, 2020 $ - Firm Takeaway and Pricing Agreement Net Settlement Provisions Second Lien Term Loan Conversion Features Total (in thousands) Balance at January 1, 2019 $ — $ (1,965 ) $ (1,965 ) Fair value of the converted portion of the embedded derivatives associated with the Second Lien Term Loan — 2,300 2,300 Change in fair value of embedded derivative liabilities (3,238 ) (335 ) (3,573 ) Balance at December 31, 2019 $ (3,238 ) $ — $ (3,238 ) |
DERIVATIVES
DERIVATIVES | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
DERIVATIVES | NOTE 9 - DERIVATIVES The Company’s derivative instruments as of June 30, 2020 and December 31, 2019, include the following: June 30, 2020 December 31, 2019 (in thousands) Derivative assets (liabilities): Derivative assets - current $ 187 $ 427 Derivative assets - non-current (1) - 187 Derivative liabilities - current (3) - (5,044 ) Derivative liabilities - non-current (2) (3) (4) - (2,439 ) Liabilities subject to compromise (4) (1,508 ) - Total derivative liabilities, net $ (1,321 ) $ (6,869 ) (1) (2) (3) (4) Embedded Derivatives As discussed in Note 19 - Commitments and Contingencies, As of December 31, 2019, the derivative liability associated with the ARM sales agreement was approximately $3.2 million with $0.8 million recorded in current derivative instruments and $2.4 million recorded in long-term derivative instruments on the Company’s consolidated balance sheets. On May 8, 2020, the Company terminated this agreement with ARM which resulted in a change in fair value of the embedded derivative of $20.6 million during the three ended June 30, 2020. The change in fair value of embedded derivative liabilities for the six months ended June 30, 2020 was $3.2 million. See Note 19 - Commitments and Contingencies Commodity Derivatives To reduce the impact of fluctuations in oil and natural gas prices on the Company’s revenues and to protect the economics of property acquisitions, the Company periodically enters into derivative contracts with respect to a portion of its projected oil and natural gas production through various transactions that fix or modify the future prices to be realized. The derivative contracts may include fixed-for-floating price swaps (whereby, on the settlement date, the Company will receive or pay an amount based on the difference between a pre-determined fixed price and a variable market price for a notional quantity of production), put options (whereby the Company pays a cash premium in order to establish a fixed floor price for a notional quantity of production and, on the settlement date, receives the excess, if any, of the fixed floor price over a variable market price), and costless collars (whereby, on the settlement date, the Company receives the excess, if any, of a variable market price over a fixed floor price up to a fixed ceiling price for a notional quantity of production). Our hedging activities are intended to support oil and natural gas prices at targeted levels and manage exposure to oil and natural gas price fluctuations, as well as to meet our obligations under our Revolving Credit Agreement (as defined in Note 11 - Indebtedness All of our derivatives are accounted for as mark-to-market activities. Under Accounting Standard Codification (“ASC”) Topic 815, “Derivatives and Hedging,” these instruments are recorded on the Company’s consolidated balance sheets at fair value as either short-term or long-term assets or liabilities based on their anticipated settlement date. The Company nets derivative assets and liabilities by commodity for counterparties where a legal right to such offset exists. Because the Company has elected not to designate its current derivative contracts as cash flow hedges for accounting purposes, changes in the fair values of the derivatives are recognized in current earnings. As a result of the commencement of the Chapter 11 Cases, our ability to enter into derivatives is limited. The Forbearance Agreement permitted the lenders under the Revolving Credit Agreement, or the RBL Lenders, in their capacity as counterparties to the Company’s commodity swap agreements to unwind and liquidate such swap arrangements during the Forbearance Period and to apply any net proceeds to pay down the outstanding obligations under the Revolving Credit Agreement. The swap positions of such lenders were liquidated on June 9, 2020, for net proceeds of approximately $9.3 million, which was applied to reduce the outstanding obligations of the Company under the Revolving Credit Agreement. As a result of the commencement of the Chapter 11 Cases the remaining outstanding derivative contracts were in default and the remaining counterparties terminated all outstanding contracts in July for the final settlement amount of $1.9 million which is included in liabilities subject to compromise. The following table presents the Company’s derivative position for the production periods indicated as of June 30, 2020: Description Notional Volume (Bbls/d) Production Period Weighted Average Price ($/Bbl) Oil Positions Basis Swaps (1) 1,500 July 2020 - December 2020 $ (5.62 ) Basis Swaps (1) 3 Way Collar Floor sold price (put) 152 July 2020 - December 2020 $ 40.00 3 Way Collar Floor purchase price (put) 152 July 2020 - December 2020 $ 50.00 3 Way Collar Ceiling sold price (call) 152 April 2020 - December 2020 $ 59.60 3 Way Collar Floor sold price (put) 80 January 2021 - December 2021 $ 37.50 3 Way Collar Floor purchase price (put) 80 January 2021 - December 2021 $ 47.50 3 Way Collar Ceiling sold price (call) 80 January 2021 - December 2021 $ 59.30 Description Notional Volume (MMBtus/d) Production Period Weighted Average Price ($/MMBtu) Natural Gas Positions 3 Way Collar Floor sold price (put) 434 July 2020 - December 2020 $ 1.60 3 Way Collar Floor purchase price (put) 434 July 2020 - December 2020 $ 2.10 3 Way Collar Ceiling sold price (call) 434 July 2020 - December 2020 $ 3.00 3 Way Collar Floor sold price (put) 133 January 2021 - December 2021 $ 1.65 3 Way Collar Floor purchase price (put) 133 January 2021 - December 2021 $ 2.15 3 Way Collar Ceiling sold price (call) 133 January 2021 - December 2021 $ 3.05 Gas Collar Floor purchase price (put) 4,464 January 2021 - December 2021 $ 2.20 Gas Collar Ceiling sold price (call) 4,464 January 2021 - December 2021 $ 2.97 (1) The weighted average price under these basis swaps is the fixed price differential between the index prices of the Midland WTI and the Cushing WTI. The table below summarizes the Company’s net gain (loss) on commodity derivatives for the three and six months ended June 30, 2020 and 2019: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 (in thousands) (in thousands) Unrealized gain (loss) on unsettled derivatives $ (17,683 ) $ 4,481 $ 2,310 $ (4,495 ) Net settlements received (paid) on derivative contracts 14,279 (976 ) 14,081 (2,577 ) Net settlements receivable (payable) on derivative contracts (1,662 ) (604 ) (259 ) (604 ) Net gain (loss) on commodity derivatives $ (5,066 ) $ 2,901 $ 16,132 $ (7,676 ) The following information summarizes the gross fair values of derivative instruments, presenting the impact of offsetting the derivative assets and liabilities on the Company’s consolidated balance sheets as of June 30, 2020 and as of December 31, 2019: June 30, 2020 Gross Amount of Recognized Assets and Liabilities Gross Amounts Offset in the Consolidated Balance Sheets Net Amounts Presented in the Consolidated Balance Sheets (in thousands) Offsetting Derivative Assets: Current asset $ 564 $ (377 ) $ 187 Long-term asset 274 (274 ) - Total asset $ 838 $ (651 ) $ 187 Offsetting Derivative Liabilities: Current liability (1) $ (1,885 ) $ 377 $ (1,508 ) Long-term commodity derivative liabilities (274 ) 274 - Total liability $ (2,159 ) $ 651 $ (1,508 ) (1) The Company’s commodity derivative liability as of June 30, 2020 is classified as liabilities subject to compromise on the consolidated balance sheets. December 31, 2019 Gross Amount of Recognized Assets and Liabilities Gross Amounts Offset in the Consolidated Balance Sheets Net Amounts Presented in the Consolidated Balance Sheets (in thousands) Offsetting Derivative Assets: Current asset $ 1,009 $ (582 ) $ 427 Long-term asset 359 (172 ) 187 Total asset $ 1,368 $ (754 ) $ 614 Offsetting Derivative Liabilities: Current liability $ (4,827 ) $ 582 $ (4,245 ) Current embedded derivative liabilities (799 ) - (799 ) Long-term commodity derivative liabilities (172 ) 172 - Long-term embedded derivative liabilities (2,439 ) - (2,439 ) Total liability $ (8,237 ) $ 754 $ (7,483 ) |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
LEASES | NOTE 10 – LEASES Lease Recognition The Company has entered into contractual lease arrangements to rent office space, compressors, drilling rigs and other equipment from third-party lessors. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make future lease payments arising from the lease. Operating lease ROU assets and liabilities are recorded at commencement date based on the present value of lease payments over the lease term. Lease payments included in the measurement of the lease liability include fixed payments and termination penalties or extensions that are reasonably certain to be exercised. Variable lease costs associated with leases are recognized when incurred and generally represent maintenance services provided by the lessor, allocable real estate taxes and local sales and business taxes. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company recognizes lease expense on a straight-line basis over the lease term. The Company does not account for lease components separately from the non-lease components. The Company uses the implicit interest rate when readily determinable; however, most of the Company’s lease agreements do not provide an implicit interest rate. As such, the Company uses its incremental borrowing rate based on the information available at commencement date of the contract in determining the present value of future lease payments. The incremental borrowing rate is calculated using a risk-free interest rate adjusted for the Company’s risk. Operating lease ROU assets also include any lease incentives received in the recognition of the present value of future lease payments. Certain of the Company’s leases may also include escalation clauses or options to extend or terminate the lease. These options are included in the present value recorded for the leases when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company determines if an arrangement is or contains a lease at inception of the contract and records the resulting operating lease asset on the consolidated balance sheets as an asset, with offsetting liabilities recorded as a liability. The Company recognizes a lease in the consolidated financial statements when the arrangement either explicitly or implicitly involves property or equipment, the contract terms are dependent on the use of the property or equipment, and the Company has the ability or right to operate the property or equipment or to direct others to operate the property or equipment and receives greater than 10% of the economic benefits of the assets. As of June 30, 2020, the Company does not have any financing leases. In July, the motion the Debtors filed to reject certain immaterial unexpired office leases was approved by the Bankruptcy Court. The Company’s ROU assets and operating lease liabilities were included in the consolidated balance sheets as follows (in thousands): June 30, 2020 December 31, 2019 Right of use assets: Right of use assets - current $ - $ - Right of use assets - long-term $ 1,518 $ 1,722 Total right of use assets $ 1,518 $ 1,722 Lease liabilities: Lease liabilities - current $ 413 $ 412 Lease liabilities - long-term $ 1,123 $ 1,323 Total lease liabilities $ 1,536 $ 1,735 (1) (2) (3) Lease liabilities - long-term are included in long-term lease liabilities on the consolidated balance sheets. During the first quarter of 2020, the Company entered into six new equipment leases resulting in lease liabilities and ROU assets of $0.5 million. Lease costs represent the straight line lease expense of ROU assets, short-term leases, and variable lease costs. The components of lease cost were classified as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Fixed lease costs $ 178 $ 1,097 $ 442 $ 2,836 Short-term lease costs 117 152 335 209 Variable lease costs 84 72 169 118 Sublease income (22 ) - (44 ) - Total lease costs $ 357 $ 1,321 $ 902 $ 3,163 Lease Cost included in the Consolidated Financial Statements Production costs $ 559 General and administrative 387 Total lease costs expensed 946 Sublease income (44 ) Total lease costs $ 902 During the six months ended June 30, 2020, the following cash activities were associated with the Company’s leases as follows (in thousands): Cash paid for amounts included in the measurement of operating lease liabilities: Operating cash flows from operating leases $ 750 Investing cash flows from operating leases $ — As of June 30, 2020, the weighted average lease term and discount rate related to the Company’s remaining leases were as follows: Lease term and discount rate Weighted-average remaining lease term (years) 4.04 Weighted-average discount rate 5.30 % As of June 30, 2020, minimum future payments, including imputed interest, for long-term operating leases under the scope of ASC Topic 842, “Leases”, were as follows (in thousands): Year Amount 2020 $ 235 2021 425 2022 353 2023 379 2024 315 Total 1,707 Less: the effects of discounting (171 ) Present value of lease liabilities $ 1,536 |
INDEBTEDNESS
INDEBTEDNESS | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
INDEBTEDNESS | NOTE 11 - INDEBTEDNESS June 30, December 31, 2020 2019 (In thousands) Revolving Credit Agreement, due October 2023 (1) $ 88,424 $ 115,000 Debtor in-possession credit facility 6,500 - Total indebtedness 94,924 115,000 Less: current portion (6,500 ) (115,000 ) Less: debt classified as liabilities subject to compromise (88,424 ) - Total long-term debt, net of current portion $ - $ - (1) The balance outstanding under the Revolving Credit Agreement is classified as liabilities subject to compromise. See Note 3 – Summary of Significant Accounting Policies and Estimates. Debtor-in-Possession Credit Agreement On June 30, 2020, Lilis Energy, Inc., as borrower, and the other Debtors as guarantors, entered into a Senior Secured Super-Priority Debtor-in-Possession Credit Agreement, or the DIP Credit Agreement among the Debtors, the Non-Affiliate RBL Lenders, and the Administrative Agent. Under the Initial DIP Facility, the Initial DIP Lenders agreed to provide a super-priority senior secured debtor-in-possession credit facility providing for an aggregate principal amount of (i) $15.0 million of new money revolving commitments, of which up to $5.0 million became available upon entry of the Interim DIP Order, with the remainder to become available on a final basis, plus (ii) a tranche of roll-up term loans to refinance $15.0 million of the outstanding loans under the Revolving Credit Facility, including $1.5 million pre-petition bridge loans that the Non-Affiliate RBL Lenders advanced to the Company on June 17, 2020, of which $1.5 million of roll-up term loans were incurred upon entry of the Interim DIP Order, with the remaining $13.5 million to be incurred upon entry of a final order. On June 29, 2020, the Bankruptcy Court entered the Interim DIP Order granting interim approval of the Initial DIP Facility, thereby permitting the Debtors to incur up to $5.0 million new money loans on an interim basis. A final hearing on the Initial DIP Facility and Initial DIP Credit Agreement is scheduled for August 18, 2020. As of June 30, 2020, there was $6.5 million outstanding under the Debtor-in-Possession Credit Agreement. Subject to approval by the Bankruptcy Court, the proceeds of the Initial DIP Facility will be used to pay fees, expenses and other expenditures of the Company RSA Parties to be set forth in rolling budgets prepared as part of the Chapter 11 Cases, subject to approval by the Initial DIP Lenders. Closing the Initial DIP Facility is contingent on the satisfaction of customary conditions, including receipt of a final order by the Bankruptcy Court approving the Initial DIP Facility and the Initial DIP Credit Agreement. Borrowings under the Initial DIP Facility bear interest at a floating rate of either LIBOR or a specified base rate plus a margin determined based upon the usage of the borrowing base. The weighted average interest rate on the initial DIP facility at June 30, 2020 was 7.3%. Borrowings under the Initial DIP Facility mature on the earliest of (i) November 30, 2020, (ii) the effective date of an approved plan of reorganization and (iii) the date on which the Debtors consummate a sale of all or substantially all of their assets pursuant to Section 363 of Chapter 11 of the Bankruptcy Code or otherwise. The Initial DIP Credit Agreement contains events of default customary for debtor-in-possession financings, including events related to the Chapter 11 proceedings, the occurrence of which could cause the acceleration of the Debtors’ obligation to repay borrowings outstanding under the Initial DIP Facility. The Debtors’ obligations under the Initial DIP Credit Agreement are secured by a security interest in, and liens on, substantially all present and after-acquired property (whether tangible, intangible, real, personal or mixed) of the Debtors, including a super-priority priming lien on the property of the Debtors that secure their obligations under the Revolving Credit Facility. Revolving Credit Agreement On October 10, 2018, the Company entered into a five-year, $500.0 million senior secured revolving credit agreement by and among the Company, as borrower, certain subsidiaries of the Company, as guarantors (the “Guarantors”), the Administrative Agent, and the lenders party thereto (as amended, the “Revolving Credit Agreement”). The Revolving Credit Agreement provides for a senior secured reserves based revolving credit facility with a borrowing base of $115.0 million as of December 31, 2019. The borrowing base is subject to semiannual re-determinations in May and November of each year. As provided for in the Seventh Amendment and as a result of a decrease in commodity prices, the borrowing base was decreased to $90.0 million on January 17, 2020. The reduction in the borrowing base resulted in a borrowing base deficiency as of January 17, 2020, of $25.0 million. We made scheduled repayments of $17.3 million and the remaining $7.8 million was due on June 5, 2020, which the Company did not pay when due. On June 5, 2020, the Company, the Guarantors, the Administrative Agent and certain lenders entered into the Forbearance Agreement. See Note 2 - Chapter 11 Filing, Liquidity and Going Concern On the Petition Date, the Debtors filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code in the Bankruptcy Court commencing cases for relief under Chapter 11 of the Bankruptcy Code. Under the Plan contemplated by the RSA, each Non-Affiliate RBL Lender will receive its pro rata share of (i) $9.2 million in cash plus all accrued and unpaid interest as of the Petition Date (estimated to be $0.7 million), and (ii) participations in $55 million of new loans under the Exit Facility. See Note 2 - Chapter 11 Filing, Liquidity and Going Concern The commencement of a voluntary proceeding in bankruptcy constitutes an immediate event of default under the Revolving Credit Agreement, resulting in the automatic and immediate acceleration of all of the Company’s outstanding debt. The Company has classified its outstanding balance under the Revolving Credit Agreement as liabilities subject to compromise on its condensed consolidated balance sheet as of June 30, 2020. Subject to certain exceptions, under the Bankruptcy Code, the filing of the bankruptcy petitions on the Petition Date automatically enjoined, or stayed, the continuation of most judicial or administrative proceedings or the filing of other actions against the Debtors or their property to recover, collect or secure a claim arising prior to the Petition Date. Creditors are stayed from taking any actions against the Debtors as a result of debt defaults, subject to certain limited exceptions permitted by the Bankruptcy Code. Borrowings under the Revolving Credit Agreement bear interest at a floating rate of either LIBOR or a specified base rate plus a margin determined based upon the usage of the borrowing base. The Company is required to pay a commitment fee of 0.5% per annum on any unused portion of the borrowing base. The Company’s obligations under the Revolving Credit Agreement are secured by first priority liens on substantially all of the Company’s and the Guarantors’ assets and are unconditionally guaranteed by each of the Guarantors. As of June 30, 2020, outstanding borrowings under the Revolving Credit Agreement were $88.4 million. The Revolving Credit Agreement also provides for issuance of letters of credit in an aggregate amount of up to $5.0 million. As of December 31, 2019, indebtedness outstanding under our Revolving Credit Agreement, was classified as current liability due to uncertainty of the Company’s ability to meet debt covenants over the next twelve months and the lender's ability to call the debt in the event of a default. As a result of the filing of the Chapter 11 Cases, all indebtedness under the Revolving Credit Agreement was automatically accelerated and became due and payable and is included in liabilities subject to compromise in our condensed consolidated balance sheet as of June 30, 2020. The Company capitalizes certain direct costs associated with the debt issuance under the Revolving Credit Agreement and amortizes such costs over the term of the debt instrument. For the three months ended June 30, 2020 and 2019, the Company amortized debt issuance costs associated with the Revolving Credit Agreement of $0.2 million and $0.1 million, respectively. For the six months ended June 30, 2020 and 2019, the Company amortized debt issuance costs associated with the Revolving Credit Agreement of $0.8 million and $0.3 million, respectively. As a result of the classification of the Revolving Credit Agreement as a liability subject to compromise as of June 30, 2020, the unamortized debt issuance costs of $2.0 million were written off to reorganization items, net on the condensed consolidated statements of Operations. As of December 31, 2019, the Company had $2.6 million of unamortized deferred financing costs in other current assets. The Revolving Credit Agreement contains certain customary representations and warranties and affirmative and negative covenants, including covenants relating to: maintenance of books and records; financial reporting and notification; compliance with laws; maintenance of properties and insurance; and limitations on incurrence of indebtedness, liens, fundamental changes, international operations, asset sales, certain debt payments and amendments, restrictive agreements, investments, dividends and other restricted payments and hedging. It also requires the Company to maintain a ratio of total debt to EBITDAX (the “Leverage Ratio”) of not more than 4.00 to 1.00 and a ratio of current assets to current liabilities (the “Current Ratio”) of not less than 1.00 to 1.00 as of the last day of each fiscal quarter. Pursuant to the Forbearance Agreement, the Administrative Agent and the requisite lenders under the Revolving Credit Agreement agreed to refrain from exercising certain of their rights and remedies under the Revolving Credit Agreement and related documents during the Forbearance Period that arose solely as a result of the Company’s breach of the Leverage Ratio and Current Ratio covenants, the Company’s failure to pay remaining borrowing base deficiency and certain other defaults or events of default. See Note 2 - Chapter 11 Filing, Liquidity and Going Concern Subject to certain exceptions, under the Bankruptcy Code, the commencement of the Chapter 11 Cases automatically enjoined, or stayed, the continuation of most judicial or administrative proceedings or the filing of other actions against the Debtors or their property to recover, collect or secure a claim arising prior to the Petition Date. Creditors are stayed from taking any actions against the Debtors as a result of debt defaults, subject to certain limited exceptions permitted by the Bankruptcy Code. There can be no assurances that the Administrative Agent and the RBL lenders will consensually agree to a restructuring of the Revolving Credit Agreement. Any proposed non-consensual restructuring of the Revolving Credit Agreement could result in substantial delay in emergence from bankruptcy and there can be no assurances that the Bankruptcy Court would approve such proposed non-consensual restructuring. Prior to the Forbearance Agreement entered into on June 5, 2020 and the filing of the Chapter 11 Cases on June 28, 2020, the Company entered into various amendments to the Revolving Credit Agreement which included: • a borrowing base redetermination as of January 14, 2020 resulting in the borrowing base reduced to $90 million and a borrowing base deficiency in the amount of $25 million under the Revolving Credit Agreement, required to be paid in four equal monthly installments; • various amendments to extend the installment payments required as a result of the borrowing base deficiency; • waived the requirement under the Revolving Credit Agreement that the Company comply with a leverage ratio and a current ratio, in each case, as of December 31, 2019, and March 31, 2020, and granted certain other waivers, including the requirement to comply with certain hedging obligations set forth in the Revolving Credit Agreement until June 30, 2020. See Note 2 - Chapter 11 Filing, Liquidity and Going Concern • an extension of an additional 45 days for the Company to provide its audited annual financial statements for the fiscal year ended December 31, 2019, and waived the requirement that such financial statements be delivered without a “going concern” or like qualification or exception; and • defer the timing of the scheduled spring redetermination of the borrowing base under the Revolving Credit Agreement from on or about May 1, 2020 to on or about June 5, 2020 (which was further extended to on or about June 26, 2020 pursuant to the Forbearance Agreement). Second Lien Credit Agreement On March 5, 2019, the Company entered into a transaction agreement (the “2019 Transaction Agreement”) by and among the Company and the Värde Parties pursuant to which, among other matters, the Company issued to the Värde Parties shares of two new series of its preferred stock and shares of its common stock, as consideration for the termination of the Second Lien Credit Agreement and the satisfaction in full, in lieu of repayment in cash, of the Second Lien Term Loan. Specifically, in exchange for satisfaction of the outstanding principal amount of the Second Lien Term Loan, accrued and unpaid interest thereon and the make-whole amount totaling approximately $133.6 million (the “Second Lien Exchange Amount”), the Company issued to the Värde Parties: • an aggregate of 55,000 shares of a newly created series of preferred stock of the Company, designated as “Series F 9.00% Participating Preferred Stock” (the “Series F Preferred Stock”), corresponding to $55 million of the Second Lien Exchange Amount based on the aggregate initial Stated Value (as defined in Note 14 - Preferred Stock • an aggregate of 60,000 shares of a newly created series of preferred stock of the Company, designated as “Series E 8.25% Convertible Participating Preferred Stock” (the “Series E Preferred Stock”), corresponding to $60 million of the Second Lien Exchange Amount based on the aggregate initial Stated Value (as defined in Note 14 - Preferred Stock • 9,891,638 shares of common stock, corresponding to approximately $18.6 million of the Second Lien Exchange Amount, based on the closing price of the Company’s common stock on the NYSE American on March 4, 2019 of $1.88. Subsequent to this transaction, the Company’s indebtedness consists solely of borrowings under the Revolving Credit Agreement and, subject to the Bankruptcy Court’s approval, the DIP credit facility. In March 2019, as a result of the satisfaction in full of the Second Lien Term Loan pursuant to the 2019 Transaction Agreement, the Company recorded a gain on extinguishment of debt of $7.1 million, which was recorded as an increase in additional paid in capital due to the Värde Parties, being existing shareholders of the Company. Interest Expense The components of interest expense are as follows Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Interest on debt $ 1,253 $ 1,707 $ 2,755 $ 3,147 Net revenue payments on financing arrangement 198 — 1,792 — Paid-in-kind interest on term loans — — — 1,590 Amortization of debt financing costs 151 138 858 279 Amortization of discount on term loans — — — 1,657 Total $ 1,602 $ 1,845 $ 5,405 $ 6,673 |
LONG-TERM DEFERRED REVENUE LIAB
LONG-TERM DEFERRED REVENUE LIABILITIES AND OTHER LONG-TERM LIABILITIES | 6 Months Ended |
Jun. 30, 2020 | |
Longterm Deferred Revenue Liabilitiesand Other Longterm Liabilities [Abstract] | |
Long Term Deferred Revenue Liabilities And Other Long Term Liabilities | NOTE 12 - LONG-TERM DEFERRED REVENUE LIABILITIES AND OTHER LONG-TERM LIABILITIES June 30, 2020 December 31, 2019 (in thousands) Long-term deferred revenue liabilities $ 35,000 $ 36,920 Long-term deferred proceeds, WLR agreement 13,061 13,061 Long-term deferred proceeds, WLWI agreement 23,768 23,768 Total long-term deferred revenue liabilities and other long-term liabilities $ 71,829 $ 73,749 SCM Water LLC’s Option to Exercise Purchase of Saltwater Disposal Assets In July 2018, the Company entered into a water gathering and disposal agreement and a contract operating and right of first refusal agreement with SCM Water, LLC (“SCM Water”), a subsidiary of Salt Creek Midstream, LLC (“Salt Creek”). The water gathering agreement complements the Company’s existing water disposal infrastructure, and the Company has reserved the right to recycle its produced water. SCM Water will commence, upon receipt of regulatory approval, to build out new gathering and disposal infrastructure to all of the Company’s current and future well locations in Lea County, New Mexico, and Winkler County, Texas. All future capital expenditures to construct, maintain and operate the water gathering system will be fully funded by SCM Water and will be designed to accommodate all water produced by the Company’s operations. Pursuant to the contract operating agreement, the Company will act as contract operator of SCM Water’s saltwater disposal wells. Additionally, the Company sold to SCM Water an option to acquire the Company’s existing water infrastructure, a system which is comprised of approximately 14 miles of pipeline and one SWD well, for cash consideration upon closing, with additional payments based on reaching certain milestones. On March 11, 2019, the Company, SCM Water, and ARM Energy Management, LLC (“ARM”), a related company to SCM Water, agreed to amend the terms of the previously negotiated water gathering and disposal agreement and entered into a new crude oil sales contract (See Note 7 - Revenue Note 19 - Commitments and Contingencies Crude Oil Gathering Agreement and Option Agreement On May 21, 2018, the Company entered into a crude oil gathering agreement and option agreement with Salt Creek. The crude oil gathering agreement (the “Gathering Agreement”) enables Salt Creek to (i) design, engineer, and construct a gathering system which will provide gathering services for the Company’s crude oil under a tariff arrangement and (ii) gather the Company’s crude oil on the gathering system in certain production areas located in Winkler and Loving Counties, Texas and Lea County, New Mexico. The Gathering Agreement had a term of 12 years that automatically renewed on a year to year basis until terminated by either party. On May 6, 2020, the Company terminated the Gathering Agreement in its entirety on the basis that, among other things, SCM failed to timely build and properly equip a crude pipeline gathering system by the date specified in the Gathering Agreement. See Note 19 - Commitments and Contingencies Salt Creek and the Company also entered into an option agreement (the “Option Agreement”) whereby the Company granted an option to Salt Creek to provide certain midstream services related to natural gas in Winkler and Loving Counties, Texas and Lea County, New Mexico, subject to the expiration and terms of the Company’s existing gas agreement. The Option Agreement has a term commencing May 21, 2018 and terminating January 1, 2027, pursuant to its one-time option. As consideration for this option, the Company received a one-time payment of $35.0 million, which was recorded in long-term deferred revenue. Asset Disposition Accounted for as a Financing Arrangement As a result of certain repurchase rights contained in the agreements with affiliates of Värde for the sale of overriding royalty interests to Winkler Lea Royalty L.P. ("WLR") and the sale of working interests to Winkler Lea Working Interest L.P. ("WLWI"), entered into in July 2019, the agreements do not meet the criteria for a sale and were accounted for as a financing arrangement under ASC 470 - Debt |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 13 - RELATED PARTY TRANSACTIONS As of June 30, 2020 and December 31, 2019, the Company was engaged in the following transactions with certain related parties: As of June 30, As of December 31 Related Party Transactions 2020 2019 ($ in thousands) Directors and Officers: Värde Partners, Inc. (1) Payable due for revenue associated with VPD's net proportionate share of production revenue $ - $ (157 ) Receivable balance outstanding for operating costs in excess of production revenue associated with VPD's proportionate share of producing wells 37 - Payable to WLWI for net proportionate share of production revenue (187 ) (526 ) Payable to WLR for net proportionate share of production revenue (48 ) (161 ) Asset disposition to WLWI accounted for as a financing arrangement (23,768 ) (23,768 ) Asset disposition to WLR accounted for as a financing arrangement (13,060 ) (13,060 ) $ (37,026 ) $ (37,672 ) (1) Värde is a major stockholder of the Company, and as of April 21, 2020, became a lender under out Revolving Credit Agreement (see Note 11 - Indebtedness Note 14 - Preferred Stock On April 21, 2020, Värde Investment Partners, L.P., an affiliate of Värde Partners, Inc., became a lender under our Revolving Credit Agreement by acquiring, from a prior lender, loans and commitments under the Revolving Credit Agreement in the principal amount of approximately $25.7 million. The loans and commitments acquired by Värde Investment Partners, L.P. are subject to certain subordination provisions set forth in the Revolving Credit Agreement, as amended by the Fourteenth Amendment thereto dated April 21, 2020. For additional information regarding our Revolving Credit Agreement, as amended (see Note 11 - Indebtedness On July 31, 2019, the Company entered into two agreements with affiliates of Varde for the sale of an overriding royalty interest, to WLR, and a non- operated working interest in newly developed assets, to WLWI. For the three and six months ended June 30, 2020, WLR’s proportionate share of revenue was none and $0.2 million, respectively. WLWI's net revenue (revenue less production costs) for the three and six months ended June 30, 2020 were $0.2 million and $1.6 million, respectively. Both are included in interest expense on the Company’s condensed consolidated statements of operations. Certain investment funds and entities affiliated with Värde Partners, Inc. are parties to the RSA. See Note 2 - Voluntary Petitions under Chapter 11 of the Bankruptcy Code for further information about the terms of the RSA and the transactions contemplated thereby. |
PREFERRED STOCK
PREFERRED STOCK | 6 Months Ended |
Jun. 30, 2020 | |
Temporary Equity Disclosure [Abstract] | |
PREFERRED STOCK | NOTE 14 - PREFERRED STOCK As of June 30, 2020, the Company accounted for the Series C, D, E and F Preferred Stock at its initial fair value at closing of the 2019 Transaction Agreement on March 5, 2019, plus cumulative paid-in-kind dividends accrued subsequent to the closing of the transactions contemplated by the 2019 Transaction Agreement, under mezzanine equity in the consolidated balance sheet. The components of each series of preferred stock are summarized in the table below: Series C Preferred Stock Series D Preferred Stock Series E Preferred Stock Series F Preferred Stock Number of Shares Amount Number of Shares Amount Number of Shares Amount Number of Shares Amount Total (In thousands, except shares) Balance, January 1, 2020 125,000 $ 99,303 39,254 $ 29,082 60,000 $ 66,285 55,000 $ 50,861 $ 245,531 Paid-in-kind dividends — 7,328 — 1,812 — 2,674 — 2,693 14,507 Balance, June 30, 2020 125,000 $ 106,631 39,254 $ 30,894 60,000 $ 68,959 55,000 $ 53,554 $ 260,038 See Note 2 - Chapter 11 Filing, Liquidity and Going Concern On June 29, 2020, the Bankruptcy Court entered an interim order establishing certain procedures and restrictions with respect to the direct or indirect purchase, disposition or other transfer of the Company’s preferred stock and common stock by holders of its preferred stock and certain substantial holders of its common stock. The interim order requires notices of the holdings of, and proposed transactions by, any person or entity that is or, because of the transaction, would become, a substantial holder of the Company’s common stock or preferred stock, and restricts certain trading in such common stock or preferred stock. Any prohibited transfer of the Company’s common stock or preferred stock would be null and void ab initio and will cause reversal of the noncompliant transaction and such other (or additional) measures as the Bankruptcy Court may deem appropriate. |
STOCKHOLDERS' EQUITY (DEFICIT)
STOCKHOLDERS' EQUITY (DEFICIT) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY (DEFICIT) | NOTE 15 - STOCKHOLDERS' EQUITY (DEFICIT) Issuance of Common Stock On January 31, 2020, the Company issued 4,431,817 shares of the Company’s common stock, with a fair value of $1.0 million at the time of issuance, to the board of directors for payment of annual board of directors fees. Under the Plan contemplated by the RSA entered into on June 28, 2020, each outstanding share of the Company’s common stock will be canceled for no consideration. The Company believes it is unlikely that the holders of shares of its common stock will receive any consideration for their shares under any plan approved by the Bankruptcy Court, irrespective of whether such plan contemplates terms consistent with or similar to those agreed upon in the RSA. See Note 2 - Chapter 11 Filing, Liquidity and Going Concern On June 29, 2020, the Bankruptcy Court entered an interim order establishing certain procedures and restrictions with respect to the direct or indirect purchase, disposition or other transfer of the Company’s preferred stock and common stock by holders of its preferred stock and certain substantial holders of its common stock. The interim order requires notices of the holdings of, and proposed transactions by, any person or entity that is or, because of the transaction, would become, a substantial holder of the Company’s common stock or preferred stock, and restricts certain trading in such common stock or preferred stock. Any prohibited transfer of the Company’s common stock or preferred stock would be null and void ab initio and will cause reversal of the noncompliant transaction and such other (or additional) measures as the Bankruptcy Court may deem appropriate. On June 29, 2020, the Company received notification from the NYSE American LLC (the “NYSE American”) that the staff of NYSE Regulation, Inc. (“NYSE Regulation”) had determined to commence proceedings to delist the Common Stock from the NYSE American. Trading of shares of the Company’s common stock on the NYSE American was suspended effective June 29, 2020. The Company’s common stock began to be quoted on the OTC Pink marketplace on June 30, 2020 under the symbol “LLEXQ”. Warrants The following table provides a summary of warrant activity as of June 30, 2020: Warrants Weighted- Average Exercise Price Outstanding at January 1, 2020 2,754,062 3.83 Forfeited or expired (174,642 ) 2.81 Outstanding at June 30, 2020 2,579,420 $ 4.50 Outstanding warrants of 2,579,420 at June 30, 2020 are scheduled to expire in 2022. The Company expects that the outstanding warrants will be cancelled for no consideration in the Chapter 11 Cases. The Company has the following potentially dilutive securities outstanding which were excluded from the diluted loss per share calculations because they were anti-dilutive at June 30, 2020 and 2019: June 30, 2020 2019 Stock Options 3,192,500 4,462,434 Stock Purchase Warrants 2,579,420 4,402,329 Series E Preferred Stock 26,767,589 24,640,949 32,539,509 33,505,712 |
SHARE BASED AND OTHER COMPENSAT
SHARE BASED AND OTHER COMPENSATION | 6 Months Ended |
Jun. 30, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
SHARE BASED AND OTHER COMPENSATION | NOTE 16 - SHARE BASED AND OTHER COMPENSATION For the three and six months ended June 30, 2020 and 2019, the Company's share-based compensation consisted of the following (dollars in thousands) Six Months Ended June 30, 2020 2019 Stock Options Restricted Stock Total Stock Options Restricted Stock Total Share based compensation expensed $ (2 ) $ 1,230 $ 1,228 $ 349 $ 5,652 $ 6,001 Unrecognized share-based compensation costs $ 42 $ 455 $ 497 $ 216 $ 2,860 $ 3,076 Weighted average amortization period remaining (in years) 0.77 0.45 1.29 1.19 Restricted Stock A summary of restricted stock grant activity pursuant to the 2012 Plan and the 2016 Plan for the six months ended June 30, 2020, is presented below: Number of Shares Weighted Average Grant Date Price Outstanding at January 1, 2020 1,402,175 $ 1.26 Granted 4,431,817 $ 0.22 Vested and issued (4,674,402 ) $ 0.32 Forfeited or canceled (1) (918,358 ) $ 0.87 Outstanding at June 30, 2020 241,232 $ 1.89 (1) Forfeitures are accounted for as and when incurred. Under the Plan contemplated by the RSA, each outstanding share of restricted stock that has been vested and issued will be canceled for no consideration. See Note 2 - Chapter 11 Filing, Liquidity and Going Concern Stock Options A summary of stock option activity pursuant to the 2016 Plan for the six months ended June 30, 2020, is presented below: Number of Options Weighted Average Exercise Price Number of Options Vested/ Exercisable Weighted Average Remaining Contractual Life (Years) Outstanding at January 1, 2020 3,588,350 $ 4.05 3,487,792 7.2 Forfeited or canceled (1) (395,850 ) $ 4.99 Outstanding at June 30, 2020 3,192,500 $ 3.93 3,159,168 6.4 (1) Forfeitures are accounted for as and when incurred. The Company expects that the outstanding stock options will be cancelled for no consideration in the Chapter 11 Cases. |
SUPPLEMENTAL NON-CASH TRANSACTI
SUPPLEMENTAL NON-CASH TRANSACTIONS | 6 Months Ended |
Jun. 30, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL NON-CASH TRANSACTIONS | NOTE 17 - SUPPLEMENTAL NON-CASH TRANSACTIONS The following table presents the supplemental disclosure of cash flow information for the six months ended June 30, 2020 and 2019: Six Months Ended June 30, 2020 2019 ($ in thousands) Non-cash investing and financing activities excluded from the statement of cash flows: Issued shares of common stock and preferred stock upon extinguishment of debt and modification of Series C and Series D Preferred Stock $ - $ 141,787 Deferred revenue realized upon purchase option exercise - 11,700 Change in capital expenditures for drilling costs in accrued liabilities (4,460 ) 1,035 Preferred dividends paid in kind 14,507 11,200 Change in asset retirement obligations - 43 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | NOTE 18 - SEGMENT INFORMATION Operating segments are defined as components of an entity that engage in activities from which it may earn revenues and incur expenses for which separate operational financial information is available and are regularly evaluated by the chief operating decision maker for the purposes of allocating resources and assessing performance. The Company currently has only one reportable operating segment, which is oil and natural gas development, exploration and production, for which the Company has a single management team that allocates capital resources to maximize profitability and measures financial performance as a single entity. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 19 - COMMITMENTS AND CONTINGENCIES ARM Sales Agreement On August 2, 2018, the Company executed a five-year agreement with SCM Crude, LLC, an affiliate of Salt Creek, to secure firm takeaway pipeline capacity and pricing on a long-haul pipeline to the Gulf Coast region commencing July 1, 2019. On March 11, 2019, the agreement was replaced with a five-year agreement between the Company and ARM, a related company to Salt Creek. The new agreement accelerated the start date to March 2019 and guaranteed firm takeaway capacity on a long-haul pipeline to Corpus Christi, Texas, once completed, at a specified price. The Company received pricing differentials on the crude oil sales contract subject to minimum quantities of crude oil to be delivered, however, due to the May 8, 2020 termination of this agreement with ARM, these minimum quantity commitments no longer existed at June 30, 2020. A table of the minimum quantities of crude oil under the canceled contract is below: Date Quantity (Barrels per Day) March 2019 - June 2019 5,000 July 2019 - December 2019 4,000 January 2020 - June 2020 5,000 July 2020 - June 2021 6,000 July 2021 - December 2024 (1) 7,500 (1) Extending to the later of December 2024 or 5 years from the EPIC Crude Oil pipeline in-service date (February 2025). Further, ARM agreed to purchase crude from the Company based upon Magellan East Houston pricing with a fixed “differential basis”. The agreement does not meet the criteria for the “normal purchase normal sales” exception under ASC 815, “Derivatives and Hedging”, as the Company did not meet the minimum quantities deliverable under the contract at certain times in the past and net settlement occurred. See Note 9 - Derivatives In connection with the termination of the Gathering Agreement, the Company declared force majeure and suspended deliveries of crude oil under the firm sales contract between the Company and ARM, then subsequently terminated the Firm Sales Contract on or about May 8, 2020. On May 8, 2020, ARM, SCM Crude and Salt Creek filed a petition asserting claims against the Company with respect to its termination of certain midstream and marketing arrangements. See below for more information concerning these matters. Environmental and Governmental Regulation As of June 30, 2020, there were no known environmental or regulatory matters which are reasonably expected to result in a material liability to the Company. Many aspects of the oil and natural gas industry are extensively regulated by federal, state, and local governments and regulatory agencies in all areas in which the Company has operations. Regulations govern such things as drilling permits, environmental protection and air emissions/pollution control, spacing of wells, the unitization and pooling of properties, reports concerning operations, land use, taxation, and various other matters. Oil and natural gas industry legislation and administrative regulations are periodically changed for a variety of political, economic, and other reasons. As of June 30, 2020, the Company had not been fined or cited for any violations of governmental regulations that would have a material adverse effect on the financial condition of the Company. Legal Proceedings The Company may from time to time be involved in various legal actions arising in the ordinary course of business. In the opinion of management, the Company’s liability, if any, in these pending actions would not have a material adverse effect on the financial position of the Company. The Company’s general and administrative expenses would include amounts incurred to resolve claims made against the Company. However, the Bankruptcy Code provides an automatic stay of the proceedings listed above, as well as other claims and actions that were or could have been brought prior to the filing of the Chapter 11 Cases. The Company believes there is no litigation pending that could have, individually or in the aggregate, a material adverse effect on its results of operations or financial condition, other than the following: ARM Energy Management, LLC, SCM Crude, LLC and Salt Creek Midstream, LLC v. Lilis Energy, Inc. , Cause No. 2020-28573 in the 333rd Judicial District Court, Harris County, Texas. On May 8, 2020, ARM, SCM Crude, LLC and Salt Creek (together with SCM Crude, LLC, “SCM”) filed suit against the Company asserting a claim by SCM for alleged breach of the Gathering Agreement, a claim by ARM for alleged breach of that certain Firm Sales Contract dated March 11, 2019, by and between the Company and ARM (the “Firm Sales Contract”), and claims for a declaratory judgment that the “Commencement Date” under the Gathering Agreement occurred no later than January 1, 2020, and that Lilis incurred certain obligations related to dedication of certain wells to payment of gathering fees under the Gathering Agreement as of that date, and for specific performance of the Gathering Agreement. On May 6, 2020, the Company terminated the Gathering Agreement in its entirety on the basis that, among other things, SCM failed to timely build and properly equip a crude pipeline gathering system by the date specified in the Gathering Agreement. In connection with the termination of the Gathering Agreement, the Company declared force majeure on May 6, 2020 and suspended deliveries of crude oil under that certain Firm Sales Contract dated March 11, 2019, by and between the Company and ARM (the “Firm Sales Contract”). The Company also demanded adequate assurances from ARM under the Firm Sales Contract. When ARM failed to post adequate assurances, the Company subsequently terminated the Firm Sales Contract on May 8, 2020. SCM and ARM argued that, among other things, the Company wrongfully terminated (i) the Gathering Agreement based on the Company’s claim that SCM failed to timely build and properly equip a crude pipeline gathering system and (ii) the firm sales agreement based on the Company’s claim that ARM failed to provide adequate assurance of performance. On May 13, 2020, SCM filed a verified application for a temporary restraining order and temporary injunction. That same day, the court entered a temporary restraining order, enjoining the Company from: (i) executing, negotiating, promising, pledging, encumbering, or otherwise burdening, conveying, or transferring SCM’s gathering rights under the Gathering Agreement with respect to certain dedicated areas; (ii) marketing or soliciting bids, tenders, or proposals for the gathering rights under the Gathering Agreement with respect to certain dedicated areas, and (iii) in any way altering, impairing, or infringing the parties’ rights under the Gathering Agreement. The court also ordered that SCM post a bond for the temporary restraining order in the amount of $50,000, and set the temporary injunction hearing for May 26, 2020. On May 22, 2020, the Company filed a response arguing that the Company had properly exercised its right to terminate the Gathering Agreement and that SCM had failed to meet the standard for injunctive relief. The Company also filed an answer and counterclaim seeking a declaratory judgment that the Gathering Agreement and Firm Sales Contract have been properly terminated and are of no force and effect, and for damages. On May 26, 2020, the court held a hearing on SCM’s request for temporary injunctive relief. By order dated May 28, 2020, the court denied SCM’s request for temporary injunctive relief, finding that SCM had failed to demonstrate the lack of an adequate remedy at law. On June 9, 2020, SCM filed a motion to reconsider their application for a temporary injunction. On June 10, 2020, the Company filed its response to SCM’s motion to reconsider, arguing that reconsideration is not warranted, and that SCM continues to fail to demonstrate that it lacks an adequate remedy at law. The court set a hearing on SCM’s motion to reconsider for June 22, 2020, which was subsequently rescheduled for June 29, 2020; however, prior to such hearing, the Company removed the case to the bankruptcy court in connection with the filing of the Chapter 11 Cases. The Company has filed two motions for summary judgment, one seeking a declaration that the Gathering Agreement was properly terminated by Lilis and one seeking summary judgment that the Firm Sales Contract was properly terminated by Lilis. A hearing to consider the two motions is scheduled for August 18, 2020. Liens As of the most recent date available, statutory mechanic's and materialman’s liens which remain unpaid in the amount of $13.3 million have been filed against the related assets. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 20 - SUBSEQUENT EVENTS As a result of the commencement of the Chapter 11 Cases the outstanding derivative contracts were in default and the remaining counterparties terminated all outstanding contracts in July for the final settlement amount of $1.9 million. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Bankruptcy Accounting | Bankruptcy Accounting As discussed in Note 2, on June 28, 2020, the Debtors filed voluntary petitions seeking relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas, Houston Division commencing cases for relief under Chapter 11 of the Bankruptcy Code. During the Chapter 11 proceedings, the Debtors operate their businesses as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code. The consolidated financial statements have been prepared as if the Company is a going concern and reflect the application of Accounting Standards Codification 852 “Reorganizations” (“ASC 852”). ASC 852 requires that the financial statements, for periods subsequent to the Chapter 11 filing, distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain expenses, gains and losses that are realized or incurred in the bankruptcy proceedings are recorded in “reorganization items, net” on our statements of operations. In addition, prepetition unsecured and under-secured obligations that may be impacted by the bankruptcy process have been classified as “liabilities subject to compromise” on our balance sheet at June 30, 2020. These liabilities are reported at the amounts expected to be allowed as claims by the Bankruptcy Court, although they may be settled for less. The accompanying financial statements do not purport to reflect or provide for the consequences of the Chapter 11 proceedings. In particular, the financial statements do not purport to show: (i) the realizable value of assets on a liquidation basis or their availability to satisfy liabilities; (ii) the amount of prepetition liabilities that may be allowed for claims or contingencies, or the status and priority thereof; (iii) the effect on stockholders’ deficit accounts of any changes that may be made to our capitalization; or (iv) the effect on operations of any changes that may be made to our business. While operating as debtor-in-possession under Chapter 11 of the Bankruptcy Code, we may sell or otherwise dispose of or liquidate assets or settle liabilities in amounts other than those reflected on its consolidated financial statements, subject to the approval of the Bankruptcy Court or otherwise as permitted in the ordinary course of business. Further, a plan of reorganization could materially change the amounts and classifications on our historical financial statements. |
Principles of Consolidation and Presentation | Principles of Consolidation and Presentation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Brushy Resources, Inc., ImPetro Operating, LLC, ImPetro Resources, LLC, Lilis Operating Company, LLC, and Hurricane Resources LLC. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The accompanying consolidated financial statements are prepared in conformity with GAAP which requires the Company to make a number of estimates and assumptions relating to the reported amounts of assets and liabilities; disclosure of contingent assets and liabilities at the date of the financial statements; the reported amounts of revenues and expenses during the reporting period; and the quantities and values of proved oil, natural gas and natural gas liquid (“NGL”) reserves used in calculating depletion and assessing impairment of its oil and natural gas properties. The most significant estimates pertain to the evaluation of unproved properties for impairment, proved oil and natural gas reserves and related cash flow estimates used in the depletion and impairment of oil and natural gas properties; the timing and amount of transfers of our unevaluated properties into our amortizable full cost pool; the fair value of embedded derivatives and commodity derivative contracts, accrued oil and natural gas revenues and expenses, valuation of options and warrants, and common stock; and the allocation of general and administrative expenses. Actual results could differ significantly from these estimates. |
Reclassification | Reclassification Certain amounts on the condensed consolidated statements of changes in stockholders' equity (deficit) have been conformed to the June 30, 2020 presentation. |
Coronavirus Aid Relief And Economic Security Act | Coronavirus Aid, Relief, and Economic Security Act On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief, and Economic Security (the “CARES Act”). The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations, increased limitations on qualified charitable contributions, and technical corrections to tax depreciation methods for qualified improvement property. It also appropriated funds for the SBA Paycheck Protection Program loans that are forgivable in certain situations to promote continued employment, as well as Economic Injury Disaster Loans to provide liquidity to small businesses harmed by COVID-19. The Company was not eligible for these loans. |
Recently Adopted Accounting Standards and Accounting Standards Not Yet Adopted | Recently Adopted Accounting Standards In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement Accounting Standards Not Yet Adopted In March 2020, the FASB issued ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting In June 2016, the FASB issued ASU 2016-13, Financial Instruments Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments |
Restructuring Charges | Restructuring Charges ASC 852 requires that the financial statements, for periods subsequent to the Chapter 11 filing, distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain expenses, gains and losses that are realized or incurred in the bankruptcy proceedings are recorded in “reorganization items, net” on our statements of operations. The components of restructuring charges are as follows for the three and six months ended June 30, 2020 (in thousands): Six Months Ended June 30, 2020 ($ in thousands) Write off of unamortized deferred financing fees $ 1,970 Legal and other professional advisory fees 287 DIP financing fees 100 $ 2,357 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Accrued Liabilities | At June 30, 2020 and December 31, 2019, the Company’s accrued liabilities consisted of the following: June 30, 2020 December 31, 2019 ($ in thousands) Accrued drilling, completion and facilities costs (1) $ - $ 5,021 Drilling advances 1,301 1,328 Accrued production expenses (1) - 3,326 Other accrued liabilities (1) 475 3,885 Short-term operating lease liabilities 413 412 $ 2,189 $ 13,972 (1) Prepetition accrued liabilities are classified as liabilities subject to compromise on our condensed consolidated balance sheets. |
Schedule of Components Of Liabilities Subject to Compromise | The components of liabilities subject to compromise are as follows June 30, 2020 ($ in thousands) Revolving Credit Facility $ 88,424 Accounts payable 23,184 Accrued liabilities and other 4,096 Derivative instruments 1,508 $ 117,212 |
Summary of Components of Restructuring Charges | The components of restructuring charges are as follows for the three and six months ended June 30, 2020 (in thousands): Six Months Ended June 30, 2020 ($ in thousands) Write off of unamortized deferred financing fees $ 1,970 Legal and other professional advisory fees 287 DIP financing fees 100 $ 2,357 |
OIL AND NATURAL GAS PROPERTIES
OIL AND NATURAL GAS PROPERTIES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Extractive Industries [Abstract] | |
Schedule of capitalized costs of unproved properties excluded from amortization | The following table sets forth a summary of oil and natural gas property costs (net of divestitures) at June 30, 2020 and December 31, 2019: June 30, 2020 December 31, 2019 (In thousands) Oil and natural gas properties: Proved $ 492,520 $ 478,569 Unproved 79,258 109,590 Total oil and natural gas properties 571,778 588,159 Accumulated depletion, depreciation, amortization and impairment (397,540 ) (359,304 ) Oil and natural gas properties, net $ 174,238 $ 228,855 |
ASSET RETIREMENT OBLIGATIONS (T
ASSET RETIREMENT OBLIGATIONS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of asset retirement obligations | The following table summarizes the changes in the Company’s ARO for the six months ended June 30, 2020 and for the year ended December 31, 2019: June 30, 2020 December 31, 2019 (In thousands) ARO, beginning of period $ 3,423 $ 2,444 Additional liabilities incurred - 186 Accretion expense 125 433 Liabilities settled - (78 ) Revision in estimates - 438 ARO, end of period $ 3,548 $ 3,423 |
REVENUE (Tables)
REVENUE (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Disaggregation of revenue | The following table disaggregates the Company’s revenue by contract type ( in thousands Three months ended June 30, 2020 Short-term contracts Long-term contracts Total Crude oil $ 326 $ 5,179 $ 5,505 Natural gas $ 25 $ 75 $ 100 NGLs $ 44 $ 133 $ 177 Six months ended June 30, 2020 Short-term contracts Long-term contracts Total Crude oil $ 326 $ 17,541 $ 17,867 Natural gas $ 58 $ 231 $ 289 NGLs $ 79 $ 317 $ 396 |
Company's major customers as a percentage of total revenue | During the three and six months ended June 30, 2020 and 2019, the Company’s major customers as a percentage of total revenue consisted of the following: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 ARM Energy Management, LLC 85 % 37 % 94 % 69 % Midcon Gathering 9 % - % 2 % - % Lucid Energy Delaware, LLC 4 % 13 % 3 % 10 % Texican Crude & Hydrocarbon, LLC - % 48 % - % 21 % Other below 10% 2 % 2 % 1 % - % 100 % 100 % 100 % 100 % |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of recurring fair values of assets and liabilities measured at fair value | Recurring Fair Value Measurements Fair Value Measurement Classification Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total (in thousands) June 30, 2020 Oil and natural gas derivative instruments: Oil and natural gas derivative swap contracts $ - $ (1,564 ) $ - $ (1,564 ) Oil and natural gas derivative collar contracts - 243 - 243 Total $ - $ (1,321 ) $ - $ (1,321 ) December 31, 2019 Oil and natural gas derivative instruments: Oil and natural gas derivative swap contracts $ - $ (3,932 ) $ - $ (3,932 ) Oil and natural gas derivative collar contracts - 301 - 301 Embedded derivative instruments: Firm Oil Takeaway and Pricing Agreement net settlement provisions - - (3,238 ) (3,238 ) Total $ - $ (3,631 ) $ (3,238 ) $ (6,869 ) |
Changes in fair value of level three assets and liabilities recurring basis | The following table sets forth a reconciliation of changes in the fair value of the Company’s financial assets and liabilities classified as Level 3 in the fair value hierarchy, except for the commodity derivatives classified as Level 2, as disclosed in Note 9, as of June 30, 2020 and 2019: Firm Takeaway and Pricing Agreement Net Settlement Provisions (in thousands) Balance at January 1, 2020 $ (3,238 ) Change in fair value of derivative liabilities 3,238 Balance at June 30, 2020 $ - Firm Takeaway and Pricing Agreement Net Settlement Provisions Second Lien Term Loan Conversion Features Total (in thousands) Balance at January 1, 2019 $ — $ (1,965 ) $ (1,965 ) Fair value of the converted portion of the embedded derivatives associated with the Second Lien Term Loan — 2,300 2,300 Change in fair value of embedded derivative liabilities (3,238 ) (335 ) (3,573 ) Balance at December 31, 2019 $ (3,238 ) $ — $ (3,238 ) |
DERIVATIVES (Tables)
DERIVATIVES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Schedule of derivative instruments | The Company’s derivative instruments as of June 30, 2020 and December 31, 2019, include the following: June 30, 2020 December 31, 2019 (in thousands) Derivative assets (liabilities): Derivative assets - current $ 187 $ 427 Derivative assets - non-current (1) - 187 Derivative liabilities - current (3) - (5,044 ) Derivative liabilities - non-current (2) (3) (4) - (2,439 ) Liabilities subject to compromise (4) (1,508 ) - Total derivative liabilities, net $ (1,321 ) $ (6,869 ) (1) (2) (3) (4) The following table presents the Company’s derivative position for the production periods indicated as of June 30, 2020: Description Notional Volume (Bbls/d) Production Period Weighted Average Price ($/Bbl) Oil Positions Basis Swaps (1) 1,500 July 2020 - December 2020 $ (5.62 ) Basis Swaps (1) 3 Way Collar Floor sold price (put) 152 July 2020 - December 2020 $ 40.00 3 Way Collar Floor purchase price (put) 152 July 2020 - December 2020 $ 50.00 3 Way Collar Ceiling sold price (call) 152 April 2020 - December 2020 $ 59.60 3 Way Collar Floor sold price (put) 80 January 2021 - December 2021 $ 37.50 3 Way Collar Floor purchase price (put) 80 January 2021 - December 2021 $ 47.50 3 Way Collar Ceiling sold price (call) 80 January 2021 - December 2021 $ 59.30 Description Notional Volume (MMBtus/d) Production Period Weighted Average Price ($/MMBtu) Natural Gas Positions 3 Way Collar Floor sold price (put) 434 July 2020 - December 2020 $ 1.60 3 Way Collar Floor purchase price (put) 434 July 2020 - December 2020 $ 2.10 3 Way Collar Ceiling sold price (call) 434 July 2020 - December 2020 $ 3.00 3 Way Collar Floor sold price (put) 133 January 2021 - December 2021 $ 1.65 3 Way Collar Floor purchase price (put) 133 January 2021 - December 2021 $ 2.15 3 Way Collar Ceiling sold price (call) 133 January 2021 - December 2021 $ 3.05 Gas Collar Floor purchase price (put) 4,464 January 2021 - December 2021 $ 2.20 Gas Collar Ceiling sold price (call) 4,464 January 2021 - December 2021 $ 2.97 (1) The weighted average price under these basis swaps is the fixed price differential between the index prices of the Midland WTI and the Cushing WTI. The table below summarizes the Company’s net gain (loss) on commodity derivatives for the three and six months ended June 30, 2020 and 2019: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 (in thousands) (in thousands) Unrealized gain (loss) on unsettled derivatives $ (17,683 ) $ 4,481 $ 2,310 $ (4,495 ) Net settlements received (paid) on derivative contracts 14,279 (976 ) 14,081 (2,577 ) Net settlements receivable (payable) on derivative contracts (1,662 ) (604 ) (259 ) (604 ) Net gain (loss) on commodity derivatives $ (5,066 ) $ 2,901 $ 16,132 $ (7,676 ) The following information summarizes the gross fair values of derivative instruments, presenting the impact of offsetting the derivative assets and liabilities on the Company’s consolidated balance sheets as of June 30, 2020 and as of December 31, 2019: June 30, 2020 Gross Amount of Recognized Assets and Liabilities Gross Amounts Offset in the Consolidated Balance Sheets Net Amounts Presented in the Consolidated Balance Sheets (in thousands) Offsetting Derivative Assets: Current asset $ 564 $ (377 ) $ 187 Long-term asset 274 (274 ) - Total asset $ 838 $ (651 ) $ 187 Offsetting Derivative Liabilities: Current liability (1) $ (1,885 ) $ 377 $ (1,508 ) Long-term commodity derivative liabilities (274 ) 274 - Total liability $ (2,159 ) $ 651 $ (1,508 ) (1) The Company’s commodity derivative liability as of June 30, 2020 is classified as liabilities subject to compromise on the consolidated balance sheets. December 31, 2019 Gross Amount of Recognized Assets and Liabilities Gross Amounts Offset in the Consolidated Balance Sheets Net Amounts Presented in the Consolidated Balance Sheets (in thousands) Offsetting Derivative Assets: Current asset $ 1,009 $ (582 ) $ 427 Long-term asset 359 (172 ) 187 Total asset $ 1,368 $ (754 ) $ 614 Offsetting Derivative Liabilities: Current liability $ (4,827 ) $ 582 $ (4,245 ) Current embedded derivative liabilities (799 ) - (799 ) Long-term commodity derivative liabilities (172 ) 172 - Long-term embedded derivative liabilities (2,439 ) - (2,439 ) Total liability $ (8,237 ) $ 754 $ (7,483 ) |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Right of use assets and lease liabilities | The Company’s ROU assets and operating lease liabilities were included in the consolidated balance sheets as follows (in thousands): June 30, 2020 December 31, 2019 Right of use assets: Right of use assets - current $ - $ - Right of use assets - long-term $ 1,518 $ 1,722 Total right of use assets $ 1,518 $ 1,722 Lease liabilities: Lease liabilities - current $ 413 $ 412 Lease liabilities - long-term $ 1,123 $ 1,323 Total lease liabilities $ 1,536 $ 1,735 (1) (2) (3) Lease liabilities - long-term are included in long-term lease liabilities on the consolidated balance sheets. |
Components of lease costs and other information | The components of lease cost were classified as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Fixed lease costs $ 178 $ 1,097 $ 442 $ 2,836 Short-term lease costs 117 152 335 209 Variable lease costs 84 72 169 118 Sublease income (22 ) - (44 ) - Total lease costs $ 357 $ 1,321 $ 902 $ 3,163 Lease Cost included in the Consolidated Financial Statements Production costs $ 559 General and administrative 387 Total lease costs expensed 946 Sublease income (44 ) Total lease costs $ 902 During the six months ended June 30, 2020, the following cash activities were associated with the Company’s leases as follows (in thousands): Cash paid for amounts included in the measurement of operating lease liabilities: Operating cash flows from operating leases $ 750 Investing cash flows from operating leases $ — As of June 30, 2020, the weighted average lease term and discount rate related to the Company’s remaining leases were as follows: Lease term and discount rate Weighted-average remaining lease term (years) 4.04 Weighted-average discount rate 5.30 % |
Minimum future payments for long-term operating leases under scope of ASC 842 | As of June 30, 2020, minimum future payments, including imputed interest, for long-term operating leases under the scope of ASC Topic 842, “Leases”, were as follows (in thousands): Year Amount 2020 $ 235 2021 425 2022 353 2023 379 2024 315 Total 1,707 Less: the effects of discounting (171 ) Present value of lease liabilities $ 1,536 |
INDEBTEDNESS (Tables)
INDEBTEDNESS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt instruments | June 30, December 31, 2020 2019 (In thousands) Revolving Credit Agreement, due October 2023 (1) $ 88,424 $ 115,000 Debtor in-possession credit facility 6,500 - Total indebtedness 94,924 115,000 Less: current portion (6,500 ) (115,000 ) Less: debt classified as liabilities subject to compromise (88,424 ) - Total long-term debt, net of current portion $ - $ - (1) The balance outstanding under the Revolving Credit Agreement is classified as liabilities subject to compromise. See Note 3 – Summary of Significant Accounting Policies and Estimates. |
Schedule of interest expense | The components of interest expense are as follows Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Interest on debt $ 1,253 $ 1,707 $ 2,755 $ 3,147 Net revenue payments on financing arrangement 198 — 1,792 — Paid-in-kind interest on term loans — — — 1,590 Amortization of debt financing costs 151 138 858 279 Amortization of discount on term loans — — — 1,657 Total $ 1,602 $ 1,845 $ 5,405 $ 6,673 |
LONG-TERM DEFERRED REVENUE LI_2
LONG-TERM DEFERRED REVENUE LIABILITIES AND OTHER LONG-TERM LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Longterm Deferred Revenue Liabilitiesand Other Longterm Liabilities [Abstract] | |
Contract With Customer Liability Noncurrent And Other Long Term Liabilities | June 30, 2020 December 31, 2019 (in thousands) Long-term deferred revenue liabilities $ 35,000 $ 36,920 Long-term deferred proceeds, WLR agreement 13,061 13,061 Long-term deferred proceeds, WLWI agreement 23,768 23,768 Total long-term deferred revenue liabilities and other long-term liabilities $ 71,829 $ 73,749 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | As of June 30, 2020 and December 31, 2019, the Company was engaged in the following transactions with certain related parties: As of June 30, As of December 31 Related Party Transactions 2020 2019 ($ in thousands) Directors and Officers: Värde Partners, Inc. (1) Payable due for revenue associated with VPD's net proportionate share of production revenue $ - $ (157 ) Receivable balance outstanding for operating costs in excess of production revenue associated with VPD's proportionate share of producing wells 37 - Payable to WLWI for net proportionate share of production revenue (187 ) (526 ) Payable to WLR for net proportionate share of production revenue (48 ) (161 ) Asset disposition to WLWI accounted for as a financing arrangement (23,768 ) (23,768 ) Asset disposition to WLR accounted for as a financing arrangement (13,060 ) (13,060 ) $ (37,026 ) $ (37,672 ) (1) Värde is a major stockholder of the Company, and as of April 21, 2020, became a lender under out Revolving Credit Agreement (see Note 11 - Indebtedness Note 14 - Preferred Stock |
PREFERRED STOCK (Tables)
PREFERRED STOCK (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Temporary Equity Disclosure [Abstract] | |
Schedule of preferred stock | Series C Preferred Stock Series D Preferred Stock Series E Preferred Stock Series F Preferred Stock Number of Shares Amount Number of Shares Amount Number of Shares Amount Number of Shares Amount Total (In thousands, except shares) Balance, January 1, 2020 125,000 $ 99,303 39,254 $ 29,082 60,000 $ 66,285 55,000 $ 50,861 $ 245,531 Paid-in-kind dividends — 7,328 — 1,812 — 2,674 — 2,693 14,507 Balance, June 30, 2020 125,000 $ 106,631 39,254 $ 30,894 60,000 $ 68,959 55,000 $ 53,554 $ 260,038 |
STOCKHOLDERS' EQUITY (DEFICIT)
STOCKHOLDERS' EQUITY (DEFICIT) (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Summary of warrant activity and outstanding warrants | The following table provides a summary of warrant activity as of June 30, 2020: Warrants Weighted- Average Exercise Price Outstanding at January 1, 2020 2,754,062 3.83 Forfeited or expired (174,642 ) 2.81 Outstanding at June 30, 2020 2,579,420 $ 4.50 |
Schedule of antidilutive securities excluded from computation of diluted loss per share | The Company has the following potentially dilutive securities outstanding which were excluded from the diluted loss per share calculations because they were anti-dilutive at June 30, 2020 and 2019: June 30, 2020 2019 Stock Options 3,192,500 4,462,434 Stock Purchase Warrants 2,579,420 4,402,329 Series E Preferred Stock 26,767,589 24,640,949 32,539,509 33,505,712 |
SHARE BASED AND OTHER COMPENS_2
SHARE BASED AND OTHER COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Share-Based Compensation, Activity | For the three and six months ended June 30, 2020 and 2019, the Company's share-based compensation consisted of the following (dollars in thousands) Six Months Ended June 30, 2020 2019 Stock Options Restricted Stock Total Stock Options Restricted Stock Total Share based compensation expensed $ (2 ) $ 1,230 $ 1,228 $ 349 $ 5,652 $ 6,001 Unrecognized share-based compensation costs $ 42 $ 455 $ 497 $ 216 $ 2,860 $ 3,076 Weighted average amortization period remaining (in years) 0.77 0.45 1.29 1.19 |
Schedule of Share-Based Compensation, Restricted Stock Units Award Activity | A summary of restricted stock grant activity pursuant to the 2012 Plan and the 2016 Plan for the six months ended June 30, 2020, is presented below: Number of Shares Weighted Average Grant Date Price Outstanding at January 1, 2020 1,402,175 $ 1.26 Granted 4,431,817 $ 0.22 Vested and issued (4,674,402 ) $ 0.32 Forfeited or canceled (1) (918,358 ) $ 0.87 Outstanding at June 30, 2020 241,232 $ 1.89 |
Schedule of Share-Based Compensation, Stock Options, Activity | A summary of stock option activity pursuant to the 2016 Plan for the six months ended June 30, 2020, is presented below: Number of Options Weighted Average Exercise Price Number of Options Vested/ Exercisable Weighted Average Remaining Contractual Life (Years) Outstanding at January 1, 2020 3,588,350 $ 4.05 3,487,792 7.2 Forfeited or canceled (1) (395,850 ) $ 4.99 Outstanding at June 30, 2020 3,192,500 $ 3.93 3,159,168 6.4 |
SUPPLEMENTAL NON-CASH TRANSAC_2
SUPPLEMENTAL NON-CASH TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of cash flow, supplemental disclosures | The following table presents the supplemental disclosure of cash flow information for the six months ended June 30, 2020 and 2019: Six Months Ended June 30, 2020 2019 ($ in thousands) Non-cash investing and financing activities excluded from the statement of cash flows: Issued shares of common stock and preferred stock upon extinguishment of debt and modification of Series C and Series D Preferred Stock $ - $ 141,787 Deferred revenue realized upon purchase option exercise - 11,700 Change in capital expenditures for drilling costs in accrued liabilities (4,460 ) 1,035 Preferred dividends paid in kind 14,507 11,200 Change in asset retirement obligations - 43 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Minimum Quantities of Crude Oil under the Canceled Contract | The Company received pricing differentials on the crude oil sales contract subject to minimum quantities of crude oil to be delivered, however, due to the May 8, 2020 termination of this agreement with ARM, these minimum quantity commitments no longer existed at June 30, 2020. A table of the minimum quantities of crude oil under the canceled contract is below: Date Quantity (Barrels per Day) March 2019 - June 2019 5,000 July 2019 - December 2019 4,000 January 2020 - June 2020 5,000 July 2020 - June 2021 6,000 July 2021 - December 2024 (1) 7,500 (1) Extending to the later of December 2024 or 5 years from the EPIC Crude Oil pipeline in-service date (February 2025). |
CHAPTER 11 FILING, LIQUIDITY _2
CHAPTER 11 FILING, LIQUIDITY AND GOING CONCERN (Details) $ in Thousands | Jun. 28, 2020USD ($) | Jun. 17, 2020USD ($) | Jun. 09, 2020USD ($) | Apr. 30, 2020well | Jun. 30, 2020USD ($)well | Jun. 30, 2020USD ($) | Jun. 29, 2020USD ($) | Dec. 31, 2019USD ($) |
Line Of Credit Facility [Line Items] | ||||||||
Commencement period, bid process for sale of assets | 135 days | |||||||
Amount of prepetition obligations to be settled in cash | $ 9,200 | |||||||
Accrued and unpaid interest | 700 | |||||||
Amount of participations In new loans | $ 55,000 | |||||||
Percentage of new common stock to be recieved | 100.00% | 100.00% | 100.00% | |||||
Plan of reorganization, equity securities issued or to be issued, value | $ 55,000 | |||||||
Debtor in-possession facility | $ 6,500 | $ 6,500 | ||||||
Purchase of common stock | 55,000 | |||||||
Long-term Debt | $ 94,924 | 94,924 | $ 115,000 | |||||
Proceeds from liquidation of swap positions | $ 9,300 | |||||||
COVID-19 | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Number of wells shut-in | well | 12 | 19 | ||||||
Roll-up Loans | Initial DIP Credit Agreement | Initial DIP Facility | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Debtor in-possession facility | 15,000 | |||||||
Amount arranged , to be incurred upon final order | 13,500 | |||||||
Interim Basis Term Loan | Initial DIP Credit Agreement | Initial DIP Facility | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Debtor in-possession facility | 5,000 | $ 5,000 | 5,000 | $ 5,000 | ||||
Remaining amount arranged | 10,000 | 10,000 | ||||||
Bridge Loan | Initial DIP Credit Agreement | Initial DIP Facility | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Debtor in-possession facility | 1,500 | $ 1,500 | ||||||
Line of Credit | Revolving Credit Agreement, due October 2023 | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Debtor in-possession facility | 55,000 | $ 55,000 | ||||||
Term of arrangement | 36 months | |||||||
Borrowing base remediation holiday period | 9 months | |||||||
Line of Credit | Initial DIP Credit Agreement | Initial DIP Facility | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Debtor in-possession facility | 1,500 | |||||||
Line of Credit | Revolving Credit Agreement | Revolving Credit Agreement, due October 2023 | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Long-term Debt | 89,900 | 88,400 | $ 88,400 | |||||
Proceeds from lines of credit | $ 1,500 | |||||||
Line of Credit | Revolving Credit Agreement | Revolving Credit Agreement, due October 2023 | Affiliate Of Varde | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Long-term Debt | 25,700 | 25,700 | 25,700 | |||||
Term Loan | Replacement DIP Facility | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Amount of participations In new loans | $ 20,000 | $ 20,000 | ||||||
Term Loan | Initial DIP Credit Agreement | Initial DIP Facility | ||||||||
Line Of Credit Facility [Line Items] | ||||||||
Debtor in-possession facility | $ 15,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES - Summary Of Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||
Accrued drilling, completion and facilities costs | $ 5,021 | |
Drilling advances | $ 1,301 | 1,328 |
Accrued production expenses | 3,326 | |
Other accrued liabilities | 475 | 3,885 |
Short-term operating lease liabilities | 413 | 412 |
Total accrued liabilities | $ 2,189 | $ 13,972 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES - Summary Of Components of Liabilities Subject To Compromise (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Accounting Policies [Abstract] | |
Revolving Credit Facility | $ 88,424 |
Accounts payable | 23,184 |
Accrued liabilities and other | 4,096 |
Derivative instruments | 1,508 |
Liabilities subject to compromise | $ 117,212 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES - Summary of Components of Restructuring Charges (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Accounting Policies [Abstract] | |
Write off of unamortized deferred financing fees | $ 1,970 |
Legal and other professional advisory fees | 287 |
DIP financing fees | 100 |
Total restructuring Costs | $ 2,357 |
OIL AND NATURAL GAS PROPERTIE_2
OIL AND NATURAL GAS PROPERTIES - Summary of oil and natural gas property costs (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Oil and natural gas properties: | ||
Proved | $ 492,520 | $ 478,569 |
Unproved | 79,258 | 109,590 |
Total oil and natural gas properties | 571,778 | 588,159 |
Accumulated depletion, depreciation, amortization and impairment | (397,540) | (359,304) |
Oil and natural gas properties, net | $ 174,238 | $ 228,855 |
OIL AND NATURAL GAS PROPERTIE_3
OIL AND NATURAL GAS PROPERTIES - Narrative (Details) $ in Millions | Feb. 28, 2020USD ($)a | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)a | Jun. 30, 2019USD ($) |
Extractive Industries [Abstract] | |||||
Purchase and sale agreement, number of undeveloped net acres sold (in acres) | a | 1,185 | ||||
Proceeds from sale of land held-for-investment | $ 24.1 | ||||
Unproved oil and gas property transferred to prove undeveloped | $ 6 | $ 11.4 | |||
Lessee, operating lease, area of real estate property, expired, previously impaired | a | 1,285 | ||||
Depreciation, depletion, amortization and accretion | $ 2.4 | $ 9.2 | $ 5.5 | 17.3 | |
Results of Operations, Impairment of Oil and Gas Properties | $ 32.7 | $ 32.7 | $ 0 |
ACQUISITIONS AND DIVESTITURES -
ACQUISITIONS AND DIVESTITURES - Narrative (Details) $ in Millions | Feb. 28, 2020USD ($)a |
Line Of Credit Facility [Line Items] | |
Purchase and sale agreement, number of undeveloped net acres sold (in acres) | a | 1,185 |
Proceeds from sale of land held-for-investment | $ 24.1 |
Revolving Credit Agreement, due October 2023 | Line of Credit | |
Line Of Credit Facility [Line Items] | |
Borrowing base deficiency | $ 17.3 |
ASSET RETIREMENT OBLIGATIONS -
ASSET RETIREMENT OBLIGATIONS - Summary of changes in Company's ARO (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||
ARO, beginning of period | $ 3,423 | $ 2,444 |
Additional liabilities incurred | 186 | |
Accretion expense | 125 | 433 |
Liabilities settled | (78) | |
Revision in estimates | 438 | |
ARO, end of period | $ 3,548 | $ 3,423 |
REVENUE - Narrative (Details)
REVENUE - Narrative (Details) $ in Millions | 2 Months Ended | 4 Months Ended | 6 Months Ended | 10 Months Ended | |
Feb. 28, 2019$ / bbl | Jun. 30, 2019$ / bbl | Jun. 30, 2020USD ($)$ / bbl | May 08, 2020$ / bbl | Dec. 31, 2019USD ($) | |
Disaggregation Of Revenue [Line Items] | |||||
Revenue, performance obligation, description of timing | Revenue is recognized when control passes to the purchaser, which generally occurs when production is transferred to the purchaser. The Company measures revenue as the amount of consideration it expects to receive in exchange for the commodities transferred. All of the Company’s revenues from contracts with customers represent products transferred at a point in time as control is transferred to the customer. The Company records revenue based on consideration specified in its contracts with its customers. The amounts collected on behalf of third parties are recorded in revenue payable. The Company recognizes revenue in the amount that reflects the consideration it expects to receive in exchange for transferring control of those goods to the customer. The contract consideration in the Company’s variable price contracts is typically allocated to specific performance obligations in the contract according to the price stated in the contract. Payment is generally received one or two months after the sale has occurred. | ||||
Crude oil price differential (in dollars per barrel) | $ / bbl | 5.15 | 9.25 | 6.50 | ||
Tariff fee (in dollars per barrel) | $ / bbl | 0.75 | ||||
Receivables from customers | $ | $ 4.8 | $ 9.1 | |||
Receivables from joint interest partners | $ | $ 4.1 | $ 9.5 | |||
Maximum | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue, performance obligation, settlement statement delivery period | 60 days | ||||
Minimum | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue, performance obligation, settlement statement delivery period | 30 days | ||||
Crude oil | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue, performance obligation, description of timing | The Company recognizes crude oil revenue when control passes to the purchaser. | ||||
Natural Gas and NGLs | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue, performance obligation, description of timing | The Company recognizes revenue for natural gas and NGLs when control passes at the tailgate of the processing plant. |
REVENUE - Summary of disaggrega
REVENUE - Summary of disaggregation of revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 5,583 | $ 21,572 | $ 18,352 | $ 39,270 |
Crude oil | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 5,505 | 17,867 | ||
Crude oil | Short-term contracts | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 326 | 326 | ||
Crude oil | Long-term contracts | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 5,179 | 17,541 | ||
Natural gas | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 100 | 350 | 289 | 1,876 |
Natural gas | Short-term contracts | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 25 | 58 | ||
Natural gas | Long-term contracts | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 75 | 231 | ||
NGLs | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 177 | $ 1,240 | 396 | $ 2,711 |
NGLs | Short-term contracts | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 44 | 79 | ||
NGLs | Long-term contracts | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 133 | $ 317 |
REVENUE - Summary of Company's
REVENUE - Summary of Company's major customers as a percentage of total revenue (Details) - Revenue Benchmark - Customer Concentration Risk | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Concentration Risk [Line Items] | ||||
Percentage of concentration risk | 100.00% | 100.00% | 100.00% | 100.00% |
ARM Energy Management, LLC | ||||
Concentration Risk [Line Items] | ||||
Percentage of concentration risk | 85.00% | 37.00% | 94.00% | 69.00% |
Midcon Gathering | ||||
Concentration Risk [Line Items] | ||||
Percentage of concentration risk | 9.00% | 2.00% | ||
Lucid Energy Delaware, LLC | ||||
Concentration Risk [Line Items] | ||||
Percentage of concentration risk | 4.00% | 13.00% | 3.00% | 10.00% |
Texican Crude & Hydrocarbon, LLC | ||||
Concentration Risk [Line Items] | ||||
Percentage of concentration risk | 48.00% | 21.00% | ||
Other below 10% | ||||
Concentration Risk [Line Items] | ||||
Percentage of concentration risk | 2.00% | 2.00% | 1.00% |
FAIR VALUE OF FINANCIAL INSTR_3
FAIR VALUE OF FINANCIAL INSTRUMENTS - Summary of recurring fair value measurements (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total recurring fair value measurements | $ (1,321) | $ (6,869) |
Oil and natural gas derivative swap contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Recurring fair value measurements | (1,564) | (3,932) |
Oil and natural gas derivative collar contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Recurring fair value measurements | 243 | 301 |
Firm Oil Takeaway and Pricing Agreement net settlement provisions | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Recurring fair value measurements | (3,238) | |
Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total recurring fair value measurements | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) | Oil and natural gas derivative swap contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Recurring fair value measurements | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) | Oil and natural gas derivative collar contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Recurring fair value measurements | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) | Firm Oil Takeaway and Pricing Agreement net settlement provisions | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Recurring fair value measurements | 0 | |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total recurring fair value measurements | (1,321) | (3,631) |
Significant Other Observable Inputs (Level 2) | Oil and natural gas derivative swap contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Recurring fair value measurements | (1,564) | (3,932) |
Significant Other Observable Inputs (Level 2) | Oil and natural gas derivative collar contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Recurring fair value measurements | 243 | 301 |
Significant Other Observable Inputs (Level 2) | Firm Oil Takeaway and Pricing Agreement net settlement provisions | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Recurring fair value measurements | 0 | |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total recurring fair value measurements | 0 | (3,238) |
Significant Unobservable Inputs (Level 3) | Oil and natural gas derivative swap contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Recurring fair value measurements | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Oil and natural gas derivative collar contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Recurring fair value measurements | $ 0 | 0 |
Significant Unobservable Inputs (Level 3) | Firm Oil Takeaway and Pricing Agreement net settlement provisions | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Recurring fair value measurements | $ (3,238) |
FAIR VALUE OF FINANCIAL INSTR_4
FAIR VALUE OF FINANCIAL INSTRUMENTS - Narrative (Details) $ in Millions | 3 Months Ended |
Jun. 30, 2020USD ($) | |
ARM Sales Agreement | Embedded Derivative Financial Instruments | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Unrealized gain on derivatives | $ 20.6 |
FAIR VALUE OF FINANCIAL INSTR_5
FAIR VALUE OF FINANCIAL INSTRUMENTS - Reconciliation of changes in the fair value of the Company's Level 3 financial assets and liabilities (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance, beginning | $ (3,238) | $ (1,965) |
Fair value of the converted portion of the embedded derivatives associated with the Second Lien Term Loan | 2,300 | |
Change in fair value of embedded derivatives and derivative liabilities | (3,573) | |
Balance, ending | (3,238) | |
Warrant Liability | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance, beginning | 0 | (1,965) |
Fair value of the converted portion of the embedded derivatives associated with the Second Lien Term Loan | 2,300 | |
Change in fair value of embedded derivatives and derivative liabilities | (335) | |
Balance, ending | 0 | |
Firm Takeaway and Pricing Agreement Net Settlement Provisions | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance, beginning | (3,238) | |
Change in fair value of embedded derivatives and derivative liabilities | 3,238 | |
Balance, ending | 0 | (3,238) |
Net settlement provisions under ARM sales agreement | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance, beginning | $ (3,238) | 0 |
Fair value of the converted portion of the embedded derivatives associated with the Second Lien Term Loan | 0 | |
Change in fair value of embedded derivatives and derivative liabilities | (3,238) | |
Balance, ending | $ (3,238) |
DERIVATIVES - Summary of Compan
DERIVATIVES - Summary of Company's derivatives (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Derivative [Line Items] | ||
Derivative assets - current | $ 187 | $ 427 |
Derivative liabilities - current | (5,044) | |
Derivative liabilities - non-current | (2,439) | |
Liabilities subject to compromise | (117,212) | |
Total derivative liabilities, net | (1,508) | (7,483) |
Fair Value, Recurring | ||
Derivative [Line Items] | ||
Derivative assets - current | 187 | 427 |
Derivative assets - non-current | 187 | |
Derivative liabilities - current | (5,044) | |
Derivative liabilities - non-current | (2,439) | |
Liabilities subject to compromise | (1,508) | |
Total derivative liabilities, net | (1,321) | (6,869) |
ARM Sales Agreement | Embedded Derivative Financial Instruments | ||
Derivative [Line Items] | ||
Derivative liabilities - current | (800) | |
Derivative liabilities - non-current | (2,400) | |
Total derivative liabilities, net | (3,200) | |
ARM Sales Agreement | Fair Value, Recurring | Embedded Derivative Financial Instruments | ||
Derivative [Line Items] | ||
Derivative liabilities - current | 0 | (800) |
Derivative liabilities - non-current | $ 0 | $ (2,400) |
DERIVATIVES - Narrative (Detail
DERIVATIVES - Narrative (Details) - USD ($) $ in Thousands | Jun. 09, 2020 | Jun. 30, 2020 | Jun. 30, 2020 | Jul. 31, 2020 | Dec. 31, 2019 |
Derivative [Line Items] | |||||
Derivative liability | $ 1,508 | $ 1,508 | $ 7,483 | ||
Derivative liability, current | 5,044 | ||||
Derivative liability, noncurrent | 2,439 | ||||
Proceeds from liquidation of swap positions | $ 9,300 | ||||
Embedded Derivative Financial Instruments | ARM Sales Agreement | |||||
Derivative [Line Items] | |||||
Derivative liability | 3,200 | ||||
Derivative liability, current | 800 | ||||
Derivative liability, noncurrent | $ 2,400 | ||||
Change in fair value of embedded derivative | $ 20,600 | $ 3,200 | |||
Commodity Contract | |||||
Derivative [Line Items] | |||||
Proceeds from liquidation of swap positions | $ 9,300 | ||||
Commodity Contract | Subsequent Event | |||||
Derivative [Line Items] | |||||
Settlement amount of outstanding contracts terminated | $ 1,900 |
DERIVATIVES - Summary of Comp_2
DERIVATIVES - Summary of Company's derivative position (Details) | 6 Months Ended |
Jun. 30, 2020bblMMBTU$ / bbl$ / MMBTU | |
Basis Swaps | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | bbl | 1,500 |
Weighted Average Price (in dollars per barrel) | $ / bbl | (5.62) |
Three Way Collar - Floor Sold Price One | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | bbl | 152 |
Weighted Average Price (in dollars per barrel) | $ / bbl | 40 |
Three Way Collar - Floor Purchase Price One | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | bbl | 152 |
Weighted Average Price (in dollars per barrel) | $ / bbl | 50 |
Three Way Collar - Ceiling Sold Price One | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | bbl | 152 |
Weighted Average Price (in dollars per barrel) | $ / bbl | 59.60 |
Three Way Collar - Floor Sold Price Two | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | bbl | 80 |
Weighted Average Price (in dollars per barrel) | $ / bbl | 37.50 |
Three Way Collar - Floor Purchase Price Two | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | bbl | 80 |
Weighted Average Price (in dollars per barrel) | $ / bbl | 47.50 |
Three Way Collar - Ceiling Sold Price Two | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | bbl | 80 |
Weighted Average Price (in dollars per barrel) | $ / bbl | 59.30 |
Three Way Collar - Floor Sold Price One | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | MMBTU | 434 |
Weighted Average Price (in dollars per barrel) | $ / MMBTU | 1.60 |
Three Way Collar - Floor Purchase Price One | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | MMBTU | 434 |
Weighted Average Price (in dollars per barrel) | $ / MMBTU | 2.10 |
Three Way Collar - Ceiling Sold Price One | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | MMBTU | 434 |
Weighted Average Price (in dollars per barrel) | $ / MMBTU | 3 |
Three Way Collar - Floor Sold Price Two | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | MMBTU | 133 |
Weighted Average Price (in dollars per barrel) | $ / MMBTU | 1.65 |
Three Way Collar - Floor Purchase Price Two | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | MMBTU | 133 |
Weighted Average Price (in dollars per barrel) | $ / MMBTU | 2.15 |
Three Way Collar - Ceiling Sold Price Two | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | MMBTU | 133 |
Weighted Average Price (in dollars per barrel) | $ / MMBTU | 3.05 |
Gas Collar - Floor Purchase Price | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | MMBTU | 4,464 |
Weighted Average Price (in dollars per barrel) | $ / MMBTU | 2.20 |
Gas Collar - Ceiling Sold Price | |
Derivative [Line Items] | |
Notional Volume (in barrels per day) | MMBTU | 4,464 |
Weighted Average Price (in dollars per barrel) | $ / MMBTU | 2.97 |
DERIVATIVES - Summary of commod
DERIVATIVES - Summary of commodity derivatives (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ||||
Unrealized gain (loss) on unsettled derivatives | $ (17,683) | $ 4,481 | $ 2,310 | $ (4,495) |
Net settlements received (paid) on derivative contracts | 14,279 | (976) | 14,081 | (2,577) |
Net settlements receivable (payable) on derivative contracts | (1,662) | (604) | (259) | (604) |
Net gain (loss) on commodity derivatives | $ (5,066) | $ 2,901 | $ 16,132 | $ (7,676) |
DERIVATIVES - Summary of gross
DERIVATIVES - Summary of gross fair values of derivative instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Derivatives, Fair Value [Line Items] | ||
Gross amount of recognized offsetting derivative assets | $ 838 | $ 1,368 |
Gross amounts of offsetting derivative assets in the condensed consolidated balance sheets | (651) | (754) |
Net amounts of offsetting derivative assets presented in the condensed consolidated balance sheets | 187 | 614 |
Gross amount of recognized offsetting derivative liabilities | (2,159) | (8,237) |
Gross amounts of offsetting derivative liabilities in the condensed consolidated balance sheets | 651 | 754 |
Total derivative liabilities, net | (1,508) | (7,483) |
Current asset | ||
Derivatives, Fair Value [Line Items] | ||
Gross amount of recognized offsetting derivative assets | 564 | 1,009 |
Gross amounts of offsetting derivative assets in the condensed consolidated balance sheets | (377) | (582) |
Net amounts of offsetting derivative assets presented in the condensed consolidated balance sheets | 187 | 427 |
Long-term asset | ||
Derivatives, Fair Value [Line Items] | ||
Gross amount of recognized offsetting derivative assets | 274 | 359 |
Gross amounts of offsetting derivative assets in the condensed consolidated balance sheets | (274) | (172) |
Net amounts of offsetting derivative assets presented in the condensed consolidated balance sheets | 0 | 187 |
Commodity Contract | Current liability | ||
Derivatives, Fair Value [Line Items] | ||
Gross amount of recognized offsetting derivative liabilities | (1,885) | (4,827) |
Gross amounts of offsetting derivative liabilities in the condensed consolidated balance sheets | 377 | 582 |
Total derivative liabilities, net | (1,508) | (4,245) |
Commodity Contract | Long-term liability | ||
Derivatives, Fair Value [Line Items] | ||
Gross amount of recognized offsetting derivative liabilities | (274) | (172) |
Gross amounts of offsetting derivative liabilities in the condensed consolidated balance sheets | 274 | 172 |
Total derivative liabilities, net | $ 0 | 0 |
Embedded Derivative Financial Instruments | Current liability | ||
Derivatives, Fair Value [Line Items] | ||
Gross amount of recognized offsetting derivative liabilities | (799) | |
Gross amounts of offsetting derivative liabilities in the condensed consolidated balance sheets | 0 | |
Total derivative liabilities, net | (799) | |
Embedded Derivative Financial Instruments | Long-term liability | ||
Derivatives, Fair Value [Line Items] | ||
Gross amount of recognized offsetting derivative liabilities | (2,439) | |
Gross amounts of offsetting derivative liabilities in the condensed consolidated balance sheets | 0 | |
Total derivative liabilities, net | $ (2,439) |
LEASES - Right of use assets an
LEASES - Right of use assets and lease liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Right of use assets - long-term | $ 1,518 | $ 1,722 |
Total right of use assets | 1,518 | 1,722 |
Short-term operating lease liabilities | 413 | 412 |
Lease liabilities - long-term | 1,123 | 1,323 |
Total lease liabilities | $ 1,536 | $ 1,735 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020USD ($)lease | Jun. 30, 2020USD ($) | Dec. 31, 2019USD ($) | |
Lessee Lease Description [Line Items] | |||
Operating lease, liability | $ 1,536 | $ 1,735 | |
Right-of-use assets | $ 1,518 | $ 1,722 | |
Equipment Leases | |||
Lessee Lease Description [Line Items] | |||
Lessee, operating lease, number of leases entered into | lease | 6 | ||
Operating lease, liability | $ 500 | ||
Right-of-use assets | $ 500 |
LEASES - Components of lease co
LEASES - Components of lease costs and other information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Lessee Lease Description [Line Items] | ||||
Fixed lease costs | $ 178 | $ 1,097 | $ 442 | $ 2,836 |
Short-term lease costs | 117 | 152 | 335 | 209 |
Variable lease costs | 84 | 72 | 169 | 118 |
Sublease income | (22) | (44) | ||
Total lease costs | 357 | 1,321 | 902 | 3,163 |
Total lease costs | $ 357 | $ 1,321 | 902 | $ 3,163 |
Cash paid for amounts included in the measurement of operating lease liabilities: | ||||
Operating cash flows from operating leases | $ 750 | |||
Lease term and discount rate | ||||
Weighted-average remaining lease term (years) | 4 years 14 days | 4 years 14 days | ||
Weighted-average discount rate | 5.30% | 5.30% | ||
General and Administrative Expense | ||||
Lessee Lease Description [Line Items] | ||||
Total lease costs | $ 387 | |||
Total lease costs | 387 | |||
Operating Expense | ||||
Lessee Lease Description [Line Items] | ||||
Total lease costs | 946 | |||
Total lease costs | 946 | |||
Sublease Income | ||||
Lessee Lease Description [Line Items] | ||||
Sublease income | (44) | |||
Oil Sales [Member] | Production costs | ||||
Lessee Lease Description [Line Items] | ||||
Total lease costs | 559 | |||
Total lease costs | $ 559 |
LEASES - Minimum future payment
LEASES - Minimum future payments for long-term operating leases under scope of ASC 842 (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
2020 | $ 235 | |
2021 | 425 | |
2022 | 353 | |
2023 | 379 | |
2024 | 315 | |
Total | 1,707 | |
Less: the effects of discounting | (171) | |
Operating lease, liability | $ 1,536 | $ 1,735 |
INDEBTEDNESS - Summary of long-
INDEBTEDNESS - Summary of long-term debt instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | |||
Total indebtedness | $ 94,924 | $ 115,000 | |
Less: current portion | (6,500) | (115,000) | |
Total long-term debt, net of current portion | 0 | 0 | |
Revolving Credit Agreement, due October 2023 | Line of Credit | |||
Debt Instrument [Line Items] | |||
Total indebtedness | [1] | 88,424 | $ 115,000 |
Debtor in-possession credit facility | 6,500 | ||
Less: debt classified as liabilities subject to compromise | $ (88,424) | ||
[1] | The balance outstanding under the Revolving Credit Agreement is classified as liabilities subject to compromise. See Note 3 – Summary of Significant Accounting Policies and Estimates. |
INDEBTEDNESS - Debtor-in-posses
INDEBTEDNESS - Debtor-in-possession credit agreement (Details) - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 29, 2020 | Jun. 28, 2020 | Jun. 17, 2020 | |
Line of Credit Facility [Line Items] | ||||
Debtor in-possession facility | $ 6,500 | |||
Initial DIP Credit Agreement | Initial DIP Facility | ||||
Line of Credit Facility [Line Items] | ||||
Amount outstanding | $ 6,500 | |||
Weighted average interest rate | 7.30% | |||
Debt instrument, maturity date | Nov. 30, 2020 | |||
Initial DIP Credit Agreement | Initial DIP Facility | Term Loan | ||||
Line of Credit Facility [Line Items] | ||||
Debtor in-possession facility | $ 15,000 | |||
Initial DIP Credit Agreement | Initial DIP Facility | Interim Basis Term Loan | ||||
Line of Credit Facility [Line Items] | ||||
Debtor in-possession facility | $ 5,000 | $ 5,000 | 5,000 | |
Initial DIP Credit Agreement | Initial DIP Facility | Bridge Loan | ||||
Line of Credit Facility [Line Items] | ||||
Debtor in-possession facility | 1,500 | $ 1,500 | ||
Initial DIP Credit Agreement | Initial DIP Facility | Roll-up Loans | ||||
Line of Credit Facility [Line Items] | ||||
Debtor in-possession facility | 15,000 | |||
Amount arranged , to be incurred upon final order | $ 13,500 |
INDEBTEDNESS - Revolving credit
INDEBTEDNESS - Revolving credit agreement (Details) | Oct. 10, 2018USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jul. 02, 2020USD ($) | Jun. 28, 2020USD ($) | Jan. 17, 2020USD ($)installment | Dec. 31, 2019USD ($) |
Debt Instrument [Line Items] | |||||||||
Repayments of lines of credit | $ 26,576,000 | ||||||||
Amount of prepetition obligations to be settled in cash | $ 9,200,000 | ||||||||
Accrued and unpaid interest | 700,000 | ||||||||
Amount of participations in new loans | 55,000,000 | ||||||||
Long-term Debt | $ 94,924,000 | 94,924,000 | $ 115,000,000 | ||||||
Amortization of debt financing costs | 151,000 | $ 138,000 | 858,000 | $ 279,000 | |||||
Line of Credit | Revolving Credit Agreement | Revolving Credit Agreement, due October 2023 | |||||||||
Debt Instrument [Line Items] | |||||||||
Agreement term | 5 years | ||||||||
Line of credit facility, maximum borrowing capacity | $ 500,000,000 | ||||||||
Line of credit facility, borrowing base | $ 115,000,000 | $ 90,000,000 | |||||||
Borrowing base deficiency | 7,800,000 | 7,800,000 | $ 25,000,000 | ||||||
Line of credit facility, commitment fee percentage | 0.50% | ||||||||
Long-term Debt | 88,400,000 | 88,400,000 | $ 89,900,000 | ||||||
Amortization of debt financing costs | 200,000 | $ 100,000 | $ 800,000 | $ 300,000 | |||||
Debtor reorganization items, write-off of debt issuance costs | 2,000,000 | ||||||||
Ratio of total debt to EBITDAX (not more than) | 400.00% | ||||||||
Ratio of current assets to current liabilities (not less than) | 100.00% | ||||||||
Covenant, borrowing base deficiency, number of equal monthly installments (in installments) | installment | 4 | ||||||||
Extension term | 45 days | ||||||||
Line of Credit | Revolving Credit Agreement | Revolving Credit Agreement, due October 2023 | Other Current Assets | |||||||||
Debt Instrument [Line Items] | |||||||||
Unamortized debt issuance costs | $ 2,600,000 | ||||||||
Line of Credit | Revolving Credit Agreement | Revolving Credit Agreement, due October 2023 | Subsequent Event | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayments of lines of credit | $ 17,300,000 | ||||||||
Line of Credit | Revolving Credit Agreement | Letter of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of credit facility, maximum borrowing capacity | $ 5,000,000 | $ 5,000,000 |
INDEBTEDNESS - Second lien cred
INDEBTEDNESS - Second lien credit agreement (Details) $ / shares in Units, $ in Thousands | Mar. 05, 2019USD ($)serieshares | Mar. 31, 2019USD ($) | Jun. 30, 2020$ / sharesshares | Jun. 30, 2019USD ($) | Dec. 31, 2019$ / sharesshares | Mar. 04, 2019$ / shares |
Line of Credit Facility [Line Items] | ||||||
Gain on extinguishment of debt | $ 7,078 | |||||
Additional Paid-In Capital | ||||||
Line of Credit Facility [Line Items] | ||||||
Gain on extinguishment of debt | $ 7,100 | $ 7,078 | ||||
Series F Preferred Stock | ||||||
Line of Credit Facility [Line Items] | ||||||
Mezzanine equity, shares issued (in shares) | shares | 55,000 | 55,000 | ||||
Redeemable preferred stock, dividend rate, percentage | 9.00% | 9.00% | ||||
Mezzanine equity, stated value (in dollars per share) | $ / shares | $ 1,125 | $ 1,076 | ||||
Series E Preferred Stock | ||||||
Line of Credit Facility [Line Items] | ||||||
Mezzanine equity, shares issued (in shares) | shares | 60,000 | 60,000 | ||||
Redeemable preferred stock, dividend rate, percentage | 8.25% | 8.25% | ||||
Mezzanine equity, stated value (in dollars per share) | $ / shares | $ 1,114 | $ 1,069 | ||||
Private Placement | Series E Preferred Stock | ||||||
Line of Credit Facility [Line Items] | ||||||
Mezzanine equity, stated value (in dollars per share) | $ / shares | $ 1.88 | |||||
Private Placement | Varde Partners, Inc. | ||||||
Line of Credit Facility [Line Items] | ||||||
Number of new series of preferred stock | serie | 2 | |||||
Amount canceled in exchange for equity issuance | $ 133,600 | |||||
Mezzanine equity, shares issued (in shares) | shares | 9,891,638 | |||||
Mezzanine equity, new issues of stock | $ 18,600 | |||||
Private Placement | Varde Partners, Inc. | Series F Preferred Stock | ||||||
Line of Credit Facility [Line Items] | ||||||
Mezzanine equity, shares issued (in shares) | shares | 55,000 | |||||
Redeemable preferred stock, dividend rate, percentage | 9.00% | |||||
Mezzanine equity, new issues of stock | $ 55,000 | |||||
Private Placement | Varde Partners, Inc. | Series E Preferred Stock | ||||||
Line of Credit Facility [Line Items] | ||||||
Mezzanine equity, shares issued (in shares) | shares | 60,000 | |||||
Redeemable preferred stock, dividend rate, percentage | 8.25% | |||||
Mezzanine equity, new issues of stock | $ 60,000 |
INDEBTEDNESS - Summary of inter
INDEBTEDNESS - Summary of interest expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Debt Disclosure [Abstract] | ||||
Interest on debt | $ 1,253 | $ 1,707 | $ 2,755 | $ 3,147 |
Net revenue payments on financing arrangement | 198 | 1,792 | ||
Paid-in-kind interest on term loans | 1,590 | |||
Amortization of debt financing costs | 151 | 138 | 858 | 279 |
Amortization of discount on term loans | 1,657 | |||
Total | $ 1,602 | $ 1,845 | $ 5,405 | $ 6,673 |
LONG-TERM DEFERRED REVENUE LI_3
LONG-TERM DEFERRED REVENUE LIABILITIES AND OTHER LONG-TERM LIABILITIES - Schedule of Deferred Revenue Liabilities and Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Long-term Purchase Commitment [Line Items] | ||
Long-term deferred revenue liabilities | $ 35,000 | $ 36,920 |
Total long-term deferred revenue liabilities and other long-term liabilities | 71,829 | 73,749 |
WLR | ||
Long-term Purchase Commitment [Line Items] | ||
Long-term deferred revenue liabilities | 13,061 | 13,061 |
WLWI | ||
Long-term Purchase Commitment [Line Items] | ||
Long-term deferred revenue liabilities | $ 23,768 | $ 23,768 |
LONG-TERM DEFERRED REVENUE LI_4
LONG-TERM DEFERRED REVENUE LIABILITIES AND OTHER LONG-TERM LIABILITIES - Narrative (Details) $ in Thousands | May 08, 2020USD ($) | May 21, 2018USD ($) | Jul. 31, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Mar. 11, 2019USD ($)bbl | Jul. 31, 2018wellmi |
Long-term Purchase Commitment [Line Items] | ||||||||
Deferred revenue | $ 35,000 | |||||||
Deferred revenue recognized | $ 11,700 | |||||||
Contract with customer, term | 12 years | |||||||
Winkler Lea Transactions | ||||||||
Long-term Purchase Commitment [Line Items] | ||||||||
Proceeds from sale of overriding royalty interests and non-operated working interests | $ 39,000 | |||||||
Net revenue payments on financing arrangement | $ 200 | $ 1,800 | ||||||
Salt Creek Midstream Water, LLC | ||||||||
Long-term Purchase Commitment [Line Items] | ||||||||
Number of miles of pipeline (in miles) | mi | 14 | |||||||
Number of wells (in wells) | well | 1 | |||||||
Prefunded drilling bonus | $ 2,500 | |||||||
Crude oil takeaway, target number of barrels per day (in barrels per day) | bbl | 40,000 | |||||||
Deferred revenue | $ 2,500 | |||||||
Deferred revenue recognized | $ 2,200 | $ 100 |
RELATED PARTY TRANSACTIONS - Sc
RELATED PARTY TRANSACTIONS - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | ||
Total | $ (37,026) | $ (37,672) |
Varde Partners, Inc. | ||
Related Party Transaction [Line Items] | ||
Payable for net proportionate share of production revenue | (157) | |
Receivable balance outstanding for operating costs in excess of production revenue associated with VPD's proportionate share of producing wells | 37 | |
WLWI | ||
Related Party Transaction [Line Items] | ||
Payable for net proportionate share of production revenue | (187) | (526) |
WLWI | Asset disposition accounted for as a financing arrangement | ||
Related Party Transaction [Line Items] | ||
Total | (23,768) | (23,768) |
WLR | ||
Related Party Transaction [Line Items] | ||
Payable for net proportionate share of production revenue | (48) | (161) |
WLR | Asset disposition accounted for as a financing arrangement | ||
Related Party Transaction [Line Items] | ||
Total | $ (13,060) | $ (13,060) |
RELATED PARTY TRANSACTIONS - Na
RELATED PARTY TRANSACTIONS - Narrative (Details) $ in Millions | 6 Months Ended | |
Jun. 30, 2020USD ($)agreement | Apr. 21, 2020USD ($) | |
Winkler Lea Transactions | ||
Related Party Transaction [Line Items] | ||
Number of agreements | agreement | 2 | |
WLR | ||
Related Party Transaction [Line Items] | ||
Purchase and sale agreement, proportionate share of production included in interest expense | $ 0.2 | |
WLWI | ||
Related Party Transaction [Line Items] | ||
Purchase and sale agreement, proportionate share of production included in interest expense | $ 1.6 | |
Varde Partners, Inc. | Affiliate Of Varde | Revolving Credit Agreement, due October 2023 | ||
Related Party Transaction [Line Items] | ||
Principal amount counterparty became lender to | $ 25.7 |
PREFERRED STOCK - Summary of Pr
PREFERRED STOCK - Summary of Preferred Stock (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($)shares | |
Beginning balance | $ 245,531 |
Paid-in-kind dividends | 14,507 |
Ending balance | 260,038 |
Series C Preferred Stock | |
Beginning balance | $ 99,303 |
Beginning balance (in shares) | shares | 125,000 |
Paid-in-kind dividends | $ 7,328 |
Ending balance | $ 106,631 |
Ending balance (in shares) | shares | 125,000 |
Series D Preferred Stock | |
Beginning balance | $ 29,082 |
Beginning balance (in shares) | shares | 39,254 |
Paid-in-kind dividends | $ 1,812 |
Ending balance | $ 30,894 |
Ending balance (in shares) | shares | 39,254 |
Series E Preferred Stock | |
Beginning balance | $ 66,285 |
Beginning balance (in shares) | shares | 60,000 |
Paid-in-kind dividends | $ 2,674 |
Ending balance | $ 68,959 |
Ending balance (in shares) | shares | 60,000 |
Series F Preferred Stock | |
Beginning balance | $ 50,861 |
Beginning balance (in shares) | shares | 55,000 |
Paid-in-kind dividends | $ 2,693 |
Ending balance | $ 53,554 |
Ending balance (in shares) | shares | 55,000 |
STOCKHOLDERS' EQUITY (DEFICIT_2
STOCKHOLDERS' EQUITY (DEFICIT) - Narrative (Details) - USD ($) $ in Thousands | Jan. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2020 |
Class of Stock [Line Items] | |||
Common stock issued, value | $ 32,990 | ||
Outstanding warrants to expire in 2022 (in shares) | 2,579,420 | ||
Common Shares | |||
Class of Stock [Line Items] | |||
Common stock issued (in shares) | 17,641,638 | ||
Common stock issued, value | $ 2 | ||
Board of Directors | Common Shares | |||
Class of Stock [Line Items] | |||
Common stock issued (in shares) | 4,431,817 | ||
Common stock issued, value | $ 1,000 |
STOCKHOLDERS' EQUITY (DEFICIT_3
STOCKHOLDERS' EQUITY (DEFICIT) - Summary of warrant activity (Details) | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding beginning balance | $ / shares | $ 3.83 |
Forfeited or expired | $ / shares | 2.81 |
Outstanding ending balance | $ / shares | $ 4.50 |
Warrant | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding beginning balance | shares | 2,754,062 |
Forfeited or expired | shares | (174,642) |
Outstanding ending balance | shares | 2,579,420 |
STOCKHOLDERS' EQUITY (DEFICIT_4
STOCKHOLDERS' EQUITY (DEFICIT) - Schedule of antidilutive securities excluded from computation of diluted loss per share (Details) - shares | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 32,539,509 | 33,505,712 |
Stock Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 3,192,500 | 4,462,434 |
Stock Purchase Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 2,579,420 | 4,402,329 |
Series E Preferred Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 26,767,589 | 24,640,949 |
SHARE BASED AND OTHER COMPENS_3
SHARE BASED AND OTHER COMPENSATION - Summary of Share-Based Compensation (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share based compensation expensed | $ 1,228 | $ 6,001 |
Unrecognized share-based compensation costs | 497 | 3,076 |
Stock Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share based compensation expensed | (2) | 349 |
Unrecognized share-based compensation costs | $ 42 | $ 216 |
Weighted average amortization period remaining (in years) | 9 months 7 days | 1 year 3 months 14 days |
Restricted Stock | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share based compensation expensed | $ 1,230 | $ 5,652 |
Unrecognized share-based compensation costs | $ 455 | $ 2,860 |
Weighted average amortization period remaining (in years) | 5 months 12 days | 1 year 2 months 8 days |
SHARE BASED AND OTHER COMPENS_4
SHARE BASED AND OTHER COMPENSATION - Summary of Restricted Stock Grant Activity (Details) | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding beginning balance (in shares) | shares | 1,402,175 |
Granted (in shares) | shares | 4,431,817 |
Vested and issued (in shares) | shares | (4,674,402) |
Forfeited or canceled (in shares) | shares | (918,358) |
Outstanding ending balance (in shares) share | shares | 241,232 |
Weighted Average Grant Date Price | |
Outstanding beginning balance (in dollars per share) | $ / shares | $ 1.26 |
Granted (in dollars per share) | $ / shares | 0.22 |
Vested and issued (in dollars per share) | $ / shares | 0.32 |
Forfeited or canceled (in dollars per share) | $ / shares | 0.87 |
Outstanding ending balance (in dollars per share) | $ / shares | $ 1.89 |
SHARE BASED AND OTHER COMPENS_5
SHARE BASED AND OTHER COMPENSATION - Summary of Stock Option Activity (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Number of Options | ||
Outstanding beginning balance (in shares) | 3,588,350 | |
Forfeited or canceled (in shares) | (395,850) | |
Outstanding ending balance (in shares) | 3,192,500 | 3,588,350 |
Weighted Average Grant Date Price | ||
Outstanding beginning balance (in dollars per shares) | $ 4.05 | |
Forfeited or canceled (in dollars per shares) | 4.99 | |
Outstanding ending balance (in dollars per share) | $ 3.93 | $ 4.05 |
Stock Options Outstanding and Exercisable | ||
Number of options vested/exercisable (in shares) | 3,159,168 | 3,487,792 |
Weighted average remaining contractual life (Years) | 6 years 4 months 24 days | 7 years 2 months 12 days |
SUPPLEMENTAL NON-CASH TRANSAC_3
SUPPLEMENTAL NON-CASH TRANSACTIONS - Summary of supplemental disclosure of cash flow information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Non-cash investing and financing activities excluded from the statement of cash flows: | ||
Issued shares of common stock and preferred stock upon extinguishment of debt and modification of Series C and Series D Preferred Stock | $ 141,787 | |
Deferred revenue realized upon purchase option exercise | 11,700 | |
Change in capital expenditures for drilling costs in accrued liabilities | $ (4,460) | 1,035 |
Preferred dividends paid in kind | $ 14,507 | 11,200 |
Change in asset retirement obligations | $ 43 |
SEGMENT INFORMATION - Narrative
SEGMENT INFORMATION - Narrative (Details) | 6 Months Ended |
Jun. 30, 2020segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) $ in Thousands | Mar. 11, 2019 | Aug. 02, 2018 | Aug. 18, 2020motion | Jun. 22, 2020USD ($) | May 13, 2020USD ($) |
Statutory Mechanic's And Materialman’s Liens | |||||
Long-term Purchase Commitment [Line Items] | |||||
Other commitment | $ | $ 13,300 | ||||
Salt Creek Midstream, LLC | |||||
Long-term Purchase Commitment [Line Items] | |||||
Agreement period | 5 years | ||||
ARM Energy Management, LLC | |||||
Long-term Purchase Commitment [Line Items] | |||||
Agreement period | 5 years | ||||
ARM Energy Management, LLC, SCM Crude, LLC and Salt Creek Midstream, LLC v. Lilis Energy, Inc. | Legal Proceedings | Pending Litigation | Subsequent Event | |||||
Long-term Purchase Commitment [Line Items] | |||||
Number of motions for summary judgment | 2 | ||||
Number of motions for summary judgment, gathering agreement properly terminated | 1 | ||||
Number of motions for summary judgment, sales contract properly terminated | 1 | ||||
ARM Energy Management, LLC, SCM Crude, LLC and Salt Creek Midstream, LLC v. Lilis Energy, Inc. | SCM | Legal Proceedings | Pending Litigation | |||||
Long-term Purchase Commitment [Line Items] | |||||
Temporary restraining order, bond posted | $ | $ 50,000 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Schedule of Minimum Quantities of Crude Oil under the Canceled Contract (Details) - ARM Energy Management, LLC | Jun. 30, 2020bbl |
March 2019 - June 2019 | |
Long-term Purchase Commitment [Line Items] | |
Crude oil takeaway, target number of barrels per day (in barrels per day) | 5,000 |
July 2019 - December 2019 | |
Long-term Purchase Commitment [Line Items] | |
Crude oil takeaway, target number of barrels per day (in barrels per day) | 4,000 |
January 2020 - June 2020 | |
Long-term Purchase Commitment [Line Items] | |
Crude oil takeaway, target number of barrels per day (in barrels per day) | 5,000 |
July 2020 - June 2021 | |
Long-term Purchase Commitment [Line Items] | |
Crude oil takeaway, target number of barrels per day (in barrels per day) | 6,000 |
July 2021 - December 2024 | |
Long-term Purchase Commitment [Line Items] | |
Crude oil takeaway, target number of barrels per day (in barrels per day) | 7,500 |
SUBSEQUENT EVENTS - Narrative (
SUBSEQUENT EVENTS - Narrative (Details) $ in Millions | Jul. 31, 2020USD ($) |
Commodity Contract | Subsequent Event | |
Subsequent Event [Line Items] | |
Settlement amount of outstanding contracts terminated | $ 1.9 |