Basis of presentation and significant accounting policies | 6 Months Ended |
Jun. 30, 2014 |
Accounting Policies [Abstract] | ' |
Basis of presentation and significant accounting policies | ' |
Basis of presentation and significant accounting policies |
1. Basis of presentation |
The accompanying unaudited consolidated financial statements were derived from the historical accounting records of the Company and reflect the historical financial position, results of operations and cash flows for the periods described herein. The Company uses the equity method of accounting to record its net interests when the Company holds 20% to 50% of the voting rights and/or has the ability to exercise significant influence but does not control the entity. Under the equity method, the Company's proportionate share of the investee's net income (loss) is included in the unaudited consolidated statements of operations. See Note L for additional discussion of the Company's equity method investment. The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). All material intercompany transactions and account balances have been eliminated in the consolidation of accounts. The Company reports as one business segment, which explores for, develops and produces oil and natural gas. Unless otherwise indicated, the information in these notes relate to the Company’s continuing operations. |
The accompanying consolidated financial statements have not been audited by the Company’s independent registered public accounting firm, except that the consolidated balance sheet at December 31, 2013 is derived from audited consolidated financial statements. In the opinion of management, the accompanying unaudited consolidated financial statements reflect all necessary adjustments to present fairly the Company’s financial position as of June 30, 2014, results of operations for the three and six months ended June 30, 2014 and 2013 and cash flows for the six months ended June 30, 2014 and 2013. |
Certain disclosures have been condensed or omitted from these unaudited consolidated financial statements. Accordingly, these unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in Laredo’s Annual Report on Form 10-K for the year ended December 31, 2013 (the "2013 Annual Report"). |
2. Use of estimates in the preparation of interim unaudited consolidated financial statements |
The preparation of the accompanying unaudited consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although management believes these estimates are reasonable, actual results could differ from these estimates. The interim results reflected in the unaudited consolidated financial statements are not necessarily indicative of the results that may be expected for other interim periods or for the full year. |
Significant estimates include, but are not limited to, (i) estimates of the Company’s reserves of oil and natural gas, (ii) future cash flows from oil and natural gas properties, (iii) depletion, depreciation and amortization, (iv) asset retirement obligations, (v) stock-based compensation, (vi) deferred income taxes, (vii) fair value of assets acquired and liabilities assumed in an acquisition and (viii) fair values of commodity derivatives, interest rate derivatives, commodity deferred premiums, performance share awards and performance unit awards. As fair value is a market-based measurement, it is determined based on the assumptions that market participants would use. These estimates and assumptions are based on management’s best judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Such estimates and assumptions are adjusted when facts and circumstances dictate. Illiquid credit markets and volatile equity and energy markets have combined to increase the uncertainty inherent in such estimates and assumptions. Management believes its estimates and assumptions to be reasonable under the circumstances. As future events and their effects cannot be determined with precision, actual values and results could differ from these estimates. Any changes in estimates resulting from future changes in the economic environment will be reflected in the financial statements in future periods. |
3. Reclassifications |
Certain amounts in the accompanying unaudited consolidated financial statements have been reclassified to conform to the 2014 presentation. These reclassifications had no impact to previously reported net income (loss), total stockholders' equity or cash flows. |
4. Treasury stock |
The Company acquires treasury stock, which is recorded at cost, to satisfy tax withholding obligations for Laredo's employees that arise upon the lapse of restrictions on restricted stock. Upon acquisition, this treasury stock is retired. |
5. Accounts receivable |
The Company sells oil and natural gas to various customers and participates with other parties in the drilling, completion and operation of oil and natural gas wells. Joint interest and oil and natural gas sales receivables related to these operations are generally unsecured. Accounts receivable for joint interest billings are recorded as amounts billed to customers less an allowance for doubtful accounts. |
Amounts are considered past due after 30 days. The Company determines joint interest operations accounts receivable allowances based on management’s assessment of the creditworthiness of the joint interest owners. Additionally, as the operator of the majority of its wells, the Company has the ability to realize the receivables through netting of anticipated future production revenues. The Company maintains an allowance for doubtful accounts for estimated losses inherent in its accounts receivable portfolio. In establishing the required allowance, management considers historical losses, current receivables aging, and existing industry and economic data. The Company reviews its allowance for doubtful accounts quarterly. Past due balances greater than 90 days and over a specified amount are reviewed individually for collectability. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is remote. |
Accounts receivable consist of the following components for the periods presented: |
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(in thousands) | | 30-Jun-14 | | 31-Dec-13 |
Oil and natural gas sales | | $ | 68,476 | | | $ | 57,647 | |
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Joint operations, net(1) | | 23,274 | | | 16,629 | |
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Other | | 3,970 | | | 3,042 | |
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Total | | $ | 95,720 | | | $ | 77,318 | |
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-1 | Accounts receivable for joint operations are presented net of an allowance for doubtful accounts of $0.7 million as of June 30, 2014 and December 31, 2013. | | | | | | | |
6. Derivatives |
The Company uses derivatives to reduce its exposure to fluctuations in the prices of oil and natural gas. By removing a significant portion of the price volatility associated with future production, the Company expects to mitigate, but not eliminate, the potential effects of variability in cash flows from operations due to fluctuations in commodity prices. These transactions are primarily in the form of collars, swaps, puts and basis swaps. In addition, in prior periods the Company entered into derivative contracts in the form of interest rate derivatives to minimize the effects of fluctuations in interest rates. |
Derivatives are recorded at fair value and are included on the unaudited consolidated balance sheets as assets or liabilities. The Company nets the fair value of derivatives by counterparty in the accompanying unaudited consolidated balance sheets where the right of offset exists. The Company determines the fair value of its derivatives by utilizing pricing models for substantially similar instruments. Inputs to the pricing models include publicly available prices and forward price curves generated from a compilation of data gathered from third parties. |
The Company’s derivatives were not designated as hedges for accounting purposes for any of the periods presented. Accordingly, the changes in fair value are recognized in the unaudited consolidated statements of operations in the period of change. Gains and losses on derivatives are included in cash flows from operating activities (see Note G). |
7. Property and equipment |
The following table sets forth the Company’s property and equipment for the periods presented: |
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(in thousands) | | 30-Jun-14 | | 31-Dec-13 |
Proved oil and natural gas properties | | $ | 3,698,051 | | | $ | 3,276,578 | |
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Less accumulated depletion and impairment | | (1,448,013 | ) | | (1,349,315 | ) |
Proved oil and natural gas properties, net | | 2,250,038 | | | 1,927,263 | |
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Unproved properties not being amortized | | 225,056 | | | 208,085 | |
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Midstream service assets | | 80,265 | | | 51,704 | |
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Less accumulated depreciation | | (6,007 | ) | | (4,404 | ) |
Midstream service assets, net | | 74,258 | | | 47,300 | |
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Other fixed assets | | 42,016 | | | 32,832 | |
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Less accumulated depreciation and amortization | | (13,152 | ) | | (11,156 | ) |
Other fixed assets, net | | 28,864 | | | 21,676 | |
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Total property and equipment, net | | $ | 2,578,216 | | | $ | 2,204,324 | |
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For the three months ended June 30, 2014 and 2013, depletion expense was $19.55 per barrel of oil equivalent ("BOE") and $20.08 per BOE, respectively. For the six months ended June 30, 2014 and 2013, depletion expense was $19.58 per BOE and $20.16 per BOE, respectively. |
8. Deferred loan costs |
Loan origination fees, which are stated at cost, net of amortization, are amortized over the life of the respective debt agreements utilizing the effective interest and straight-line methods. The Company capitalized $7.8 million of deferred loan costs during the six months ended June 30, 2014 mainly as a result of the issuance of the January 2022 Notes (as defined below). The Company capitalized $0.7 million of deferred loan costs during the six months ended June 30, 2013. The Company had total deferred loan costs of $31.1 million and $25.9 million, net of accumulated amortization of $16.7 million and $14.2 million, as of June 30, 2014 and December 31, 2013, respectively. |
As a result of changes in the borrowing base of the Senior Secured Credit Facility (as defined below) due to the issuance of the January 2022 Notes, the Company wrote-off $0.1 million in deferred loan costs during the six months ended June 30, 2014. No deferred loan costs were written-off during the six months ended June 30, 2013. |
Future amortization expense of deferred loan costs as of June 30, 2014 is as follows: |
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(in thousands) | | | | | | |
Remaining 2014 | | $ | 2,627 | | | | | |
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2015 | | 5,295 | | | | | |
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2016 | | 5,361 | | | | | |
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2017 | | 5,432 | | | | | |
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2018 | | 5,222 | | | | | |
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Thereafter | | 7,151 | | | | | |
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Total | | $ | 31,088 | | | | | |
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9. Other current liabilities |
Other current liabilities consist of the following components for the periods presented: |
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(in thousands) | | 30-Jun-14 | | 31-Dec-13 |
Accrued interest payable | | $ | 37,065 | | | $ | 25,885 | |
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Accrued compensation and benefits | | 11,804 | | | 16,711 | |
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Lease operating expense payable | | 11,056 | | | 10,637 | |
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Performance unit awards | | 2,971 | | | — | |
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Asset retirement obligations | | 886 | | | 265 | |
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Prepaid drilling liability | | 851 | | | 1,393 | |
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Other accrued liabilities | | 13,374 | | | 17,340 | |
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Total other current liabilities | | $ | 78,007 | | | $ | 72,231 | |
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10. Asset retirement obligations |
Asset retirement obligations associated with the retirement of tangible long-lived assets are recognized as a liability in the period in which they are incurred and become determinable. The associated asset retirement costs are part of the carrying amount of the long-lived asset. Subsequently, the asset retirement cost included in the carrying amount of the related long-lived asset is charged to expense through the depletion of the asset. Changes in the liability due to the passage of time are recognized as an increase in the carrying amount of the liability and as corresponding accretion expense. |
The fair value of additions to the asset retirement obligation liability is measured using valuation techniques consistent with the income approach, which converts future cash flows into a single discounted amount. Significant inputs to the valuation include: (i) estimated plug and abandonment cost per well based on Company experience; (ii) estimated remaining life per well based on the reserve life per well; (iii) future inflation factors; and (iv) the Company's average credit adjusted risk free rate. Inherent in the fair value calculation of asset retirement obligations are numerous assumptions and judgments including, in addition to those noted above, the ultimate settlement of these amounts, the ultimate timing of such settlement and changes in legal, regulatory, environmental and political environments. To the extent future revisions to these assumptions impact the fair value of the existing asset retirement obligation liability, a corresponding adjustment will be made to the asset balance. |
The Company is obligated by contractual and regulatory requirements to remove certain pipeline and gas gathering assets and perform other remediation of the sites where such pipeline and gas gathering assets are located upon the retirement of those assets. However, the fair value of the asset retirement obligation cannot currently be reasonably estimated because the settlement dates are indeterminate. The Company will record an asset retirement obligation for pipeline and gas gathering assets in the periods in which settlement dates become reasonably determinable. |
The following reconciles the Company’s asset retirement obligation liability for continuing and discontinued operations for the periods presented: |
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(in thousands) | | Six months ended June 30, 2014 | | Year ended December 31, 2013 |
Liability at beginning of period | | $ | 21,743 | | | $ | 21,505 | |
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Liabilities added due to acquisitions, drilling and other | | 1,591 | | | 2,709 | |
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Accretion expense | | 837 | | | 1,475 | |
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Liabilities settled upon plugging and abandonment | | (310 | ) | | (226 | ) |
Liabilities removed due to Anadarko Basin Sale(1) | | — | | | (7,801 | ) |
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Revision of estimates | | — | | | 4,081 | |
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Liability at end of period | | $ | 23,861 | | | $ | 21,743 | |
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-1 | See Note C.3 for definition of and information regarding the Anadarko Basin Sale. | | | | | | | |
11. Fair value measurements |
The carrying amounts reported in the unaudited consolidated balance sheets for cash and cash equivalents, accounts receivable, prepaid expenses, accounts payable, undistributed revenue and royalties and other accrued liabilities approximate their fair values. See Note D for fair value disclosures related to the Company’s debt obligations. The Company carries its derivatives at fair value. See Note G and Note H for details regarding the fair value of the Company’s derivatives. |
12. Compensation awards |
Stock-based compensation expense is recognized in "General and administrative" in the Company’s unaudited consolidated statements of operations over the awards’ vesting periods and is based on their grant date fair value. The Company utilizes the closing stock price on the date of grant, less an expected forfeiture rate, to determine the fair value of service vesting restricted stock awards and a Black-Scholes pricing model to determine the fair values of service vesting restricted stock option awards. The Company utilizes a Monte Carlo simulation prepared by an independent third party to determine the fair values of the performance share awards and performance unit awards. On January 1, 2014, the Company began capitalizing a portion of stock-based compensation for employees who are directly involved in the acquisition and exploration of its properties into the full-cost pool. Capitalized stock-based compensation is included as an addition to "Oil and natural gas properties" in the unaudited consolidated balance sheets. See Note E for further discussion regarding the restricted stock awards, restricted stock option awards, performance share awards and performance unit awards. |
13. Environmental |
The Company is subject to extensive federal, state and local environmental laws and regulations. These laws, among other things, regulate the discharge of materials into the environment and may require the Company to remove or mitigate the environmental effects of the disposal or release of petroleum or chemical substances at various sites. All environmental expenditures, including expenditures that relate to an existing condition caused by past operations and that have no future economic benefits, are expensed in the period in which they occur. Liabilities for expenditures of a non-capital nature are recorded when environmental assessment or remediation is probable and the costs can be reasonably estimated. Such liabilities are generally undiscounted unless the timing of cash payments is fixed and readily determinable. Management believes no materially significant liabilities of this nature existed as of June 30, 2014 or December 31, 2013. |
14. Supplemental cash flow disclosure information and non-cash investing and financing information |
The following table summarizes the supplemental disclosure of cash flow information for the periods presented: |
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| | Six months ended June 30, |
(in thousands) | | 2014 | | 2013 |
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Cash paid for interest, net of $0 and $212 of capitalized interest, respectively | | $ | 46,140 | | | $ | 48,348 | |
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The following presents the supplemental disclosure of non-cash investing and financing information for the periods presented: |
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| | Six months ended June 30, |
(in thousands) | | 2014 | | 2013 |
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Change in accrued capital expenditures | | $ | 13,346 | | | $ | (33,892 | ) |
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Capitalized asset retirement cost | | $ | 1,591 | | | $ | 1,262 | |
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Capitalized stock-based compensation | | $ | 2,167 | | | $ | — | |
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Restricted deposits on pending sale | | $ | — | | | $ | 44,000 | |
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