Sanchez Energy (SNECQ) 10-Q 10 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 08, 2017
Document and Entity Information
Entity Registrant Name	Sanchez Energy Corp
Entity Central Index Key	1,528,837
Document Type	10-Q
Document Period End Date	Mar. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		82,305,837
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 124,585	$ 501,917
Oil and natural gas receivables	50,292	41,057
Joint interest billings receivables	895	496
Accounts receivable - related entities	6,470	6,401
Fair value of derivative instruments	10,478
Other current assets	8,707	12,934
Total current assets	201,427	562,805
Oil and natural gas properties, at cost, using the full cost method:
Unproved oil and natural gas properties	466,868	231,424
Proved oil and natural gas properties	4,077,686	3,164,115
Total oil and natural gas properties	4,544,554	3,395,539
Less: Accumulated depreciation, depletion, amortization and impairment	(2,769,126)	(2,736,951)
Total oil and natural gas properties, net	1,775,428	658,588
Other assets:
Fair value of derivative instruments	18,358
Investments (Investment in SPP measured at fair value of $35.7 million and $26.8 as of March 31, 2017 and December 31, 2016, respectively)	48,644	39,656
Other assets	34,703	25,231
Total assets	2,078,560	1,286,280
Current liabilities:
Accounts payable	8,449	1,076
Other payables	3,180	2,251
Accrued liabilities:
Capital expenditures	52,312	35,154
Other	74,189	82,458
Deferred premium liability		2,079
Fair value of derivative instruments	17,059	31,778
Other current liabilities	17,273	22,201
Total current liabilities	172,462	176,997
Long term debt, net of premium, discount and debt issuance costs	1,881,614	1,712,767
Asset retirement obligations	33,994	25,087
Deferred tax liability	238
Fair value of derivative instruments	4,319	3,236
Other liabilities	63,506	64,333
Total liabilities	2,156,133	1,982,420
Commitments and contingencies (Note 16)
Mezzanine equity:
Preferred units ($1,000 liquidation preference, 500,000 shares authorized; 500,000 and zero units issued and outstanding as of March 31, 2017 and December 31, 2016, respectively)	403,929
Stockholders' equity:
Preferred stock ($0.01 par value, 15,000,000 shares authorized; 1,838,985 shares issued and outstanding as of March 31, 2017 and December 31, 2016 of 4.875% Convertible Perpetual Preferred Stock, Series A; 3,527,830 shares issued and outstanding as of March 31, 2017 and December 31, 2016 of 6.500% Convertible Perpetual Preferred Stock, Series B)	53	53
Common stock ($0.01 par value, 150,000,000 shares authorized; 81,901,412 and 66,156,378 shares issued and outstanding as of March 31, 2017 and December 31, 2016, respectively)	823	670
Additional paid-in capital	1,340,534	1,112,397
Accumulated deficit	(1,822,912)	(1,809,260)
Total stockholders’ deficit	(481,502)	(696,140)
Total liabilities and stockholders’ deficit	$ 2,078,560	$ 1,286,280

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Investment in SPP measured at fair value	$ 35,700	$ 26,800
Preferred units, shares authorized	500,000	500,000
Preferred units, shares issued	500,000	0
Preferred units, shares outstanding	500,000	0
Preferred stock, shares authorized	15,000,000	15,000,000
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	81,901,412	66,156,378
Common stock, shares outstanding	81,901,412	66,156,378
Preferred Class A
Preferred stock, shares issued	1,838,985	1,838,985
Preferred stock, shares outstanding	1,838,985	1,838,985
Dividend rate (as a percent)	4.875%	4.875%
Preferred Class B
Preferred stock, shares issued	3,527,830	3,527,830
Preferred stock, shares outstanding	3,527,830	3,527,830
Dividend rate (as a percent)	6.50%	6.50%
Recurring basis
Investment in SPP measured at fair value	$ 35,682	$ 26,818

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
REVENUES:
Oil sales	$ 73,276	$ 42,682
Natural gas liquid sales	27,100	15,045
Natural gas sales	33,467	22,089
Total revenues	133,843	79,816
OPERATING COSTS AND EXPENSES:
Oil and natural gas production expenses	40,225	44,693
Production and ad valorem taxes	6,524	3,943
Depreciation, depletion, amortization and accretion	33,206	46,965
Impairment of oil and natural gas properties		22,084
General and administrative (inclusive of stock-based compensation expense of $23,032 and $3,344, respectively, for the three months ended March 31, 2017 and 2016)	67,465	19,480
Total operating costs and expenses	147,420	137,165
Operating loss	(13,577)	(57,349)
Other income (expense):
Interest income	357	325
Other income (expense)	10,535	(413)
Gain on sale of oil and natural gas properties	5,143
Interest expense	(33,025)	(31,606)
Earnings from equity investments	435	512
Net gains on commodity derivatives	38,881	22,757
Total other income (expense)	22,326	(8,425)
Income (loss) before income taxes	8,749	(65,774)
Income tax expense	(953)
Net income (loss)	9,702	(65,774)
Less:
Preferred stock dividends	(3,987)	(3,987)
Preferred unit dividends and distributions	(16,466)
Preferred unit amortization	(1,710)
Net income allocable to participating securities	0	0
Net loss attributable to common stockholders	$ (12,461)	$ (69,761)
Net loss per common share - basic and diluted (in dollars per share)	$ (0.18)	$ (1.20)
Weighted average number of shares used to calculate net loss attributable to common stockholders - basic and diluted (in shares)	69,659	58,099

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Condensed Consolidated Statements of Operations
General and administrative, stock-based compensation expense (in dollars)	$ 23,032	$ 3,344

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Stockholders' Equity - 3 months ended Mar. 31, 2017 - USD ($) shares in Thousands, $ in Thousands	Preferred Class A	Preferred Class B	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2016	$ 18	$ 35	$ 670	$ 1,112,397	$ (1,809,260)	$ (696,140)
Balance (in shares) at Dec. 31, 2016	1,839	3,528	66,987
Increase (Decrease) in Stockholders' Equity (Deficit)
Issuance of warrants				58,784		58,784
Issuance of common shares to holders of Preferred Units			$ 15	17,940		17,955
Issuance of common shares to holders of Preferred Units (in shares)			1,500
Issuance of common stock, net of offering costs			$ 115	135,357		135,472
Issuance of shares, net of offering costs (in shares)			11,500
Preferred stock dividends			$ 5	3,982	(3,988)	(1)
Preferred stock dividends (in shares)			485
Dividends on SN UnSub preferred units					(4,167)	(4,167)
Distributions - SN UnSub preferred units					(12,299)	(12,299)
Accretion of discount on Sn UnSub preferred units					(1,710)	(1,710)
Restricted stock awards, net of forfeitures			$ 18	(18)
Restricted stock awards, net of forfeitures (in shares)			1,794
Stock-based compensation				12,092		12,092
Deferred Taxes					(1,190)	(1,190)
Net income					9,702	9,702
Balance at Mar. 31, 2017	$ 18	$ 35	$ 823	$ 1,340,534	$ (1,822,912)	$ (481,502)
Balance (in shares) at Mar. 31, 2017	1,839	3,528	82,266

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity (Deficit) (Parenthetical) $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)
Offering costs	$ 23,873
Common Stock
Offering costs	$ 7,800

Condensed Consolidated Stateme8

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$ 9,702	$ (65,774)
Adjustments to reconcile net income (loss) to net cash provided (used in) by operating activities:
Depreciation, depletion, amortization and accretion	33,206	46,965
Impairment of oil and natural gas properties		22,084
Gain on sale of oil and natural gas properties	(5,143)
Stock-based compensation expense	23,032	3,344
Net gains on commodity derivative contracts	(38,881)	(22,757)
Net cash settlement received on commodity derivative contracts	1,267	50,221
Gain on embedded derivatives	(685)
Losses incurred on premiums for derivative contracts		6,103
Gain on investment in SPP	(8,864)
Amortization of deferred gain on Western Catarina Midstream Divestiture	(3,702)	(3,703)
Amortization of debt issuance costs	2,497	1,915
Accretion of debt discount, net	159	158
Deferred taxes	(953)
Loss on inventory market adjustment		478
Earnings from equity investments	(435)	(512)
Distributions from equity investments	412
Changes in operating assets and liabilities:
Accounts receivable	(9,634)	(2,216)
Other current assets	(2,025)	322
Accounts payable	7,373	(2,584)
Accounts receivable - related entities	(69)	61
Other payables	929	(405)
Accrued liabilities	(8,529)	(7,597)
Other current liabilities	(12,993)	(159)
Net cash provided by (used in) operating activities	(13,336)	25,944
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments for oil and natural gas properties	(88,074)	(85,767)
Payments for other property and equipment	(7,491)	(228)
Proceeds from sale of oil and natural gas properties	7,032
Acquisition of oil and natural gas properties	(1,039,127)
Payments for investments	(101)	(5,224)
Net cash used in investing activities	(1,127,761)	(91,219)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from borrowings	190,000
Issuance of common stock	135,942
Issuance of preferred units	500,000
Issuance costs related to preferred units	(21,043)
Financing costs	(23,873)	(1,758)
Preferred dividends paid		(3,987)
Cash paid to tax authority for employee stock-based compensation awards	(795)	(1,807)
Preferred unit distribution	(16,466)
Net cash provided by (used in) financing activities	763,765	(7,552)
Decrease in cash and cash equivalents	(377,332)	(72,827)
Cash and cash equivalents, beginning of period	501,917	435,048
Cash and cash equivalents, end of period	124,585	362,221
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Change in asset retirement obligations	8,349	78
Change in accrued capital expenditures	17,933	5,597
SUPPLEMENTAL DISCLOSURE:
Cash paid for taxes		160
Cash paid for interest	$ 35,598	$ 35,517

Organization

Organization	3 Months Ended
	Mar. 31, 2017
Organization
Organization	Note 1. Organization Sanchez Energy Corporation (together with our consolidated subsidiaries, “Sanchez Energy,” the “Company,” “we,” “our,” “us” or similar terms), a Delaware corporation formed in August 2011, is an independent exploration and production company focused on the acquisition and development of U.S. onshore unconventional oil and natural gas resources, with a current focus on the horizontal development of significant resource potential from the Eagle Ford Shale in South Texas. We also hold an undeveloped acreage position in the Tuscaloosa Marine Shale (“TMS”) in Mississippi and Louisiana, which offers future upside opportunity. As of March 31, 2017, we have assembled approximately 360,000 net leasehold acres with an approximate 64% average working interest in the Eagle Ford Shale.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2017
Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation and Summary of Significant Accounting Policies	Note 2. Basis of Presentation and Summary of Significant Accounting Policies The accompanying condensed consolidated financial statements are unaudited and were prepared from the Company’s records. The condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP” or “U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. The Company derived the condensed consolidated balance sheet as of December 31, 2016 from the audited financial statements filed in its Annual Report on Form 10-K for the fiscal year ended December 31, 2016 (the “2016 Annual Report”). Because this is an interim period filing presented using a condensed format, it does not include all of the disclosures required by U.S. GAAP. These condensed consolidated financial statements should be read in connection with the consolidated financial statements and notes thereto included in the 2016 Annual Report, which contains a summary of the Company’s significant accounting policies and other disclosures. In the opinion of management, these financial statements include the adjustments and accruals, all of which are of a normal recurring nature, which are necessary for a fair presentation of the results for the interim periods. These interim results are not necessarily indicative of results to be expected for the entire year. As of March 31, 2017, the Company’s significant accounting policies are consistent with those discussed in Note 2, “Basis of Presentation and Summary of Significant Accounting Policies,” in the notes to the Company’s consolidated financial statements contained in the 2016 Annual Report. During the first quarter of 2017, as a result of the Comanche Acquisition and related financing, the Company incurred preferred equity that is classified as Mezzanine Equity on the Balance Sheet (the “SN UnSub Preferred Units”). Dividends and amortization of the discount on the SN UnSub Preferred Units have an impact on the Earnings per Share calculation as described below. Earnings per Share Basic net income (loss) per common share are computed using the two-class method. The two-class method is required for those entities that have participating securities. The two-class method is an earnings allocation formula that determines net income (loss) per share for participating securities according to dividends declared (or accumulated) and participation rights in undistributed earnings. The Company’s restricted shares of common stock (see Note 14, “Stock‑Based Compensation”) are participating securities under Accounting Standards Codification (“ASC”) 260, “Earnings per Share,” because they may participate in undistributed earnings with common stock. Participating securities do not have a contractual obligation to share in the Company’s losses. Therefore, in periods of net loss, no portion of the loss is allocated to participating securities. To determine net income (loss) allocated to each class of ownership (common equity and SN UnSub Preferred Units), we first allocated net income (loss) in accordance with the amount of distributions made for the period by each class, if any. Distributions declared and paid in the period are treated as distributed earnings in the computation of earnings per common share even though cash distributions are not necessarily derived from current or prior period earnings. The remaining net income (loss) was allocated to each class in proportion to the class weighted average number of shares outstanding for the period, as compared to the weighted average number of shares for all classes for the period. Diluted net income (loss) per common share reflect the dilutive effects of the participating securities using the two-class method or the treasury stock method, whichever is more dilutive. They also reflect the effects of the potential conversion of the Company’s Series A and Series B Preferred Stock (as defined below) using the if‑converted method, if the effect is dilutive. Principles of Consolidation The Company’s condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated. Use of Estimates The condensed consolidated financial statements are prepared in conformity with U.S. GAAP, which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant estimates pertain to proved oil and natural gas reserves and related cash flow estimates used in the calculation of depletion and impairment of oil and natural gas properties, the evaluation of unproved properties for impairment, the fair value of commodity derivative contracts, embedded derivatives and asset retirement obligations, accrued oil and natural gas revenues and expenses and the allocation of general and administrative expenses. Actual results could differ materially from those estimates. Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-01 “Business Combinations (Topic 805) - Clarifying the Definition of a Business,” which provides a new framework for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This ASU is effective for public business entities for annual and interim periods in fiscal years beginning after December 15, 2017. Early adoption is permitted, and the Company is currently in the process of evaluating the impact of adoption of this guidance on its consolidated financial statements. In November 2016, the FASB issued ASU 2016-18 “Statement of Cash Flows (Topic 230): Restricted Cash,” which requires companies to include cash and cash equivalents that have restrictions on withdrawal or use in total cash and cash equivalents on the statement of cash flows. This ASU is effective for public business entities for annual and interim periods in fiscal years beginning after December 15, 2017. Early adoption is permitted, and the Company is currently in the process of evaluating the impact of adoption of this guidance on its consolidated financial statements. In October 2016, the FASB issued ASU 2016-16 “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory,” which eliminates a current exception in U.S. GAAP to the recognition of the income tax effects of temporary differences that result from intra-entity transfers of non-inventory assets. The intra-entity exception is being eliminated under the ASU. The standard is required to be applied on a modified retrospective basis and will be effective beginning with the first quarter of 2018. Early adoption is permitted, and the Company is currently in the process of evaluating the impact of adoption of this guidance on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15 “Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments”. This ASU is intended to clarify the presentation of cash receipts and payments in specific situations. The amendments in this ASU are effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods, and early application is permitted. The Company does not anticipate that ASU 2016-15 will have a material effect on its consolidated and condensed financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-09 “Improvements to Employee Share-Based Payment Accounting,” effective for annual and interim periods for public companies beginning after December 15, 2016. ASU 2016-09 changes several aspects of the accounting for share-based payment award transactions including accounting for income taxes, classification of excess tax benefits on the statement of cash flows, forfeitures, minimum statutory tax withholding requirements and classification of employee taxes paid on the statement of cash flows when an employer withholds shares for tax-withholding purposes. The Company adopted ASU 2016-09 as of the quarter ended March 31, 2017 on a retrospective basis. Adoption of this guidance affected the statement of cash flows as of March 31, 2016 as follows (in thousands): Increase in net cash provided by operating activities of approximately $1,807 Increase in net cash used in financing activities of approximately $1,807 In February 2016, the FASB issued ASU No. 2016-02 “Leases (Topic 842),” effective for annual and interim periods for public companies beginning after December 15, 2018, with a modified retrospective approach to be used for implementation. The standard updates the previous lease guidance by requiring the recognition of a right-to-use asset and lease liability on the statement of financial position for all leases with lease terms of more than 12 months. The lease liability represents the discounted obligation to make future minimum lease payments and corresponding right-of-use asset on the balance sheet for most leases. Recognition, measurement and presentation of expenses and cash flows arising from a lease will depend on classification as a finance or operating lease. The Company has several operating leases as further discussed in Note 16, “Commitments and Contingencies,” which will be impacted by the new rules under this standard. The Company will not early adopt this standard, and will apply the revised lease rules for our interim and annual reporting periods starting January 1, 2019. The Company is currently evaluating the impact of these rules on its financial statements and has started the assessment process by evaluating the population of leases under the revised definition. The adoption of this standard will result in an increase in the assets and liabilities on the Company’s consolidated balance sheets. The quantitative impacts of the new standard are dependent on the leases in force at the time of adoption. As a result, the evaluation of the effect of the new standards will extend over future periods. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” In March, April, and May of 2016, the FASB issued rules clarifying several aspects of the new revenue recognition standard. The new guidance is effective for fiscal years and interim periods beginning after December 15, 2017. This guidance outlines a new, single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. This new revenue recognition model provides a five-step analysis in determining when and how revenue is recognized. The new model will require revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchange for those goods and services. The new standard also requires more detailed disclosures related to the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The Company will not early adopt the standard although early adoption is permitted. The Company is currently evaluating whether to apply the retrospective approach or modified retrospective approach with the cumulative effect recognized as of the date of initial application. The Company is currently evaluating the impact the standard is expected to have on its consolidated financial statements by evaluating current revenue streams and evaluating contracts under the revised standards.

Acquisitions and Divestitures

Acquisitions and Divestitures	3 Months Ended
	Mar. 31, 2017
Acquisitions and Divestitures
Acquisitions and Divestitures	Note 3. Acquisitions and Divestitures Our acquisitions are accounted for under the acquisition method of accounting in accordance with ASC Topic 805, “Business Combinations” (“ASC Topic 805”). A business combination may result in the recognition of a gain or goodwill based on the measurement of the fair value of the assets acquired at the acquisition date as compared to the fair value of consideration transferred, adjusted for purchase price adjustments. The initial accounting for acquisitions may not be complete and adjustments to provisional amounts, or recognition of additional assets acquired or liabilities assumed, may occur as more detailed analyses are completed and additional information is obtained about the facts and circumstances that existed as of the acquisition dates. The initial accounting for the Comanche Acquisition, described below, is not yet complete for the oil and gas properties, general property, asset retirement obligations, and potential intangible assets. The Company is currently in the process of evaluating the purchase price allocation based on the fair value of all assets and liabilities acquired in the Comanche Acquisition. The results of operations of the properties acquired in our acquisitions have been included in the condensed consolidated financial statements since the closing dates of the acquisitions. Comanche Acquisition On March 1, 2017, the Company, for the limited purposes set forth therein, two of our subsidiaries, SN EF UnSub, LP (“SN UnSub”) and SN EF Maverick, LLC (“SN Maverick”), along with Gavilan Resources, LLC (“Gavilan”), an entity controlled by The Blackstone Group, L.P., completed the acquisition of approximately 318,000 gross (155,000 net) acres comprised of 252,000 gross (122,000 net) Eagle Ford Shale acres and 66,000 gross (33,000 net) Pearsall Shale acres, with an approximate 49% average working interest therein (the “Comanche Assets”) from Anadarko E&P Onshore LLC and Kerr-McGee Oil and Gas Onshore LP (together, “Anadarko”) for approximately $2,078 million in cash, after preliminary closing adjustments (the “Comanche Acquisition”). Pursuant to the purchase and sale agreement entered into in connection with the Comanche Acquisition (the “Comanche Purchase Agreement”), (i) SN UnSUb paid approximately 37% of the purchase price (including through a $100 million cash contribution from other Company entities) and (ii) SN Maverick paid approximately 13% of the purchase price. In the aggregate, SN UnSub and SN Maverick acquired half of the 49% working interest in and to the Comanche Assets (approximately 50% and 0%, respectively, of the estimated total proved developed producing reserves (PDPs), 20% and 30%, respectively, of the estimated total proved developed non-producing reserves (PDNPs), and 20% and 30%, respectively, of the total proved undeveloped reserves (PUDs)). Pursuant to the Comanche Purchase Agreement, Gavilan paid 50% of the purchase price and acquired the remaining half of the 49% working interest in and to the Comanche Assets (and approximately 50% of the estimated total PDPs, PDNPs and PUDs).The Comanche Assets are primarily located in the Western Eagle Ford Shale and are expected to significantly expand our asset base and production. The effective date of the Comanche Acquisition is July 1, 2016. The total purchase price was allocated to the assets purchased and liabilities assumed based upon their fair values on the date of acquisition as follows (in thousands): Proved oil and natural gas properties $ 781,864 Unproved properties 262,677 Other assets acquired 2,751 Fair value of assets acquired 1,047,292 Asset retirement obligations (8,165) Fair value of net assets acquired $ 1,039,127 Cotulla Disposition On December 14, 2016, SN Cotulla Assets, LLC (“SN Cotulla”), a wholly owned subsidiary of the Company, completed the initial closing of the sale of certain oil and gas interests and associated assets located in Dimmit County, Frio County, LaSalle County, Zavala County and McMullen County, Texas (the “Cotulla Assets”) to Carrizo (Eagle Ford) LLC (“Carrizo Eagle Ford”), pursuant to a purchase and sale agreement dated October 24, 2016, by and among SN Cotulla, the Company for the limited purposes set forth therein, Carrizo Eagle Ford and Carrizo Oil and Gas for the limited purposes set forth therein, for an adjusted purchase price of approximately $153.5 million (the “Cotulla Disposition”). The effective date of the Cotulla Disposition is June 1, 2016. During the first quarter of 2017, a second closing on an additional portion of the Cotulla Assets was completed for cash consideration of approximately $7.0 million. Subsequent to March 31, 2017, a third and final closing on the remaining portion of the Cotulla Assets was completed for cash consideration of approximately $9.7 million for total aggregate cash consideration of approximately $170.3 million, subject to customary post-closing conditions. Typically, sales of oil and gas properties are accounted for as adjustments to capitalized costs with no gain or loss recognized. However, in circumstances where treating a sale like a normal retirement would result in a significant change in the Company’s amortization rate, judgment should be applied. The Company determined that adjustments to capitalized costs for the Cotulla Disposition would cause a significant change in the Company’s amortization rate. As such, the Company recorded a gain of approximately $112.3 million related to first closing of the Cotulla Disposition. During the first quarter of 2017, the Company recorded a gain of approximately $5.1 million, and subsequent to March 31, 2017, the Company expects to record an additional gain of approximately $7.1 million related to the additional closing of leases for the Cotulla Disposition. Carnero Processing Disposition On November 22, 2016, SN Midstream, LLC (“SN Midstream”) sold its membership interests in Carnero Processing, LLC (“Carnero Processing”), a joint venture with Targa Resources Corp. (“Targa”), to SPP for an initial payment of $55.5 million and the assumption by SPP of remaining capital commitments to Carnero Processing, which are estimated at approximately $24.5 million (the “Carnero Processing Disposition”). The Company accounted for this joint venture as an equity method investment as Targa is the operator of the joint venture and has the most influence with respect to the normal day-to-day construction and operating decisions. Prior to the sale, the Company had invested approximately $48.0 million in Carnero Processing. The membership interests disposed of constitute 50% of the outstanding membership interests in Carnero Processing. The remaining 50% membership interests in Carnero Processing are owned by an affiliate of Targa. Prior to the Carnero Processing Disposition, the Company recorded losses of approximately $0.1 million from equity investments during 2016. The Company recorded a deferred gain of approximately $7.5 million included in “Other Liabilities” as a result of the firm gas processing agreement that remains between the Company and Targa. This deferred gain will be amortized periodically over the term of this firm gas processing agreement according to volumes processed through the Carnero Processing facility. Production Asset Transaction On November 22, 2016, SN Cotulla and SN Palmetto, LLC (“SN Palmetto”), wholly owned subsidiaries of the Company, completed the sale of certain non-core producing oil and gas assets, located in South Texas, to SPP and a subsidiary of SPP for an adjusted purchase price of approximately $24.2 million in cash (the “Production Asset Transaction”). The Production Asset Transaction includes working interests in 23 producing Eagle Ford wellbores located in Dimmit and Zavala counties in South Texas together with escalating working interests in an additional 11 producing wellbores located in the Palmetto Field in Gonzales County, Texas. The effective date of the Production Asset Transaction is July 1, 2016. The aggregate average working interest percentage initially conveyed for the 11 producing wellbores with escalating working interests was 17.92% per wellbore and, upon January 1 of each subsequent year after the closing until January 1, 2018, the purchaser’s working interest will automatically increase in incremental amounts according to the purchase agreement, at which point, the purchaser will own a 47.5% working interest and we will own a 2.5% working interest in each of the wellbores. The Company did not record any gains or losses related to the Production Asset Transaction. Carnero Gathering Disposition On July 5, 2016, SN Midstream sold its membership interests in Carnero Gathering, LLC (“Carnero Gathering”), a joint venture that is 50% owned by Targa, to SPP for an initial payment of approximately $37.0 million and the assumption by SPP of remaining capital commitments to Carnero Gathering, estimated at approximately $7.4 million (the “Carnero Gathering Disposition”). The Company accounted for this joint venture as an equity method investment as Targa is the operator of the joint venture and has the most influence with respect to the normal day-to-day construction and operating decisions. Prior to the Carnero Gathering Disposition, the Company had invested approximately $26.0 million in Carnero Gathering. As part of the Carnero Gathering Disposition, SPP is required to pay SN Midstream a monthly earnout based on gas received from SN Catarina, LLC (“SN Catarina”) at Carnero Gathering’s receipt points and gas delivered and processed at a cryogenic natural gas processing plant in La Salle County, Texas (the “Processing Plant”) by other producers. The membership interests disposed of constitute 50% of the outstanding membership interests in Carnero Gathering. The remaining 50% membership interests in Carnero Gathering are owned by an affiliate of Targa. Prior to the Carnero Gathering Disposition, the Company recorded earnings of approximately $2.3 million from equity investments during 2016. The Company recorded a deferred gain of approximately $8.7 million included in “Other Liabilities” as a result of the firm gas gathering agreement that remains in effect between the Company and Targa and a transportation services agreement between Targa and Carnero Gathering. This deferred gain will be amortized periodically over the term of the firm gas gathering agreement according to volumes delivered through the Carnero Gathering pipelines. Results of Operations and Pro Forma Operating Results The following unaudited pro forma combined financial information for the three months ended March 31, 2017 and 2016 is based on the historical consolidated financial statements of the Company adjusted to reflect as if the Comanche Acquisition and related financing had occurred on January 1, 2016. The unaudited pro forma combined financial information includes adjustments primarily for revenues and expenses for the acquired properties, depreciation, depletion, amortization and accretion, interest expense and debt issuance cost amortization for acquisition debt, and issuance cost amortization of or the acquisition preferred financing. The unaudited pro forma combined financial statements give effect to the events set forth below: · The Comanche Acquisition completed March 1, 2017. · The issuance of 500,000 preferred units of SN UnSub (the “SN UnSub Preferred Units” as defined further below in Note 13, “Stockholders’ and Mezzanine Equity”) for $500 million to finance a portion of the Comanche Acquisition. · The borrowing of $173.5 million on a $330 million senior secured reserve based revolving credit facility to SN UnSub (the “SN UnSub Credit Agreement” as defined below in Note 6, “Long-Term Debt”) to finance a portion of the Comanche Acquisition. · Issuance of 1,455,000 shares of the Company’s common stock to certain funds managed or advised by GSO Capital Partners LP (“GSO”), who is an investor in SN UnSub. · Issuance of 45,000 shares of the Company’s common stock to Intrepid Private Equity V-A, LLC (“Intrepid”), who is an investor in SN UnSub. · Issuance of warrants to certain funds managed or advised by GSO (the “GSO Funds”) to purchase 1,940,000 shares of the Company’s common stock at an exercise price of $10 per share. · Issuance of warrants to Intrepid to purchase 60,000 shares of the Company’s common stock at an exercise price of $10 per share. · Issuance of warrants to Gavilan to purchase 6,500,000 shares of the Company’s common stock at an exercise price of $10 per share. Three months ended March 31, 2017 2016 Revenues $ 177,872 $ 145,307 Net income (loss) attributable to common stockholders $ (315,690) $ (358,058) Net income (loss) per common share, basic and diluted $ (3.82) $ (5.04) The unaudited pro forma combined financial information is for informational purposes only and is not intended to represent or to be indicative of the combined results of operations that the Company would have reported had the Comanche Acquisition and related financings been completed as of the dates set forth in this unaudited pro forma combined financial information and should not be taken as indicative of the Company’s future combined results of operations. The actual results may differ significantly from that reflected in the unaudited pro forma combined financial information for a number of reasons, including, but not limited to, differences in assumptions used to prepare the unaudited pro forma combined financial information and actual results. Post-Acquisition Operating Results The amounts of revenue and excess of revenues over direct operating expenses included in the Company’s condensed consolidated statements of operations for the three months ended March 31, 2017, for the Comanche Acquisition are shown in the table that follows. Direct operating expenses include lease operating expenses and production and ad valorem taxes (in thousands): Three months ended March 31, 2017 Revenues $ 22,104 Excess of revenues over direct operating expenses $ 10,869

Cash and Cash Equivalents

Cash and Cash Equivalents	3 Months Ended
	Mar. 31, 2017
Cash and Cash Equivalents
Cash and Cash Equivalents	Note 4. Cash and Cash Equivalents As of March 31, 2017 and December 31, 2016, cash and cash equivalents consisted of the following (in thousands): March 31, December 31, 2017 2016 Cash at banks $ 56,030 $ 58,269 Money market funds 68,555 443,648 Total cash and cash equivalents $ 124,585 $ 501,917

Oil and Natural Gas Properties

Oil and Natural Gas Properties	3 Months Ended
	Mar. 31, 2017
Oil and Natural Gas Properties
Oil and Natural Gas Properties	Note 5. Oil and Natural Gas Properties The Company’s oil and natural gas properties are accounted for using the full cost method of accounting. All direct costs and certain indirect costs associated with the acquisition, exploration and development of oil and natural gas properties are capitalized. Once evaluated, these costs, as well as the estimated costs to retire the assets, are included in the amortization base and amortized to depletion expense using the units‑of‑production method. Depletion is calculated based on estimated proved oil and natural gas reserves. Proceeds from the sale or disposition of oil and natural gas properties are applied to reduce net capitalized costs unless the sale or disposition causes a significant change in the relationship between costs and the estimated quantity of proved reserves. Full Cost Ceiling Test— Capitalized costs (net of accumulated depreciation, depletion and amortization and deferred income taxes) of proved oil and natural gas properties are subject to a full cost ceiling limitation. The ceiling limits these costs to an amount equal to the present value, discounted at 10%, of estimated future net cash flows from estimated proved reserves less estimated future operating and development costs, abandonment costs (net of salvage value) and estimated related future income taxes. In accordance with SEC rules, the oil and natural gas prices used to calculate the full cost ceiling are the 12-month average prices, calculated as the unweighted arithmetic average of the first-day-of-the-month price for each month within the 12-month period prior to the end of the reporting period, unless prices are defined by contractual arrangements. Prices are adjusted for “basis” or location differentials. Prices are held constant over the life of the reserves. If unamortized costs capitalized within the cost pool exceed the ceiling, the excess is charged to expense and separately disclosed during the period in which the excess occurs. Amounts thus required to be written off are not reinstated for any subsequent increase in the cost center ceiling. During the three month period ended March 31, 2017, the Company did not record a full cost ceiling test impairment. While there is a possibility that the Company will incur impairments to our full cost pool in 2017, factors impacting the full cost ceiling test impairment calculation in future periods have not yet been determined. Based upon known improvements in the current NYMEX forward prices, we believe that there is a reasonable likelihood of an increase in the average 12 month trailing first-day-of-the-month pricing in the second quarter of 2017. Costs associated with unproved properties and properties under development, including costs associated with seismic data, leasehold acreage and the current drilling of wells, are excluded from the full cost amortization base until the properties have been evaluated. Unproved properties are identified on a project basis, with a project being an area in which significant leasehold interests are acquired within a contiguous area. Unproved properties are reviewed periodically by management and when management determines that a project area has been evaluated through drilling operations or a thorough geologic evaluation, the project area is transferred into the full cost pool subject to amortization. The Company assesses the carrying value of its unproved properties that are not subject to amortization for impairment periodically. If the results of an assessment indicate that the properties are impaired, the amount of the asset impaired is added to the full cost pool subject to both periodic amortization and the ceiling test.

Long-Term Debt

Long-Term Debt	3 Months Ended
	Mar. 31, 2017
Long-Term Debt
Long-Term Debt	Note 6. Long‑Term Debt Long-term debt on March 31, 2017, consisted of $1.15 billion face value of 6.125% senior notes (consisting of $850 million in Original 6.125% Notes (defined below) and $300 million in Additional 6.125% Notes (defined below), which were issued at a premium to face value of $2.3 million), maturing on January 15, 2023, $600 million principal amount of 7.75% senior notes (consisting of $400 million in Original 7.75% Notes (defined below) and $200 million in Additional 7.75% Notes (defined below), which were issued at a discount to face value of $7.0 million), maturing on June 15, 2021, and $190 million related to the SN UnSub Credit Agreement (defined below). As of March 31, 2017, and December 31, 2016, the Company’s long‑term debt consisted of the following: Amount Outstanding (in thousands) as of March 31, December 31, Interest Rate Maturity date 2017 2016 Second Amended and Restated Credit Agreement Variable June 30, 2019 $ — $ — SN UnSub Credit Agreement Variable March 1, 2022 190,000 — 7.75% Notes 7.75% June 15, 2021 600,000 600,000 6.125% Notes 6.125% January 15, 2023 1,150,000 1,150,000 1,940,000 1,750,000 Unamortized discount on Additional 7.75% Notes (3,804) (4,030) Unamortized premium on Additional 6.125% Notes 1,562 1,629 Unamortized debt issuance costs (56,144) (34,832) Total long-term debt $ 1,881,614 $ 1,712,767 The components of interest expense are (in thousands): Three Months Ended March 31, 2017 2016 Interest on Senior Notes $ (29,234) $ (29,235) Interest on SN UnSub credit agreement (756) — Interest expense and commitment fees on credit agreement (379) (297) Amortization of debt issuance costs (2,497) (1,915) Amortization of discount on Additional 7.75% Notes (226) (226) Amortization of premium on Additional 6.125% Notes 67 67 Total interest expense $ (33,025) $ (31,606) Credit Facility Second Amended and Restated Credit Agreement : On June 30, 2014, the Company, as borrower, and SEP III, SN Marquis, SN Cotulla, SN Operating, LLC, SN TMS, LLC and SN Catarina, as loan parties, entered into a revolving credit facility represented by a $1.5 billion Second Amended and Restated Credit Agreement with Royal Bank of Canada, as the administrative agent and collateral agent, and the lenders party thereto (together with all subsequent amendments, the “Second Amended and Restated Credit Agreement”). The Second Amended and Restated Credit Agreement provides for the issuance of letters of credit, limited in the aggregate to the lesser of $80 million and the total availability thereunder. As of March 31, 2017, there were no borrowings and no letters of credit outstanding under the Second Amended and Restated Credit Agreement, which had a borrowing base of $350 million and aggregate elected commitments of $300 million. Availability under the Second Amended and Restated Credit Agreement is at all times subject to customary conditions and the then applicable borrowing base and aggregate elected commitment amount. All of the $300 million aggregate elected commitment amount was available for future revolver borrowings as of March 31, 2017. The Second Amended and Restated Credit Agreement matures on June 30, 2019. The borrowing base under the Second Amended and Restated Credit Agreement is redetermined semi-annually by the lenders based on, among other things, an evaluation of the Company’s and its restricted subsidiaries’ oil and natural gas reserves. Semi-annual redeterminations of the borrowing base are generally scheduled to occur on or before April 1 and October 1 of each year. The borrowing base is also subject to (i) automatic reduction by 25% of the amount of any increase in the aggregate amount of the Company’s high yield debt and second lien debt, other than high yield or second lien debt issued in exchange for or to refinance existing high yield debt, permitted second lien debt incurred to refinance or replace permitted second lien debt, and permitted second lien debt representing the payment of interest in kind, (ii) interim redetermination at the election of the Company once between each scheduled redetermination, (iii) interim redetermination at the election of a majority of the lenders once between each scheduled redetermination, and (iv) if the required lenders so direct, in connection with asset sales and swap terminations during the period since the most recent borrowing base determination with a combined borrowing base value of more than 10% of the value of the proved developed oil and gas properties included in the most recent reserve report, a reduction in an amount equal to the borrowing base value, as determined by the administrative agent in its reasonable judgment, of such assets and swaps. The Company’s obligations under the Second Amended and Restated Credit Agreement are guaranteed by all of the Company’s existing and future subsidiaries not designated as “unrestricted subsidiaries” and secured by a first priority lien on substantially all of the Company’s assets and the assets of its existing and future subsidiaries, not designated as “unrestricted subsidiaries,” including a first priority lien on all ownership interests in existing and future subsidiaries, including the SPV, defined below, an “unrestricted subsidiary,” but excluding other subsidiaries designated as “unrestricted subsidiaries.” At the Company’s election, interest on borrowings under the Second Amended and Restated Credit Agreement may be calculated based on an alternate base rate or an adjusted eurodollar (LIBOR) rate, plus an applicable margin. The applicable margin varies from 1.00% to 2.00% for alternate base rate borrowings and from 2.00% to 3.00% for eurodollar (LIBOR) borrowings and letters of credit, if any, depending on the Company’s utilization of the borrowing base. The Company is also required to pay a commitment fee of 0.50% per annum on any unused aggregate elected commitment amount. The Second Amended and Restated Credit Agreement contains various affirmative and negative covenants and events of default that limit the Company’s ability to, among other things, incur indebtedness, make restricted payments, grant liens, consolidate or merge, dispose of certain assets, make investments, engage in transactions with affiliates, enter into hedge transactions, and make acquisitions. The Second Amended and Restated Credit Agreement also provides for cross default between the Second Amended and Restated Credit Agreement and the other debt (including debt under the 6.125% Notes and the 7.75% Notes) and obligations in respect of hedging agreements (on a mark-to-market basis), of the Company and its restricted subsidiaries, in an aggregate principal amount in excess of $10 million. Furthermore, the Second Amended and Restated Credit Agreement contains financial covenants that require the Company to satisfy the following tests: (i) current assets plus undrawn borrowing capacity on the Second Amended and Restated Credit Agreement to current liabilities of at least 1.0 to 1.0 at all times, and (ii) net first lien debt (defined as the excess of first lien debt over cash) to consolidated last twelve months EBITDA of not greater than 2.0 to 1.0 as of the last day of any fiscal quarter. As of March 31, 2017, the Company was in compliance with the covenants of the Second Amended and Restated Credit Agreement. See Note 20, “Subsequent Events,” for a discoussion on our eighth amendment to the Second Amended and Restated Credit Agreement subsequent to March 31, 2017. From time to time, the agents, arrangers, book runners and lenders under the Second Amended and Restated Credit Agreement and their affiliates have provided, and may provide in the future, investment banking, commercial lending, hedging and financial advisory services to the Company and its affiliates in the ordinary course of business, for which they have received, or may in the future receive, customary fees and commissions for these transactions. SN UnSub Credit Agreement On March 1, 2017, SN UnSub, as borrower, entered into a credit agreement for a $500 million revolving credit facility with JP Morgan Chase Bank, N.A. as the administrative agent and the lenders party thereto with a maturity date of March 1, 2022 (the “SN UnSub Credit Agreement”). The initial borrowing base amount under the SN UnSub Credit Agreement is $330 million. Additionally, the SN UnSub Credit Agreement provides for the issuance of letters of credit, generally limited in the aggregate to the lesser of $50 million and the total availability under the borrowing base. As of March 1, 2017, there were approximately $173.5 million of borrowings and no letters of credit outstanding under the SN UnSub Credit Agreement. Availability under the SN UnSub Credit Agreement is at all times subject to customary conditions and the then applicable borrowing base, which is subject to periodic redetermination. Redeterminations of the borrowing base are scheduled to occur semi-annually in April and October of each year, with the initial redetermination in May 2017 (see further discussion in Note 20, “Subsequent Events”). In addition, the borrowing base is subject to interim redetermination at the request of SN UnSub or the lenders based on, among other things, the lenders’ evaluation of SN UnSub’s and its subsidiaries’ oil and natural gas reserves. The borrowing base is also subject to reduction by 25% of the amount of certain junior debt issuances other than the first $200 million of such debt and by reductions as a result of hedge terminations and asset dispositions that exceed 5% of the then-effective borrowing base, in addition to other customary adjustments. As of March 31, 2017, there were approximately $190.0 million of borrowings and no letters of credit outstanding under the SN UnSub Credit Agreement. SN UnSub’s obligations under the SN UnSub Credit Agreement are secured by a first priority lien on substantially all of SN UnSub’s assets and the assets of SN UnSub’s existing and future subsidiaries not designated as “unrestricted subsidiaries,” including a first priority lien on all ownership interests in existing and future subsidiaries not designated as “unrestricted subsidiaries,” as well as a pledge of equity interests in SN UnSub held by SN UnSub Holdings and SN EF UnSub GP, LLC, the general partner of SN UnSub (the “SN UnSub General Partner”), in each case, subject to customary exceptions. The obligations under the SN UnSub Credit Agreement are guaranteed by all of SN UnSub’s existing and future subsidiaries not designated as “unrestricted subsidiaries,” subject to customary exceptions. As of March 31, 2017, SN UnSub had no subsidiaries. At SN UnSub’s election, borrowings under the SN UnSub Credit Agreement may be made on an alternate base rate (“ABR”) or a Eurodollar rate basis, plus an applicable margin. The applicable margin varies from 1.75% to 2.75% for alternate base rate borrowings and from 2.75% to 3.75% for Eurodollar borrowings, depending on the utilization of the borrowing base. In addition, SN UnSub is also required to pay a commitment fee on the amount of any unused commitments at a rate of 0.50% per annum. Interest on the borrowings for ABR loans and the commitment fee are generally payable quarterly. Interest on the borrowings for Eurodollar loans are generally payable at the applicable maturity date. The SN UnSub Credit Agreement contains various affirmative and negative covenants and events of default that limit SN UnSub’s ability to, among other things, incur indebtedness, make restricted payments, grant liens, consolidate or merge, dispose of certain assets, make certain investments, engage in transactions with affiliates, enter into and maintain hedge transactions and make certain acquisitions. The SN UnSub Credit Agreement also provides for an event of default upon a change of control and cross default between the SN UnSub Credit Agreement and other indebtedness of SN UnSub in an aggregate principal amount exceeding $25 million. Additionally, the SN UnSub Credit Agreement contains “separateness” covenants that require SN UnSub to comply with certain corporate formalities and transact with affiliates on an arms’ length basis. Furthermore, the SN UnSub Credit Agreement contains financial covenants that require SN UnSub to satisfy certain specified financial ratios, including (i) a current assets to current liabilities ratio of at least 1.0 to 1.0 as of the last day of each fiscal quarter and (ii) a net debt to consolidated EBITDA ratio of not greater than 4.0 to 1.0 for each test period, in each case commencing with the fiscal quarter ending June 30, 2017. From time to time, the agents, arrangers, book runners and lenders under the SN UnSub Credit Agreement and their affiliates have provided, and may provide in the future, investment banking, commercial lending, hedging and financial advisory services to SN UnSub and its affiliates in the ordinary course of business, for which they have received, or may in the future receive, customary fees and commissions for these transactions. 7.75% Senior Notes Due 2021 On June 13, 2013, we completed a private offering of $400 million in aggregate principal amount of the Company’s 7.75% senior notes that will mature on June 15, 2021 (the “Original 7.75% Notes”). Interest on the notes is payable on each June 15 and December 15. We received net proceeds from this offering of approximately $388 million, after deducting initial purchasers’ discounts and offering expenses, which we used to repay outstanding indebtedness under our credit facilities. The Original 7.75% Notes are senior unsecured obligations and are guaranteed on a joint and several senior unsecured basis by, with certain exceptions, substantially all of our existing and future subsidiaries. On September 18, 2013, we issued an additional $200 million in aggregate principal amount of our 7.75% senior notes due 2021 (the “Additional 7.75% Notes” and, together with the Original 7.75% Notes, the “7.75% Notes”) in a private offering at an issue price of 96.5% of the principal amount of the Additional 7.75% Notes. We received net proceeds of $188.8 million (after deducting the initial purchasers’ discounts and offering expenses of $4.2 million) from the sale of the Additional 7.75% Notes. The Company also received cash for accrued interest from June 13, 2013 through the date of issuance of $4.1 million, for total net proceeds of $192.9 million from the sale of the Additional 7.75% Notes. The Additional 7.75% Notes were issued under the same indenture as the Original 7.75% Notes, and are, therefore, treated as a single class of securities under the indenture. We used the net proceeds from the offering to partially fund our acquisition of contiguous acreage in McMullen County, Texas with 13 gross producing wells (the “Wycross Acquisition”) completed in October 2013, a portion of the 2013 and 2014 capital budgets and for general corporate purposes. The 7.75% Notes are senior unsecured obligations and rank equally in right of payment with all of our existing and future senior unsecured indebtedness. The 7.75% Notes rank senior in right of payment to our future subordinated indebtedness. The 7.75% Notes are effectively junior in right of payment to all of our existing and future secured debt (including under our Second Amended and Restated Credit Agreement) to the extent of the value of the assets securing such debt. The 7.75% Notes are fully and unconditionally guaranteed (except for customary release provisions) on a joint and several senior unsecured basis by the subsidiary guarantors party to the indenture governing the 7.75% Notes. To the extent set forth in the indenture governing the 7.75% Notes, certain of our subsidiaries will be required to fully and unconditionally guarantee the 7.75% Notes on a joint and several senior unsecured basis in the future. The indenture governing the 7.75% Notes, among other things, restricts our ability and our restricted subsidiaries’ ability to: (i) incur, assume, or guarantee additional indebtedness or issue certain types of equity securities; (ii) pay distributions on, purchase or redeem shares or purchase or redeem subordinated debt; (iii) make certain investments; (iv) enter into certain transactions with affiliates; (v) create or incur liens on their assets; (vi) sell assets; (vii) consolidate, merge or transfer all or substantially all of their assets; (viii) restrict distributions or other payments from the Company’s restricted subsidiaries; and (ix) designate subsidiaries as unrestricted subsidiaries. We have the option to redeem all or a portion of the 7.75% Notes at any time on or after June 15, 2017 at the applicable redemption prices specified in the indenture plus accrued and unpaid interest. We may also redeem the 7.75% Notes, in whole or in part, at a redemption price equal to 100% of their principal amount plus a make whole premium, together with accrued and unpaid interest and additional interest, if any, to the redemption date, at any time prior to June 15, 2017. In addition, we may be required to repurchase the 7.75% Notes upon a change of control or if we sell certain of our assets. On July 18, 2014, we completed an exchange offer of $600 million aggregate principal amount of the 7.75% Notes that had been registered under the Securities Act of 1933, as amended (the “Securities Act”), for an equal amount of the 7.75% Notes that had not been registered under the Securities Act. 6.125% Senior Notes Due 2023 On June 27, 2014, the Company completed a private offering of $850 million in aggregate principal amount senior unsecured 6.125% notes due 2023 (the “Original 6.125% Notes”). Interest on the notes is payable on each July 15 and January 15. The Company received net proceeds from this offering of approximately $829 million, after deducting initial purchasers’ discounts and estimated offering expenses, which the Company used to repay all of the $100 million in borrowings outstanding under its previous credit facility and to finance a portion of the purchase price of the our acquisition of 106,000 net contiguous acres in Dimmit, LaSalle and Webb Counties, Texas (the “ Catarina Acquisition”). We used the remaining proceeds from the offering to fund a portion of the remaining 2014 capital budget and for general corporate purposes. The Original 6.125% Notes are the senior unsecured obligations of the Company and are guaranteed on a joint and several senior unsecured basis by, with certain exceptions, substantially all of the Company’s existing and future subsidiaries. On September 12, 2014, we issued an additional $300 million in aggregate principal amount of our 6.125% senior notes due 2023 (the “Additional 6.125% Notes” and, together with the Original 6.125% Notes, the “6.125% Notes” and, together with the 7.75% Notes, the “Senior Notes”) in a private offering at an issue price of 100.75% of the principal amount of the Additional 6.125% Notes. We received net proceeds of $295.9 million, after deducting the initial purchasers’ discounts, adding premiums to face value of $2.3 million and deducting estimated offering expenses of $6.4 million. The Company also received cash for accrued interest from June 27, 2014 through the date of the issuance of $3.8 million, for total net proceeds of $299.7 million from the sale of the Additional 6.125% Notes. The Additional 6.125% Notes were issued under the same indenture as the Original 6.125% Notes, and are, therefore, treated as a single class of securities under the indenture. We used a portion of the net proceeds from the offering to fund a portion of the 2014 capital budget and used the remainder of the net proceeds to fund a portion of the 2015 capital budget, and for general corporate purposes. The 6.125% Notes are senior unsecured obligations and rank equally in right of payment with all of our existing and future senior unsecured indebtedness. The 6.125% Notes rank senior in right of payment to the Company’s future subordinated indebtedness. The 6.125% Notes are effectively junior in right of payment to all of the Company’s existing and future secured debt (including under the Second Amended and Restated Credit Agreement) to the extent of the value of the assets securing such debt. The 6.125% Notes are fully and unconditionally guaranteed (except for customary release provisions) on a joint and several senior unsecured basis by the subsidiary guarantors party to the indenture governing the 6.125% Notes. To the extent set forth in the indenture governing the 6.125% Notes, certain of our subsidiaries will be required to fully and unconditionally guarantee the 6.125% Notes on a joint and several senior unsecured basis in the future. The indenture governing the 6.125% Notes, among other things, restricts our ability and our restricted subsidiaries’ ability to: (i) incur, assume or guarantee additional indebtedness or issue certain types of equity securities; (ii) pay distributions on, purchase or redeem shares or purchase or redeem subordinated debt; (iii) make certain investments; (iv) enter into certain transactions with affiliates; (v) create or incur liens on their assets; (vi) sell assets; (vii) consolidate, merge or transfer all or substantially all of their assets; (viii) restrict distributions or other payments from the Company’s restricted subsidiaries; and (ix) designate subsidiaries as unrestricted subsidiaries. The Company has the option to redeem all or a portion of the 6.125% Notes, at any time on or after July 15, 2018 at the applicable redemption prices specified in the indenture plus accrued and unpaid interest. The Company may also redeem the 6.125% Notes, in whole or in part, at a redemption price equal to 100% of their principal amount plus a make whole premium, together with accrued and unpaid interest and additional interest, if any, to the redemption date, at any time prior to July 15, 2018. In addition, the Company may redeem up to 35% of the 6.125% Notes prior to July 15, 2017 under certain circumstances with an amount not greater than the net cash proceeds of one or more equity offerings at the redemption price specified in the indenture. The Company may also be required to repurchase the 6.125% Notes upon a change of control or if we sell certain Company assets. On February 27, 2015, we completed an exchange offer of $1.15 billion aggregate principal amount of the 6.125% Notes that had been registered under the Securities Act for an equal amount of the 6.125% Notes that had not been registered under the Securities Act. Pursuant to tripartite agreements by and among the Company, U.S. Bank National Association (“U.S. Bank”) and Delaware Trust Company (“Delaware Trust”), effective May 20, 2016, U.S. Bank resigned as the Trustee, Notes Custodian, Registrar and Paying Agent (“Trustee”) under the indentures of the Senior Notes and Delaware Trust was appointed as successor Trustee. No other changes to the indentures for the 6.125% Notes or the 7.75% Notes were made at the time of the change in Trustee.

Derivative Instruments

Derivative Instruments	3 Months Ended
	Mar. 31, 2017
Derivative Instruments
Derivative Instruments	Note 7. Derivative Instruments To reduce the impact of fluctuations in oil and natural gas prices on the Company’s business and results of operations, and to protect the economics of property acquisitions at the time of execution, 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 price floor 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). These hedging activities, which are governed by the terms of our Second Amended and Restated Credit Agreement and the SN UnSub Credit Agreement, as applicable, are intended to support oil and natural gas prices at targeted levels and manage exposure to oil and natural gas price fluctuations. It is our policy to enter into derivative contracts only with counterparties that are creditworthy and competitive market makers. All of our derivatives with lenders, or affiliates of lenders, in our Second Amended and Restated Credit Agreement are collateralized by the assets securing our Second Amended and Restated Credit Agreement and, therefore, do not currently require the posting of cash collateral. Our existing derivatives with non-lender counterparties, as designated under the Second Amended and Restated Credit Agreement, are unsecured and do not require the posting of cash collateral. It is never the Company’s intention to enter into derivative contracts for speculative trading purposes. All of our derivatives are accounted for as mark-to-market activities. Under ASC Topic 815, “Derivatives and Hedging,” these instruments are recorded on the condensed 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. Changes in the derivatives’ fair values are recognized in current earnings since the Company has elected not to designate its current derivative contracts as cash flow hedges for accounting purposes. The following table presents derivative positions for the periods indicated as of March 31, 2017: April 1 - December 31, 2017 2018 2019 2020 Oil positions: Fixed-for-floating price swaps (NYMEX WTI): Hedged volume (Bbls) 4,348,000 3,475,000 3,149,000 381,000 Average price ($/Bbl) $ 53.08 $ 53.14 $ 51.91 $ 53.52 Collars (NYMEX WTI): Hedged volume (Bbls) 550,000 - - - Average long put price ($/Bbl) $ 45.00 $ - $ - $ - Average short call price ($/Bbl) $ 62.00 $ - $ - $ - Natural gas positions: Fixed-for-floating price swaps (NYMEX Henry Hub): Hedged volume (MMBtu) 40,994,500 59,912,500 17,644,000 2,361,000 Average price ($/MMBtu) $ 3.11 $ 3.05 $ 2.90 $ 2.82 The following table sets forth a reconciliation of the changes in fair value of the Company’s commodity derivatives for the three months ended March 31, 2017, and the year ended December 31, 2016 (in thousands): Three Months Ended Year Ended March 31, December 31, 2017 2016 Beginning fair value of commodity derivatives $ (35,014) $ 178,283 Net gains (losses) on crude oil derivatives 22,322 (47,389) Net gains (losses) on natural gas derivatives 16,560 (30,307) Net settlements on derivative contracts: Crude oil 74 (135,491) Natural gas 2,831 (24,657) Net premiums on derivative contracts: Crude oil — 24,547 Ending fair value of commodity derivatives $ 6,773 $ (35,014) Embedded Derivatives The Company consummated contracts for the purchase of sand that contain provisions that must be bifurcated from the contract and valued as a derivative. The embedded derivative is valued through the use of a Monte Carlo model which utilizes observable inputs, the NYMEX WTI oil price and NYMEX Henry Hub natural gas price at various timelines. The Company has marked this derivative to market as of March 31, 2017, and incurred an approximate $0.7 million gain as a result. Any gains or losses related embedded derivatives are recorded as a component of other income (expense) in the consolidated statement of operations. The following table sets forth a reconciliation of the changes in fair value of the Company’s embedded derivatives for the quarter ended March 31, 2017 (in thousands): March 31, 2017 Beginning fair value of embedded derivatives $ — Initial fair value of embedded derivatives — Gain on embedded derivatives 685 Ending fair value of embedded derivatives $ 685 Balance Sheet Presentation The Company nets derivative assets and liabilities by commodity for counterparties where legal right to such offset exists. Therefore, the Company’s derivatives are presented on a net basis as “Fair value of derivative instruments” on the condensed consolidated balance sheets. 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 condensed consolidated balance sheets (in thousands): March 31, 2017 Gross Amounts Net Amounts Gross Amount Offset in the Presented in the of Recognized Consolidated Consolidated Assets and Liabilities Balance Sheets Balance Sheets Offsetting Derivative Assets: Current asset $ 12,678 $ (2,200) $ 10,478 Long-term asset 19,048 (690) 18,358 Total asset $ 31,726 $ (2,890) $ 28,836 Offsetting Derivative Liabilities: Current liability $ 19,259 $ (2,200) $ 17,059 Long-term liability 5,009 (690) 4,319 Total liability $ 24,268 $ (2,890) $ 21,378 December 31, 2016 Gross Amounts Net Amounts Gross Amount Offset in the Presented in the of Recognized Consolidated Consolidated Assets Balance Sheets Balance Sheets Offsetting Derivative Assets: Current asset $ 844 $ (844) $ — Long-term asset 1,426 (1,426) — Total asset $ 2,270 $ (2,270) $ — Offsetting Derivative Liabilities: Current liability $ 32,622 $ (844) $ 31,778 Long-term liability 4,662 (1,426) 3,236 Total liability $ 37,284 $ (2,270) $ 35,014

Investments

Investments	3 Months Ended
	Mar. 31, 2017
Investments
Investments	Note 8. Investments On November 22, 2016, a subsidiary of the Company purchased 2,272,727 of SPP’s common units for $25.0 million in a private placement. As of March 31, 2017, this ownership represents approximately 16.1% of SPP’s outstanding common units. Rather than accounting for the investment under the equity method, the Company elected the fair value option to account for its interest in SPP. The Company records the equity investment in SPP at fair value at the end of each reporting period. The Company recorded gains related to the investment in SPP for the three months ended March 31, 2017 of approximately $8.9 million. In addition, the Company recorded dividend income of approximately $1.0 million from the quarterly dividend on the investment in SPP. Any gains or losses and dividend income related to the investment in SPP are recorded as a component of other income (expense) in the consolidated statement of operations. On October 2, 2015, the Company, via SN Catarina, purchased from a subsidiary of Targa, a 10% undivided interest in the Silver Oak II Gas Processing Facility (the “SOII Facility”) in Bee County, Texas for a purchase price of $12.5 million. Targa owns the remaining undivided 90% interest in the SOII Facility, which is operated by Targa. Concurrently with the execution of the purchase and sale agreement for the SOII Facility, the Company entered into a firm gas processing agreement, whereby Targa began processing a firm quantity of 125,000 Mcf per day on March 1, 2016 until the in-service date of the Processing Plant. The Company is accounting for its interest in the SOII Facility as an equity method investment as Targa is the operator and majority interest owner of the SOII Facility. As of March 31, 2017, the Company had invested $12.5 million in the SOII Facility and recorded earnings of approximately $435 thousand from its equity interest in the SOII Facility for the three months ended March 31, 2017. On November 22, 2016, SN Midstream completed the Carnero Processing Disposition. The Company accounted for this joint venture as an equity method investment, as Targa is the operator of the joint venture and has the most influence with respect to the normal day-to-day construction and operating decisions. Prior to the Carnero processing Disposition, the Company had invested approximately $48.0 million in Carnero Processing. The membership interests disposed of constitute 50% of the outstanding membership interests in Carnero Processing. The remaining 50% membership interests of Carnero Processing are owned by an affiliate of Targa. The Company recorded a deferred gain of approximately $7.5 million included in “Other Liabilities” as a result of the firm gas processing agreement that remains between the Company and Targa. This deferred gain will be amortized periodically over the term of this firm gas processing agreement according to volumes processed through the Carnero Processing facility. On July 5, 2016, SN Midstream completed the Carnero Gathering Disposition. Prior to the sale, the Company had invested approximately $26.0 million in Carnero Gathering. As part of the Carnero Gathering Disposition, SPP is required to pay SN Midstream a monthly earnout based on gas received from SN Catarina at Carnero Gathering’s receipt points and gas delivered and processed at the Processing Plant by other producers. The membership interests disposed of constitute 50% of the outstanding membership interests in Carnero Gathering. The remaining 50% membership interests of Carnero Gathering are owned by an affiliate of Targa. The Company recorded a deferred gain of approximately $8.7 million included in “Other Liabilities” as a result of the gas gathering agreement that remains in effect between the Company and Targa and a transportation services agreement between Targa and Carnero Gathering. This deferred gain will be amortized periodically over the term of this gas gathering agreement according to volumes delivered through the Carnero Gathering pipelines.

Fair Value of Financial Instrum

Fair Value of Financial Instruments	3 Months Ended
	Mar. 31, 2017
Fair Value of Financial Instruments
Fair Value of Financial Instruments	Note 9. Fair Value of Financial Instruments Measurements of fair value of derivative instruments are classified according to the fair value hierarchy, which prioritizes the inputs to the valuation techniques used to measure fair value. Fair value is the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements are classified and disclosed in one of the following categories: Level 1: Measured based on unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Active markets are considered those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Measured based on quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. This category includes those derivative instruments that can be valued using observable market data. Substantially all of these inputs are observable in the marketplace throughout the term of the derivative instrument, can be derived from observable data, or supported by observable levels at which transactions are executed in the marketplace. Level 3: Measured based on prices or valuation models that require inputs that are both significant to the fair value measurement and less observable from objective sources (i.e. supported by little or no market activity). The valuation models used to value derivatives associated with the Company’s oil and natural gas production are primarily industry standard models that consider various inputs including: (a) quoted forward prices for commodities, (b) time value and (c) current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Although third-party quotes are utilized to assess the reasonableness of the prices and valuation techniques, there is not sufficient corroborating evidence to support classifying these assets and liabilities as Level 2. Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. Management’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels. Fair Value on a Recurring Basis The following tables set forth, by level within the fair value hierarchy, the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of March 31, 2017 and December 31, 2016 (in thousands): As of March 31, 2017 Active Market for Identical Observable Unobservable Total Assets Inputs Inputs Carrying (Level 1) (Level 2) (Level 3) Value Cash and cash equivalents: Money market funds $ 68,555 $ — $ — $ 68,555 Equity investment: Investment in SPP 35,682 — — 35,682 Oil derivative instruments: Swaps — 13,194 — 13,194 Collars — 339 — 339 Gas derivative instruments: Swaps — (6,761) — (6,761) Embedded derivative instruments: Embedded derivative instruments: — 685 — 685 Total $ 104,237 $ 7,457 $ — $ 111,694 As of December 31, 2016 Active Market for Identical Observable Unobservable Total Assets Inputs Inputs Carrying (Level 1) (Level 2) (Level 3) Value Cash and cash equivalents: Money market funds $ 443,648 $ — $ — $ 443,648 Equity investment: Investment in SPP 26,818 — — 26,818 Oil derivative instruments: Swaps — (8,291) — (8,291) Collars — (572) — (572) Gas derivative instruments: Swaps — (26,151) — (26,151) Total $ 470,466 $ (35,014) $ — $ 435,452 Financial Instruments : The Level 1 instruments presented in the tables above consist of money market funds and time deposits included in cash and cash equivalents on the Company’s condensed consolidated balance sheets at March 31, 2017 and December 31, 2016. The Company’s money market funds and time deposits represent cash equivalents backed by the assets of high-quality banks and financial institutions. The Company identified the money market funds and time deposits as Level 1 instruments due to the fact that these instruments have daily liquidity, quoted prices for the underlying investments can be obtained and there are active markets for the underlying investments. In addition, the Level 1 instruments include the Company’s equity investment in common units of SPP as further discussed in Note 8, “Investments.” The investment in SPP is being accounted for under the fair value option, included in investments on the Company’s balance sheet as of March 31, 2017. The Company identified the common units in SPP as a Level 1 instruments due to the fact that SPP is a publicly traded company on the NYSE MKT with daily quoted prices that can be easily obtained. The Company’s derivative instruments, which consist of swaps, puts and collars, are classified as Level 2 as of March 31, 2017 and December 31, 2016 in the table above. The fair values of the Company’s derivatives are based on third-party pricing models which utilize inputs that are either readily available in the public market, such as forward curves, or can be corroborated from active markets of broker quotes. Swaps and collars generally have no unobservable inputs and they are classified as Level 2. Put derivatives have inputs which are observable, either directly or indirectly, using market data. As of March 31, 2017, the Company believes that substantially all of the inputs required to calculate the fair value of puts are observable in the marketplace throughout the term of these derivative instruments or supported by observable levels at which transactions are executed in the marketplace, and are, therefore, classified as Level 2. As of December 31, 2016, the Company believes that substantially all of the inputs required to calculate the fair value of swaps and puts are observable in the marketplace throughout the term of these derivative instruments or supported by observable levels at which transactions are executed in the marketplace, and are, therefore, classified as Level 2. Derivative instruments are also subject to the risk that counterparties will be unable to meet their obligations. Such non-performance risk is considered in the valuation of the Company’s derivative instruments, but to date has not had a material impact on estimates of fair values. Significant changes in the quoted forward prices for commodities and changes in market volatility generally lead to corresponding changes in the fair value measurement of the Company’s derivative instruments. There were no commodity derivative instruments classified as Level 3 as of March 31, 2017 or December 31, 2016. Embedded Derivative: The Company consummated contracts for the purchase of sand that contain provisions that must be bifurcated from the contract and valued as a derivative. The embedded derivative is valued through the use of a Monte Carlo model which utilizes observable inputs, the NYMEX Henry Hub natural gas price at various timelines. The Company believes that substantially all of the inputs required to calculate the embedded derivatives are observable in the marketplace throughout the term of these derivative instruments or supported by observable levels at which transactions are executed in the marketplace, and are, therefore, classified as Level 2 inputs. The Company has marked this derivative to market as of March 31, 2017, and incurred an approximate $0.7 million gain as a result. The gain is the result of the increase in fair value of the embedded derivative due to the favorable terms of the contracts compared to future forecasted oil and natural gas commodity prices. The fair value of the Company’s embedded derivatives classified as Level 2 as of March 31, 2017 was $0.7 million. Changes in the inputs will impact the fair value measurement of the Company's embedded derivative contracts. Fair Value on a Non‑Recurring Basis The Company follows the provisions of ASC 820-10 for nonfinancial assets and liabilities measured at fair value on a non-recurring basis. Fair value measurements of assets acquired and liabilities assumed in business combinations are based on inputs that are not observable in the market and thus represent Level 3 inputs. The fair value of acquired properties is based on market and cost approaches. Our purchase price allocation for the Comanche Acquisition is presented in Note 3, “Acquisitions and Divestitures.” Liabilities assumed include asset retirement obligations existing at the date of acquisition. Asset retirement obligation estimates are derived from historical costs as well as management’s expectation of future cost environments. As there is no corroborating market activity to support the assumptions, the Company has designated these liabilities as Level 3. A reconciliation of the beginning and ending balances of the Company’s asset retirement obligations is presented in Note 10, “Asset Retirement Obligations.” In connection with the exchange agreements entered into in February, May and August 2014 by the Company with certain holders of the Company’s Series A Convertible Perpetual Preferred Stock (“Series A Preferred Stock”) and Series B Convertible Perpetual Preferred Stock (“Series B Preferred Stock”), the Company issued common stock according to the conversion rate pursuant to each agreement and additional shares to induce the holders of the preferred stock to convert prior to the date the Company could mandate conversion. In addition, on November 20, 2015, a holder of our Series B Preferred Stock exercised its right to convert 4,500 shares of our Series B Preferred Stock, at the prescribed initial conversion rate of 2.337 shares of common stock per share of Series B Preferred Stock, in exchange for 10,517 shares of our common stock. The fair value of the common stock issued is based on the price of the Company’s common stock on the date of issuance. As there is an active market for the Company’s common stock, the Company has designated this fair value measurement as Level 1. A detailed description of the Company’s common stock and preferred stock issuances and redemptions is presented in Note 13, “Stockholders’ and Mezzanine Equity.” Fair Value of Other Financial Instruments The carrying amounts of our oil and natural gas receivables, accounts payable and accrued liabilities approximate fair value due to the highly liquid nature of these short-term instruments. The registered 7.75% Notes are traded in an active market, and as such, are classified as Level 1 financial instruments. The estimated fair value of the 7.75% Notes was $592.5 million as of March 31, 2017 and was calculated using quoted market prices based on trades of such debt as of that date. The registered 6.125% Notes are traded in an active market, and as such, are classified as Level 1 financial instruments. The estimated fair value of the 6.125% Notes was $1,058 million as of March 31, 2017 and was calculated using quoted market prices based on trades of such debt as of that date.

Asset Retirement Obligations

Asset Retirement Obligations	3 Months Ended
	Mar. 31, 2017
Asset Retirement Obligations
Asset Retirement Obligations	Note 10. Asset Retirement Obligations The Company’s asset retirement obligations 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 the expected timing of settlement. The changes in the asset retirement obligation for the three months ended March 31, 2017 and the year ended December 31, 2016 were as follows (in thousands): Three Months Ended Year Ended March 31, December 31, 2017 2016 Abandonment liability, beginning of period $ 25,087 $ 25,907 Liabilities incurred during period 499 1,492 Acquisitions 8,165 219 Divestitures (264) (4,433) Revisions (51) (172) Accretion expense 558 2,074 Abandonment liability, end of period $ 33,994 $ 25,087

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2017
Related Party Transactions
Related Party Transactions	Note 11. Related Party Transactions SOG, headquartered in Houston, Texas, is a private full service oil and natural gas company engaged in the exploration and development of oil and natural gas primarily in the South Texas and onshore Gulf Coast areas on behalf of its affiliates. The Company refers to SOG, Sanchez Energy Partners I, LP (“SEP I”), and their affiliates (but excluding the Company) collectively as the “Sanchez Group.” Ana Lee Sanchez Jacobs, an immediate family member of our President, our Chief Executive Officer, the Executive Chairman of our Board and Patricio D. Sanchez, an Executive Vice President of the Company, collectively with such individuals, either directly or indirectly, owns a majority of the equity interests of SOG. In addition, Antonio R. Sanchez, Jr. is a member of the board of directors of SOG, and such other individuals as well as Ms. Ana Lee Sanchez Jacobs are officers of SOG. The Company does not have any employees. On December 19, 2011 the Company entered into a services agreement with SOG pursuant to which specified employees of SOG provide certain services with respect to the Company’s business under the direction, supervision and control of SOG. Pursuant to this arrangement, SOG performs centralized corporate functions for the Company, such as general and administrative services, geological, geophysical and reserve engineering, lease and land administration, marketing, accounting, operational services, information technology services, compliance, insurance maintenance and management of outside professionals. The Company compensates SOG for the services at a price equal to SOG’s cost of providing such services, including all direct costs and indirect administrative and overhead costs (including the allocable portion of salary, bonus, incentive compensation and other amounts paid to persons that provide the services on SOG’s behalf) allocated in accordance with SOG’s regular and consistent accounting practices, including for any such costs arising from amounts paid directly by other members of the Sanchez Group on SOG’s behalf or borrowed by SOG from other members of the Sanchez Group, in each case, in connection with the performance by SOG of services on the Company’s behalf. The Company also reimburses SOG for sales, use or other taxes, or other fees or assessments imposed by law in connection with the provision of services to the Company (other than income, franchise or margin taxes measured by SOG’s net income or margin and other than any gross receipts or other privilege taxes imposed on SOG) and for any costs and expenses arising from or related to the engagement or retention of third-party service providers. Salaries and associated benefits of SOG employees are allocated to the Company based on a fixed percentage that is reviewed quarterly and adjusted, if needed, based on a detailed analysis of actual time spent by the professional staff on Company projects and activities. General and administrative expenses such as office rent, utilities, supplies and other overhead costs, are allocated on the same percentages as the SOG employee salaries. Expenses allocated to the Company for general and administrative expenses for the three months ended March 31, 2017 and 2016, are as follows (in thousands): March 31, 2017 2016 Administrative fees $ 13,990 $ 12,084 Third-party expenses 1,532 3,084 Total included in general and administrative expenses $ 15,522 $ 15,168 As of March 31, 2017 and December 31, 2016, the Company had a net receivable from SOG and other members of the Sanchez Group of $6.5 million and $6.4 million, respectively, which are reflected as “Accounts receivable—related entities” in the condensed consolidated balance sheets. The net receivable as of March 31, 2017 and December 31, 2016 consists primarily of advances paid related to general and administrative and other costs paid to SOG. As of March 31, 2017 and December 31, 2016, the Company had a net payable to SPP of approximately $4.8 million and $9.0 million, respectively, that consists primarily of the accrual for fees associated with the gathering agreement signed with SPP as part of the Company’s sale of SN Catarina’s interests in Catarina Midstream, LLC, a wholly-owned subsidiary of SN Catarina (the “Western Catarina Midstream Divestiture”), which is reflected in the “Accrued Liabilities - Other” account on the consolidated balance sheets. Antonio R. Sanchez, III, the son of Antonio R. Sanchez, Jr. and brother of Eduardo A. Sanchez and Patricio D. Sanchez, is the Company’s Chief Executive Officer and is a member of the board of directors of both the Company and of the general partner of SPP (“SPP GP”). Patricio D. Sanchez, an Executive Vice President of the Company, is the chief operating officer of SPP and director of SPP GP. Mr. E. A. Sanchez, our President, is also a member of the board of directors of SPP GP. Messrs. Sanchez, Jr., Sanchez, III, Patricio D. Sanchez and E. Sanchez all directly or indirectly own certain equity interests in the Company and SPP. Messrs. Sanchez, Jr., Sanchez, III, Patricio Sanchez and E. Sanchez beneficially own approximately 0.57%, 1.40%, 1.78% and 1.39%, respectively, in SPP common units as of March 31, 2017. Production Asset Transaction On November 22, 2016, we completed the Production Asset Transaction discussed above to SPP, which is a related party (see Note 3, “Acquisitions and Divestitures”). Carnero Processing Disposition On November 22, 2016, we sold our membership interests in Carnero Processing to SPP, which is a related party (see Note 3, “Acquisitions and Divestitures”). SPP Unit Acquisition On November 22, 2016, a subsidiary of the Company purchased 2,272,727 common units of SPP for $25.0 million in a private placement (see Note 8, “Investments”). SPP Lease Option On October 6, 2016, the Company and SN Terminal, LLC (the “SNT”), a wholly owned subsidiary of the Company, on the one hand, entered into a Purchase and Sale Agreement (the “Lease Option Purchase Agreement”) with SPP, on the other hand, pursuant to which SNT sold and conveyed to SPP an option to acquire a ground lease (the “Lease Option”) to which SNT is a party for a tract of land leased from the Calhoun Port Authority in Point Comfort, Texas. In addition, if the Company or any of its affiliates have entered into an option to engage in the construction of or participation in a Project (as defined below) and/or receive the benefit of an acreage dedication from an affiliate of the Company relating to a Project, then such option and/or acreage dedication will also be assigned to SPP, if SPP exercises the Lease Option. SPP will pay SNT $1.00 if the Lease Option is exercised, along with $250,000 if SPP or any other person affiliated with SPP elects to construct, own or operate a marine crude storage terminal on or within five miles of the Port Comfort lease or participates as an investor in the same, within five miles thereof (a “Project”), or the Company or its affiliates convey an acreage dedication to or an option regarding a Project. Carnero Gathering Disposition On July 5, 2016, the Company sold its interests and any remaining commitment to invest in Carnero Gathering to SPP (see Note 3, “Acquisitions and Divestitures”). Comanche Acquisition On March 1, 2017, we closed the Comanche Acquisition discussed above, and entered into a number of transactions with Gavilan, GSO and the Blackstone Warrantholders (as defined below), which are related parties (see Note 3, “Acquisitions and Divestitures”). In connection with the closing of the Comanche Acquisition, we also entered into a number of agreements with each of Gavilan, GSO and the Blackstone Warrantholders, including (i) the SPA (as defined below) with an investment vehicle owned by the GSO Funds and a controlled affiliate of GSO, (ii) warrant agreements with the Blackstone Warrantholders, (iii) Registration Rights Agreements with the Blackstone Warrantholders and GSO, (iv) the Partnership Agreement with an entity controlled by an affiliate of GSO, and (v) the GP LLC Agreement with a controlled affiliate of GSO (See Note 13, “Stockholders’ and Mezzanine Equity). In addition, in connection with the closing of the Comanche Acquisition, we also entered into (i) separate standstill and voting agreements (the “Standstill Agreements”) with the Blackstone Funds (as defined below) and the GSO Funds, respectively, (ii) an eight-year (subject to earlier termination as provided for therein) joint development agreement (the “JDA”) with Gavilan, (iii) a shareholders agreement (the “Shareholders Agreement”) with Gavilan Resources Holdco, LLC (“Gavilan Holdco”), (iv) a management services agreement (the “Management Services Agreement”) with Gavilan Holdco and SN Comanche Manager, LLC (“Manager”), a wholly owned subsidiary of the Company, and (v) certain marketing agreements with Gavilan. Each Standstill Agreement (i) restricts the ability of each of Blackstone Capital Partners VII L.P. and Blackstone Energy Partners II L.P. (together, the “Blackstone Funds”) and the GSO Funds (and indirectly certain of their affiliates) to take certain actions relating to the acquisition of our securities or assets or participation in our management, (ii) contains a two year lock-up restricting dispositions of the Company’s common stock or the warrants to purchase the Company’s common stock, and (iii) contains an agreement to vote any voting securities of the Company in the same manner as recommended by the board of directors of the Company. Pursuant to the Shareholders Agreement, Gavilan Holdco has the right, but not the obligation, to appoint one observer representative to be present at all regularly scheduled meetings of the full board of directors of the Company. The JDA provides for the administration, operation and transfer of the jointly owned Comanche Assets, and further provides for the (i) establishment an operating committee to control the timing, scope and budgeting of operations on the Comanche Assets (subject to certain exceptions) and (ii) designate SN Maverick as operator of the Comanche Assets and certain other interests (subject to forfeiture in the event of certain default events); the JDA also provides for mechanics relating to division of assets and operatorship among the parties, contains restrictions on the indirect or direct transfer of the parties’ interests in the Comanche Assets, including certain tag-along rights and rights of first offer provisions, and provides Gavilan with certain drag-along rights in the event of certain sale transactions, subject to certain exceptions and potential alternative structures or asset divisions. For additional information regarding the JDA, see Note 16, “Commitments and Contingencies.” Pursuant to the Management Services Agreement, the Manager serves as manager of Gavilan Holdco’s business and provides comprehensive general, administrative, business and financial services at a price equal to Manager’s actual cost of providing such services (including an “administrative fee” equal to 2% of SOG’s total G&A costs), continuing until the occurrence of one or more events giving Manager or Gavilan Holdco the right to terminate the agreement. At the closing of the Comanche Acquisition, Gavilan Holdco paid $1.0 million to Manager under the agreement. We also entered into a back-to-back management arrangement between Manager and SOG, on substantially the same terms and conditions as the Management Services Agreement, pursuant to which Manager delegated to SOG, and SOG agreed to perform for and on behalf of Manager, Manager’s duties and obligations under such services agreement; Manager is required to remit amounts received directly from Gavilan Holdco to Manager, including the $1.0 million paid at closing to Manager, and to pay SOG the 2% administrative fee referred to above. In addition, we entered into a management services agreement between SOG and SN UnSub pursuant to which SOG serves as manager of SN UnSub’s oil and gas properties and provides comprehensive general, administrative, business and financial services at a price equal to SOG’s actual cost of providing such services (including an “administrative fee” equal to 2% of SOG’s total G&A costs), with an initial term expiring on March 1, 2024 (subject to earlier termination as provided therein), renewing automatically for additional one-year terms thereafter unless either SN UnSub or SOG delivers written notice to the other of its desire not to renew the term at least 180 days prior to such anniversary date. We entered into a crude oil production marketing agreement, a residue gas marketing agreement and a natural gas liquids marketing agreement between Gavilan and SN Maverick wherein Gavilan sells all production from the Comanche asset to SN Maverick and SN Maverick purchases all such production from Gavilan, transports and sells such production and remits to Gavilan its proportionate share of the sale proceeds.

Accrued Liabilities

Accrued Liabilities	3 Months Ended
	Mar. 31, 2017
Accrued Liabilities.
Accrued Liabilities	Note 12. Accrued Liabilities The following information summarizes accrued liabilities as of March 31, 2017 and December 31, 2016 (in thousands): March 31, December 31, 2017 2016 Capital expenditures $ 52,312 $ 35,154 Other: General and administrative costs 8,444 14,738 Production taxes 2,070 2,396 Ad valorem taxes 2,632 2,756 Lease operating expenses 28,543 23,942 Interest payable 28,513 34,266 Leasehold improvements 3,987 4,360 Total accrued liabilities $ 126,501 $ 117,612

Stockholders' Equity and Mezzan

Stockholders' Equity and Mezzanine Equity	3 Months Ended
	Mar. 31, 2017
Stockholders' Equity and Mezzanine Equity
Stockholders' Equity and Mezzanine Equity	Note 13. Stockholders’ and Mezzanine Equity Common Stock Offerings — On February 6, 2017, the Company completed an underwritten public offering of 10,000,000 shares of the Company's common stock at a price to the public of $12.50 per share ($11.7902 per share, net of underwriting discounts). The Company granted the Underwriters a 30-day option to purchase up to an additional 1,500,000 shares of the Company’s common stock on the same terms, which was exercised in full and closed on February 6, 2017. The Company received net proceeds of approximately $135.9 million (after deducting underwriting discounts of approximately $7.8 million) from the sale of the shares of common stock. The Company intends to use the net proceeds of the offering for general corporate purposes, including working capital. Series A Preferred Stock Offering —On September 17, 2012, the Company completed a private placement of 3,000,000 shares of Series A Preferred Stock, which were sold to a group of qualified institutional buyers pursuant to the Rule 144A exemption from registration under the Securities Act. The issue price of each share of the Series A Preferred Stock was $50.00. The Company received net proceeds from the private placement of $144.5 million, after deducting initial purchasers’ discounts and commissions and offering costs of $5.5 million. Each share of Series A Preferred Stock is convertible at any time at the option of the holder thereof at an initial conversion rate of 2.325 shares of common stock per share of Series A Preferred Stock (which is equal to an initial conversion price of $21.51 per share of common stock) and is subject to specified adjustments. As of March 31, 2017, based on the initial conversion price, approximately 4,275,640 shares of common stock would be issuable upon conversion of all of the outstanding shares of the Series A Preferred Stock. The annual dividend on each share of Series A Preferred Stock is 4.875% on the liquidation preference of $50.00 per share and is payable quarterly, in arrears, on each January 1, April 1, July 1 and October 1, when, as and if declared by the Board. The Company may, at its option, pay dividends in cash and, subject to certain conditions, common stock or any combination thereof. Dividends are cumulative, and as of March 31, 2017, all dividends accumulated through that date had been paid. The dividends accrued for the period from January 1 to March 31, 2017, were declared by the Board and paid with the Company’s common stock on April 3, 2017. Except as required by law or the Company’s Amended and Restated Certificate of Incorporation (the “Charter”), holders of the Series A Preferred Stock will have no voting rights unless dividends fall into arrears for six or more quarterly periods (whether or not consecutive). In that event and until such arrearage is paid in full, the holders of the Series A Preferred Stock and the holders of the Series B Preferred Stock, voting as a single class, will be entitled to elect two directors and the number of directors on the Board will increase by that same number. At any time on or after October 5, 2017, the Company may at its option cause all outstanding shares of the Series A Preferred Stock to be automatically converted into common stock at the conversion price, if, among other conditions, the closing sale price (as defined) of the Company’s common stock equals or exceeds 130% of the conversion price for a specified period prior to the conversion. If a holder elects to convert shares of Series A Preferred Stock upon the occurrence of certain specified fundamental changes, the Company will be obligated to deliver an additional number of shares above the applicable conversion rate to compensate the holder for lost option time value of the shares of Series A Preferred Stock as a result of the fundamental change. Series B Preferred Stock Offering —On March 26, 2013, the Company completed a private placement of 4,500,000 shares of Series B Preferred Stock. The issue price of each share of the Series B Preferred Stock was $50.00. The Company received net proceeds from the private placement of $216.6 million, after deducting placement agent’s fees and offering costs of $8.4 million. Each share of Series B Preferred Stock is convertible at any time at the option of the holder thereof at an initial conversion rate of 2.337 shares of common stock per share of Series B Preferred Stock (which is equal to an initial conversion price of $21.40 per share of common stock) and is subject to specified adjustments. As of March 31, 2017, based on the initial conversion price, approximately 8,244,539 shares of common stock would be issuable upon conversion of all of the outstanding shares of the Series B Preferred Stock. The annual dividend on each share of Series B Preferred Stock is 6.500% on the liquidation preference of $50.00 per share and is payable quarterly, in arrears, on each January 1, April 1, July 1 and October 1, when, as and if declared by the Board. The Company may, at its option, pay dividends in cash and, subject to certain conditions, common stock or any combination thereof. Dividends are cumulative, and as of March 31, 2017, all dividends accumulated through that date had been paid. The dividends accrued for the period from January 1 to March 31, 2017, were declared by the Board and paid with the Company’s common stock on April 3, 2017. Except as required by law or the Charter, holders of the Series B Preferred Stock will have no voting rights unless dividends fall into arrears for six or more quarterly periods (whether or not consecutive). In that event and until such arrearage is paid in full, the holders of the Series B Preferred Stock and the holders of the Series A Preferred Stock, voting as a single class, will be entitled to elect two directors and the number of directors on the Board will increase by that same number. At any time on or after April 6, 2018, the Company may at its option cause all outstanding shares of the Series B Preferred Stock to be automatically converted into common stock at the conversion price, if, among other conditions, the closing sale price (as defined) of the Company’s common stock equals or exceeds 130% of the conversion price for a specified period prior to the conversion. If a holder elects to convert shares of Series B Preferred Stock upon the occurrence of certain specified fundamental changes, the Company will be obligated to deliver an additional number of shares above the applicable conversion rate to compensate the holder for lost option time value of the shares of Series B Preferred Stock as a result of the fundamental change. Preferred Stock Exchange —On February 12, 2014 and February 13, 2014, the Company entered into exchange agreements with certain holders (the “February 2014 Holders”) of the Series A Preferred Stock and the Series B Preferred Stock pursuant to which such holders agreed to exchange an aggregate of (i) 947,490 shares of the Series A Preferred Stock (and waive their rights to any accrued and unpaid dividends thereon) for 2,425,574 shares of the Company’s common stock, and (ii) 756,850 shares of the Series B Preferred Stock (and waive their rights to any accrued and unpaid dividends thereon) for 2,021,066 shares of the Company’s common stock. Additionally, on May 29, 2014, the Company entered into exchange agreements with certain holders (the “May 2014 Holders”) of the Series A Preferred Stock and the Series B Preferred Stock pursuant to which such holders agreed to exchange an aggregate of (i) 166,025 shares of the Series A Preferred Stock (and waive their rights to any accrued and unpaid dividends thereon) for 418,715 shares of the Company’s common stock, and (ii) 210,820 shares of the Series B Preferred Stock (and waive their rights to any accrued and unpaid dividends thereon) for 553,980 shares of the Company’s common stock. Further, on August 28, 2014, the Company entered into exchange agreements with certain holders (the “August 2014 Holders,” and together with the May 2014 Holders and the February 2014 Holders, the “Holders”) of the Series A Preferred Stock, pursuant to which such holders agreed to exchange an aggregate of 47,500 shares of the Series A Preferred Stock (and waive their rights to any accrued and unpaid dividends thereon) for 119,320 shares of the Company’s common stock. Since the Holders were not entitled to any consideration over and above the initial conversion rates of 2.325 and 2.337 shares of common stock for each preferred share exchanged for Series A Preferred Stock and Series B Preferred Stock, respectively, any consideration is considered an inducement for the Holders to convert earlier than the Company could have forced conversion. The Company has determined the fair value of consideration transferred to the Holders and the fair value of consideration transferrable pursuant to the original conversion terms. The $13.9 million, $3.1 million and $0.3 million excess of the fair value of the shares of common stock issued over the carrying value of the Series A Preferred Stock and Series B Preferred Stock redeemed in connection with the exchange agreements entered into in February, May and August 2014, respectively, has been reflected as an additional preferred stock dividend (i.e., as an increase in accumulated deficit) to arrive at net loss attributable to common stockholders in our condensed consolidated financial statements. Preferred Stock Conversion —On November 20, 2015, a holder of our Series B Convertible Perpetual Preferred Stock exercised its right to convert 4,500 shares our Series B Convertible Perpetual Preferred Stock, at the prescribed initial conversion rate of 2.337 shares of common stock per share of Series B Convertible Perpetual Preferred Stock, in exchange for 10,517 shares of our common stock. NOL Rights Plan —On July 28, 2015, the Company entered into a net operating loss carryforwards (“NOLs”) rights plan (as amended, the “Rights Plan”)with Continental Stock Transfer & Trust Company, as rights agent. In connection therewith, the Board declared a dividend of one preferred share purchase right (“Right”) for each outstanding share of the Company’s common stock. The dividend was paid on August 10, 2015 to stockholders of record as of the close of business on August 7, 2015 (the “NOL Record Date”). In addition, one Right automatically attached to each share of common stock issued between the NOL Record Date and such date as when the Rights become exercisable. On March 1, 2017, the Company amended the Rights Plan to, among other things, amend certain defined terms to account for the issuance and sale of shares of Common Stock to the GSO Funds and the issuance of warrants to the Blackstone Warrantholders in connection with the closing of the Comanche Acquisition. Common Stock and Stock Warrants Issuance— At the closing of the Comanche Acquisition pursuant to the Amended and Restated Securities Purchase Agreement (the “SPA”), and subject to the other terms and conditions provided therein, (i) the GSO Funds received 1,455,000 shares of the Company’s common stock and warrants to purchase 1,940,000 shares of the Company’s common stock at an exercise price of $10 per share, subject to customary anti-dilution adjustments; and (ii) Intrepid received 45,000 shares of the Company’s common stock and warrants to purchase 60,000 shares of the Company’s common stock at an exercise price of $10 per share, subject to customary anti-dilution adjustments. The warrants issued to the GSO Funds and Intrepid expire on March 1, 2032, in each case in accordance with the terms and conditions of the applicable warrant agreement. Also at the closing of the Comanche Acquisition, the Company entered into (i) three separate warrant agreements to purchase an aggregate of 6,500,000 shares of the Company’s common stock with each of Gavilan Resources Holdings—A, LLC, Gavilan Resources Holdings —B, LLC, and Gavilan Resources Holdings—C, LLC (collectively, the “Blackstone Warrantholders”), that provide for a $10 exercise price per share to purchase the Company’s common stock, subject to customary anti-dilution adjustments. The warrants issued to the Blackstone Warrantholders expire on March 1, 2022 in accordance with the terms and conditions of the applicable warrant agreement. The exercise price and the number of shares of the Company’s common stock for which a warrant is exercisable are subject to adjustment from time to time upon the occurrence of certain event including: (i) payment of a dividend or distribution to holders of shares of the Company’s common stock payable in the Company’s common stock, (ii) a subdivision, combination, or reclassification of the Company’s common stock, (iii) the distribution of any rights, options or warrants (excluding rights issued under the Company’s rights agreement) to all holders of the Company’s common stock entitling them for a certain period of time to purchase shares of the Company’s common stock at a price per share less than the fair market value per share, and (iv) payment of a cash distribution to all holders of the Company’s common stock or a distribution to all holders of the Company’s common stock any shares of the Company’s capital stock, evidences of indebtedness, or any of assets or any rights, warrants or other securities of the Company. The warrant agreements also provide that, if the Company proposes a voluntary or involuntary dissolution, liquidation or winding up of the affairs of the Company, the holders of the warrants will receive the kind and number of other securities or assets which the holder would have been entitled to receive if the holder had exercised the warrant in full immediately prior to the time of such dissolution, liquidation or winding up and the right to exercise the warrant will terminate on the date on which the holders of record of the shares of common stock are entitled to exchange their shares for securities or assets deliverable upon such dissolution, liquidation or winding up. In addition, the Company entered into separate registration rights agreements with the Blackstone Warrantholders, the GSO Funds, and Intrepid (collectively, the “Registration Rights Agreements”) The Registration Rights Agreements grant the parties certain registration rights for the shares of our common stock acquired by the parties, including the shares issuable upon the exercise of the warrants to purchase the Company’s common stock. The Registration Rights Agreement with the Blackstone Warrantholders and the GSO Funds provide that the Company will use its reasonable best efforts to prepare and file a shelf registration statement with the SEC to permit the public resale of all registrable securities covered by the applicable Registration Rights Agreement within 18 months of the date of the agreement and to cause such shelf registration statement to be declared effective no later than two years after the date of the agreement. The Registration Rights Agreements include piggyback rights for the applicable holders, which provide that, if the Company proposes to file certain registration statements or supplements to certain effective registration statements for the sale of shares of the Company’s common stock in an underwritten offering for its own account or that of another person or both, then the Company is required to offer the holders the opportunity to include in such underwritten offering such number of registrable securities as each such holder may request, subject to certain cutback rights if the Company has been advised by the managing underwriter that the inclusion of registrable securities for sale for the benefit of the holders will have an adverse effect on the price, timing or distribution of the shares of common stock in the underwritten offering. SN UnSub Preferred Unit Issuance— At the closing of the Comanche Acquisition, pursuant to the SPA and subject to the other terms and conditions provided therein, the GSO Funds purchased 485,000 preferred units of SN UnSub for $485,000,000 and Intrepid purchased 15,000 preferred units of SN UnSub for $15,000,000 (in aggregate, the “SN UnSub Preferred Units”). The applicable parties entered into an amended and restated partnership agreement of SN UnSub (the “Partnership Agreement”) and an amended and restated limited liability company agreement of SN UnSub General Partner (the “GP LLC Agreement”). Under the terms of the Partnership Agreement, holders of the SN UnSub Preferred Units are entitled to receive distributions of 10.0% per annum, payable quarterly in cash, unless a cash payment is then prohibited by certain of SN UnSub’s debt agreements, in which case such distribution will be deemed to have been paid in kind. SN UnSub may not make distributions on the SN UnSub common units until the preferred units are redeemed in full. The SN UnSub Preferred Units have priority over the common units, to the extent of the Base Return (as defined below), upon a liquidation, sale of all or substantially all assets, certain change of control and exit transactions. SN UnSub may, from time to time and subject to the conditions set forth in the Partnership Agreement, redeem SN UnSub Preferred Units at a purchase price per unit sufficient to achieve the greater of (i) a 14.0% internal rate of return for such unit and (ii) a 1.50x return on the purchase price for such unit, in each case inclusive of previous distributions made in cash (the “Base Return”). Partners holding a majority of the SN UnSub Preferred Units will have the option to request SN UnSub to redeem all of the preferred units for the Base Return at any time following the seventh anniversary of issuance or upon the occurrence of certain change of control transactions, as further described in the Partnership Agreement. If (i) the SN UnSub Preferred Units are not timely redeemed by SN UnSub when required, (ii) SN UnSub fails, after March 1, 2018, to pay the holders of the SN UnSub Preferred Units a cash distribution in any two quarters, regardless of whether consecutive, and such failure is continuing, (iii) SN UnSub takes certain material actions without the consent of the holders of the SN UnSub Preferred Units, when required, (iv) certain events of default under SN UnSub and the Company’s credit agreements have occurred or (v) SN Maverick is removed as operator under the JDA under certain circumstances, then a controlled affiliate of GSO will be entitled to appoint a majority of the members of the board of directors of SN UnSub General Partner and may cause a sale of the assets or equity of SN UnSub in order to redeem the SN UnSub Preferred Units. The SN UnSub Preferred Units issued in March 2017 are accounted for as mezzanine equity in the consolidated balance sheet consisting of the following as of March 31, 2017(in thousands): March 31, 2017 Mezzanine equity beginning balance $ — Private placement of SN UnSub Preferred Units 500,000 Discount (97,781) Amortization of Discount 1,710 Dividends Accrued 4,167 Dividends paid (4,167) Total mezzanine equity $ 403,929 Earnings (Loss) Per Share— The following table shows the computation of basic and diluted net loss per share for the three months ended March 31, 2017 and 2016 (in thousands, except per share amounts): Three Months Ended March 31, 2017 2016 Net income (loss) per common share - diluted $ 9,702 $ (65,774) Less: Preferred stock dividends (3,987) (3,987) Preferred unit dividends and distributions (16,466) — Preferred unit amortization (1,710) — Net loss allocable to participating securities (1)(2) — — Net loss attributable to common stockholders $ (12,461) $ (69,761) Weighted average number of unrestricted outstanding common shares used to calculate basic net loss per share 69,659 58,099 Dilutive shares (3)(4) — — Denominator for diluted earnings (loss) per common share 69,659 58,099 Net loss per common share - basic and diluted $ (0.18) $ (1.20) (1) The Company’s restricted shares of common stock are participating securities. (2) For the three months ended March 31, 2017 and 2016, no losses were allocated to participating restricted stock because such securities do not have a contractual obligation to share in the Company’s losses. (3) The three months ended March 31, 2017 excludes 1,477,299 shares of weighted average restricted stock and 12,520,179 shares of common stock resulting from an assumed conversion of the Series A Preferred Stock and Series B Preferred Stock from the calculation of the denominator for diluted earnings per common share as these shares were anti-dilutive. (4) The three months ended March 31, 2016 excludes 685,597 shares of weighted average restricted stock and 12,520,179 shares of common stock resulting from an assumed conversion of the Series A Preferred Stock and Series B Preferred Stock from the calculation of the denominator for diluted earnings per common share as these shares were anti-dilutive.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2017
Stock-Based Compensation
Stock-Based Compensation	Note 14. Stock‑Based Compensation At the Annual Meeting of Stockholders of the Company held on May 24, 2016 (“2016 Annual Meeting”), the Company’s stockholders approved the Sanchez Energy Corporation Third Amended and Restated 2011 Long Term Incentive Plan (the “LTIP”). The Board had previously approved the LTIP on May 21, 2016, subject to stockholder approval. The Company’s directors and consultants as well as employees of the Sanchez Group who provide services to the Company are eligible to participate in the LTIP. Awards to participants may be made in the form of stock options, stock appreciation rights, restricted shares, phantom stock, other stock-based awards or stock awards, or any combination thereof. The maximum shares of common stock that may be delivered with respect to awards under the LTIP shall be (i) 17,239,790 shares plus (ii) upon the issuance of additional shares of common stock from time to time after April 1, 2016, an automatic increase equal to the lesser of (A) 15% of such issuance of additional shares of common stock and (B) such lesser number of shares of common stock as determined by the Board or Compensation Committee; provided, however, shares withheld to satisfy tax withholding obligations are not considered to be delivered under the LTIP. If any award is forfeited, cancelled, exercised, paid, or otherwise terminates or expires without the actual delivery of shares of common stock pursuant to such award (the grant of restricted stock is not a delivery of shares of common stock for this purpose), the shares of common stock subject to such award shall again be available for awards under the LTIP. There shall not be any limitation on the number of awards that may be paid in cash. Any shares delivered pursuant to an award shall consist, in whole or in part, of shares of common stock newly issued by the Company, shares of common stock acquired in the open market, from any affiliate of the Company, or any combination of the foregoing, as determined by the Board or Compensation Committee in its discretion. The LTIP is administered by the Compensation Committee of the Board as appointed by the Board. The Board may terminate or amend the LTIP at any time with respect to any shares for which a grant has not yet been made. The Board has the right to alter or amend the LTIP or any part of the LTIP from time to time, including increasing the number of shares that may be granted, subject to stockholder approval as may be required by the exchange upon which the shares of common stock are listed at that time, if any. No change may be made in any outstanding grant that would materially reduce the benefits of the participant without the consent of the participant. The LTIP will expire upon its termination by the Board or, if earlier, when no shares remain available under the LTIP for awards. Upon termination of the LTIP, awards then outstanding will continue pursuant to the terms of their grants. The Company records stock-based compensation expense for awards granted to its directors (for their services as directors) in accordance with the provisions of ASC 718, “Compensation—Stock Compensation.” Stock-based compensation expense for these awards is based on the grant-date fair value and recognized over the vesting period using the straight-line method. Awards granted to employees of the Sanchez Group (including those employees of the Sanchez Group who also serve as the Company’s officers) and consultants in exchange for services are considered awards to non-employees and the Company records stock-based compensation expense for these awards at fair value in accordance with the provisions of ASC 505-50, “Equity-Based Payments to Non-Employees.” For awards granted to non-employees, the Company records compensation expenses equal to the fair value of the stock-based award at the measurement date, which is determined to be the earlier of the performance commitment date or the service completion date. Compensation expense for unvested awards to non-employees is revalued at each period end and is amortized over the vesting period of the stock-based award. Stock-based payments are measured based on the fair value of the equity instruments granted, as it is more determinable than the value of the services rendered. For the restricted stock awards granted to non-employees, stock-based compensation expense is based on fair value re-measured at each reporting period and recognized over the vesting period using the straight-line method. Compensation expense for these awards will be revalued at each period end until vested. During the three months ended March 31, 2017, the Company issued approximately 1.8 million shares of restricted common stock pursuant to the LTIP to certain employees (including the Company’s officers) and consultants of SOG, with whom the Company has a services agreement. The majority of these shares of restricted common stock vest in equal annual amounts over a three-year period. In February 2016 and April 2016, the Compensation Committee approved several new forms of agreement for use in equity awards pursuant to the LTIP. The new forms of agreements consist of two new forms of restricted stock award agreements, one of which provides for vesting in equal annual increments over a three year period from the grant date (the “Grant Date”) and the other of which provides for cliff vesting five years after the Grant Date or earlier if the common stock closing price equals or exceeds certain benchmarks as set forth in the form of agreement (the “Performance Accelerated Restricted Stock” or “PARS”), and two new forms of phantom stock agreements payable only in cash, one of which provides for vesting in equal annual increments over a three year period from the Grant Date (the “Phantom Stock”) and the other of which provides for cliff vesting five years after the Grant Date or earlier if the Company’s common stock closing price equals or exceeds certain benchmarks as set forth in the form of agreement (the “Performance Accelerated Phantom Stock” or “PAPS”). The PARS, PAPS and Phantom Stock awards granted to certain employees of the Sanchez Group (including those employees of the Sanchez Group who also serve as the Company’s officers) and consultants in exchange for services are considered awards to non-employees and the Company records stock-based compensation expense for these awards at fair value in accordance with the provisions of ASC 718, “Compensation – Stock Compensation.” In accordance with the guidance, the inclusion of market performance acceleration conditions does not change the accounting classification as compared to the restricted stock without market performance acceleration conditions, as both are still classified as equity within the Company’s balance sheet. The Phantom Stock awards are required to be settled in cash by the Company and, per the guidance, should be classified as a liability. Compensation expense for the unvested awards is revalued at each period end and is amortized over the vesting period of the stock-based award using the straight-line method. During the three months ended March 31, 2017, the Company issued approximately 1.8 million shares of Phantom Stock pursuant to the LTIP to certain employees of SOG (including the Company’s officers), with whom the Company has a services agreement. Approximately 0.9 million shares vest in equal annual amounts over a three-year period and the remaining 0.9 million shares vest in equal annual amounts over a four-year and five-year period. On March 1, 2017, the Company’s Chief Executive Officer, Executive Chairman of the Board, President, and Chief Operating Officer entered into a new form of agreement for use in equity awards pursuant to the LTIP, for 245,234 target shares of the Company’s common stock, 245,234 target shares of the Company’s common stock, 245,234 target shares of the Company’s common stock, and 81,745 target shares of the Company’s common stock, respectively. The new form of agreement is a performance phantom stock agreement payable in shares of common stock (the “Performance Phantom Stock Agreement”). The phantom shares granted under the Performance Phantom Stock Agreement will vest (if any) in equal annual increments over a five-year period ranging from 0% to 200% of the target phantom shares granted based on the Company’s share price appreciation relative to the share price appreciation of the S&P Oil & Gas Exploration & Production Select Industry Index for each year in the five-year performance period beginning on January 1, 2017 and ending on December 31, 2021, subject each officer’s continuous service with the Company through each vesting date. The performance awards granted pursuant to the Performance Phantom Stock Agreement (the “Performance Awards”) granted in exchange for services are considered awards to non-employees and the Company records stock-based compensation expense for these awards at fair value in accordance with the provisions of ASC 718, “Compensation – Stock Compensation.” In accordance with the guidance, the Performance Awards are classified as equity within the Company’s balance sheet, as they are settled in shares of the Company’s common stock. The Performance Awards have graded-vesting features and as such, the compensation expense for the unvested awards is calculated using the graded-vesting method whereby the Company recognizes compensation expense over the requisite service period for each separately vesting tranche of the award as though they were, in substance, multiple awards. In addition, the estimated value of each tranche will be revalued at each period end and amortized over the vesting period. The Company recognized the following stock-based compensation expense (in thousands) which is included in general and administrative expense in the condensed consolidated statements of operations: Three Months Ended March 31, 2017 2016 Restricted stock awards, directors $ 282 $ 232 Restricted stock awards, non-employees 11,265 2,576 Performance awards 544 — Phantom stock awards 10,941 536 Total stock-based compensation expense $ 23,032 $ 3,344 Based on the $9.54 per share closing price of the Company’s common stock on March 31, 2017, there was approximately $35.3 million of unrecognized compensation cost related to the non‑vested restricted shares outstanding. The cost is expected to be recognized over an average period of approximately 2.73 years. Based on the $9.54 per share closing price of the Company’s common stock on March 31, 2017, there was approximately $1.6 million of unrecognized compensation cost related to the non‑vested PARS restricted shares outstanding. The cost is expected to be recognized over an average period of approximately 3.85 years. Based on the $9.54 per share closing price of the Company’s common stock on March 31, 2017, there was approximately $33.7 million of unrecognized compensation cost related to the non‑vested PAPS and Phantom Stock award shares outstanding. The cost is expected to be recognized over an average period of approximately 3.10 years. Based on the estimated per share price of the Performance Awards on March 31, 2017, there was approximately $12.3 million of unrecognized compensation cost related to the Performance Awards. The cost is estimated to be recognized over a weighted average period of approximately 2.63 years. A summary of the status of the non-vested shares for the three months ended March 31, 2017 and 2016 is presented below (in thousands): Three Months Ended March 31, 2017 2016 Non-vested common stock, beginning of period 6,527 4,426 Granted 1,794 3,096 Vested (2,349) (1,107) Forfeited — (363) Non-vested common stock, end of period 5,971 6,052 As of March 31, 2017, approximately 7.5 million shares remain available for future issuance to participants under the LTIP. A summary of the status of the non‑vested Phantom Stock shares and PAPS as of March 31, 2017 is presented below (in thousands, except per share amounts): Three Months Ended March 31, 2017 2016 Non-vested phantom stock, beginning of period 3,912 1,758 Granted 1,795 1,966 Vested (1,117) (692) Forfeited — (313) Non-vested phantom stock, end of period 4,590 2,719

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2017
Income Taxes
Income Taxes	Note 15. Income Taxes The Company used a year-to-date effective tax rate method for recording income taxes for the three-month periods ended March 31, 2017 and 2016. This method is based on our expectations at March 31, 2017 and 2016 that a small change in our estimated ordinary income could result in a large change in the estimated annual effective tax rate. We will use this method each quarter until such time a return to the annualized effective tax rate method is deemed appropriate. The Company's effective tax rate for the three months ended March 31, 2017 and 2016 was (10.9)% and 0%, respectively. The Company’s effective tax rate of (10.9)% for the three months ended March 31, 2017 is primarily related to the recording of certain deferred tax liabilities associated with the Comanche Acquisition that were recorded directly to equity, whereas the correlating movement in the valuation allowance was required to run through income tax expense. The difference between the statutory federal income taxes calculated using a U.S. Federal statutory corporate income tax rate of 35% and the Company’s effective tax rate of 0% for the three months ended March 31, 2016 is primarily related to the valuation allowance on deferred tax assets. The Company provides for deferred income taxes on the difference between the tax basis of an asset or liability and its carrying amount in the financial statements in accordance with authoritative guidance for accounting for income taxes. This difference will result in taxable income or deductions in future years when the reported amount of the asset or liability is recovered or settled, respectively. In recording deferred income tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred income tax assets will be realized. The ultimate realization of deferred income tax assets is dependent upon the generation of future taxable income during the periods in which those deferred income tax assets would be deductible. The Company believes that after considering all the available objective evidence, both positive and negative, historical and prospective, with greater weight given to historical evidence, management is not able to determine that it is more likely than not that the deferred tax assets will be realized and, therefore, has established a valuation allowance to reduce the deferred tax assets as of March 31, 2017. Due to the Comanche Acquisition, the Company has a separate filing obligation that generates a deferred tax liability of approximately $0.1 million that cannot be taken into account for purposes of the valuation allowance. The Company will continue to assess the valuation allowance against deferred tax assets considering all available information obtained in future reporting periods. At March 31, 2017, the Company had no material uncertain tax positions.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies
Commitments and Contingencies	Note 16. Commitments and Contingencies Litigation From time to time, the Company may be involved in lawsuits that arise in the normal course of its business. We are not aware of any material governmental proceedings against us or contemplated to be brought against us. On December 4, 2013, and December 16, 2013, three derivative actions were filed in the Court of Chancery of the State of Delaware against the Company, certain of its officers and directors, Sanchez Resources, Altpoint Capital Partners LLC and Altpoint Sanchez Holdings, LLC (Friedman v. A.R. Sanchez, Jr. et al., No. 9158; City of Roseville Employees’ Retirement System v. A.R. Sanchez, Jr. et al., No. 9132; and Delaware County Employees Retirement Fund v. A.R. Sanchez, Jr. et al., No. 9165 (collectively, the ‘‘Consolidated Derivative Actions’’)). On December 20, 2013, the Consolidated Derivative Actions were consolidated, co-lead counsel for the plaintiffs was appointed and the plaintiffs were ordered to file an amended consolidated complaint (In re Sanchez Energy Derivative Litigation, Consolidated C.A. No. 9132-VCG, hereinafter, the “Delaware Derivative Action”). On January 28, 2014, a verified consolidated stockholder derivative complaint was filed. The Consolidated Derivative Actions concern the Company’s purchase of working interests in the TMS from SR Acquisition I, LLC (“SR”). Plaintiffs alleged breaches of fiduciary duty against the individual defendants as directors of the Company; breaches of fiduciary duty against Antonio R. Sanchez, III as an executive director of the Company; aiding and abetting breaches of fiduciary duty against SR, Eduardo Sanchez, Altpoint Capital Partners LLC and Altpoint Sanchez Holdings, LLC; and unjust enrichment against A.R. Sanchez, Jr. and Antonio R. Sanchez, III. All of the defendants filed a motion to dismiss on April 1, 2014, which was granted by the Court of Chancery on November 25, 2014. On October 2, 2015, the Delaware Supreme Court reversed the motions to dismiss and remanded the case to the Court of Chancery of the State of Delaware for further proceedings. The Consolidated Derivative Actions are currently in the late stages of discovery. A mediation in connection with the matter was held on July 7, 2016. Settlement negotiations are currently ongoing. At the present time, the Company is unable to reasonably predict an outcome or to reasonably estimate a range of possible loss. On January 9, 2014, a derivative action was filed in 333rd district court in Harris County, Texas against the Company and certain of its officers and directors, styled Martin v. Sanchez, No. 2014-01028 (333rd Dist. Harris County, Texas). The complaint alleged a breach of fiduciary duty, corporate waste and unjust enrichment against various officers and directors. No action has been taken to date and damages are unspecified. On March 14, 2014, this action was stayed following a ruling on the motion to dismiss in the Delaware Derivative Action. After the motions to dismiss were granted in the Delaware Derivative Action, the parties entered into another agreed stay pending the appeal of the Delaware Derivative Action to the Delaware Supreme Court. This stay was entered by the court on February 5, 2015. This action is in its preliminary stages, and the Company is unable to reasonably predict an outcome or to estimate a range of reasonably possible loss. Defendants believe that the allegations contained in the matters described above are without merit and intend to vigorously defend themselves against the claims raised. Catarina Drilling Obligation In connection with the Catarina Acquisition, the 77,000 acres of undeveloped acreage that were included in the acquisition are subject to a continuous drilling obligation. Such drilling obligation requires us to drill (i) 50 wells in each annual period commencing on July 1, 2014 and (ii) at least one well in any consecutive 120-day period in order to maintain rights to any future undeveloped acreage. Up to 30 wells drilled in excess of the minimum 50 wells in a given annual period can be carried over to satisfy part of the 50 well requirement in the subsequent annual period on a well-for-well basis. The lease also created a customary security interest in the production therefrom in order to secure royalty payments to the lessor and other lease obligations. Our current capital budget and plans include the drilling of at least the minimum number of wells required to maintain access to such undeveloped acreage. Comanche Drilling Obligation In connection with the Comanche Acquisition, we, through our subsidiaries, SN Maverick and SN UnSub, and Gavilan, entered into a development agreement with Anadarko. The development agreement requires us to drill 60 wells in each annual period commencing on September 1, 2017 and continuing thereafter until September 1, 2022. The development agreement permits up to 30 wells drilled in excess of the annual 60 well requirement to be carried over to satisfy part of the 60 well requirement in the subsequent annual period on a well-for-well basis. The development agreement contains a parent guarantee of the performance of SN Maverick and SN UnSub. I f we fail to complete and equip the required number of wells in a given year (after applying any qualifying additional wells from previous years), we and Gavilan must pay Anadarko E&P Onshore, LLC a default fee of $200,000 for each well we failed to timely complete and equip. Our current capital budget and plans include the drilling of at least the minimum number of wells required to maintain access to such undeveloped acreage. Lease Payment Obligations As of March 31, 2017, the Company had $245.0 million in lease payment obligations that satisfy operating lease criteria. These obligations include: (i) $148.3 million in payments due with respect to firm commitment of oil and natural gas volumes under the gathering agreement contract signed with SPP as part of the Western Catarina Midstream Divestiture that commenced on October 14, 2015 and continues until October 13, 2020, (ii) $85.1 million for corporate and field office leases with expiration dates through March 2025, (iii) $6.2 million for a ground lease agreement for land owned by the Calhoun Port Authority that commenced during the third quarter of 2014 and has an expiration date in August 2024, and (iv) $5.4 million for a 10 year acreage lease agreement for a promotional ranch managed by the Company in Kenedy County, Texas. The Company’s ground lease with the Calhoun Port Authority is terminable upon 180 days written notice by the Company to the lessor in addition to a $1 million termination payment. SPP has an option to acquire the lease. See Note 11, “Related Party Transactions.” The lease agreement for the acreage in Kenedy County, Texas includes a contractual requirement for the Company to spend a minimum of $4 million to make permanent improvements over the ten year life of the lease. The lease agreement does not specify the timing for such improvements to be made within the lease term. The Company has the right to terminate the lease obligation without penalty at any time with nine months advanced written notice and payment of any accrued leasehold expenses.

Subsidiary Guarantors

Subsidiary Guarantors	3 Months Ended
	Mar. 31, 2017
Subsidiary Guarantors
Subsidiary Guarantors	Note 17. Subsidiary Guarantors The Company filed registration statements on Form S-3 with the SEC, which became effective January 14, 2013, June 11, 2014 and April 25, 2016 and registered, among other securities, debt securities. The subsidiaries of the Company named therein are co-registrants with the Company, and the registration statement registered guarantees of debt securities by such subsidiaries. As of March 31, 2017, such subsidiaries are 100 percent owned by the Company and any guarantees by these subsidiaries will be full and unconditional (except for customary release provisions). In the event that more than one of these subsidiaries provide guarantees of any debt securities issued by the Company, such guarantees will constitute joint and several obligations. The Company also filed a registration statement on Form S-4 with the SEC, which became effective on June 20, 2014, pursuant to which the Company completed an offering of the 7.75% Notes, which are guaranteed by its subsidiaries named therein. As of March 31, 2017, such guarantor subsidiaries are 100 percent owned by the Company and the guarantees by these subsidiaries are full and unconditional (except for customary release provisions) and are joint and several. The Company also filed a registration statement on Form S-4 with the SEC, which became effective on January 23, 2015, pursuant to which the Company completed an offering of the 6.125% Notes, which are guaranteed by its subsidiaries named therein. As of March 31, 2017, such guarantor subsidiaries are 100 percent owned by the Company and the guarantees by these subsidiaries are full and unconditional (except for customary release provisions) and are joint and several. The rules of Regulation S-X Rule 3-10 require that condensed consolidating financial information be provided for a subsidiary that has guaranteed the debt of a registrant issued in a public offering, where the guarantee is full, unconditional and joint and several and where the voting interest of the subsidiary is 100% owned by the registrant. See Note 18, “Condensed Consolidating Financial Information” for further discussion regarding the condensed consolidating financial information for guarantor and non-guarantor subsidiaries. The Company has no assets or operations independent of its subsidiaries and there are no significant restrictions upon the ability of its subsidiaries to distribute funds to the Company.

Condensed Consolidating Financi

Condensed Consolidating Financial Information	3 Months Ended
	Mar. 31, 2017
Condensed Consolidating Financial Information
Condensed Consolidating Financial Information	Not Note 18. Condensed Consolidating Financial Information As noted above, the rules of the SEC require that condensed consolidating financial information be provided for a subsidiary that has guaranteed the debt of a registrant issued in a public offering, where the guarantee is full, unconditional and joint and several and where the voting interest of the subsidiary is 100% owned by the registrant. The Company is, therefore, presenting condensed consolidating financial information on a parent company, combined guarantor subsidiaries, combined non-guarantor subsidiaries and consolidated basis (in thousands) and should be read in conjunction with the consolidated financial statements. The financial information may not necessarily be indicative of results of operations, cash flows, or financial position had such guarantor subsidiaries operated as independent entities. Investments in subsidiaries are accounted for by the respective parent company using the equity method for purposes of this presentation. Results of operations of subsidiaries are, therefore, reflected in the parent company’s investment accounts and earnings. The principal elimination entries set forth below eliminate investments in subsidiaries and intercompany balances and transactions. Typically in a condensed consolidating financial statement, the net income and equity of the parent company equals the net income and equity of the consolidated entity. March 31, 2017 Assets Parent Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Consolidated Total current assets $ 427,486 $ 34,803 $ 94,588 $ (355,450) $ 201,427 Total oil and natural gas properties, net 671 1,043,685 731,072 - 1,775,428 Investment in subsidiaries 959,302 - - (959,302) - Other assets 26,283 17,852 57,570 - 101,705 Total Assets $ 1,413,742 $ 1,096,340 $ 883,230 $ (1,314,752) $ 2,078,560 Liabilities and Shareholders' Equity Current liabilities $ 117,260 $ 243,408 $ 167,243 $ (355,449) $ 172,462 Long-term liabilities 1,760,492 25,768 197,411 - 1,983,671 Mezzanine equity - - 403,929 - 403,929 Total shareholders' equity (deficit) (464,010) 827,164 114,647 (959,303) (481,502) Total Liabilities and Shareholders' Equity (deficit) $ 1,413,742 $ 1,096,340 $ 883,230 $ (1,314,752) $ 2,078,560 December 31, 2016 Assets Parent Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Consolidated Total current assets $ 428,384 $ 157,154 $ 158,589 $ (181,322) $ 562,805 Total oil and natural gas properties, net - 658,588 - - 658,588 Investment in subsidiaries 734,704 - - (734,704) - Other assets 14,376 15,221 35,290 - 64,887 Total Assets $ 1,177,464 $ 830,963 $ 193,879 $ (916,026) $ 1,286,280 Liabilities and Shareholders' Equity Current liabilities $ 109,539 $ 78,344 $ 170,435 $ (181,321) $ 176,997 Long-term liabilities 1,764,064 25,087 16,273 (1) 1,805,423 Total shareholders' equity (deficit) (696,139) 727,532 7,171 (734,704) (696,140) Total Liabilities and Shareholders' Equity (deficit) $ 1,177,464 $ 830,963 $ 193,879 $ (916,026) $ 1,286,280 Three Months Ended March 31, 2017 Parent Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Consolidated Total revenues $ - $ 111,828 $ 22,015 $ - $ 133,843 Total operating costs and expenses 64,572 62,336 21,012 (500) 147,420 Other income (expense) (11,236) 5,479 28,148 (65) 22,326 Income (loss) before income taxes $ (75,808) $ 54,971 $ 29,151 $ 435 $ 8,749 Income tax expense (benefit) (1,190) - 237 - (953) Equity in income (loss) of subsidiaries 83,634 435 - (84,069) - Net income (loss) $ 9,016 $ 55,406 $ 28,914 $ (83,634) $ 9,702 Three Months Ended March 31, 2016 Parent Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Consolidated Total revenues $ - $ 79,816 $ - $ - $ 79,816 Total operating costs and expenses 19,684 117,002 479 - 137,165 Other income (expense) (8,524) (413) 512 - (8,425) Income (loss) before income taxes $ (28,208) $ (37,599) $ 33 $ - $ (65,774) Income tax expense (benefit) - - - - - Equity in income (loss) of subsidiaries (37,566) - - 37,566 - Net income (loss) $ (65,774) $ (37,599) $ 33 $ 37,566 $ (65,774) Three Months Ended March 31, 2017 Parent Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ (96,053) $ 62,317 $ 20,400 $ - $ (13,336) Net cash provided by (used in) investing activities (297,242) (370,205) (750,065) 289,751 (1,127,761) Net cash provided by (used in) financing activities 109,661 307,888 635,967 (289,751) 763,765 Net increase (decrease) in cash and cash equivalents $ (283,634) $ - $ (93,698) $ - $ (377,332) Cash and cash equivalents, beginning of period 343,941 - 157,976 - 501,917 Cash and cash equivalents, end of period $ 60,307 $ - $ 64,278 $ - $ 124,585 Three Months Ended March 31, 2016 Parent Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ 5,512 $ 20,620 $ (188) $ - $ 25,944 Net cash provided by (used in) investing activities (143,077) (85,767) (5,224) 142,849 (91,219) Net cash provided by (used in) financing activities (7,552) 65,147 77,702 (142,849) (7,552) Net increase (decrease) in cash and cash equivalents $ (145,117) $ - $ 72,290 $ - $ (72,827) Cash and cash equivalents, beginning of period 434,933 - 115 - 435,048 Cash and cash equivalents, end of period $ 289,816 $ - $ 72,405 $ - $ 362,221

Variable Interest Entities

Variable Interest Entities	3 Months Ended
	Mar. 31, 2017
Variable Interest Entities
Variable Interest Entities	Note 19. Variable Interest Entities During the first quarter of 2016, the Company adopted ASU 2015-02, “Consolidation—Amendments to the Consolidation Analysis,” which introduces a separate analysis for determining if limited partnerships and similar entities are variable interest entities (“VIEs”) and clarifies the steps a reporting entity would have to take to determine whether the voting rights of stockholders in a corporation or similar entity are substantive. As noted above in Note 8, “Investments,” the Company, via SN Catarina, purchased from a subsidiary of Targa a 10% undivided interest in the SOII Facility. The Company determined that ownership in the SOII Facility is more similar to limited partnerships than corporations. Under the revised guidance of ASU 2015-02, a limited partnership or similar entity with equity at risk will not be a VIE if they are able to exercise kick-out rights over the general partner(s) or they are able to exercise substantive participating rights. We concluded that the investment in SOII Facility is a VIE under the revised guidance because we cannot remove Targa as operator and we do not have substantive participating rights. In addition, Targa has the discretion to direct activities of the VIE regarding the risks associated with price, operations, and capital investment which have the most significant impact on the VIE economic performance. The Company’s investment in SOII Facility represent a VIE that could expose the Company to losses. The amount of losses the Company could be exposed to from the investment in the SOII Facility is limited to the equity in the investment at any point in time. As of March 31, 2017, the Company had invested approximately $12.5 million in the SOII Facility. As of March 31, 2017, no debt has been incurred by the SOII Facility. The Company is accounting for this VIE as an equity method investment and determined that Targa is the primary beneficiary of the VIE as Targa is the operator of the SOII Facility and has the most influence with respect to the normal day-to-day operating decisions of the facilities. We have included this VIE in the “Other Assets - Investments” long-term asset line on the balance sheet. As noted above in Note 8, “Investments,” in November 2016, the Company purchased common units of SPP for $25.0 million as part of a private equity issuance. Rather than accounting for the investment under the equity method, the Company elected the fair value option to account for its interest in SPP. The Company’s investment in SPP represents a VIE that could expose the Company to losses limited to the equity in the investment at any point in time. The carrying amounts of the investment in SPP and the Company’s maximum exposure to loss as of March 31, 2017, was approximately $35.7 million. Below is a tabular comparison of the carrying amounts of the assets and liabilities of the VIE and the Company’s maximum exposure to loss as of March 31, 2017 and December 31, 2016 (in thousands): March 31, December 31, 2017 2016 Beginning Balance $ 39,656 $ 37,527 Earnings in equity investments 124 311 Gain (loss) from change in fair value of investment in SPP 8,864 1,818 Equity in equity investments $ 48,644 $ 39,656 March 31, December 31, 2017 2016 Equity in equity investments $ 48,644 $ 39,656 Guarantees of capital investments — — Maximum exposure to loss $ 48,644 $ 39,656

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2017
Subsequent Events.
Subsequent Events	Note 20. Subsequent Events On April 3, 2017, dividends declared by the Board and accrued for the period from January 1 to March 31, 2017 for the Series A Preferred Stock and Series B Preferred Stock were paid with the Company’s common stock. On April 13, 2017, the Company completed the third and final closing on the Cotulla Disposition described above in Note 3, “Acquisitions and Divestitures.” To date, the Company has received aggregate consideration of approximately $170.3 million, subject to customary post-closing adjustments. We expect to record a gain on the final closing of approximately $7.1 million. On April 18, 2017, the Company, together with subsidiary guarantors of the Company and Royal Bank of Canada as the administrative agent, entered into an eighth amendment to the Second Amended and Restated Credit Agreement (the “Eight Amendment”). The Eighth Amendment to the Second Amended and Restated Credit Agreement, among other things, amended the Second Amended and Restated Credit Agreement and its exhibits and schedules to (a) reflect the formation of additional restricted subsidiaries and unrestricted subsidiaries, (b) change certain covenant baskets, decrease or eliminate certain other baskets primarily related to repurchases of securities, and revise the limitations on swap agreements, (c) update certain schedules to the Second Amended and Restated Credit Agreement, and (d) provide for other technical amendments, clarifications and corrections. In addition, the administrative agent notified the Company that the borrowing base has been reaffirmed at $350.0 million effective as of April 19, 2017. The aggregate elected commitment amount remained unchanged at $300.0 million. On May 8, 2017, the borrowing base of the SN UnSub Credit Agreement was reaffirmed at $330.0 million in conjunction with the spring redetermination.

Basis of Presentation and Sum29

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2017
Basis of Presentation and Summary of Significant Accounting Policies
Earnings per Share	Earnings per Share Basic net income (loss) per common share are computed using the two-class method. The two-class method is required for those entities that have participating securities. The two-class method is an earnings allocation formula that determines net income (loss) per share for participating securities according to dividends declared (or accumulated) and participation rights in undistributed earnings. The Company’s restricted shares of common stock (see Note 14, “Stock‑Based Compensation”) are participating securities under Accounting Standards Codification (“ASC”) 260, “Earnings per Share,” because they may participate in undistributed earnings with common stock. Participating securities do not have a contractual obligation to share in the Company’s losses. Therefore, in periods of net loss, no portion of the loss is allocated to participating securities. To determine net income (loss) allocated to each class of ownership (common equity and SN UnSub Preferred Units), we first allocated net income (loss) in accordance with the amount of distributions made for the period by each class, if any. Distributions declared and paid in the period are treated as distributed earnings in the computation of earnings per common share even though cash distributions are not necessarily derived from current or prior period earnings. The remaining net income (loss) was allocated to each class in proportion to the class weighted average number of shares outstanding for the period, as compared to the weighted average number of shares for all classes for the period. Diluted net income (loss) per common share reflect the dilutive effects of the participating securities using the two-class method or the treasury stock method, whichever is more dilutive. They also reflect the effects of the potential conversion of the Company’s Series A and Series B Preferred Stock (as defined below) using the if‑converted method, if the effect is dilutive.
Principles of Consolidation	Principles of Consolidation The Company’s condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated.
Use of Estimates	Use of Estimates The condensed consolidated financial statements are prepared in conformity with U.S. GAAP, which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant estimates pertain to proved oil and natural gas reserves and related cash flow estimates used in the calculation of depletion and impairment of oil and natural gas properties, the evaluation of unproved properties for impairment, the fair value of commodity derivative contracts, embedded derivatives and asset retirement obligations, accrued oil and natural gas revenues and expenses and the allocation of general and administrative expenses. Actual results could differ materially from those estimates.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-01 “Business Combinations (Topic 805) - Clarifying the Definition of a Business,” which provides a new framework for determining whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This ASU is effective for public business entities for annual and interim periods in fiscal years beginning after December 15, 2017. Early adoption is permitted, and the Company is currently in the process of evaluating the impact of adoption of this guidance on its consolidated financial statements. In November 2016, the FASB issued ASU 2016-18 “Statement of Cash Flows (Topic 230): Restricted Cash,” which requires companies to include cash and cash equivalents that have restrictions on withdrawal or use in total cash and cash equivalents on the statement of cash flows. This ASU is effective for public business entities for annual and interim periods in fiscal years beginning after December 15, 2017. Early adoption is permitted, and the Company is currently in the process of evaluating the impact of adoption of this guidance on its consolidated financial statements. In October 2016, the FASB issued ASU 2016-16 “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory,” which eliminates a current exception in U.S. GAAP to the recognition of the income tax effects of temporary differences that result from intra-entity transfers of non-inventory assets. The intra-entity exception is being eliminated under the ASU. The standard is required to be applied on a modified retrospective basis and will be effective beginning with the first quarter of 2018. Early adoption is permitted, and the Company is currently in the process of evaluating the impact of adoption of this guidance on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15 “Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments”. This ASU is intended to clarify the presentation of cash receipts and payments in specific situations. The amendments in this ASU are effective for financial statements issued for annual periods beginning after December 15, 2017, including interim periods within those annual periods, and early application is permitted. The Company does not anticipate that ASU 2016-15 will have a material effect on its consolidated and condensed financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-09 “Improvements to Employee Share-Based Payment Accounting,” effective for annual and interim periods for public companies beginning after December 15, 2016. ASU 2016-09 changes several aspects of the accounting for share-based payment award transactions including accounting for income taxes, classification of excess tax benefits on the statement of cash flows, forfeitures, minimum statutory tax withholding requirements and classification of employee taxes paid on the statement of cash flows when an employer withholds shares for tax-withholding purposes. The Company adopted ASU 2016-09 as of the quarter ended March 31, 2017 on a retrospective basis. Adoption of this guidance affected the statement of cash flows as of March 31, 2016 as follows (in thousands): Increase in net cash provided by operating activities of approximately $1,807 Increase in net cash used in financing activities of approximately $1,807 In February 2016, the FASB issued ASU No. 2016-02 “Leases (Topic 842),” effective for annual and interim periods for public companies beginning after December 15, 2018, with a modified retrospective approach to be used for implementation. The standard updates the previous lease guidance by requiring the recognition of a right-to-use asset and lease liability on the statement of financial position for all leases with lease terms of more than 12 months. The lease liability represents the discounted obligation to make future minimum lease payments and corresponding right-of-use asset on the balance sheet for most leases. Recognition, measurement and presentation of expenses and cash flows arising from a lease will depend on classification as a finance or operating lease. The Company has several operating leases as further discussed in Note 16, “Commitments and Contingencies,” which will be impacted by the new rules under this standard. The Company will not early adopt this standard, and will apply the revised lease rules for our interim and annual reporting periods starting January 1, 2019. The Company is currently evaluating the impact of these rules on its financial statements and has started the assessment process by evaluating the population of leases under the revised definition. The adoption of this standard will result in an increase in the assets and liabilities on the Company’s consolidated balance sheets. The quantitative impacts of the new standard are dependent on the leases in force at the time of adoption. As a result, the evaluation of the effect of the new standards will extend over future periods. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606).” In March, April, and May of 2016, the FASB issued rules clarifying several aspects of the new revenue recognition standard. The new guidance is effective for fiscal years and interim periods beginning after December 15, 2017. This guidance outlines a new, single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. This new revenue recognition model provides a five-step analysis in determining when and how revenue is recognized. The new model will require revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchange for those goods and services. The new standard also requires more detailed disclosures related to the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The Company will not early adopt the standard although early adoption is permitted. The Company is currently evaluating whether to apply the retrospective approach or modified retrospective approach with the cumulative effect recognized as of the date of initial application. The Company is currently evaluating the impact the standard is expected to have on its consolidated financial statements by evaluating current revenue streams and evaluating contracts under the revised standards.

Acquisitions and Divestitures (

Acquisitions and Divestitures (Tables)	3 Months Ended
	Mar. 31, 2017
Acquisitions and Divestitures
Schedule of total purchase price allocated to the assets purchased and liabilities assumed based upon their fair values on the date of acquisition	The total purchase price was allocated to the assets purchased and liabilities assumed based upon their fair values on the date of acquisition as follows (in thousands): Proved oil and natural gas properties $ 781,864 Unproved properties 262,677 Other assets acquired 2,751 Fair value of assets acquired 1,047,292 Asset retirement obligations (8,165) Fair value of net assets acquired $ 1,039,127
Schedule of unaudited pro forma combined statements of operations	Three months ended March 31, 2017 2016 Revenues $ 177,872 $ 145,307 Net income (loss) attributable to common stockholders $ (315,690) $ (358,058) Net income (loss) per common share, basic and diluted $ (3.82) $ (5.04)
Schedule of revenue and revenues in excess of direct operating expenses	. Direct operating expenses include lease operating expenses and production and ad valorem taxes (in thousands): Three months ended March 31, 2017 Revenues $ 22,104 Excess of revenues over direct operating expenses $ 10,869

Cash and Cash Equivalents (Tabl

Cash and Cash Equivalents (Tables)	3 Months Ended
	Mar. 31, 2017
Cash and Cash Equivalents
Schedule of cash and cash equivalents	As of March 31, 2017 and December 31, 2016, cash and cash equivalents consisted of the following (in thousands): March 31, December 31, 2017 2016 Cash at banks $ 56,030 $ 58,269 Money market funds 68,555 443,648 Total cash and cash equivalents $ 124,585 $ 501,917

Long-Term Debt (Tables)

Long-Term Debt (Tables)	3 Months Ended
	Mar. 31, 2017
Long-Term Debt
Schedule of long-term debt	Amount Outstanding (in thousands) as of March 31, December 31, Interest Rate Maturity date 2017 2016 Second Amended and Restated Credit Agreement Variable June 30, 2019 $ — $ — SN UnSub Credit Agreement Variable March 1, 2022 190,000 — 7.75% Notes 7.75% June 15, 2021 600,000 600,000 6.125% Notes 6.125% January 15, 2023 1,150,000 1,150,000 1,940,000 1,750,000 Unamortized discount on Additional 7.75% Notes (3,804) (4,030) Unamortized premium on Additional 6.125% Notes 1,562 1,629 Unamortized debt issuance costs (56,144) (34,832) Total long-term debt $ 1,881,614 $ 1,712,767
Schedule of interest expense	The components of interest expense are (in thousands): Three Months Ended March 31, 2017 2016 Interest on Senior Notes $ (29,234) $ (29,235) Interest on SN UnSub credit agreement (756) — Interest expense and commitment fees on credit agreement (379) (297) Amortization of debt issuance costs (2,497) (1,915) Amortization of discount on Additional 7.75% Notes (226) (226) Amortization of premium on Additional 6.125% Notes 67 67 Total interest expense $ (33,025) $ (31,606)

Derivative Instruments (Tables)

Derivative Instruments (Tables)	3 Months Ended
	Mar. 31, 2017
Derivatives Fair Value [Line Items]
Schedule of derivative positions	The following table presents derivative positions for the periods indicated as of March 31, 2017: April 1 - December 31, 2017 2018 2019 2020 Oil positions: Fixed-for-floating price swaps (NYMEX WTI): Hedged volume (Bbls) 4,348,000 3,475,000 3,149,000 381,000 Average price ($/Bbl) $ 53.08 $ 53.14 $ 51.91 $ 53.52 Collars (NYMEX WTI): Hedged volume (Bbls) 550,000 - - - Average long put price ($/Bbl) $ 45.00 $ - $ - $ - Average short call price ($/Bbl) $ 62.00 $ - $ - $ - Natural gas positions: Fixed-for-floating price swaps (NYMEX Henry Hub): Hedged volume (MMBtu) 40,994,500 59,912,500 17,644,000 2,361,000 Average price ($/MMBtu) $ 3.11 $ 3.05 $ 2.90 $ 2.82
Summary of balance sheet presentation of the Company's commodity derivatives	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 condensed consolidated balance sheets (in thousands): March 31, 2017 Gross Amounts Net Amounts Gross Amount Offset in the Presented in the of Recognized Consolidated Consolidated Assets and Liabilities Balance Sheets Balance Sheets Offsetting Derivative Assets: Current asset $ 12,678 $ (2,200) $ 10,478 Long-term asset 19,048 (690) 18,358 Total asset $ 31,726 $ (2,890) $ 28,836 Offsetting Derivative Liabilities: Current liability $ 19,259 $ (2,200) $ 17,059 Long-term liability 5,009 (690) 4,319 Total liability $ 24,268 $ (2,890) $ 21,378 December 31, 2016 Gross Amounts Net Amounts Gross Amount Offset in the Presented in the of Recognized Consolidated Consolidated Assets Balance Sheets Balance Sheets Offsetting Derivative Assets: Current asset $ 844 $ (844) $ — Long-term asset 1,426 (1,426) — Total asset $ 2,270 $ (2,270) $ — Offsetting Derivative Liabilities: Current liability $ 32,622 $ (844) $ 31,778 Long-term liability 4,662 (1,426) 3,236 Total liability $ 37,284 $ (2,270) $ 35,014
Commodity derivatives
Derivatives Fair Value [Line Items]
Schedule of reconciliation of the changes in fair value of the Company's commodity derivatives	The following table sets forth a reconciliation of the changes in fair value of the Company’s commodity derivatives for the three months ended March 31, 2017, and the year ended December 31, 2016 (in thousands): Three Months Ended Year Ended March 31, December 31, 2017 2016 Beginning fair value of commodity derivatives $ (35,014) $ 178,283 Net gains (losses) on crude oil derivatives 22,322 (47,389) Net gains (losses) on natural gas derivatives 16,560 (30,307) Net settlements on derivative contracts: Crude oil 74 (135,491) Natural gas 2,831 (24,657) Net premiums on derivative contracts: Crude oil — 24,547 Ending fair value of commodity derivatives $ 6,773 $ (35,014)
Embedded deivatives
Derivatives Fair Value [Line Items]
Schedule of reconciliation of the changes in fair value of the Company's commodity derivatives	The following table sets forth a reconciliation of the changes in fair value of the Company’s embedded derivatives for the quarter ended March 31, 2017 (in thousands): March 31, 2017 Beginning fair value of embedded derivatives $ — Initial fair value of embedded derivatives — Gain on embedded derivatives 685 Ending fair value of embedded derivatives $ 685

Fair Value of Financial Instr34

Fair Value of Financial Instruments (Tables)	3 Months Ended
	Mar. 31, 2017
Fair Value of Financial Instruments
Schedule of financial assets and liabilities measured at fair value on a recurring basis	The following tables set forth, by level within the fair value hierarchy, the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of March 31, 2017 and December 31, 2016 (in thousands): As of March 31, 2017 Active Market for Identical Observable Unobservable Total Assets Inputs Inputs Carrying (Level 1) (Level 2) (Level 3) Value Cash and cash equivalents: Money market funds $ 68,555 $ — $ — $ 68,555 Equity investment: Investment in SPP 35,682 — — 35,682 Oil derivative instruments: Swaps — 13,194 — 13,194 Collars — 339 — 339 Gas derivative instruments: Swaps — (6,761) — (6,761) Embedded derivative instruments: Embedded derivative instruments: — 685 — 685 Total $ 104,237 $ 7,457 $ — $ 111,694 As of December 31, 2016 Active Market for Identical Observable Unobservable Total Assets Inputs Inputs Carrying (Level 1) (Level 2) (Level 3) Value Cash and cash equivalents: Money market funds $ 443,648 $ — $ — $ 443,648 Equity investment: Investment in SPP 26,818 — — 26,818 Oil derivative instruments: Swaps — (8,291) — (8,291) Collars — (572) — (572) Gas derivative instruments: Swaps — (26,151) — (26,151) Total $ 470,466 $ (35,014) $ — $ 435,452

Asset Retirement Obligations (T

Asset Retirement Obligations (Tables)	3 Months Ended
	Mar. 31, 2017
Asset Retirement Obligations
Schedule of changes in asset retirement obligation	The changes in the asset retirement obligation for the three months ended March 31, 2017 and the year ended December 31, 2016 were as follows (in thousands): Three Months Ended Year Ended March 31, December 31, 2017 2016 Abandonment liability, beginning of period $ 25,087 $ 25,907 Liabilities incurred during period 499 1,492 Acquisitions 8,165 219 Divestitures (264) (4,433) Revisions (51) (172) Accretion expense 558 2,074 Abandonment liability, end of period $ 33,994 $ 25,087

Related Party Transactions (Tab

Related Party Transactions (Tables)	3 Months Ended
	Mar. 31, 2017
Related Party Transactions
Schedule of expenses allocated to the Company for general and administrative expenses	March 31, 2017 2016 Administrative fees $ 13,990 $ 12,084 Third-party expenses 1,532 3,084 Total included in general and administrative expenses $ 15,522 $ 15,168

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	3 Months Ended
	Mar. 31, 2017
Accrued Liabilities.
Summary of accrued liabilities	The following information summarizes accrued liabilities as of March 31, 2017 and December 31, 2016 (in thousands): March 31, December 31, 2017 2016 Capital expenditures $ 52,312 $ 35,154 Other: General and administrative costs 8,444 14,738 Production taxes 2,070 2,396 Ad valorem taxes 2,632 2,756 Lease operating expenses 28,543 23,942 Interest payable 28,513 34,266 Leasehold improvements 3,987 4,360 Total accrued liabilities $ 126,501 $ 117,612

Stockholders' Equity and Mezz38

Stockholders' Equity and Mezzanine Equity (Tables)	3 Months Ended
	Mar. 31, 2017
Stockholders' Equity and Mezzanine Equity
Preferred Units accounted for as mezzanine equity	The SN UnSub Preferred Units issued in March 2017 are accounted for as mezzanine equity in the consolidated balance sheet consisting of the following as of March 31, 2017(in thousands): March 31, 2017 Mezzanine equity beginning balance $ — Private placement of SN UnSub Preferred Units 500,000 Discount (97,781) Amortization of Discount 1,710 Dividends Accrued 4,167 Dividends paid (4,167) Total mezzanine equity $ 403,929
Schedule of computation of basic and diluted net earnings (loss) per share	The following table shows the computation of basic and diluted net loss per share for the three months ended March 31, 2017 and 2016 (in thousands, except per share amounts): Three Months Ended March 31, 2017 2016 Net income (loss) per common share - diluted $ 9,702 $ (65,774) Less: Preferred stock dividends (3,987) (3,987) Preferred unit dividends and distributions (16,466) — Preferred unit amortization (1,710) — Net loss allocable to participating securities (1)(2) — — Net loss attributable to common stockholders $ (12,461) $ (69,761) Weighted average number of unrestricted outstanding common shares used to calculate basic net loss per share 69,659 58,099 Dilutive shares (3)(4) — — Denominator for diluted earnings (loss) per common share 69,659 58,099 Net loss per common share - basic and diluted $ (0.18) $ (1.20) (1) The Company’s restricted shares of common stock are participating securities. (2) For the three months ended March 31, 2017 and 2016, no losses were allocated to participating restricted stock because such securities do not have a contractual obligation to share in the Company’s losses. (3) The three months ended March 31, 2017 excludes 1,477,299 shares of weighted average restricted stock and 12,520,179 shares of common stock resulting from an assumed conversion of the Series A Preferred Stock and Series B Preferred Stock from the calculation of the denominator for diluted earnings per common share as these shares were anti-dilutive. The three months ended March 31, 2016 excludes 685,597 shares of weighted average restricted stock and 12,520,179 shares of common stock resulting from an assumed conversion of the Series A Preferred Stock and Series B Preferred Stock from the calculation of the denominator for diluted earnings per common share as these shares were anti-dilutive.

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Schedule of stock-based compensation expense	The Company recognized the following stock-based compensation expense (in thousands) which is included in general and administrative expense in the condensed consolidated statements of operations: Three Months Ended March 31, 2017 2016 Restricted stock awards, directors $ 282 $ 232 Restricted stock awards, non-employees 11,265 2,576 Performance awards 544 — Phantom stock awards 10,941 536 Total stock-based compensation expense $ 23,032 $ 3,344
Summary of the status of the non-vested shares	A summary of the status of the non-vested shares for the three months ended March 31, 2017 and 2016 is presented below (in thousands): Three Months Ended March 31, 2017 2016 Non-vested common stock, beginning of period 6,527 4,426 Granted 1,794 3,096 Vested (2,349) (1,107) Forfeited — (363) Non-vested common stock, end of period 5,971 6,052
Phantom Stock shares and PAPS
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Summary of the status of the non-vested shares	A summary of the status of the non‑vested Phantom Stock shares and PAPS as of March 31, 2017 is presented below (in thousands, except per share amounts): Three Months Ended March 31, 2017 2016 Non-vested phantom stock, beginning of period 3,912 1,758 Granted 1,795 1,966 Vested (1,117) (692) Forfeited — (313) Non-vested phantom stock, end of period 4,590 2,719

Condensed Consolidating Finan40

Condensed Consolidating Financial Information (Tables)	3 Months Ended
	Mar. 31, 2017
Condensed Consolidating Financial Information
Condensed balance sheets	March 31, 2017 Assets Parent Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Consolidated Total current assets $ 427,486 $ 34,803 $ 94,588 $ (355,450) $ 201,427 Total oil and natural gas properties, net 671 1,043,685 731,072 - 1,775,428 Investment in subsidiaries 959,302 - - (959,302) - Other assets 26,283 17,852 57,570 - 101,705 Total Assets $ 1,413,742 $ 1,096,340 $ 883,230 $ (1,314,752) $ 2,078,560 Liabilities and Shareholders' Equity Current liabilities $ 117,260 $ 243,408 $ 167,243 $ (355,449) $ 172,462 Long-term liabilities 1,760,492 25,768 197,411 - 1,983,671 Mezzanine equity - - 403,929 - 403,929 Total shareholders' equity (deficit) (464,010) 827,164 114,647 (959,303) (481,502) Total Liabilities and Shareholders' Equity (deficit) $ 1,413,742 $ 1,096,340 $ 883,230 $ (1,314,752) $ 2,078,560 December 31, 2016 Assets Parent Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Consolidated Total current assets $ 428,384 $ 157,154 $ 158,589 $ (181,322) $ 562,805 Total oil and natural gas properties, net - 658,588 - - 658,588 Investment in subsidiaries 734,704 - - (734,704) - Other assets 14,376 15,221 35,290 - 64,887 Total Assets $ 1,177,464 $ 830,963 $ 193,879 $ (916,026) $ 1,286,280 Liabilities and Shareholders' Equity Current liabilities $ 109,539 $ 78,344 $ 170,435 $ (181,321) $ 176,997 Long-term liabilities 1,764,064 25,087 16,273 (1) 1,805,423 Total shareholders' equity (deficit) (696,139) 727,532 7,171 (734,704) (696,140) Total Liabilities and Shareholders' Equity (deficit) $ 1,177,464 $ 830,963 $ 193,879 $ (916,026) $ 1,286,280
Condensed income statements	Three Months Ended March 31, 2017 Parent Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Consolidated Total revenues $ - $ 111,828 $ 22,015 $ - $ 133,843 Total operating costs and expenses 64,572 62,336 21,012 (500) 147,420 Other income (expense) (11,236) 5,479 28,148 (65) 22,326 Income (loss) before income taxes $ (75,808) $ 54,971 $ 29,151 $ 435 $ 8,749 Income tax expense (benefit) (1,190) - 237 - (953) Equity in income (loss) of subsidiaries 83,634 435 - (84,069) - Net income (loss) $ 9,016 $ 55,406 $ 28,914 $ (83,634) $ 9,702 Three Months Ended March 31, 2016 Parent Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Consolidated Total revenues $ - $ 79,816 $ - $ - $ 79,816 Total operating costs and expenses 19,684 117,002 479 - 137,165 Other income (expense) (8,524) (413) 512 - (8,425) Income (loss) before income taxes $ (28,208) $ (37,599) $ 33 $ - $ (65,774) Income tax expense (benefit) - - - - - Equity in income (loss) of subsidiaries (37,566) - - 37,566 - Net income (loss) $ (65,774) $ (37,599) $ 33 $ 37,566 $ (65,774)
Condensed cash flows statements	Three Months Ended March 31, 2017 Parent Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ (96,053) $ 62,317 $ 20,400 $ - $ (13,336) Net cash provided by (used in) investing activities (297,242) (370,205) (750,065) 289,751 (1,127,761) Net cash provided by (used in) financing activities 109,661 307,888 635,967 (289,751) 763,765 Net increase (decrease) in cash and cash equivalents $ (283,634) $ - $ (93,698) $ - $ (377,332) Cash and cash equivalents, beginning of period 343,941 - 157,976 - 501,917 Cash and cash equivalents, end of period $ 60,307 $ - $ 64,278 $ - $ 124,585 Three Months Ended March 31, 2016 Parent Company Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ 5,512 $ 20,620 $ (188) $ - $ 25,944 Net cash provided by (used in) investing activities (143,077) (85,767) (5,224) 142,849 (91,219) Net cash provided by (used in) financing activities (7,552) 65,147 77,702 (142,849) (7,552) Net increase (decrease) in cash and cash equivalents $ (145,117) $ - $ 72,290 $ - $ (72,827) Cash and cash equivalents, beginning of period 434,933 - 115 - 435,048 Cash and cash equivalents, end of period $ 289,816 $ - $ 72,405 $ - $ 362,221

Variable Interest Entities (Tab

Variable Interest Entities (Tables)	3 Months Ended
	Mar. 31, 2017
Variable Interest Entities
Schedule of carrying amounts of assets and liabilities of VIE	Below is a tabular comparison of the carrying amounts of the assets and liabilities of the VIE and the Company’s maximum exposure to loss as of March 31, 2017 and December 31, 2016 (in thousands): March 31, December 31, 2017 2016 Beginning Balance $ 39,656 $ 37,527 Earnings in equity investments 124 311 Gain (loss) from change in fair value of investment in SPP 8,864 1,818 Equity in equity investments $ 48,644 $ 39,656 March 31, December 31, 2017 2016 Equity in equity investments $ 48,644 $ 39,656 Guarantees of capital investments — — Maximum exposure to loss $ 48,644 $ 39,656

Organization (Details)

Organization (Details) - Eagle Ford Shale	3 Months Ended
	Mar. 31, 2017a
Area under agreement, net (in acres)	360,000
Percentage of working interest owned	64.00%

Basis of Presentation and Sum43

Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
New accounting pronouncement
Net cash provided by (used in) operating activities	$ (13,336)	$ 25,944
Net cash provided by (used in) financing activities	763,765	(7,552)
Earnings Per Share [Abstract]
Portion of loss allocated to participating securities	$ 0
Adjustment | Accounting Standards Update 2016-09
New accounting pronouncement
Net cash provided by (used in) operating activities		1,807
Net cash provided by (used in) financing activities		$ (1,807)

Acquisitions and Divestitures44

Acquisitions and Divestitures (Details) $ / shares in Units, $ in Thousands	Mar. 01, 2017USD ($)asubsidiary	Mar. 31, 2017USD ($)a$ / shares	Mar. 31, 2016USD ($)$ / shares	Jul. 01, 2016USD ($)
Unaudited pro forma combined statements of operations
Revenues		$ 177,872	$ 145,307
Net income (loss) attributable to common stockholders		$ (315,690)	$ (358,058)
Net income (loss) per common share, basic and diluted | $ / shares		$ (3.82)	$ (5.04)
Revenue, post-acquisition		$ 22,104
Excess of revenues over direct operating expenses, post acquisition		$ 10,869
The "Comanche Assets"
Acquisitions
Gross acres | a	318,000
Net acres | a	155,000
Fair value of net assets acquired	$ 2,078,000			$ 1,039,127
Ownership interest acquired (as a percentage)	49.00%
Total purchase price allocated to assets purchased and liabilities assumed
Proved oil and natural gas properties				781,864
Unproved properties				262,677
Other assets acquired				2,751
Fair value of assets acquired				1,047,292
Asset retirement obligations				(8,165)
Fair value of net assets acquired	$ 2,078,000			$ 1,039,127
The "Comanche Assets" | SN EF UnSub, LP (“SN UnSub”) and SN EF Maverick, LLC (“SN Maverick”)
Acquisitions
Number of subsidiaries | subsidiary	2
Ownership interest acquired (as a percentage)	24.50%
The "Comanche Assets" | SN EF UnSub, LP (“SN UnSub”)
Acquisitions
Purchase price percentage	37.00%
Cash contribution	$ 100,000
Estimated total proved developed producing reserves (in percent)	50.00%
Estimated total proved developed non-producing reserves (in percent)	20.00%
Total proved undeveloped reserves (in percent)	20.00%
The "Comanche Assets" | SN EF Maverick, LLC (“SN Maverick”)
Acquisitions
Purchase price percentage	13.00%
Estimated total proved developed producing reserves (in percent)	0.00%
Estimated total proved developed non-producing reserves (in percent)	30.00%
Total proved undeveloped reserves (in percent)	30.00%
The "Comanche Assets" | Gavilan Resources, LLC
Acquisitions
Purchase price percentage	50.00%
Total proved undeveloped reserves (in percent)	50.00%
Eagle Ford Shale
Acquisitions
Net acres | a		360,000
Eagle Ford Shale | The "Comanche Assets"
Acquisitions
Gross acres | a	252,000
Net acres | a	122,000
Eagle Ford Shale | The "Comanche Assets" | Gavilan Resources, LLC
Acquisitions
Ownership interest acquired (as a percentage)	24.50%
Pearsall Shale | The "Comanche Assets"
Acquisitions
Gross acres | a	66,000
Net acres | a	33,000

Acquisitions and Divestitures45

Acquisitions and Divestitures (Disposition) (Details)

Apr. 13, 2017USD ($)

Mar. 01, 2017USD ($)$ / sharesshares

Nov. 22, 2016USD ($)item

Jul. 05, 2016USD ($)

Jun. 30, 2017USD ($)

Mar. 31, 2017USD ($)$ / sharesshares

Mar. 31, 2016USD ($)

Jul. 04, 2016USD ($)

Dec. 31, 2017item

Nov. 21, 2016USD ($)

Dec. 31, 2016USD ($)

Dec. 14, 2016USD ($)

Divestitures

Gain on disposition

$ 5,143,000

Equity method gains (losses)

435,000

$ 512,000

Preferred Units issued ( in shares)

500,000,000

Carnero Processing, LLC

Divestitures

Equity method gains (losses)

$ (100,000)

Deferred gain

7,500,000

Carnero Processing, LLC | Targa

Divestitures

Consideration in cash

$ 55,500,000

Assumption of capital commitments in joint venture

$ 24,500,000

Equity method investment cost

$ 48,000,000

Ownership of investment (as a percent)

50.00%

Production Asset Transaction

Divestitures

Percentage of working interest to be retained per wellbore

2.50%

Carnero Gathering, LLC

Divestitures

Equity method investment cost

$ 26,000,000

Equity method gains (losses)

$ 2,300,000

Carnero Gathering, LLC | Targa

Divestitures

Ownership of investment (as a percent)

50.00%

Cotulla Assets, LLC | Carrizo LLC

Divestitures

Consideration

$ 153,500,000

Consideration in cash

7,000,000

Gain on disposition

$ 112,300,000

SPP | Production Asset Transaction

Divestitures

Consideration

$ 24,200,000

Number of wellbores having partial interest | item

23

Percentage of working interest initially conveyed per wellbore

17.92%

Percentage of working interest owned

47.50%

SPP | Carnero Gathering, LLC

Divestitures

Consideration in cash

$ 37,000,000

Assumption of capital commitments in joint venture

$ 7,400,000

Ownership of investment (as a percent)

50.00%

Deferred gain

$ 8,700,000

The "Comanche Assets"

Divestitures

Credit facility used

$ 173,500,000

Maximum borrowing capacity

$ 330,000,000

The "Comanche Assets" | GSO Capital Partners LP

Divestitures

Number of shares issued (in shares) | shares

1,455,000

1,455,000

Issuance of warrants | shares

1,940,000

1,940,000

Issuance of warrants (in dollars per share) | $ / shares

$ 10

$ 10

The "Comanche Assets" | Intrepid Private Equity V-A, LLC

Divestitures

Number of shares issued (in shares) | shares

45,000

45,000

Issuance of warrants | shares

60,000

60,000

Issuance of warrants (in dollars per share) | $ / shares

$ 10

$ 10

The "Comanche Assets" | Gavilan Resources, LLC

Divestitures

Issuance of warrants | shares

6,500,000

Issuance of warrants (in dollars per share) | $ / shares

$ 10

The "Comanche Assets" | SN UnSub Preferred Units

Divestitures

Preferred Units issued ( in shares)

$ 500,000

Preferred Units issued

$ 500,000,000

The "Comanche Assets" | SN UnSub Preferred Units | GSO Capital Partners LP

Divestitures

Preferred Units issued ( in shares)

$ 485,000

Preferred Units issued

485,000,000

The "Comanche Assets" | SN UnSub Preferred Units | Intrepid Private Equity V-A, LLC

Divestitures

Preferred Units issued ( in shares)

15,000

Preferred Units issued

$ 15,000,000

Forecast | SPP | Production Asset Transaction

Divestitures

Number of wellbores having partial interest | item

11

Subsequent Events | Carrizo LLC

Divestitures

Consideration in cash

$ 9,700,000

Subsequent Events | Cotulla Assets, LLC | Carrizo LLC

Divestitures

Consideration in cash

$ 170,300,000

$ 170,300,000

Gain on disposition

$ 7,100,000

Cash and Cash Equivalents (Deta

Cash and Cash Equivalents (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016	Mar. 31, 2016	Dec. 31, 2015
Cash and cash equivalents
Total cash and cash equivalents	$ 124,585	$ 501,917	$ 362,221	$ 435,048
Cash at banks
Cash and cash equivalents
Total cash and cash equivalents	56,030	58,269
Money market funds
Cash and cash equivalents
Total cash and cash equivalents	$ 68,555	$ 443,648

Long-Term Debt (Summary) (Detai

Long-Term Debt (Summary) (Details) - USD ($) $ in Thousands	Sep. 12, 2014	Sep. 18, 2013	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016	Feb. 27, 2015	Jul. 18, 2014	Jun. 27, 2014	Jun. 13, 2013
Long-Term Debt
Face value of debt			$ 1,940,000		$ 1,750,000
Unamortized debt issuance costs			(56,144)		(34,832)
Total long-term debt			1,881,614		1,712,767
Debt issuance costs			2,497	$ 1,915
Interest expense
Interest on Senior Notes			(29,234)	(29,235)
Interest on SN UnSub credit agreement			(756)
Interest expense and commitment fees on credit agreement			379	297
Amortization of debt issuance costs			(2,497)	(1,915)
Amortization of (discount) premium			(159)	(158)
Total interest expense			$ (33,025)	(31,606)
Senior Notes 7.75 Percent Due 2021
Long-Term Debt
Interest rate (as a percent)			7.75%						7.75%
Face value of debt		$ 200,000	$ 600,000		600,000		$ 600,000		$ 400,000
Unamortized discount on Additional 7.75% Notes		(7,000)	(3,804)		(4,030)
Debt issuance costs		4,200
Interest expense
Amortization of debt issuance costs		$ (4,200)
Amortization of (discount) premium			$ (226)	(226)
Senior Notes 6.125 Percent Due 2023
Long-Term Debt
Interest rate (as a percent)			6.125%					6.125%
Face value of debt	$ 300,000		$ 1,150,000		1,150,000	$ 1,150,000		$ 850,000
Unamortized premium on Additional 6.125% Notes	2,300		1,562		$ 1,629
Debt issuance costs	6,400
Interest expense
Amortization of debt issuance costs	$ (6,400)
Amortization of (discount) premium			67	$ 67
SN UnSub Credit Agreement
Long-Term Debt
Face value of debt			$ 190,000

Long-Term Debt (Detail) (Detail

Long-Term Debt (Detail) (Details) $ in Thousands	Mar. 01, 2017USD ($)	Sep. 12, 2014USD ($)	Jun. 30, 2014USD ($)	Jun. 27, 2014USD ($)a	Sep. 18, 2013USD ($)	Jun. 13, 2013USD ($)	Mar. 31, 2017USD ($)subsidiary	Mar. 31, 2016USD ($)	Sep. 30, 2014USD ($)	Sep. 30, 2013USD ($)	Dec. 31, 2016USD ($)	Feb. 27, 2015USD ($)	Jul. 18, 2014USD ($)
Long-Term Debt
Face value of debt							$ 1,940,000				$ 1,750,000
Amortization of debt issuance costs							2,497	$ 1,915
Senior Notes 7.75 Percent Due 2021
Long-Term Debt
Face value of debt					$ 200,000	$ 400,000	$ 600,000				600,000		$ 600,000
Interest rate (as a percent)						7.75%	7.75%
Percentage value of Additional Notes at which they are offered in private offering					96.50%
Proceeds for issuance of notes, net of discount/premium and related offering expenses					$ 188,800	$ 388,000				$ 192,900
Amortization of debt issuance costs					$ 4,200
Proceeds from Interest Received										$ 4,100
Senior Notes 7.75 Percent Due 2021 | Prior to June 15, 2017
Long-Term Debt
Redemption price of debt instrument (as a percent)							100.00%
Senior Notes 6.125 Percent Due 2023
Long-Term Debt
Face value of debt		$ 300,000		$ 850,000			$ 1,150,000				1,150,000	$ 1,150,000
Interest rate (as a percent)				6.125%			6.125%
Percentage value of Additional Notes at which they are offered in private offering		100.75%
Proceeds for issuance of notes, net of discount/premium and related offering expenses		$ 295,900		$ 829,000					$ 299,700
Premium on face value of debt		2,300					$ 1,562				$ 1,629
Amortization of debt issuance costs		$ 6,400
Proceeds from Interest Received									$ 3,800
Percentage of debt instrument redeem under certain circumstances							35.00%
Area of real estate (in acres) | a				106,000
Senior Notes 6.125 Percent Due 2023 | Prior to July 15, 2018
Long-Term Debt
Redemption price of debt instrument (as a percent)							100.00%
Previous First Lien Credit Agreement | Senior Notes 6.125 Percent Due 2023
Long-Term Debt
Face value of debt				$ 100,000
Second Amended And Restated Credit Agreement
Long-Term Debt
Maximum borrowing capacity			$ 1,500,000
Credit facility used							$ 0
Borrowing base							350,000
Aggregate elected commitment amount							$ 300,000
Percentage of increased net debt used to calculate reduction in borrowing base			25.00%
Percentage of value of asset sales and swaps terminations			10.00%
Threshold of allowed hedging			$ 10,000
Second Amended And Restated Credit Agreement | Minimum
Long-Term Debt
Current ratio							1
Second Amended And Restated Credit Agreement | Maximum
Long-Term Debt
Percentage of commitment fee on the unused committed amount							0.50%
Ratio of total debt outstanding to consolidated EBITDA							2
Second Amended And Restated Credit Agreement | Alternate base rate | Minimum
Long-Term Debt
Variable rate basis, spread percentage							1.00%
Second Amended And Restated Credit Agreement | Alternate base rate | Maximum
Long-Term Debt
Variable rate basis, spread percentage							2.00%
Second Amended And Restated Credit Agreement | Eurodollar rate | Minimum
Long-Term Debt
Variable rate basis, spread percentage							2.00%
Second Amended And Restated Credit Agreement | Eurodollar rate | Maximum
Long-Term Debt
Variable rate basis, spread percentage							3.00%
Letters of credit
Long-Term Debt
Maximum borrowing capacity	$ 50,000		$ 80,000
Amount outstanding	173,500						$ 0
SN UnSub Credit Agreement
Long-Term Debt
Maximum borrowing capacity	500,000
Face value of debt							190,000
Amount outstanding							190,000
Credit facility used	$ 0						$ 0
Percentage of increased net debt used to calculate reduction in borrowing base	25.00%
Aggregate principal amount	$ 25,000
Junior debt issuances	$ 200,000
Effective borrowing base	5.00%
Initial borrowing base amount	$ 330,000
Number of subsidiaries | subsidiary							0
SN UnSub Credit Agreement | Minimum
Long-Term Debt
Current ratio							1
SN UnSub Credit Agreement | Maximum
Long-Term Debt
Percentage of commitment fee on the unused committed amount							0.50%
Ratio of total debt outstanding to consolidated EBITDA	4
SN UnSub Credit Agreement | Alternate base rate | Minimum
Long-Term Debt
Variable rate basis, spread percentage							1.75%
SN UnSub Credit Agreement | Alternate base rate | Maximum
Long-Term Debt
Variable rate basis, spread percentage							2.75%
SN UnSub Credit Agreement | Eurodollar rate | Minimum
Long-Term Debt
Variable rate basis, spread percentage							2.75%
SN UnSub Credit Agreement | Eurodollar rate | Maximum
Long-Term Debt
Variable rate basis, spread percentage							3.75%

Derivative Instruments (Details

Derivative Instruments (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017USD ($)MMBTU$ / MMBTU$ / bblbbl	Dec. 31, 2016USD ($)
Derivatives Fair Value [Line Items]
Deferred payment of premiums	$ 17,059	$ 31,778
Commodity derivatives
Reconciliation of the changes in fair value of the commodity derivatives
Beginning fair value of commodity derivatives	(35,014)	178,283
Ending fair value of commodity derivatives	6,773	(35,014)
Commodity derivatives | Crude oil
Reconciliation of the changes in fair value of the commodity derivatives
Net gains (losses) on derivatives	22,322	(47,389)
Net settlements on derivative contracts	74	(135,491)
Net premiums on derivative contracts		24,547
Commodity derivatives | Natural gas
Reconciliation of the changes in fair value of the commodity derivatives
Net gains (losses) on derivatives	16,560	(30,307)
Net settlements on derivative contracts	2,831	(24,657)
Embedded deivatives
Reconciliation of the changes in fair value of the commodity derivatives
Beginning fair value of commodity derivatives
Net gains (losses) on derivatives	685
Ending fair value of commodity derivatives	$ 685
Not designated as hedges | Swaps | April 1 - December 31, 2017 | Crude oil
Derivatives Fair Value [Line Items]
Notional amount (in barrels) | bbl	4,348,000
Average swap price per unit | $ / bbl	53.08
Not designated as hedges | Swaps | April 1 - December 31, 2017 | Natural gas
Derivatives Fair Value [Line Items]
Notional amount (in MMBtu) | MMBTU	40,994,500
Average swap price per unit | $ / MMBTU	3.11
Not designated as hedges | Swaps | 2018 | Crude oil
Derivatives Fair Value [Line Items]
Notional amount (in barrels) | bbl	3,475,000
Average swap price per unit | $ / bbl	53.14
Not designated as hedges | Swaps | 2018 | Natural gas
Derivatives Fair Value [Line Items]
Notional amount (in MMBtu) | MMBTU	59,912,500
Average swap price per unit | $ / MMBTU	3.05
Not designated as hedges | Swaps | 2019 | Crude oil
Derivatives Fair Value [Line Items]
Notional amount (in barrels) | bbl	3,149,000
Average swap price per unit | $ / bbl	51.91
Not designated as hedges | Swaps | 2019 | Natural gas
Derivatives Fair Value [Line Items]
Notional amount (in MMBtu) | MMBTU	17,644,000
Average swap price per unit | $ / MMBTU	2.90
Not designated as hedges | Swaps | 2020 | Crude oil
Derivatives Fair Value [Line Items]
Notional amount (in barrels) | bbl	381,000
Average swap price per unit | $ / bbl	53.52
Not designated as hedges | Swaps | 2020 | Natural gas
Derivatives Fair Value [Line Items]
Notional amount (in MMBtu) | MMBTU	2,361,000
Average swap price per unit | $ / MMBTU	2.82
Not designated as hedges | Collars | April 1 - December 31, 2017 | Crude oil
Derivatives Fair Value [Line Items]
Notional amount (in barrels) | bbl	550,000
Not designated as hedges | Collars | Puts | Long | April 1 - December 31, 2017 | Crude oil
Derivatives Fair Value [Line Items]
Average price per unit | $ / bbl	45
Not designated as hedges | Collars | Call | Short | April 1 - December 31, 2017 | Crude oil
Derivatives Fair Value [Line Items]
Average price per unit | $ / bbl	62

Derivative Instruments (Balance

Derivative Instruments (BalanceSheet) (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Offsetting Derivative Assets:
Gross Amount of Recognized Assets	$ 31,726	$ 2,270
Gross Amounts Offset in the Condensed Consolidated Balance Sheets	(2,890)	(2,270)
Net Amounts Presented in the Condensed Consolidated Balance Sheets	28,836
Offsetting Derivative Liabilities:
Gross Amount of Recognized Liabilities	24,268	37,284
Gross Amounts Offset in the Condensed Consolidated Balance Sheets	(2,890)	(2,270)
Net Amounts Presented in the Condensed Consolidated Balance Sheets	21,378	35,014
Current asset
Offsetting Derivative Assets:
Gross Amount of Recognized Assets	12,678	844
Gross Amounts Offset in the Condensed Consolidated Balance Sheets	(2,200)	(844)
Net Amounts Presented in the Condensed Consolidated Balance Sheets	10,478
Long-term asset
Offsetting Derivative Assets:
Gross Amount of Recognized Assets	19,048	1,426
Gross Amounts Offset in the Condensed Consolidated Balance Sheets	(690)	(1,426)
Net Amounts Presented in the Condensed Consolidated Balance Sheets	18,358
Current liability
Offsetting Derivative Liabilities:
Gross Amount of Recognized Liabilities	19,259	32,622
Gross Amounts Offset in the Condensed Consolidated Balance Sheets	(2,200)	(844)
Net Amounts Presented in the Condensed Consolidated Balance Sheets	17,059	31,778
Long-term liability
Offsetting Derivative Liabilities:
Gross Amount of Recognized Liabilities	5,009	4,662
Gross Amounts Offset in the Condensed Consolidated Balance Sheets	(690)	(1,426)
Net Amounts Presented in the Condensed Consolidated Balance Sheets	$ 4,319	$ 3,236

Investments (Details)

Investments (Details) $ in Thousands	Nov. 22, 2016USD ($)shares	Jul. 05, 2016USD ($)	Oct. 02, 2015USD ($)Mcf	Mar. 31, 2017USD ($)	Mar. 31, 2016USD ($)	Jul. 04, 2016USD ($)	Dec. 31, 2016USD ($)	Oct. 06, 2016USD ($)
Investments in marketable securities
Investment gains (losses) recorded				$ 8,864			$ 1,818
Dividend income				1,000
Equity method gains (losses)				435	$ 512
SOII Facility
Investments in marketable securities
Gas processing plant capacity per day (in MMcf) | Mcf			125,000
Amount committed			$ 12,500	12,500
Ownership of investment (as a percent)			10.00%
Equity method gains (losses)				435
Carnero Gathering, LLC
Investments in marketable securities
Amount committed				26,000
Equity method investment cost								$ 48,000
Deferred gain	$ 7,500			$ 8,700
Targa | SOII Facility
Investments in marketable securities
Ownership of investment (as a percent)			90.00%
Targa | Carnero Gathering, LLC
Investments in marketable securities
Ownership of investment (as a percent)	50.00%	50.00%
SPP | Carnero Gathering, LLC
Investments in marketable securities
Ownership of investment (as a percent)	50.00%	50.00%
Carnero Gathering, LLC
Investments in marketable securities
Equity method investment cost						$ 26,000
Equity method gains (losses)						$ 2,300
Carnero Gathering, LLC | Targa
Investments in marketable securities
Ownership of investment (as a percent)		50.00%
Carnero Gathering, LLC | SPP
Investments in marketable securities
Ownership of investment (as a percent)		50.00%
Consideration in cash		$ 37,000
Assumption of capital commitments in joint venture		$ 7,400
Common Stock
Investments in marketable securities
Investment, ownership (as a percent)				16.10%
Investment gains (losses) recorded				$ 8,900
Common Stock | SPP
Investments in marketable securities
Investments (in units) | shares	2,272,727
Investments	$ 25,000

Fair Value of Financial Instr52

Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Fair Value of Financial Instruments
Investment in SPP	$ 35,700	$ 26,800
Unobservable Inputs (Level 3)
Fair Value of Financial Instruments
Derivative instruments	0	0
Recurring basis
Fair Value of Financial Instruments
Investment in SPP	35,682	26,818
Embedded derivative instruments	685
Total	111,694	435,452
Recurring basis | Money market funds
Fair Value of Financial Instruments
Cash and cash equivalents	68,555	443,648
Recurring basis | Active Market for Identical Assets (Level 1)
Fair Value of Financial Instruments
Investment in SPP	35,682	26,818
Total	104,237	470,466
Recurring basis | Active Market for Identical Assets (Level 1) | Money market funds
Fair Value of Financial Instruments
Cash and cash equivalents	68,555	443,648
Recurring basis | Observable Inputs (Level 2)
Fair Value of Financial Instruments
Embedded derivative instruments	685
Total	7,457
Total		(35,014)
Swaps | Crude oil | Recurring basis
Fair Value of Financial Instruments
Derivative instruments	13,194	(8,291)
Swaps | Crude oil | Recurring basis | Observable Inputs (Level 2)
Fair Value of Financial Instruments
Derivative instruments	13,194	(8,291)
Swaps | Natural gas | Recurring basis
Fair Value of Financial Instruments
Derivative instruments	(6,761)	(26,151)
Swaps | Natural gas | Recurring basis | Observable Inputs (Level 2)
Fair Value of Financial Instruments
Derivative instruments	(6,761)	(26,151)
Collars | Crude oil | Recurring basis
Fair Value of Financial Instruments
Derivative instruments	339	(572)
Collars | Crude oil | Recurring basis | Observable Inputs (Level 2)
Fair Value of Financial Instruments
Derivative instruments	339	(572)
Commodity derivatives | Crude oil
Fair Value of Financial Instruments
Net gains (losses) on derivatives	22,322	(47,389)
Commodity derivatives | Natural gas
Fair Value of Financial Instruments
Net gains (losses) on derivatives	$ 16,560	$ (30,307)

Fair Value of Financial Instr53

Fair Value of Financial Instruments (Other) (Details) - USD ($) $ in Millions	Nov. 20, 2015	Aug. 28, 2014	May 29, 2014	Feb. 12, 2014	Mar. 31, 2017	Jun. 27, 2014	Jun. 13, 2013	Mar. 26, 2013	Sep. 17, 2012
Senior Notes 7.75 Percent Due 2021
Changes in the fair value of the company s oil derivative instruments classified as Level 3 in the fair value hierarchy
Interest rate (as a percent)					7.75%		7.75%
Senior Notes 7.75 Percent Due 2021 | Active Market for Identical Assets (Level 1) | Estimated Fair Value
Changes in the fair value of the company s oil derivative instruments classified as Level 3 in the fair value hierarchy
Debt fair value					$ 592.5
Senior Notes 6.125 Percent Due 2023
Changes in the fair value of the company s oil derivative instruments classified as Level 3 in the fair value hierarchy
Interest rate (as a percent)					6.125%	6.125%
Senior Notes 6.125 Percent Due 2023 | Active Market for Identical Assets (Level 1) | Estimated Fair Value
Changes in the fair value of the company s oil derivative instruments classified as Level 3 in the fair value hierarchy
Debt fair value					$ 1,058
Preferred Class A
Changes in the fair value of the company s oil derivative instruments classified as Level 3 in the fair value hierarchy
Preferred stock converted into shares of common stock		47,500	166,025	947,490
Conversion ratio (in shares)				2.325					2.325
Shares of common stock issued upon conversion of preferred stock		119,320	418,715	2,425,574
Preferred Class B
Changes in the fair value of the company s oil derivative instruments classified as Level 3 in the fair value hierarchy
Preferred stock converted into shares of common stock	4,500		210,820	756,850
Conversion ratio (in shares)	2.337			2.337				2.337
Shares of common stock issued upon conversion of preferred stock	10,517		553,980	2,021,066

Asset Retirement Obligations (D

Asset Retirement Obligations (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Changes in the asset retirement obligation
Abandonment liability, beginning of period	$ 25,087	$ 25,907
Liabilities incurred during period	499	1,492
Acquisitions	8,165	219
Divestitures	(264)	(4,433)
Revisions	(51)	(172)
Accretion expense	558	2,074
Abandonment liability, end of period	$ 33,994	$ 25,087

Related Party Transactions (Det

Related Party Transactions (Details)	Mar. 01, 2017USD ($)	Mar. 31, 2017USD ($)	Mar. 31, 2016USD ($)	Dec. 31, 2016USD ($)	Nov. 22, 2016USD ($)shares	Oct. 06, 2016USD ($)mi	Jul. 05, 2016
Related Party Transactions
Accounts receivable - related entities		$ 6,470,000		$ 6,401,000
Comanche
Related Party Transactions
Initial term of the administrative services agreement	8 years
Period for which agreement will extend automatically	1 year
Administration Fee (as a percent)	2.00%
Written notice period for termination of administrative services agreement	180 days
Costs, fees or other expenses payable	$ 1,000,000
SOG
Related Party Transactions
Administrative fees		13,990,000	$ 12,084,000
Third-party expenses		1,532,000	3,084,000
Total included in general and administrative expenses		15,522,000	$ 15,168,000
Accounts receivable - related entities		6,500,000		6,400,000
SPP
Related Party Transactions
Accounts payable - related entities		$ 4,800,000		$ 9,000,000
Contingent Lease Option exercise payment						$ 1
Contingent crude storage terminal payment						$ 250,000
Contingent payment, crude storage terminal within number of miles of a project | mi						5
Messrs. Sanchez | SPP
Related Party Transactions
Ownership of minority owner (as a percent)		0.57%
Jr., Sanchez | SPP
Related Party Transactions
Ownership of minority owner (as a percent)		1.40%
III, Patricio Sanchez | SPP
Related Party Transactions
Ownership of minority owner (as a percent)		1.78%
E. Sanchez | SPP
Related Party Transactions
Ownership of minority owner (as a percent)		1.39%
Carnero Gathering, LLC | SPP
Related Party Transactions
Ownership of investment (as a percent)					50.00%		50.00%
Common Stock | SPP
Related Party Transactions
Investments (in units) | shares					2,272,727
Investments					$ 25,000,000

Accrued Liabilities (Details)

Accrued Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Accrued Liabilities.
Capital expenditures	$ 52,312	$ 35,154
General and administrative costs	8,444	14,738
Production taxes	2,070	2,396
Ad valorem taxes	2,632	2,756
Lease operating expenses	28,543	23,942
Interest payable	28,513	34,266
Leasehold improvements	3,987	4,360
Total accrued liabilities	$ 126,501	$ 117,612

Stockholders' Equity and Mezz57

Stockholders' Equity and Mezzanine Equity (Details)	Mar. 01, 2017USD ($)$ / sharesshares	Feb. 06, 2017USD ($)$ / sharesshares	Nov. 20, 2015shares	Jul. 28, 2015itemshares	Aug. 28, 2014USD ($)shares	May 29, 2014USD ($)shares	Feb. 12, 2014USD ($)shares	Mar. 26, 2013USD ($)$ / sharesshares	Sep. 17, 2012USD ($)$ / sharesshares	Mar. 31, 2017USD ($)item$ / sharesshares	Dec. 31, 2016	Mar. 31, 2013shares
Issuance of common stock | $										$ 135,942,000
Common shares issued | $										135,472,000
Issuance costs related to preferred units | $										21,043,000
Preferred Units issued ( in shares) | $										$ 500,000,000
Fair value of the shares of common stock issued in excess of the carrying value of the Series A Preferred Stock and Series B Preferred Stock redeemed | $					$ 300,000	$ 3,100,000	$ 13,900,000
Number of rights declared for each common stock				1
Number of rights automatically attached | item				1
Common Stock
Number of shares issued (in shares)		10,000,000
Shares issued, price per share (in dollars per share) | $ / shares		$ 12.50
Number of shares of common stock to be issued if all preferred shares are converted										4,275,640
Preferred Class A
Number of shares issued (in shares)									3,000,000
Shares issued, price per share (in dollars per share) | $ / shares									$ 50
Proceeds from the private placement of preferred stock | $									$ 144,500,000
Issuance costs related to preferred units | $									$ 5,500,000
Conversion ratio (in shares)							2.325		2.325
Conversion price (in dollars per share) | $ / shares									$ 21.51
Annual dividend (as a percent)										4.875%	4.875%
Liquidation preference (in dollars per share) | $ / shares										$ 50
Number of directors who can be elected upon failure to pay dividend for six or more quarters | item										2
Preferred stock converted into shares of common stock					47,500	166,025	947,490
Shares of common stock issued upon conversion of preferred stock					119,320	418,715	2,425,574
Preferred Class A | Minimum
Period of failure to pay dividend, resulting into appointment of board of directors										1 year 6 months
Condition for automatic conversion: Closing sale price of common stock as a percentage of conversion price for specified period prior to conversion										130.00%
Preferred Class B
Number of shares issued (in shares)								4,500,000
Shares issued, price per share (in dollars per share) | $ / shares								$ 50
Proceeds from the private placement of preferred stock | $								$ 216,600,000
Issuance costs related to preferred units | $								$ 8,400,000
Conversion ratio (in shares)			2.337				2.337	2.337
Conversion price (in dollars per share) | $ / shares								$ 21.40
Number of shares of common stock to be issued if all preferred shares are converted												8,244,539
Annual dividend (as a percent)										6.50%	6.50%
Liquidation preference (in dollars per share) | $ / shares										$ 50
Number of directors who can be elected upon failure to pay dividend for six or more quarters | item										2
Preferred stock converted into shares of common stock			4,500			210,820	756,850
Shares of common stock issued upon conversion of preferred stock			10,517			553,980	2,021,066
Preferred Class B | Minimum
Period of failure to pay dividend, resulting into appointment of board of directors										1 year 6 months
Condition for automatic conversion: Closing sale price of common stock as a percentage of conversion price for specified period prior to conversion										130.00%
SN UnSub Preferred Units
Internal rate of return										14.00%
Purchase price for unit										1.50
IPO | Common Stock
Net of underwriters discounts (in dollars per share) | $ / shares		$ 11.7902
Over-allotment option
Number of shares issued (in shares)		1,500,000
Period of options to purchase common stock		30 days
Issuance of common stock | $		$ 135,900,000
Payments for underwriting discounts | $		$ 7,800,000
The "Comanche Assets" | SN UnSub Preferred Units
Preferred Units issued ( in shares) | $	$ 500,000
Preferred Units issued | $	$ 500,000,000
Distributions (as percent)										10.00%
The "Comanche Assets" | GSO Capital Partners LP
Number of shares issued (in shares)	1,455,000									1,455,000
Issuance of warrants	1,940,000									1,940,000
Issuance of warrants (in dollars per share) | $ / shares	$ 10									$ 10
The "Comanche Assets" | GSO Capital Partners LP | SN UnSub Preferred Units
Preferred Units issued ( in shares) | $										$ 485,000
Preferred Units issued | $										$ 485,000,000
The "Comanche Assets" | Intrepid Private Equity V-A, LLC
Number of shares issued (in shares)	45,000									45,000
Issuance of warrants	60,000									60,000
Issuance of warrants (in dollars per share) | $ / shares	$ 10									$ 10
The "Comanche Assets" | Intrepid Private Equity V-A, LLC | SN UnSub Preferred Units
Preferred Units issued ( in shares) | $										$ 15,000
Preferred Units issued | $										$ 15,000,000
The "Comanche Assets" | Blackstone WarrantHolders
Number of warrants | $ / shares										3
Issuance of warrants										6,500,000
Issuance of warrants (in dollars per share) | $ / shares										$ 10

Stockholders' Equity and Mezz58

Stockholders' Equity and Mezzanine Equity (Mezzanine Equity) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)
Stockholders' Equity and Mezzanine Equity
Mezzanine equity beginning balance
Private placement of SN UnSub Preferred Units	500,000
Discount	(97,781)
Amortization of Discount	1,710
Dividends Accrued	4,167
Dividends paid	(4,167)
Total mezzanine equity	$ 403,929

Stockholders' Equity (EPS) (Det

Stockholders' Equity (EPS) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Earnings (Loss) Per Share
Net income (loss) per common share - diluted	$ 9,702	$ (65,774)
Preferred stock dividends	(3,987)	(3,987)
Preferred unit dividends and distributions	(16,466)
Preferred unit amortization	(1,710)
Net loss allocable to participating securities	0	0
Net loss attributable to common stockholders	$ (12,461)	$ (69,761)
Weighted average number of unrestricted outstanding common shares used to calculate basic net earnings (loss) per share	69,659,000	58,099,000
Denominator for diluted earnings (loss) per common share	69,659,000	58,099,000
Net income (loss) per common share - basic and diluted (in dollars per share)	$ (0.18)	$ (1.20)
Restricted stock
Earnings (Loss) Per Share
Anti-dilutive common stock	1,477,299	685,597
Common Stock
Earnings (Loss) Per Share
Anti-dilutive common stock	12,520,179	12,520,179
Convertible Preferred Stock
Earnings (Loss) Per Share
Anti-dilutive common stock		12,520,179

Stock-Based Compensation (Detai

Stock-Based Compensation (Details) $ / shares in Units, $ in Thousands	Mar. 01, 2017shares	Mar. 31, 2017USD ($)$ / sharesitemshares	Mar. 31, 2016USD ($)shares
Stock-Based Compensation
Maximum number of shares of common stock		17,239,790
Common stock available for incentive awards, as a percentage of the issued and outstanding shares of common stock		15.00%
Number of new forms of restricted stock award agreements | item		2
Total stock-based compensation expense | $		$ 23,032	$ 3,344
Number of Non-Vested Shares
Non-vested common stock, beginning of period (in shares)		6,527,000	4,426,000
Granted (in shares)		1,794,000	3,096,000
Vested (in shares)		(2,349,000)	(1,107,000)
Forfeited (in shares)			(363,000)
Non-vested common stock, end of the period (in shares)		5,971,000	6,052,000
Minimum
Additional disclosure related to compensation cost
Percentage of target phantom shares	0.00%
Maximum
Additional disclosure related to compensation cost
Percentage of target phantom shares	200.00%
Restricted stock
Additional disclosure related to compensation cost
Closing price of common stock (in dollars per share) | $ / shares		$ 9.54
Unrecognized compensation costs related to non-vested restricted shares outstanding | $		$ 35,300
Expected average period for recognition of unrecognized compensation costs related to non-vested shares		2 years 8 months 23 days
Number of Non-Vested Shares
Shares available for future issuance to participants		7,500,000
Restricted stock | Vesting in equal annual increments over three year period
Stock-Based Compensation
Vesting period		3 years
Restricted stock | Cliff vesting after five years
Stock-Based Compensation
Vesting period		5 years
Restricted stock | Employees of SOG, with whom the company has a services agreement
Stock-Based Compensation
Vesting period		3 years
Number of Non-Vested Shares
Granted (in shares)		1,800,000
Restricted stock | Directors
Stock-Based Compensation
Total stock-based compensation expense | $		$ 282	$ 232
Restricted stock | Non-employees
Stock-Based Compensation
Total stock-based compensation expense | $		$ 11,265	2,576
PARS
Additional disclosure related to compensation cost
Closing price of common stock (in dollars per share) | $ / shares		$ 9.54
Unrecognized compensation costs related to non-vested restricted shares outstanding | $		$ 1,600
Expected average period for recognition of unrecognized compensation costs related to non-vested shares		3 years 10 months 6 days
PAPS
Stock-Based Compensation
Total stock-based compensation expense | $		$ 10,941	$ 536
PAPS | Vesting in equal annual increments over three year period
Stock-Based Compensation
Vesting period		3 years
Number of Non-Vested Shares
Granted (in shares)		900,000
PAPS | Cliff vesting after five years
Number of Non-Vested Shares
Granted (in shares)		900,000
PAPS | Four-year vesting period
Stock-Based Compensation
Vesting period		4 years
PAPS | Five-year vesting period
Stock-Based Compensation
Vesting period		5 years
PARS, PAPS, and Phantom Stock award shares | Vesting in equal annual increments over three year period
Stock-Based Compensation
Vesting period		3 years
PARS, PAPS, and Phantom Stock award shares | Cliff vesting after five years
Stock-Based Compensation
Vesting period		5 years
Phantom Stock shares and PAPS
Stock-Based Compensation
Vesting period		3 years 1 month 6 days
Additional disclosure related to compensation cost
Closing price of common stock (in dollars per share) | $ / shares		$ 9.54
Unrecognized compensation costs related to non-vested restricted shares outstanding | $		$ 33,700
Number of Non-Vested Shares
Non-vested common stock, beginning of period (in shares)		3,912,000	1,758,000
Granted (in shares)		1,795,000	1,966,000
Vested (in shares)		(1,117,000)	(692,000)
Forfeited (in shares)			(313,000)
Non-vested common stock, end of the period (in shares)		4,590,000	2,719,000
Phantom Stock shares and PAPS | Employees of SOG, with whom the company has a services agreement
Number of Non-Vested Shares
Granted (in shares)		1,800,000
Performance awards
Stock-Based Compensation
Vesting period		2 years 7 months 17 days
Total stock-based compensation expense | $		$ 544
Additional disclosure related to compensation cost
Unrecognized compensation costs related to non-vested restricted shares outstanding | $		$ 12,300
LTIP PLan | Maximum
Stock-Based Compensation
Vesting period	5 years
LTIP PLan | Chief Executive Officer | Maximum
Additional disclosure related to compensation cost
Target shares	245,234
LTIP PLan | Executive Chairman of the Board of Directors | Maximum
Additional disclosure related to compensation cost
Target shares	245,234
LTIP PLan | Chief Operating Officer | Maximum
Additional disclosure related to compensation cost
Target shares	245,234
LTIP PLan | President | Maximum
Additional disclosure related to compensation cost
Target shares	81,745

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Income Taxes
Effective tax rate (as a percent)	(10.90%)	0.00%
Federal statutory corporate income tax rate (as a percent)	35.00%
Deferred tax liability, Comanche Acquisition	$ 0.1

Commitments and Contingencies (

Commitments and Contingencies (Details)	Dec. 16, 2013claim	Mar. 31, 2017USD ($)aitem	Nov. 22, 2016	Oct. 06, 2016USD ($)	Jul. 05, 2016
Operating leases
Lease payment obligation		$ 245,000,000
Catarina
Commitments and contingencies
Area of undeveloped acreage acquired (in acres) | a		77,000
Maximum number of wells to be drilled in each annual period | item		50
Minimum number of wells to be drilled in accordance with agreement | item		1
Consecutive period over which at least one well can be drilled in order to continue to maintain rights to any future undeveloped acreage		120 days
Number of wells that can be carried over to satisfy part of the well requirement in the subsequent annual period on a well-for-well basis | item		30
Consolidated Derivative Actions
Commitments and contingencies
Number of derivative actions filed | claim	3
Corporate office Lease
Operating leases
Lease payment obligation		$ 85,100,000
Land Lease
Operating leases
Lease payment obligation		6,200,000
Acreage Lease
Operating leases
Lease payment obligation		$ 5,400,000
Term of lease		10 years
Ground Lease
Operating leases
Advanced written notice required to terminate lease obligation		180 days
Lease termination penalty		$ 1,000,000
Permanent improvements
Operating leases
Lease payment obligation		4,000,000
Western Catarina Midstream Divestiture
Operating leases
Lease payment obligation		148,300,000
Carnero Gathering, LLC
Investment
Amount committed		$ 26,000,000
Equity method investment cost				$ 48,000,000
Carnero Gathering, LLC | SPP
Investment
Ownership of investment (as a percent)			50.00%		50.00%
Anadarko E&P Onshore, LLC | The "Comanche Assets"
Commitments and contingencies
Minimum number of wells to be drilled in accordance with agreement | item		60
Number of wells that can be carried over to satisfy part of the well requirement in the subsequent annual period on a well-for-well basis | item		30
Contingent per well default fee		$ 200,000

Subsidiary Guarantors (Details)

Subsidiary Guarantors (Details)	Mar. 31, 2017	Jun. 27, 2014	Jun. 13, 2013
Ownership interest in Subsidiaries (as a percent)	100.00%
Senior Notes 7.75 Percent Due 2021
Ownership interest in Subsidiaries (as a percent)	100.00%
Interest rate (as a percent)	7.75%		7.75%
Senior Notes 6.125 Percent Due 2023
Ownership interest in Subsidiaries (as a percent)	100.00%
Interest rate (as a percent)	6.125%	6.125%

Condensed Consolidating Finan64

Condensed Consolidating Financial Information (Details)	Mar. 31, 2017
Condensed Consolidating Financial Information
Ownership interest in Subsidiaries (as a percent)	100.00%

Condensed Consolidating Finan65

Condensed Consolidating Financial Information (BalanceSheet) (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Assets
Total current assets	$ 201,427	$ 562,805
Total oil and natural gas properties, net	1,775,428	658,588
Other assets	101,705	64,887
Total assets	2,078,560	1,286,280
Liabilities and Shareholders' Equity
Current liabilities	172,462	176,997
Long-term liabilities	1,983,671	1,805,423
Mezzanine equity	403,929
Total shareholders' equity (deficit)	(481,502)	(696,140)
Total liabilities and stockholders’ deficit	2,078,560	1,286,280
Eliminations
Assets
Total current assets	(355,450)	(181,322)
Investment in subsidiaries	(959,302)	(734,704)
Total assets	(1,314,752)	(916,026)
Liabilities and Shareholders' Equity
Current liabilities	(355,449)	(181,321)
Long-term liabilities		(1)
Total shareholders' equity (deficit)	(959,303)	(734,704)
Total liabilities and stockholders’ deficit	(1,314,752)	(916,026)
Parent Company
Assets
Total current assets	427,486	428,384
Total oil and natural gas properties, net	671
Investment in subsidiaries	959,302	734,704
Other assets	26,283	14,376
Total assets	1,413,742	1,177,464
Liabilities and Shareholders' Equity
Current liabilities	117,260	109,539
Long-term liabilities	1,760,492	1,764,064
Total shareholders' equity (deficit)	(464,010)	(696,139)
Total liabilities and stockholders’ deficit	1,413,742	1,177,464
Combined Guarantor Subsidiaries
Assets
Total current assets	34,803	157,154
Total oil and natural gas properties, net	1,043,685	658,588
Other assets	17,852	15,221
Total assets	1,096,340	830,963
Liabilities and Shareholders' Equity
Current liabilities	243,408	78,344
Long-term liabilities	25,768	25,087
Total shareholders' equity (deficit)	827,164	727,532
Total liabilities and stockholders’ deficit	1,096,340	830,963
Combined Non-Guarantor Subsidiaries
Assets
Total current assets	94,588	158,589
Total oil and natural gas properties, net	731,072
Other assets	57,570	35,290
Total assets	883,230	193,879
Liabilities and Shareholders' Equity
Current liabilities	167,243	170,435
Long-term liabilities	197,411	16,273
Mezzanine equity	403,929
Total shareholders' equity (deficit)	114,647	7,171
Total liabilities and stockholders’ deficit	$ 883,230	$ 193,879

Condensed Consolidating Finan66

Condensed Consolidating Financial Information (IncomeStatement) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Condensed Income Statements, Captions [Line Items]
Total revenues	$ 133,843	$ 79,816
Total operating costs and expenses	147,420	137,165
Other income (expense)	22,326	(8,425)
Income (loss) before income taxes	8,749	(65,774)
Income tax expense	(953)
Net income (loss)	9,702	(65,774)
Eliminations
Condensed Income Statements, Captions [Line Items]
Total operating costs and expenses	(500)
Other income (expense)	(65)
Income (loss) before income taxes	435
Equity in income (loss) of subsidiaries	(84,069)	37,566
Net income (loss)	(83,634)	37,566
Parent Company
Condensed Income Statements, Captions [Line Items]
Total operating costs and expenses	64,572	19,684
Other income (expense)	(11,236)	(8,524)
Income (loss) before income taxes	(75,808)	(28,208)
Income tax expense	(1,190)
Equity in income (loss) of subsidiaries	83,634	(37,566)
Net income (loss)	9,016	(65,774)
Combined Guarantor Subsidiaries
Condensed Income Statements, Captions [Line Items]
Total revenues	111,828	79,816
Total operating costs and expenses	62,336	117,002
Other income (expense)	5,479	(413)
Income (loss) before income taxes	54,971	(37,599)
Equity in income (loss) of subsidiaries	435
Net income (loss)	55,406	(37,599)
Combined Non-Guarantor Subsidiaries
Condensed Income Statements, Captions [Line Items]
Total revenues	22,015
Total operating costs and expenses	21,012	479
Other income (expense)	28,148	512
Income (loss) before income taxes	29,151	33
Income tax expense	237
Net income (loss)	$ 28,914	$ 33

Condensed Consolidating Finan67

Condensed Consolidating Financial Information (CashFlows) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Condensed Cash Flow Statements, Captions [Line Items]
Net cash provided by (used in) operating activities	$ (13,336)	$ 25,944
Net cash provided by (used in) investing activities	(1,127,761)	(91,219)
Net cash provided by (used in) financing activities	763,765	(7,552)
Decrease in cash and cash equivalents	(377,332)	(72,827)
Cash and cash equivalents, beginning of period	501,917	435,048
Cash and cash equivalents, end of period	124,585	362,221
Eliminations
Condensed Cash Flow Statements, Captions [Line Items]
Net cash provided by (used in) investing activities	289,751	142,849
Net cash provided by (used in) financing activities	(289,751)	(142,849)
Parent Company
Condensed Cash Flow Statements, Captions [Line Items]
Net cash provided by (used in) operating activities	(96,053)	5,512
Net cash provided by (used in) investing activities	(297,242)	(143,077)
Net cash provided by (used in) financing activities	109,661	(7,552)
Decrease in cash and cash equivalents	(283,634)	(145,117)
Cash and cash equivalents, beginning of period	343,941	434,933
Cash and cash equivalents, end of period	60,307	289,816
Combined Guarantor Subsidiaries
Condensed Cash Flow Statements, Captions [Line Items]
Net cash provided by (used in) operating activities	62,317	20,620
Net cash provided by (used in) investing activities	(370,205)	(85,767)
Net cash provided by (used in) financing activities	307,888	65,147
Combined Non-Guarantor Subsidiaries
Condensed Cash Flow Statements, Captions [Line Items]
Net cash provided by (used in) operating activities	20,400	(188)
Net cash provided by (used in) investing activities	(750,065)	(5,224)
Net cash provided by (used in) financing activities	635,967	77,702
Decrease in cash and cash equivalents	(93,698)	72,290
Cash and cash equivalents, beginning of period	157,976	115
Cash and cash equivalents, end of period	$ 64,278	$ 72,405

Variable Interest Entities (Det

Variable Interest Entities (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016	Nov. 22, 2016	Oct. 06, 2016	Jul. 05, 2016	Oct. 02, 2015
Variable Interest Entity [Line Items]
Investment in SPP measured at fair value	$ 35,700	$ 26,800
Midstream Processing Plant
Variable Interest Entity [Line Items]
Debt	0
SOII Facility
Variable Interest Entity [Line Items]
Ownership of investment (as a percent)						10.00%
Amount committed	12,500					$ 12,500
Carnero Gathering, LLC
Variable Interest Entity [Line Items]
Amount committed	26,000
Equity method investment cost				$ 48,000
Targa | SOII Facility
Variable Interest Entity [Line Items]
Ownership of investment (as a percent)						90.00%
Targa | Carnero Gathering, LLC
Variable Interest Entity [Line Items]
Ownership of investment (as a percent)			50.00%		50.00%
SPP | Carnero Gathering, LLC
Variable Interest Entity [Line Items]
Ownership of investment (as a percent)			50.00%		50.00%
Common Stock | SPP
Variable Interest Entity [Line Items]
Investments			$ 25,000
Recurring basis
Variable Interest Entity [Line Items]
Investment in SPP measured at fair value	$ 35,682	$ 26,818

Variable Interest Entities (Car

Variable Interest Entities (Carrying Amounts) (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Variable Interest Entities
Beginning Balance	$ 39,656	$ 37,527
Earnings in equity investments	124	311
Gain (loss) from change in fair value of investment in SPP	8,864	1,818
Equity in equity investments	48,644	39,656
Maximum exposure to loss	$ 48,644	$ 39,656

Subsequent Events (Details)

Subsequent Events (Details) - USD ($) $ in Thousands	Apr. 13, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	May 08, 2017	Apr. 19, 2017	Jun. 30, 2014
Subsequent Events
Common shares issued			$ 135,472
Gain on disposition			5,143
Second Amended And Restated Credit Agreement
Subsequent Events
Maximum borrowing capacity							$ 1,500,000
Aggregate elected commitment amount			300,000
Borrowing base			350,000
Second Amended And Restated Credit Agreement | Subsequent Events
Subsequent Events
Maximum borrowing capacity						$ 350,000
Aggregate elected commitment amount						$ 300,000
Borrowing base					$ 330,000
Carrizo LLC | Subsequent Events
Subsequent Events
Proceeds from divestiture of businesses		$ 9,700
Cotulla Assets, LLC | Carrizo LLC
Subsequent Events
Proceeds from divestiture of businesses			$ 7,000
Gain on disposition				$ 112,300
Cotulla Assets, LLC | Carrizo LLC | Subsequent Events
Subsequent Events
Proceeds from divestiture of businesses	$ 170,300	$ 170,300
Gain on disposition	$ 7,100