Document and Entity Information
Document and Entity Information Document - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2015 | Jan. 31, 2016 | Jun. 30, 2015 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Amendment Flag | false | ||
Entity Registrant Name | LinnCo, LLC | ||
Entity Central Index Key | 1,549,756 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 1.2 | ||
Entity Common Stock, Shares Outstanding | 128,544,174 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY |
BALANCE SHEETS
BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash | $ 11,023 | $ 6,544 |
Income taxes receivable | 7,414 | 12,870 |
Deferred offering costs | 0 | 15 |
Deferred income taxes | 2,508 | 46,441 |
Total current assets | 20,945 | 65,870 |
Noncurrent assets: | ||
Deferred income taxes | 16,463 | 0 |
Investment in Linn Energy, LLC | 0 | 1,302,152 |
Total noncurrent assets | 16,463 | 1,302,152 |
Total assets | 37,408 | 1,368,022 |
Current liabilities: | ||
Accounts payable | 573 | 1,335 |
Income taxes payable | 29,829 | 80 |
Total current liabilities | 30,402 | 1,415 |
Noncurrent liabilities: | ||
Income taxes payable | 0 | 7,716 |
Deferred income taxes | 0 | 60,340 |
Total noncurrent liabilities | 0 | 68,056 |
Shareholders’ equity: | ||
Voting shares; unlimited shares authorized; 1 share issued and outstanding at December 31, 2015, and December 31, 2014 | 1 | 1 |
Common shares; unlimited shares authorized; 128,544,174 shares issued and outstanding at December 31, 2015, and December 31, 2014 | 3,868,322 | 3,868,322 |
Additional paid-in capital | 42,723 | 39,294 |
Accumulated deficit | (3,904,040) | (2,609,066) |
Total shareholders' equity | 7,006 | 1,298,551 |
Total liabilities and shareholders’ equity | $ 37,408 | $ 1,368,022 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - shares | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Voting shares: issued | 1 | 1 |
Voting shares: outstanding | 1 | 1 |
Common shares: issued | 128,544,174 | 128,544,174 |
Common shares: outstanding | 128,544,174 | 128,544,174 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Equity loss from investment in Linn Energy, LLC | $ (1,181,604) | $ (1,964,999) | $ (244,189) |
General and administrative expenses | (3,445) | (2,818) | (42,089) |
Gain (loss) on transfer of Berry | 0 | 13,673 | (718,249) |
Loss before income taxes | (1,185,049) | (1,954,144) | (1,004,527) |
Income tax benefit | 10,623 | 734,684 | 92,080 |
Net loss | $ (1,174,426) | $ (1,219,460) | $ (912,447) |
Net loss per share, basic and diluted | $ (9.14) | $ (9.49) | $ (23.46) |
Weighted average shares outstanding | 128,544 | 128,526 | 38,896 |
Dividends declared per share | $ 0.938 | $ 2.90 | $ 2.88 |
STATEMENTS OF SHAREHOLDERS' EQU
STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Shares [Member] | Share Amount [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
Balance Beginning (in shares) at Dec. 31, 2012 | 34,787,501 | ||||
Balance Beginning at Dec. 31, 2012 | $ 1,208,781 | $ 1,209,836 | $ 2,991 | $ (4,046) | |
Issuance of common shares (in shares) | 93,715,736 | ||||
Issuance of common shares | 2,658,552 | 2,658,552 | 0 | 0 | |
Capital contributions from Linn Energy, LLC | 33,256 | 0 | 33,256 | 0 | |
Dividends to shareholders | (100,348) | 0 | 0 | (100,348) | |
Net loss | (912,447) | 0 | 0 | (912,447) | |
Balance Ending (in shares) at Dec. 31, 2013 | 128,503,237 | ||||
Balance Ending at Dec. 31, 2013 | 2,887,794 | 3,868,388 | 36,247 | (1,016,841) | |
Issuance of common shares (in shares) | 40,938 | ||||
Issuance of common shares | (65) | (65) | 0 | 0 | |
Capital contributions from Linn Energy, LLC | 3,047 | 0 | 3,047 | 0 | |
Dividends to shareholders | (372,765) | 0 | 0 | (372,765) | |
Net loss | (1,219,460) | 0 | 0 | (1,219,460) | |
Balance Ending (in shares) at Dec. 31, 2014 | 128,544,175 | ||||
Balance Ending at Dec. 31, 2014 | 1,298,551 | 3,868,323 | 39,294 | (2,609,066) | |
Capital contributions from Linn Energy, LLC | 3,429 | 0 | 3,429 | 0 | |
Dividends to shareholders | (120,548) | 0 | 0 | (120,548) | |
Net loss | (1,174,426) | 0 | 0 | (1,174,426) | |
Balance Ending (in shares) at Dec. 31, 2015 | 128,544,175 | ||||
Balance Ending at Dec. 31, 2015 | $ 7,006 | $ 3,868,323 | $ 42,723 | $ (3,904,040) |
STATEMENTS OF SHAREHOLDERS' EQ6
STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) $ in Thousands | 8 Months Ended |
Dec. 31, 2012USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Underwriting Discounts and Offering Expenses | $ 388 |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flow from operating activities: | |||
Net loss | $ (1,174,426) | $ (1,219,460) | $ (912,447) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Equity loss from investment in Linn Energy, LLC | 1,181,604 | 1,964,999 | 244,189 |
Noncash general and administrative expenses paid by Linn Energy, LLC | 3,445 | 2,818 | 42,089 |
(Gain) loss on transfer of Berry | 0 | (13,673) | 718,249 |
Deferred income taxes | (32,870) | (734,684) | (92,080) |
Decrease in income taxes receivable | 5,456 | 4,638 | 0 |
Increase (decrease) in income taxes payable | 22,033 | (475) | 0 |
Cash distributions received | 120,548 | 372,706 | 100,870 |
Net cash provided by operating activities | 125,790 | 376,869 | 100,870 |
Cash flow from financing activities: | |||
Dividends paid to shareholders | (121,311) | (371,370) | (100,348) |
Net cash used in financing activities | (121,311) | (371,370) | (100,348) |
Net increase in cash and cash equivalents | 4,479 | 5,499 | 522 |
Cash and cash equivalents: | |||
Beginning | 6,544 | 1,045 | 523 |
Ending | $ 11,023 | $ 6,544 | $ 1,045 |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies (Notes) | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies Nature of Business LinnCo, LLC (“LinnCo” or the “Company”) is a Delaware limited liability company formed on April 30, 2012, that completed its initial public offering (“IPO”) in October 2012. After the IPO, LinnCo’s initial sole purpose was to own units representing limited liability company interests (“units”) in its affiliate, Linn Energy, LLC (“LINN Energy”). In connection with the acquisition of Berry Petroleum Company, now Berry Petroleum Company, LLC (“Berry”) (see Note 2), LinnCo amended its limited liability company agreement to permit, among other things, the acquisition and subsequent transfer of assets to LINN Energy for consideration received. As of December 31, 2015 , LinnCo had no significant assets or operations other than those related to its interest in LINN Energy. LINN Energy is an independent oil and natural gas company that trades on the NASDAQ Global Select Market (“NASDAQ”) under the symbol “LINE.” At December 31, 2015 , LINN Energy’s last reported sales price was $1.29 per unit, as reported by NASDAQ, and the Company owned approximately 37% of LINN Energy’s outstanding units. The operations of the Company are governed by the provisions of a limited liability company agreement executed by and among its members. Pursuant to applicable provisions of the Delaware Limited Liability Company Act (“Delaware Act”) and the Amended and Restated Limited Liability Company Agreement of LinnCo, LLC, as amended (“LLC Agreement”), shareholders have no liability for the debts, obligations and liabilities of the Company, except as expressly required in the LLC Agreement or the Delaware Act. The Company will remain in existence unless and until dissolved in accordance with the terms of the LLC Agreement. Going Concern Uncertainty As of December 31, 2015, the Company had income taxes payable of approximately $30 million and cash of approximately $11 million . The Company’s only significant asset is its interest in LINN Energy units and the Company’s cash flow, which was historically used to pay dividends to the Company’s shareholders, is completely dependent upon the ability of LINN Energy to make distributions to its unitholders. In October 2015, LINN Energy suspended the payment of its distribution. Accordingly, the uncertainty associated with the Company’s ability to meet its obligations as they become due raises substantial doubt about its ability to continue as a going concern. The financial statements have been prepared on a going concern basis of accounting, which contemplates continuity of operations, realization of assets, and satisfaction of liabilities and commitments in the normal course of business. The financial statements do not include any adjustments that might result from the outcome of the going concern uncertainty. The Company estimates that the income taxes will become due later in 2016, but cannot be certain of the exact timing of payment, or of the final amount that will ultimately be owed. If the income taxes owed are greater than the cash on hand at such time, the payment will require some form of liquidity to satisfy it, including a cash contribution from LINN Energy, which LINN Energy is not required to provide. As of March 15, 2016, LINN Energy had not agreed to provide any cash contribution. In addition, LINN Energy does not expect to remain in compliance with all of the restrictive covenants contained in its credit facilities throughout 2016 unless those requirements are waived or amended. As a result of this and other factors, the uncertainty associated with LINN Energy’s ability to meet its obligations as they become due raises substantial doubt about its ability to continue as a going concern. LINN Energy’s auditors’ opinion issued in connection with its consolidated financial statements also includes a going concern explanation. If lenders, and subsequently noteholders, accelerate LINN Energy’s outstanding indebtedness, it will become immediately due and payable and LINN Energy will not have sufficient liquidity to repay those amounts. If LINN Energy is unable to reach an agreement with its creditors prior to any accelerations, it could be required to immediately file for protection under Chapter 11 of the U.S. Bankruptcy Code, and as a result, may result in LinnCo immediately filing for protection under Chapter 11 of the U.S. Bankruptcy Code. LINN Energy is currently in discussions with various stakeholders and is pursuing or considering a number of actions, but there can be no assurance that sufficient liquidity can be obtained from one or more of these actions or that these actions can be consummated within the period needed. Principles of Reporting The Company presents its financial statements in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”). Investments in noncontrolled entities over which the Company exercises significant influence are accounted for under the equity method. Reimbursement of LinnCo ’ s Costs and Expenses LINN Energy has agreed to provide to LinnCo, or to pay on LinnCo’s behalf, any financial, legal, accounting, tax advisory, financial advisory and engineering fees, and other administrative and out-of-pocket expenses incurred by LinnCo, along with any other expenses incurred in connection with any public offering of common shares representing limited liability company interests (“shares”) in LinnCo or incurred as a result of being a publicly traded entity. These expenses include costs associated with annual, quarterly and other reports to holders of LinnCo shares, tax return and Form 1099 preparation and distribution, NASDAQ listing fees, printing costs, independent auditor fees and expenses, legal counsel fees and expenses, limited liability company governance and compliance expenses, and registrar and transfer agent fees. In addition, LINN Energy has agreed to indemnify LinnCo and its officers and directors for damages suffered or costs incurred (other than income taxes payable by LinnCo) in connection with carrying out LinnCo’s activities. Because all general and administrative expenses and certain offering costs are actually paid by LINN Energy on LinnCo’s behalf, no cash is disbursed by LinnCo for these expenses and costs. For the year ended December 31, 2015 , LinnCo incurred total general and administrative expenses and certain offering costs of approximately $3 million , including approximately $2 million related to services provided by LINN Energy. All expenses and costs incurred during the year had been paid by LINN Energy on LinnCo’s behalf as of December 31, 2015 . For the year ended December 31, 2014 , LinnCo incurred total general and administrative expenses and certain offering costs of approximately $3 million , including approximately $2 million related to services provided by LINN Energy. All expenses and costs incurred during the year had been paid by LINN Energy on LinnCo’s behalf as of December 31, 2014 . In addition, during the year ended December 31, 2014 , LINN Energy paid approximately $11 million on LinnCo’s behalf for general and administrative expenses incurred by LinnCo in 2013. For the year ended December 31, 2013 , LinnCo incurred total general and administrative expenses and certain offering costs of approximately $42 million , including approximately $40 million of transaction costs related to the Berry acquisition (see Note 2), of which approximately $9 million related to noncash share-based compensation expense, and approximately $2 million related to services provided by LINN Energy. Approximately $22 million of expenses and costs had been paid by LINN Energy on LinnCo’s behalf as of December 31, 2013 . Dividends Within five business days after receiving a cash distribution related to its interest in LINN Energy units, LinnCo is required to pay the cash received, net of reserves for its income taxes liability (“tax reserve”), if any, as dividends to its shareholders. The amount of the tax reserve is calculated on a quarterly basis and is determined based on the estimated tax liability for the entire year. The current tax reserve can be increased or reduced, at Company management’s discretion, to account for the over/(under) tax reserve previously recorded. Because the tax reserve is an estimate, upon filing the annual tax returns, if the actual amount of tax due is greater or less than the total amount of tax reserved, the subsequent tax reserve, at Company management’s discretion, could be adjusted accordingly. Any such adjustments are subject to approval by the Company’s Board of Directors (“Board”). Use of Estimates The preparation of the accompanying financial statements in conformity with GAAP requires management of the Company to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amount of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of income and expenses. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. Such estimates and assumptions are adjusted when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ from these estimates. Any changes in estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. Recently Issued Accounting Standards In November 2015, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) that is intended to simplify the presentation of deferred taxes by requiring that all deferred taxes be presented as noncurrent. This ASU will be applied either prospectively or retrospectively as of the date of adoption and is effective for fiscal years beginning after December 15, 2016, and interim periods within those years (early adoption permitted). Adoption of this ASU is expected to result in a decrease in the Company’s current assets or current liabilities on its balance sheets, depending on its deferred taxes classification at such date, with no impact to the statements of operations. In August 2014, the FASB issued an ASU that provides guidance about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. This ASU is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter (early adoption permitted). The Company does not expect the adoption of this ASU to have a material impact on its financial statements or related disclosures. Cash Equivalents For purposes of the statements of cash flows, the Company considers all highly liquid short-term investments with original maturities of three months or less to be cash equivalents. Accounting for Investment in Linn Energy, LLC The Company uses the equity method of accounting for its investment in LINN Energy. The Company’s equity income (loss) consists of its share of LINN Energy’s earnings or losses attributed to the units the Company owns, the amortization of the difference between the Company’s investment in LINN Energy and LINN Energy’s underlying net assets attributable to certain assets and liabilities, and impairments of its investment in LINN Energy. The Company records its share of LINN Energy’s net income (loss) in the period in which it is earned. If the Company’s share of LINN Energy’s losses reduces its investment in LINN Energy to zero , the Company temporarily discontinues applying the equity method. At December 31, 2015 , the Company owned approximately 37% of LINN Energy’s outstanding units. The Company’s ownership percentage could change if the Company acquires additional units or if LINN Energy issues or repurchases additional units. Changes in the Company’s ownership percentage affect its net income (loss). Impairment testing on the Company’s investment in LINN Energy is performed when events or circumstances warrant such testing and considers whether there is an inability to recover the carrying value of the investment that is other than temporary. At September 30, 2015, and December 31, 2014 , declines in the quoted market price of LINN Energy units, when considering the reduction and later suspension of LINN Energy’s distribution and continued low commodity prices, were determined by the Company to be other than temporary. Accordingly, the Company reduced the carrying value of its investment to fair value by recording a charge in excess of what would otherwise be recognized by the application of the equity method. The carrying value was reduced to fair value using LINN Energy’s quoted market price of $2.69 per unit and $10.13 per unit at September 30, 2015, and December 31, 2014 , respectively, which is characteristic of a Level 1 fair value measurement. Impairment charges of approximately $326 million and $2.2 billion are included in “equity loss from investment in Linn Energy, LLC” on the statements of operations for the years ended December 31, 2015 , and December 31, 2014 , respectively. No impairment had occurred with respect to the Company’s investment in LINN Energy for the year ended December 31, 2013 . Primarily as a result of cumulative losses recognized by the Company, its investment in LINN Energy was reduced to zero as of December 31, 2015 , at which time the Company discontinued applying the equity method. The amount of excess losses incurred was approximately $490 million as of December 31, 2015 . At December 31, 2015 , the carrying amount of the Company’s investment in LINN Energy was greater than the Company’s ownership interest in LINN Energy’s underlying net assets by approximately $85 million . The difference is attributable to proved and unproved oil and natural gas properties and senior notes, and is included in “investment in Linn Energy, LLC” on the balance sheets and amortized over the lives of the related assets and liabilities. Such amortization is included in the equity income (loss) from the Company’s investment in LINN Energy. Income Taxes The Company is a limited liability company that has elected to be treated as a corporation for U.S. federal income tax purposes. Deferred income tax assets and liabilities are recognized for temporary differences between the basis of the Company’s assets and liabilities for financial and tax reporting purposes. At December 31, 2015 , and December 31, 2014 , the majority of the Company’s temporary differences and associated deferred taxes result from its investment in LINN Energy. The Company routinely assesses the realizability of the deferred tax assets by considering whether it is more likely than not that some portion or all of the deferred tax assets will not be realized and records a valuation allowance against the deferred tax assets that will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making the assessment. The Company recognizes only the impact of income tax positions that, based on their merits, are more likely than not to be sustained upon audit by a taxing authority. For the year ended December 31, 2015 , the Company’s established valuation allowances increased by approximately $433 million due to losses recorded in 2015 which generated additional deferred tax assets that are not expected to be realized. For the year ended December 31, 2014 , the Company’s established valuation allowances increased by approximately $3 million due to acquisition accounting adjustments related to the 2013 Berry acquisition. Earnings Per Share Both basic and diluted earnings per share are computed by dividing net earnings attributable to shareholders by the weighted average number of shares outstanding during each period. There are no securities outstanding that may be converted into or exercised for shares. |
Capitalization (Notes)
Capitalization (Notes) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Capitalization | Capitalization LinnCo’s authorized capital structure consists of two classes of interests: (1) shares with limited voting rights and (2) voting shares, 100% of which are currently held by LINN Energy. At December 31, 2015 , LinnCo’s issued capitalization consisted of approximately $3.9 billion in shares and $1,000 contributed by LINN Energy in connection with LinnCo’s formation and in exchange for its voting share. LinnCo is authorized to issue an unlimited number of shares and voting shares. Additional classes of equity interests may be created upon approval by the Board and the holders of a majority of the outstanding shares and voting shares, voting as separate classes. Berry Acquisition On December 16, 2013, the Company completed the transactions contemplated by the merger agreement between the Company, LINN Energy and Berry under which LinnCo acquired all of the outstanding common shares of Berry and the contribution agreement between the Company and LINN Energy under which the Company transferred Berry to LINN Energy in exchange for LINN Energy units. Under the merger agreement, as amended, Berry’s shareholders received 1.68 LinnCo common shares for each Berry common share they owned, totaling 93,756,674 LinnCo common shares valued at approximately $2.7 billion . Under the contribution agreement, LinnCo transferred Berry to LINN Energy after which Berry became an indirect wholly owned subsidiary of LINN Energy. As consideration for the transfer of Berry to LINN Energy, the Company acquired 93,756,674 newly issued LINN Energy units, valued at approximately $2.8 billion and equal to the number of LinnCo shares issued as consideration for Berry. On the Berry acquisition date, the Company transferred Berry to its affiliate, LINN Energy. Accordingly, the assets, liabilities and results of operations of Berry are not included in the Company’s financial statements. The acquisition of 93,756,674 LINN Energy units, which are equal to the number of LinnCo shares issued as consideration for Berry, increased the Company’s ownership of LINN Energy’s outstanding units from approximately 15% to approximately 39% . The gain on transfer of Berry for the year ended December 31, 2014 , reflects acquisition accounting adjustments to the fair value of the assets acquired and liabilities assumed from Berry that were subsequently transferred to LINN Energy. The loss on transfer of Berry for the year ended December 31, 2013 , is primarily due to deferred income taxes assumed by LinnCo in the Berry acquisition that were not transferred to LINN Energy and reflects the difference between the fair value of the assets acquired and liabilities assumed from Berry and the fair value of the LINN Energy units received in connection with the transfer. For the year ended December 31, 2013 , in connection with the Berry acquisition, the Company incurred acquisition-related transaction costs of approximately $40 million , including approximately $9 million of noncash share-based compensation expense. In connection with the Berry acquisition, certain Berry equity-based awards were exchanged for common shares issued by the Company. Each Berry restricted stock unit (“RSU”) that was vested as of the effective date of the acquisition and held by a former nonemployee director or by an employee of Berry whose employment was terminated in connection with the acquisition as agreed upon by the parties or that was subject to performance-based vesting criteria was converted into LinnCo common shares. Under the acquisition method of accounting, Berry RSUs were measured and recorded at their fair values on the acquisition date, resulting in additional purchase price consideration of approximately $52 million . The portion of the replacement awards attributable to post-combination service was calculated as the difference between the fair value of the replacement awards and the amount attributed to pre-combination service, and was recognized as expense. At-the-Market Offering Program The Company’s Board has authorized the sale of up to $500 million of shares under an at-the-market offering program. Sales of shares, if any, will be made under an equity distribution agreement by means of ordinary brokers’ transactions, through the facilities of the NASDAQ, any other national securities exchange or facility thereof, a trading facility of a national securities association or an alternate trading system, to or through a market maker or directly on or through an electronic communication network, a “dark pool” or any similar market venue, at market prices, in block transactions, or as otherwise agreed with a sales agent. The Company expects to use the net proceeds from any sale of shares to purchase additional LINN Energy units. As of December 31, 2015 , no shares had been sold under the program. |
Summarized Financial Informatio
Summarized Financial Information for Linn Energy, LLC (Notes) | 12 Months Ended |
Dec. 31, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summarized Financial Information for Linn Energy, LLC | Summarized Financial Information for Linn Energy, LLC Following are summarized statements of operations and balance sheets information for LINN Energy. Additional information on LINN Energy’s results of operations and financial position are contained in its Annual Report on Form 10-K for the year ended December 31, 2015 , which is included in this filing as Exhibit 99.1 and incorporated herein by reference. Summarized Linn Energy, LLC Statements of Operations Information Year Ended December 31, 2015 2014 2013 (in thousands) Revenues and other $ 2,883,334 $ 4,983,303 $ 2,331,655 Expenses (7,805,186 ) (4,826,624 ) (2,590,273 ) Other income and (expenses) 155,580 (604,051 ) (434,918 ) Income tax (expense) benefit 6,461 (4,437 ) 2,199 Net loss $ (4,759,811 ) $ (451,809 ) $ (691,337 ) Summarized Linn Energy, LLC Balance Sheets Information December 31, 2015 2014 (in thousands) Current assets $ 1,558,875 $ 1,706,590 Noncurrent assets 8,418,071 14,716,919 9,976,946 16,423,509 Current liabilities 4,293,716 982,545 Noncurrent liabilities 5,952,131 10,897,359 Unitholders’ capital (deficit) $ (268,901 ) $ 4,543,605 |
Income Taxes (Notes)
Income Taxes (Notes) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company is a limited liability company that has elected to be treated as a corporation for U.S. federal income tax purposes. Income tax benefit consisted of the following: Year Ended December 31, 2015 2014 2013 (in thousands) Current taxes: Federal $ (21,193 ) $ — $ — State (1,054 ) 88 — Deferred taxes: Federal 38,347 710,484 84,908 State (5,477 ) 24,112 7,172 $ 10,623 $ 734,684 $ 92,080 As of December 31, 2015 , the Company had approximately $107 million of federal net operating loss carryforwards which will begin expiring in 2032 . As of December 31, 2015 , the Company also had approximately $35 million of federal and state general business and other credits, the majority of which will begin expiring in 2018 , and federal and state alternative minimum income tax (“AMT”) credit carryforwards of approximately $23 million that do not expire and can be used to offset regular income taxes in future years to the extent regular income taxes exceed the AMT in any such year. Under federal and applicable state income tax laws, a corporation is generally permitted to deduct from taxable income in any year tax carryforwards subject to certain limitations as prescribed by the taxing authorities. Under federal income tax law, the Company’s net operating loss carryforwards are subject to limitations as defined by Section 382 of the Internal Revenue Code. A reconciliation of the federal statutory tax rate to the effective tax rate is as follows: Year Ended December 31, 2015 2014 2013 Federal statutory rate 35.0 % 35.0 % 35.0 % State, net of federal tax benefit 2.9 2.3 0.3 Gain (loss) on transfer of Berry — 0.2 (24.3 ) Valuation allowance (36.5 ) — — Other (0.5 ) 0.1 (1.8 ) Effective rate 0.9 % 37.6 % 9.2 % Significant components of the deferred tax assets and liabilities were as follows: December 31, 2015 2014 (in thousands) Current deferred tax assets: Net operating loss carryforwards $ 18,971 $ 14,686 Unamortized intangible drilling costs 36,527 38,185 Valuation allowance (52,990 ) (6,430 ) Total current deferred tax assets 2,508 46,441 Noncurrent deferred tax assets: Investment in LINN Energy 276,899 — Net operating loss carryforwards 21,747 81,993 Unamortized intangible drilling costs 78,725 121,273 Credits 57,683 36,680 Valuation allowance (415,397 ) (29,188 ) Other — 42 Total noncurrent deferred tax assets 19,657 210,800 Noncurrent deferred tax liabilities: Investment in LINN Energy — (271,140 ) Other (3,194 ) — Total noncurrent deferred tax liabilities (3,194 ) (271,140 ) Net deferred tax assets (liabilities) $ 18,971 $ (13,899 ) Net deferred tax assets and liabilities were classified on the balance sheets as follows: December 31, 2015 2014 (in thousands) Current deferred tax assets $ 2,508 $ 46,441 Current deferred tax liabilities — — Net current deferred tax assets $ 2,508 $ 46,441 Noncurrent deferred tax assets $ 19,657 $ 210,800 Noncurrent deferred tax liabilities (3,194 ) (271,140 ) Net noncurrent deferred tax assets (liabilities) $ 16,463 $ (60,340 ) In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. At December 31, 2015 , and December 31, 2014 , based on projections of future taxable income for the periods in which the deferred tax assets are deductible, valuation allowances of approximately $468 million and $36 million , respectively, were recorded to reduce the net deferred tax assets to an amount that is more likely than not to be realized. The amount of deferred tax assets considered realizable could be reduced in the future if estimates of future taxable income during the carryforward and carryback periods are reduced. Changes in the balance of unrecognized tax benefits excluding interest and penalties on uncertain tax positions were as follows: Year Ended December 31, 2015 2014 (in thousands) Unrecognized income tax benefits at beginning of year $ 20,068 $ 20,106 Decreases for positions taken in a prior year — (38 ) Decreases for settlements with taxing authorities (5,293 ) — Unrecognized income tax benefits at end of year $ 14,775 $ 20,068 In accordance with the applicable accounting standards, the Company recognizes only the impact of income tax positions that, based on their merits, are more likely than not to be sustained upon audit by a taxing authority. To evaluate its current tax positions in order to identify any material uncertain tax positions, the Company developed a policy of identifying and evaluating uncertain tax positions that considers support for each tax position, industry standards, tax return disclosures and schedules, and the significance of each position. It is the Company’s policy to recognize interest and penalties, if any, related to unrecognized tax benefits in income tax expense. At December 31, 2015 , and December 31, 2014 , the Company had a gross liability for uncertain income tax benefits of approximately $15 million and $20 million , respectively, which, if recognized, would affect the effective income tax rate. The Company estimates that it is reasonably possible that the balance of unrecognized income tax benefits as of December 31, 2015 , could decrease by a maximum of approximately $15 million in the next 12 months due to the expiration of statutes of limitations and settlements with taxing authorities. The Company had accrued approximately $203,000 and $109,000 of interest related to its uncertain income tax positions as of December 31, 2015 , and December 31, 2014 , respectively. The tax years 2010 – 2015 remain open to examination for federal income tax purposes. |
Distributions and Dividends
Distributions and Dividends | 12 Months Ended |
Dec. 31, 2015 | |
Distribution Received and Dividend Paid [Abstract] | |
Distributions and Dividends | Distributions and Dividends The following provides a summary of distributions paid by LINN Energy to LinnCo and dividends paid by LinnCo to its shareholders during the year ended December 31, 2015 : LINN Energy Distributions to LinnCo Date Paid Distributions Per Unit Total Distributions (in millions) September 2015 $ 0.1042 $ 13 August 2015 $ 0.1042 $ 13 July 2015 $ 0.1042 $ 13 June 2015 $ 0.1042 $ 13 May 2015 $ 0.1042 $ 13 April 2015 $ 0.1042 $ 13 March 2015 $ 0.1042 $ 13 February 2015 $ 0.1042 $ 13 January 2015 $ 0.1042 $ 13 LinnCo Dividends to its Shareholders Date Paid Dividends Per Share Total Dividends (in millions) September 2015 $ 0.1042 $ 13 August 2015 $ 0.1042 $ 13 July 2015 $ 0.1042 $ 13 June 2015 $ 0.1042 $ 13 May 2015 $ 0.1042 $ 13 April 2015 $ 0.1042 $ 13 March 2015 $ 0.1042 $ 15 February 2015 $ 0.1042 $ 13 January 2015 $ 0.1042 $ 13 In October 2015, LINN Energy suspended the payment of its distribution. Since LinnCo pays its dividend from the receipt of cash distributions from LINN Energy, LinnCo will not pay a dividend while LINN Energy’s distributions are suspended. |
Supplemental Disclosures to the
Supplemental Disclosures to the Statements of Cash Flows (Notes) | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Disclosures to the Statements of Cash Flows | Supplemental Disclosures to the Statements of Cash Flows For the years ended December 31, 2015 , December 31, 2014 , and December 31, 2013 , LinnCo incurred and recorded approximately $3 million , $3 million and $42 million , respectively, of general and administrative expenses and certain offering costs. Of the expenses and costs incurred, all had been paid by LINN Energy on LinnCo’s behalf as of December 31, 2015 , and December 31, 2014 , and approximately $22 million had been paid by LINN Energy on LinnCo’s behalf as of December 31, 2013 . In addition, during the year ended December 31, 2014 , LINN Energy paid approximately $11 million on LinnCo’s behalf for general and administrative expenses incurred by LinnCo in 2013. All of these expenses and costs are paid by LINN Energy on LinnCo’s behalf, and therefore, are accounted for as capital contributions and reflected as noncash transactions by LinnCo. In December 2013, the Company issued 93,756,674 LinnCo common shares in connection with the Berry acquisition valued at approximately $2.7 billion and acquired 93,756,674 newly issued LINN Energy units in exchange for the transfer of Berry to LINN Energy valued at approximately $2.8 billion , which was also a noncash transaction. During the years ended December 31, 2015 , and December 31, 2014 , the Company made cash payments for income taxes of approximately $214,000 and $475,000 , respectively. |
Supplemental Quarterly Data (No
Supplemental Quarterly Data (Notes) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data | SUPPLEMENTAL QUARTERLY DATA (Unaudited) The following discussion and analysis should be read in conjunction with the “Financial Statements” and “Notes to Financial Statements,” which are included in this Annual Report on Form 10-K in Item 8. “Financial Statements and Supplementary Data.” Quarterly Financial Data Quarters Ended March 31 June 30 September 30 December 31 (in thousands, except per share amounts) 2015: Equity loss from investment in Linn Energy, LLC $ (50,492 ) $ (122,052 ) $ (663,276 ) $ (345,784 ) General and administrative expenses (976 ) (901 ) (965 ) (603 ) Income tax (expense) benefit 18,493 13,127 (3,712 ) (17,285 ) Net loss (32,975 ) (109,826 ) (667,953 ) (363,672 ) Net loss per share, basic and diluted (0.26 ) (0.85 ) (5.20 ) (2.83 ) Quarters Ended March 31 June 30 September 30 December 31 (in thousands, except per share amounts) 2014: Equity income (loss) from investment in Linn Energy, LLC $ (30,541 ) $ (66,987 ) $ 172,200 $ (2,039,671 ) General and administrative expenses (734 ) (668 ) (644 ) (772 ) Gain (loss) on transfer of Berry — (1,331 ) 9,830 5,174 Income tax (expense) benefit 11,791 25,844 (63,776 ) 760,825 Net income (loss) (19,484 ) (43,142 ) 117,610 (1,274,444 ) Net income (loss) per share, basic and diluted (0.15 ) (0.34 ) 0.91 (9.91 ) |
Basis of Presentation and Sig15
Basis of Presentation and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | Nature of Business LinnCo, LLC (“LinnCo” or the “Company”) is a Delaware limited liability company formed on April 30, 2012, that completed its initial public offering (“IPO”) in October 2012. After the IPO, LinnCo’s initial sole purpose was to own units representing limited liability company interests (“units”) in its affiliate, Linn Energy, LLC (“LINN Energy”). In connection with the acquisition of Berry Petroleum Company, now Berry Petroleum Company, LLC (“Berry”) (see Note 2), LinnCo amended its limited liability company agreement to permit, among other things, the acquisition and subsequent transfer of assets to LINN Energy for consideration received. As of December 31, 2015 , LinnCo had no significant assets or operations other than those related to its interest in LINN Energy. LINN Energy is an independent oil and natural gas company that trades on the NASDAQ Global Select Market (“NASDAQ”) under the symbol “LINE.” At December 31, 2015 , LINN Energy’s last reported sales price was $1.29 per unit, as reported by NASDAQ, and the Company owned approximately 37% of LINN Energy’s outstanding units. The operations of the Company are governed by the provisions of a limited liability company agreement executed by and among its members. Pursuant to applicable provisions of the Delaware Limited Liability Company Act (“Delaware Act”) and the Amended and Restated Limited Liability Company Agreement of LinnCo, LLC, as amended (“LLC Agreement”), shareholders have no liability for the debts, obligations and liabilities of the Company, except as expressly required in the LLC Agreement or the Delaware Act. The Company will remain in existence unless and until dissolved in accordance with the terms of the LLC Agreement. |
Going Concern Uncertainty | Going Concern Uncertainty As of December 31, 2015, the Company had income taxes payable of approximately $30 million and cash of approximately $11 million . The Company’s only significant asset is its interest in LINN Energy units and the Company’s cash flow, which was historically used to pay dividends to the Company’s shareholders, is completely dependent upon the ability of LINN Energy to make distributions to its unitholders. In October 2015, LINN Energy suspended the payment of its distribution. Accordingly, the uncertainty associated with the Company’s ability to meet its obligations as they become due raises substantial doubt about its ability to continue as a going concern. The financial statements have been prepared on a going concern basis of accounting, which contemplates continuity of operations, realization of assets, and satisfaction of liabilities and commitments in the normal course of business. The financial statements do not include any adjustments that might result from the outcome of the going concern uncertainty. The Company estimates that the income taxes will become due later in 2016, but cannot be certain of the exact timing of payment, or of the final amount that will ultimately be owed. If the income taxes owed are greater than the cash on hand at such time, the payment will require some form of liquidity to satisfy it, including a cash contribution from LINN Energy, which LINN Energy is not required to provide. As of March 15, 2016, LINN Energy had not agreed to provide any cash contribution. In addition, LINN Energy does not expect to remain in compliance with all of the restrictive covenants contained in its credit facilities throughout 2016 unless those requirements are waived or amended. As a result of this and other factors, the uncertainty associated with LINN Energy’s ability to meet its obligations as they become due raises substantial doubt about its ability to continue as a going concern. LINN Energy’s auditors’ opinion issued in connection with its consolidated financial statements also includes a going concern explanation. If lenders, and subsequently noteholders, accelerate LINN Energy’s outstanding indebtedness, it will become immediately due and payable and LINN Energy will not have sufficient liquidity to repay those amounts. If LINN Energy is unable to reach an agreement with its creditors prior to any accelerations, it could be required to immediately file for protection under Chapter 11 of the U.S. Bankruptcy Code, and as a result, may result in LinnCo immediately filing for protection under Chapter 11 of the U.S. Bankruptcy Code. LINN Energy is currently in discussions with various stakeholders and is pursuing or considering a number of actions, but there can be no assurance that sufficient liquidity can be obtained from one or more of these actions or that these actions can be consummated within the period needed. |
Principles of Reporting | Principles of Reporting The Company presents its financial statements in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”). Investments in noncontrolled entities over which the Company exercises significant influence are accounted for under the equity method. |
Dividends | Dividends Within five business days after receiving a cash distribution related to its interest in LINN Energy units, LinnCo is required to pay the cash received, net of reserves for its income taxes liability (“tax reserve”), if any, as dividends to its shareholders. The amount of the tax reserve is calculated on a quarterly basis and is determined based on the estimated tax liability for the entire year. The current tax reserve can be increased or reduced, at Company management’s discretion, to account for the over/(under) tax reserve previously recorded. Because the tax reserve is an estimate, upon filing the annual tax returns, if the actual amount of tax due is greater or less than the total amount of tax reserved, the subsequent tax reserve, at Company management’s discretion, could be adjusted accordingly. Any such adjustments are subject to approval by the Company’s Board of Directors (“Board”). |
Use of Estimates | Use of Estimates The preparation of the accompanying financial statements in conformity with GAAP requires management of the Company to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amount of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of income and expenses. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. Such estimates and assumptions are adjusted when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ from these estimates. Any changes in estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In November 2015, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) that is intended to simplify the presentation of deferred taxes by requiring that all deferred taxes be presented as noncurrent. This ASU will be applied either prospectively or retrospectively as of the date of adoption and is effective for fiscal years beginning after December 15, 2016, and interim periods within those years (early adoption permitted). Adoption of this ASU is expected to result in a decrease in the Company’s current assets or current liabilities on its balance sheets, depending on its deferred taxes classification at such date, with no impact to the statements of operations. |
Cash Equivalents | Cash Equivalents For purposes of the statements of cash flows, the Company considers all highly liquid short-term investments with original maturities of three months or less to be cash equivalents. |
Accounting for Investment in Linn Energy, LLC | Accounting for Investment in Linn Energy, LLC The Company uses the equity method of accounting for its investment in LINN Energy. The Company’s equity income (loss) consists of its share of LINN Energy’s earnings or losses attributed to the units the Company owns, the amortization of the difference between the Company’s investment in LINN Energy and LINN Energy’s underlying net assets attributable to certain assets and liabilities, and impairments of its investment in LINN Energy. The Company records its share of LINN Energy’s net income (loss) in the period in which it is earned. If the Company’s share of LINN Energy’s losses reduces its investment in LINN Energy to zero , the Company temporarily discontinues applying the equity method. At December 31, 2015 , the Company owned approximately 37% of LINN Energy’s outstanding units. The Company’s ownership percentage could change if the Company acquires additional units or if LINN Energy issues or repurchases additional units. Changes in the Company’s ownership percentage affect its net income (loss). Impairment testing on the Company’s investment in LINN Energy is performed when events or circumstances warrant such testing and considers whether there is an inability to recover the carrying value of the investment that is other than temporary. At September 30, 2015, and December 31, 2014 , declines in the quoted market price of LINN Energy units, when considering the reduction and later suspension of LINN Energy’s distribution and continued low commodity prices, were determined by the Company to be other than temporary. Accordingly, the Company reduced the carrying value of its investment to fair value by recording a charge in excess of what would otherwise be recognized by the application of the equity method. The carrying value was reduced to fair value using LINN Energy’s quoted market price of $2.69 per unit and $10.13 per unit at September 30, 2015, and December 31, 2014 , respectively, which is characteristic of a Level 1 fair value measurement. Impairment charges of approximately $326 million and $2.2 billion are included in “equity loss from investment in Linn Energy, LLC” on the statements of operations for the years ended December 31, 2015 , and December 31, 2014 , respectively. No impairment had occurred with respect to the Company’s investment in LINN Energy for the year ended December 31, 2013 . Primarily as a result of cumulative losses recognized by the Company, its investment in LINN Energy was reduced to zero as of December 31, 2015 , at which time the Company discontinued applying the equity method. The amount of excess losses incurred was approximately $490 million as of December 31, 2015 . At December 31, 2015 , the carrying amount of the Company’s investment in LINN Energy was greater than the Company’s ownership interest in LINN Energy’s underlying net assets by approximately $85 million . The difference is attributable to proved and unproved oil and natural gas properties and senior notes, and is included in “investment in Linn Energy, LLC” on the balance sheets and amortized over the lives of the related assets and liabilities. Such amortization is included in the equity income (loss) from the Company’s investment in LINN Energy. |
Income Taxes | Income Taxes The Company is a limited liability company that has elected to be treated as a corporation for U.S. federal income tax purposes. Deferred income tax assets and liabilities are recognized for temporary differences between the basis of the Company’s assets and liabilities for financial and tax reporting purposes. At December 31, 2015 , and December 31, 2014 , the majority of the Company’s temporary differences and associated deferred taxes result from its investment in LINN Energy. The Company routinely assesses the realizability of the deferred tax assets by considering whether it is more likely than not that some portion or all of the deferred tax assets will not be realized and records a valuation allowance against the deferred tax assets that will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making the assessment. The Company recognizes only the impact of income tax positions that, based on their merits, are more likely than not to be sustained upon audit by a taxing authority. |
Earnings Per Share | Earnings Per Share Both basic and diluted earnings per share are computed by dividing net earnings attributable to shareholders by the weighted average number of shares outstanding during each period. There are no securities outstanding that may be converted into or exercised for shares. |
Summarized Financial Informat16
Summarized Financial Information for Linn Energy, LLC (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | Following are summarized statements of operations and balance sheets information for LINN Energy. Additional information on LINN Energy’s results of operations and financial position are contained in its Annual Report on Form 10-K for the year ended December 31, 2015 , which is included in this filing as Exhibit 99.1 and incorporated herein by reference. Summarized Linn Energy, LLC Statements of Operations Information Year Ended December 31, 2015 2014 2013 (in thousands) Revenues and other $ 2,883,334 $ 4,983,303 $ 2,331,655 Expenses (7,805,186 ) (4,826,624 ) (2,590,273 ) Other income and (expenses) 155,580 (604,051 ) (434,918 ) Income tax (expense) benefit 6,461 (4,437 ) 2,199 Net loss $ (4,759,811 ) $ (451,809 ) $ (691,337 ) Summarized Linn Energy, LLC Balance Sheets Information December 31, 2015 2014 (in thousands) Current assets $ 1,558,875 $ 1,706,590 Noncurrent assets 8,418,071 14,716,919 9,976,946 16,423,509 Current liabilities 4,293,716 982,545 Noncurrent liabilities 5,952,131 10,897,359 Unitholders’ capital (deficit) $ (268,901 ) $ 4,543,605 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Components of income tax benefit (expense) | Income tax benefit consisted of the following: Year Ended December 31, 2015 2014 2013 (in thousands) Current taxes: Federal $ (21,193 ) $ — $ — State (1,054 ) 88 — Deferred taxes: Federal 38,347 710,484 84,908 State (5,477 ) 24,112 7,172 $ 10,623 $ 734,684 $ 92,080 |
Effective income tax rate reconciliation | A reconciliation of the federal statutory tax rate to the effective tax rate is as follows: Year Ended December 31, 2015 2014 2013 Federal statutory rate 35.0 % 35.0 % 35.0 % State, net of federal tax benefit 2.9 2.3 0.3 Gain (loss) on transfer of Berry — 0.2 (24.3 ) Valuation allowance (36.5 ) — — Other (0.5 ) 0.1 (1.8 ) Effective rate 0.9 % 37.6 % 9.2 % |
Significant components of the deferred tax assets and liabilities | Significant components of the deferred tax assets and liabilities were as follows: December 31, 2015 2014 (in thousands) Current deferred tax assets: Net operating loss carryforwards $ 18,971 $ 14,686 Unamortized intangible drilling costs 36,527 38,185 Valuation allowance (52,990 ) (6,430 ) Total current deferred tax assets 2,508 46,441 Noncurrent deferred tax assets: Investment in LINN Energy 276,899 — Net operating loss carryforwards 21,747 81,993 Unamortized intangible drilling costs 78,725 121,273 Credits 57,683 36,680 Valuation allowance (415,397 ) (29,188 ) Other — 42 Total noncurrent deferred tax assets 19,657 210,800 Noncurrent deferred tax liabilities: Investment in LINN Energy — (271,140 ) Other (3,194 ) — Total noncurrent deferred tax liabilities (3,194 ) (271,140 ) Net deferred tax assets (liabilities) $ 18,971 $ (13,899 ) |
Classification of net deferred tax assets and liabilities in balance sheets | Net deferred tax assets and liabilities were classified on the balance sheets as follows: December 31, 2015 2014 (in thousands) Current deferred tax assets $ 2,508 $ 46,441 Current deferred tax liabilities — — Net current deferred tax assets $ 2,508 $ 46,441 Noncurrent deferred tax assets $ 19,657 $ 210,800 Noncurrent deferred tax liabilities (3,194 ) (271,140 ) Net noncurrent deferred tax assets (liabilities) $ 16,463 $ (60,340 ) |
Summary of Positions for which Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Table Text Block] | Changes in the balance of unrecognized tax benefits excluding interest and penalties on uncertain tax positions were as follows: Year Ended December 31, 2015 2014 (in thousands) Unrecognized income tax benefits at beginning of year $ 20,068 $ 20,106 Decreases for positions taken in a prior year — (38 ) Decreases for settlements with taxing authorities (5,293 ) — Unrecognized income tax benefits at end of year $ 14,775 $ 20,068 |
Distributions and Dividends (Ta
Distributions and Dividends (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Distribution Received and Dividend Paid [Abstract] | |
Distributions Received and Dividends Paid | The following provides a summary of distributions paid by LINN Energy to LinnCo and dividends paid by LinnCo to its shareholders during the year ended December 31, 2015 : LINN Energy Distributions to LinnCo Date Paid Distributions Per Unit Total Distributions (in millions) September 2015 $ 0.1042 $ 13 August 2015 $ 0.1042 $ 13 July 2015 $ 0.1042 $ 13 June 2015 $ 0.1042 $ 13 May 2015 $ 0.1042 $ 13 April 2015 $ 0.1042 $ 13 March 2015 $ 0.1042 $ 13 February 2015 $ 0.1042 $ 13 January 2015 $ 0.1042 $ 13 LinnCo Dividends to its Shareholders Date Paid Dividends Per Share Total Dividends (in millions) September 2015 $ 0.1042 $ 13 August 2015 $ 0.1042 $ 13 July 2015 $ 0.1042 $ 13 June 2015 $ 0.1042 $ 13 May 2015 $ 0.1042 $ 13 April 2015 $ 0.1042 $ 13 March 2015 $ 0.1042 $ 15 February 2015 $ 0.1042 $ 13 January 2015 $ 0.1042 $ 13 |
Supplemental Quarterly Data (Ta
Supplemental Quarterly Data (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data | Quarterly Financial Data Quarters Ended March 31 June 30 September 30 December 31 (in thousands, except per share amounts) 2015: Equity loss from investment in Linn Energy, LLC $ (50,492 ) $ (122,052 ) $ (663,276 ) $ (345,784 ) General and administrative expenses (976 ) (901 ) (965 ) (603 ) Income tax (expense) benefit 18,493 13,127 (3,712 ) (17,285 ) Net loss (32,975 ) (109,826 ) (667,953 ) (363,672 ) Net loss per share, basic and diluted (0.26 ) (0.85 ) (5.20 ) (2.83 ) Quarters Ended March 31 June 30 September 30 December 31 (in thousands, except per share amounts) 2014: Equity income (loss) from investment in Linn Energy, LLC $ (30,541 ) $ (66,987 ) $ 172,200 $ (2,039,671 ) General and administrative expenses (734 ) (668 ) (644 ) (772 ) Gain (loss) on transfer of Berry — (1,331 ) 9,830 5,174 Income tax (expense) benefit 11,791 25,844 (63,776 ) 760,825 Net income (loss) (19,484 ) (43,142 ) 117,610 (1,274,444 ) Net income (loss) per share, basic and diluted (0.15 ) (0.34 ) 0.91 (9.91 ) |
Basis of Presentation and Sig20
Basis of Presentation and Significant Accounting Policies (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 16, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | |
Related Party Transaction [Line Items] | ||||||
Income taxes payable | $ 29,829 | $ 80 | ||||
Cash | 11,023 | 6,544 | $ 1,045 | $ 523 | ||
General and Administrative Expenses and Offering Costs | $ 3,000 | 3,000 | 42,000 | |||
Number of days after receiving cash distribution related to interest in Linn Energy units, required to pay the cash received, net of tax reserve, to shareholders | 5 days | |||||
Investment in Linn Energy, LLC | $ 0 | 1,302,152 | ||||
Excess Losses From Equity Method Investment | 490,000 | |||||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 433,000 | 3,000 | ||||
Linn Energy, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Share price | $ 1.29 | |||||
Ownership percentage | 37.00% | 39.00% | 15.00% | |||
Expenses for services provided by related party | $ 2,000 | 2,000 | 2,000 | |||
General and Administrative Expenses Paid by Related Party | 22,000 | |||||
Equity Method Investment, Other than Temporary Impairment | $ 326,000 | 2,200,000 | 0 | |||
Berry | ||||||
Related Party Transaction [Line Items] | ||||||
Business Combination, Acquisition Related Costs | 40,000 | |||||
Berry share-based awards expensed in the post-combination period | $ 9,000 | |||||
FY 2013 [Member] | Linn Energy, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
General and Administrative Expenses Paid by Related Party | $ 11,000 | |||||
Linn Energy, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Share price | $ 2.69 | $ 10.13 | ||||
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity | $ 85,000 |
Capitalization (Details)
Capitalization (Details) | Dec. 17, 2013shares | Dec. 31, 2015USD ($)shares | Dec. 31, 2013USD ($) | Dec. 31, 2014USD ($) | Dec. 16, 2013USD ($) | Sep. 30, 2013 |
Equity [Abstract] | ||||||
Number Of Classes Of Interests | 2 | |||||
Value of common shares outstanding | $ 3,868,322,000 | $ 3,868,322,000 | ||||
Related Party Transaction [Line Items] | ||||||
Capital contributed by LINN for share purchase | 1,000 | $ 1,000 | ||||
EquityOfferingProgramMaximumValue | $ 500,000,000 | |||||
EquityOfferingProgramNewUnits | shares | 0 | |||||
Linn Energy, LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Ownership percentage of voting shares held by LINN Energy | 100.00% | |||||
Capital contributed by LINN for share purchase | $ 1,000 | |||||
LinnCo common shares issued | shares | 93,756,674 | |||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned LINN Units | $ 2,800,000,000 | |||||
LINN Energy units issued to LinnCo for LinnCo common shares issued | shares | 93,756,674 | |||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned LinnCo shares | $ 2,800,000,000 | |||||
Ownership percentage | 37.00% | 39.00% | 15.00% | |||
Berry | ||||||
Related Party Transaction [Line Items] | ||||||
Business Acquisition, Equity Interest Issued or Issuable, Exchange Ratio | 168.00% | |||||
LinnCo common shares issued | shares | 93,756,674 | |||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned LINN Units | $ 2,700,000,000 | |||||
LINN Energy units issued to LinnCo for LinnCo common shares issued | shares | 93,756,674 | |||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned LinnCo shares | 2,700,000,000 | |||||
Business Combination, Acquisition Related Costs | $ 40,000,000 | |||||
Berry share-based awards expensed in the post-combination period | $ 9,000,000 | |||||
Berry employee unit-based awards | $ 52,000,000 |
Summarized Financial Informat22
Summarized Financial Information for Linn Energy, LLC (Details) - Linn Energy, LLC - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Summarized Linn Energy, LLC Statements of Operations Information | |||
Revenues and other | $ 2,883,334 | $ 4,983,303 | $ 2,331,655 |
Expenses | (7,805,186) | (4,826,624) | (2,590,273) |
Other income and (expenses) | 155,580 | (604,051) | (434,918) |
Income tax (expense) benefit | 6,461 | (4,437) | 2,199 |
Net loss | (4,759,811) | (451,809) | $ (691,337) |
Summarized Linn Energy, LLC Balance Sheets Information | |||
Current assets | 1,558,875 | 1,706,590 | |
Noncurrent assets | 8,418,071 | 14,716,919 | |
Total assets | 9,976,946 | 16,423,509 | |
Current liabilities | 4,293,716 | 982,545 | |
Noncurrent liabilities | 5,952,131 | 10,897,359 | |
Unitholders’ capital (deficit) | $ (268,901) | $ 4,543,605 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current taxes: | |||||||||||
Federal | $ (21,193) | $ 0 | $ 0 | ||||||||
State | (1,054) | 88 | 0 | ||||||||
Deferred taxes: | |||||||||||
Federal | 38,347 | 710,484 | 84,908 | ||||||||
State | (5,477) | 24,112 | 7,172 | ||||||||
Income tax benefit | $ (17,285) | $ (3,712) | $ 13,127 | $ 18,493 | $ 760,825 | $ (63,776) | $ 25,844 | $ 11,791 | $ 10,623 | $ 734,684 | $ 92,080 |
Effective income tax rate reconciliation [Abstract] | |||||||||||
Federal statutory rate | 35.00% | 35.00% | 35.00% | ||||||||
State, net of federal tax benefit | 2.90% | 2.30% | 0.30% | ||||||||
Gain (loss) on transfer of Berry | 0.00% | 0.20% | (24.30%) | ||||||||
Valuation allowance | (36.50%) | 0.00% | 0.00% | ||||||||
Other | (0.50%) | 0.10% | (1.80%) | ||||||||
Effective rate | 0.90% | 37.60% | 9.20% | ||||||||
Current deferred tax assets: | |||||||||||
Net operating loss carryforwards | 18,971 | 14,686 | $ 18,971 | $ 14,686 | |||||||
Unamortized intangible drilling costs | 36,527 | 38,185 | 36,527 | 38,185 | |||||||
Valuation allowance | (52,990) | (6,430) | (52,990) | (6,430) | |||||||
Total current deferred tax assets | 2,508 | 46,441 | 2,508 | 46,441 | |||||||
Noncurrent deferred tax assets: | |||||||||||
Investment in LINN Energy | 276,899 | 0 | 276,899 | 0 | |||||||
Net operating loss carryforwards | 21,747 | 81,993 | 21,747 | 81,993 | |||||||
Unamortized intangible drilling costs | 78,725 | 121,273 | 78,725 | 121,273 | |||||||
Credits | 57,683 | 36,680 | 57,683 | 36,680 | |||||||
Valuation allowance | (415,397) | (29,188) | (415,397) | (29,188) | |||||||
Other | 0 | 42 | 0 | 42 | |||||||
Total noncurrent deferred tax assets | 19,657 | 210,800 | 19,657 | 210,800 | |||||||
Noncurrent deferred tax liabilities: | |||||||||||
Investment in LINN Energy | 0 | (271,140) | 0 | (271,140) | |||||||
Other | (3,194) | 0 | (3,194) | 0 | |||||||
Total noncurrent deferred tax liabilities | (3,194) | (271,140) | (3,194) | (271,140) | |||||||
Net deferred tax assets (liabilities) | 18,971 | 18,971 | |||||||||
Net deferred tax assets (liabilities) | 13,899 | 13,899 | |||||||||
Net deferred tax assets and liabilities classified on balance sheet [Abstract] | |||||||||||
Current deferred tax assets | 2,508 | 46,441 | 2,508 | 46,441 | |||||||
Current deferred tax liabilities | 0 | 0 | 0 | 0 | |||||||
Net current deferred tax assets | 2,508 | 46,441 | 2,508 | 46,441 | |||||||
Total noncurrent deferred tax assets | 19,657 | 210,800 | 19,657 | 210,800 | |||||||
Noncurrent deferred tax liabilities | (3,194) | (271,140) | (3,194) | (271,140) | |||||||
Net noncurrent deferred tax assets (liabilities) | 16,463 | 0 | 16,463 | 0 | |||||||
Net noncurrent deferred tax assets (liabilities) | 0 | 60,340 | 0 | 60,340 | |||||||
Operating Loss Carryforwards | 107,000 | $ 107,000 | |||||||||
Net operating loss carryforwards, expiration dates | Dec. 31, 2032 | ||||||||||
Tax credit carryforward, amount, other | 35,000 | $ 35,000 | |||||||||
Tax Credit Carryforward, Expiration Date | Dec. 31, 2018 | ||||||||||
Alternative minimum income tax credit carryforwards, state | 23,000 | $ 23,000 | |||||||||
Valuation allowance | $ 468,000 | $ 36,000 | $ 468,000 | $ 36,000 |
Income Taxes Unrecognized tax b
Income Taxes Unrecognized tax benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||
Unrecognized income tax benefits at beginning of year | $ 20,068 | $ 20,106 |
Decreases for positions taken in a prior year | 0 | (38) |
Decreases for settlements with taxing authorities | (5,293) | 0 |
Unrecognized income tax benefits at end of year | 14,775 | 20,068 |
Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Estimated Range of Change, Upper Bound | 15,000 | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | $ 203 | $ 109 |
Distributions and Dividends (De
Distributions and Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||||||
Sep. 30, 2015 | Aug. 31, 2015 | Jul. 31, 2015 | Jun. 30, 2015 | May. 31, 2015 | Apr. 30, 2015 | Mar. 31, 2015 | Feb. 28, 2015 | Jan. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transaction [Line Items] | ||||||||||||
Cash distributions received | $ 120,548 | $ 372,706 | $ 100,870 | |||||||||
Dividends declared per share | $ 0.938 | $ 2.90 | $ 2.88 | |||||||||
Dividends Per Share | $ 0.1042 | $ 0.1042 | $ 0.1042 | $ 0.1042 | $ 0.1042 | $ 0.1042 | $ 0.1042 | $ 0.1042 | $ 0.1042 | |||
Total Dividends | $ 13,000 | $ 13,000 | $ 13,000 | $ 13,000 | $ 13,000 | $ 13,000 | $ 15,000 | $ 13,000 | $ 13,000 | $ 121,311 | $ 371,370 | $ 100,348 |
Linn Energy, LLC | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Distributions Per Unit | $ 0.1042 | $ 0.1042 | $ 0.1042 | $ 0.1042 | $ 0.1042 | $ 0.1042 | $ 0.1042 | $ 0.1042 | $ 0.1042 | |||
Cash distributions received | $ 13,000 | $ 13,000 | $ 13,000 | $ 13,000 | $ 13,000 | $ 13,000 | $ 13,000 | $ 13,000 | $ 13,000 |
Supplemental Disclosures to t26
Supplemental Disclosures to the Statements of Cash Flows (Details) - USD ($) $ in Thousands | Dec. 17, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 16, 2013 |
Related Party Transaction [Line Items] | |||||
General and Administrative Expenses and Offering Costs | $ 3,000 | $ 3,000 | $ 42,000 | ||
Income Taxes Paid | $ 214 | 475 | |||
Linn Energy, LLC | |||||
Related Party Transaction [Line Items] | |||||
LinnCo common shares issued | 93,756,674 | ||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned LinnCo shares | $ 2,800,000 | ||||
LINN Energy units issued to LinnCo for LinnCo common shares issued | 93,756,674 | ||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned LINN Units | 2,800,000 | ||||
General and Administrative Expenses Paid by Related Party | $ 22,000 | ||||
Berry | |||||
Related Party Transaction [Line Items] | |||||
LinnCo common shares issued | 93,756,674 | ||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned LinnCo shares | 2,700,000 | ||||
LINN Energy units issued to LinnCo for LinnCo common shares issued | 93,756,674 | ||||
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned LINN Units | $ 2,700,000 | ||||
FY 2013 [Member] | Linn Energy, LLC | |||||
Related Party Transaction [Line Items] | |||||
General and Administrative Expenses Paid by Related Party | 11,000 | ||||
General and Administrative Expenses and Offering Costs Paid by Related Party | $ 11,000 |
Supplemental Quarterly Data (De
Supplemental Quarterly Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Quarterly Financial Data [Abstract] | |||||||||||
Equity income (loss) from investment in Linn Energy, LLC | $ (345,784) | $ (663,276) | $ (122,052) | $ (50,492) | $ (2,039,671) | $ 172,200 | $ (66,987) | $ (30,541) | $ (1,181,604) | $ (1,964,999) | $ (244,189) |
General and administrative expenses | (603) | (965) | (901) | (976) | (772) | (644) | (668) | (734) | (3,445) | (2,818) | (42,089) |
Gain (loss) on transfer of Berry | 5,174 | 9,830 | (1,331) | 0 | 0 | 13,673 | (718,249) | ||||
Income tax (expense) benefit | (17,285) | (3,712) | 13,127 | 18,493 | 760,825 | (63,776) | 25,844 | 11,791 | 10,623 | 734,684 | 92,080 |
Net income (loss) | $ (363,672) | $ (667,953) | $ (109,826) | $ (32,975) | $ (1,274,444) | $ 117,610 | $ (43,142) | $ (19,484) | $ (1,174,426) | $ (1,219,460) | $ (912,447) |
Net income (loss) per share, basic and diluted | $ (2.83) | $ (5.20) | $ (0.85) | $ (0.26) | $ (9.91) | $ 0.91 | $ (0.34) | $ (0.15) | $ (9.14) | $ (9.49) | $ (23.46) |