LinnCo (LNCO) 10-Q 5 Aug 16 2016 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information Document - shares	6 Months Ended
	Jun. 30, 2016	Jul. 31, 2016
Document and Entity Information [Abstract]
Document Type	10-Q
Document Period End Date	Jun. 30, 2016
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 Common Stock, Shares Outstanding		249,084,020
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q2

BALANCE SHEETS (Unaudited)

BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015
Current assets:
Cash	$ 847	$ 11,023
Accounts receivable – related party	200	0
Income taxes receivable	6,096	7,414
Total current assets	7,143	18,437
Noncurrent assets:
Deferred income taxes	0	18,971
Investment in Linn Energy, LLC	10,407	0
Total noncurrent assets	10,407	18,971
Total assets	17,550	37,408
Current liabilities:
Accounts payable	200	573
Income taxes payable	13,000	29,829
Total current liabilities	13,200	30,402
Commitments and contingencies (Note 7)
Shareholders’ equity:
Voting shares; unlimited shares authorized; 1 share issued and outstanding at June 30, 2016, and December 31, 2015	1	1
Common shares; unlimited shares authorized; 244,246,698 shares and 128,544,174 shares issued and outstanding at June 30, 2016, and December 31, 2015, respectively	3,911,333	3,868,322
Additional paid-in capital	46,934	42,723
Accumulated deficit	(3,953,918)	(3,904,040)
Total shareholders' equity	4,350	7,006
Total liabilities and shareholders’ equity	$ 17,550	$ 37,408

BALANCE SHEETS (Unaudited) (Par

BALANCE SHEETS (Unaudited) (Parenthetical) - shares	Jun. 30, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Voting shares: issued	1	1
Voting shares: outstanding	1	1
Common shares: issued	244,246,698	128,544,174
Common shares: outstanding	244,246,698	128,544,174

STATEMENTS OF OPERATIONS (Unaud

STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Income Statement [Abstract]
Equity loss from investment in Linn Energy, LLC	$ (34,625)	$ (122,052)	$ (34,625)	$ (172,544)
General and administrative expenses	(1,143)	(901)	(2,076)	(1,877)
Reorganization items	(200)	0	(200)	0
Loss before income taxes	(35,968)	(122,953)	(36,901)	(174,421)
Income tax (expense) benefit	483	13,127	(12,977)	31,620
Net loss	$ (35,485)	$ (109,826)	$ (49,878)	$ (142,801)
Net loss per share, basic and diluted	$ (0.17)	$ (0.85)	$ (0.30)	$ (1.11)
Weighted average shares outstanding	209,405	128,544	168,975	128,544
Dividends declared per share	$ 0	$ 0.313	$ 0	$ 0.625

STATEMENT OF SHAREHOLDERS' EQUI

STATEMENT OF SHAREHOLDERS' EQUITY (Unaudited) - 6 months ended Jun. 30, 2016 - USD ($) $ in Thousands	Total	Shares	Share Amount	Additional Paid-In Capital	Accumulated Deficit
Beginning of period (in shares) at Dec. 31, 2015		128,544,000
Beginning of period at Dec. 31, 2015	$ 7,006		$ 3,868,323	$ 42,723	$ (3,904,040)
Exchanges of Linn Energy, LLC units for LinnCo shares, net of offering costs of $2,020	115,702,524	115,703,000
Exchanges of Linn Energy, LLC units for LinnCo shares, net of offering costs of $2,020	$ 43,011		43,011	0	0
Capital contributions from Linn Energy, LLC	4,211		0	4,211	0
Net loss	(49,878)		0	0	(49,878)
End of period (in shares) at Jun. 30, 2016		244,247,000
End of period at Jun. 30, 2016	$ 4,350		$ 3,911,334	$ 46,934	$ (3,953,918)

STATEMENT OF SHAREHOLDERS' EQU6

STATEMENT OF SHAREHOLDERS' EQUITY (Unaudited) (Parenthetical) $ in Thousands	6 Months Ended
	Jun. 30, 2016USD ($)
Statement of Stockholders' Equity [Abstract]
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs	$ 2,020

STATEMENTS OF CASH FLOWS (Unaud

STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Cash flow from operating activities:
Net loss	$ (49,878)	$ (142,801)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Equity loss from investment in Linn Energy, LLC	34,625	172,544
Noncash general and administrative expenses paid by Linn Energy, LLC	2,076	1,877
Noncash reorganization items paid by Linn Energy, LLC	200	0
Deferred income taxes	18,971	(31,763)
(Increase) decrease in income taxes receivable	(7,252)	436
Decrease in accounts payable	(573)	0
Decrease in income taxes payable	(8,345)	(45)
Cash distributions received	0	80,366
Net cash provided by (used in) operating activities	(10,176)	80,614
Cash flow from financing activities:
Dividends paid to shareholders	0	(81,129)
Net cash used in financing activities	0	(81,129)
Net decrease in cash and cash equivalents	(10,176)	(515)
Cash and cash equivalents:
Beginning	11,023	6,544
Ending	$ 847	$ 6,029

Basis of Presentation

Basis of Presentation	6 Months Ended
	Jun. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation 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”), 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 June 30, 2016 , 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. At June 30, 2016 , LINN Energy’s last reported sales price was $0.09 per unit, as reported by OTC Markets Group Inc.’s Pink marketplace, and the Company owned approximately 69% of LINN Energy’s outstanding units. Principles of Reporting The information reported herein reflects all normal recurring adjustments that are, in the opinion of management, necessary for the fair presentation of the results for the interim periods. Certain information and note disclosures normally included in annual financial statements prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) have been condensed or omitted under Securities and Exchange Commission (“SEC”) rules and regulations; as such, this report should be read in conjunction with the financial statements and notes in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The results reported in these unaudited financial statements should not necessarily be taken as indicative of results that may be expected for the entire year. Investments in noncontrolled entities over which the Company exercises significant influence are accounted for under the equity method. The financial statements for previous periods include certain reclassifications that were made to conform to current presentation. Such reclassifications have no impact on previously reported net income (loss), shareholders’ equity or cash flows. Bankruptcy Accounting As discussed further in Note 2, on May 11, 2016 (the “Petition Date”), the Company, LINN Energy and Berry (collectively, the “Debtors”), filed voluntary petitions (“Bankruptcy Petitions”) for relief under Chapter 11 of the U.S. Bankruptcy Code (“Bankruptcy Code”) in the U.S. Bankruptcy Court for the Southern District of Texas (“Bankruptcy Court”). During the pendency of the Chapter 11 proceedings, the Debtors will operate their businesses as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code. The financial statements have been prepared as if the Company is a going concern and reflect the application of Accounting Standards Codification 852 “Reorganizations” (“ASC 852”). ASC 852 requires that the financial statements, for periods subsequent to the Chapter 11 filing, distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain expenses, gains and losses that are realized or incurred in the bankruptcy proceedings are recorded in “reorganization items” on the Company’s statements of operations. The accompanying financial statements do not purport to reflect or provide for the consequences of the Chapter 11 proceedings. In particular, the financial statements do not purport to show: (i) the realizable value of assets on a liquidation basis or their availability to satisfy liabilities; (ii) the amount of prepetition liabilities that may be allowed for claims or contingencies, or the status and priority thereof; (iii) the effect on shareholders’ equity accounts of any changes that may be made to the Company’s capitalization; or (iv) the effect on operations of any changes that may be made to the Company’s business. While operating as debtor-in-possession under Chapter 11 of the Bankruptcy Code, the Company may sell or otherwise dispose of or liquidate assets or settle liabilities in amounts other than those reflected on its financial statements, subject to the approval of the Bankruptcy Court or otherwise as permitted in the ordinary course of business. Further, a plan of reorganization could materially change the amounts and classifications on the Company’s historical financial statements. 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 three months and six months ended June 30, 2016 , LinnCo incurred total general and administrative expenses, reorganization expenses and offering costs of approximately $2.5 million and $4.2 million , respectively, including approximately $603,000 and $1.2 million , respectively, related to services provided by LINN Energy. Of the expenses and costs incurred during the six months ended June 30, 2016 , approximately $4.0 million had been paid by LINN Energy on LinnCo’s behalf as of June 30, 2016 . For the three months and six months ended June 30, 2015 , LinnCo incurred total general and administrative expenses and offering costs of approximately $1.1 million and $2.5 million , respectively, including approximately $492,000 and $983,000 , respectively, related to services provided by LINN Energy. Of the expenses and costs incurred during the six months ended June 30, 2015 , approximately $2.2 million had been paid by LINN Energy on LinnCo’s behalf as of June 30, 2015. 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 classified as noncurrent, presented as a single noncurrent amount for each tax-paying component of an entity. The ASU is effective for fiscal years beginning after December 15, 2016; however, the Company early adopted it on January 1, 2016, on a retrospective basis. The adoption of this ASU resulted in the reclassification of previously-classified current deferred taxes of approximately $3 million to noncurrent on the Company’s balance sheet at December 31, 2015. There was 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. 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 June 30, 2016 , the Company owned approximately 69% 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). At June 30, 2016 , 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 $946 million . The difference is attributable to cumulative excess losses of approximately $482 million , as well as a basis difference of approximately $464 million related to proved and unproved oil and natural gas properties and senior notes. The difference attributable to oil and natural gas properties and senior notes is 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. 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 . 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 June 30, 2016 , declines in the quoted market price of LINN Energy units, when considering LINN Energy’s bankruptcy filing, were determined by the Company to be other than temporary. Accordingly, the Company reduced the carrying value of its investment in LINN Energy to fair value by recording a charge in excess of what would otherwise be recognized by application of the equity method. The carrying value was reduced to fair value using LINN Energy’s quoted market price of $0.09 per unit at June 30, 2016, which is characteristic of a Level 1 fair value measurement. The impairment charge of approximately $181 million is included in “equity loss from investment in Linn Energy, LLC” on the statements of operations for the three months and six months ended June 30, 2016 . No impairment had occurred with respect to the Company’s investment in LINN Energy for the six months ended June 30, 2015 .

Chapter 11 Proceedings and Abil

Chapter 11 Proceedings and Ability to Continue as a Going Concern	6 Months Ended
	Jun. 30, 2016
Chapter 11 Proceedings [Abstract]
Chapter 11 Proceedings and Ability to Continue as a Going Concern	Chapter 11 Proceedings and Ability to Continue as a Going Concern Chapter 11 Proceedings On the Petition Date, the Debtors filed Bankruptcy Petitions for relief under Chapter 11 of the Bankruptcy Code in the Bankruptcy Court. The Debtors’ Chapter 11 cases are being administered jointly under the caption In re Linn Energy, LLC., et al., Case No. 16‑60040. The Debtors are operating their businesses as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code. The Bankruptcy Court has granted certain relief requested by the Debtors, allowing the Company to use its cash to fund the Chapter 11 proceedings. During the pendency of the Chapter 11 proceedings, all transactions outside the ordinary course of the Company’s business require prior approval of the Bankruptcy Court. For goods and services provided following the Petition Date, LINN Energy intends to pay vendors, on LinnCo’s behalf, in full under normal terms. Restructuring Support Agreement Prior to the Petition Date, on May 10, 2016, the Debtors entered into a restructuring support agreement (“Restructuring Support Agreement”) with certain holders (“Consenting Creditors”) collectively holding or controlling at least 66.67% by aggregate outstanding principal amounts under (i) LINN Energy’s Sixth Amended and Restated Credit Agreement (“LINN Credit Facility”) and (ii) Berry’s Second Amended and Restated Credit Agreement (“Berry Credit Facility”). The Restructuring Support Agreement sets forth, subject to certain conditions, the commitment of the Consenting Creditors to support a comprehensive restructuring of the Debtors’ long-term debt (“Restructuring Transactions”). The Restructuring Transactions will be effectuated through one or more plans of reorganization (“Plan”) to be filed in the Chapter 11 proceedings. The Restructuring Support Agreement provides that the Consenting Creditors will support the use of LINN Energy’s and Berry’s cash collateral under specified terms and conditions, including adequate protection terms. The Restructuring Support Agreement obligates the Debtors and the Consenting Creditors to, among other things, support and not interfere with consummation of the Restructuring Transactions and, as to the Consenting Creditors, vote their claims in favor of the Plan. The Restructuring Support Agreement may be terminated upon the occurrence of certain events, including the failure to meet specified milestones relating to, among other requirements, the filing, confirmation and consummation of the Plan, and in the event of breaches by the parties of certain provisions of the Restructuring Support Agreement. The Restructuring Support Agreement is subject to termination if the effective date of the Plan has not occurred within 250 days of the Petition Date. There can be no assurance that the Restructuring Transactions will be consummated. Magnitude of Potential Claims On July 11, 2016, the Debtors filed with the Bankruptcy Court schedules and statements setting forth, among other things, the assets and liabilities of the Debtors, subject to the assumptions filed in connection therewith. The schedules and statements may be subject to further amendment or modification after filing. Holders of prepetition claims will be required to file proofs of claims by the applicable deadline for filing certain proofs of claims in the Debtors’ Chapter 11 cases. The court has not yet confirmed the claims deadlines. Differences between amounts scheduled by the Debtors and claims by creditors will be investigated and resolved in connection with the claims resolution process. Reorganization Items The Company has incurred and is expected to continue to incur significant costs associated with the reorganization. These costs, which are expensed as incurred, are expected to significantly affect the Company’s results of operations. Reorganization items represent costs and income directly associated with the Chapter 11 proceedings since the Petition Date. For the three months and six months ended June 30, 2016 , “reorganization items” of $200,000 on the statements of operations represents legal and other professional advisory fees incurred by LinnCo, none of which had been paid by LINN Energy on LinnCo’s behalf as of June 30, 2016 . Effect of Filing on Creditors and Shareholders Subject to certain exceptions, under the Bankruptcy Code, the filing of Bankruptcy Petitions automatically enjoined, or stayed, the continuation of most judicial or administrative proceedings or filing of other actions against the Debtors or their property to recover, collect or secure a claim arising prior to the Petition Date. Absent an order of the Bankruptcy Court, substantially all of the Debtors’ prepetition liabilities are subject to settlement under the Bankruptcy Code. Although the filing of Bankruptcy Petitions triggered defaults on the Debtors’ debt obligations, creditors are stayed from taking any actions against the Debtors as a result of such defaults, subject to certain limited exceptions permitted by the Bankruptcy Code. Under the Bankruptcy Code, unless creditors agree otherwise, prepetition liabilities and post-petition liabilities must be satisfied in full before the holders of the Company’s existing shares are entitled to receive any settlement or retain any property under a plan of reorganization. The ultimate recovery to creditors and/or shareholders, if any, will not be determined until confirmation and implementation of a plan or plans of reorganization. No assurance can be given as to what values, if any, will be ascribed in the Chapter 11 proceedings to each of these constituencies or what types or amounts of settlements, if any, they will receive. A plan of reorganization could result in holders of the Debtors’ liabilities and/or shares receiving no settlement on account of their interests and cancellation of their holdings. Appointment of Creditors Committee On May 23, 2016, the Bankruptcy Court appointed the official committee for unsecured creditors (the “Creditors Committee”). The Creditors Committee and its legal representatives have a right to be heard on all matters that come before the Bankruptcy Court with respect to the Debtors. Process for Plan of Reorganization In order to successfully exit bankruptcy, the Debtors will need to propose, and obtain confirmation by the Bankruptcy Court of, a Plan that satisfies the requirements of the Bankruptcy Code. A Plan would, among other things, resolve the Debtors’ prepetition obligations, set forth the revised capital structure of the newly reorganized entity and provide for corporate governance subsequent to exit from bankruptcy. The Debtors have an exclusive right to file a Plan within 120 days from the Petition Date, subject to an extension for cause. If the Debtors’ exclusive filing period lapses, any party in interest may file a Plan for any of the Debtors. In addition to being voted on by holders of impaired claims and equity interests, a Plan must satisfy certain requirements of the Bankruptcy Code and must be approved, or confirmed, by the Bankruptcy Court in order to become effective. A Plan would be accepted by holders of claims against and equity interests in the Debtors if (i) at least one-half in number and two-thirds in dollar amount of claims actually voting in each class of claims impaired by the Plan have voted to accept the Plan and (ii) at least two-thirds in amount of equity interests impaired by the Plan actually voting has voted to accept the Plan. A class of claims or equity interests that does not receive or retain any property under the Plan on account of such claims or interests is deemed to have voted to reject the Plan. Under certain circumstances set forth in Section 1129(b) of the Bankruptcy Code, the Bankruptcy Court may confirm a Plan even if such Plan has not been accepted by all impaired classes of claims and equity interests. The precise requirements and evidentiary showing for confirming a Plan notwithstanding its rejection by one or more impaired classes of claims or equity interests depends upon a number of factors, including the status and seniority of the claims or equity interests in the rejecting class (i.e., unsecured or secured claims, subordinated or senior claims). Generally, with respect to shares, a Plan may be “crammed down” even if the shareholders receive no recovery if the proponent of the Plan demonstrates that (1) no class junior to the shares are receiving or retaining property under the Plan and (2) no class of claims or interests senior to the shares are being paid more than in full. The timing of filing a Plan by the Debtors will depend on the timing and outcome of numerous other ongoing matters in the Chapter 11 proceedings. Although the Debtors expect to file a Plan that provides for emergence from bankruptcy as a going concern, there can be no assurance at this time that the Debtors will be able to successfully develop, confirm and consummate one or more plans of reorganization or other alternative restructuring transactions, including a sale of all or substantially all of the Debtors’ assets, that satisfies the conditions of the Bankruptcy Code and is confirmed by the Bankruptcy Court, or that any such Plan will be implemented successfully. As of August 5, 2016, the Debtors have not yet filed a Plan. Ability to Continue as a Going Concern 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. As of June 30, 2016, the Company had income taxes payable of approximately $13 million and cash of approximately $1 million . The significant risks and uncertainties related to the Company’s liquidity and Chapter 11 proceedings described above raise substantial doubt about the Company’s 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. If the Company cannot continue as a going concern, adjustments to the carrying values and classification of its assets and liabilities and the reported amounts of income and expenses could be required and could be material. The Company estimates that the income taxes payable 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. As of August 5, 2016, LINN Energy had not agreed to provide any cash contribution to the Company.

Capitalization

Capitalization	6 Months Ended
	Jun. 30, 2016
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 June 30, 2016 , LinnCo’s issued capitalization consisted of approximately $3.9 billion in common 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 common 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 common shares and voting shares, voting as separate classes. Offer to Exchange LINN Energy Units for LinnCo Shares In March 2016, the Company filed a Registration Statement on Form S-4 related to an offer to exchange each outstanding unit representing limited liability company interests of LINN Energy for one common share representing limited liability company interests of LinnCo. The initial offer expired on April 25, 2016, and on April 26, 2016, the Company commenced a subsequent offering period that expired on August 1, 2016. Through June 30, 2016 , 115,702,524 LINN Energy units were exchanged for an equal number of LinnCo shares. The shares issued in the exchanges were valued at approximately $45 million . As a result of the exchanges of LINN Energy units for LinnCo shares, LinnCo’s ownership of LINN Energy’s outstanding units increased from approximately 36% at March 31, 2016, to approximately 69% at June 30, 2016 . Delisting from Stock Exchange As a result of the Company’s failure to comply with the NASDAQ Global Select Market (“NASDAQ”) continued listing requirements, on May 24, 2016, the Company’s common shares began trading over the counter on the OTC Markets Group Inc.’s Pink marketplace under the trading symbol “LNCOQ.”

Summarized Financial Informatio

Summarized Financial Information for Linn Energy, LLC	6 Months Ended
	Jun. 30, 2016
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 Quarterly Report on Form 10-Q for the quarter ended June 30, 2016 , which is included in this filing as Exhibit 99.1 and incorporated herein by reference. Summarized Linn Energy, LLC Statements of Operations Information Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 (in thousands) Revenues and other $ 155,395 $ 321,828 $ 570,162 $ 1,238,375 Expenses (415,539 ) (560,590 ) (2,062,723 ) (1,684,745 ) Other income and (expenses) (69,736 ) (143,095 ) (174,821 ) (281,774 ) Reorganization items, net 534,884 — 534,884 — Income tax (expense) benefit 3,488 2,730 (6,756 ) 9,857 Net income (loss) $ 208,492 $ (379,127 ) $ (1,139,254 ) $ (718,287 ) Summarized Linn Energy, LLC Balance Sheets Information June 30, 2016 December 31, 2015 (in thousands) Current assets $ 1,086,321 $ 1,534,547 Noncurrent assets 6,390,853 8,393,711 7,477,174 9,928,258 Current liabilities 3,209,715 4,291,901 Noncurrent liabilities 588,172 5,905,258 Liabilities subject to compromise 5,069,158 — Unitholders’ deficit $ (1,389,871 ) $ (268,901 )

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2016
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. 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 June 30, 2016 , and December 31, 2015, the majority of the Company’s temporary differences and associated deferred taxes result from its investment in LINN Energy. Based on projections of future taxable income for the periods in which the deferred tax assets are deductible, valuation allowances of approximately $472 million and $468 million , respectively, were recorded to reduce the net deferred tax assets to an amount that is more likely than not to be realized. The Company had no gross liability for uncertain income tax benefits at June 30, 2016 . At December 31, 2015, the Company had a gross liability for uncertain income tax benefits of approximately $15 million . During the six months ended June 30, 2016 , the Company reduced the balance of its unrecognized income tax benefits by approximately $15 million due to settlements with taxing authorities. The Company had zero and approximately $203,000 of accrued interest related to its uncertain income tax positions as of June 30, 2016 , and December 31, 2015, respectively. The tax years 2013 – 2015 remain open to examination for federal income tax purposes.

Supplemental Disclosures to the

Supplemental Disclosures to the Statements of Cash Flows	6 Months Ended
	Jun. 30, 2016
Supplemental Cash Flow Information [Abstract]
Supplemental Disclosures to the Statements of Cash Flows	Supplemental Disclosures to the Statements of Cash Flows For the six months ended June 30, 2016 , and June 30, 2015 , LinnCo incurred and recorded approximately $4.2 million and $2.5 million , respectively, of total general and administrative expenses, reorganization expenses and offering costs. Of the expenses and costs incurred, approximately $4.0 million had been paid by LINN Energy on LinnCo’s behalf as of June 30, 2016 , and approximately $2.2 million had been paid by LINN Energy on LinnCo’s behalf as of June 30, 2015 . 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. During the six months ended June 30, 2016 , and June 30, 2015 , the Company made cash payments for income taxes of approximately $10 million and $186,000 , respectively.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2016
Commitments and Contingencies [Abstract]
Commitments and Contingencies	Commitments and Contingencies The commencement of the Chapter 11 proceedings automatically stayed certain actions against the Company, including actions to collect prepetition liabilities or to exercise control over the property of the Company’s bankruptcy estates. The Company intends to seek authority to pay all general claims in the ordinary course of business notwithstanding the commencement of the Chapter 11 proceedings in a manner consistent with the Restructuring Support Agreement. The Plan in the Chapter 11 proceedings, if confirmed, will provide for the treatment of claims against the Company’s bankruptcy estates, including prepetition liabilities that have not otherwise been satisfied or addressed during the Chapter 11 proceedings. See Note 2 for additional information.

Basis of Presentation (Policies

Basis of Presentation (Policies)	6 Months Ended
	Jun. 30, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Operations [Text Block]	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”), 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 June 30, 2016 , 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. At June 30, 2016 , LINN Energy’s last reported sales price was $0.09 per unit, as reported by OTC Markets Group Inc.’s Pink marketplace, and the Company owned approximately 69% of LINN Energy’s outstanding units.
Principles of Reporting	Principles of Reporting The information reported herein reflects all normal recurring adjustments that are, in the opinion of management, necessary for the fair presentation of the results for the interim periods. Certain information and note disclosures normally included in annual financial statements prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) have been condensed or omitted under Securities and Exchange Commission (“SEC”) rules and regulations; as such, this report should be read in conjunction with the financial statements and notes in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The results reported in these unaudited financial statements should not necessarily be taken as indicative of results that may be expected for the entire year. 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.
New Accounting Pronouncements, Policy [Policy Text Block]	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 classified as noncurrent, presented as a single noncurrent amount for each tax-paying component of an entity. The ASU is effective for fiscal years beginning after December 15, 2016; however, the Company early adopted it on January 1, 2016, on a retrospective basis. The adoption of this ASU resulted in the reclassification of previously-classified current deferred taxes of approximately $3 million to noncurrent on the Company’s balance sheet at December 31, 2015. There was 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.
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 June 30, 2016 , the Company owned approximately 69% 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). At June 30, 2016 , 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 $946 million . The difference is attributable to cumulative excess losses of approximately $482 million , as well as a basis difference of approximately $464 million related to proved and unproved oil and natural gas properties and senior notes. The difference attributable to oil and natural gas properties and senior notes is 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. 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 . 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 June 30, 2016 , declines in the quoted market price of LINN Energy units, when considering LINN Energy’s bankruptcy filing, were determined by the Company to be other than temporary. Accordingly, the Company reduced the carrying value of its investment in LINN Energy to fair value by recording a charge in excess of what would otherwise be recognized by application of the equity method. The carrying value was reduced to fair value using LINN Energy’s quoted market price of $0.09 per unit at June 30, 2016, which is characteristic of a Level 1 fair value measurement. The impairment charge of approximately $181 million is included in “equity loss from investment in Linn Energy, LLC” on the statements of operations for the three months and six months ended June 30, 2016 . No impairment had occurred with respect to the Company’s investment in LINN Energy for the six months ended June 30, 2015 .

Summarized Financial Informat16

Summarized Financial Information for Linn Energy, LLC (Tables)	6 Months Ended
	Jun. 30, 2016
Equity Method Investments and Joint Ventures [Abstract]
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 Quarterly Report on Form 10-Q for the quarter ended June 30, 2016 , which is included in this filing as Exhibit 99.1 and incorporated herein by reference. Summarized Linn Energy, LLC Statements of Operations Information Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 (in thousands) Revenues and other $ 155,395 $ 321,828 $ 570,162 $ 1,238,375 Expenses (415,539 ) (560,590 ) (2,062,723 ) (1,684,745 ) Other income and (expenses) (69,736 ) (143,095 ) (174,821 ) (281,774 ) Reorganization items, net 534,884 — 534,884 — Income tax (expense) benefit 3,488 2,730 (6,756 ) 9,857 Net income (loss) $ 208,492 $ (379,127 ) $ (1,139,254 ) $ (718,287 ) Summarized Linn Energy, LLC Balance Sheets Information June 30, 2016 December 31, 2015 (in thousands) Current assets $ 1,086,321 $ 1,534,547 Noncurrent assets 6,390,853 8,393,711 7,477,174 9,928,258 Current liabilities 3,209,715 4,291,901 Noncurrent liabilities 588,172 5,905,258 Liabilities subject to compromise 5,069,158 — Unitholders’ deficit $ (1,389,871 ) $ (268,901 )

Basis of Presentation (Details)

Basis of Presentation (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	May 10, 2016	Mar. 31, 2016	Dec. 31, 2015
Related Party Transaction
General and Administrative Expenses and Offering Costs	$ 2,500,000	$ 1,100,000	$ 4,200,000	$ 2,500,000
Deferred Tax Assets, Net of Valuation Allowance, Current							$ 3,000,000
Investment in Linn Energy, LLC	$ 10,407,000		$ 10,407,000				0
Linn Energy, LLC [Member]
Related Party Transaction
Equity Method Investment, Ownership Percentage	69.00%		69.00%			36.00%
Related Party Transaction, Amounts of Transaction	$ 603,000	$ 492,000	$ 1,200,000	983,000
General and Administrative Expenses Paid by Related Party			4,000,000	2,200,000
Equity Method Investment, Other than Temporary Impairment	$ 181,000,000		$ 181,000,000	$ 0
Linn Energy, LLC [Member]
Related Party Transaction
Share price	$ 0.09		$ 0.09
Equity Method Investment, Ownership Percentage	69.00%		69.00%
Excess losses	$ 482,000,000		$ 482,000,000
Basis difference	464,000,000		$ 464,000,000
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
Equity method investment, difference between carrying amount and underlying equity	$ 946,000,000		$ 946,000,000				$ 85,000,000
Credit Facility [Member] | Line of Credit [Member]
Related Party Transaction
Holders required for agreement					66.67%

Chapter 11 Proceedings and Ab18

Chapter 11 Proceedings and Ability to Continue as a Going Concern (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	May 10, 2016	Dec. 31, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Cash	$ 847,000	$ 6,029,000	$ 847,000	$ 6,029,000		$ 11,023,000	$ 6,544,000
Reorganization items	200,000	$ 0	200,000	0
Income Taxes Paid			10,000,000	$ 186,000
Income taxes payable	$ 13,000,000		$ 13,000,000			$ 29,829,000
Credit Facility [Member] | Line of Credit [Member]
Debt Instrument [Line Items]
Holders required for agreement					66.67%

Capitalization (Related Party T

Capitalization (Related Party Transactions) (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2016USD ($)shares	Mar. 31, 2016	Dec. 31, 2015USD ($)
Related Party Transaction
Exchanges of Linn Energy, LLC units for LinnCo shares, net of offering costs of $2,020 | shares	115,702,524
Exchanges of Linn Energy, LLC units for LinnCo shares, net of offering costs of $2,020	$ 45,000
Number Of Classes Of Interests	2
Common shares; unlimited shares authorized; 244,246,698 shares and 128,544,174 shares issued and outstanding at June 30, 2016, and December 31, 2015, respectively	$ 3,911,333		$ 3,868,322
Capital contributed by LINN for share purchase	$ 1		$ 1
Linn Energy, LLC [Member]
Related Party Transaction
Ownership percentage of voting shares held by LINN Energy	100.00%
Equity Method Investment, Ownership Percentage	69.00%	36.00%

Summarized Financial Informat20

Summarized Financial Information for Linn Energy, LLC (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Summarized Linn Energy, LLC Balance Sheets Information
Liabilities subject to compromise	$ 5,069,158		$ 5,069,158		$ 0
Linn Energy, LLC [Member]
Summarized Linn Energy, LLC Statements of Operations Information
Revenues and other	155,395	$ 321,828	570,162	$ 1,238,375
Expenses	(415,539)	(560,590)	(2,062,723)	(1,684,745)
Other income and (expenses)	(69,736)	(143,095)	(174,821)	(281,774)
Reorganization items, net	534,884	0	534,884	0
Income tax (expense) benefit	3,488	2,730	(6,756)	9,857
Net income (loss)	208,492	$ (379,127)	(1,139,254)	$ (718,287)
Summarized Linn Energy, LLC Balance Sheets Information
Current assets	1,086,321		1,086,321		1,534,547
Noncurrent assets	6,390,853		6,390,853		8,393,711
Total assets	7,477,174		7,477,174		9,928,258
Current liabilities	3,209,715		3,209,715		4,291,901
Noncurrent liabilities	588,172		588,172		5,905,258
Unitholders’ deficit	$ (1,389,871)		$ (1,389,871)		$ (268,901)

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Deferred Tax Assets, Valuation Allowance	$ 472,000	$ 468,000
Gross liability for uncertain income tax benefits	0	15,000
Unrecognized Tax Benefits, Decrease Resulting from Settlements with Taxing Authorities	15,000
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued	$ 0	$ 203

Supplemental Disclosures to t22

Supplemental Disclosures to the Statements of Cash Flows (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Related Party Transaction
General and Administrative Expenses and Offering Costs	$ 2,500,000	$ 1,100,000	$ 4,200,000	$ 2,500,000
Income Taxes Paid			10,000,000	186,000
Linn Energy, LLC [Member]
Related Party Transaction
General and Administrative Expenses Paid by Related Party			$ 4,000,000	$ 2,200,000