Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | May 15, 2020 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Atlas Growth Partners, L.P. | |
Entity Central Index Key | 0001572702 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
No Trading Symbol Flag | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Title of 12(g) Security | Common units representing limited partner interests; warrants to purchase common units at an exercise price of $10.00 per common unit | |
Entity File Number | 000-55603 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 80-0906030 | |
Entity Address, Address Line One | 2400 Market Street | |
Entity Address, Address Line Two | Suite 246 | |
Entity Address, City or Town | Philadelphia | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19103 | |
City Area Code | 412 | |
Local Phone Number | 489-0006 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Common Stock, Units Outstanding | 23,300,410 | |
Former Address Member | ||
Document Information [Line Items] | ||
Entity Address, Address Line One | 425 Houston Street | |
Entity Address, Address Line Two | Suite 300 | |
Entity Address, City or Town | Fort Worth | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 76102 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 1,537 | $ 2,239 |
Advances to affiliates | 681 | 486 |
Accounts receivable | 390 | 548 |
Total current assets | 2,608 | 3,273 |
Property, plant and equipment, net | 5,238 | 9,682 |
Total assets | 7,846 | 12,955 |
Current liabilities: | ||
Accounts payable | 538 | 536 |
Accrued liabilities | 554 | 839 |
Total current liabilities | 1,092 | 1,375 |
Asset retirement obligations | 221 | 216 |
Commitments and contingencies (Note 5) | ||
Partners’ Capital: | ||
General partner’s interest | (3,917) | (3,821) |
Common limited partners’ interests | 7,314 | 12,049 |
Common limited partners’ warrants | 3,136 | 3,136 |
Total partners’ capital | 6,533 | 11,364 |
Total liabilities and partners’ capital | $ 7,846 | $ 12,955 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenues: | ||
Total revenues | $ 1,001 | $ 1,899 |
Costs and expenses: | ||
Gas and oil production | 434 | 602 |
General and administrative | 127 | 193 |
General and administrative – affiliate | 822 | 832 |
Depreciation, depletion and amortization | 429 | 1,160 |
Asset impairment | 4,020 | |
Total costs and expenses | 5,832 | 2,787 |
Operating loss | (4,831) | (888) |
Gain on asset sales | 20 | |
Net loss | (4,831) | (868) |
Allocation of net loss attributable to common limited partners and the general partner: | ||
Common limited partners’ interest | (4,735) | (851) |
General partner’s interest | $ (96) | $ (17) |
Net loss attributable to common limited partners per unit: | ||
Basic and Diluted | $ (0.20) | $ (0.04) |
Weighted average common limited partner units outstanding: | ||
Basic and Diluted | 23,300 | 23,300 |
Natural Gas | ||
Revenues: | ||
Revenues | $ 13 | $ 8 |
Oil | ||
Revenues: | ||
Revenues | 955 | 1,845 |
NGLs | ||
Revenues: | ||
Revenues | $ 33 | $ 46 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL - USD ($) $ in Thousands | Total | General Partner's InterestGeneral Class A | Common Limited Partners' Interests | Common Limited Partners' Warrants |
Balance at Dec. 31, 2018 | $ 26,904 | $ (3,511) | $ 27,279 | $ 3,136 |
Balance (units) at Dec. 31, 2018 | 100 | 23,300,410 | 2,330,041 | |
Net loss | (868) | $ (17) | $ (851) | |
Balance at Mar. 31, 2019 | 26,036 | $ (3,528) | $ 26,428 | $ 3,136 |
Balance (units) at Mar. 31, 2019 | 100 | 23,300,410 | 2,330,041 | |
Balance at Dec. 31, 2019 | 11,364 | $ (3,821) | $ 12,049 | $ 3,136 |
Balance (units) at Dec. 31, 2019 | 100 | 23,300,410 | 2,330,041 | |
Net loss | (4,831) | $ (96) | $ (4,735) | |
Balance at Mar. 31, 2020 | $ 6,533 | $ (3,917) | $ 7,314 | $ 3,136 |
Balance (units) at Mar. 31, 2020 | 100 | 23,300,410 | 2,330,041 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (4,831) | $ (868) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation, depletion and amortization | 429 | 1,160 |
Asset impairment | 4,020 | |
Gain on asset sales | (20) | |
Amortization of deferred financing costs | 16 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 158 | 48 |
Advances to/from affiliates | (195) | 68 |
Accounts payable and accrued liabilities | (283) | (300) |
Net cash (used in) provided by operating activities | (702) | 104 |
Net change in cash and cash equivalents | (702) | 104 |
Cash and cash equivalents, beginning of year | 2,239 | 3,543 |
Cash and cash equivalents, end of period | $ 1,537 | $ 3,647 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | NOTE 1 – BASIS OF PRESENTATION We are a Delaware limited partnership and an independent developer and producer of natural gas, crude oil and NGLs with operations primarily focused in the Eagle Ford Shale in south Texas. Our general partner, Atlas Growth Partners GP, LLC owns 100% of our general partner units (which are entitled to receive 2% of the cash distributed by us without any obligation to make further capital contributions) and all of the incentive distribution rights through which it manages and controls us. At March 31, 2020, Atlas Energy Group, LLC (“ATLS”), a Delaware limited liability company, managed and controlled us through its 2.1% limited partner interest in us and its 80% member interest in our general partner. Current and former members of ATLS management own the remaining 20% member interest in our general partner. At March 31, 2020, we had 23,300,410 common limited partner units issued and outstanding. On May 1, 2020, pursuant to an Exchange Agreement by and among Riverstone Credit Partners – Direct, L.P. (“Riverstone”) and other lenders (collectively, the “Lenders”), ATLS, New Atlas Holdings, LLC (the “Borrower”, and together with ATLS and the other guarantors, the “Loan Parties”), ATLS transferred (the “Debt Exchange”) assets to the Lenders that included (i) its 80.01% membership interest in the general partner of the Company, and (ii) 500,010 common units representing limited partner interests in the Company. As of the date of the Debt Exchange, approximately $108,431,309 in principal amount of loans remained outstanding, which obligation was terminated in the Debt Exchange. As a result of the Debt Exchange and related transactions, Riverstone, in its capacity as a Lender, received an approximate 61% membership interest in our general partner, and, as a result, now has the ability to control the Company’s management and operations and appoint all of the members of the Board of Directors (the “Board”) of our general partner. The interests of our Limited Partners are not affected, altered or otherwise modified by the Debt Exchange (see Note 6 – Subsequent Events). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and the applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting and include all adjustments that are necessary for a fair presentation of our condensed consolidated results of operations, financial condition and cash flows for the periods shown, including normal, recurring accruals and other items. The condensed consolidated results of operations for the interim periods presented are not necessarily indicative of results for the full year. The year-end condensed consolidated balance sheet was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. For a more complete discussion of our accounting policies and certain other information, refer to our consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019. Principles of Consolidation Our condensed consolidated financial statements include our accounts and the accounts of our wholly-owned subsidiaries. Transactions between us and other ATLS managed operations have been identified in the condensed consolidated financial statements as transactions between affiliates, where applicable. All intercompany transactions have been eliminated. Beginning May 1, 2020, we have no continuing common ownership or corporate affiliation with ATLS and its affiliates (see Note 6 – Subsequent Events). We will continue to identify any transaction between us and other ATLS managed operations as transactions between affiliates for all historical periods. Use of Estimates The preparation of our condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities that exist at the date of our condensed consolidated financial statements, as well as the reported amounts of revenue and costs and expenses during the reporting periods. Our condensed consolidated financial statements are based on a number of significant estimates, including revenue and expense accruals and depletion of gas and oil properties. The oil and gas industry principally conducts its business by processing actual transactions as many as 60 days after the month of delivery. Consequently, the most recent two months’ financial results may be recorded using estimated volumes and contract market prices. Actual results may differ from those estimates. Liquidity For the three months ended March 31, 2020 and 2019, we had net losses of $4.8 million and $0.9 million, respectively, and cash used in operating activities of $0.7 million and cash provided by operating activities of $0.1 million, respectively. With the Partnership’s positive working capital, forecast of cash flows provided by operations, and planned spending reductions in general and administrative costs, we believe our resources will be sufficient to fund operations into 2021 and we will be able to continue as a going concern for one year. Property, Plant and Equipment Property, plant and equipment are stated at cost or, upon acquisition of a business, at the fair value of the assets acquired. Maintenance and repairs which generally do not extend the useful life of an asset for two years or more through the replacement of critical components are expensed as incurred. Major renewals and improvements which generally extend the useful life of an asset for two years or more through the replacement of critical components are capitalized. Depreciation and amortization expense is based on cost less the estimated salvage value primarily using the straight-line method over the asset’s estimated useful life. When entire pipeline systems, gas plants or other property and equipment are retired or sold, any gain or loss is included in our results of operations. We follow the successful efforts method of accounting for oil and gas producing activities. Exploratory drilling costs are capitalized pending determination of whether a well is successful. Exploratory wells subsequently determined to be dry holes are charged to expense. Costs resulting in exploratory discoveries and all development costs, whether successful or not, are capitalized. Geological and geophysical costs to enhance or evaluate development of proved fields or areas are capitalized. All other geological and geophysical costs, delay rentals and unsuccessful exploratory wells are expensed. Our depletion expense is determined on a field-by-field basis using the units-of-production method. Depletion rates for leasehold acquisition costs are based on estimated proved reserves, and depletion rates for well and related equipment costs are based on proved developed reserves associated with each field. Depletion rates are determined based on reserve quantity estimates and the capitalized costs of undeveloped and developed producing properties. We also consider the estimated salvage value in our calculation of depletion. Capitalized costs of developed producing properties in each field are aggregated to include our costs of property interests in proportionately consolidated joint venture wells, wells drilled solely by us for our interests, properties purchased and working interests with other outside operators. Upon the sale or retirement of a complete field of a proved property, the cost is eliminated from the property accounts, and the resultant gain or loss is reclassified to our condensed consolidated statement of operations. Upon the sale of an individual well, we credit the proceeds to accumulated depreciation and depletion within our condensed consolidated balance sheet. Upon our sale of an entire interest in an unproved property where the property had been assessed for impairment individually, a gain or loss is recognized in our condensed consolidated statements of operations. If a partial interest in an unproved property is sold, any funds received are accounted for as a reduction of the cost in the interest retained. Support equipment and other are carried at cost and consist primarily of pipelines, processing and compression facilities, and gathering systems and related support equipment. We compute depreciation of support equipment and other using the straight-line balance method over the estimated useful life of each asset type, which is 15-20 years. Segment Reporting We derive revenue from our gas and oil production. The production facilities associated with our oil and gas production have been aggregated into one reportable segment because the facilities have similar long-term economic characteristics, products and types of customers. Revenue Recognition On January 1, 2018, we adopted ASU No. 2014–09, Revenue from Contracts with Customers condensed As a result of adopting the new revenue standard, we disaggregated our revenues by product type on our condensed consolidated statements of operations for all periods presented. Oil, Natural Gas, and NGL Revenues Our revenues are derived from the sale of oil, natural gas, and NGLs, which is recognized in the period that the performance obligations are satisfied. We generally consider the delivery of each unit (Bbl or MMBtu) to be separately identifiable and the delivery of each unit represents a distinct performance obligation that is satisfied at a point-in-time once control of the product has been transferred to the customer upon delivery to an agreed upon delivery point. Transfer of control typically occurs when the products are delivered to the purchaser and title has transferred. Revenue is recognized net of royalties due to third parties in an amount that reflects the consideration we expect to receive in exchange for those products. Payment is generally received one month after the sale has occurred. Our oil production is primarily sold under market-sensitive contracts that are typically priced at a differential to the New York Mercantile Exchange (“NYMEX”) price or at purchaser posted prices for the producing area. For oil contracts, we generally record sales based on the net amount received. Our natural gas production is primarily sold under market-sensitive contracts that are typically priced at a differential to the published natural gas index price for the producing area due to the natural gas quality and the proximity to major consuming markets. For natural gas contracts, we generally record wet gas sales (which consists of natural gas and NGLs based on end products after processing) at the wellhead or inlet of the plant as revenues net of transportation, gathering and processing expenses if the processor is the customer and there is no redelivery of commodities to us at the tailgate of the plant. Conversely, we generally record residual natural gas and NGL sales at the tailgate of the plant on a gross basis along with the associated transportation, gathering and processing expenses if the processor is a service provider and there is redelivery of commodities to us at the tailgate of the plant. All facts and circumstances of an arrangement are considered and judgment is often required in making this determination. Transaction Price Allocated to Remaining Performance Obligations A significant number of our product sales are short-term in nature with contract terms of one year or less, though generally subject to customary evergreen clauses pursuant to which these contracts typically automatically renew under the same terms and conditions. For those contracts, we have utilized the practical expedient allowed in the new revenue standard that exempts us from disclosure of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original expected duration of one year or less. For product sales that have a contract term greater than one year, we have utilized the practical expedient that exempts us from disclosure of the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Under these sales contracts, each unit of product generally represents a separate performance obligation; therefore, future volumes are wholly unsatisfied and disclosure of the transaction price allocated to remaining performance obligations is not required. Currently, our product sales that have a contractual term greater than one year have no long-term fixed consideration. Contract Balances Under our sales contracts, customers are invoiced once performance obligations have been satisfied, at which point our right to payment is unconditional. Accordingly, our product sales contracts do not give rise to contract assets or liabilities. Accounts receivable attributable to our revenue contracts with customers was $0.4 million and $0.5 million, respectively, at March 31, 2020 and December 31, 2019. Net Income (Loss) Per Common Unit Basic net loss attributable to common limited partners per unit is computed by dividing net loss attributable to common limited partners (which is determined after the deduction of the general partner’s interest) by the weighted average number of common limited partner units outstanding during the period. The following is a reconciliation of net loss allocated to the common limited partners for purposes of calculating net loss attributable to common limited partners per unit (in thousands): Three Months Ended March 31, 2020 2019 Net loss $ (4,831 ) $ (868 ) Less: General partner’s interest (96 ) (17 ) Net loss attributable to common limited partners $ (4,735 ) $ (851 ) Diluted net loss attributable to common limited partners per unit is calculated by dividing net loss attributable to common limited partners by the sum of the weighted average number of common limited partner units outstanding and the dilutive effect of common limited partner warrants, as calculated by the treasury stock method. The following table sets forth the reconciliation of our weighted average number of common units used to compute basic net loss attributable to common limited partners per unit with those used to compute diluted net loss attributable to common limited partners per unit (in thousands): Three Months Ended March 31, 2020 2019 Weighted average number of common units – basic 23,300 23,300 Add effect of dilutive awards ( 1) — — Weighted average number of common units – diluted 23,300 23,300 (1) For each of the three months ended March 31, 2020 and 2019, 2,330,000 common limited partner warrants were excluded from the computation of diluted earnings attributable to common limited partners per unit, because the inclusion of units issuable upon the exercise of the warrants would have been anti-dilutive. |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Mar. 31, 2020 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | NOTE 3 – PROPERTY, PLANT AND EQUIPMENT The following is a summary of property, plant and equipment at the dates indicated (in thousands): March 31, December 31, 2019 Natural gas and oil properties: Proved properties $ 137,627 $ 137,627 Support equipment and other 3,188 3,188 140,815 140,815 Less – accumulated depreciation, depletion, amortization and impairment (135,577 ) (131,133 ) $ 5,238 $ 9,682 For the quarter ended March 31, 2020, we recognized $4.0 million of impairment related to our proved oil and gas properties in the Eagle Ford operating area, which were impaired due to lower forecasted production performance and commodity prices. There was no impairment recorded during the quarter ended March 31, 2019. |
Certain Relationships and Relat
Certain Relationships and Related Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Certain Relationships and Related Party Transactions | NOTE 4 – CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS Relationship with ATLS . We do not directly employ any persons to manage or operate our business. These functions are provided by employees of ATLS and/or its affiliates, including Titan Energy, LLC (“Titan”). Our general partner receives an annual management fee in connection with its management of us equivalent to 1% of capital contributions per annum. During both of the three months ended March 31, 2020 and 2019, we paid a management fee of $0.6 million to our general partner. Other indirect costs, such as rent for offices, are allocated by Titan at the direction of ATLS based on the number of its employees who devoted their time to activities on our behalf. We reimburse ATLS at cost for direct costs incurred on our behalf. We reimburse all necessary and reasonable costs allocated to us by ATLS. All of the costs paid or payable to ATLS and our general partner discussed above were included in general and administrative expenses – affiliate in the condensed consolidated statements of operations. As of March 31, 2020 and December 31, 2019, we had receivables from ATLS of $0.2 million and zero, respectively, related to the management fee, direct costs and allocated indirect costs, which were recorded in advances from affiliates in the condensed consolidated balance sheets. Beginning May 1, 2020, we have no continuing common ownership or corporate affiliation with ATLS and its affiliates (see Note 6- Subsequent Events). Relationship with Titan . At the direction of ATLS, we reimburse Titan for direct costs, such as salaries and wages, charged to us based on ATLS employees who incurred time to activities on our behalf and indirect costs, such as rent and other general and administrative costs, allocated to us based on the number of ATLS employees who devoted their time to activities on our behalf. As of March 31, 2020 and December 31, 2019, we had receivables from Titan of $0.4 million and $0.5 million, respectively, related to the direct costs, indirect cost allocation, and timing of funding of cash accounts for reimbursement of operating activities and capital expenditures, which were recorded in advances to/from affiliates in the condensed consolidated balance sheets. Beginning May 1, 2020, we have no continuing common ownership or corporate affiliation with ATLS and its affiliates (see Note 6 – Subsequent Events). |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 5 – COMMITMENTS AND CONTINGENCIES General Commitments As of March 31, 2020, certain of our executives are parties to employment agreements with ATLS or Titan that provide compensation and certain other benefits to such executives. The agreements provide for severance payments under certain circumstances. As of March 31, 2020, we did not have any commitments related to our drilling and completion and capital expenditures. Legal Proceedings We and our subsidiaries are parties to various routine legal proceedings arising in the ordinary course of business. Our management believes that none of these actions, individually or in the aggregate, will have a material adverse effect on our financial condition or results of operations. Environmental Matters We and our subsidiaries are subject to various federal, state and local laws and regulations relating to the protection of the environment. We have established procedures for the ongoing evaluation of our and our subsidiaries’ operations, to identify potential environmental exposures and to comply with regulatory policies and procedures. Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations and do not contribute to current or future revenue generation are expensed. Liabilities are recorded when environmental assessments and/or clean-ups are probable, and the costs can be reasonably estimated. We and our subsidiaries maintain insurance which may cover in whole or in part certain environmental expenditures. We and our subsidiaries had no environmental matters requiring specific disclosure or requiring the recognition of a liability as of March 31, 2020 and |
Subsequent Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Event | NOTE 6—SUBSEQUENT EVENT On June 19, 2020, affiliates of Titan closed on the sale of their Eagle Ford Shale assets with Texas American Resources Corporation II (“TARC”) for $13.2 million based on a May 1, 2020 effective date. In connection with the transaction, we entered into a contract operator agreement with TARC, whereby TARC will operate certain oil and gas properties and will provide other services to the Company related to our properties. On May 1, 2020, pursuant to an Exchange Agreement by and among Riverstone Credit Partners – Direct, L.P. (“Riverstone”) and other lenders (collectively, the “Lenders”), ATLS, New Atlas Holdings, LLC (the “Borrower”, and together with ATLS and the other guarantors, the “Loan Parties”), ATLS transferred (the “Debt Exchange”) assets to the Lenders that included (i) its 80.01% membership interest in the general partner of the Company, and (ii) 500,010 common units representing limited partner interests in the Company. As of the date of the Debt Exchange, approximately $108,431,309 in principal amount of loans remained outstanding, which obligation was terminated in the Debt Exchange. As a result of the Debt Exchange and related transactions, Riverstone, in its capacity as a Lender, received an approximate 61% membership interest in our general partner, and, as a result, now has the ability to control the Company’s management and operations and appoint all of the members of the Board of Directors (the “Board”) of our general partner. The interests of Limited Partners of the Company are not affected, altered or otherwise modified by the Debt Exchange. In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic, which continues to spread throughout the United States of America. Efforts implemented by local and national governments, as well as businesses, including temporary closures, are expected to have adverse impacts on local, national and the global economies. Although the disruption is currently expected to be temporary, there is uncertainty around the duration and the related economic impact. Therefore, while we expect this matter to have an impact on our business, the impact to our results of operations and financial position cannot be reasonably estimated at this time. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and the applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting and include all adjustments that are necessary for a fair presentation of our condensed consolidated results of operations, financial condition and cash flows for the periods shown, including normal, recurring accruals and other items. The condensed consolidated results of operations for the interim periods presented are not necessarily indicative of results for the full year. The year-end condensed consolidated balance sheet was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. For a more complete discussion of our accounting policies and certain other information, refer to our consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019. |
Principles of Consolidation | Principles of Consolidation Our condensed consolidated financial statements include our accounts and the accounts of our wholly-owned subsidiaries. Transactions between us and other ATLS managed operations have been identified in the condensed consolidated financial statements as transactions between affiliates, where applicable. All intercompany transactions have been eliminated. Beginning May 1, 2020, we have no continuing common ownership or corporate affiliation with ATLS and its affiliates (see Note 6 – Subsequent Events). We will continue to identify any transaction between us and other ATLS managed operations as transactions between affiliates for all historical periods. |
Use of Estimates | Use of Estimates The preparation of our condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities that exist at the date of our condensed consolidated financial statements, as well as the reported amounts of revenue and costs and expenses during the reporting periods. Our condensed consolidated financial statements are based on a number of significant estimates, including revenue and expense accruals and depletion of gas and oil properties. The oil and gas industry principally conducts its business by processing actual transactions as many as 60 days after the month of delivery. Consequently, the most recent two months’ financial results may be recorded using estimated volumes and contract market prices. Actual results may differ from those estimates. |
Liquidity Policy | Liquidity For the three months ended March 31, 2020 and 2019, we had net losses of $4.8 million and $0.9 million, respectively, and cash used in operating activities of $0.7 million and cash provided by operating activities of $0.1 million, respectively. With the Partnership’s positive working capital, forecast of cash flows provided by operations, and planned spending reductions in general and administrative costs, we believe our resources will be sufficient to fund operations into 2021 and we will be able to continue as a going concern for one year. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are stated at cost or, upon acquisition of a business, at the fair value of the assets acquired. Maintenance and repairs which generally do not extend the useful life of an asset for two years or more through the replacement of critical components are expensed as incurred. Major renewals and improvements which generally extend the useful life of an asset for two years or more through the replacement of critical components are capitalized. Depreciation and amortization expense is based on cost less the estimated salvage value primarily using the straight-line method over the asset’s estimated useful life. When entire pipeline systems, gas plants or other property and equipment are retired or sold, any gain or loss is included in our results of operations. We follow the successful efforts method of accounting for oil and gas producing activities. Exploratory drilling costs are capitalized pending determination of whether a well is successful. Exploratory wells subsequently determined to be dry holes are charged to expense. Costs resulting in exploratory discoveries and all development costs, whether successful or not, are capitalized. Geological and geophysical costs to enhance or evaluate development of proved fields or areas are capitalized. All other geological and geophysical costs, delay rentals and unsuccessful exploratory wells are expensed. Our depletion expense is determined on a field-by-field basis using the units-of-production method. Depletion rates for leasehold acquisition costs are based on estimated proved reserves, and depletion rates for well and related equipment costs are based on proved developed reserves associated with each field. Depletion rates are determined based on reserve quantity estimates and the capitalized costs of undeveloped and developed producing properties. We also consider the estimated salvage value in our calculation of depletion. Capitalized costs of developed producing properties in each field are aggregated to include our costs of property interests in proportionately consolidated joint venture wells, wells drilled solely by us for our interests, properties purchased and working interests with other outside operators. Upon the sale or retirement of a complete field of a proved property, the cost is eliminated from the property accounts, and the resultant gain or loss is reclassified to our condensed consolidated statement of operations. Upon the sale of an individual well, we credit the proceeds to accumulated depreciation and depletion within our condensed consolidated balance sheet. Upon our sale of an entire interest in an unproved property where the property had been assessed for impairment individually, a gain or loss is recognized in our condensed consolidated statements of operations. If a partial interest in an unproved property is sold, any funds received are accounted for as a reduction of the cost in the interest retained. Support equipment and other are carried at cost and consist primarily of pipelines, processing and compression facilities, and gathering systems and related support equipment. We compute depreciation of support equipment and other using the straight-line balance method over the estimated useful life of each asset type, which is 15-20 years. |
Segment Reporting | Segment Reporting We derive revenue from our gas and oil production. The production facilities associated with our oil and gas production have been aggregated into one reportable segment because the facilities have similar long-term economic characteristics, products and types of customers. |
Revenue Recognition | Revenue Recognition On January 1, 2018, we adopted ASU No. 2014–09, Revenue from Contracts with Customers condensed As a result of adopting the new revenue standard, we disaggregated our revenues by product type on our condensed consolidated statements of operations for all periods presented. Oil, Natural Gas, and NGL Revenues Our revenues are derived from the sale of oil, natural gas, and NGLs, which is recognized in the period that the performance obligations are satisfied. We generally consider the delivery of each unit (Bbl or MMBtu) to be separately identifiable and the delivery of each unit represents a distinct performance obligation that is satisfied at a point-in-time once control of the product has been transferred to the customer upon delivery to an agreed upon delivery point. Transfer of control typically occurs when the products are delivered to the purchaser and title has transferred. Revenue is recognized net of royalties due to third parties in an amount that reflects the consideration we expect to receive in exchange for those products. Payment is generally received one month after the sale has occurred. Our oil production is primarily sold under market-sensitive contracts that are typically priced at a differential to the New York Mercantile Exchange (“NYMEX”) price or at purchaser posted prices for the producing area. For oil contracts, we generally record sales based on the net amount received. Our natural gas production is primarily sold under market-sensitive contracts that are typically priced at a differential to the published natural gas index price for the producing area due to the natural gas quality and the proximity to major consuming markets. For natural gas contracts, we generally record wet gas sales (which consists of natural gas and NGLs based on end products after processing) at the wellhead or inlet of the plant as revenues net of transportation, gathering and processing expenses if the processor is the customer and there is no redelivery of commodities to us at the tailgate of the plant. Conversely, we generally record residual natural gas and NGL sales at the tailgate of the plant on a gross basis along with the associated transportation, gathering and processing expenses if the processor is a service provider and there is redelivery of commodities to us at the tailgate of the plant. All facts and circumstances of an arrangement are considered and judgment is often required in making this determination. Transaction Price Allocated to Remaining Performance Obligations A significant number of our product sales are short-term in nature with contract terms of one year or less, though generally subject to customary evergreen clauses pursuant to which these contracts typically automatically renew under the same terms and conditions. For those contracts, we have utilized the practical expedient allowed in the new revenue standard that exempts us from disclosure of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original expected duration of one year or less. For product sales that have a contract term greater than one year, we have utilized the practical expedient that exempts us from disclosure of the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. Under these sales contracts, each unit of product generally represents a separate performance obligation; therefore, future volumes are wholly unsatisfied and disclosure of the transaction price allocated to remaining performance obligations is not required. Currently, our product sales that have a contractual term greater than one year have no long-term fixed consideration. Contract Balances Under our sales contracts, customers are invoiced once performance obligations have been satisfied, at which point our right to payment is unconditional. Accordingly, our product sales contracts do not give rise to contract assets or liabilities. Accounts receivable attributable to our revenue contracts with customers was $0.4 million and $0.5 million, respectively, at March 31, 2020 and December 31, 2019. |
Net Income (Loss) Per Common Unit | Net Income (Loss) Per Common Unit Basic net loss attributable to common limited partners per unit is computed by dividing net loss attributable to common limited partners (which is determined after the deduction of the general partner’s interest) by the weighted average number of common limited partner units outstanding during the period. The following is a reconciliation of net loss allocated to the common limited partners for purposes of calculating net loss attributable to common limited partners per unit (in thousands): Three Months Ended March 31, 2020 2019 Net loss $ (4,831 ) $ (868 ) Less: General partner’s interest (96 ) (17 ) Net loss attributable to common limited partners $ (4,735 ) $ (851 ) Diluted net loss attributable to common limited partners per unit is calculated by dividing net loss attributable to common limited partners by the sum of the weighted average number of common limited partner units outstanding and the dilutive effect of common limited partner warrants, as calculated by the treasury stock method. The following table sets forth the reconciliation of our weighted average number of common units used to compute basic net loss attributable to common limited partners per unit with those used to compute diluted net loss attributable to common limited partners per unit (in thousands): Three Months Ended March 31, 2020 2019 Weighted average number of common units – basic 23,300 23,300 Add effect of dilutive awards ( 1) — — Weighted average number of common units – diluted 23,300 23,300 (1) For each of the three months ended March 31, 2020 and 2019, 2,330,000 common limited partner warrants were excluded from the computation of diluted earnings attributable to common limited partners per unit, because the inclusion of units issuable upon the exercise of the warrants would have been anti-dilutive. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Net Income (Loss) Reconciliation | The following is a reconciliation of net loss allocated to the common limited partners for purposes of calculating net loss attributable to common limited partners per unit (in thousands): Three Months Ended March 31, 2020 2019 Net loss $ (4,831 ) $ (868 ) Less: General partner’s interest (96 ) (17 ) Net loss attributable to common limited partners $ (4,735 ) $ (851 ) |
Reconciliation of Weighted Average Number of Common Units | The following table sets forth the reconciliation of our weighted average number of common units used to compute basic net loss attributable to common limited partners per unit with those used to compute diluted net loss attributable to common limited partners per unit (in thousands): Three Months Ended March 31, 2020 2019 Weighted average number of common units – basic 23,300 23,300 Add effect of dilutive awards ( 1) — — Weighted average number of common units – diluted 23,300 23,300 (1) For each of the three months ended March 31, 2020 and 2019, 2,330,000 common limited partner warrants were excluded from the computation of diluted earnings attributable to common limited partners per unit, because the inclusion of units issuable upon the exercise of the warrants would have been anti-dilutive. |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Property Plant And Equipment [Abstract] | |
Summary of Property, Plant and Equipment | The following is a summary of property, plant and equipment at the dates indicated (in thousands): March 31, December 31, 2019 Natural gas and oil properties: Proved properties $ 137,627 $ 137,627 Support equipment and other 3,188 3,188 140,815 140,815 Less – accumulated depreciation, depletion, amortization and impairment (135,577 ) (131,133 ) $ 5,238 $ 9,682 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Details) - USD ($) | May 01, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Common Limited Partners' Interests | |||||
Basis Of Presentation [Line Items] | |||||
Common units, issued | 23,300,410 | ||||
Common units, outstanding | 23,300,410 | ||||
Partners' capital account, units | 23,300,410 | 23,300,410 | 23,300,410 | 23,300,410 | |
ATLS | |||||
Basis Of Presentation [Line Items] | |||||
General partner ownership interest | 80.00% | ||||
Common limited partner ownership interest | 2.10% | ||||
General partners remaining ownership interest | 20.00% | ||||
ATLS and Borrower | Subsequent Event | Lenders | |||||
Basis Of Presentation [Line Items] | |||||
General partner ownership interest | 80.01% | ||||
Partners' capital account, units | 500,010 | ||||
Principal amount of loans remained outstanding | $ 108,431,309 | ||||
Riverstone | Subsequent Event | |||||
Basis Of Presentation [Line Items] | |||||
General partner ownership interest | 61.00% | ||||
Atlas Growth Partners GP, LLC | |||||
Basis Of Presentation [Line Items] | |||||
Percentage of cash distribution | 2.00% | ||||
Atlas Growth Partners GP, LLC | ATLS | |||||
Basis Of Presentation [Line Items] | |||||
General partner ownership interest | 100.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | 3 Months Ended | ||||
Mar. 31, 2020USD ($)Segment | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Jan. 01, 2018USD ($) | |
Significant Accounting Policies [Line Items] | |||||
Net loss | $ (4,831,000) | $ (868,000) | |||
cash used in operating activities | $ (702,000) | 104,000 | |||
Number of reportable segments | Segment | 1 | ||||
Cumulative effect adjustment | $ 6,533,000 | 26,036,000 | $ 11,364,000 | $ 26,904,000 | |
Accounts receivable to revenue contracts with customers | $ 400,000 | $ 500,000 | |||
ASU No. 2014-09 | Cumulative Effect Adoption 606 | |||||
Significant Accounting Policies [Line Items] | |||||
Cumulative effect adjustment | $ 0 | ||||
Minimum | |||||
Significant Accounting Policies [Line Items] | |||||
Estimated useful life of assets | P15Y | ||||
Maximum | |||||
Significant Accounting Policies [Line Items] | |||||
Estimated useful life of assets | P20Y | ||||
Liquidity | |||||
Significant Accounting Policies [Line Items] | |||||
Net loss | $ 4,800,000 | 900,000 | |||
cash used in operating activities | $ 700,000 | $ 100,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Schedule of Net Loss Reconciliation) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Accounting Policies [Abstract] | ||
Net loss | $ (4,831) | $ (868) |
Less: General partner’s interest | 96 | 17 |
Net loss attributable to common limited partners | $ (4,735) | $ (851) |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Reconciliation of Weighted Average Number of Common Units) (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Accounting Policies [Abstract] | ||
Weighted average number of common units – basic | 23,300,000 | 23,300,000 |
Weighted average number of common units – diluted | 23,300,000 | 23,300,000 |
Antidilutive securities excluded from computation of diluted net income (loss) attributable to common limited partners outstanding units | 2,330,000 | 2,330,000 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Summary of Property, Plant and Equipment) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Property Plant And Equipment [Abstract] | ||
Proved properties | $ 137,627 | $ 137,627 |
Support equipment and other | 3,188 | 3,188 |
Total gross property, plant and equipment | 140,815 | 140,815 |
Less – accumulated depreciation, depletion, amortization and impairment | (135,577) | (131,133) |
Property, plant and equipment, Net, Total | $ 5,238 | $ 9,682 |
Property, Plant and Equipment -
Property, Plant and Equipment - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Property Plant And Equipment [Line Items] | ||
Asset impairment of oil and gas properties | $ 4,020 | |
Eagle Ford Acquisition | Proved Oil and Gas Properties | ||
Property Plant And Equipment [Line Items] | ||
Asset impairment of oil and gas properties | $ 4,000 | $ 0 |
Certain Relationships and Rel_2
Certain Relationships and Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||
Advances to affiliates | $ 681 | $ 486 | |
Atlas Growth Parnters GP, LLC | |||
Related Party Transaction [Line Items] | |||
Percentage of capital contribution | 1.00% | 1.00% | |
Payment for management fee | $ 600 | $ 600 | |
ATLS | |||
Related Party Transaction [Line Items] | |||
Advances to affiliates | 200 | 0 | |
Titan | |||
Related Party Transaction [Line Items] | |||
Advances to affiliates | $ 400 | $ 500 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | ||
Long-term purchase commitment, amount | $ 0 | |
Accrual for environmental loss contingencies | $ 0 | $ 0 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Details) - Subsequent Event | May 01, 2020USD ($)shares |
TARC | |
Subsequent Event [Line Items] | |
Sale of properties | $ 13,200,000 |
ATLS and Borrower | Lenders | |
Subsequent Event [Line Items] | |
General partner ownership interest | 80.01% |
Partners' capital account, units | shares | 500,010 |
Principal amount of loans remained outstanding | $ 108,431,309 |
Riverstone | |
Subsequent Event [Line Items] | |
General partner ownership interest | 61.00% |