Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2013 |
Summary of Significant Accounting Policies | ' |
Principles of Consolidation | ' |
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Principles of Consolidation |
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Athlon's consolidated financial statements include the accounts of its wholly owned and majority-owned subsidiaries. All material intercompany balances and transactions have been eliminated in consolidation. |
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Use of Estimates | ' |
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Use of Estimates |
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Preparing financial statements in conformity with accounting principles generally accepted in the United States requires management to make certain estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses, and the disclosure of contingent assets and liabilities in the consolidated financial statements. Although management believes these estimates are reasonable, actual results could differ materially from those estimates. |
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Estimates made in preparing these consolidated financial statements include, among other things, estimates of the proved oil and natural gas reserve volumes used in calculating depletion, depreciation, and amortization ("DD&A") expense; operating costs accrued; volumes and prices for revenues accrued; valuation of derivative instruments; and the timing and amount of future abandonment costs used in calculating asset retirement obligations. Changes in the assumptions used could have a significant impact on results in future periods. |
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Cash and Cash Equivalents | ' |
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Cash and Cash Equivalents |
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Cash and cash equivalents include demand deposits and funds invested in highly liquid instruments with original maturities of three months or less and typically exceed federally insured limits. |
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The following table sets forth supplemental disclosures of cash flow information for the periods indicated: |
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| | Year ended December 31, | | | | | | | |
| | 2013 | | 2012 | | 2011 | | | | | | | |
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Cash paid during the period for: | | | | | | | | | | | | | | | | |
Interest | | $ | 25,220 | | $ | 8,326 | | $ | 2,395 | | | | | | | |
Income taxes | | | — | | | — | | | — | | | | | | | |
Accounts Receivable | ' |
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Accounts Receivable |
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Accounts receivable, which are primarily from the sale of oil, natural gas, and natural gas liquids ("NGLs"), is accrued based on estimates of the sales and prices Athlon believes it will receive. Athlon routinely reviews outstanding balances, assesses the financial strength of its customers, and records a reserve for amounts not expected to be fully recovered. Actual balances are not applied against the reserve until substantially all collection efforts have been exhausted. At December 31, 2013 and 2012, Athlon did not have an allowance for doubtful accounts. |
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Inventory | ' |
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Inventory |
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Inventory includes materials and supplies that Athlon intends to deploy to various development activities and oil in tanks at the lease, both of which are stated at the lower of cost (determined on an average basis) or market. Oil in tanks at the lease is carried at an amount equal to its costs to produce. Inventory consisted of the following as of the dates indicated: |
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| | December 31, | | | | | | | | | | |
| | 2013 | | 2012 | | | | | | | | | | |
| | (in thousands) | | | | | | | | | | |
Materials and supplies | | $ | 429 | | $ | 670 | | | | | | | | | | |
Oil inventory | | | 499 | | | 352 | | | | | | | | | | |
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Total inventory | | $ | 928 | | $ | 1,022 | | | | | | | | | | |
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Oil and Natural Gas Properties | ' |
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Oil and Natural Gas Properties |
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Athlon applies the provisions of the "Extractive Activities—Oil and Gas" topic of the Financial Accounting Standards Board's (the "FASB") Accounting Standards Codification (the "ASC"). Athlon uses the full cost method of accounting for its oil and natural gas properties. Under this method, costs directly associated with the acquisition, exploration, and development of reserves are capitalized into a full cost pool. Capitalized costs are amortized using a unit-of-production method. Under this method, the provision for DD&A is computed at the end of each period by multiplying total production for the period by a depletion rate. The depletion rate is determined by dividing the total unamortized cost base plus future development costs by net equivalent proved reserves at the beginning of the period. |
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Costs associated with unevaluated properties are excluded from the amortizable cost base until a determination has been made as to the existence of proved reserves. Unevaluated properties are reviewed at the end of each quarter to determine whether the costs incurred should be reclassified to the full cost pool and, thereby, subjected to amortization. The costs associated with unevaluated properties primarily consist of acquisition and leasehold costs as well as development costs for wells in progress for which a determination of the existence of proved reserves has not been made. These costs are transferred to the amortization base once a determination is made whether or not proved reserves can be assigned to the property, upon impairment of a lease, or immediately upon determination that the well is unsuccessful. Costs of seismic data that cannot be directly associated to specific properties are included in the full cost pool as incurred; otherwise, they are allocated to various unevaluated leaseholds and transferred to the amortization base with the associated leasehold costs on a specific project basis. |
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Independent petroleum engineers estimate Athlon's proved reserves annually as of December 31. This results in a new DD&A rate which Athlon uses for the preceding fourth quarter after adjusting for fourth quarter production. Athlon internally estimates reserve additions and reclassifications of reserves from unproved to proved at the end of the first, second, and third quarters for use in determining a DD&A rate for the respective quarter. |
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Sales and abandonments of oil and natural gas properties being amortized are accounted for as adjustments to the full cost pool, with no gain or loss recognized, unless the adjustments would significantly alter the relationship between capitalized costs and proved reserves. A significant alteration would not ordinarily be expected to occur upon the sale of reserves involving less than 25% of the reserve quantities of a cost center. |
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Natural gas volumes are converted to barrels of oil equivalent ("BOE") at the rate of six thousand cubic feet ("Mcf") of natural gas to one barrel ("Bbl") of oil. This convention is not an equivalent price basis and there may be a large difference in value between an equivalent volume of oil versus an equivalent volume of natural gas. |
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Athlon capitalizes interest on expenditures made in connection with exploratory projects that are not subject to current amortization. Interest is capitalized only for the period that activities are in progress to bring these projects to their intended use. Capitalized interest cannot exceed gross interest expense. During 2013 and 2012, Athlon capitalized approximately $0.3 million and $0.2 million, respectively, of interest expense. During 2011, Athlon did not capitalize any interest expense. |
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Unevaluated properties are assessed periodically, at least annually, for possible impairment. Properties are assessed on an individual basis or as a group if properties are individually insignificant. The assessment includes consideration of various factors, including, but not limited to: intent to drill, remaining lease term, geological and geophysical evaluations, drilling results, and economic viability of development if proved reserves are assigned. During any period in which these factors indicate impairment, the cumulative drilling costs incurred to date for such property and all or a portion of the associated leasehold costs are transferred to the full cost pool and become subject to amortization. |
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Under the full cost method of accounting, total capitalized costs of oil and natural gas properties, net of accumulated DD&A, less related deferred income taxes may not exceed an amount equal to the present value of future net revenues from proved reserves, discounted at 10% per annum, plus the lower of cost or fair value of unevaluated properties, plus estimated salvage value, less the related tax effects (the "ceiling limitation"). A ceiling limitation is calculated at the end of each quarter. If total capitalized costs, net of accumulated DD&A, less related deferred income taxes are greater than the ceiling limitation, a write-down or impairment of the full cost pool is required. A write-down of the carrying value of the full cost pool is a non-cash charge that reduces earnings and impacts equity in the period of occurrence and typically results in lower DD&A expense in future periods. Once incurred, a write-down cannot be reversed at a later date. |
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The ceiling limitation calculation is prepared using the 12-month first-day-of-the-month oil and natural gas average prices, as adjusted for basis or location differentials, held constant over the life of the reserves ("net wellhead prices"). If applicable, these net wellhead prices would be further adjusted to include the effects of any fixed price arrangements for the sale of oil and natural gas. Athlon uses commodity derivative contracts to mitigate the risk against the volatility of oil and natural gas prices. Commodity derivative contracts that qualify and are designated as cash flow hedges are included in estimated future cash flows. Athlon has not designated any of its commodity derivative contracts as cash flow hedges and therefore has excluded commodity derivative contracts in estimating future cash flows. The future cash outflows associated with future development or abandonment of wells are included in the computation of the discounted present value of future net revenues for purposes of the ceiling limitation calculation. |
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Amounts shown in the accompanying Consolidated Balance Sheets as "Evaluated, including wells and related equipment" consisted of the following as of the dates indicated: |
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| | December 31, | | | | | | | | | | |
| | 2013 | | 2012 | | | | | | | | | | |
| | (in thousands) | | | | | | | | | | |
Evalauted leasehold costs | | $ | 448,689 | | $ | 376,271 | | | | | | | | | | |
Wells and related equipment—completed | | | 748,900 | | | 379,036 | | | | | | | | | | |
Wells and related equipment—in process | | | 46,589 | | | 33,264 | | | | | | | | | | |
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Total evaluated | | $ | 1,244,178 | | $ | 788,571 | | | | | | | | | | |
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Asset Retirement Obligations | ' |
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Asset Retirement Obligations |
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Athlon applies the provisions of the "Asset Retirement and Environmental Obligations" topic of the ASC. Athlon has obligations as a result of lease agreements and enacted laws to remove its equipment and restore land at the end of production operations. These asset retirement obligations are primarily associated with plugging and abandoning wells and land remediation. At the time a drilled well is completing or a well is acquired, Athlon records a separate liability for the estimated fair value of its asset retirement obligations, with an offsetting increase to the related oil and natural gas asset representing asset retirement costs in the accompanying Consolidated Balance Sheets. The cost of the related oil and natural gas asset, including the asset retirement cost, is included in Athlon's full cost pool. The estimated fair value of an asset retirement obligation is the present value of the expected future cash outflows required to satisfy the asset retirement obligations discounted at Athlon's credit-adjusted, risk-free interest rate at the time the liability is incurred. Accretion expense is recognized over time as the discounted liability is accreted to its expected settlement value. |
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Inherent to the present-value calculation are numerous estimates, assumptions, and judgments, including, but not limited to: the ultimate settlement amounts, inflation factors, credit-adjusted risk-free rates, timing of settlement, and changes in the legal, regulatory, environmental, and political environments. To the extent future revisions to these assumptions affect the present value of the abandonment liability, Athlon makes corresponding adjustments to both the asset retirement obligation and the related oil and natural gas property asset balance. These revisions result in prospective changes to DD&A expense and accretion of the discounted abandonment liability. Please read "Note 5. Asset Retirement Obligations" for additional information. |
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Equity-Based Compensation | ' |
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Equity-Based Compensation |
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Athlon accounts for equity-based compensation according to the "Share-Based Payment" topic of the ASC, which requires the recognition of compensation expense for equity-based awards over the requisite service period in an amount equal to the grant date fair value of the awards. Please read "Note 9. Employee Benefit Plans" for additional discussion of Athlon's employee benefit plans. |
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The "Share-Based Payment" topic of the ASC also requires that the benefits associated with the tax deductions in excess of recognized compensation cost, if any, be reported as a financing cash flow. This requirement reduces net operating cash flows and increases net financing cash flows. Athlon recognizes compensation costs related to awards with graded vesting on a straight-line basis over the requisite service period for each separately vesting portion of the award as if the award was, in substance, multiple awards. |
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Segment Reporting | ' |
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Segment Reporting |
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Athlon only operates in the oil and natural gas exploration and production industry in the United States. All revenues are derived from customers located in the United States. |
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Major Customers / Concentration of Credit Risk | ' |
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Major Customers / Concentration of Credit Risk |
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The following purchasers accounted for 10% or greater of the sales of production for the periods indicated and the corresponding outstanding accounts receivable balance as of the dates indicated: |
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| | Percentage of Total | | Outstanding | |
Revenues for | Accounts |
the Year Ended | Receivable Balance |
December 31, | as of December 31, |
Purchaser | | 2013 | | 2012 | | 2011 | | 2013 | | 2012 | |
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Occidental Petroleum Corporation | | | 27 | % | | 29 | % | | 58 | % | $ | 11,673 | | $ | 4,456 | |
DCP Midstream | | | | (a) | | 12 | % | | 13 | % | | | (a) | | 2,604 | |
High Sierra Crude Oil & Marketing, LLC(b) | | | 46 | % | | 43 | % | | 13 | % | | 18,951 | | | 9,348 | |
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(a) |
Less than 10% for the period indicated. |
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(b) |
Formerly Pecos Gathering & Marketing. |
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Income Taxes | ' |
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Income Taxes |
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Athlon accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax laws and rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. |
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Athlon periodically assesses whether it is more likely than not that it will generate sufficient taxable income to realize its deferred income tax assets, including net operating losses. In making this determination, Athlon considers all available positive and negative evidence and makes certain assumptions. Athlon considers, among other things, its deferred tax liabilities, the overall business environment, its historical earnings and losses, current industry trends, and its outlook for future years. Athlon believes it is more likely than not that certain net operating losses can be carried forward and utilized. |
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In April 2013, Athlon effected a corporate reorganization. Holdings, Athlon's accounting predecessor, is a partnership not subject to federal income tax. Pursuant to the corporate reorganization, certain Class A limited partners and the Class B limited partners of Holdings exchanged their interests for shares of Athlon's common stock. Athlon's operations are now subject to federal income tax. The tax implications of the corporate reorganization and the tax impact of the conversion to operating as a taxable entity have been reflected in the accompanying consolidated financial statements. |
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Revenue Recognition | ' |
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Revenue Recognition |
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Revenues from the sale of oil, natural gas, and NGLs are recognized when they are realized or realizable and earned. Revenues are considered realized or realizable and earned when: (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred or services have been rendered; (iii) the seller's price to the buyer is fixed or determinable; and (iv) collectability is reasonably assured. Because final settlement of our hydrocarbon sales can take up to two months, sales volumes and prices are estimated and accrued using information available at the time the revenue is recorded. If Athlon's overproduced imbalance position (i.e., Athlon has cumulatively been over-allocated production) is greater than its share of remaining reserves, a liability would be recorded for the excess at period-end prices unless a different price is specified in the contract, in which case that price is used. At December 31, 2013 and 2012, Athlon did not have any natural gas imbalances. Revenue is not recognized for oil production in tanks, but the production is recorded as a current asset based on the cost to produce and included in "Inventory" in the accompanying Consolidated Balance Sheets. Transportation expenses are included in operating expenses and are insignificant. |
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Derivatives | ' |
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Derivatives |
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Athlon uses various financial instruments for non-trading purposes to manage and reduce price volatility and other market risks associated with its oil production. These arrangements are structured to reduce Athlon's exposure to commodity price decreases, but they can also limit the benefit Athlon might otherwise receive from commodity price increases. Athlon's risk management activity is generally accomplished through over-the-counter commodity derivative contracts with large financial institutions, most of which are lenders under Athlon's credit agreement. |
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Athlon applies the provisions of the "Derivatives and Hedging" topic of the ASC, which requires each derivative instrument to be recorded in the accompanying Consolidated Balance Sheets at fair value. If a derivative has not been designated as a hedge or does not otherwise qualify for hedge accounting, it must be adjusted to fair value through earnings. Athlon elected not to designate its current portfolio of commodity derivative contracts as hedges for accounting purposes. Therefore, changes in fair value of these derivative instruments are recognized in earnings and included in "Derivative fair value loss (gain)" in the accompanying Consolidated Statements of Operations. |
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Athlon enters into commodity derivative contracts for the purpose of economically fixing the price of its anticipated oil production even though Athlon does not designate the derivatives as hedges for accounting purposes. Athlon classifies cash flows related to derivative contracts based on the nature and purpose of the derivative. As the derivative cash flows are considered an integral part of Athlon's oil and natural gas operations, they are classified as cash flows from operating activities in the accompanying Consolidated Statements of Cash Flows. |
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Noncontrolling Interest | ' |
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Noncontrolling Interest |
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As of December 31, 2013, management and certain employees owned approximately 2.2% of Holdings. Athlon owns 100% of Athlon Holdings GP LLC, which is Holdings' general partner. Considering the presumption of control, Athlon has fully consolidated the financial position, results of operations, and cash flows of Holdings. |
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As presented in the accompanying Consolidated Balance Sheets, "Noncontrolling interest" as of December 31, 2013 of approximately $10.8 million represents management and certain employees' 1,855,563 New Holdings Units that are exchangeable for shares of Athlon's common stock on a one-for-one basis. As presented in the accompanying Consolidated Statements of Operations, "Net income attributable to noncontrolling interest" for 2013 of approximately $1.4 million represents the net income of Holdings attributable to management and certain employees since April 26, 2013. |
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The following table summarizes the effects of changes in Athlon's partnership interest in Holdings on Athlon's equity for 2013 (in thousands): |
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Net income attributable to stockholders | | $ | 59,063 | | | | | | | | | | | | | |
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Transfer from noncontrolling interest: | | | | | | | | | | | | | | | | |
Increase in Athlon's paid-in capital for corporate reorganization | | | 292,549 | | | | | | | | | | | | | |
Increase in Athlon's paid-in capital for issuance of 15,789,474 shares of common stock in initial public offering | | | 295,498 | | | | | | | | | | | | | |
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Net transfer from noncontrolling interest | | | 588,047 | | | | | | | | | | | | | |
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Change from net income attributable to stockholders and transfers from noncontrolling interest | | $ | 647,110 | | | | | | | | | | | | | |
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Earnings Per Share | ' |
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Earnings Per Share |
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For purposes of calculating earnings per share ("EPS"), Athlon allocates net income (loss) to its shareholders and participating securities each quarter under the provisions of the "Earnings Per Share" topic of the ASC. Under the two-class method of calculating EPS, earnings are allocated to participating securities as if all the earnings for the period had been distributed. A participating security is any security that may participate in distributions with common shares. For purposes of calculating EPS, unvested restricted stock units are considered participating securities. Net income (loss) per common share is calculated by dividing the shareholders' interest in net income (loss), after deducting the interests of participating securities, by the weighted average common shares outstanding. |
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New Accounting Pronouncements | ' |
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New Accounting Pronouncements |
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In December 2011, the FASB issued Accounting Standards Update ("ASU") 2011-11, "Disclosures about Offsetting Assets and Liabilities" and in January 2013 issued ASU 2013-01, "Clarifying the Scope of Disclosures About Offsetting Assets and Liabilities". These ASUs created new disclosure requirements regarding the nature of an entity's rights of offset and related arrangements associated with its derivative instruments, repurchase agreements, and securities lending transactions. Certain disclosures of the amounts of certain instruments subject to enforceable master netting arrangements are required, irrespective of whether the entity has elected to offset those instruments in the statement of financial position. These ASUs were effective retrospectively for annual reporting periods beginning on or after January 1, 2013. The adoption of these ASUs did not impact Athlon's financial position, results of operations, or liquidity. |
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No other new accounting pronouncements issued or effective from January 1, 2013 through the date of this Report, had or are expected to have a material impact on Athlon's consolidated financial statements. |
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