Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 12, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'Athlon Holdings LP | ' |
Entity Central Index Key | '0001574672 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Units Outstanding | ' | 100,315,039 |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $4,847 | $113,025 |
Accounts receivable | 97,162 | 48,238 |
Derivatives, at fair value | 16,948 | ' |
Inventory | 1,910 | 928 |
Deferred taxes | ' | 10 |
Other | 1,171 | 487 |
Total current assets | 122,038 | 162,688 |
Properties and equipment, at cost - full cost method: | ' | ' |
Evaluated, including wells and related equipment | 2,525,499 | 1,244,178 |
Unevaluated | 678,879 | 89,859 |
Accumulated depletion, depreciation, and amortization | -277,347 | -160,779 |
Oil and natural gas properties and equipment, net | 2,927,031 | 1,173,258 |
Derivatives, at fair value | 9,327 | 2,330 |
Debt issuance costs | 25,101 | 14,679 |
Other | 2,393 | 1,447 |
Total assets | 3,085,890 | 1,354,402 |
Accounts payable: | ' | ' |
Trade | 220 | 459 |
Intercompany | 1,754 | 1,240 |
Accrued liabilities: | ' | ' |
Lease operating | 10,631 | 6,563 |
Production, severance, and ad valorem taxes | 10,462 | 2,550 |
Development capital | 118,105 | 68,059 |
Interest | 33,337 | 7,790 |
Derivatives, at fair value | ' | 8,354 |
Revenue payable | 35,233 | 20,513 |
Deferred taxes | 251 | ' |
Other | 4,819 | 2,795 |
Total current liabilities | 214,812 | 118,323 |
Asset retirement obligations, net of current portion | 12,328 | 6,795 |
Long-term debt | 1,386,000 | 500,000 |
Deferred taxes | 6,836 | 3,936 |
Other | 152 | 101 |
Total liabilities | 1,620,128 | 629,155 |
Commitments and contingencies | ' | ' |
Partners' equity | 1,465,762 | 725,247 |
Total liabilities and partners' equity | $3,085,890 | $1,354,402 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Revenues: | ' | ' | ' | ' |
Oil | $139,925 | $75,666 | $341,144 | $175,934 |
Natural gas | 9,795 | 4,164 | 25,907 | 11,894 |
Natural gas liquids | 16,321 | 8,595 | 41,169 | 20,508 |
Total revenues | 166,041 | 88,425 | 408,220 | 208,336 |
Production: | ' | ' | ' | ' |
Lease operating | 16,677 | 8,762 | 42,126 | 23,774 |
Production, severance, and ad valorem taxes | 11,647 | 5,498 | 27,060 | 13,549 |
Depletion, depreciation, and amortization | 50,246 | 23,611 | 116,792 | 62,022 |
General and administrative | 14,306 | 6,454 | 35,164 | 13,294 |
Contract termination fee | ' | 2,408 | ' | 2,408 |
Acquisition costs | 388 | 29 | 2,213 | 180 |
Derivative fair value loss (gain) | -58,526 | 27,037 | -14,949 | 21,331 |
Accretion of discount on asset retirement obligations | 273 | 174 | 690 | 485 |
Total expenses | 35,011 | 73,973 | 209,096 | 137,043 |
Operating income | 131,030 | 14,452 | 199,124 | 71,293 |
Other income (expenses): | ' | ' | ' | ' |
Interest | -12,502 | -10,039 | -35,208 | -26,595 |
Other | 36 | 30 | 62 | 30 |
Total other expenses | -12,466 | -10,009 | -35,146 | -26,565 |
Income before income taxes | 118,564 | 4,443 | 163,978 | 44,728 |
Income tax provision | 2,412 | 509 | 3,161 | 927 |
Net income | $116,152 | $3,934 | $160,817 | $43,801 |
Net income per unit: | ' | ' | ' | ' |
Basic (in dollars per unit) | $1.16 | $0.05 | $1.71 | $0.61 |
Diluted (in dollars per unit) | $1.16 | $0.05 | $1.71 | $0.61 |
Weighted average common units outstanding: | ' | ' | ' | ' |
Basic (in units) | 98,920 | 78,493 | 92,760 | 71,666 |
Diluted (in units) | 98,920 | 78,493 | 92,760 | 71,666 |
CONSOLIDATED_STATEMENT_OF_CHAN
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' EQUITY (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Increase (Decrease) in Partners' Equity | ' |
Balance at December 31, 2013 | $725,247 |
Equity-based compensation | 17,452 |
Net contributions from Athlon Energy Inc. | 562,246 |
Net income | 160,817 |
Balance at September 30, 2014 | $1,465,762 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net income | $160,817 | $43,801 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depletion, depreciation, and amortization | 116,792 | 62,022 |
Deferred taxes | 3,161 | 927 |
Non-cash derivative loss (gain) | -32,300 | 13,955 |
Equity-based compensation | 15,732 | 1,799 |
Other | 3,308 | 4,756 |
Changes in operating assets and liabilities, net of effects from acquisitions: | ' | ' |
Accounts receivable | -46,897 | -21,350 |
Other current assets | 961 | -155 |
Accounts payable | -239 | -702 |
Intercompany payable | 514 | ' |
Accrued interest | 25,546 | 15,968 |
Revenue payable | 14,709 | 9,718 |
Other current liabilities | 12,201 | 6,285 |
Other assets | -90 | ' |
Net cash provided by operating activities | 274,215 | 137,024 |
Cash flows from investing activities: | ' | ' |
Acquisitions of oil and natural gas properties | -1,365,205 | -36,533 |
Development of oil and natural gas properties | -451,360 | -257,984 |
Other | -1,317 | -486 |
Net cash used in investing activities | -1,817,882 | -295,003 |
Cash flows from financing activities: | ' | ' |
Proceeds from long-term debt, net of issuance costs | 1,056,243 | 629,627 |
Payments on long-term debt | -183,000 | -505,926 |
Net contributions from Athlon Energy Inc. | 562,246 | 295,795 |
Distributions to Class A limited partners | ' | -75,000 |
Other | ' | 1,500 |
Net cash provided by financing activities | 1,435,489 | 345,996 |
Increase (decrease) in cash and cash equivalents | -108,178 | 188,017 |
Cash and cash equivalents, beginning of period | 113,025 | 8,871 |
Cash and cash equivalents, end of period | $4,847 | $196,888 |
Formation_of_the_Partnership_a
Formation of the Partnership and Description of Business | 9 Months Ended |
Sep. 30, 2014 | |
Formation of the Partnership and Description of Business | ' |
Formation of the Partnership and Description of Business | ' |
Note 1. Formation of the Partnership and Description of Business | |
Athlon Holdings LP (together with its subsidiaries, “Holdings”), a Delaware limited partnership, is an independent exploration and production company focused on the acquisition, development, and exploitation of unconventional oil and liquids-rich natural gas reserves in the Permian Basin. Athlon Finance Corp., a Delaware corporation, is a wholly owned subsidiary of Holdings whose sole purpose is to serve as the co-issuer of Holdings’ senior notes. Athlon Holdings GP LLC serves as Holdings’ general partner with no obligations to make capital contributions and no rights to distributions. | |
On April 26, 2013, Holdings underwent a corporate reorganization and as a result, Holdings became a majority-owned subsidiary of Athlon Energy Inc. (together with its subsidiaries, “Athlon”), a Delaware corporation. Prior to the corporate reorganization, Holdings was a party to a limited partnership agreement with its management team and certain employees and Apollo Athlon Holdings, L.P. (“Apollo”), which is an affiliate of Apollo Global Management, LLC (“Apollo Global”). Prior to the corporate reorganization, Apollo Investment Fund VII, L.P. and its parallel funds (the “Apollo Funds”) and Holdings’ management team and certain employees owned all of Holdings’ Class A limited partner interests and Holdings’ management team and certain employees owned all of Holdings’ Class B limited partner interests. | |
In the corporate reorganization, the Apollo Funds entered into a number of distribution and contribution transactions pursuant to which the Apollo Funds exchanged their Holdings’ Class A limited partner interests for shares of Athlon’s common stock. The remaining holders of Holdings’ Class A limited partner interests did not exchange their interests in the reorganization transactions. In addition, the holders of Holdings’ Class B limited partner interests exchanged their interests for shares of Athlon’s common stock subject to the same conditions and vesting terms. | |
Athlon’s Initial Public Offering | |
On August 7, 2013, Athlon completed its initial public offering (the “Athlon IPO”) of 15,789,474 shares of its common stock at $20.00 per share and received net proceeds of approximately $295.7 million, after deducting underwriting discounts and commissions and offering expenses. Upon closing of the Athlon IPO, Holdings’ limited partnership agreement was amended and restated to, among other things, modify Holdings’ capital structure by replacing its different classes of interests with a single new class of units, the “New Holdings Units”. Holdings’ management team and certain employees that held Class A limited partner interests now own 1,855,563 New Holdings Units and entered into an exchange agreement under which (subject to the terms of the exchange agreement) they have the right to exchange their New Holdings Units for shares of Athlon’s common stock on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends, and reclassifications. Please read “Note 12. Related Party Transactions” for additional discussion. All other New Holdings Units are held by Athlon. | |
Athlon’s Merger with Encana | |
On September 27, 2014, Athlon entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Encana Corporation (“Encana”) and Alenco Acquisition Company Inc., Encana’s indirect, wholly owned subsidiary (“Alenco”), pursuant to which Alenco will merge with and into Athlon, with Athlon surviving as an indirect, wholly owned subsidiary of Encana (the “Merger”). The Merger Agreement, which was unanimously approved by Athlon’s Board of Directors and by Encana’s Board of Directors, provides for Encana’s acquisition of all of the issued and outstanding shares of Athlon’s common stock, par value $0.01 per share, for $58.50 per share in cash (the “Offer”). Completion of the Merger is conditioned upon, among other things, customary closing conditions. |
Basis_of_Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2014 | |
Basis of Presentation | ' |
Basis of Presentation | ' |
Note 2. Basis of Presentation | |
Holdings’ consolidated financial statements include the accounts of its wholly owned subsidiaries. All material intercompany balances and transactions have been eliminated in consolidation. | |
In the opinion of management, the accompanying unaudited consolidated financial statements include all adjustments necessary to present fairly, in all material respects, Holdings’ financial position as of September 30, 2014, results of operations for the three and nine months ended September 30, 2014 and 2013, and cash flows for the nine months ended September 30, 2014 and 2013. All adjustments are of a normal recurring nature. These interim results are not necessarily indicative of results for an entire year. | |
Certain amounts and disclosures have been condensed and omitted from the unaudited consolidated financial statements pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Therefore, these unaudited consolidated financial statements should be read in conjunction with Holdings’ audited consolidated financial statements and related notes thereto included in Holdings’ final prospectus filed with the SEC pursuant to Rule 424(b)(3) of the Securities Act of 1933, as amended, on July 24, 2014. | |
New Accounting Pronouncements | |
In May 2014, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers”. ASU 2014-09 supersedes most of the existing revenue recognition requirements in accounting principles generally accepted in the United States (“GAAP”) and requires (i) an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services and (ii) requires expanded disclosures regarding the nature, amount, timing, and certainty of revenue and cash flows from contracts with customers. ASU 2014-09 is effective retrospectively for annual and interim reporting periods beginning after December 15, 2016, with early application not permitted. Holdings is evaluating the impact, if any, that the adoption of ASU 2014-09 will have on its financial position, results of operations, and liquidity. | |
No other new accounting pronouncements issued or effective from January 1, 2014 through the date of this Report, had or are expected to have a material impact on Holdings’ unaudited consolidated financial statements. |
Acquisitions
Acquisitions | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Acquisitions | ' | |||||||||||||
Acquisitions | ' | |||||||||||||
Note 3. Acquisitions | ||||||||||||||
On June 2, 2014, Holdings acquired certain oil and natural gas properties and related assets in the Midland Basin from Hibernia Holdings, LLC (“Hibernia”) for approximately $394.0 million in cash, which was financed with a portion of the net proceeds from debt and equity offerings. Please read “Note 7. Long-Term Debt” and “Note 8. Partners’ Equity” for additional discussion of these offerings. The operations of these properties have been included in the accompanying Consolidated Statements of Operations with those of Holdings from the date of acquisition. Holdings has included revenues of $30.3 million and direct operating expenses of $3.5 million for the period June 2, 2014 to September 30, 2014 due to the Hibernia acquisition in the accompanying Consolidated Statements of Operations. The disclosure of net earnings is impracticable to calculate due to the full cost method of depletion. Holdings incurred approximately $0.7 million of transaction costs related to the Hibernia acquisition, which are included in “Acquisition costs” in the accompanying Consolidated Statements of Operations. | ||||||||||||||
On June 3, 2014, Holdings acquired certain oil and natural gas properties and related assets in the Midland Basin from Piedra Energy II, LLC (“Piedra”) for approximately $292.8 million in cash, which was financed with a portion of the net proceeds from debt and equity offerings. Please read “Note 7. Long-Term Debt” and “Note 8. Partners’ Equity” for additional discussion of these offerings. The operations of these properties have been included in the accompanying Consolidated Statements of Operations with those of Holdings from the date of acquisition. Holdings has included revenues of $12.4 million and direct operating expenses of $1.8 million for the period June 3, 2014 to September 30, 2014 due to the Piedra acquisition in the accompanying Consolidated Statements of Operations. The disclosure of net earnings is impracticable to calculate due to the full cost method of depletion. Holdings incurred approximately $0.6 million of transaction costs related to the Piedra acquisition, which are included in “Acquisition costs” in the accompanying Consolidated Statements of Operations. | ||||||||||||||
On August 28, 2014, Holdings acquired certain oil and natural gas properties and related assets in the Midland Basin from Summit West Resources LP and Summit Group (“Summit”) for approximately $202.5 million in cash, which was financed with cash on hand and borrowings under Holdings’ credit agreement. The operations of these properties have been included in the accompanying Consolidated Statements of Operations with those of Holdings from the date of acquisition. Holdings has included revenues of $2.4 million and direct operating expenses of $0.5 million for the period August 28, 2014 to September 30, 2014 due to the Summit acquisition in the accompanying Consolidated Statements of Operations. The disclosure of net earnings is impracticable to calculate due to the full cost method of depletion. Holdings incurred approximately $0.1 million of transaction costs related to the Summit acquisition, which are included in “Acquisition costs” in the accompanying Consolidated Statements of Operations. | ||||||||||||||
Based on currently available information, the estimated allocation of the purchase price to the fair value of the assets acquired and liabilities assumed from Hibernia, Piedra, and Summit was as follows as of September 30, 2014: | ||||||||||||||
Hibernia | Piedra | Summit | Total | |||||||||||
(in thousands) | ||||||||||||||
Evaluated, including wells and related equipment | $ | 248,363 | $ | 173,317 | $ | 93,899 | $ | 515,579 | ||||||
Unevaluated | 145,984 | 119,504 | 109,570 | 375,058 | ||||||||||
Inventory | 499 | 759 | 132 | 1,390 | ||||||||||
Total assets acquired | 394,846 | 293,580 | 203,601 | 892,027 | ||||||||||
Other current liabilities | 107 | 289 | 659 | 1,055 | ||||||||||
Asset retirement obligations | 706 | 536 | 437 | 1,679 | ||||||||||
Total liabilities assumed | 813 | 825 | 1,096 | 2,734 | ||||||||||
Fair value of net assets acquired | $ | 394,033 | $ | 292,755 | $ | 202,505 | $ | 889,293 | ||||||
At September 30, 2014, Holdings was awaiting final close on the Hibernia and Summit acquisitions, which will contain certain customary purchase price adjustments. | ||||||||||||||
The following unaudited pro forma condensed financial data was derived from the historical financial statements of Holdings and from the accounting records of Hibernia, Piedra, and Summit to give effect to the acquisitions as if they had occurred on January 1, 2013. The unaudited pro forma condensed financial information has been included for comparative purposes only and is not necessarily indicative of the results that might have occurred had the acquisitions taken place on January 1, 2013 and is not intended to be a projection of future results. | ||||||||||||||
Three months ended September 30, | Nine months ended September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(in thousands, except per unit amounts) | ||||||||||||||
Pro forma total revenues | $ | 171,740 | $ | 116,169 | $ | 471,830 | $ | 271,420 | ||||||
Pro forma net income | $ | 120,264 | $ | 7,483 | $ | 180,009 | $ | 45,317 | ||||||
Pro forma net income per unit: | ||||||||||||||
Basic | $ | 1.2 | $ | 0.08 | $ | 1.8 | $ | 0.52 | ||||||
Diluted | $ | 1.2 | $ | 0.08 | $ | 1.8 | $ | 0.52 |
Evaluated_Properties
Evaluated Properties | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Evaluated Properties | ' | |||||||
Evaluated Properties | ' | |||||||
Note 4. Evaluated Properties | ||||||||
Amounts shown in the accompanying Consolidated Balance Sheets as “Evaluated, including wells and related equipment” consisted of the following as of the dates indicated: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Evaluated leasehold costs | $ | 1,156,611 | $ | 448,689 | ||||
Wells and related equipment - completed | 1,314,766 | 748,900 | ||||||
Wells and related equipment - in process | 54,122 | 46,589 | ||||||
Total evaluated | $ | 2,525,499 | $ | 1,244,178 |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Measurements | ' | |||||||||||||||
Fair Value Measurements | ' | |||||||||||||||
Note 5. Fair Value Measurements | ||||||||||||||||
The book values of cash and cash equivalents, accounts receivable, and accounts payable approximate fair value due to the short-term nature of these instruments. Commodity derivative contracts are marked-to-market each quarter and are thus stated at fair value in the accompanying Consolidated Balance Sheets. As of September 30, 2014, the fair value of Holdings’ 73/8% senior notes due 2021 was approximately $542.5 million and the fair value of Holdings’ 6% senior notes due 2022 was approximately $698.8 million using open market quotes (“Level 1” input). | ||||||||||||||||
Derivative Policy | ||||||||||||||||
Holdings 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 Holdings’ exposure to commodity price decreases, but they can also limit the benefit Holdings might otherwise receive from commodity price increases. Holdings’ risk management activity is generally accomplished through over-the-counter commodity derivative contracts with large financial institutions, most of which are lenders under Holdings’ credit agreement. | ||||||||||||||||
Holdings applies the provisions of the “Derivatives and Hedging” topic of the Accounting Standards Codification, 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. Holdings 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. | ||||||||||||||||
Holdings enters into commodity derivative contracts for the purpose of economically fixing the price of its anticipated oil production even though Holdings does not designate the derivatives as hedges for accounting purposes. Holdings 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 Holdings’ oil and natural gas operations, they are classified as cash flows from operating activities in the accompanying Consolidated Statements of Cash Flows. | ||||||||||||||||
Commodity Derivative Contracts | ||||||||||||||||
Commodity prices are often subject to significant volatility due to many factors that are beyond Holdings’ control, including but not limited to: prevailing economic conditions, supply and demand of hydrocarbons in the marketplace, actions by speculators, and geopolitical events such as wars or natural disasters. Holdings manages oil price risk with swaps, which provide a fixed price for a notional amount of sales volumes. The following table summarizes Holdings’ open commodity derivative contracts as of September 30, 2014: | ||||||||||||||||
Period | Average | Weighted- | Net Asset Fair | |||||||||||||
Daily | Average | Market Value | ||||||||||||||
Swap | Swap Price | |||||||||||||||
Volume | ||||||||||||||||
(Bbl) | (per Bbl) | (in thousands) | ||||||||||||||
Q4 2014 | 10,961 | $ | 92.31 | $ | 2,168 | |||||||||||
Q1 2015 | 12,800 | 92.12 | ||||||||||||||
Q2 2015 | 12,800 | 92.12 | ||||||||||||||
Q3 2015 | 11,800 | 93.69 | ||||||||||||||
Q4 2015 | 11,800 | 93.69 | ||||||||||||||
2015 | 12,296 | 92.88 | 22,727 | |||||||||||||
Q1 2016 | 2,500 | 92.35 | ||||||||||||||
Q2 2016 | 2,500 | 92.35 | ||||||||||||||
2016 | 1,243 | 92.35 | 2,718 | |||||||||||||
$ | 27,613 | |||||||||||||||
Holdings is also a party to Midland-Cushing basis differential swaps for 6,000 Bbls/D at $5.19/Bbl for 2015. At September 30, 2014, the fair value of these contracts was a net liability of approximately $1.3 million. | ||||||||||||||||
Counterparty Risk. At September 30, 2014, Holdings had committed 10% or greater (in terms of fair market value) of its oil derivative contracts in asset positions from the following counterparties: | ||||||||||||||||
Fair Market Value of | ||||||||||||||||
Oil Derivative | ||||||||||||||||
Contracts | ||||||||||||||||
Counterparty | Committed | |||||||||||||||
(in thousands) | ||||||||||||||||
Citibank | $ | 7,524 | ||||||||||||||
Barclays PLC | 6,187 | |||||||||||||||
Scotiabank | 4,953 | |||||||||||||||
J Aron | 4,397 | |||||||||||||||
Holdings does not require collateral from its counterparties for entering into derivative instruments, so in order to mitigate the credit risk associated with such derivative instruments, Holdings enters into an International Swap Dealers Association Master Agreement (“ISDA Agreement”) with each of its counterparties. The ISDA Agreement is a standardized, bilateral contract between a given counterparty and Holdings. Instead of treating each derivative transaction between the counterparty and Holdings separately, the termination provision of the ISDA Agreement enables the counterparty and Holdings to aggregate all trades under such agreement and treat them as a single agreement. This arrangement is intended to benefit Holdings in two ways: (i) default by a counterparty under a single trade can trigger rights to terminate all trades with such counterparty that are subject to the ISDA Agreement; and (ii) netting of settlement amounts reduces Holdings’ credit exposure to a given counterparty in the event of close-out. Holdings’ accounting policy is to not offset fair value amounts between different counterparties for derivative instruments in the accompanying Consolidated Balance Sheets. | ||||||||||||||||
Tabular Disclosures of Fair Value Measurements | ||||||||||||||||
The following table summarizes the fair value of Holdings’ derivative instruments not designated as hedging instruments as of the dates indicated: | ||||||||||||||||
Oil | Commodity | Total | ||||||||||||||
Balance Sheet | Commodity | Derivatives | Commodity | |||||||||||||
Location | Derivatives | Netting (a) | Derivatives | |||||||||||||
(in thousands) | ||||||||||||||||
As of September 30, 2014 | ||||||||||||||||
Assets | ||||||||||||||||
Derivatives - current | $ | 17,751 | $ | (803 | ) | $ | 16,948 | |||||||||
Derivatives - noncurrent | 9,940 | (613 | ) | 9,327 | ||||||||||||
Total assets | 27,691 | (1,416 | ) | 26,275 | ||||||||||||
Liabilities | ||||||||||||||||
Derivatives - current | (803 | ) | 803 | — | ||||||||||||
Derivatives - noncurrent | (613 | ) | 613 | — | ||||||||||||
Total liabilities | (1,416 | ) | 1,416 | — | ||||||||||||
Net asset | $ | 26,275 | $ | — | $ | 26,275 | ||||||||||
As of December 31, 2013 | ||||||||||||||||
Assets | ||||||||||||||||
Derivatives - current | $ | 143 | $ | (143 | ) | $ | — | |||||||||
Derivatives - noncurrent | 2,330 | — | 2,330 | |||||||||||||
Total assets | 2,473 | (143 | ) | 2,330 | ||||||||||||
Liabilities | ||||||||||||||||
Derivatives - current | (8,497 | ) | 143 | (8,354 | ) | |||||||||||
Derivatives - noncurrent | — | — | — | |||||||||||||
Total liabilities | (8,497 | ) | 143 | (8,354 | ) | |||||||||||
Net liability | $ | (6,024 | ) | $ | — | $ | (6,024 | ) | ||||||||
(a) Represents counterparty netting under ISDA Agreements, which allow for netting of commodity derivative contracts. These derivative instruments are reflected net on the accompanying Consolidated Balance Sheets. | ||||||||||||||||
The following table summarizes the effect of derivative instruments not designated as hedges on the accompanying Consolidated Statements of Operations for the periods indicated: | ||||||||||||||||
Amount of Loss (Gain) Recognized in Income | ||||||||||||||||
Location of Loss (Gain) | Three months ended September 30, | Nine months ended September 30, | ||||||||||||||
Derivatives Not Designated as Hedges | Recognized in Income | 2014 | 2013 | 2014 | 2013 | |||||||||||
(in thousands) | ||||||||||||||||
Commodity derivative contracts | Derivative fair value loss (gain) | $ | (58,526 | ) | $ | 27,037 | $ | (14,949 | ) | $ | 21,331 | |||||
Fair Value Hierarchy | ||||||||||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are defined as follows: | ||||||||||||||||
· Level 1 — Inputs such as unadjusted, quoted prices that are available in active markets for identical assets or liabilities. | ||||||||||||||||
· Level 2 — Inputs, other than quoted prices within Level 1, that are either directly or indirectly observable, such as quoted prices for similar assets and liabilities or quoted prices in inactive markets. | ||||||||||||||||
· Level 3 — Inputs that are unobservable for use when little or no market data exists requiring the use of valuation methodologies that result in management’s best estimate of fair value. | ||||||||||||||||
As required by GAAP, Holdings utilizes the most observable inputs available for the valuation technique used. The financial assets and liabilities are classified in their entirety based on the lowest level of input that is of significance to the fair value measurement. Holdings’ assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the financial assets and liabilities and their placement within the fair value hierarchy levels. The following methods and assumptions were used to estimate the fair values of Holdings’ assets and liabilities that are accounted for at fair value on a recurring basis: | ||||||||||||||||
· Level 2 — Fair values of swaps are estimated using a combined income-based and market-based valuation methodology based upon forward commodity price curves obtained from independent pricing services. Settlement is determined by the average underlying price over a predetermined period of time. Holdings uses observable inputs to determine fair value such as: (i) current market and contractual prices for the underlying instruments; (ii) quoted forward prices for oil; (iii) interest rates, such as a LIBOR curve for a term similar to the commodity derivative contract; and (iv) appropriate volatilities. | ||||||||||||||||
Holdings adjusts the valuations from the valuation model for nonperformance risk. For commodity derivative contracts which are in an asset position, Holdings adds the counterparty’s credit default swap spread to the risk-free rate. If a counterparty does not have a credit default swap spread, Holdings uses other companies with similar credit ratings to determine the applicable spread. For commodity derivative contracts which are in a liability position, Holdings uses the yield on its senior notes less the risk-free rate. All fair values have been adjusted for nonperformance risk resulting in a decrease in the net commodity derivative asset of approximately $56,000 as of September 30, 2014 and a decrease in the net commodity derivative liability of approximately $39,000 as of December 31, 2013. | ||||||||||||||||
The following table sets forth Holdings’ assets and liabilities that were accounted for at fair value on a recurring basis as of the dates indicated: | ||||||||||||||||
Fair Value Measurements at Reporting Date Using | ||||||||||||||||
Quoted Prices in | ||||||||||||||||
Active Markets for | Significant Other | Significant | ||||||||||||||
Identical Assets | Observable Inputs | Unobservable Inputs | ||||||||||||||
Description | Net Asset/(Liability) | (Level 1) | (Level 2) | (Level 3) | ||||||||||||
(in thousands) | ||||||||||||||||
As of September 30, 2014 | ||||||||||||||||
Oil derivative contracts - swaps | $ | 27,613 | $ | — | $ | 27,613 | $ | — | ||||||||
Oil derivative contracts - basis differential swaps | (1,338 | ) | — | (1,338 | ) | — | ||||||||||
Total | $ | 26,275 | $ | — | $ | 26,275 | $ | — | ||||||||
As of December 31, 2013 | ||||||||||||||||
Oil derivative contracts - swaps | $ | (6,024 | ) | $ | — | $ | (6,024 | ) | $ | — |
Asset_Retirement_Obligations
Asset Retirement Obligations | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Asset Retirement Obligations | ' | ||||
Asset Retirement Obligations | ' | ||||
Note 6. Asset Retirement Obligations | |||||
Asset retirement obligations relate to future plugging and abandonment expenses on oil and natural gas properties and related facilities disposal. The following table summarizes the changes in Holdings’ asset retirement obligations for the nine months ended September 30, 2014 (in thousands): | |||||
Balance at January 1 | $ | 6,855 | |||
Liabilities assumed in acquisitions | 3,140 | ||||
Liabilities incurred from new wells | 1,463 | ||||
Liabilities settled | (103 | ) | |||
Accretion of discount | 690 | ||||
Revisions of previous estimates | 292 | ||||
Balance at September 30 | 12,337 | ||||
Less: current portion | 9 | ||||
Asset retirement obligations - long term | $ | 12,328 |
LongTerm_Debt
Long-Term Debt | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Long-Term Debt | ' | |||||||||
Long-Term Debt | ' | |||||||||
Note 7. Long-Term Debt | ||||||||||
Long-term debt consisted of the following as of the dates indicated: | ||||||||||
Maturity | September 30, | December 31, | ||||||||
Date | 2014 | 2013 | ||||||||
(in thousands) | ||||||||||
Credit agreement | 3/19/18 | $ | 236,000 | $ | — | |||||
73/8% senior notes | 4/15/21 | 500,000 | 500,000 | |||||||
6% senior notes | 5/1/22 | 650,000 | — | |||||||
Total | $ | 1,386,000 | $ | 500,000 | ||||||
Senior Notes | ||||||||||
In April 2013, Holdings issued $500 million aggregate principal amount of 73/8% senior unsecured notes due 2021 (the “2021 Notes”). Athlon is an unconditional guarantor of the 2021 Notes. Under the indenture, starting on April 15, 2016, Holdings will be able to redeem some or all of the 2021 Notes at a premium that will decrease over time, plus accrued and unpaid interest to the date of redemption. Prior to April 15, 2016, Holdings will be able, at its option, to redeem up to 35% of the aggregate principal amount of the 2021 Notes at a price of 107.375% of the principal thereof, plus accrued and unpaid interest to the date of redemption, with an amount equal to the net proceeds from certain equity offerings. In addition, at Holdings’ option, prior to April 15, 2016, Holdings may redeem some or all of the 2021 Notes at a redemption price equal to 100% of the principal amount of the 2021 Notes, plus an “applicable premium”, plus accrued and unpaid interest to the date of redemption. Certain asset dispositions or a change in control will be triggering events that may require Holdings to repurchase all or any part of a noteholder’s 2021 Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to but excluding the date of repurchase. Interest on the 2021 Notes is payable in cash semi-annually in arrears, commencing on October 15, 2013, through maturity. | ||||||||||
On May 1, 2014, Holdings completed a private placement of $650 million aggregate principal amount of 6% senior unsecured notes due 2022 (the “2022 Notes”) and received net proceeds of approximately $639.1 million, after deducting initial purchasers’ discounts and debt issuance costs. Athlon is an unconditional guarantor of the 2022 Notes. Under the indenture, starting on May 1, 2017, Holdings will be able to redeem some or all of the 2022 Notes at a premium that will decrease over time, plus accrued and unpaid interest to the date of redemption. Prior to May 1, 2017, Holdings will be able, at its option, to redeem up to 35% of the aggregate principal amount of the 2022 Notes at a price of 106% of the principal thereof, plus accrued and unpaid interest to the date of redemption, with an amount equal to the net proceeds from certain equity offerings. In addition, at Holdings’ option, prior to May 1, 2017, Holdings may redeem some or all of the 2022 Notes at a redemption price equal to 100% of the principal amount of the 2022 Notes, plus an “applicable premium”, plus accrued and unpaid interest to the date of redemption. If a change of control occurs on or prior to July 15, 2015, Holdings may redeem all, but not less than all, of the 2022 Notes at 110% of the principal amount thereof plus accrued and unpaid interest to, but not including, the redemption date. Certain asset dispositions or a change of control that occurs after July 15, 2015 will be triggering events that may require Holdings to repurchase all or any part of a noteholder’s 2022 Notes at a purchase price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, up to but excluding the date of repurchase. Interest on the 2022 Notes is payable in cash semi-annually in arrears, commencing on November 1, 2014, through maturity. | ||||||||||
The indentures governing Holdings’ senior notes contain covenants, including, among other things, covenants that restrict Holdings’ ability to: | ||||||||||
· make distributions, investments, or other restricted payments if Holdings’ fixed charge coverage ratio is less than 2.0 to 1.0; | ||||||||||
· incur additional indebtedness if Holdings’ fixed charge coverage ratio would be less than 2.0 to 1.0; and | ||||||||||
· create liens, sell assets, consolidate or merge with any other person, or engage in transactions with affiliates. | ||||||||||
These covenants are subject to a number of important qualifications, limitations, and exceptions. In addition, the indenture contains other customary terms, including certain events of default upon the occurrence of which Holdings’ senior notes may be declared immediately due and payable. | ||||||||||
As of September 30, 2014, Holdings was in compliance with all covenants of its senior notes. | ||||||||||
Credit Agreement | ||||||||||
Holdings is a party to an amended and restated credit agreement dated March 19, 2013 (the “Credit Agreement”), which matures on March 19, 2018. The Credit Agreement provides for revolving credit loans to be made to Holdings from time to time and letters of credit to be issued from time to time for the account of Holdings or any of its restricted subsidiaries. The aggregate amount of the commitments of the lenders under the Credit Agreement is $1.0 billion. Availability under the Credit Agreement is subject to a borrowing base, which is redetermined semi-annually and upon requested special redeterminations. Borrowings under the Credit Agreement may be repaid from time to time without penalty. As of September 30, 2014, the borrowing base was $837.5 million and there were $236 million of outstanding borrowings, $601.5 million of borrowing capacity, and no outstanding letters of credit under the Credit Agreement. | ||||||||||
Obligations under the Credit Agreement are secured by a first-priority security interest in substantially all of Holdings’ proved reserves. In addition, obligations under the Credit Agreement are guaranteed by Athlon. | ||||||||||
Loans under the Credit Agreement are subject to varying rates of interest based on (i) outstanding borrowings in relation to the borrowing base and (ii) whether the loan is a Eurodollar loan or a base rate loan. Eurodollar loans under the Credit Agreement bear interest at the Eurodollar rate plus the applicable margin indicated in the following table, and base rate loans under the Credit Agreement bear interest at the base rate plus the applicable margin indicated in the following table. Holdings also incurs a quarterly commitment fee on the unused portion of the Credit Agreement indicated in the following table: | ||||||||||
Ratio of Outstanding Borrowings to Borrowing Base | Unused | Applicable | Applicable | |||||||
Commitment Fee | Margin for | Margin for Base | ||||||||
Eurodollar Loans | Rate Loans | |||||||||
Less than or equal to .30 to 1 | 0.375 | % | 1.5 | % | 0.5 | % | ||||
Greater than .30 to 1 but less than or equal to .60 to 1 | 0.375 | % | 1.75 | % | 0.75 | % | ||||
Greater than .60 to 1 but less than or equal to .80 to 1 | 0.5 | % | 2 | % | 1 | % | ||||
Greater than .80 to 1 but less than or equal to .90 to 1 | 0.5 | % | 2.25 | % | 1.25 | % | ||||
Greater than .90 to 1 | 0.5 | % | 2.5 | % | 1.5 | % | ||||
The “Eurodollar rate” for any interest period (either one, two, three, or six months, as selected by Holdings) is the rate equal to the British Bankers Association London Interbank Offered Rate (“LIBOR”) for deposits in dollars for a similar interest period. The “Base Rate” is calculated as the highest of: (i) the annual rate of interest announced by Bank of America, N.A. as its “prime rate”; (ii) the federal funds effective rate plus 0.5%; or (iii) except during a “LIBOR Unavailability Period”, the Eurodollar rate (for dollar deposits for a one-month term) for such day plus 1.0%. | ||||||||||
The Credit Agreement contains covenants including, among others, the following: | ||||||||||
· a prohibition against incurring additional debt, subject to permitted exceptions; | ||||||||||
· a restriction on creating liens on Holdings’ assets and the assets of its operating subsidiaries, subject to permitted exceptions; | ||||||||||
· restrictions on merging and selling assets outside the ordinary course of business; | ||||||||||
· restrictions on use of proceeds, investments, transactions with affiliates, or change of principal business; | ||||||||||
· a requirement that Holdings maintain a ratio of consolidated total debt to EBITDAX (as defined in the Credit Agreement) of not more than 4.5 to 1.0; and | ||||||||||
· a provision limiting commodity derivative contracts to a volume not exceeding 85% of projected production from proved reserves for a period not exceeding 66 months from the date the commodity derivative contract is entered into. | ||||||||||
As of September 30, 2014, Holdings was in compliance with all covenants of the Credit Agreement. | ||||||||||
The Credit Agreement contains customary events of default, including our failure to comply with the financial ratios described above, which would permit the lenders to accelerate the debt if not cured within applicable grace periods. If an event of default occurs and is continuing, lenders with a majority of the aggregate commitments may require Bank of America, N.A. to declare all amounts outstanding under the Credit Agreement to be immediately due and payable. |
Partners_Equity
Partners' Equity | 9 Months Ended | |||||
Sep. 30, 2014 | ||||||
Partners' Equity | ' | |||||
Partners' Equity | ' | |||||
Note 8. Partners’ Equity | ||||||
Holdings’ Amended and Restated Agreement of Limited Partnership provides that at any time Athlon issues a share of common stock, other than pursuant to an incentive plan or an exchange transaction, the net proceeds or other consideration received by Athlon with respect to such share, if any, shall be concurrently contributed to Holdings and Holdings shall issue to Athlon one New Holdings Unit. Holdings’ Amended and Restated Agreement of Limited Partnership also provides that at any time Athlon issues a share of common stock pursuant to an incentive plan, Athlon is deemed to contribute consideration to Holdings equal to value of the share of common stock issued and Holdings shall issue to Athlon one New Holdings Unit. | ||||||
In conjunction with the Athlon IPO, Athlon contributed net proceeds of approximately $295.7 million to Holdings and Holdings issued 15,789,474 New Holdings Units to Athlon. In conjunction with Athlon’s public offering in April 2014, Athlon contributed net proceeds of approximately $570.8 million to Holdings and Holdings issued 14,806,250 New Holdings Units to Athlon. In conjunction with the vesting of stock awards, Holdings issued 199,107 New Holdings Units to Athlon during the nine months ended September 30, 2014. | ||||||
The following table shows Holdings’ partnership interests as of September 30, 2014: | ||||||
Partnership | ||||||
Interest | ||||||
Athlon Holdings GP LLC | General Partner | 0 | % | |||
Athlon Energy Inc. | Limited Partner | 98.1 | % | |||
Management team and certain employees | Limited Partner | 1.9 | % |
Earnings_Per_Unit
Earnings Per Unit | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Earnings Per Unit | ' | |||||||||||||
Earnings Per Unit | ' | |||||||||||||
Note 9. Earnings Per Unit | ||||||||||||||
Prior to the consummation of the Athlon IPO, Holdings had 989,508 outstanding limited partner units. In conjunction with the closing of the Athlon IPO, certain of Holdings’ Class A and Class B limited partners that exchanged their interests for shares of Athlon’s common stock were subject to an adjustment based on the Athlon IPO price of $20.00 per share and an actual 65.266-for-1 stock split. Following this adjustment and stock split, the number of outstanding limited partner units increased from 989,508 units to 68,195,178 units. The one-to-one conversion of Holdings’ interests in April 2013 to 989,508 limited partner units is akin to a stock split and has been treated as such in Holdings’ earnings per unit (“EPU”) calculations. Accordingly, Holdings assumes that 68,195,178 limited partner units were outstanding during periods prior to the Athlon IPO for purposes of calculating EPU. | ||||||||||||||
As a result of the aforementioned provision in Holdings’ Amended and Restated Agreement of Limited Partnership, Athlon’s unvested stock awards are dilutive to Holdings’ EPU calculations. The following table reflects the allocation of net income to unitholders and EPU computations for the periods indicated: | ||||||||||||||
Three months ended September 30, | Nine months ended September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(in thousands, except per unit amounts) | ||||||||||||||
Basic EPU | ||||||||||||||
Numerator: | ||||||||||||||
Undistributed net income attributable to unitholders | $ | 116,152 | $ | 3,934 | $ | 160,817 | $ | 43,801 | ||||||
Participation rights of unvested stock awards in undistributed earnings | (1,780 | ) | (9 | ) | (1,819 | ) | (9 | ) | ||||||
Basic undistributed net income attributable to unitholders | $ | 114,372 | $ | 3,925 | $ | 158,998 | $ | 43,792 | ||||||
Denominator: | ||||||||||||||
Basic weighted average units outstanding | 98,920 | 78,493 | 92,760 | 71,666 | ||||||||||
Basic EPU attributable to unitholders | $ | 1.16 | $ | 0.05 | $ | 1.71 | $ | 0.61 | ||||||
Diluted EPU | ||||||||||||||
Numerator: | ||||||||||||||
Undistributed net income attributable to unitholders | $ | 116,152 | $ | 3,934 | $ | 160,817 | $ | 43,801 | ||||||
Participation rights of unvested stock awards in undistributed earnings | (1,780 | ) | (9 | ) | (1,819 | ) | (9 | ) | ||||||
Diluted undistributed net income attributable to unitholders | $ | 114,372 | $ | 3,925 | $ | 158,998 | $ | 43,792 | ||||||
Denominator: | ||||||||||||||
Diluted weighted average units outstanding | 98,920 | 78,493 | 92,760 | 71,666 | ||||||||||
Diluted EPU attributable to unitholders | $ | 1.16 | $ | 0.05 | $ | 1.71 | $ | 0.61 |
Incentive_Stock_Plans
Incentive Stock Plans | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Incentive Stock Plans | ' | ||||||
Incentive Stock Plans | ' | ||||||
Note 10. Incentive Stock Plans | |||||||
In August 2013, Athlon adopted the Athlon Energy Inc. 2013 Incentive Award Plan (the “Plan”). The principal purpose of the Plan is to attract, retain, and engage selected employees, consultants, and directors through the granting of equity and equity-based compensation awards. Employees, consultants, and directors of Athlon and its subsidiaries are eligible to receive awards under the Plan. Athlon’s Compensation Committee will administer the Plan unless its Board of Directors assumes direct authority for administration. The Plan provides for the grant of stock options (including non-qualified stock options and incentive stock options), restricted stock, dividend equivalents, stock payments, restricted stock units, performance awards, stock appreciation rights, and other equity-based and cash-based awards, or any combination thereof. | |||||||
The initial aggregate number of shares of common stock reserved for issuance pursuant to awards granted under the Plan is the sum of 8,400,000 shares, subject to adjustment as described below plus an annual increase on the first day of each calendar year beginning January 1, 2014 and ending on and including the last January 1 prior to the expiration date of the Plan, equal to the lessor of (i) 12,000,000 shares, (ii) 4% of the shares outstanding (on an as-converted basis) on the final day of the immediately preceding calendar year, and (iii) such smaller number of shares as determined by Athlon’s Board of Directors. This number will also be adjusted due to the following shares becoming eligible to be used again for grants under the Plan: | |||||||
· shares subject to awards or portions of awards granted under the Plan which are forfeited, expire, or lapse for any reason, or are settled for cash without the delivery of shares, to the extent of such forfeiture, expiration, lapse, or cash settlement; and | |||||||
· shares that Athlon repurchases prior to vesting so that such shares are returned to Athlon. | |||||||
On January 1, 2014, the aggregate number of shares of common stock reserved for issuance pursuant to awards granted under the Plan increased to 11,759,386. As of September 30, 2014, there were 9,815,681 shares available for issuance under the Plan. | |||||||
The Plan does not provide for individual limits on awards that may be granted to any individual participant under the Plan. Rather, the amount of awards to be granted to individual participants are determined by Athlon’s Board of Directors or Compensation Committee from time to time, as part of their compensation decision-making processes, provided, however, that the Plan does not permit awards having a grant date fair value in excess of $700,000 to be granted to Athlon’s non-employee directors in any year. | |||||||
During the nine months ended September 30, 2014 and 2013, Holdings recorded non-cash equity-based compensation expense related to the Plan of $15.7 million and $0.5 million, respectively, which was allocated to lease operating expense and general and administrative expense in the accompanying Consolidated Statements of Operations based on the allocation of the respective employees’ compensation. During the nine months ended September 30, 2014 and 2013, Holdings capitalized non-cash equity-based compensation expense related to the Plan of $1.7 million and $37,000, respectively, as a component of “Evaluated, including wells and related equipment” in the accompanying Consolidated Balance Sheets. | |||||||
Stock awards are scheduled to vest over three years. Certain awards granted to Athlon’s management team vest subject to the relative performance of Athlon’s common stock to that of a designated peer group. The following table summarizes the changes in Athlon’s unvested stock awards for the nine months ended September 30, 2014 (presented at the target level): | |||||||
Weighted - | |||||||
Average | |||||||
Number of | Grant Date | ||||||
Shares | Fair Value | ||||||
Outstanding at January 1 | 638,913 | $ | 34.88 | ||||
Granted | 1,317,907 | 45.03 | |||||
Vested | (209,540 | ) | 37.8 | ||||
Forfeited | (13,114 | ) | 32.01 | ||||
Outstanding at September 30 | 1,734,166 | 42.27 | |||||
As of September 30, 2014, there were 1,139,907 unvested stock awards, 872,444 of which were granted during 2014, in which the vesting is dependent only on the passage of time and continued employment. Additionally, as of September 30, 2014, there were 594,259 unvested stock awards, 442,592 of which were granted during 2014, in which the vesting is dependent not only on the passage of time and continued employment, but also on the relative performance of Athlon’s common stock to that of a designated peer group (presented at the target level). | |||||||
During the nine months ended September 30, 2014, there were 285,373 stock awards that vested for which Athlon withheld 86,266 shares of common stock to satisfy employees’ minimum tax withholding obligations related thereto. The total fair value of stock awards that vested during the nine months ended September 30, 2014 was $12.7 million. | |||||||
None of Athlon’s unvested stock awards are subject to variable accounting. As of September 30, 2014, Athlon had approximately $53.9 million of total unrecognized compensation cost related to unvested stock awards, which is expected to be recognized over a weighted-average period of approximately 2.7 years. | |||||||
Class B Interests | |||||||
Holdings’ limited partnership agreement provided for the issuance of Class B limited partner interests. As discussed in “Note 1. Formation of the Partnership and Description of Business”, in connection with the corporate reorganization, Holdings’ Class B limited partners exchanged their interests for shares of Athlon’s common stock subject to the same conditions and vesting terms. Upon the consummation of the Athlon IPO on August 1, 2013, the remaining unvested common stock awards, which were formerly Holdings’ Class B interests, vested and Holdings recognized non-cash equity-based compensation expense of approximately $1.2 million, which was allocated to lease operating expense and general and administrative expenses in the accompanying Consolidated Statements of Operations based on the allocation of the respective employees’ compensation, and capitalized non-cash equity-based compensation expense of $0.4 million as a component of “Evaluated, including wells and related equipment” in the accompanying Consolidated Balance Sheets. | |||||||
During the nine months ended September 30, 2013, Holdings recorded non-cash equity-based compensation expense related to Class B interests of $1.3 million, which was allocated to lease operating expense and general and administrative expenses in the accompanying Consolidated Statements of Operations based on the allocation of the respective employees’ compensation. During the nine months ended September 30, 2013, Holdings capitalized non-cash equity-based compensation expense related to Class B interests of $0.4 million as a component of “Evaluated, including wells and related equipment” in the accompanying Consolidated Balance Sheets. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2014 | |
Commitments and Contingencies | ' |
Commitments and Contingencies | ' |
Note 11. Commitments and Contingencies | |
From time to time, Holdings is a party to ongoing legal proceedings in the ordinary course of business, including workers’ compensation claims and employment-related disputes. Management does not believe the results of these proceedings, individually or in the aggregate, will have a material adverse effect on Holdings’ business, financial position, results of operations, or liquidity. | |
Additionally, Holdings has contractual obligations related to future plugging and abandonment expenses on oil and natural gas properties and related facilities disposal, long-term debt, commodity derivative contracts, operating leases, and development commitments. |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2014 | |
Related Party Transactions | ' |
Related Party Transactions | ' |
Note 12. Related Party Transactions | |
Services Agreement | |
Holdings was a party to a Services Agreement which required it to compensate Apollo quarterly for consulting and advisory services, subject to certain quarterly and annual limits. The Services Agreement also provided for reimbursement to Apollo for any reasonable out-of-pocket expenses incurred while performing services under the Services Agreement. During the nine months ended September 30, 2013, Holdings incurred $0.5 million of advisory fees pursuant to the Services Agreement, which are included in “General and administrative expenses” in the accompanying Consolidated Statements of Operations. Upon the consummation of the Athlon IPO, the Services Agreement was terminated and, in connection with the termination, Holdings paid $2.4 million to Apollo. Such payment corresponded to the present value as of the date of termination of the aggregate annual fees that would have been payable during the remaining term of the Services Agreement. | |
Exchange Agreement | |
Upon the consummation of the Athlon IPO, Holdings entered into an exchange agreement (the “Exchange Agreement”) with its management team and certain employees who hold New Holdings Units. Under the Exchange Agreement, each such holder (and certain permitted transferees thereof) may, under certain circumstances (subject to the terms of the exchange agreement), exchange their New Holdings Units for shares of Athlon’s common stock on a one-for-one basis (an “Exchange”), subject to customary conversion rate adjustments for stock splits, stock dividends, and reclassifications. As a holder exchanges its New Holdings Units, Athlon’s interest in Holdings will be correspondingly increased. | |
Tax Receivable Agreement | |
Upon the consummation of the Athlon IPO, Holdings entered into a tax receivable agreement (the “TRA”) with its management team and certain employees who hold New Holdings Units (the “TRA Holders”) that provides for the payment from time to time by Athlon to such TRA Holders of 85% of the amount of the tax benefits, if any, that Athlon actually realizes as a result of increases in tax basis and certain other tax benefits related to exchanges of New Holdings Units pursuant to the Exchange Agreement, including tax benefits attributable to payments under the TRA. These payment obligations are obligations of Athlon and not of Holdings. For purposes of the TRA, the benefit deemed realized by Athlon will be computed by comparing its actual income tax liability (calculated with certain assumptions) to the amount of such taxes that Athlon would have been required to pay had there been no increase to the tax basis of Holdings’ assets as a result of the exchanges and had Athlon not entered into the TRA. If Athlon elects to terminate the TRA early, it would be required to make an immediate payment equal to the net present value of the anticipated future tax benefits subject to the TRA (based upon certain assumptions and deemed events set forth in the TRA). In addition, payments due under the TRA will be similarly accelerated following certain mergers, other changes of control, and early payments rights if exercised by the TRA Holders following an Exchange. | |
On September 27, 2014, concurrently with the execution of the Merger Agreement, Athlon entered into a non-exchange agreement (the “Non-Exchange Agreement”) with the TRA Holders pursuant to which each TRA Holder shall be deemed to have exercised his or her rights under the Exchange Agreement and effected an Exchange in respect of all of his or her New Holdings Units immediately prior to the effective time of the Merger. The Non-Exchange Agreement terminates automatically upon the termination of the Merger Agreement in accordance with its terms. | |
Participation of Apollo Global in Debt and Equity Offerings | |
Apollo Global received a portion of the gross spread as an initial purchaser of the 2022 Notes of $0.5 million. Apollo Global was also an underwriter in Athlon’s April 2014 common stock offering and received a portion of the discounts and commissions paid to the underwriters of approximately $1.0 million. Apollo Global received a portion of the gross spread as an initial purchaser of the 2021 Notes of $0.5 million. Apollo Global was also an underwriter in the Athlon IPO and received a portion of the discounts and commissions paid to the underwriters of approximately $0.9 million. |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Events | ' |
Subsequent Events | ' |
Note 13. Subsequent Events | |
In November 2014, lenders under the Credit Agreement completed their redetermination of the borrowing base resulting in an increase from $837.5 million to $1.0 billion. |
Basis_of_Presentation_Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Basis of Presentation | ' |
New Accounting Pronouncements | ' |
New Accounting Pronouncements | |
In May 2014, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers”. ASU 2014-09 supersedes most of the existing revenue recognition requirements in accounting principles generally accepted in the United States (“GAAP”) and requires (i) an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services and (ii) requires expanded disclosures regarding the nature, amount, timing, and certainty of revenue and cash flows from contracts with customers. ASU 2014-09 is effective retrospectively for annual and interim reporting periods beginning after December 15, 2016, with early application not permitted. Holdings is evaluating the impact, if any, that the adoption of ASU 2014-09 will have on its financial position, results of operations, and liquidity. | |
No other new accounting pronouncements issued or effective from January 1, 2014 through the date of this Report, had or are expected to have a material impact on Holdings’ unaudited consolidated financial statements. |
Acquisitions_Tables
Acquisitions (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Acquisitions | ' | |||||||||||||
Schedule of estimated allocation of purchase price to the fair value of assets acquired and liabilities assumed | ' | |||||||||||||
Hibernia | Piedra | Summit | Total | |||||||||||
(in thousands) | ||||||||||||||
Evaluated, including wells and related equipment | $ | 248,363 | $ | 173,317 | $ | 93,899 | $ | 515,579 | ||||||
Unevaluated | 145,984 | 119,504 | 109,570 | 375,058 | ||||||||||
Inventory | 499 | 759 | 132 | 1,390 | ||||||||||
Total assets acquired | 394,846 | 293,580 | 203,601 | 892,027 | ||||||||||
Other current liabilities | 107 | 289 | 659 | 1,055 | ||||||||||
Asset retirement obligations | 706 | 536 | 437 | 1,679 | ||||||||||
Total liabilities assumed | 813 | 825 | 1,096 | 2,734 | ||||||||||
Fair value of net assets acquired | $ | 394,033 | $ | 292,755 | $ | 202,505 | $ | 889,293 | ||||||
Schedule of unaudited pro forma condensed financial data | ' | |||||||||||||
Three months ended September 30, | Nine months ended September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(in thousands, except per unit amounts) | ||||||||||||||
Pro forma total revenues | $ | 171,740 | $ | 116,169 | $ | 471,830 | $ | 271,420 | ||||||
Pro forma net income | $ | 120,264 | $ | 7,483 | $ | 180,009 | $ | 45,317 | ||||||
Pro forma net income per unit: | ||||||||||||||
Basic | $ | 1.2 | $ | 0.08 | $ | 1.8 | $ | 0.52 | ||||||
Diluted | $ | 1.2 | $ | 0.08 | $ | 1.8 | $ | 0.52 |
Evaluated_Properties_Tables
Evaluated Properties (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Evaluated Properties | ' | |||||||
Schedule of Evaluated, including wells and related equipment | ' | |||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Evaluated leasehold costs | $ | 1,156,611 | $ | 448,689 | ||||
Wells and related equipment - completed | 1,314,766 | 748,900 | ||||||
Wells and related equipment - in process | 54,122 | 46,589 | ||||||
Total evaluated | $ | 2,525,499 | $ | 1,244,178 |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Fair Value Measurements | ' | |||||||||||||||
Summary of open commodity derivative contracts | ' | |||||||||||||||
Period | Average | Weighted- | Net Asset Fair | |||||||||||||
Daily | Average | Market Value | ||||||||||||||
Swap | Swap Price | |||||||||||||||
Volume | ||||||||||||||||
(Bbl) | (per Bbl) | (in thousands) | ||||||||||||||
Q4 2014 | 10,961 | $ | 92.31 | $ | 2,168 | |||||||||||
Q1 2015 | 12,800 | 92.12 | ||||||||||||||
Q2 2015 | 12,800 | 92.12 | ||||||||||||||
Q3 2015 | 11,800 | 93.69 | ||||||||||||||
Q4 2015 | 11,800 | 93.69 | ||||||||||||||
2015 | 12,296 | 92.88 | 22,727 | |||||||||||||
Q1 2016 | 2,500 | 92.35 | ||||||||||||||
Q2 2016 | 2,500 | 92.35 | ||||||||||||||
2016 | 1,243 | 92.35 | 2,718 | |||||||||||||
$ | 27,613 | |||||||||||||||
Schedule of committed 10% or greater (in terms of fair market value) of oil derivative contracts in asset positions from counterparties, or their affiliates | ' | |||||||||||||||
Fair Market Value of | ||||||||||||||||
Oil Derivative | ||||||||||||||||
Contracts | ||||||||||||||||
Counterparty | Committed | |||||||||||||||
(in thousands) | ||||||||||||||||
Citibank | $ | 7,524 | ||||||||||||||
Barclays PLC | 6,187 | |||||||||||||||
Scotiabank | 4,953 | |||||||||||||||
J Aron | 4,397 | |||||||||||||||
Summary of fair value of derivative instruments not designated as hedging instruments | ' | |||||||||||||||
Oil | Commodity | Total | ||||||||||||||
Balance Sheet | Commodity | Derivatives | Commodity | |||||||||||||
Location | Derivatives | Netting (a) | Derivatives | |||||||||||||
(in thousands) | ||||||||||||||||
As of September 30, 2014 | ||||||||||||||||
Assets | ||||||||||||||||
Derivatives - current | $ | 17,751 | $ | (803 | ) | $ | 16,948 | |||||||||
Derivatives - noncurrent | 9,940 | (613 | ) | 9,327 | ||||||||||||
Total assets | 27,691 | (1,416 | ) | 26,275 | ||||||||||||
Liabilities | ||||||||||||||||
Derivatives - current | (803 | ) | 803 | — | ||||||||||||
Derivatives - noncurrent | (613 | ) | 613 | — | ||||||||||||
Total liabilities | (1,416 | ) | 1,416 | — | ||||||||||||
Net asset | $ | 26,275 | $ | — | $ | 26,275 | ||||||||||
As of December 31, 2013 | ||||||||||||||||
Assets | ||||||||||||||||
Derivatives - current | $ | 143 | $ | (143 | ) | $ | — | |||||||||
Derivatives - noncurrent | 2,330 | — | 2,330 | |||||||||||||
Total assets | 2,473 | (143 | ) | 2,330 | ||||||||||||
Liabilities | ||||||||||||||||
Derivatives - current | (8,497 | ) | 143 | (8,354 | ) | |||||||||||
Derivatives - noncurrent | — | — | — | |||||||||||||
Total liabilities | (8,497 | ) | 143 | (8,354 | ) | |||||||||||
Net liability | $ | (6,024 | ) | $ | — | $ | (6,024 | ) | ||||||||
(a) Represents counterparty netting under ISDA Agreements, which allow for netting of commodity derivative contracts. These derivative instruments are reflected net on the accompanying Consolidated Balance Sheets. | ||||||||||||||||
Summary of effect of derivative instruments not designated as hedges on accompanying consolidated statements of operation | ' | |||||||||||||||
Amount of Loss (Gain) Recognized in Income | ||||||||||||||||
Location of Loss (Gain) | Three months ended September 30, | Nine months ended September 30, | ||||||||||||||
Derivatives Not Designated as Hedges | Recognized in Income | 2014 | 2013 | 2014 | 2013 | |||||||||||
(in thousands) | ||||||||||||||||
Commodity derivative contracts | Derivative fair value loss (gain) | $ | (58,526 | ) | $ | 27,037 | $ | (14,949 | ) | $ | 21,331 | |||||
Schedule of assets and liabilities that were accounted for at fair value on a recurring basis | ' | |||||||||||||||
Fair Value Measurements at Reporting Date Using | ||||||||||||||||
Quoted Prices in | ||||||||||||||||
Active Markets for | Significant Other | Significant | ||||||||||||||
Identical Assets | Observable Inputs | Unobservable Inputs | ||||||||||||||
Description | Net Asset/(Liability) | (Level 1) | (Level 2) | (Level 3) | ||||||||||||
(in thousands) | ||||||||||||||||
As of September 30, 2014 | ||||||||||||||||
Oil derivative contracts - swaps | $ | 27,613 | $ | — | $ | 27,613 | $ | — | ||||||||
Oil derivative contracts - basis differential swaps | (1,338 | ) | — | (1,338 | ) | — | ||||||||||
Total | $ | 26,275 | $ | — | $ | 26,275 | $ | — | ||||||||
As of December 31, 2013 | ||||||||||||||||
Oil derivative contracts - swaps | $ | (6,024 | ) | $ | — | $ | (6,024 | ) | $ | — |
Asset_Retirement_Obligations_T
Asset Retirement Obligations (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Asset Retirement Obligations | ' | ||||
Summary of changes in asset retirement obligations | ' | ||||
The following table summarizes the changes in Holdings’ asset retirement obligations for the nine months ended September 30, 2014 (in thousands): | |||||
Balance at January 1 | $ | 6,855 | |||
Liabilities assumed in acquisitions | 3,140 | ||||
Liabilities incurred from new wells | 1,463 | ||||
Liabilities settled | (103 | ) | |||
Accretion of discount | 690 | ||||
Revisions of previous estimates | 292 | ||||
Balance at September 30 | 12,337 | ||||
Less: current portion | 9 | ||||
Asset retirement obligations - long term | $ | 12,328 |
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Long-Term Debt | ' | |||||||||
Schedule of long-term debt maturities | ' | |||||||||
Maturity | September 30, | December 31, | ||||||||
Date | 2014 | 2013 | ||||||||
(in thousands) | ||||||||||
Credit agreement | 3/19/18 | $ | 236,000 | $ | — | |||||
73/8% senior notes | 4/15/21 | 500,000 | 500,000 | |||||||
6% senior notes | 5/1/22 | 650,000 | — | |||||||
Total | $ | 1,386,000 | $ | 500,000 | ||||||
Schedule of quarterly commitment fee on unused portion of the Credit Agreement and applicable margin for Eurodollar and base rate loans | ' | |||||||||
Ratio of Outstanding Borrowings to Borrowing Base | Unused | Applicable | Applicable | |||||||
Commitment Fee | Margin for | Margin for Base | ||||||||
Eurodollar Loans | Rate Loans | |||||||||
Less than or equal to .30 to 1 | 0.375 | % | 1.5 | % | 0.5 | % | ||||
Greater than .30 to 1 but less than or equal to .60 to 1 | 0.375 | % | 1.75 | % | 0.75 | % | ||||
Greater than .60 to 1 but less than or equal to .80 to 1 | 0.5 | % | 2 | % | 1 | % | ||||
Greater than .80 to 1 but less than or equal to .90 to 1 | 0.5 | % | 2.25 | % | 1.25 | % | ||||
Greater than .90 to 1 | 0.5 | % | 2.5 | % | 1.5 | % |
Partners_Equity_Tables
Partners' Equity (Tables) | 9 Months Ended | |||||
Sep. 30, 2014 | ||||||
Partners' Equity | ' | |||||
Schedule of Holdings partnership interest | ' | |||||
Partnership | ||||||
Interest | ||||||
Athlon Holdings GP LLC | General Partner | 0 | % | |||
Athlon Energy Inc. | Limited Partner | 98.1 | % | |||
Management team and certain employees | Limited Partner | 1.9 | % |
Earnings_Per_Unit_Tables
Earnings Per Unit (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Earnings Per Unit | ' | |||||||||||||
Schedule of allocation of net income to unitholders and EPU computations | ' | |||||||||||||
Three months ended September 30, | Nine months ended September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(in thousands, except per unit amounts) | ||||||||||||||
Basic EPU | ||||||||||||||
Numerator: | ||||||||||||||
Undistributed net income attributable to unitholders | $ | 116,152 | $ | 3,934 | $ | 160,817 | $ | 43,801 | ||||||
Participation rights of unvested stock awards in undistributed earnings | (1,780 | ) | (9 | ) | (1,819 | ) | (9 | ) | ||||||
Basic undistributed net income attributable to unitholders | $ | 114,372 | $ | 3,925 | $ | 158,998 | $ | 43,792 | ||||||
Denominator: | ||||||||||||||
Basic weighted average units outstanding | 98,920 | 78,493 | 92,760 | 71,666 | ||||||||||
Basic EPU attributable to unitholders | $ | 1.16 | $ | 0.05 | $ | 1.71 | $ | 0.61 | ||||||
Diluted EPU | ||||||||||||||
Numerator: | ||||||||||||||
Undistributed net income attributable to unitholders | $ | 116,152 | $ | 3,934 | $ | 160,817 | $ | 43,801 | ||||||
Participation rights of unvested stock awards in undistributed earnings | (1,780 | ) | (9 | ) | (1,819 | ) | (9 | ) | ||||||
Diluted undistributed net income attributable to unitholders | $ | 114,372 | $ | 3,925 | $ | 158,998 | $ | 43,792 | ||||||
Denominator: | ||||||||||||||
Diluted weighted average units outstanding | 98,920 | 78,493 | 92,760 | 71,666 | ||||||||||
Diluted EPU attributable to unitholders | $ | 1.16 | $ | 0.05 | $ | 1.71 | $ | 0.61 |
Incentive_Stock_Plans_Tables
Incentive Stock Plans (Tables) | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Incentive Stock Plans | ' | ||||||
Summary of changes in unvested stock awards | ' | ||||||
Weighted - | |||||||
Average | |||||||
Number of | Grant Date | ||||||
Shares | Fair Value | ||||||
Outstanding at January 1 | 638,913 | $ | 34.88 | ||||
Granted | 1,317,907 | 45.03 | |||||
Vested | (209,540 | ) | 37.8 | ||||
Forfeited | (13,114 | ) | 32.01 | ||||
Outstanding at September 30 | 1,734,166 | 42.27 | |||||
Formation_of_the_Partnership_a1
Formation of the Partnership and Description of Business (Details) (USD $) | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | |
In Millions, except Share data, unless otherwise specified | Aug. 07, 2013 | Sep. 30, 2014 | Aug. 07, 2013 | Sep. 30, 2014 | Sep. 27, 2014 |
Holdings | Holdings | Athlon Energy Inc. | Athlon Energy Inc. | Athlon Energy Inc. | |
Class A limited partners | Class A limited partners | Encana | |||
Formation Of Partnership And Description Of Business | ' | ' | ' | ' | ' |
Shares of common stock issued | ' | ' | 15,789,474 | ' | ' |
Per share price (in dollars per share) | ' | ' | $20 | ' | $58.50 |
Net proceeds from IPO, after deducting underwriting discounts and commissions and offering expenses (in dollars) | ' | ' | $295.70 | ' | ' |
Total number of New Holdings Units exchangeable for common stock (in shares) | 1,855,563 | ' | ' | ' | ' |
Number of common stock exchangeable against each New Holdings Unit (in shares) | ' | 1 | ' | 1 | ' |
Common stock, par value (in dollars per share) | ' | ' | ' | ' | $0.01 |
Acquisitions_Details
Acquisitions (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 4 Months Ended | 0 Months Ended | 4 Months Ended | 0 Months Ended | 1 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jun. 02, 2014 | Sep. 30, 2014 | Jun. 03, 2014 | Sep. 30, 2014 | Aug. 28, 2014 | Sep. 30, 2014 | |
Hibernia | Hibernia | Piedra | Piedra | Summit | Summit | |||||
Acquisitions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash paid for acquisition | ' | ' | ' | ' | $394,000,000 | ' | $292,800,000 | ' | $202,500,000 | ' |
Revenues | 166,041,000 | 88,425,000 | 408,220,000 | 208,336,000 | ' | 30,300,000 | ' | 12,400,000 | ' | 2,400,000 |
Direct operating expenses | 35,011,000 | 73,973,000 | 209,096,000 | 137,043,000 | ' | 3,500,000 | ' | 1,800,000 | ' | 500,000 |
Transaction costs incurred | ' | ' | ' | ' | 700,000 | ' | 600,000 | ' | 100,000 | ' |
Allocation of the purchase price to the fair value of the assets acquired and liabilities assumed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Evaluated, including wells and related equipment | 515,579,000 | ' | 515,579,000 | ' | ' | 248,363,000 | ' | 173,317,000 | ' | 93,899,000 |
Unevaluated | 375,058,000 | ' | 375,058,000 | ' | ' | 145,984,000 | ' | 119,504,000 | ' | 109,570,000 |
Inventory | 1,390,000 | ' | 1,390,000 | ' | ' | 499,000 | ' | 759,000 | ' | 132,000 |
Total assets acquired | 892,027,000 | ' | 892,027,000 | ' | ' | 394,846,000 | ' | 293,580,000 | ' | 203,601,000 |
Other current liabilities | 1,055,000 | ' | 1,055,000 | ' | ' | 107,000 | ' | 289,000 | ' | 659,000 |
Asset retirement obligations | 1,679,000 | ' | 1,679,000 | ' | ' | 706,000 | ' | 536,000 | ' | 437,000 |
Total liabilities assumed | 2,734,000 | ' | 2,734,000 | ' | ' | 813,000 | ' | 825,000 | ' | 1,096,000 |
Fair value of net assets acquired | 889,293,000 | ' | 889,293,000 | ' | ' | 394,033,000 | ' | 292,755,000 | ' | 202,505,000 |
Unaudited pro forma condensed financial data | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pro forma total revenues | 171,740,000 | 116,169,000 | 471,830,000 | 271,420,000 | ' | ' | ' | ' | ' | ' |
Pro forma net income | $120,264,000 | $7,483,000 | $180,009,000 | $45,317,000 | ' | ' | ' | ' | ' | ' |
Pro forma net income per common unit: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic (in dollars per unit) | $1.20 | $0.08 | $1.80 | $0.52 | ' | ' | ' | ' | ' | ' |
Diluted (in dollars per unit) | $1.20 | $0.08 | $1.80 | $0.52 | ' | ' | ' | ' | ' | ' |
Evaluated_Properties_Details
Evaluated Properties (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Evaluated, including wells and related equipment | ' | ' |
Evaluated leasehold costs | $1,156,611 | $448,689 |
Wells and related equipment - completed | 1,314,766 | 748,900 |
Wells and related equipment - in process | 54,122 | 46,589 |
Total evaluated properties | $2,525,499 | $1,244,178 |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Apr. 30, 2013 | Sep. 30, 2014 | 1-May-14 | Sep. 30, 2014 | Sep. 30, 2014 |
In Millions, unless otherwise specified | 2021 Notes | 2021 Notes | 2021 Notes | 2022 Notes | 2022 Notes | Level 1 input | Level 1 input |
2021 Notes | 2022 Notes | ||||||
Fair value measurements | ' | ' | ' | ' | ' | ' | ' |
Interest rate (as a percent) | 7.38% | 7.38% | 7.38% | 6.00% | 6.00% | 7.38% | 6.00% |
Senior notes | ' | ' | ' | ' | ' | $542.50 | $698.80 |
Fair_Value_Measurements_Detail1
Fair Value Measurements (Details 2) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Open commodity derivative contracts | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Net Assets Fair Market Value | $27,613 | ($6,024) |
Open commodity derivative contracts | Q4 2014 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Net Assets Fair Market Value | 2,168 | ' |
Open commodity derivative contracts | 2015 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Net Assets Fair Market Value | 22,727 | ' |
Open commodity derivative contracts | 2016 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Net Assets Fair Market Value | 2,718 | ' |
Commodity derivative contracts with swap price | Q4 2014 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Average Daily Swap Volume | 10,961 | ' |
Weighted-Average Swap Price | 92.31 | ' |
Commodity derivative contracts with swap price | Q1 2015 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Average Daily Swap Volume | 12,800 | ' |
Weighted-Average Swap Price | 92.12 | ' |
Commodity derivative contracts with swap price | Q2 2015 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Average Daily Swap Volume | 12,800 | ' |
Weighted-Average Swap Price | 92.12 | ' |
Commodity derivative contracts with swap price | Q3 2015 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Average Daily Swap Volume | 11,800 | ' |
Weighted-Average Swap Price | 93.69 | ' |
Commodity derivative contracts with swap price | Q4 2015 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Average Daily Swap Volume | 11,800 | ' |
Weighted-Average Swap Price | 93.69 | ' |
Commodity derivative contracts with swap price | 2015 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Average Daily Swap Volume | 12,296 | ' |
Weighted-Average Swap Price | 92.88 | ' |
Commodity derivative contracts with swap price | Q1 2016 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Average Daily Swap Volume | 2,500 | ' |
Weighted-Average Swap Price | 92.35 | ' |
Commodity derivative contracts with swap price | Q2 2016 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Average Daily Swap Volume | 2,500 | ' |
Weighted-Average Swap Price | 92.35 | ' |
Commodity derivative contracts with swap price | 2016 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Average Daily Swap Volume | 1,243 | ' |
Weighted-Average Swap Price | 92.35 | ' |
Midland-Cushing basis differential swaps | 2015 | ' | ' |
Summary of open commodity derivative contracts | ' | ' |
Average Daily Swap Volume | 6,000 | ' |
Weighted-Average Swap Price | 5.19 | ' |
Net Assets Fair Market Value | $1,300 | ' |
Fair_Value_Measurements_Detail2
Fair Value Measurements (Details 3) (ISDA agreements, USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Citibank | ' |
Counterparty risk | ' |
Fair Market Value of Oil Derivative Contracts Committed | $7,524 |
Barclays PLC | ' |
Counterparty risk | ' |
Fair Market Value of Oil Derivative Contracts Committed | 6,187 |
Scotiabank | ' |
Counterparty risk | ' |
Fair Market Value of Oil Derivative Contracts Committed | 4,953 |
J Aron | ' |
Counterparty risk | ' |
Fair Market Value of Oil Derivative Contracts Committed | $4,397 |
Fair_Value_Measurements_Detail3
Fair Value Measurements (Details 4) (Commodity contracts, USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Liabilities | ' | ' |
Net assets (liabilities) | $27,613 | ($6,024) |
Derivative instruments not designated as hedging instruments | Oil | ' | ' |
Assets | ' | ' |
Oil Commodity Derivatives, assets | 27,691 | 2,473 |
Commodity Derivatives Netting, assets | -1,416 | -143 |
Total Commodity Derivatives | 26,275 | 2,330 |
Liabilities | ' | ' |
Oil Commodity Derivatives, liabilities | -1,416 | -8,497 |
Commodity Derivatives Netting, liabilities | 1,416 | 143 |
Total Commodity Derivatives | ' | -8,354 |
Net assets (liabilities) | 26,275 | -6,024 |
Derivative instruments not designated as hedging instruments | Oil | Derivative assets - current | ' | ' |
Assets | ' | ' |
Oil Commodity Derivatives, assets | 17,751 | 143 |
Commodity Derivatives Netting, assets | -803 | -143 |
Total Commodity Derivatives | 16,948 | ' |
Derivative instruments not designated as hedging instruments | Oil | Derivative assets - noncurrent | ' | ' |
Assets | ' | ' |
Oil Commodity Derivatives, assets | 9,940 | 2,330 |
Commodity Derivatives Netting, assets | -613 | ' |
Total Commodity Derivatives | 9,327 | 2,330 |
Derivative instruments not designated as hedging instruments | Oil | Derivative liabilities - current | ' | ' |
Liabilities | ' | ' |
Oil Commodity Derivatives, liabilities | -803 | -8,497 |
Commodity Derivatives Netting, liabilities | 803 | 143 |
Total Commodity Derivatives | ' | -8,354 |
Derivative instruments not designated as hedging instruments | Oil | Derivative liabilities - noncurrent | ' | ' |
Liabilities | ' | ' |
Oil Commodity Derivatives, liabilities | -613 | ' |
Commodity Derivatives Netting, liabilities | $613 | ' |
Fair_Value_Measurements_Detail4
Fair Value Measurements (Details 5) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Fair value measurements | ' | ' | ' | ' |
Amount of Loss (gain) Recognized in Income | ($58,526) | $27,037 | ($14,949) | $21,331 |
Derivative instruments not designated as hedges | Commodity contracts | Derivative fair value loss (gain) | ' | ' | ' | ' |
Fair value measurements | ' | ' | ' | ' |
Amount of Loss (gain) Recognized in Income | ($58,526) | $27,037 | ($14,949) | $21,331 |
Fair_Value_Measurements_Detail5
Fair Value Measurements (Details 6) (Commodity contracts, USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Fair Value Hierarchy | ' | ' |
Decrease in net commodity derivative asset and liabilities | $56,000 | $39,000 |
Recurring | Net Asset/(Liability) | Oil | ' | ' |
Fair Value Hierarchy | ' | ' |
Net assets (liabilities) | 26,275,000 | ' |
Recurring | Net Asset/(Liability) | Oil | Swaps | ' | ' |
Fair Value Hierarchy | ' | ' |
Net assets (liabilities) | 27,613,000 | -6,024,000 |
Recurring | Net Asset/(Liability) | Oil | Basis differential swaps | ' | ' |
Fair Value Hierarchy | ' | ' |
Net assets (liabilities) | -1,338,000 | ' |
Recurring | Significant Other Observable Inputs (Level 2) | Oil | ' | ' |
Fair Value Hierarchy | ' | ' |
Net assets (liabilities) | 26,275,000 | ' |
Recurring | Significant Other Observable Inputs (Level 2) | Oil | Swaps | ' | ' |
Fair Value Hierarchy | ' | ' |
Net assets (liabilities) | 27,613,000 | -6,024,000 |
Recurring | Significant Other Observable Inputs (Level 2) | Oil | Basis differential swaps | ' | ' |
Fair Value Hierarchy | ' | ' |
Net assets (liabilities) | ($1,338,000) | ' |
Asset_Retirement_Obligations_D
Asset Retirement Obligations (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Asset retirement obligations | ' | ' | ' | ' | ' |
Balance at the beginning of the period | ' | ' | $6,855 | ' | ' |
Liabilities assumed in acquisitions | ' | ' | 3,140 | ' | ' |
Liabilities incurred from new wells | ' | ' | 1,463 | ' | ' |
Liabilities settled | ' | ' | -103 | ' | ' |
Accretion of discount | 273 | 174 | 690 | 485 | ' |
Revisions of previous estimates | ' | ' | 292 | ' | ' |
Balance at the end of the period | 12,337 | ' | 12,337 | ' | ' |
Less: current portion | 9 | ' | 9 | ' | ' |
Asset retirement obligations - long-term | $12,328 | ' | $12,328 | ' | $6,795 |
LongTerm_Debt_Details
Long-Term Debt (Details) (USD $) | 9 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||
Sep. 30, 2014 | Mar. 19, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Apr. 30, 2013 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | 2-May-14 | Sep. 30, 2014 | 1-May-14 | 2-May-14 | 2-May-14 | 2-May-14 | 2-May-14 | 2-May-14 | |
Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Credit agreement | Senior notes | 2021 Notes | 2021 Notes | 2021 Notes | 2021 Notes | 2021 Notes | 2021 Notes | 2021 Notes | 2022 Notes | 2022 Notes | 2022 Notes | 2022 Notes | 2022 Notes | 2022 Notes | 2022 Notes | 2022 Notes | |
Applicable Margin for Eurodollar Loans | Applicable Margin for Eurodollar Loans | Applicable Margin for Base Rate Loans | Applicable Margin for Base Rate Loans | Applicable Margin for Base Rate Loans | Applicable Margin for Base Rate Loans | Applicable Margin for Base Rate Loans | Less than or equal to .30 to 1 | Less than or equal to .30 to 1 | Less than or equal to .30 to 1 | Greater than .30 to 1 but less than or equal to .60 to 1 | Greater than .30 to 1 but less than or equal to .60 to 1 | Greater than .30 to 1 but less than or equal to .60 to 1 | Greater than .60 to 1 but less than or equal to .80 to 1 | Greater than .60 to 1 but less than or equal to .80 to 1 | Greater than .60 to 1 but less than or equal to .80 to 1 | Greater than .80 to 1 but less than or equal to .90 to 1 | Greater than .80 to 1 but less than or equal to .90 to 1 | Greater than .80 to 1 but less than or equal to .90 to 1 | Greater than .90 to 1 | Greater than .90 to 1 | Greater than .90 to 1 | Maximum | Maximum | Maximum | Maximum | Minimum | Minimum | Minimum | Minimum | Maximum | Upon assets disposition triggering events | Prior to April 15, 2016 | Prior to April 15, 2016 | Maximum | Prior to May 1, 2017 | Prior to May 1, 2017 | On or prior to July 15, 2015 | On or prior to July 15, 2015 | Maximum | |||||||||
Eurodollar rate | LIBOR | Eurodollar rate | LIBOR | Base Rate | Prime rate | Federal funds rate | Applicable Margin for Eurodollar Loans | Applicable Margin for Base Rate Loans | Applicable Margin for Eurodollar Loans | Applicable Margin for Base Rate Loans | Applicable Margin for Eurodollar Loans | Applicable Margin for Base Rate Loans | Applicable Margin for Eurodollar Loans | Applicable Margin for Base Rate Loans | Applicable Margin for Eurodollar Loans | Applicable Margin for Base Rate Loans | Less than or equal to .30 to 1 | Greater than .30 to 1 but less than or equal to .60 to 1 | Greater than .60 to 1 but less than or equal to .80 to 1 | Greater than .80 to 1 but less than or equal to .90 to 1 | Greater than .30 to 1 but less than or equal to .60 to 1 | Greater than .60 to 1 but less than or equal to .80 to 1 | Greater than .80 to 1 but less than or equal to .90 to 1 | Greater than .90 to 1 | Redemption from proceeds of certain equity offerings | Prior to April 15, 2016 | Redemption from proceeds of certain equity offerings | Redemption of debt instrument upon change of control | Upon assets disposition triggering events | Prior to May 1, 2017 | ||||||||||||||||||
Redemption from proceeds of certain equity offerings | Redemption from proceeds of certain equity offerings | |||||||||||||||||||||||||||||||||||||||||||||||
Long-term debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate principal amount of notes issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $500,000,000 | $500,000,000 | $500,000,000 | ' | ' | ' | ' | ' | $650,000,000 | $650,000,000 | ' | ' | ' | ' | ' |
Interest rate (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.38% | 7.38% | 7.38% | ' | ' | ' | ' | ' | 6.00% | 6.00% | ' | ' | ' | ' | ' |
Percentage of aggregate principal amount of notes that can be redeemed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 35.00% | ' | ' | ' | ' | ' | ' | ' | 35.00% |
Redemption price of debt instrument (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 101.00% | 100.00% | 107.38% | ' | ' | ' | ' | 100.00% | 106.00% | 110.00% | 101.00% | ' |
Fixed charge coverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from the issuance of senior notes due 2022 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 639,100,000 | ' | ' | ' | ' | ' | ' | ' |
Maximum amount committed by lender | ' | 1,000,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Current borrowing capacity | 837,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding borrowings | 236,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining borrowing capacity | 601,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding letters of credit | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ratio of Outstanding Borrowings to Borrowing Base | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30.00% | 60.00% | 80.00% | 90.00% | 30.00% | 60.00% | 80.00% | 90.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unused Commitment Fee (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.38% | ' | ' | 0.38% | ' | ' | 0.50% | ' | ' | 0.50% | ' | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Applicable Margin (as a percent) | ' | ' | ' | ' | 1.00% | ' | ' | ' | 0.50% | ' | 1.50% | 0.50% | ' | 1.75% | 0.75% | ' | 2.00% | 1.00% | ' | 2.25% | 1.25% | ' | 2.50% | 1.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Variable interest rate base | ' | ' | 'Eurodollar rate | 'LIBOR | 'Eurodollar rate | 'LIBOR | 'Base Rate | 'prime rate | 'Federal fund | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ratio of consolidated total debt to EBITDAX beginning with quarter ended June 30, 2014 | 4.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum projected production that can be hedged (as a percent) | 85.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period over which hedging limitation requirement of the projected production from proved reserve is required to be maintained | '66 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Partners_Equity_Details
Partners' Equity (Details) (USD $) | 0 Months Ended | 1 Months Ended | 9 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Aug. 07, 2013 | Apr. 29, 2014 | Sep. 30, 2014 | Apr. 30, 2014 |
Partners' Equity | ' | ' | ' | ' |
Net contributions from Athlon Energy Inc. | ' | ' | 562,246 | ' |
Athlon Holdings GP LLC | ' | ' | ' | ' |
Partners' Equity | ' | ' | ' | ' |
General partner ownership interest (as a percent) | ' | ' | 0.00% | ' |
Athlon Energy Inc. | ' | ' | ' | ' |
Partners' Equity | ' | ' | ' | ' |
Net contributions from Athlon Energy Inc. | $295,700 | $570,800 | ' | ' |
New holdings units issued | 15,789,474 | ' | 199,107 | 14,806,250 |
Limited partner ownership interest (as a percent) | ' | ' | 98.10% | ' |
Management team and certain employees | ' | ' | ' | ' |
Partners' Equity | ' | ' | ' | ' |
Limited partner ownership interest (as a percent) | ' | ' | 1.90% | ' |
Earnings_Per_Unit_Details
Earnings Per Unit (Details) (USD $) | 0 Months Ended | |
Aug. 07, 2013 | Apr. 30, 2013 | |
Holdings | ' | ' |
Earnings per unit | ' | ' |
Outstanding limited partner units prior to consummation of Athlon IPO | ' | 989,508 |
Stock split ratio | 65.266 | ' |
Outstanding limited partner units prior to closing of Athlon IPO | 68,195,178 | ' |
Conversion of units into common stock (in units) | ' | 1 |
Athlon Energy Inc. | ' | ' |
Earnings per unit | ' | ' |
Issue price of IPO (in dollars per share) | 20 | ' |
Earnings_Per_Unit_Details_2
Earnings Per Unit (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Numerator | ' | ' | ' | ' |
Undistributed net income attributable to unitholders | $116,152 | $3,934 | $160,817 | $43,801 |
Participation rights of unvested stock awards in undistributed earnings | -1,780 | -9 | -1,819 | -9 |
Basic undistributed net income attributable to unitholders | 114,372 | 3,925 | 158,998 | 43,792 |
Denominator | ' | ' | ' | ' |
Basic weighted average units outstanding | 98,920 | 78,493 | 92,760 | 71,666 |
Basic EPU attributable to unitholders (in dollars per unit) | $1.16 | $0.05 | $1.71 | $0.61 |
Numerator | ' | ' | ' | ' |
Undistributed net income attributable to unitholders | 116,152 | 3,934 | 160,817 | 43,801 |
Participation rights of unvested stock awards in undistributed earnings | -1,780 | -9 | -1,819 | -9 |
Diluted undistributed net income attributable to unitholders | $114,372 | $3,925 | $158,998 | $43,792 |
Denominator | ' | ' | ' | ' |
Diluted weighted average units outstanding | 98,920 | 78,493 | 92,760 | 71,666 |
Diluted EPU attributable to unitholders (in dollars per unit) | $1.16 | $0.05 | $1.71 | $0.61 |
Incentive_Stock_Plans_Details
Incentive Stock Plans (Details) (USD $) | 9 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | |||||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Aug. 07, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Aug. 01, 2013 | Sep. 30, 2013 | |
Athlon Energy Inc. | Athlon Energy Inc. | Athlon Energy Inc. | Athlon Energy Inc. | Athlon Energy Inc. | Athlon Energy Inc. | Athlon Energy Inc. | Holdings | Holdings | Holdings | Holdings | |||
2013 Incentive Award Plan | 2013 Incentive Award Plan | 2013 Incentive Award Plan | 2013 Incentive Award Plan | 2013 Incentive Award Plan | Maximum | Maximum | 2013 Incentive Award Plan | 2013 Incentive Award Plan | Class B limited partners | Class B limited partners | |||
Stock Awards | Stock Awards | Stock Awards | 2013 Incentive Award Plan | 2013 Incentive Award Plan | |||||||||
Vesting of awards subject to time and continued employment | Vesting of awards subject to time, continued employment and performance condition | Non-employee directors | |||||||||||
Incentive stock plans | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate shares of common stock available for issuance under the 2013 stock incentive plan | ' | ' | 11,759,386 | 8,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate shares of common stock available for issuance under the 2013 stock incentive plan at January 1, 2014 under the first condition | ' | ' | ' | ' | ' | ' | ' | 12,000,000 | ' | ' | ' | ' | ' |
Percentage increase to shares of common stock available for issuance under the 2013 stock incentive plan at January 1, 2014 under the second condition | ' | ' | ' | ' | ' | ' | ' | 4.00% | ' | ' | ' | ' | ' |
Remaining shares available for grant | ' | ' | 9,815,681 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Grant date fair value of awards | ' | ' | ' | ' | ' | ' | ' | ' | $700,000 | ' | ' | ' | ' |
Non-cash equity-based compensation expense | 15,732,000 | 1,799,000 | ' | ' | ' | ' | ' | ' | ' | 15,700,000 | 500,000 | 1,200,000 | 1,300,000 |
Capitalized non-cash equity-based compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,700,000 | 37,000 | 400,000 | 400,000 |
Vesting period of restricted stock awards | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' |
Unvested restricted stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at beginning of the period (in shares) | ' | ' | ' | ' | 638,913 | ' | ' | ' | ' | ' | ' | ' | ' |
Vested (in shares) | ' | ' | ' | ' | -209,540 | ' | ' | ' | ' | ' | ' | ' | ' |
Forfeited (in shares) | ' | ' | ' | ' | -13,114 | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at end of the period (in shares) | ' | ' | ' | ' | 1,734,166 | 1,139,907 | 594,259 | ' | ' | ' | ' | ' | ' |
Weighted - Average Grant Date Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at beginning of period (in dollars per share) | ' | ' | ' | ' | $34.88 | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in dollars per share) | ' | ' | ' | ' | $45.03 | ' | ' | ' | ' | ' | ' | ' | ' |
Vested (in dollars per share) | ' | ' | ' | ' | $37.80 | ' | ' | ' | ' | ' | ' | ' | ' |
Forfeited (in dollars per share) | ' | ' | ' | ' | $32.01 | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at end of the period (in dollars per share) | ' | ' | ' | ' | $42.27 | ' | ' | ' | ' | ' | ' | ' | ' |
Additional disclosure | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in shares) | ' | ' | ' | ' | 1,317,907 | 872,444 | 442,592 | ' | ' | ' | ' | ' | ' |
Unvested stock awards outstanding (in shares) | ' | ' | ' | ' | 1,734,166 | 1,139,907 | 594,259 | ' | ' | ' | ' | ' | ' |
Number of stock awards vested (in shares) | ' | ' | ' | ' | 209,540 | ' | ' | ' | ' | ' | ' | ' | ' |
Vested stock awards from which shares were withheld to satisfy employee's tax withholding obligations | ' | ' | ' | ' | -285,373 | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares of common stock withheld to satisfy employees' minimum tax withholding obligations | ' | ' | ' | ' | 86,266 | ' | ' | ' | ' | ' | ' | ' | ' |
Total fair value of stock awards vested | ' | ' | ' | ' | 12,700,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Unvested restricted stock subject to variable accounting (in shares) | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' |
Total unrecognized compensation cost related to unvested restricted stock | ' | ' | ' | ' | $53,900,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average period for recognition of unrecognized compensation cost | ' | ' | ' | ' | '2 years 8 months 12 days | ' | ' | ' | ' | ' | ' | ' | ' |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 1 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Aug. 07, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Aug. 07, 2013 | Apr. 30, 2014 | 31-May-14 | Apr. 30, 2013 |
Apollo | Apollo | Management team and certain employees | Apollo Global | Apollo Global | Apollo Global | Apollo Global | ||
2022 Notes | 2021 Notes | |||||||
Related party transactions | ' | ' | ' | ' | ' | ' | ' | ' |
Advisory fees pursuant to the Services Agreement | ' | $0.50 | ' | ' | ' | ' | ' | ' |
Payment of termination costs to related party | ' | ' | 2.4 | ' | ' | ' | ' | ' |
Number of common stock exchangeable against each New Holdings Unit | ' | ' | ' | 1 | ' | ' | ' | ' |
Percentage of income tax benefits distributable to holders of New Holdings Units | 85.00% | ' | ' | ' | ' | ' | ' | ' |
Portion of the gross spread received as an initial purchaser of notes issued | ' | ' | ' | ' | ' | ' | 0.5 | 0.5 |
Payment of discounts and commissions to underwriters | ' | ' | ' | ' | $0.90 | $1 | ' | ' |
Subsequent_Events_Details
Subsequent Events (Details) (Credit agreement, USD $) | Sep. 30, 2014 | Nov. 30, 2014 |
In Millions, unless otherwise specified | Subsequent event | |
Subsequent events | ' | ' |
Current borrowing base | $837.50 | $1,000 |