Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jun. 30, 2014 | Jul. 31, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q/A | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Jun-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
Entity Registrant Name | 'MEMORIAL RESOURCE DEVELOPMENT CORP. | ' |
Entity Central Index Key | '0001599222 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 193,568,422 |
UNAUDITED_CONDENSED_CONSOLIDAT
UNAUDITED CONDENSED CONSOLIDATED AND COMBINED BALANCE SHEETS (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $15,966 | $77,721 |
Restricted cash | ' | 35,000 |
Accounts receivable: | ' | ' |
Oil and natural gas sales | 99,552 | 68,764 |
Joint interest owners and other | 18,967 | 19,958 |
Affiliates | 3,777 | 4,652 |
Short-term derivative instruments | 1,998 | 9,289 |
Prepaid expenses and other current assets | 16,827 | 19,513 |
Total current assets | 157,087 | 234,897 |
Property and equipment, at cost: | ' | ' |
Oil and natural gas properties, successful efforts method | 3,434,324 | 3,037,298 |
Other | 7,574 | 10,331 |
Accumulated depreciation, depletion and impairment | -726,157 | -627,925 |
Oil and natural gas properties, net | 2,715,741 | 2,419,704 |
Long-term derivative instruments | 4,294 | 48,616 |
Restricted investments | 75,506 | 73,385 |
Restricted cash | 260 | 15,506 |
Other long-term assets | 91,032 | 37,053 |
Total assets | 3,043,920 | 2,829,161 |
Current liabilities: | ' | ' |
Accounts payable | 22,140 | 20,734 |
Accounts payable - affiliates | 333 | 1,975 |
Revenues payable | 54,526 | 56,091 |
Accrued liabilities | 90,047 | 98,130 |
Short-term derivative instruments | 50,063 | 9,711 |
Total current liabilities | 217,109 | 186,641 |
Noncurrent liabilities: | ' | ' |
Asset retirement obligations | 114,467 | 111,679 |
Long-term derivative instruments | 91,062 | 6,080 |
Deferred tax liabilities | 34,810 | 3,106 |
Other long-term liabilities | 2,014 | 306 |
Total liabilities | 2,227,268 | 1,971,029 |
Commitments and contingencies (Note 15) | ' | ' |
Stockholders' equity (deficit): | ' | ' |
Preferred stock, $.01 par value: 50,000,000 shares authorized; no shares issued and outstanding | 0 | 0 |
Common stock, $.01 par value: 600,000,000 shares authorized; 193,568,422 shares issued and outstanding at June 30, 2014; no shares authorized, issued or outstanding at December 31, 2013 | 1,936 | ' |
Additional paid-in capital | 1,359,777 | ' |
Accumulated earnings (deficit) | -961,707 | ' |
Total stockholders' equity | 400,006 | ' |
Members' equity: | ' | ' |
Members | ' | 237,186 |
Previous owners (Note 1) | ' | 40,331 |
Total members' equity | ' | 277,517 |
Noncontrolling interests | 416,646 | 580,615 |
Total equity | 816,652 | 858,132 |
Total liabilities and equity | 3,043,920 | 2,829,161 |
MRD [Member] | ' | ' |
Noncurrent liabilities: | ' | ' |
Long-term debt | 619,000 | 871,150 |
MEMP [Member] | ' | ' |
Noncurrent liabilities: | ' | ' |
Long-term debt | $1,148,806 | $792,067 |
UNAUDITED_CONDENSED_CONSOLIDAT1
UNAUDITED CONDENSED CONSOLIDATED AND COMBINED BALANCE SHEETS (Parenthetical) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Statement Of Financial Position [Abstract] | ' | ' |
Preferred stock, par value | $0.01 | ' |
Preferred stock, shares authorized | 50,000,000 | ' |
Preferred stock, shares issued | 0 | ' |
Preferred stock, shares outstanding | 0 | ' |
Common stock, par value | $0.01 | $0 |
Common stock, shares authorized | 600,000,000 | 0 |
Common stock, shares issued | 193,568,422 | 0 |
Common stock, shares outstanding | 193,568,422 | 0 |
UNAUDITED_CONDENSED_STATEMENTS
UNAUDITED CONDENSED STATEMENTS OF CONSOLIDATED AND COMBINED OPERATIONS (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Revenues: | ' | ' | ' | ' |
Oil & natural gas sales | $235,223 | $146,469 | $425,140 | $268,095 |
Pipeline tariff income and other | 1,341 | 576 | 2,252 | 1,131 |
Total revenues | 236,564 | 147,045 | 427,392 | 269,226 |
Costs and expenses: | ' | ' | ' | ' |
Lease operating | 31,994 | 25,987 | 65,676 | 52,351 |
Pipeline operating | 676 | 479 | 1,165 | 949 |
Exploration | 1,144 | 117 | 1,290 | 973 |
Production and ad valorem taxes | 10,999 | 8,770 | 19,583 | 16,056 |
Depreciation, depletion, and amortization | 73,780 | 43,986 | 131,459 | 87,192 |
Incentive unit compensation expense (Note 12) | 942,817 | ' | 943,840 | ' |
General and administrative | 22,126 | 23,750 | 39,865 | 36,336 |
Accretion of asset retirement obligations | 1,527 | 1,332 | 3,048 | 2,662 |
(Gain) loss on commodity derivative instruments | 141,590 | -54,129 | 201,072 | -31,584 |
(Gain) loss on sale of properties | 3,167 | 5,828 | 3,057 | 3,845 |
Other, net | ' | 598 | -12 | 598 |
Total costs and expenses | 1,229,820 | 56,718 | 1,410,043 | 169,378 |
Operating income (loss) | -993,256 | 90,327 | -982,651 | 99,848 |
Other income (expense): | ' | ' | ' | ' |
Interest expense, net | -34,531 | -12,009 | -68,583 | -21,379 |
Loss on extinguishment of debt | -37,248 | ' | -37,248 | ' |
Other, net | 56 | 28 | 87 | 57 |
Total other income (expense) | -71,723 | -11,981 | -105,744 | -21,322 |
Income (loss) before income taxes | -1,064,979 | 78,346 | -1,088,395 | 78,526 |
Income tax benefit (expense) | 11,536 | -188 | 11,436 | -188 |
Net income (loss) | -1,053,443 | 78,158 | -1,076,959 | 78,338 |
Net income (loss) attributable to noncontrolling interest | -105,094 | 34,975 | -136,982 | 30,906 |
Net income (loss) attributable to Memorial Resource Development Corp. | -948,349 | 43,183 | -939,977 | 47,432 |
Net (income) loss allocated to members | -13,358 | -35,278 | -20,305 | -37,875 |
Net (income) loss allocated to previous owners | ' | -7,905 | -1,425 | -9,557 |
Net income (loss) available to common stockholders | ($961,707) | ' | ($961,707) | ' |
Earnings per common share: (Note 10) | ' | ' | ' | ' |
Basic | ($5) | ' | ($5) | ' |
Diluted | ($5) | ' | ($5) | ' |
Weighted average common and common equivalent shares outstanding: | ' | ' | ' | ' |
Basic | 192,500 | ' | 192,500 | ' |
Diluted | 192,500 | ' | 192,500 | ' |
UNAUDITED_CONDENSED_STATEMENTS1
UNAUDITED CONDENSED STATEMENTS OF CONSOLIDATED AND COMBINED CASH FLOWS (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net income (loss) | ($1,076,959) | $78,338 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ' | ' |
Depreciation, depletion, and amortization | 131,459 | 87,192 |
(Gain) loss on derivatives | 202,395 | -33,442 |
Cash settlements (paid) received on derivative instruments | -25,447 | 14,620 |
Loss on extinguishment of debt | 30,248 | ' |
Amortization of deferred financing costs | 3,587 | 4,785 |
Accretion of senior notes net discount | 1,319 | 86 |
Accretion of asset retirement obligations | 3,048 | 2,662 |
Amortization of equity awards | 3,134 | 1,085 |
(Gain) loss on sale of properties | 3,057 | 3,845 |
Non-cash compensation expense | 916,109 | 1,125 |
Exploration costs | 920 | 94 |
Deferred income tax expense (benefit) | -11,955 | ' |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -26,847 | 605 |
Prepaid expenses and other assets | -119 | -1,448 |
Payables and accrued liabilities | 21,574 | 3,714 |
Other | 2,224 | -119 |
Net cash provided by operating activities | 177,747 | 163,142 |
Cash flows from investing activities: | ' | ' |
Acquisitions of oil and natural gas properties | -173,000 | -73,408 |
Additions to oil and gas properties | -293,567 | -162,657 |
Additions to other property and equipment | -1,268 | -353 |
Additions to restricted investments | -2,121 | -3,080 |
Deposits for property acquisitions | -70,125 | ' |
Decrease (increase) in restricted cash | 49,946 | 907 |
Proceeds from the sale of oil and natural gas properties | 6,700 | 37,462 |
Other | -301 | ' |
Net cash used in investing activities | -483,736 | -201,129 |
Cash flows from financing activities: | ' | ' |
Advances on revolving credit facilities | 1,548,800 | 395,650 |
Payments on revolving credit facilities | -776,900 | -879,706 |
Borrowings under second lien credit facility | ' | 325,000 |
Redemption of second lien credit facility | -328,282 | ' |
Proceeds from the issuances of senior notes | ' | 397,563 |
Redemption of senior notes | -351,808 | ' |
Deferred financing costs | -6,234 | -23,659 |
Purchase of additional interests in consolidated subsidiaries | -3,292 | -1,270 |
Contributions from previous owners | ' | 1,214 |
Distributions to the Funds | ' | -300,000 |
Distributions to noncontrolling interests | -61,844 | -27,319 |
Distributions made by previous owners | ' | -1,923 |
Other | 270 | 345 |
Net cash provided by financing activities | 244,234 | 59,687 |
Net change in cash and cash equivalents | -61,755 | 21,700 |
Cash and cash equivalents, beginning of period | 77,721 | 49,391 |
Cash and cash equivalents, end of period | 15,966 | 71,091 |
Supplemental cash flows: | ' | ' |
Cash paid for interest | 65,641 | 12,678 |
Noncash investing and financing activities: | ' | ' |
Accrued initial public offering expenses | 957 | ' |
Change in capital expenditures in payables and accrued liabilities | 3,526 | 18,599 |
Assumptions of asset retirement obligations related to properties acquired or drilled | 745 | 2,068 |
Accounts receivable related to acquisitions and divestitures | 4,732 | ' |
MRD [Member] | ' | ' |
Cash flows from financing activities: | ' | ' |
Proceeds from public offering | 408,500 | ' |
Costs incurred in conjunction with initial public offering | -26,875 | ' |
MEMP [Member] | ' | ' |
Cash flows from financing activities: | ' | ' |
Proceeds from public offering | ' | 179,371 |
Costs incurred in conjunction with initial public offering | ' | -7,592 |
Natural Gas Partners [Member] | ' | ' |
Cash flows from financing activities: | ' | ' |
Contributions from NGP affiliates related to sale of properties | 1,165 | 2,013 |
Distribution to NGP affiliates related to purchase of assets | -66,693 | ' |
Distribution to NGP affiliates related to sale of assets, net of cash received | -32,770 | ' |
MRD Holdco LLC [Member] | ' | ' |
Cash flows from financing activities: | ' | ' |
Distributions to MRD Holdco | ($59,803) | ' |
UNAUDITED_CONDENSED_STATEMENTS2
UNAUDITED CONDENSED STATEMENTS OF CONSOLIDATED AND COMBINED EQUITY (USD $) | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated earnings (deficit) [Member] | Noncontrolling Interest [Member] | Members Equity [Member] | Members Equity [Member] |
In Thousands | Previous Owners [Member] | |||||||
Noncontrolling interests, beginning balance at Dec. 31, 2012 | ' | ' | ' | ' | ' | $231,662 | ' | ' |
Members' equity, beginning balance at Dec. 31, 2012 | ' | ' | ' | ' | ' | ' | 811,614 | 233,433 |
Total members' equity | 817,456 | ' | ' | ' | ' | ' | 575,186 | 242,270 |
Total equity | 1,198,677 | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) allocation | 78,338 | ' | ' | ' | ' | 30,906 | 37,875 | 9,557 |
Net proceeds from MEMP public equity offering | ' | ' | ' | ' | ' | 171,779 | ' | ' |
Contributions | ' | ' | ' | ' | ' | ' | ' | 1,214 |
Distributions | ' | ' | ' | ' | ' | -27,319 | -300,000 | -1,923 |
Net equity deemed contribution (distribution) related to net assets transferred to MEMP | ' | ' | ' | ' | ' | -2,560 | 2,560 | ' |
Purchase of noncontrolling interests | ' | ' | ' | ' | ' | -1,270 | ' | ' |
Impact of equity transactions of MEMP | ' | ' | ' | ' | ' | -23,029 | 23,029 | ' |
Amortization of MEMP equity awards | ' | ' | ' | ' | ' | 1,085 | ' | ' |
Other | ' | ' | ' | ' | ' | -33 | 108 | -11 |
Noncontrolling interests, ending balance at Jun. 30, 2013 | ' | ' | ' | ' | ' | 381,221 | ' | ' |
Members' equity, ending balance at Jun. 30, 2013 | 817,456 | ' | ' | ' | ' | ' | 575,186 | 242,270 |
Stock holders' equity, beginning balance at Dec. 31, 2013 | ' | ' | ' | ' | ' | ' | ' | ' |
Noncontrolling interests, beginning balance at Dec. 31, 2013 | 580,615 | ' | ' | ' | ' | 580,615 | ' | ' |
Members' equity, beginning balance at Dec. 31, 2013 | 277,517 | ' | ' | ' | ' | ' | 237,186 | 40,331 |
Total stockholders' equity | 400,006 | ' | 1,936 | 1,359,777 | -961,707 | ' | ' | ' |
Issuance of shares in connection with restructuring transactions (see Note 1) | ' | ' | 1,710 | 913,152 | ' | ' | ' | ' |
Total members' equity | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of shares in connection with initial public offering (see Note 1) | ' | ' | 215 | 380,453 | ' | ' | ' | ' |
Total equity | 816,652 | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) allocation | -1,076,959 | ' | ' | ' | -961,707 | -136,982 | 20,305 | 1,425 |
Tax related effects in connection with restructuring transactions and initial public offering | ' | ' | ' | -43,251 | ' | ' | ' | ' |
Contribution related to sale of assets to NGP affiliate | ' | ' | ' | ' | ' | ' | 1,165 | ' |
Restricted stock awards | ' | ' | 11 | -11 | ' | ' | ' | ' |
Net book value of assets sold to NGP affiliate | ' | ' | ' | ' | ' | ' | -621 | ' |
Amortization of restricted stock awards | ' | ' | ' | 174 | ' | ' | ' | ' |
Net book value of assets acquired from NGP affiliates | ' | ' | ' | ' | ' | ' | 45,059 | -41,756 |
Contribution related to MRD Holdco incentive unit compensation expense (see Note 12) | ' | ' | ' | 111,757 | ' | ' | ' | ' |
Distribution to NGP affiliates in connection with acquisition of assets | ' | ' | ' | ' | ' | ' | -66,693 | ' |
Distribution of net assets to MRD Holdco | ' | ' | ' | ' | ' | 29,994 | -123,078 | ' |
Distribution of shares received in connection with restructuring transactions to MRD Holdco | ' | ' | ' | ' | ' | ' | -110,510 | ' |
Distributions | ' | ' | ' | ' | ' | -61,844 | ' | ' |
Net equity deemed contribution (distribution) related to net assets transferred to MEMP | ' | ' | ' | ' | ' | 2,659 | -2,659 | ' |
Purchase of noncontrolling interests | ' | ' | ' | -2,881 | ' | -411 | ' | ' |
Amortization of MEMP equity awards | ' | ' | ' | ' | ' | 2,960 | ' | ' |
Other | ' | ' | ' | 384 | ' | -345 | -154 | ' |
Stock holders' equity, ending balance at Jun. 30, 2014 | 400,006 | ' | 1,936 | 1,359,777 | -961,707 | ' | ' | ' |
Noncontrolling interests, ending balance at Jun. 30, 2014 | 416,646 | ' | ' | ' | ' | 416,646 | ' | ' |
Members' equity, ending balance at Jun. 30, 2014 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock holders' equity, beginning balance at Mar. 31, 2014 | ' | ' | ' | ' | ' | ' | ' | ' |
Total stockholders' equity | 400,006 | ' | ' | ' | ' | ' | ' | ' |
Total members' equity | ' | ' | ' | ' | ' | ' | ' | ' |
Total equity | 816,652 | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) allocation | -1,053,443 | ' | ' | ' | ' | ' | ' | ' |
Stock holders' equity, ending balance at Jun. 30, 2014 | 400,006 | ' | ' | ' | ' | ' | ' | ' |
Noncontrolling interests, ending balance at Jun. 30, 2014 | 416,646 | ' | ' | ' | ' | ' | ' | ' |
Members' equity, ending balance at Jun. 30, 2014 | ' | ' | ' | ' | ' | ' | ' | ' |
Background_Organization_and_Ba
Background, Organization and Basis of Presentation | 6 Months Ended | |||
Jun. 30, 2014 | ||||
Accounting Policies [Abstract] | ' | |||
Background, Organization and Basis of Presentation | ' | |||
Note 1. Background, Organization and Basis of Presentation | ||||
Overview | ||||
Memorial Resource Development Corp. (the “Company”) is a publicly traded Delaware corporation, the common shares of which are listed on the NASDAQ Global Market (“NASDAQ”) under the symbol “MRD.” Unless the context requires otherwise, references to “we,” “us,” “our,” “MRD,” or “the Company” are intended to mean the business and operations of Memorial Resource Development Corp. and its consolidated subsidiaries. | ||||
The Company was formed by Memorial Resource Development LLC (“MRD LLC”) in January 2014 to exploit, develop and acquire natural gas, NGL and oil properties in North America. MRD LLC was a Delaware limited liability company formed on April 27, 2011 by Natural Gas Partners VIII, L.P. (“NGP VIII”), Natural Gas Partners IX, L.P. (“NGP IX”) and NGP IX Offshore Holdings, L.P. (“NGP IX Offshore”) (collectively, the “Funds”) to exploit, develop and acquire natural gas, NGL and oil properties. The Funds are private equity funds managed by Natural Gas Partners (“NGP”). MRD LLC’s consolidated and combined financial statements represent our predecessor for accounting and financial reporting purposes. | ||||
Initial Public Offering and Restructuring Transactions | ||||
On June 18, 2014, the Company completed its initial public offering of 21,500,000 common units at a price of $19.00 per share, which generated net proceeds to the Company of approximately $380.7 million after deducting underwriting discounts and commissions and other offering related fees and expenses. The following restructuring events and transactions occurred in connection with our initial public offering: | ||||
— | The Funds contributed all of their interests in MRD LLC to MRD Holdco LLC (“MRD Holdco”) and the members of our management who owned incentive units in MRD LLC exchanged those incentive units for substantially identical incentive units in MRD Holdco, after which MRD Holdco owned 100% of MRD LLC; | |||
— | WildHorse Resources, LLC (“WildHorse Resources”) sold its subsidiary, WildHorse Resources Management Company, LLC (“WHR Management Company”), to an affiliate of the Funds for approximately $0.2 million in cash, and WHR Management Company entered into a services agreement with the Company and WildHorse Resources pursuant to which WHR Management Company will provide transition services to WildHorse Resources; | |||
— | Classic Hydrocarbons Holdings, L.P. (“Classic”) and Classic Hydrocarbons GP Co., L.L.C. (“Classic GP”) distributed to MRD LLC the ownership interests in Classic Pipeline & Gathering, LLC (“Classic Pipeline”), which owns certain midstream assets in Texas, and Black Diamond Minerals, LLC (“Black Diamond”) distributed to MRD LLC its ownership interests in Golden Energy Partners LLC (“Golden Energy”), which sold all of its assets in May 2014; | |||
— | MRD LLC contributed to us substantially all of its assets, comprised of: (i)100% of the ownership interests in Classic, Classic GP, Black Diamond, Beta Operating Company, LLC (“Beta Operating”), Memorial Resource Finance Corp., MRD Operating LLC (“MRD Operating”), Memorial Production Partners GP LLC (“MEMP GP”) (including MEMP GP’s ownership of 50% of Memorial Production Partners LP’s (“MEMP”) incentive distribution rights) and (ii) 99.9% of the membership interests in WildHorse Resources; | |||
— | We issued 128,665,677 shares of our common stock to MRD LLC, which MRD LLC immediately distributed to MRD Holdco; | |||
— | We assumed the obligations of MRD LLC under the indenture governing the $350 million in aggregate principal amount of 10.00% / 10.75% Senior PIK Toggle Notes due 2018 (the “PIK notes”) and reimbursed MRD LLC for the June 15, 2014 interest payment made on the PIK notes; | |||
— | Certain former management members of WildHorse Resources contributed to us their outstanding incentive units in WildHorse Resources, as well as the remaining 0.1% of the membership interests in WildHorse Resources, and we issued 42,334,323 shares of our common stock and paid cash consideration of $30.0 million to such former management members of WildHorse Resources; | |||
— | We entered into a registration rights agreement and a voting agreement with MRD Holdco and certain former management members of WildHorse Resources; | |||
— | We entered into a new $2.0 billion revolving credit facility (see Note 8) and used approximately $614.5 million in borrowings under that facility to repay all amounts outstanding under WildHorse Resources’ credit agreements, to partially fund the cash consideration payable to the former management members of WildHorse Resources and to reimburse MRD LLC for the June 15, 2014 interest payment made on the PIK notes; | |||
— | Notice of redemption was given to the PIK notes trustee (see Note 8) specifying a redemption date of July 16, 2014 and indicating that a portion of the net proceeds from our initial public offering, which temporarily reduced amounts outstanding under our new revolving credit facility, would be used to redeem the PIK notes at a redemption price of 102% of the principal amount of the PIK notes plus accrued and unpaid interest thereon to the date of redemption; | |||
— | MRD Operating entered into a merger agreement with MRD LLC pursuant to which after the termination or earlier discharge of the PIK notes MRD LLC would merge into MRD Operating; | |||
— | MRD LLC distributed to MRD Holdco the following: (i) BlueStone Natural Resources Holdings, LLC (“BlueStone”), which sold substantially all of its assets in July 2013 for $117.9 million, MRD Royalty LLC, which owns certain leasehold interests and overriding royalty interests in Texas and Montana, MRD Midstream LLC, which owns an indirect interest in certain midstream assets in North Louisiana, Golden Energy and Classic Pipeline; (ii) 5,360,912 subordinated units of MEMP; (iii) the right to the remaining cash to be released from the debt service reserve account in connection with the redemption or earlier discharge of the PIK notes plus the cash received from us in reimbursement of the interest paid on June 15, 2014 in respect of the PIK notes; and (iv) approximately $6.7 million of cash received by MRD LLC in connection with the sale of Golden Energy’s assets in May 2014; | |||
— | We irrevocably deposited with the PIK notes trustee approximately $360.0 million on June 27, 2014, which was an amount sufficient to fund the redemption of the PIK notes on the redemption date and to satisfy and discharge our obligations under the PIK notes and the related indenture. The discharge became effective upon the irrevocable deposit of the funds with the PIK notes trustee; and | |||
— | MRD LLC merged into MRD Operating. | |||
Previous Owners | ||||
References to “the previous owners” for accounting and financial reporting purposes refer collectively to: | ||||
— | Certain oil and natural gas properties and related assets primarily in the Permian Basin, East Texas and the Rockies that MEMP acquired through equity transactions on October 1, 2013 from certain affiliates of NGP. On October 1, 2013, MEMP acquired Boaz Energy, LLC (“Boaz”), Crown Energy Partners, LLC (“Crown”), the Crown net profits interest and overriding royalty interest (“Crown NPI/ORRI”), Propel Energy SPV LLC (“Propel SPV”), together with its wholly-owned subsidiary Propel Energy Services, LLC (“Propel Energy Services”), and Stanolind Oil and Gas SPV LLC (“Stanolind SPV”) from Boaz Energy Partners, LLC (“Boaz Energy Partners”), Crown Energy Partners Holdings, LLC (“Crown Holdings”), Propel Energy, LLC (“Propel Energy”) and Stanolind Oil and Gas LP (“Stanolind”), all of which are primarily owned by two of the Funds. | |||
— | A net profits interest that WildHorse Resources purchased from NGP Income Co-Investment Fund II, L.P. (“NGPCIF”) on February 28, 2014 (“NGPCIF NPI”). NGPCIF is controlled by NGP. Upon the completion of the 2010 Petrohawk and Clayton Williams acquisitions, WildHorse Resources sold a net profits interest in these properties to NGPCIF. Since WildHorse Resources sold the net profits interest, the historical results are accounted for as a working interest for all periods. | |||
Our unaudited financial statements reported herein include the financial position and results attributable to: (i) those certain oil and natural gas properties and related assets that MEMP acquired through equity transactions on October 1, 2013 from Boaz Energy Partners, Crown Holdings, Propel Energy and Stanolind and (ii) NGPCIF NPI. | ||||
Basis of Presentation | ||||
The financial statements reported herein include the financial position and results attributable to both our predecessor and the previous owners on a combined basis for periods prior to our initial public offering. For periods after the completion of our public, our consolidated financial statements include our accounts and those of our majority-owned subsidiaries in which we have a controlling interest. Due to our control of MEMP through our ownership of MEMP GP, we are required to consolidate MEMP for accounting and financial reporting purposes. MEMP is owned 99.9% by its limited partners and 0.1% by MEMP GP. | ||||
All material intercompany transactions and balances have been eliminated in preparation of our consolidated and combined financial statements. Our results of operations for the three and six months ended June 30, 2014 are not necessarily indicative of results expected for the full year. In our opinion, the accompanying unaudited condensed consolidated and combined financial statements include all adjustments of a normal recurring nature necessary for fair presentation. Although we believe the disclosures in these financial statements are adequate and make the information presented not misleading, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). | ||||
We have two reportable business segments, both of which are engaged in the acquisition, exploitation, development and production of oil and natural gas properties (See Note 14). Our reportable business segments are as follows: | ||||
— | MRD—reflects the combined operations of the Company, MRD LLC, WildHorse Resources and its previous owners, Classic and Classic GP, Black Diamond, BlueStone, Beta Operating and MEMP GP. | |||
— | MEMP—reflects the combined operations of MEMP, its previous owners, and historical dropdown transactions that occurred between MEMP and other MRD LLC consolidating subsidiaries. | |||
Segment financial information has been retrospectively revised for the following common control transactions for comparability purposes: | ||||
— | acquisition by MEMP of all the outstanding membership interests in Tanos Energy, LLC (“Tanos”) from MRD LLC for a purchase price of approximately $77.4 million on October 1, 2013; | |||
— | acquisition by MEMP of all the outstanding membership interests in Prospect Energy, LLC (“Prospect Energy”) from Black Diamond for a purchase price of approximately $16.3 million on October 1, 2013; | |||
— | acquisition by MEMP of certain of the oil and natural gas properties in Jackson County, Texas from MRD LLC for a purchase price of approximately $2.6 million on October 1, 2013; and | |||
— | acquisition by MEMP of all the outstanding membership interests in WHT Energy Partners LLC (“WHT”) from WildHorse Resources and Tanos for a purchase price of approximately $200.0 million on March 28, 2013. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Summary of Significant Accounting Policies | ' | ||||||||
Note 2. Summary of Significant Accounting Policies | |||||||||
Use of Estimates | |||||||||
The preparation of the accompanying unaudited condensed consolidated and combined financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated and combined financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||
Significant estimates include, but are not limited to, oil and natural gas reserves; depreciation, depletion, and amortization of proved oil and natural gas properties; future cash flows from oil and natural gas properties; impairment of long-lived assets; fair value of derivatives; fair value of equity compensation; fair values of assets acquired and liabilities assumed in business combinations and asset retirement obligations. | |||||||||
Principles of Consolidation and Combination | |||||||||
Our consolidated financial statements include our accounts and those of our subsidiaries in which we have a controlling interest. Likewise, the combined financial statements include those of our predecessor and the previous owners. | |||||||||
Cash and Cash Equivalents | |||||||||
Cash and cash equivalents represent unrestricted cash on hand and all highly liquid investments with original contractual maturities of three months or less. | |||||||||
Concentrations of Credit Risk | |||||||||
Cash balances, accounts receivable, restricted investments and derivative financial instruments are financial instruments potentially subject to credit risk. Cash and cash equivalents are maintained in bank deposit accounts which, at times, may exceed the federally insured limits. Management periodically reviews and assesses the financial condition of the banks to mitigate the risk of loss. Various restricted investment accounts fund certain long-term contractual and regulatory asset retirement obligations and collateralize certain regulatory bonds associated with MEMP’s offshore Southern California oil and gas properties. These restricted investments consist of money market deposit accounts, money market mutual funds, commercial paper, and U.S. Government securities, all held with credit-worthy financial institutions. Derivative financial instruments are generally executed with major financial institutions that expose us to market and credit risks and which may, at times, be concentrated with certain counterparties. The creditworthiness of the counterparties is subject to continual review. We rely upon netting arrangements with counterparties to reduce credit exposure. We have not experienced any losses from such instruments. | |||||||||
Oil and natural gas are sold to a variety of purchasers, including intrastate and interstate pipelines or their marketing affiliates and independent marketing companies. Accounts receivable from joint operations are from a number of oil and natural gas companies, partnerships, individuals, and others who own interests in the properties operated by us and our predecessor. Generally, operators of crude oil and natural gas properties have the right to offset future revenues against unpaid charges related to operated wells, minimizing the credit risk associated with these receivables. Additionally, management believes that any credit risk imposed by a concentration in the oil and natural gas industry is mitigated by the creditworthiness of its customer base. An allowance for doubtful accounts is recorded after all reasonable efforts have been exhausted to collect or settle the amount owed. Any amounts outstanding longer than the contractual terms are considered past due. Management determined that an allowance for uncollectible accounts was unnecessary at both June 30, 2014 and December 31, 2013, respectively. | |||||||||
If we were to lose any one of our customers, the loss could temporarily delay production and the sale of oil and natural gas in the related producing region. If we were to lose any single customer, we believe that a substitute customer to purchase the impacted production volumes could be identified. | |||||||||
Oil and Natural Gas Properties | |||||||||
Oil and natural gas exploration, development and production activities are accounted for in accordance with the successful efforts method of accounting. Under this method, costs of acquiring properties, costs of drilling successful exploration wells, and development costs are capitalized. The costs of exploratory wells are initially capitalized pending a determination of whether proved reserves have been found. At the completion of drilling activities, the costs of exploratory wells remain capitalized if determination is made that proved reserves have been found. If no proved reserves have been found, the costs of each of the related exploratory wells are charged to expense. In some cases, a determination of proved reserves cannot be made at the completion of drilling, requiring additional testing and evaluation of the wells. The costs of such exploratory wells are expensed if a determination of proved reserves has not been made within a twelve-month period after drilling is complete. Exploration costs such as geological, geophysical, and seismic costs are expensed as incurred. | |||||||||
As exploration and development work progresses and the reserves on these properties are proven, capitalized costs attributed to the properties are subject to depreciation and depletion. Depletion of capitalized costs is provided using the units-of-production method based on proved oil and gas reserves related to the associated field. Capitalized drilling and development costs of producing oil and natural gas properties are depleted over proved developed reserves and leasehold costs are depleted over total proved reserves. | |||||||||
On the sale or retirement of a complete or partial unit of a proved property or pipeline and related facilities, the cost and related accumulated depreciation, depletion, and amortization are removed from the property accounts, and any gain or loss is recognized. | |||||||||
Impairments | |||||||||
Proved oil and natural gas properties are reviewed for impairment when events and circumstances indicate a possible decline in the recoverability of the carrying value of such properties, such as a downward revision of the reserve estimates, less than expected production, drilling results, higher operating and development costs, or lower commodity prices. The estimated undiscounted future cash flows expected in connection with the property are compared to the carrying value of the property to determine if the carrying amount is recoverable. If the carrying value of the property exceeds its estimated undiscounted future cash flows, the carrying amount of the property is reduced to its estimated fair value using Level 3 inputs. The factors used to determine fair value include, but are not limited to, estimates of proved reserves, future commodity prices, the timing of future production and capital expenditures and a discount rate commensurate with the risk reflective of the lives remaining for the respective oil and gas properties. | |||||||||
Unproved oil and natural gas properties are assessed for impairment on a property-by-property basis. A loss is recognized by providing a valuation allowance if the assessment indicates an impairment. The impairment assessment is affected by economic factors such as the results of exploration activities, commodity price outlooks, remaining lease terms, and potential shifts in business strategy employed by management. | |||||||||
Asset Retirement Obligations | |||||||||
An asset retirement obligation associated with retiring long-lived assets is recognized as a liability on a discounted basis in the period in which the legal obligation is incurred and becomes determinable, with an equal amount capitalized as an addition to oil and natural gas properties, which is allocated to expense over the useful life of the asset. Generally, oil and gas producing companies incur such a liability upon acquiring or drilling a well. Accretion expense is recognized over time as the discounted liabilities are accreted to their expected settlement value. Upon settlement of the liability, a gain or loss is recognized as a component of exploration costs to the extent the actual costs differ from the recorded liability. See Note 6 for further discussion of asset retirement obligations. | |||||||||
Oil and Gas Reserves | |||||||||
The estimates of proved oil and natural gas reserves utilized in the preparation of the consolidated and combined financial statements are estimated in accordance with the rules established by the SEC and the Financial Accounting Standards Board (“FASB”). These rules require that reserve estimates be prepared under existing economic and operating conditions using a trailing 12-month average price with no provision for price and cost escalations in future years except by contractual arrangements. | |||||||||
Reserve estimates are inherently imprecise. Accordingly, the estimates are expected to change as more current information becomes available. It is possible that, because of changes in market conditions or the inherent imprecision of reserve estimates, the estimates of future cash inflows, future gross revenues, the amount of oil and natural gas reserves, the remaining estimated lives of oil and natural gas properties, or any combination of the above may be increased or reduced. Increases in recoverable economic volumes generally reduce per unit depletion rates while decreases in recoverable economic volumes generally increase per unit depletion rates. | |||||||||
Other Property & Equipment | |||||||||
Other property and equipment is stated at historical costs and is comprised primarily of vehicles, furniture, fixtures, and computer hardware and software. Depreciation of other property and equipment is calculated using the straight-line method generally based on estimated useful lives of three to five years. | |||||||||
Restricted Investments | |||||||||
Various restricted investment accounts fund certain long-term contractual and regulatory asset retirement obligations and collateralize certain regulatory bonds associated with MEMP’s offshore Southern California oil and gas properties. These investments are classified as held-to-maturity, and such investments are stated at amortized cost. Interest earned on these investments is included in interest expense – net in the statement of operations. The amortized cost of such investments is adjusted for amortization of premiums and accretion of discounts to maturity. At June 30, 2014, these restricted investments consisted of money market deposit accounts, money market mutual funds, commercial paper, and U.S. Government securities. See Note 7 for additional information. | |||||||||
Debt Issuance Costs | |||||||||
These costs are recorded on the balance sheet and amortized over the term of the associated debt using the straight-line method which approximates the effective yield method. | |||||||||
Revenue Recognition | |||||||||
Revenue from the sale of oil and natural gas is recognized when title passes, net of royalties due to third parties. Oil and natural gas revenues are recorded using the sales method. Under this method, revenues are recognized based on actual volumes of oil and natural gas sold to purchasers, regardless of whether the sales are proportionate to our ownership in the property. An asset or a liability is recognized to the extent that we have an imbalance in excess of our proportionate share of the remaining recoverable reserves on the underlying properties. | |||||||||
Derivative Instruments | |||||||||
Commodity derivative financial instruments (e.g., swaps, collars, and put options) are used to reduce the impact of natural gas and oil price fluctuations. Interest rate swaps are used to manage exposure to interest rate volatility, primarily as a result of variable rate borrowings under the credit facilities. Every derivative instrument is recorded on the balance sheet as either an asset or liability measured at its fair value. Changes in the derivative’s fair value are recognized in earnings as we have not elected hedge accounting for any of our derivative positions. | |||||||||
Income Tax | |||||||||
Prior to our initial public offering, MRD LLC was organized as a pass-through entity for federal income tax purposes and was not subject to federal income taxes; however, certain of its consolidating subsidiaries were taxed as corporations and subject to federal income taxes. We are organized as a taxable C corporation and subject to federal and certain state income taxes. We are also subject to the Texas margin tax and certain aspects of the tax make it similar to an income tax as the tax is assessed on 1% of taxable margin apportioned to operations in Texas. | |||||||||
Deferred federal and state income taxes are provided on temporary differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. If it is more likely than not that some of the deferred tax assets will not be realized, the tax asset is reduced by a valuation allowance. A tax benefit from an uncertain tax position is recognized when it is more likely than not that the position will be sustained upon examination, based on the technical merits of the position. The tax benefit recorded is equal to the largest amount that is greater than 50% likely to be realized through final settlement with a taxing authority. There were no uncertain tax positions that required recognition in the financial statements at both June 30, 2014 and December 31, 2013, respectively. | |||||||||
In June 2014, we recorded a deferred tax liability of approximately $43.3 million in stockholders’ equity in connection with our initial public offering and the related restructuring transactions. The tax bases of our assets and liabilities changed as a result our initial public offering and the related restructuring transactions, which represented a transaction among stockholders. | |||||||||
Earnings Per Share | |||||||||
Basic earnings per share (“EPS”) is computed based on the average number of shares of common stock outstanding for the period. Diluted EPS includes the effect of the Company’s outstanding restricted stock awards if the inclusion of these awards is dilutive. See Note 10 for additional information. | |||||||||
Incentive-Based Compensation Arrangements | |||||||||
The fair value of equity-classified awards (e.g., restricted stock awards) is amortized to earnings over the requisite service or vesting period. Compensation expense for liability-classified awards are recognized over the requisite service or vesting period of an award based on the fair value of the award re-measured at each reporting period. Generally, no compensation expense is recognized for equity instruments that do not vest. | |||||||||
Prior to the restructuring transactions, the governing documents of MRD LLC and certain of its subsidiaries, including WildHorse Resources and BlueStone, provided for the issuance of incentive units. The incentive units were subject to performance conditions that affected their vesting. Compensation cost was recognized only if the performance condition was probable of being satisfied at each reporting date. | |||||||||
In connection with the restructuring transactions, the MRD LLC incentive units were exchanged for substantially identical units in MRD Holdco, and such incentive units entitle holders thereof to portions of future distributions by MRD Holdco. While any such distributions made by MRD Holdco will not involve any cash payment by us, we will be required to recognize non-cash compensation expense, which may be material, in future periods. The compensation expense recognized by us related to the incentive units will be offset by a deemed capital contribution from MRD Holdco. | |||||||||
See Notes 11 and 12 for further information. | |||||||||
Current Liabilities – Accrued liabilities | |||||||||
Current accrued liabilities consisted of the following at the dates indicated (in thousands): | |||||||||
June 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Accrued capital expenditures | $ | 52,105 | $ | 48,579 | |||||
Accrued lease operating expense | 11,038 | 13,240 | |||||||
Accrued general and administrative expenses | 7,650 | 14,485 | |||||||
Accrued initial public offering expenses | 957 | -- | |||||||
Accrued ad valorem and production taxes | 7,041 | 3,541 | |||||||
Accrued interest payable | 8,923 | 11,934 | |||||||
Accrued environmental | 797 | 577 | |||||||
Other miscellaneous, including operator advances | 1,536 | 5,774 | |||||||
$ | 90,047 | $ | 98,130 | ||||||
New Accounting Pronouncements | |||||||||
Revenue from Contracts with Customers. In May 2014, the FASB issued a comprehensive new revenue recognition standard for contracts with customers that will supersede most current revenue recognition guidance, including industry-specific guidance. The core principle of this standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, the standard provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include the capitalization and amortization of certain contract costs, ensuring the time value of money is considered in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. This guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. The new standard is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Early application is prohibited. The standard permits the use of either the retrospective or cumulative effect transition method. This guidance will be applicable to the Company beginning on January 1, 2017. The Company is currently assessing the impact that adopting this new accounting guidance will have on its financial consolidated financial statements and footnote disclosures. | |||||||||
Reporting Discontinued Operations. In April 2014, the FASB issued an accounting standards update that changes the criteria for determining when disposals can be presented as discontinued operations and modifies discontinued operations disclosures. The new guidance now defines a “discontinued operation” as (i) a disposal of a component or group of components that is disposed of or is classified as held for sale and “represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results” or (ii) an acquired business or nonprofit activity that is classified as held for sale on the date of acquisition. We will adopt this guidance and apply the disclosure requirements prospectively beginning on January 1, 2015. | |||||||||
Other accounting standards that have been issued by the FASB or other standards-setting bodies are not expected to have a material impact on the Company’s financial position, results of operations and cash flows. |
Acquisitions_and_Divestitures
Acquisitions and Divestitures | 6 Months Ended | ||||||||||||||
Jun. 30, 2014 | |||||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||||
Acquisitions and Divestitures | ' | ||||||||||||||
Note 3. Acquisitions and Divestitures | |||||||||||||||
Acquisition-related costs are included in general and administrative expenses in the accompanying statements of operations for the periods indicated below (in thousands): | |||||||||||||||
For the Three Months | For the Six Months | ||||||||||||||
Ended June 30, | Ended June 30, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||
$ | 1,593 | $ | 1,839 | $ | 4,055 | $ | 2,096 | ||||||||
2014 Acquisitions | |||||||||||||||
In March 2014, MEMP closed a transaction to acquire certain oil and natural gas producing properties from a third party in the Eagle Ford for approximately $169.1 million, including estimated customary post-closing adjustments (the “Eagle Ford Acquisition”). In addition, MEMP acquired a 30% interest in the seller’s Eagle Ford leasehold. During the three and six months ended June 30, 2014, revenues of approximately $13.4 million and $14.4 million, respectively, were recorded in the statement of operations related to the Eagle Ford Acquisition subsequent to the closing date and MEMP generated earnings of approximately $7.4 million and $8.0 million, respectively. The following table summarizes the preliminary fair value assessment of the assets acquired and liabilities assumed as of the acquisition date (in thousands): | |||||||||||||||
Eagle Ford | |||||||||||||||
Acquisition | |||||||||||||||
Oil and gas properties | $ | 169,656 | |||||||||||||
Asset retirement obligations | (285) | ||||||||||||||
Accrued liabilities | (250) | ||||||||||||||
Total identifiable net assets | $ | 169,121 | |||||||||||||
Unaudited supplemental pro forma financial information is not presented due to immateriality. | |||||||||||||||
2014 Divestitures | |||||||||||||||
On May 9, 2014, Golden Energy sold certain producing and non-producing properties in the Mississippian oil play of Northern Oklahoma to a third party for approximately $7.6 million, including estimated customary post-closing adjustments, and recorded a loss of $3.2 million. | |||||||||||||||
2013 Acquisitions | |||||||||||||||
On April 30, 2013, WildHorse Resources purchased certain oil and gas properties and leases in Louisiana from a third party for approximately $67.1 million. | |||||||||||||||
During the six months ended June 30, 2013, Propel Energy acquired incremental interests in certain oil and gas properties and leases in the Hendrick Field located in Winkler County, Texas from third parties in two separate transactions for an aggregate purchase price of approximately $6.3 million. | |||||||||||||||
2013 Divestitures | |||||||||||||||
On January 1, 2013, Tanos sold a natural gas gathering pipeline located in East Texas, which it had originally acquired in April 2010, to a privately held gas transportation company for a minimum purchase price of $1.5 million. The maximum allowable additional proceeds are $2.0 million. The contingent consideration is based on the natural gas pipeline servicing any new wells that Tanos drills in the area over the following three years. The contingent consideration portion of an arrangement is recorded when the consideration is determined to be realizable. Tanos recorded an aggregate gain of approximately $1.4 million related to this transaction, of which $0.4 million was contingent consideration. During the six months ended June 30, 2013, Tanos also sold certain non-operated oil and gas properties for $2.9 million and recorded a gain of $1.4 million. | |||||||||||||||
On May 10, 2013, Black Diamond entered into a purchase and sale agreement with a third party to sell certain of its Wyoming oil and gas properties with an estimated net book value of $39.8 million for $33.0 million, before customary adjustments. As a result, Black Diamond recorded a loss on the sale of $6.8 million. This transaction closed on June 4, 2013. |
Fair_Value_Measurements_of_Fin
Fair Value Measurements of Financial Instruments | 6 Months Ended | ||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||
Fair Value Measurements of Financial Instruments | ' | ||||||||||||||||||
Note 4. Fair Value Measurements of Financial Instruments | |||||||||||||||||||
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 a specified measurement date. Fair value estimates are based on either (i) actual market data or (ii) assumptions that other market participants would use in pricing an asset or liability, including estimates of risk. A three-tier hierarchy has been established that classifies fair value amounts recognized or disclosed in the financial statements. The hierarchy considers fair value amounts based on observable inputs (Levels 1 and 2) to be more reliable and predictable than those based primarily on unobservable inputs (Level 3). All of the derivative instruments reflected on the accompanying balance sheets were considered Level 2. | |||||||||||||||||||
The carrying values of accounts receivables, accounts payables (including accrued liabilities) and amounts outstanding under long-term debt agreements with variable rates included in the accompanying balance sheets approximated fair value at June 30, 2014 and December 31, 2013. The fair value estimates are based upon observable market data and are classified within Level 2 of the fair value hierarchy. These assets and liabilities are not presented in the following tables. See Note 8 for the estimated fair value of our outstanding fixed-rate debt. | |||||||||||||||||||
Assets and Liabilities Measured at Fair Value on a Recurring Basis | |||||||||||||||||||
The fair market values of the derivative financial instruments reflected on the balance sheets as of June 30, 2014 and December 31, 2013 were based on estimated forward commodity prices and forward interest rate yield curves. Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement in its entirety. The significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels. The following table presents the gross derivative assets and liabilities that are measured at fair value on a recurring basis at June 30, 2014 and December 31, 2013 for each of the fair value hierarchy levels: | |||||||||||||||||||
Fair Value Measurements at June 30, 2014 Using | |||||||||||||||||||
Quoted Prices in | Significant Other | Significant | Fair Value | ||||||||||||||||
Active Market | Observable Inputs | Unobservable Inputs | |||||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||||
(In thousands) | |||||||||||||||||||
Assets: | |||||||||||||||||||
Commodity derivatives | $ | -- | $ | 69,792 | $ | -- | $ | 69,792 | |||||||||||
Interest rate derivatives | -- | 16 | -- | 16 | |||||||||||||||
Total assets | $ | -- | $ | 69,808 | $ | -- | $ | 69,808 | |||||||||||
Liabilities: | |||||||||||||||||||
Commodity derivatives | $ | -- | $ | 199,539 | $ | -- | $ | 199,539 | |||||||||||
Interest rate derivatives | -- | 5,102 | -- | 5,102 | |||||||||||||||
Total liabilities | $ | -- | $ | 204,641 | $ | -- | $ | 204,641 | |||||||||||
Fair Value Measurements at December 31, 2013 Using | |||||||||||||||||||
Quoted Prices in | Significant Other | Significant | Fair Value | ||||||||||||||||
Active Market | Observable Inputs | Unobservable Inputs | |||||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||||
(In thousands) | |||||||||||||||||||
Assets: | |||||||||||||||||||
Commodity derivatives | $ | -- | $ | 105,054 | $ | -- | $ | 105,054 | |||||||||||
Interest rate derivatives | -- | 884 | -- | 884 | |||||||||||||||
Total assets | $ | -- | $ | 105,938 | $ | -- | $ | 105,938 | |||||||||||
Liabilities: | |||||||||||||||||||
Commodity derivatives | $ | -- | $ | 58,234 | $ | -- | $ | 58,234 | |||||||||||
Interest rate derivatives | -- | 5,590 | -- | 5,590 | |||||||||||||||
Total liabilities | $ | -- | $ | 63,824 | $ | -- | $ | 63,824 | |||||||||||
See Note 5 for additional information regarding our derivative instruments. | |||||||||||||||||||
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis | |||||||||||||||||||
Certain assets and liabilities are reported at fair value on a nonrecurring basis as reflected on the balance sheets. The following methods and assumptions are used to estimate the fair values: | |||||||||||||||||||
— | The fair value of asset retirement obligations (“AROs”) is based on discounted cash flow projections using numerous estimates, assumptions, and judgments regarding factors such as the existence of a legal obligation for an ARO; amounts and timing of settlements; the credit-adjusted risk-free rate; and inflation rates. See Note 6 for a summary of changes in AROs. | ||||||||||||||||||
— | If sufficient market data is not available, the determination of the fair values of proved and unproved properties acquired in transactions accounted for as business combinations are prepared by utilizing estimates of discounted cash flow projections. The factors to determine fair value include, but are not limited to, estimates of: (i) economic reserves; (ii) future operating and development costs; (iii) future commodity prices; and (iv) a market-based weighted average cost of capital. | ||||||||||||||||||
— | Proved oil and natural gas properties are reviewed for impairment when events and circumstances indicate a possible decline in the recoverability of the carrying value of such properties. The factors used to determine fair value include, but are not limited to, estimates of proved reserves, future commodity prices, the timing of future production and capital expenditures and a discount rate commensurate with the risk reflective of the lives remaining for the respective oil and gas properties. We did not have any impairment charges for the three and six months ended June 30, 2014 and 2013, respectively. |
Risk_Management_and_Derivative
Risk Management and Derivative Instruments | 6 Months Ended | ||||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||||
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Risk Management and Derivative Instruments | ' | ||||||||||||||||||||||||
Note 5. Risk Management and Derivative Instruments | |||||||||||||||||||||||||
Derivative instruments are utilized to manage exposure to commodity price and interest rate fluctuations and achieve a more predictable cash flow in connection with natural gas and oil sales from production and borrowing related activities. These instruments limit exposure to declines in prices or increases in interest rates, but also limit the benefits that would be realized if prices increase or interest rates decrease. | |||||||||||||||||||||||||
Certain inherent business risks are associated with commodity and interest derivative contracts, including market risk and credit risk. Market risk is the risk that the price of natural gas or oil will change, either favorably or unfavorably, in response to changing market conditions. Credit risk is the risk of loss from nonperformance by the counterparty to a contract. It is our policy to enter into derivative contracts, including interest rate swaps, only with creditworthy counterparties, which generally are financial institutions, deemed by management as competent and competitive market makers. Some of the lenders, or certain of their affiliates, under our credit agreements are counterparties to our derivative contracts. While collateral is generally not required to be posted by counterparties, credit risk associated with derivative instruments is minimized by limiting exposure to any single counterparty and entering into derivative instruments only with creditworthy counterparties that are generally large financial institutions. Additionally, master netting agreements are used to mitigate risk of loss due to default with counterparties on derivative instruments. We have also entered into the International Swaps and Derivatives Association Master Agreements (“ISDA Agreements”) with each of our counterparties. The terms of the ISDA Agreements provide us and each of our counterparties with rights of set-off upon the occurrence of defined acts of default by either us or our counterparty to a derivative, whereby the party not in default may set-off all liabilities owed to the defaulting party against all net derivative asset receivables from the defaulting party. At June 30, 2014, after taking into effect netting arrangements, MEMP did not have any counterparty exposure related to its derivative instruments. Had certain counterparties failed completely to perform according to the terms of their existing contracts, MEMP would have the right to offset $1.7 million against amounts outstanding under its revolving credit facility at June 30, 2014. At June 30, 2014, after taking into effect netting arrangements, we did not have any counterparty exposure related to our derivative instruments. Had certain counterparties failed completely to perform according to the terms of their existing contracts, we would have the right to offset $1.6 million against amounts outstanding under our revolving credit facility at June 30, 2014. See Note 8 for additional information regarding our revolving credit facilities. | |||||||||||||||||||||||||
Commodity Derivatives | |||||||||||||||||||||||||
We may use a combination of commodity derivatives (e.g., floating-for-fixed swaps, costless collars, call spreads and basis swaps) to manage exposure to commodity price volatility. Historically, we have not paid or received premiums for put options. We enter into natural gas derivative contracts that are indexed to NYMEX-Henry Hub and regional indices such as NGPL TXOK, TETCO STX, TGT Z1, and Houston Ship Channel in proximity to our areas of production. We also enter into oil derivative contracts indexed to Inter-Continental Exchange (“ICE”) Brent and California Midway-Sunset. Our NGL derivative contracts are indexed to OPIS Mont Belvieu. At June 30, 2014, the MRD Segment had the following open commodity positions: | |||||||||||||||||||||||||
Remaining | 2015 | 2016 | 2017 | ||||||||||||||||||||||
2014 | |||||||||||||||||||||||||
Natural Gas Derivative Contracts: | |||||||||||||||||||||||||
Fixed price swap contracts: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 2,505,000 | 1,000,000 | 720,000 | 520,000 | |||||||||||||||||||||
Weighted-average fixed price | $ | 4.35 | $ | 4.2 | $ | 4.32 | $ | 4.45 | |||||||||||||||||
Collar contracts: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 730,000 | 1,580,000 | 1,100,000 | 1,050,000 | |||||||||||||||||||||
Weighted-average floor price | $ | 4.11 | $ | 4.14 | $ | 4 | $ | 4 | |||||||||||||||||
Weighted-average ceiling price | $ | 5.15 | $ | 4.61 | $ | 4.71 | $ | 5.06 | |||||||||||||||||
TGT Z1 basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 870,000 | 180,000 | 220,000 | 200,000 | |||||||||||||||||||||
Spread | $ | -0.07 | $ | -0.09 | $ | -0.08 | $ | -0.08 | |||||||||||||||||
Crude Oil Derivative Contracts: | |||||||||||||||||||||||||
Fixed price swap contracts: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 34,000 | 33,500 | -- | -- | |||||||||||||||||||||
Weighted-average fixed price | $ | 96.08 | $ | 93.86 | $ | -- | $ | -- | |||||||||||||||||
Collar contracts: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 12,000 | 2,000 | 27,000 | -- | |||||||||||||||||||||
Weighted-average floor price | $ | 86.67 | $ | 85 | $ | 80 | $ | -- | |||||||||||||||||
Weighted-average ceiling price | $ | 112.33 | $ | 101.35 | $ | 99.7 | $ | -- | |||||||||||||||||
NGL Derivative Contracts: | |||||||||||||||||||||||||
Fixed price swap contracts: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 131,000 | 85,000 | -- | -- | |||||||||||||||||||||
Weighted-average fixed price | $ | 46.26 | $ | 42.63 | $ | -- | $ | -- | |||||||||||||||||
At June 30, 2014, the MEMP Segment had the following open commodity positions: | |||||||||||||||||||||||||
Remaining | 2015 | 2016 | 2017 | 2018 | 2019 | ||||||||||||||||||||
2014 | |||||||||||||||||||||||||
Natural Gas Derivative Contracts: | |||||||||||||||||||||||||
Fixed price swap contracts: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 2,626,033 | 2,605,278 | 2,692,442 | 2,450,067 | 2,160,000 | 1,914,583 | |||||||||||||||||||
Weighted-average fixed price | $ | 4.33 | $ | 4.28 | $ | 4.40 | $ | 4.31 | $ | 4.51 | $ | 4.75 | |||||||||||||
Collar contracts: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 340,000 | 350,000 | -- | -- | -- | -- | |||||||||||||||||||
Weighted-average floor price | $ | 5 | $ | 4.62 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
Weighted-average ceiling price | $ | 6.31 | $ | 5.8 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
Call spreads (1): | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 120,000 | 80,000 | -- | -- | -- | -- | |||||||||||||||||||
Weighted-average sold strike price | $ | 5.17 | $ | 5.25 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
Weighted-average bought strike price | $ | 6.53 | $ | 6.75 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
Basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 2,875,833 | 2,940,000 | 600,000 | -- | -- | -- | |||||||||||||||||||
Spread | $ | -0.09 | $ | -0.12 | $ | (0.10) | $ | -- | $ | -- | $ | -- | |||||||||||||
Crude Oil Derivative Contracts: | |||||||||||||||||||||||||
Fixed price swap contracts: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 285,285 | 314,281 | 300,313 | 286,600 | 272,000 | 60,000 | |||||||||||||||||||
Weighted-average fixed price | $ | 95.8 | $ | 90.96 | $ | 85.44 | $ | 83.96 | $ | 83.24 | $ | 83.33 | |||||||||||||
Collar contracts: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 23,000 | 5,000 | -- | -- | -- | -- | |||||||||||||||||||
Weighted-average floor price | $ | 82.83 | $ | 80 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
Weighted-average ceiling price | $ | 105.31 | $ | 94 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
Basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 134,000 | 97,500 | -- | -- | -- | -- | |||||||||||||||||||
Spread | $ | -4.32 | $ | -7.07 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
NGL Derivative Contracts: | |||||||||||||||||||||||||
Fixed price swap contracts: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 171,000 | 149,200 | -- | -- | -- | -- | |||||||||||||||||||
Weighted-average fixed price | $ | 42.96 | $ | 43.02 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
(1) | These transactions were entered into for the purpose of eliminating the ceiling portion of certain collar arrangements, which effectively converted the applicable collars into swaps. | ||||||||||||||||||||||||
The MEMP Segment basis swaps included in the table above is presented on a disaggregated basis below: | |||||||||||||||||||||||||
Remaining | 2015 | 2016 | |||||||||||||||||||||||
2014 | |||||||||||||||||||||||||
Natural Gas Derivative Contracts: | |||||||||||||||||||||||||
NGPL TexOk basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 2,305,833 | 2,280,000 | 600,000 | ||||||||||||||||||||||
Spread | $ | -0.09 | $ | -0.11 | $ | -0.1 | |||||||||||||||||||
NGPL STX basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 190,000 | -- | -- | ||||||||||||||||||||||
Spread | $ | -0.07 | $ | -- | $ | -- | |||||||||||||||||||
HSC basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 380,000 | 150,000 | -- | ||||||||||||||||||||||
Spread | $ | -0.11 | $ | -0.08 | $ | -- | |||||||||||||||||||
CIG basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | -- | 210,000 | -- | ||||||||||||||||||||||
Spread | $ | -- | $ | -0.25 | $ | -- | |||||||||||||||||||
TETCO STX basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | -- | 300,000 | -- | ||||||||||||||||||||||
Spread | $ | -- | $ | -0.09 | $ | -- | |||||||||||||||||||
Crude Oil Derivative Contracts: | |||||||||||||||||||||||||
Midway-Sunset basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 60,000 | 57,500 | -- | ||||||||||||||||||||||
Spread | $ | -9.25 | $ | -9.73 | $ | -- | |||||||||||||||||||
Midland basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 40,000 | 40,000 | -- | ||||||||||||||||||||||
Spread | $ | -3.68 | $ | -3.25 | $ | -- | |||||||||||||||||||
LLS Crude basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 34,000 | -- | -- | ||||||||||||||||||||||
Spread | $ | 3.61 | $ | -- | $ | -- | |||||||||||||||||||
Interest Rate Swaps | |||||||||||||||||||||||||
Periodically, we enter into interest rate swaps to mitigate exposure to market rate fluctuations by converting variable interest rates such as those in our credit agreement to fixed interest rates. From time to time we enter into offsetting positions to avoid being economically over-hedged. At June 30, 2014, we had the following interest rate swap open positions: | |||||||||||||||||||||||||
Credit Facility | Remaining | 2015 | 2016 | ||||||||||||||||||||||
2014 | |||||||||||||||||||||||||
MEMP: | |||||||||||||||||||||||||
Average Monthly Notional (in thousands) | $ 236,667 | $ 280,833 | $ 150,000 | ||||||||||||||||||||||
Weighted-average fixed rate | 1.32% | 1.42% | 1.193% | ||||||||||||||||||||||
Floating rate | 1 Month LIBOR | 1 Month LIBOR | 1 Month LIBOR | ||||||||||||||||||||||
MRD: | |||||||||||||||||||||||||
Average Monthly Notional (in thousands) | $ 112,500 | $ 100,000 | $ -- | ||||||||||||||||||||||
Weighted-average fixed rate | 0.77% | 0.76% | -- | ||||||||||||||||||||||
Floating rate | 1 & 3 Month LIBOR | 1 & 3 Month LIBOR | -- | ||||||||||||||||||||||
Subsequent event. On July 1, 2014, we elected to terminate the interest rate swaps associated with the MRD credit facility and in the aggregate paid our counterparties approximately $0.7 million. WildHorse Resources novated the interest rate swaps to MRD in connection with the closing of our initial public offering. | |||||||||||||||||||||||||
Balance Sheet Presentation | |||||||||||||||||||||||||
The following table summarizes both: (i) the gross fair value of derivative instruments by the appropriate balance sheet classification even when the derivative instruments are subject to netting arrangements and qualify for net presentation in the balance sheet and (ii) the net recorded fair value as reflected on the balance sheet at June 30, 2014 and December 31, 2013. There was no cash collateral received or pledged associated with our derivative instruments since most of the counterparties, or certain of their affiliates, to our derivative contracts is a lender under our collective credit agreements. | |||||||||||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||||||||||
June 30, | December 31, | June 30, | December 31, | ||||||||||||||||||||||
Type | Balance Sheet Location | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||
(In thousands) | |||||||||||||||||||||||||
Commodity contracts | Short-term derivative instruments | $ | 16,810 | $ | 21,759 | $ | 60,841 | $ | 19,739 | ||||||||||||||||
Interest rate swaps | Short-term derivative instruments | -- | 845 | 4,034 | 3,287 | ||||||||||||||||||||
Gross fair value | 16,810 | 22,604 | 64,875 | 23,026 | |||||||||||||||||||||
Netting arrangements | Short-term derivative instruments | (14,812) | (13,315) | (14,812) | (13,315) | ||||||||||||||||||||
Net recorded fair value | Short-term derivative instruments | $ | 1,998 | $ | 9,289 | $ | 50,063 | $ | 9,711 | ||||||||||||||||
Commodity contracts | Long-term derivative instruments | $ | 52,982 | $ | 83,295 | $ | 138,698 | $ | 38,495 | ||||||||||||||||
Interest rate swaps | Long-term derivative instruments | 16 | 39 | 1,068 | 2,303 | ||||||||||||||||||||
Gross fair value | 52,998 | 83,334 | 139,766 | 40,798 | |||||||||||||||||||||
Netting arrangements | Long-term derivative instruments | (48,704) | (34,718) | (48,704) | (34,718) | ||||||||||||||||||||
Net recorded fair value | Long-term derivative instruments | $ | 4,294 | $ | 48,616 | $ | 91,062 | $ | 6,080 | ||||||||||||||||
(Gains) Losses on Derivatives | |||||||||||||||||||||||||
All gains and losses, including changes in the derivative instruments’ fair values, have been recorded in the accompanying statements of operations since derivative instruments are not designated as hedging instruments for accounting and financial reporting purposes. The following table details the gains and losses related to derivative instruments for the three and six months ended June 30, 2014 and 2013 (in thousands): | |||||||||||||||||||||||||
For the Three Months | For the Six Months | ||||||||||||||||||||||||
Ended June 30, | Ended June 30, | ||||||||||||||||||||||||
Statements of | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Operations Location | |||||||||||||||||||||||||
Commodity derivative contracts | (Gain) loss on commodity derivatives | $ | 141,590 | $ | (54,129) | $ | 201,072 | $ | (31,584) | ||||||||||||||||
Interest rate derivatives | Interest expense, net | 821 | (1,913) | 1,323 | -1,857 |
Asset_Retirement_Obligations
Asset Retirement Obligations | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Asset Retirement Obligation Disclosure [Abstract] | ' | ||||||||
Asset Retirement Obligations | ' | ||||||||
Note 6. Asset Retirement Obligations | |||||||||
Asset retirement obligations primarily relate to our portion of future plugging and abandonment costs for wells and related facilities. The following table presents the changes in the asset retirement obligations for the six months ended June 30, 2014 (in thousands): | |||||||||
Asset retirement obligations at beginning of period | $ | 111,769 | |||||||
Liabilities added from acquisitions or drilling | 745 | ||||||||
Liabilities removed upon sale of wells to an affiliate | (728) | ||||||||
Liabilities removed upon plugging and abandoning | (344) | ||||||||
Revisions | 67 | ||||||||
Accretion expense | 3,048 | ||||||||
Asset retirement obligations at end of period | 114,557 | ||||||||
Less: current portion | 90 | ||||||||
Asset retirement obligations—long-term portion | $ | 114,467 | |||||||
Restricted_Investments
Restricted Investments | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Text Block [Abstract] | ' | ||||||||
Restricted Investments | ' | ||||||||
Note 7. Restricted Investments | |||||||||
Various restricted investment accounts fund certain long-term contractual and regulatory asset retirement obligations and collateralize certain regulatory bonds associated with offshore Southern California oil and gas properties owned by MEMP. The components of the restricted investment balance consisted of the following at the dates indicated: | |||||||||
June 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
(In thousands) | |||||||||
BOEM platform abandonment (See Note 15) | $ | 68,313 | $ | 66,373 | |||||
BOEM lease bonds | 794 | 794 | |||||||
SPBPC Collateral: | |||||||||
Contractual pipeline and surface facilities abandonment | 2,487 | 2,306 | |||||||
California State Lands Commission pipeline right-of-way bond | 3,005 | 3,005 | |||||||
City of Long Beach pipeline facility permit | 500 | 500 | |||||||
Federal pipeline right-of-way bond | 307 | 307 | |||||||
Port of Long Beach pipeline license | 100 | 100 | |||||||
Restricted investments | $ | 75,506 | $ | 73,385 | |||||
Long_Term_Debt
Long Term Debt | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||
Long Term Debt | ' | ||||||||||||||||
Note 8. Long Term Debt | |||||||||||||||||
The following table presents our consolidated and combined debt obligations at the dates indicated: | |||||||||||||||||
June 30, | December 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
(In thousands) | |||||||||||||||||
MRD Segment: | |||||||||||||||||
MRD $2.0 billion revolving credit facility, variable-rate, due June 2019 | $ | 619,000 | $ | -- | |||||||||||||
WildHorse Resources $1.0 billion revolving credit facility, variable-rate, terminated June 2014 | -- | 203,100 | |||||||||||||||
WildHorse Resources $325.0 million second lien term facility, variable-rate, terminated June 2014 | -- | 325,000 | |||||||||||||||
10.00%/10.75% senior PIK toggle notes redeemed June 2014 (1) | -- | 350,000 | |||||||||||||||
10.00%/10.75% senior PIK toggle notes unamortized discounts | -- | (6,950) | |||||||||||||||
Subtotal | 619,000 | 871,150 | |||||||||||||||
MEMP Segment: | |||||||||||||||||
MEMP $2.0 billion revolving credit facility, variable-rate, due March 2018 | 459,000 | 103,000 | |||||||||||||||
7.625% senior notes, fixed-rate, due May 2021 (2) | 700,000 | 700,000 | |||||||||||||||
Unamortized discounts | (10,194) | (10,933) | |||||||||||||||
Subtotal | 1,148,806 | 792,067 | |||||||||||||||
Total long-term debt | $ | 1,767,806 | $ | 1,663,217 | |||||||||||||
(1) | The estimated fair value of this fixed-rate debt was $348.3 million at December 31, 2013. The estimated fair value is based on quoted market prices and is classified as Level 2 within the fair value hierarchy. | ||||||||||||||||
(2) | The estimated fair value of this fixed-rate debt was $735.0 million and $721.0 million at June 30, 2014 and December 31, 2013, respectively. The estimated fair value is based on quoted market prices and is classified as Level 2 within the fair value hierarchy. | ||||||||||||||||
Borrowing Base | |||||||||||||||||
Credit facilities tied to borrowing bases are common throughout the oil and gas industry. Each of the revolving credit facilities borrowing base is subject to redetermination on at least a semi-annual basis primarily based on estimated proved reserves. The borrowing base for each credit facility was the following at the date indicated (in thousands): | |||||||||||||||||
June 30, | |||||||||||||||||
2014 | |||||||||||||||||
MRD Segment: | |||||||||||||||||
MRD $2.0 billion revolving credit facility, variable-rate, due June 2019 | $ | 725,000 | |||||||||||||||
MEMP Segment: | |||||||||||||||||
MEMP $2.0 billion revolving credit facility, variable-rate, due March 2018 | $ | 870,000 | |||||||||||||||
MRD Revolving Credit Facility | |||||||||||||||||
On June 18, 2014, we, as borrower, and certain of our subsidiaries, as guarantors, entered into a revolving credit facility, which is a five-year, $2.0 billion revolving credit facility with an initial borrowing base of $725 million and aggregate elected commitments of $725 million. | |||||||||||||||||
We are permitted to borrow under the revolving credit facility in an amount up to the least of (i) the face amount of our revolving credit facility, (ii) the borrowing base and (iii) the aggregate elected commitments. The revolving credit facility is reserve-based, and thus our borrowing base is primarily based on the estimated value of our oil, NGL and natural gas properties and our commodity derivative contracts as determined semi-annually by our lenders in their sole discretion. Our borrowing base is subject to redetermination on a semi-annual basis based on an engineering report with respect to our estimated oil, NGL and natural gas reserves, which will take into account the prevailing oil, NGL and natural gas prices at such time, as adjusted for the impact of our commodity derivative contracts. Unanimous approval by the lenders is required for any increase to the borrowing base. In addition, we may, subject to certain conditions, increase our aggregate elected commitments in an amount not to exceed the then effective borrowing base on or following a scheduled redetermination of our borrowing base once before the next scheduled redetermination date. | |||||||||||||||||
Borrowings under the revolving credit facility are secured by liens on substantially all of our properties, but in any event, not less than 80% of the total value of our oil and natural gas properties, and all of our equity interests in any future guarantor subsidiaries and all of our other assets including personal property. Additionally, borrowings bear interest, at our option, at either (i) the greatest of (x) the prime rate as determined by the administrative agent, (y) the federal funds effective rate plus 0.50%, and (z) the one-month adjusted LIBOR plus 1.0% (adjusted upwards, if necessary, to the next 1/100th of 1%), in each case, plus a margin that varies from 0.50% to 1.50% per annum according to the total commitment usage (which is the ratio of outstanding borrowings and letters of credit to the borrowing base then in effect), or (ii) the applicable LIBOR plus a margin that varies from 1.50% to 2.50% per annum according to the total commitment usage. The unused portion of the total commitments is subject to a commitment fee that varies from 0.375% to 0.50% per annum according to our total commitments usage. | |||||||||||||||||
The revolving credit facility requires maintenance of a ratio of Consolidated EBITDAX to Consolidated Net Interest Expense (as each term is determined under the revolving credit facility), which we refer to as the interest coverage ratio, of not less than 2.5 to 1.0, and a ratio of consolidated current assets to consolidated current liabilities, each as determined under the revolving credit facility, which we refer to as the current ratio, of not less than 1.0 to 1.0. | |||||||||||||||||
Additionally, the revolving credit facility contains various covenants and restrictive provisions that, among other things, limit our ability to incur additional debt, guarantees or liens; consolidate, merge or transfer all or substantially all of our assets; make certain investments, acquisitions or other restricted payments; modify certain material agreements; engage in certain types of transactions with affiliates; dispose of assets; incur commodity hedges exceeding a certain percentage of our production and prepay certain indebtedness. | |||||||||||||||||
Events of default under the revolving credit facility include, but are not limited to, failure to make payments when due, breach of any covenant continuing beyond the applicable cure period, default under any other material debt, change in management or change of control, bankruptcy or other insolvency event and certain material adverse effects on our business. | |||||||||||||||||
PIK notes | |||||||||||||||||
On December 18, 2013, MRD LLC and its wholly-owned subsidiary Memorial Resource Finance Corp. (“MRD Finance Corp.” and, together with MRD LLC, the “MRD Issuers”) completed a private placement of $350.0 million in aggregate principal amount of the PIK notes. The PIK notes were issued at 98% of par with a maturity date of December 15, 2018. Net proceeds from the private offering were used: (i) to repay all indebtedness then outstanding under MRD LLC’s then-existing revolving credit facility, (ii) to establish a cash reserve of $50.0 million for the payment of interest on the PIK notes, (iii) to pay a $210.0 million distribution to the Funds, and (iv) for general company purposes. Interest on the PIK notes was payable semi-annually in arrears on June 15 and December 15 of each year, commencing on June 15, 2014. | |||||||||||||||||
A redemption notice was delivered to the PIK notes trustee on June 16, 2014, which specified a redemption date of July 16, 2014 at a redemption price of 102% of the principal amount of the PIK notes plus accrued and unpaid interest thereon to the date of redemption. In connection with the closing of our initial public offering, we assumed the obligations of MRD LLC under the PIK notes indenture and the related debt security agreement. We irrevocably deposited with the PIK notes trustee approximately $360.0 million on June 27, 2014, which was an amount sufficient to fund the redemption of the PIK notes on the redemption date and to satisfy and discharge our obligations under the PIK notes and the related indenture. The discharge became effective upon the irrevocable deposit of the funds with the PIK notes trustee. An extinguishment loss of $23.6 million was recognized related to the redemption of the PIK notes. | |||||||||||||||||
WildHorse Resources Revolving Credit Facility and Second Lien Facility | |||||||||||||||||
On April 3, 2013, WildHorse Resources entered into an amended and restated credit agreement. This revolving credit facility provided for aggregate maximum credit amounts at any time of $1.0 billion, consisting of borrowings and letters of credit and had an initial borrowing base of $300.0 million. This revolving credit facility was due to mature on April 13, 2018. The borrowing base was subject to redetermination on at least a semi-annual basis. Borrowings under the revolving credit facility were to be secured by liens on substantially all of WildHorse Resources’ properties, but in any event, not less than 80% of the total value of the WildHorse Resources’ oil and natural gas properties. | |||||||||||||||||
On June 13, 2013, WildHorse Resources entered into a $325.0 million second lien term loan agreement that was due to mature on December 13, 2018. Borrowings bore interest, at the borrower’s option, at either: (i) the Alternative Base Rate (as defined within each credit facility) plus 5.25% per annum or (ii) the applicable LIBOR plus 6.25% per annum. Borrowings under the second lien term loan agreement were to be secured by second-priority liens on substantially all of WildHorse Resources’ properties, but in any event, not less than 80% of the total value of the WildHorse Resources’ oil and natural gas properties. The priority of the security interests in the collateral and related creditors’ rights was set forth in an intercreditor agreement. The second lien term loan agreement contained customary affirmative and negative covenants, restrictive provisions and events of default. | |||||||||||||||||
On June 13, 2013, WildHorse Resources borrowed $325.0 million under its second lien term loan agreement and used such borrowings to reduce outstanding indebtedness under its revolving credit facility and to pay a onetime special $225.0 million distribution to MRD LLC. This $225.0 million distribution was subsequently distributed to the Funds. | |||||||||||||||||
In connection with the closing of our initial public offering, the WildHorse Resources’ revolving credit facility and second lien term loan were repaid in full and terminated. An extinguishment loss of $13.7 million was recognized related to the termination of the revolving credit facility and second lien term loan. | |||||||||||||||||
MEMP Revolving Credit Facility & Senior Notes | |||||||||||||||||
Memorial Production Operating LLC (“OLLC”), a wholly-owned subsidiary of MEMP, is a party to a $2.0 billion revolving credit facility, which is guaranteed by MEMP and all of its current and future subsidiaries (other than certain immaterial subsidiaries). | |||||||||||||||||
Borrowings under the revolving credit facility are secured by liens on substantially all of MEMP’s properties, but in any event, not less than 80% of the total value of MEMP’s oil and natural gas properties, and all of MEMP’s equity interests in OLLC and any future guarantor subsidiaries (other than San Pedro Bay Pipeline Company) and all of MEMP’s other assets including personal property. Additionally, borrowings under the revolving credit facility bear interest, at MEMP’s option, at: (i) the Alternative Base Rate defined as the greatest of (x) the prime rate as determined by the administrative agent, (y) the federal funds effective rate plus 0.50%, and (z) the one-month adjusted LIBOR plus 1.0% (adjusted upwards, if necessary, to the next 1/100th of 1%), in each case, plus a margin that varies from 0.50% to 1.50% per annum according to the borrowing base usage (which is the ratio of outstanding borrowings and letters of credit to the borrowing base then in effect), (ii) the applicable LIBOR plus a margin that varies from 1.50% to 2.50% per annum according to the borrowing base usage, or (iii) the applicable LIBOR Market Index plus a margin that varies from 1.75% to 2.75% per annum according to the borrowing base usage. The unused portion of the borrowing base (or, if lower, the reduced commitment amount that has been elected) will be subject to a commitment fee that varies from 0.375% to 0.50% per annum according to the borrowing base usage. | |||||||||||||||||
On April 17, 2013, May 23, 2013 and October 10, 2013, MEMP and its wholly-owned subsidiary Memorial Production Finance Corporation (“Finance Corp.” and, together with MEMP, the “MEMP Issuers”) completed a private placement of $300.0 million, $100.0 million and $300.0 million, respectively, of their 7.625% senior unsecured notes due 2021 (the “2021 Senior Notes”). The 2021 Senior Notes are fully and unconditionally guaranteed (subject to customary release provisions) on a joint and several basis by all of the MEMP’s subsidiaries (other than Finance Corp., which is co-issuer of the 2021 Senior Notes, and certain immaterial subsidiaries). The 2021 Senior Notes will mature on May 1, 2021 with interest accruing at a rate of 7.625% per annum and payable semi-annually in arrears on May 1 and November 1 of each year. The 2021 Senior Notes are governed by an indenture. The 2021 Senior Notes are subject to optional redemption at prices specified in the indenture plus accrued and unpaid interest, if any. The MEMP Issuers may also be required to repurchase the 2021 Senior Notes upon a change of control. The indenture contains customary covenants and restrictive provisions, many of which will terminate if at any time no default exists under the indenture and the 2021 Senior Notes receive an investment grade rating from both of two specified ratings agencies. The indenture also provides for customary and other events of default. In the case of an event of default arising from certain events of bankruptcy or insolvency with respect to either of the MEMP Issuers, all outstanding 2021 Senior Notes will become due and payable immediately without further action or notice. If any other event of default occurs and is continuing, the trustee or the holders of at least 25% in principal amount of the then outstanding 2021 Senior Notes may declare all the 2021 Senior Notes to be due and payable immediately. | |||||||||||||||||
Weighted-Average Interest Rates | |||||||||||||||||
The following table presents the weighted-average interest rates paid on our consolidated and combined variable-rate debt obligations for the periods presented: | |||||||||||||||||
Credit Facility | For the Three Months | For the Six Months | |||||||||||||||
Ended June 30, | Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
MRD Segment: | |||||||||||||||||
MRD revolving credit facility | 2.24% | n/a | 2.24% | n/a | |||||||||||||
MRD LLC revolver terminated December 2013 | n/a | 2.64% | n/a | 3.63% | |||||||||||||
WildHorse Resources revolver terminated June 2014 | 4.13% | 2.80% | 4.04% | 2.91% | |||||||||||||
WildHorse Resources second lien terminated June 2014 | 6.44% | 6.44% | 6.44% | 6.44% | |||||||||||||
Black Diamond terminated November 2013 | n/a | 3.96% | n/a | 3.34% | |||||||||||||
MEMP Segment: | |||||||||||||||||
MEMP revolving credit facility | 2.46% | 3.31% | 2.70% | 2.98% | |||||||||||||
WHT revolver terminated March 2013 | n/a | n/a | n/a | 1.11% | |||||||||||||
Tanos revolver terminated April 2013 | n/a | n/a | n/a | 2.12% | |||||||||||||
Stanolind revolver paid off by MEMP October 2013 | n/a | 3.79% | n/a | 3.56% | |||||||||||||
Boaz revolver terminated October 2013 | n/a | 2.89% | n/a | 3.07% | |||||||||||||
Crown revolver terminated October 2013 | n/a | 3.50% | n/a | 3.41% | |||||||||||||
Propel Energy revolver paid off by MEMP October 2013 | n/a | 2.89% | n/a | 3.08% | |||||||||||||
Unamortized Deferred Financing Costs | |||||||||||||||||
Unamortized deferred financing costs associated with our consolidated and combined debt obligations were as follows at the dates indicated: | |||||||||||||||||
June 30, | December 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
(In thousands) | |||||||||||||||||
MRD Segment: | |||||||||||||||||
MRD revolving credit facility | $ | 4,679 | $ | -- | |||||||||||||
WildHorse Resources revolving credit facility | -- | 2,436 | |||||||||||||||
WildHorse Resources second lien term loan | -- | 9,030 | |||||||||||||||
PIK notes | -- | 8,261 | |||||||||||||||
MEMP Segment: | |||||||||||||||||
MEMP revolving credit facility | 5,019 | 5,413 | |||||||||||||||
2021 Senior Notes | 14,335 | 15,053 | |||||||||||||||
$ | 24,033 | $ | 40,193 | ||||||||||||||
Stockholders_Equity_and_Noncon
Stockholders' Equity and Noncontrolling Interests | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Equity [Abstract] | ' | ||||
Stockholders' Equity and Noncontrolling Interests | ' | ||||
Note 9. Stockholders’ Equity and Noncontrolling Interests | |||||
Common Stock | |||||
The Company’s authorized capital stock includes 600,000,000 shares of common stock, $0.01 par value per share. The following is a summary of the changes in our common shares issued for the six months ended June 30, 2014: | |||||
Balance January 1, 2014 | -- | ||||
Shares of common stock issued in connection with restructuring transactions (Note 1) | 171,000,000 | ||||
Shares of common stock issued sold in initial public offering (Note 1) | 21,500,000 | ||||
Restricted common shares issued (Note 11) | 1,068,422 | ||||
Balance June 30, 2014 | 193,568,422 | ||||
See Note 11 for additional information regarding restricted common shares that were granted in connection with our initial public offering. Restricted shares of common stock are considered issued and outstanding on the grant date of restricted stock award. | |||||
Preferred Stock | |||||
Our amended and restated certificate of incorporation authorizes our board of directors, subject to any limitations prescribed by law, without further stockholder approval, to establish and to issue from time to time one or more classes or series of preferred stock, par value $0.01 per share, covering up to an aggregate of 50,000,000 shares of preferred stock. There are no shares issued and outstanding as of June 30, 2014. | |||||
Dividend Policy | |||||
We do not anticipate declaring or providing any cash dividends to holders of our common stock in the foreseeable future. We currently intend to retain all future earnings, if any, for use in the operation of our business and to fund future growth. The decision whether to pay dividends in the future will be made by our board of directors in light of conditions then existing, including factors such as our financial condition, earnings, available cash, business opportunities, legal requirements, restrictions in our debt agreements, and other contracts and other factors our board of directors deems relevant. | |||||
Noncontrolling Interests | |||||
Noncontrolling interests is the portion of equity ownership in the Company’s consolidated subsidiaries not attributable to the Company and primarily consists of the equity interests held by: (i) the limited partners of MEMP, including the subordinated units currently held by MRD Holdco, and (ii) a third party investor in the San Pedro Bay Pipeline Company. Prior to our initial public offering, certain current or former key employees of certain of MRD LLC’s subsidiaries also held equity interests in those subsidiaries. | |||||
Distributions paid to the limited partners of MEMP primarily represent the quarterly cash distributions paid to MEMP’s unitholders, excluding those paid to MRD LLC. | |||||
Contributions received from limited partners of MEMP primarily represent net cash proceeds received from common unit offerings. On March 25, 2013, MEMP sold 9,775,000 of its common units in an underwritten equity offering, which generated net cash proceeds of $171.8 million after deducting underwriting discounts and offering expenses. The net proceeds from this equity offering partially funded MEMP’s acquisition of all of the outstanding equity interests in WHT. | |||||
On April 1, 2013, Tanos’ management team sold its 1.066% interest in Tanos to MRD LLC and all incentive units held were forfeited. See Note 12 for further information. | |||||
In connection with the our initial public offering, certain former management members of WildHorse Resources contributed their 0.1% membership interest in WildHorse Resources as well as their incentive units in exchange for shares of our common stock and cash consideration of $30.0 million. The difference between the carrying amount of the noncontrolling interest of $0.4 million and the fair value of the consideration paid of $3.3 million was recognized directly in stockholders’ equity as additional paid in capital. See Note 12 for further information. |
Earnings_per_Share
Earnings per Share | 6 Months Ended | ||||||||||
Jun. 30, 2014 | |||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||
Earnings per Share | ' | ||||||||||
Note 10. Earnings per Share | |||||||||||
The following sets forth the calculation of earnings (loss) per share, or EPS, for the periods indicated (in thousands, except per share amounts): | |||||||||||
For the Three | For the Six | ||||||||||
Months Ended | Months Ended | ||||||||||
June 30, | June 30, | ||||||||||
2014 | 2014 | ||||||||||
Numerator: | |||||||||||
Net income (loss) available to common stockholders | $ | (961,707) | $ | (961,707) | |||||||
Denominator: | |||||||||||
Weighted average common shares outstanding | 192,500 | 192,500 | |||||||||
Restricted common shares (1) | -- | -- | |||||||||
Weighted average common and common equivalent shares outstanding | 192,500 | 192,500 | |||||||||
Basic EPS | $ | (5.00) | $ | (5.00) | |||||||
Diluted EPS | $ | (5.00) | $ | (5.00) | |||||||
(1) | Unvested restricted common shares are not included in basic EPS calculations. The treasury stock method is applied to determine the dilutive effect of the unvested restricted common shares. For the periods presented, the restricted common shares were antidilutive due to net losses and excluded from the diluted EPS calculation. There were 149,672 incremental shares excluded from the computation of diluted EPS. | ||||||||||
Our supplemental basic and diluted EPS includes earnings allocated to both previous owners and MRD LLC members for all periods presented due to common control considerations. The following sets forth the calculation of our supplemental EPS, for the periods indicated (in thousands, except per share amounts): | |||||||||||
For the Three | For the Six | ||||||||||
Months Ended | Months Ended | ||||||||||
June 30, | June 30, | ||||||||||
2014 | 2014 | ||||||||||
Numerator: | |||||||||||
Net income (loss) attributable to Memorial Resource Development Corp. | $ | (948,349) | $ | (939,977) | |||||||
Denominator: | |||||||||||
Weighted average common shares outstanding | 192,500 | 192,500 | |||||||||
Restricted common shares (1) | -- | -- | |||||||||
Weighted average common and common equivalent shares outstanding | 192,500 | 192,500 | |||||||||
Basic EPS | $ | (4.93) | $ | (4.88) | |||||||
Diluted EPS | $ | (4.93) | $ | (4.88) | |||||||
(1) | Unvested restricted common shares are not included in basic EPS calculations. The treasury stock method is applied to determine the dilutive effect of the unvested restricted common shares. For the periods presented, the restricted common shares were antidilutive due to net losses and excluded from the diluted EPS calculation. There were 149,672 incremental shares excluded from the computation of diluted EPS. |
LongTerm_Incentive_Plans
Long-Term Incentive Plans | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||
Long-Term Incentive Plans | ' | ||||||||||||||||
Note 11. Long-Term Incentive Plans | |||||||||||||||||
MRD | |||||||||||||||||
In June 2014, our board of directors (“Board”) adopted the Memorial Resource Development Corp. 2014 Long Term Incentive Plan (“MRD LTIP”) for the employees of the Company and the Board. The MRD LTIP became effective upon filing of a registration statement on Form S-8 with the SEC on June 18, 2014. The MRD LTIP provides for potential grants of stock options, stock appreciation rights, restricted stock awards, restricted stock units, bonus stock, dividend equivalents, performance awards, annual incentive awards, and other stock-based awards. The MRD LTIP initially limits the number of common shares that may be delivered pursuant to awards under the plan to 19,250,000 common shares. Common shares that are cancelled, forfeited or withheld to satisfy exercise prices or tax withholding obligations will be available for delivery pursuant to other awards. The MRD LTIP will be administered by the Board or a committee thereof. | |||||||||||||||||
In connection with our initial public offering, the Board approved an aggregate award of 1,052,633 shares of restricted stock under the MRD LTIP to certain of our key employees, including each of our executive officers. These restricted stock awards will vest ratably on a four-year annual vesting schedule from the date of the grant and are subject to restrictions on transferability and customary forfeiture provisions. An award of 5,263 shares of restricted stock was also granted to each of our independent directors. These restricted stock awards will vest one year from the date of the grant and are also subject to restrictions on transferability and customary forfeiture provisions. | |||||||||||||||||
Award recipients are entitled to all the rights of absolute ownership of the restricted common shares, including the right to vote those shares and to receive dividends thereon if, as, and when declared by the Board. The term “restricted common share” represents a time-vested share. Such awards are non-vested until the required service period expires. | |||||||||||||||||
The following table summarizes information regarding restricted common share awards granted under the MRD LTIP for the periods presented: | |||||||||||||||||
Number of Units | Weighted- | ||||||||||||||||
Average Grant | |||||||||||||||||
Date Fair Value | |||||||||||||||||
per Unit (1) | |||||||||||||||||
Restricted common shares outstanding at December 31, 2013 | -- | $ | -- | ||||||||||||||
Granted (2) | 1,068,422 | $ | 19.00 | ||||||||||||||
Restricted common units outstanding at June 30, 2014 | 1,068,422 | $ | 19.00 | ||||||||||||||
(1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. | |||||||||||||||||
(2) The aggregate grant date fair value of restricted common share awards issued in 2014 was $20.3 million based on a grant date market price of $19.00 per share. | |||||||||||||||||
The following table summarizes the amount of recognized compensation expense associated with these awards that are reflected in the accompanying statements of operations for the periods presented (in thousands): | |||||||||||||||||
For the Three Months | For the Six Months | ||||||||||||||||
Ended June 30, | Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
$ | 174 | -- | $ | 174 | -- | ||||||||||||
The unrecognized compensation cost associated with restricted common share awards was $20.1 million at June 30, 2014. We expect to recognize the unrecognized compensation cost for these awards over a weighted-average period of 3.9 years. | |||||||||||||||||
MEMP | |||||||||||||||||
In December 2011, the Memorial Production Partners GP LLC Long-Term Incentive Plan (“MEMP LTIP”) was adopted for employees, officers, consultants and directors of MEMP GP and any of its affiliates who perform services for MEMP. The MEMP LTIP consists of restricted units, phantom units, unit options, unit appreciation rights, distribution equivalent rights, other unit-based awards and unit awards. The MEMP LTIP initially limits the number of common units that may be delivered pursuant to awards under the plan to 2,142,221 common units. Common units that are cancelled, forfeited or withheld to satisfy exercise prices or tax withholding obligations will be available for delivery pursuant to other awards. | |||||||||||||||||
The restricted common units awarded are subject to restrictions on transferability, customary forfeiture provisions and graded vesting provisions. One-third of each award generally vests on the first, second, and third anniversaries of the date of grant. Award recipients have all the rights of a unitholder in MEMP with respect to the restricted common units, including the right to receive distributions thereon if and when distributions are made by MEMP to its unitholders (except with respect to the fourth quarter 2011 distribution that was paid in February 2012). The term “restricted common unit” represents a time-vested unit. Such awards are non-vested until the required service period expires. | |||||||||||||||||
The following table summarizes information regarding restricted common unit awards granted under the MEMP LTIP for the periods presented: | |||||||||||||||||
Number of Units | Weighted- | ||||||||||||||||
Average Grant | |||||||||||||||||
Date Fair Value | |||||||||||||||||
per Unit (1) | |||||||||||||||||
Restricted common units outstanding at December 31, 2013 | 706,927 | $ | 18.62 | ||||||||||||||
Granted (2) | 669,898 | $ | 22.36 | ||||||||||||||
Forfeited | (8,863) | $ | 18.57 | ||||||||||||||
Vested | (256,130) | $ | 18.57 | ||||||||||||||
Restricted common units outstanding at June 30, 2014 | 1,111,832 | $ | 20.89 | ||||||||||||||
(1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. | |||||||||||||||||
(2) The aggregate grant date fair value of restricted common unit awards issued in 2014 was $15.0 million based on a grant date market price range of $21.99 - $22.37 per unit. | |||||||||||||||||
The following table summarizes the amount of recognized compensation expense associated with these awards that are reflected in the accompanying statements of operations for the periods presented (in thousands): | |||||||||||||||||
For the Three Months | For the Six Months | ||||||||||||||||
Ended June 30, | Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
$ | 1,665 | $ | 663 | $ | 2,960 | $ | 1,085 | ||||||||||
The unrecognized compensation cost associated with restricted common unit awards was $21.7 million at June 30, 2014. We expect to recognize the unrecognized compensation cost for these awards over a weighted-average period of 2.5 years. Since the restricted common units are participating securities, distributions received by the restricted common unitholders are generally included in distributions to noncontrolling interests as presented on our unaudited condensed statements of consolidated and combined cash flows. |
Incentive_Units
Incentive Units | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Compensation Related Costs [Abstract] | ' | ||||||||
Incentive Units | ' | ||||||||
Note 12. Incentive Units | |||||||||
General | |||||||||
Each of the governing documents of BlueStone, Tanos, WildHorse Resources, Classic, Black Diamond and MRD LLC previously provided for the issuance of incentive units. The incentive units were subject to performance conditions that affected their vesting. Compensation cost was recognized only if the performance condition was probable of being satisfied at each reporting date. | |||||||||
BlueStone, Tanos, WildHorse Resources, Classic, Black Diamond and MRD LLC each granted incentive units to certain of its members who were key employees at the time of grant. Holders of incentive units were entitled to distributions ranging from 10% to 31.5% when declared, but only after cumulative distribution thresholds (“payouts”) had been achieved. Payouts were generally triggered after the recovery of specified members’ capital contributions plus a rate of return. In connection with MEMP’s initial public offering in December 2011, BlueStone’s Special Tier and Tier I unit holders vested in their respective awards. Tier I unit holders became eligible to participate in 16.5% of any future distributions made by BlueStone. | |||||||||
Vesting of the incentive units was generally dependent upon an explicit service period, a fundamental change as defined in the respective governing document, and achievement of payout. All incentive units not vested were forfeited if an employee was no longer employed. All incentive units were forfeited if a holder resigned whether the incentive units were vested or not. If the payouts had not yet occurred, then all incentive units, whether or not vested, were forfeited automatically (unless extended). | |||||||||
On April 1, 2013, Tanos’ management team sold its 1.066% interest in Tanos to Memorial Resource and all incentive units held were forfeited. Compensation expense of approximately $5.8 million was recorded by Tanos and recognized as a component of general and administrative expense during the three and six months ended June 30, 2013. | |||||||||
Compensation expense of approximately $1.0 million was recorded by BlueStone and recognized as a component of incentive unit compensation expense during the six months ended June 30, 2014. | |||||||||
In connection with the our initial public offering, certain former management members of WildHorse Resources contributed their 0.1% membership interest in WildHorse Resources as well as their incentive units in exchange for 42,334,323 shares of our common stock and cash consideration of $30.0 million. The portion of the total consideration related to acquiring the 0.1% membership interest was accounted for as the acquisition of noncontrolling interests. The difference between the carrying amount of the noncontrolling interest of $0.4 million and the fair value of the consideration paid of $3.3 million was recognized directly in stockholders’ equity as additional paid in capital. Compensation expense of approximately $831.1 million was recognized as a component of incentive unit compensation expense during the three and six months ended June 30, 2014 related to the incentive units, of which approximately $26.7 million was paid in cash and the remaining $804.4 million related to the issuance of our common stock. | |||||||||
MRD Holdco | |||||||||
MRD LLC incentive units were originally granted in June 2012 and February 2013. In connection with our initial public offering and the related restructuring transactions, these incentive units were exchanged for substantially identical units in MRD Holdco, and such incentive units entitle holders thereof to portions of future distributions by MRD Holdco. MRD Holdco’s governing documents authorize the issuance of 1,000 incentive units, of which 930 incentive units were granted in an exchange for the cancelled MRD LLC awards (the “Exchanged Incentive Units”). | |||||||||
The holders of the Exchanged Incentive Units are eligible to participate in 9.3% of any future distributions made by MRD Holdco. The payment likelihood was deemed probable as a result of our initial public offering and the reasonable expectation that MRD Holdco will monetize the shares of our common stock it owns over an estimated three year period as market conditions permit. We recognized $111.8 million of compensation expense offset by a deemed capital contribution from MRD Holdco and the unrecognized compensation expense of approximately $159.3 million as of June 30, 2014 will be recognized over the remaining expected service period. The fair value of the Exchanged Incentive Units will be remeasured on a quarterly basis until all payments have been made. The settlement obligation rests with MRD Holdco. Accordingly, no payments will ever be made by us related to these incentive units; however, non-cash compensation expense will be allocated to us in future periods offset by capital contributions. As such, these awards are not dilutive to our stockholders. | |||||||||
Subsequent to our initial public offering, MRD Holdco granted the remaining 70 incentive units to certain key employees (the “Subsequent Incentive Units”). The holders of the Subsequent Incentive Units are eligible to participate in 0.7% of any future distributions made by MRD Holdco once payout associated with these incentive units has been achieved. The payment likelihood was deemed probable at June 30, 2014 as a result of our initial public offering and the reasonable expectation that MRD Holdco will monetize the shares of our common stock it owns over an estimated three year period as market conditions permit. The unrecognized compensation expense of approximately $5.3 million as of June 30, 2014 will be recognized over the remaining expected service period. The fair value of the Subsequent Incentive Units will be remeasured on a quarterly basis until all payments have been made. No payments will ever be made by us related to these incentive units; however, non-cash compensation expense will be allocated to us in future periods offset by capital contributions. As such, these awards are not dilutive to our stockholders. | |||||||||
The fair value of the incentive units was estimated using a Monte Carlo simulation valuation model with the following assumptions: | |||||||||
Exchanged Incentive Units | Subsequent Incentive Units | ||||||||
Valuation date | 6/30/14 | 6-30-2014 | |||||||
Dividend yield | 0% | 0% | |||||||
Expected volatility | 44.11% | 44.11% | |||||||
Risk-free rate | 0.84% | 0.84% | |||||||
Expected life (years) | 2.9 | 2.9 |
Related_Party_Transactions
Related Party Transactions | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Related Party Transactions [Abstract] | ' | ||||
Related Party Transactions | ' | ||||
Note 13. Related Party Transactions | |||||
Amounts due to (due from) MRD Holdco and certain affiliates of NGP at June 30, 2014 and December 31, 2013 are presented as “Accounts receivable – affiliates” and “Accounts payable – affiliates” in the accompanying balance sheets. | |||||
NGPCIF NPI Acquisition | |||||
WildHorse Resources purchased a net profits interest from NGPCIF on February 28, 2014 for a purchase price of $63.4 million (see Note 1). This acquisition was accounted for as a combination of entities under common control at historical cost in a manner similar to the pooling of interest method. WildHorse Resources recorded the following net assets (in thousands): | |||||
Accounts receivable | $ 2,274 | ||||
Oil and natural gas properties, net | 40,056 | ||||
Accrued liabilities | (297) | ||||
Asset retirement obligations | (277) | ||||
Net assets | $ 41,756 | ||||
Due to common control considerations, the difference between the purchase price and the net assets acquired are reflected within equity as a deemed distribution to NGP affiliates. | |||||
Common Control Transactions between MEMP and Other MRD LLC Subsidiaries | |||||
MEMP acquired all of the outstanding membership interests in WHT from WildHorse Resources and Tanos on March 28, 2013 for a purchase price of approximately $200.0 million. On April 1, 2014, MEMP acquired certain oil and natural gas producing properties in East Texas from WildHorse Resources for approximately $33.3 million, including estimated customary post-closing adjustments. These intercompany transactions have been eliminated in preparation of our consolidated and combined financial statements. | |||||
Other Acquisitions or Dispositions | |||||
On March 10, 2014, BlueStone sold certain interests in oil and gas properties in McMullen, Webb, Zapata, and Hidalgo Counties located in South Texas to BlueStone Natural Resources II, LLC, an NGP controlled entity. Total cash consideration received by BlueStone was approximately $1.2 million, which exceeded the net book value of the properties sold by $0.5 million. Due to common control considerations, the $0.5 million was recognized in the equity statement as a contribution. | |||||
On March 28, 2014, MRD Royalty acquired certain interests in oil and gas properties in Gonzales and Karnes Counties located in South Texas from Propel Energy for $3.3 million. Due to common control considerations, this transaction was recognized in the equity statement. | |||||
On June 18, 2014, in connection with our initial public offering and the related restructuring transactions (see Note 1), WHR Management Company was sold by WildHorse Resources to an affiliate of the Funds for net book value. The net book value of the assets sold was as follows (in thousands): | |||||
Cash and cash equivalents | $ 33,001 | ||||
Restricted cash | 300 | ||||
Accounts receivable | 5,256 | ||||
Prepaid expenses and other current assets | 379 | ||||
Property, plant and equipment, net | 3,410 | ||||
Other long-term assets | 4 | ||||
Accounts payable | (19,959) | ||||
Accounts payable – affiliates | (17,099) | ||||
Accrued liabilities | (5,061) | ||||
Net assets | $ 231 | ||||
Related Party Agreements | |||||
We and certain of our affiliates have entered into various documents and agreements. These agreements have been negotiated among affiliated parties and, consequently, are not the result of arm’s-length negotiations. | |||||
Registration Rights Agreement | |||||
In connection with the closing of our initial public offering, we entered into a registration rights agreement with MRD Holdco and former management members of WildHorse Resources, Jay Graham (“Graham”) and Anthony Bahr (“Bahr”). Pursuant to the registration rights agreement, we have agreed to register the sale of shares of our common stock under certain circumstances. | |||||
Voting Agreement | |||||
In connection with the closing of our initial public offering, we entered into a voting agreement with MRD Holdco, WHR Incentive LLC, a limited liability company beneficially owned by Messrs. Bahr and Graham, and certain former management members of WildHorse Resources, who contributed their ownership of WildHorse Resources to us in the restructuring transactions. Among other things, the voting agreement provides that those former management members of WildHorse Resources will vote all of their shares of our common stock as directed by MRD Holdco. The voting agreement also prohibits the transfer of any shares of our common stock by the former management members of WildHorse Resources until after the termination of the services agreement described below; provided, however, that the former management members of WildHorse Resources (other than Messrs. Bahr and Graham) may transfer their shares of our common stock after the 180 day lock-up period has expired and these transfer restrictions will not prohibit Messrs. Bahr and Graham from exercising piggyback registration rights under the registration rights agreement described above. | |||||
Omnibus Agreement | |||||
On December 14, 2011, in connection with the closing of MEMP’s initial public offering, MRD LLC entered into an omnibus agreement with MEMP and its general partner. We succeeded to all of MRD LLC’s duties and obligations under the omnibus agreement. | |||||
Pursuant to the omnibus agreement, MEMP is required to reimburse us for all expenses incurred by us (or payments made on MEMP’s behalf) in conjunction with our provision of general and administrative services to MEMP, including, but not limited to, public company expenses and an allocated portion of the salary and benefits of the executive officers of MEMP’s general partner and our other employees who perform services for MEMP or on MEMP’s behalf. MEMP is also obligated to reimburse us for insurance coverage expenses we incur with respect to MEMP’s business and operations and with respect to director and officer liability coverage for the officers and directors of MEMP’s general partner. | |||||
Beta Management Agreement | |||||
On December 12, 2012, MRD LLC entered into a management agreement with its wholly-owned subsidiary, Beta Operating Company, LLC pursuant to which MRD LLC agreed to provide management and administrative oversight with respect to the services provided by such subsidiary under certain operating agreements with a subsidiary of MEMP, in exchange for an annual management fee. We succeeded to this management agreement and we will receive approximately $0.4 million from MEMP annually under that agreement. | |||||
Services Agreement | |||||
In connection with the closing of our initial public offering, we entered into a services agreement with WildHorse Resources and WHR Management Company, pursuant to which WHR Management Company will provide operating and administrative services to us for twelve months relating to the Terryville Complex. In exchange for such services, we will pay a monthly management fee to WHR Management Company of approximately $1.0 million excluding third party COPAS income credits. | |||||
WHR Management Company may only terminate the services agreement by providing 90-days prior written notice to us after the six-month anniversary of the date of the agreement. We may terminate the services agreement at any time by providing written notice to WHR Management Company. The services agreement may only be assigned by either party with the other party’s consent. Upon the closing of our initial public offering, WHR Management Company became a subsidiary of WildHorse Resources II, LLC, an affiliate of the Company. NGP and certain former management members of WildHorse Resources own WildHorse Resources II, LLC. | |||||
Gas Processing Agreement | |||||
On March 17, 2014, WildHorse Resources entered into a gas processing agreement with PennTex North Louisiana, LLC (“PennTex”). PennTex is a joint venture among certain affiliates of NGP in which MRD Holdco, through its subsidiary MRD Midstream LLC, owns a minority interest. Once PennTex’s processing plant becomes operational, it will process natural gas produced from wells located on certain leases owned by WildHorse Resources in the state of Louisiana. The agreement has a 15-year primary term, subject to one-year extensions at either party’s election. WildHorse Resources will pay PennTex a monthly fee, subject to an annual inflationary escalation, based on volumes of natural gas delivered and processed. Once the plant is declared operational, WildHorse Resources will be obligated to pay a minimum processing fee equal to approximately $18.3 million on an annual basis, subject to certain adjustments and conditions. The gas processing agreement requires that the processing plant be operational no later than November 1, 2015. | |||||
Classic Pipeline Gas Gathering Agreement & Water Disposal Agreement | |||||
On November 1, 2011, Classic Hydrocarbons Operating, LLC (“Classic Operating”), which became our wholly-owned subsidiary in connection with the restructuring transactions, and Classic Pipeline entered into a gas gathering agreement. Pursuant to the gas gathering agreement, Classic Operating dedicated to Classic Pipeline all of the natural gas produced (up to 50,000 MMBtus per day) on the properties operated by Classic Operating within certain counties in Texas through 2020, subject to one-year extensions at either party’s election. On May 1, 2014, Classic Operating and Classic Pipeline amended the gas gathering agreement with respect to Classic Operating’s remaining assets located in Panola and Shelby Counties, Texas. Under the amended gas gathering agreement, Classic Operating agreed to pay a fee of (i) $0.30 per MMBtu, subject to an annual 3.5% inflationary escalation, based on volumes of natural gas delivered and processed, and (ii) $0.07 per MMBtu per stage of compression plus its allocated share of compressor fuel. The amended gas gathering agreement has a term until December 31, 2023, subject to one-year extensions at either party’s election. | |||||
On May 1, 2014, Classic Operating and Classic Pipeline entered into a water disposal agreement. The water disposal agreement has a three-year term, subject to one-year extensions at either party’s election. Under the water disposal agreement, Classic Operating agreed to pay a fee of $1.10 per barrel for each barrel of water delivered to Classic Pipeline. |
Business_Segment_Data
Business Segment Data | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Business Segment Data | ' | ||||||||||||||||
Note 14. Business Segment Data | |||||||||||||||||
Our reportable business segments are organized in a manner that reflects how management manages those business activities. | |||||||||||||||||
We have two reportable business segments, both of which are engaged in the acquisition, exploitation, development and production of oil and natural gas properties. Our reportable business segments are as follows: | |||||||||||||||||
— | MRD—reflects the combined operations of the Company, MRD LLC, WildHorse Resources and its previous owners, Classic and Classic GP, Black Diamond, BlueStone, Beta Operating and MEMP GP. | ||||||||||||||||
— | MEMP—reflects the combined operations of MEMP, its previous owners, and historical dropdown transactions that occurred between MEMP and other MRD LLC consolidating subsidiaries. | ||||||||||||||||
We evaluate segment performance based on Adjusted EBITDA. Adjusted EBITDA is defined as net income (loss), plus interest expense; loss on extinguishment of debt; income tax expense; depreciation, depletion and amortization (“DD&A”); impairment of goodwill and long-lived properties; accretion of asset retirement obligations (AROs”); losses on commodity derivative contracts and cash settlements received; losses on sale of properties; unit-based compensation expenses; exploration costs; provision for environmental remediation; equity loss from MEMP (MRD Segment only); cash distributions from MEMP (MRD Segment only); acquisition related costs; amortization of investment premium; and other non-routine items, less interest income; income tax benefit; gains on commodity derivative contracts and cash settlements paid; equity income from MEMP (MRD Segment only); gains on sale of assets and other non-routine items. | |||||||||||||||||
Financial information presented for the MEMP business segment is derived from the underlying consolidated and combined financial statements of MEMP that are publicly available. | |||||||||||||||||
Segment revenues and expenses include intersegment transactions. Our combined totals reflect the elimination of intersegment transactions. | |||||||||||||||||
In the MRD Segment’s individual financial statements, investments in the MEMP Segment that are included in the consolidated and combined financial statements are accounted for by the equity method. | |||||||||||||||||
The following table presents selected business segment information for the periods indicated (in thousands): | |||||||||||||||||
MRD | MEMP | Other, | Consolidated | ||||||||||||||
Adjustments & | & Combined | ||||||||||||||||
Eliminations | Totals | ||||||||||||||||
Total revenues: | |||||||||||||||||
Three months ended June 30, 2014 | $ | 113,284 | $ | 123,310 | $ | -30 | $ | 236,564 | |||||||||
Three months ended June 30, 2013 | 56,905 | 90,174 | -34 | 147,045 | |||||||||||||
Six months ended June 30, 2014 | 203,150 | 224,287 | -45 | 427,392 | |||||||||||||
Six months ended June 30, 2013 | 111,067 | 158,276 | -117 | 269,226 | |||||||||||||
Adjusted EBITDA: (1) | |||||||||||||||||
Three months ended June 30, 2014 | 92,191 | 73,755 | -12,946 | 153,000 | |||||||||||||
Three months ended June 30, 2013 | 46,084 | 55,689 | 7,338 | 109,111 | |||||||||||||
Six months ended June 30, 2014 | 163,947 | 128,797 | -18,934 | 273,810 | |||||||||||||
Six months ended June 30, 2013 | 96,843 | 98,537 | -1,107 | 194,273 | |||||||||||||
Segment assets: (2) | |||||||||||||||||
As of June 30, 2014 | 1,143,636 | 1,859,349 | 40,935 | 3,043,920 | |||||||||||||
As of December 31, 2013 | 1,281,134 | 1,552,307 | -4,280 | 2,829,161 | |||||||||||||
Total cash expenditures for additions to long-lived assets: | |||||||||||||||||
Six months ended June 30, 2014 | 177,219 | 290,616 | -- | 467,835 | |||||||||||||
Six months ended June 30, 2013 | 141,349 | 95,069 | -- | 236,418 | |||||||||||||
(1) Adjustments and eliminations for the three and six months ended June 30, 2014 and 2013 include amounts related to the MRD’s Segment equity investments in the MEMP Segment as well the elimination of $3.0 million and $6.0 million of cash distributions that MEMP paid MRD LLC for the three and six months ended June 30, 2014, respectively, and $6.4 million and $12.7 million of cash distributions that MEMP paid MRD LLC for the three and six months ended June 30, 2013, respectively, related to MRD LLC’s partnership interests in MEMP. | |||||||||||||||||
(2) Adjustments and eliminations primarily represent the elimination of the MRD’s Segment equity investments in the MEMP Segment. The adjustment at June 30, 2014 and December 31, 2013 also includes $48.3 million and $49.9 million, respectively related to an impairment recognized by the MEMP Segment during 2013. This impairment did not exist on a consolidated basis. | |||||||||||||||||
Calculation of Reportable Segments’ Adjusted EBITDA | |||||||||||||||||
For the Three Months | |||||||||||||||||
Ended June 30, 2014 | |||||||||||||||||
MRD | MEMP | Combined | |||||||||||||||
Totals | |||||||||||||||||
(In thousands) | |||||||||||||||||
Net income (loss) | $ | -948,377 | $ | -114,206 | $ (1,062,583) | ||||||||||||
Interest expense, net | 16,495 | 18,036 | 34,531 | ||||||||||||||
Loss on extinguishment of debt | 37,248 | -- | 37,248 | ||||||||||||||
Income tax expense (benefit) | -11,536 | -- | (11,536) | ||||||||||||||
DD&A | 37,819 | 35,157 | 72,976 | ||||||||||||||
Accretion of AROs | 161 | 1,366 | 1,527 | ||||||||||||||
(Gain) loss on commodity derivative instruments | 3,244 | 138,346 | 141,590 | ||||||||||||||
Cash settlements received (paid) on commodity derivative instruments | -3,408 | -7,906 | (11,314) | ||||||||||||||
(Gain) loss on sale of properties | 3,167 | -- | 3,167 | ||||||||||||||
Acquisition related costs | 500 | 1,093 | 1,593 | ||||||||||||||
Incentive-based compensation expense | 942,992 | 1,665 | 944,657 | ||||||||||||||
Exploration costs | 940 | 204 | 1,144 | ||||||||||||||
Non-cash equity (income) loss from MEMP | 9,944 | -- | 9,944 | ||||||||||||||
Cash distributions from MEMP | 3,002 | -- | 3,002 | ||||||||||||||
Adjusted EBITDA | $ | 92,191 | $ | 73,755 | $ 165,946 | ||||||||||||
For the Three Months | |||||||||||||||||
Ended June 30, 2013 | |||||||||||||||||
MRD | MEMP | Combined | |||||||||||||||
Totals | |||||||||||||||||
(In thousands) | |||||||||||||||||
Net income (loss) | $ | 38,670 | $ | 52,695 | $ 91,365 | ||||||||||||
Interest expense, net | 4,078 | 7,931 | 12,009 | ||||||||||||||
Income tax expense (benefit) | -- | 188 | 188 | ||||||||||||||
DD&A | 19,045 | 24,672 | 43,717 | ||||||||||||||
Accretion of AROs | 184 | 1,148 | 1,332 | ||||||||||||||
(Gain) loss on commodity derivative instruments | -18,050 | -36,079 | (54,129) | ||||||||||||||
Cash settlements received (paid) on commodity derivative instruments | 1,771 | 3,286 | 5,057 | ||||||||||||||
(Gain) loss on sale of properties | 6,713 | -885 | 5,828 | ||||||||||||||
Acquisition related costs | 942 | 897 | 1,839 | ||||||||||||||
Incentive-based compensation expense | -- | 663 | 663 | ||||||||||||||
Non-cash compensation expense | -- | 1,125 | 1,125 | ||||||||||||||
Exploration costs | 69 | 48 | 117 | ||||||||||||||
Non-cash equity (income) loss from MEMP | -13,727 | -- | (13,727) | ||||||||||||||
Cash distributions from MEMP | 6,389 | -- | 6,389 | ||||||||||||||
Adjusted EBITDA | $ | 46,084 | $ | 55,689 | $ 101,773 | ||||||||||||
For the Six Months | |||||||||||||||||
Ended June 30, 2014 | |||||||||||||||||
MRD | MEMP | Combined | |||||||||||||||
Totals | |||||||||||||||||
(In thousands) | |||||||||||||||||
Net income (loss) | $ | -940,015 | $ | -148,263 | $ (1,088,278) | ||||||||||||
Interest expense, net | 34,469 | 34,114 | 68,583 | ||||||||||||||
Loss on extinguishment of debt | 37,248 | -- | 37,248 | ||||||||||||||
Income tax expense (benefit) | -11,511 | 75 | (11,436) | ||||||||||||||
DD&A | 67,946 | 61,902 | 129,848 | ||||||||||||||
Accretion of AROs | 325 | 2,723 | 3,048 | ||||||||||||||
(Gain) loss on commodity derivative instruments | 15,960 | 185,112 | 201,072 | ||||||||||||||
Cash settlements received (paid) on commodity derivative instruments | -8,629 | -15,875 | (24,504) | ||||||||||||||
(Gain) loss on sale of properties | 3,057 | -- | 3,057 | ||||||||||||||
Acquisition related costs | 1,068 | 2,987 | 4,055 | ||||||||||||||
Incentive-based compensation expense | 944,015 | 2,960 | 946,975 | ||||||||||||||
Exploration costs | 1,080 | 210 | 1,290 | ||||||||||||||
Provision for environmental remediation | -- | 2,852 | 2,852 | ||||||||||||||
Non-cash equity (income) loss from MEMP | 12,930 | -- | 12,930 | ||||||||||||||
Cash distributions from MEMP | 6,004 | -- | 6,004 | ||||||||||||||
Adjusted EBITDA | $ | 163,947 | $ | 128,797 | $ 292,744 | ||||||||||||
For the Six Months | |||||||||||||||||
Ended June 30, 2013 | |||||||||||||||||
MRD | MEMP | Combined | |||||||||||||||
Totals | |||||||||||||||||
(In thousands) | |||||||||||||||||
Net income (loss) | $ | 40,754 | $ | 48,398 | $ 89,152 | ||||||||||||
Interest expense, net | 6,906 | 14,473 | 21,379 | ||||||||||||||
Income tax expense (benefit) | -- | 188 | 188 | ||||||||||||||
DD&A | 42,129 | 45,063 | 87,192 | ||||||||||||||
Accretion of AROs | 369 | 2,293 | 2,662 | ||||||||||||||
(Gain) loss on commodity derivative instruments | -8,574 | -23,010 | (31,584) | ||||||||||||||
Cash settlements received (paid) on commodity derivative instruments | 5,757 | 10,403 | 16,160 | ||||||||||||||
(Gain) loss on sale of properties | 6,713 | -2,868 | 3,845 | ||||||||||||||
Acquisition related costs | 984 | 1,112 | 2,096 | ||||||||||||||
Incentive-based compensation expense | -- | 1,085 | 1,085 | ||||||||||||||
Non-cash compensation expense | -- | 1,125 | 1,125 | ||||||||||||||
Exploration costs | 698 | 275 | 973 | ||||||||||||||
Non-cash equity (income) loss from MEMP | -11,604 | -- | (11,604) | ||||||||||||||
Cash distributions from MEMP | 12,711 | -- | 12,711 | ||||||||||||||
Adjusted EBITDA | $ | 96,843 | $ | 98,537 | $ 195,380 | ||||||||||||
The following table presents a reconciliation of total reportable segments’ Adjusted EBITDA to net income (loss) for each of the periods indicated (in thousands). | |||||||||||||||||
For the Three Months | For the Six Months | ||||||||||||||||
Ended June 30, | Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Total Reportable Segments’ Adjusted EBITDA | $ | 165,946 | $ | 101,773 | $ | 292,744 | $ | 195,380 | |||||||||
Adjustments to reconcile Adjusted EBITDA to net income (loss): | |||||||||||||||||
Interest expense, net | (34,531) | (12,009) | (68,583) | (21,379) | |||||||||||||
Loss on extinguishment of debt | (37,248) | -- | (37,248) | -- | |||||||||||||
Income tax benefit (expense) | 11,536 | (188) | 11,436 | (188) | |||||||||||||
DD&A | (73,780) | (43,986) | (131,459) | (87,192) | |||||||||||||
Accretion of AROs | (1,527) | (1,332) | (3,048) | (2,662) | |||||||||||||
Gains (losses) on commodity derivative instruments | (141,590) | 54,129 | (201,072) | 31,584 | |||||||||||||
Cash settlements paid (received) on commodity derivative instruments | 11,314 | (5,058) | 24,504 | (16,160) | |||||||||||||
Gain (loss) on sale of properties | (3,167) | (5,828) | (3,057) | (3,845) | |||||||||||||
Acquisition related costs | (1,593) | (1,839) | (4,055) | (2,096) | |||||||||||||
Incentive-based compensation expense | (944,657) | (663) | (946,975) | (1,085) | |||||||||||||
Non-cash compensation expense | -- | (1,125) | -- | (1,125) | |||||||||||||
Exploration costs | (1,144) | (117) | (1,290) | (973) | |||||||||||||
Provision for environmental remediation | -- | -- | (2,852) | -- | |||||||||||||
Cash distributions from MEMP | (3,002) | (6,389) | (6,004) | (12,711) | |||||||||||||
Other non-cash equity (income) loss | -- | 790 | -- | 790 | |||||||||||||
Net income (loss) | $ | (1,053,443) | $ | 78,158 | $ | (1,076,959) | $ | 78,338 | |||||||||
Included below is our consolidated and combined statement of operations disaggregated by reportable segment for the period indicated (in thousands): | |||||||||||||||||
For the Three Months | |||||||||||||||||
Ended June 30, 2014 | |||||||||||||||||
MRD | MEMP | Other, | Consolidated | ||||||||||||||
Adjustments & | & Combined | ||||||||||||||||
Eliminations | Totals | ||||||||||||||||
Revenues: | |||||||||||||||||
Oil & natural gas sales | $ | 112,976 | $ | 122,247 | $ | -- | $ | 235,223 | |||||||||
Other revenues | 308 | 1,063 | -30 | 1,341 | |||||||||||||
Total revenues | 113,284 | 123,310 | -30 | 236,564 | |||||||||||||
Costs and expenses: | |||||||||||||||||
Lease operating | 5,957 | 26,067 | -30 | 31,994 | |||||||||||||
Pipeline operating | -- | 676 | -- | 676 | |||||||||||||
Exploration | 940 | 204 | -- | 1,144 | |||||||||||||
Production and ad valorem taxes | 3,923 | 7,076 | -- | 10,999 | |||||||||||||
Depreciation, depletion, and amortization | 37,819 | 35,157 | 804 | 73,780 | |||||||||||||
Incentive unit compensation expense | 942,817 | -- | -- | 942,817 | |||||||||||||
General and administrative | 11,538 | 10,588 | -- | 22,126 | |||||||||||||
Accretion of asset retirement obligations | 161 | 1,366 | -- | 1,527 | |||||||||||||
(Gain) loss on commodity derivative instruments | 3,244 | 138,346 | -- | 141,590 | |||||||||||||
(Gain) loss on sale of properties | 3,167 | -- | -- | 3,167 | |||||||||||||
Total costs and expenses | 1,009,566 | 219,480 | 774 | 1,229,820 | |||||||||||||
Operating income (loss) | -896,282 | -96,170 | -804 | (993,256) | |||||||||||||
Other income (expense): | |||||||||||||||||
Interest expense, net | -16,495 | -18,036 | -- | (34,531) | |||||||||||||
Loss on extinguishment of debt | -37,248 | -- | -- | (37,248) | |||||||||||||
Earnings from equity investments | -9,944 | -- | 9,944 | -- | |||||||||||||
Other, net | 56 | -- | -- | 56 | |||||||||||||
Total other income (expense) | -63,631 | -18,036 | 9,944 | (71,723) | |||||||||||||
Income (loss) before income taxes | -959,913 | -114,206 | 9,140 | (1,064,979) | |||||||||||||
Income tax benefit (expense) | 11,536 | -- | -- | 11,536 | |||||||||||||
Net income (loss) | $ | (948,377) | $ | (114,206) | $ | 9,140 | $ | (1,053,443) | |||||||||
For the Three Months | |||||||||||||||||
Ended June 30, 2013 | |||||||||||||||||
MRD | MEMP | Other, | Consolidated | ||||||||||||||
Adjustments & | & Combined | ||||||||||||||||
Eliminations | Totals | ||||||||||||||||
Revenues: | |||||||||||||||||
Oil & natural gas sales | $ | 56,796 | $ | 89,673 | $ | -- | $ | 146,469 | |||||||||
Other revenues | 109 | 501 | -34 | 576 | |||||||||||||
Total revenues | 56,905 | 90,174 | -34 | 147,045 | |||||||||||||
Costs and expenses: | |||||||||||||||||
Lease operating | 5,844 | 20,217 | -74 | 25,987 | |||||||||||||
Pipeline operating | -- | 479 | -- | 479 | |||||||||||||
Exploration | 69 | 48 | -- | 117 | |||||||||||||
Production and ad valorem taxes | 3,803 | 4,967 | -- | 8,770 | |||||||||||||
Depreciation, depletion, and amortization | 19,045 | 24,672 | 269 | 43,986 | |||||||||||||
General and administrative | 9,540 | 14,170 | 40 | 23,750 | |||||||||||||
Accretion of asset retirement obligations | 184 | 1,148 | -- | 1,332 | |||||||||||||
(Gain) loss on commodity derivative instruments | -18,050 | -36,079 | -- | (54,129) | |||||||||||||
(Gain) loss on sale of properties | 6,713 | -885 | -- | 5,828 | |||||||||||||
Other, net | -25 | 623 | -- | 598 | |||||||||||||
Total costs and expenses | 27,123 | 29,360 | 235 | 56,718 | |||||||||||||
Operating income (loss) | 29,782 | 60,814 | -269 | 90,327 | |||||||||||||
Other income (expense): | |||||||||||||||||
Interest expense, net | -4,078 | -7,931 | -- | (12,009) | |||||||||||||
Earnings from equity investments | 12,937 | -- | -12,937 | -- | |||||||||||||
Other, net | 29 | -- | -1 | 28 | |||||||||||||
Total other income (expense) | 8,888 | -7,931 | -12,938 | (11,981) | |||||||||||||
Income (loss) before income taxes | 38,670 | 52,883 | -13,207 | 78,346 | |||||||||||||
Income tax benefit (expense) | -- | -188 | -- | (188) | |||||||||||||
Net income (loss) | $ | 38,670 | $ | 52,695 | $ | -13,207 | $ | 78,158 | |||||||||
For the Six Months | |||||||||||||||||
Ended June 30, 2014 | |||||||||||||||||
MRD | MEMP | Other, | Consolidated | ||||||||||||||
Adjustments & | & Combined | ||||||||||||||||
Eliminations | Totals | ||||||||||||||||
Revenues: | |||||||||||||||||
Oil & natural gas sales | $ | 202,594 | $ | 222,546 | $ | -- | $ | 425,140 | |||||||||
Other revenues | 556 | 1,741 | -45 | 2,252 | |||||||||||||
Total revenues | 203,150 | 224,287 | -45 | 427,392 | |||||||||||||
Costs and expenses: | |||||||||||||||||
Lease operating | 11,666 | 54,055 | -45 | 65,676 | |||||||||||||
Pipeline operating | -- | 1,165 | -- | 1,165 | |||||||||||||
Exploration | 1,080 | 210 | -- | 1,290 | |||||||||||||
Production and ad valorem taxes | 6,923 | 12,660 | -- | 19,583 | |||||||||||||
Depreciation, depletion, and amortization | 67,946 | 61,902 | 1,611 | 131,459 | |||||||||||||
Incentive unit compensation expense | 943,840 | -- | -- | 943,840 | |||||||||||||
General and administrative | 19,319 | 20,546 | -- | 39,865 | |||||||||||||
Accretion of asset retirement obligations | 325 | 2,723 | -- | 3,048 | |||||||||||||
(Gain) loss on commodity derivative instruments | 15,960 | 185,112 | -- | 201,072 | |||||||||||||
(Gain) loss on sale of properties | 3,057 | -- | -- | 3,057 | |||||||||||||
Other, net | -- | -12 | -- | (12) | |||||||||||||
Total costs and expenses | 1,070,116 | 338,361 | 1,566 | 1,410,043 | |||||||||||||
Operating income (loss) | -866,966 | -114,074 | -1,611 | (982,651) | |||||||||||||
Other income (expense): | |||||||||||||||||
Interest expense, net | -34,469 | -34,114 | -- | (68,583) | |||||||||||||
Loss on extinguishment of debt | -37,248 | -- | -- | (37,248) | |||||||||||||
Earnings from equity investments | -12,930 | -- | 12,930 | -- | |||||||||||||
Other, net | 87 | -- | -- | 87 | |||||||||||||
Total other income (expense) | -84,560 | -34,114 | 12,930 | (105,744) | |||||||||||||
Income (loss) before income taxes | -951,526 | -148,188 | 11,319 | (1,088,395) | |||||||||||||
Income tax benefit (expense) | 11,511 | -75 | -- | 11,436 | |||||||||||||
Net income (loss) | $ | (940,015) | $ | (148,263) | $ | 11,319 | $ | (1,076,959) | |||||||||
For the Six Months | |||||||||||||||||
Ended June 30, 2013 | |||||||||||||||||
MRD | MEMP | Other, | Consolidated | ||||||||||||||
Adjustments & | & Combined | ||||||||||||||||
Eliminations | Totals | ||||||||||||||||
Revenues: | |||||||||||||||||
Oil & natural gas sales | $ | 110,834 | $ | 157,261 | $ | -- | $ | 268,095 | |||||||||
Other revenues | 233 | 1,015 | -117 | 1,131 | |||||||||||||
Total revenues | 111,067 | 158,276 | -117 | 269,226 | |||||||||||||
Costs and expenses: | |||||||||||||||||
Lease operating | 10,921 | 41,588 | -158 | 52,351 | |||||||||||||
Pipeline operating | -- | 949 | -- | 949 | |||||||||||||
Exploration | 698 | 275 | -- | 973 | |||||||||||||
Production and ad valorem taxes | 7,209 | 8,847 | -- | 16,056 | |||||||||||||
Depreciation, depletion, and amortization | 42,129 | 45,063 | -- | 87,192 | |||||||||||||
General and administrative | 14,813 | 21,483 | 40 | 36,336 | |||||||||||||
Accretion of asset retirement obligations | 369 | 2,293 | -- | 2,662 | |||||||||||||
(Gain) loss on commodity derivative instruments | -8,574 | -23,010 | -- | (31,584) | |||||||||||||
(Gain) loss on sale of properties | 6,713 | -2,868 | -- | 3,845 | |||||||||||||
Other, net | -25 | 597 | 26 | 598 | |||||||||||||
Total costs and expenses | 74,253 | 95,217 | -92 | 169,378 | |||||||||||||
Operating income (loss) | 36,814 | 63,059 | -25 | 99,848 | |||||||||||||
Other income (expense): | |||||||||||||||||
Interest expense, net | -6,906 | -14,473 | -- | (21,379) | |||||||||||||
Earnings from equity investments | 10,814 | -- | -10,814 | -- | |||||||||||||
Other, net | 32 | -- | 25 | 57 | |||||||||||||
Total other income (expense) | 3,940 | -14,473 | -10,789 | (21,322) | |||||||||||||
Income before income taxes | 40,754 | 48,586 | -10,814 | 78,526 | |||||||||||||
Income tax benefit (expense) | -- | -188 | -- | (188) | |||||||||||||
Net income (loss) | $ | 40,754 | $ | 48,398 | $ | (10,814) | $ | 78,338 | |||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||||||
Commitments and Contingencies | ' | ||||||||
Note 15. Commitments and Contingencies | |||||||||
Litigation & Environmental | |||||||||
As part of our normal business activities, we may be named as defendants in litigation and legal proceedings, including those arising from regulatory and environmental matters. Although we are insured against various risks to the extent we believe it is prudent, there is no assurance that the nature and amount of such insurance will be adequate, in every case, to indemnify us against liabilities arising from future legal proceedings. We are not aware of any litigation, pending or threatened, that we believe is reasonably likely to have a significant adverse effect on our financial position, results of operations or cash flows. | |||||||||
At June 30, 2014 and December 31, 2013, we had $2.6 million and $0.6 million of environmental reserves recorded on our balance sheets, respectively. During the six months ended June 30, 2014, MEMP recorded $2.9 million of estimated environmental remediation expenses associated with its Permian and Wyoming oil and gas properties. These expenses are reflected as a component of lease operating expenses on our statement of operations. Environmental costs for remediation are accrued when environmental remediation efforts are probable and the costs can be reasonably estimated. Such accruals are based on management’s best estimate of the ultimate cost to remediate a site and are adjusted as further information and circumstances develop. Those estimates may change substantially depending on information about the nature and extent of contamination, appropriate remediation technologies and regulatory approvals. | |||||||||
Supplemental Bond for Decommissioning Liabilities Trust Agreement | |||||||||
The trust account is held by Rise Energy Operating, LLC (“REO”), a wholly-owned subsidiary of MEMP, for the benefit of all working interest owners. The following is a summary of the gross held-to-maturity investments held in the trust account less the outside working interest owners share as of June 30, 2014 (in thousands): | |||||||||
Investment | Amortized | ||||||||
Cost | |||||||||
U.S. Bank Money Market Cash Equivalent | $ | 132,003 | |||||||
Less: Outside working interest owners share | (63,690) | ||||||||
$ | 68,313 | ||||||||
The trust account must maintain minimum balances attributable to REO’s net working interest as follows (in thousands): | |||||||||
June 30, 2014 | $ | 68,310 | |||||||
June 30, 2015 | $ | 72,450 | |||||||
June 30, 2016 | $ | 76,590 | |||||||
December 31, 2016 | $ | 78,660 | |||||||
As of June 30, 2014, the maximum remaining obligation net to REO’s interest was approximately $10.3 million. | |||||||||
Processing Plant Expansions by Third Party Gatherer | |||||||||
In 2012, WildHorse Resources contracted with Regency Field Services LLC (the “Gatherer”) to expand their Dubach processing plant by up to 70 MMcf per day among other facility and infrastructure improvements. The expansion project was complete and fully operational by July 2013. WildHorse Resources will pay a payback demand fee until the payback demand fees received by the Gatherer plus any third party fees equal 110% of the new facility cost. For each month from the commencement date through the month in which the payout date occurs, WildHorse Resources will pay a payback demand fee equal to the monthly demand quantity (136,200 MMBtu per day) times $0.26 per MMBtu. In addition, for each MMBtu gathered in excess of the demand quantity, WildHorse Resources will pay a payback demand fee of $0.26 per MMBtu. The contract with the Gatherer for the Dubach processing plant was amended effective February 1, 2014 where the payback demand fee for the Dubach processing plant increased from $0.26 to $0.275 cents per MMbtu. | |||||||||
In 2013, WildHorse Resources contracted with the Gatherer to build a new high pressure pipeline from the dedicated area to the Gatherer’s Dubberly processing plant in Webster Parish, LA amongst other pipeline and infrastructure improvements. The expansion project was complete and fully operational by mid-December 2013. WildHorse Resources will pay a payback demand fee until the payback demand fees received by the Gatherer plus any third party fees equal to 110% of the pipeline and infrastructure improvement costs. For each month from the commencement date through the month in which the payout date occurs, WildHorse Resources will pay a payback demand fee equal to the monthly demand fee times $0.31 per MMBtu. In addition, for each MMBtu gathered in excess of the demand quantity, WildHorse Resources will pay a payback demand fee of $0.31 per MMBtu. The monthly demand quantity is 56,750 MMBtu per day from the Dubberly start-up date through one full year thereafter and then increasing to 113,500 MMBtu per day until payout. The contract with the Gatherer for the new high pressure pipeline was amended effective February 1, 2014 where the payback demand fee decreased from $0.31 to $0.275 cents per MMbtu. | |||||||||
WildHorse Resources’ minimum commitments to the Gatherer, before other owner contributions, as of June 30, 2014 were as follows (in thousands): | |||||||||
Dubach | Dubberly | ||||||||
2014 | $ | 6,892 | $ | 2,872 | |||||
2015 | 13,671 | 11,393 | |||||||
2016 | 13,709 | 11,424 | |||||||
2017 | 13,671 | 11,393 | |||||||
2018 | 12,772 | 10,643 | |||||||
Total | $ | 60,715 | $ | 47,725 | |||||
Related Party Agreements | |||||||||
On March 17, 2014, WildHorse Resources entered into a gas processing agreement with PennTex. WildHorse Resources will be obligated to pay a minimum processing fee equal to approximately $18.3 million on an annual basis, subject to certain adjustments and conditions. See Note 13 for additional information. | |||||||||
Classic Operating entered into a gas gathering agreement and water disposal agreement with Classic Pipeline. See Note 13 for additional information. |
Subsequent_Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Note 16. Subsequent Events | |
MRD 5.875% Senior Unsecured Notes Offering | |
On July 10, 2014, the Company completed a private placement of $600.0 million aggregate principal amount of 5.875% senior unsecured notes (the “MRD Senior Notes”) at par. The MRD Senior Notes will mature on July 1, 2022. Interest on the MRD Senior Notes will accrue from July 10, 2014 and will be payable semiannually on January 1 and July 1 of each year, commencing on January 1, 2015. The MRD Senior Notes are fully and unconditionally guaranteed on a senior unsecured basis by certain of our existing subsidiaries. The MRD Senior Notes and the guarantees of the MRD Senior Notes will rank equally with our and the guarantors’ existing and future senior indebtedness, will be effectively junior to all of our and the guarantors’ existing and future secured indebtedness (to the extent of the value of the assets securing such indebtedness), and senior in right of payment to all of our and the guarantors’ subordinated indebtedness. The MRD Senior Notes will be structurally subordinated to the indebtedness and other liabilities of our non-guarantor subsidiaries, including MEMP and its subsidiaries and MEMP GP. In conjunction with the closing of the offer and sale of the MRD Senior Notes, the borrowing base under MRD’s revolving credit facility was automatically decreased by $56.5 million. | |
The MRD Senior Notes are governed by an indenture dated as of July 10, 2014. The MRD Senior Notes are subject to optional redemption at prices specified in the indenture plus accrued and unpaid interest, if any, to the date of redemption. The Company may also be required to repurchase the MRD Senior Notes upon a change of control. The indenture contains customary covenants and restrictive provisions, many of which will terminate if at any time no default exists under the indenture and the MRD Senior Notes receive an investment grade rating from both of two specified ratings agencies. MEMP and its subsidiaries are not subject to these covenants. The indenture also provides for customary and other events of default. In the case of an event of default arising from certain events of bankruptcy or insolvency with respect to either the Company or the guarantors, all outstanding MRD Senior Notes will become due and payable immediately without further action or notice. If any other event of default occurs and is continuing, the trustee or the holders of at least 25% in principal amount of the then outstanding MRD Senior Notes may declare all the MRD Senior Notes to be due and payable immediately. | |
MEMP July 2014 Third-Party Acquisition | |
On July 1, 2014, MEMP acquired certain oil and natural gas liquids properties in Wyoming (the “Acquisition”) from Merit Energy Company, LLC and certain of its affiliates for an aggregate adjusted purchase price of approximately $915.1 million, subject to customary post-closing adjustments. The Acquisition had an effective date of April 1, 2014. In conjunction with the closing of the Acquisition, the borrowing base under MEMP’s revolving credit facility was increased from $870 million to $1.44 billion. The Acquisition was funded with borrowings under MEMP’s revolving credit facility. | |
MEMP 2014 Equity Offering | |
On July 15, 2014, MEMP issued 9,890,000 common units representing limited partner interests in MEMP (including 1,290,000 common units purchased pursuant to the full exercise of the underwriters’ option to purchase additional common units) to the public at an offering price of $22.25 per unit generating total net proceeds of approximately $220.3 million after deducting underwriting discounts and commissions but before estimated offering expenses. The net proceeds from the equity offering were used to repay a portion of the outstanding borrowings under MEMP’s revolving credit facility. | |
MEMP 6.875% Senior Unsecured Notes Offering | |
On July 17, 2014, the MEMP Issuers completed a private placement of $500.0 million aggregate principal amount of 6.875% senior unsecured notes (the “2022 Senior Notes”). The 2022 Senior Notes were issued at 98.485% of par and are fully and unconditionally guaranteed (subject to customary release provisions on a joint and several basis by all of MEMP’s subsidiaries other than Finance Corp., which is co-issuer of the 2022 Senior Notes, and certain immaterial subsidiaries). The 2022 Senior Notes will mature on August 1, 2022 with interest accruing at 6.875% per annum and payable semi-annually in arrears on February 1 and August 1of each year, commencing on February 1, 2015. The indenture governing the 2022 Notes, dated as July 17, 2014, contains customary covenants and restrictive provisions, many of which will terminate if at any time no default exists under the indenture and the 2022 Senior Notes receive an investment grade rating from both of two specified ratings agencies. The indenture also provides for customary and other events of default. In the case of an event of default arising from certain events of bankruptcy or insolvency with respect to either of the MEMP Issuers, all outstanding 2022 Senior Notes will become due and payable immediately without further action or notice. If any other event of default occurs and is continuing, the trustee or the holders of at least 25% in principal amount of the then outstanding 2022 Senior Notes may declare all the 2022 Senior Notes to be due and payable immediately. The net proceeds from the notes offering of approximately $484.9 million, after deducting the initial purchasers’ discounts and commissions but before estimated offering expenses, were used to repay a portion of the outstanding borrowings under MEMP’s revolving credit facility and for general partnership purposes. In conjunction with the closing of the offer and sale of the 2022 Senior Notes, the borrowing base under MEMP’s revolving credit facility was automatically decreased from $1.44 billion to $1.315 billion. |
Background_Organization_and_Ba1
Background, Organization and Basis of Presentation (Policies) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Overview | ' | ||||||||
Overview | |||||||||
Memorial Resource Development Corp. (the “Company”) is a publicly traded Delaware corporation, the common shares of which are listed on the NASDAQ Global Market (“NASDAQ”) under the symbol “MRD.” Unless the context requires otherwise, references to “we,” “us,” “our,” “MRD,” or “the Company” are intended to mean the business and operations of Memorial Resource Development Corp. and its consolidated subsidiaries. | |||||||||
The Company was formed by Memorial Resource Development LLC (“MRD LLC”) in January 2014 to exploit, develop and acquire natural gas, NGL and oil properties in North America. MRD LLC was a Delaware limited liability company formed on April 27, 2011 by Natural Gas Partners VIII, L.P. (“NGP VIII”), Natural Gas Partners IX, L.P. (“NGP IX”) and NGP IX Offshore Holdings, L.P. (“NGP IX Offshore”) (collectively, the “Funds”) to exploit, develop and acquire natural gas, NGL and oil properties. The Funds are private equity funds managed by Natural Gas Partners (“NGP”). MRD LLC’s consolidated and combined financial statements represent our predecessor for accounting and financial reporting purposes. | |||||||||
Initial Public Offering and Restructuring Transactions | ' | ||||||||
Initial Public Offering and Restructuring Transactions | |||||||||
On June 18, 2014, the Company completed its initial public offering of 21,500,000 common units at a price of $19.00 per share, which generated net proceeds to the Company of approximately $380.7 million after deducting underwriting discounts and commissions and other offering related fees and expenses. The following restructuring events and transactions occurred in connection with our initial public offering: | |||||||||
— | The Funds contributed all of their interests in MRD LLC to MRD Holdco LLC (“MRD Holdco”) and the members of our management who owned incentive units in MRD LLC exchanged those incentive units for substantially identical incentive units in MRD Holdco, after which MRD Holdco owned 100% of MRD LLC; | ||||||||
— | WildHorse Resources, LLC (“WildHorse Resources”) sold its subsidiary, WildHorse Resources Management Company, LLC (“WHR Management Company”), to an affiliate of the Funds for approximately $0.2 million in cash, and WHR Management Company entered into a services agreement with the Company and WildHorse Resources pursuant to which WHR Management Company will provide transition services to WildHorse Resources; | ||||||||
— | Classic Hydrocarbons Holdings, L.P. (“Classic”) and Classic Hydrocarbons GP Co., L.L.C. (“Classic GP”) distributed to MRD LLC the ownership interests in Classic Pipeline & Gathering, LLC (“Classic Pipeline”), which owns certain midstream assets in Texas, and Black Diamond Minerals, LLC (“Black Diamond”) distributed to MRD LLC its ownership interests in Golden Energy Partners LLC (“Golden Energy”), which sold all of its assets in May 2014; | ||||||||
— | MRD LLC contributed to us substantially all of its assets, comprised of: (i)100% of the ownership interests in Classic, Classic GP, Black Diamond, Beta Operating Company, LLC (“Beta Operating”), Memorial Resource Finance Corp., MRD Operating LLC (“MRD Operating”), Memorial Production Partners GP LLC (“MEMP GP”) (including MEMP GP’s ownership of 50% of Memorial Production Partners LP’s (“MEMP”) incentive distribution rights) and (ii) 99.9% of the membership interests in WildHorse Resources; | ||||||||
— | We issued 128,665,677 shares of our common stock to MRD LLC, which MRD LLC immediately distributed to MRD Holdco; | ||||||||
— | We assumed the obligations of MRD LLC under the indenture governing the $350 million in aggregate principal amount of 10.00% / 10.75% Senior PIK Toggle Notes due 2018 (the “PIK notes”) and reimbursed MRD LLC for the June 15, 2014 interest payment made on the PIK notes; | ||||||||
— | Certain former management members of WildHorse Resources contributed to us their outstanding incentive units in WildHorse Resources, as well as the remaining 0.1% of the membership interests in WildHorse Resources, and we issued 42,334,323 shares of our common stock and paid cash consideration of $30.0 million to such former management members of WildHorse Resources; | ||||||||
— | We entered into a registration rights agreement and a voting agreement with MRD Holdco and certain former management members of WildHorse Resources; | ||||||||
— | We entered into a new $2.0 billion revolving credit facility (see Note 8) and used approximately $614.5 million in borrowings under that facility to repay all amounts outstanding under WildHorse Resources’ credit agreements, to partially fund the cash consideration payable to the former management members of WildHorse Resources and to reimburse MRD LLC for the June 15, 2014 interest payment made on the PIK notes; | ||||||||
— | Notice of redemption was given to the PIK notes trustee (see Note 8) specifying a redemption date of July 16, 2014 and indicating that a portion of the net proceeds from our initial public offering, which temporarily reduced amounts outstanding under our new revolving credit facility, would be used to redeem the PIK notes at a redemption price of 102% of the principal amount of the PIK notes plus accrued and unpaid interest thereon to the date of redemption; | ||||||||
— | MRD Operating entered into a merger agreement with MRD LLC pursuant to which after the termination or earlier discharge of the PIK notes MRD LLC would merge into MRD Operating; | ||||||||
— | MRD LLC distributed to MRD Holdco the following: (i) BlueStone Natural Resources Holdings, LLC (“BlueStone”), which sold substantially all of its assets in July 2013 for $117.9 million, MRD Royalty LLC, which owns certain leasehold interests and overriding royalty interests in Texas and Montana, MRD Midstream LLC, which owns an indirect interest in certain midstream assets in North Louisiana, Golden Energy and Classic Pipeline; (ii) 5,360,912 subordinated units of MEMP; (iii) the right to the remaining cash to be released from the debt service reserve account in connection with the redemption or earlier discharge of the PIK notes plus the cash received from us in reimbursement of the interest paid on June 15, 2014 in respect of the PIK notes; and (iv) approximately $6.7 million of cash received by MRD LLC in connection with the sale of Golden Energy’s assets in May 2014; | ||||||||
— | We irrevocably deposited with the PIK notes trustee approximately $360.0 million on June 27, 2014, which was an amount sufficient to fund the redemption of the PIK notes on the redemption date and to satisfy and discharge our obligations under the PIK notes and the related indenture. The discharge became effective upon the irrevocable deposit of the funds with the PIK notes trustee; and | ||||||||
— | MRD LLC merged into MRD Operating. | ||||||||
Previous Owners | ' | ||||||||
Previous Owners | |||||||||
References to “the previous owners” for accounting and financial reporting purposes refer collectively to: | |||||||||
— | Certain oil and natural gas properties and related assets primarily in the Permian Basin, East Texas and the Rockies that MEMP acquired through equity transactions on October 1, 2013 from certain affiliates of NGP. On October 1, 2013, MEMP acquired Boaz Energy, LLC (“Boaz”), Crown Energy Partners, LLC (“Crown”), the Crown net profits interest and overriding royalty interest (“Crown NPI/ORRI”), Propel Energy SPV LLC (“Propel SPV”), together with its wholly-owned subsidiary Propel Energy Services, LLC (“Propel Energy Services”), and Stanolind Oil and Gas SPV LLC (“Stanolind SPV”) from Boaz Energy Partners, LLC (“Boaz Energy Partners”), Crown Energy Partners Holdings, LLC (“Crown Holdings”), Propel Energy, LLC (“Propel Energy”) and Stanolind Oil and Gas LP (“Stanolind”), all of which are primarily owned by two of the Funds. | ||||||||
— | A net profits interest that WildHorse Resources purchased from NGP Income Co-Investment Fund II, L.P. (“NGPCIF”) on February 28, 2014 (“NGPCIF NPI”). NGPCIF is controlled by NGP. Upon the completion of the 2010 Petrohawk and Clayton Williams acquisitions, WildHorse Resources sold a net profits interest in these properties to NGPCIF. Since WildHorse Resources sold the net profits interest, the historical results are accounted for as a working interest for all periods. | ||||||||
Our unaudited financial statements reported herein include the financial position and results attributable to: (i) those certain oil and natural gas properties and related assets that MEMP acquired through equity transactions on October 1, 2013 from Boaz Energy Partners, Crown Holdings, Propel Energy and Stanolind and (ii) NGPCIF NPI. | |||||||||
Basis of Presentation | ' | ||||||||
Basis of Presentation | |||||||||
The financial statements reported herein include the financial position and results attributable to both our predecessor and the previous owners on a combined basis for periods prior to our initial public offering. For periods after the completion of our public, our consolidated financial statements include our accounts and those of our majority-owned subsidiaries in which we have a controlling interest. Due to our control of MEMP through our ownership of MEMP GP, we are required to consolidate MEMP for accounting and financial reporting purposes. MEMP is owned 99.9% by its limited partners and 0.1% by MEMP GP. | |||||||||
All material intercompany transactions and balances have been eliminated in preparation of our consolidated and combined financial statements. Our results of operations for the three and six months ended June 30, 2014 are not necessarily indicative of results expected for the full year. In our opinion, the accompanying unaudited condensed consolidated and combined financial statements include all adjustments of a normal recurring nature necessary for fair presentation. Although we believe the disclosures in these financial statements are adequate and make the information presented not misleading, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). | |||||||||
We have two reportable business segments, both of which are engaged in the acquisition, exploitation, development and production of oil and natural gas properties (See Note 14). Our reportable business segments are as follows: | |||||||||
— | MRD—reflects the combined operations of the Company, MRD LLC, WildHorse Resources and its previous owners, Classic and Classic GP, Black Diamond, BlueStone, Beta Operating and MEMP GP. | ||||||||
— | MEMP—reflects the combined operations of MEMP, its previous owners, and historical dropdown transactions that occurred between MEMP and other MRD LLC consolidating subsidiaries. | ||||||||
Segment financial information has been retrospectively revised for the following common control transactions for comparability purposes: | |||||||||
— | acquisition by MEMP of all the outstanding membership interests in Tanos Energy, LLC (“Tanos”) from MRD LLC for a purchase price of approximately $77.4 million on October 1, 2013; | ||||||||
— | acquisition by MEMP of all the outstanding membership interests in Prospect Energy, LLC (“Prospect Energy”) from Black Diamond for a purchase price of approximately $16.3 million on October 1, 2013; | ||||||||
— | acquisition by MEMP of certain of the oil and natural gas properties in Jackson County, Texas from MRD LLC for a purchase price of approximately $2.6 million on October 1, 2013; and | ||||||||
— | acquisition by MEMP of all the outstanding membership interests in WHT Energy Partners LLC (“WHT”) from WildHorse Resources and Tanos for a purchase price of approximately $200.0 million on March 28, 2013. | ||||||||
Use of Estimates | ' | ||||||||
Use of Estimates | |||||||||
The preparation of the accompanying unaudited condensed consolidated and combined financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated and combined financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||
Significant estimates include, but are not limited to, oil and natural gas reserves; depreciation, depletion, and amortization of proved oil and natural gas properties; future cash flows from oil and natural gas properties; impairment of long-lived assets; fair value of derivatives; fair value of equity compensation; fair values of assets acquired and liabilities assumed in business combinations and asset retirement obligations. | |||||||||
Principles of Consolidation and Combination | ' | ||||||||
Principles of Consolidation and Combination | |||||||||
Our consolidated financial statements include our accounts and those of our subsidiaries in which we have a controlling interest. Likewise, the combined financial statements include those of our predecessor and the previous owners. | |||||||||
Cash and Cash Equivalents | ' | ||||||||
Cash and Cash Equivalents | |||||||||
Cash and cash equivalents represent unrestricted cash on hand and all highly liquid investments with original contractual maturities of three months or less. | |||||||||
Concentrations of Credit Risk | ' | ||||||||
Concentrations of Credit Risk | |||||||||
Cash balances, accounts receivable, restricted investments and derivative financial instruments are financial instruments potentially subject to credit risk. Cash and cash equivalents are maintained in bank deposit accounts which, at times, may exceed the federally insured limits. Management periodically reviews and assesses the financial condition of the banks to mitigate the risk of loss. Various restricted investment accounts fund certain long-term contractual and regulatory asset retirement obligations and collateralize certain regulatory bonds associated with MEMP’s offshore Southern California oil and gas properties. These restricted investments consist of money market deposit accounts, money market mutual funds, commercial paper, and U.S. Government securities, all held with credit-worthy financial institutions. Derivative financial instruments are generally executed with major financial institutions that expose us to market and credit risks and which may, at times, be concentrated with certain counterparties. The creditworthiness of the counterparties is subject to continual review. We rely upon netting arrangements with counterparties to reduce credit exposure. We have not experienced any losses from such instruments. | |||||||||
Oil and natural gas are sold to a variety of purchasers, including intrastate and interstate pipelines or their marketing affiliates and independent marketing companies. Accounts receivable from joint operations are from a number of oil and natural gas companies, partnerships, individuals, and others who own interests in the properties operated by us and our predecessor. Generally, operators of crude oil and natural gas properties have the right to offset future revenues against unpaid charges related to operated wells, minimizing the credit risk associated with these receivables. Additionally, management believes that any credit risk imposed by a concentration in the oil and natural gas industry is mitigated by the creditworthiness of its customer base. An allowance for doubtful accounts is recorded after all reasonable efforts have been exhausted to collect or settle the amount owed. Any amounts outstanding longer than the contractual terms are considered past due. Management determined that an allowance for uncollectible accounts was unnecessary at both June 30, 2014 and December 31, 2013, respectively. | |||||||||
If we were to lose any one of our customers, the loss could temporarily delay production and the sale of oil and natural gas in the related producing region. If we were to lose any single customer, we believe that a substitute customer to purchase the impacted production volumes could be identified. | |||||||||
Oil and Natural Gas Properties | ' | ||||||||
Oil and Natural Gas Properties | |||||||||
Oil and natural gas exploration, development and production activities are accounted for in accordance with the successful efforts method of accounting. Under this method, costs of acquiring properties, costs of drilling successful exploration wells, and development costs are capitalized. The costs of exploratory wells are initially capitalized pending a determination of whether proved reserves have been found. At the completion of drilling activities, the costs of exploratory wells remain capitalized if determination is made that proved reserves have been found. If no proved reserves have been found, the costs of each of the related exploratory wells are charged to expense. In some cases, a determination of proved reserves cannot be made at the completion of drilling, requiring additional testing and evaluation of the wells. The costs of such exploratory wells are expensed if a determination of proved reserves has not been made within a twelve-month period after drilling is complete. Exploration costs such as geological, geophysical, and seismic costs are expensed as incurred. | |||||||||
As exploration and development work progresses and the reserves on these properties are proven, capitalized costs attributed to the properties are subject to depreciation and depletion. Depletion of capitalized costs is provided using the units-of-production method based on proved oil and gas reserves related to the associated field. Capitalized drilling and development costs of producing oil and natural gas properties are depleted over proved developed reserves and leasehold costs are depleted over total proved reserves. | |||||||||
On the sale or retirement of a complete or partial unit of a proved property or pipeline and related facilities, the cost and related accumulated depreciation, depletion, and amortization are removed from the property accounts, and any gain or loss is recognized. | |||||||||
Impairments | ' | ||||||||
Impairments | |||||||||
Proved oil and natural gas properties are reviewed for impairment when events and circumstances indicate a possible decline in the recoverability of the carrying value of such properties, such as a downward revision of the reserve estimates, less than expected production, drilling results, higher operating and development costs, or lower commodity prices. The estimated undiscounted future cash flows expected in connection with the property are compared to the carrying value of the property to determine if the carrying amount is recoverable. If the carrying value of the property exceeds its estimated undiscounted future cash flows, the carrying amount of the property is reduced to its estimated fair value using Level 3 inputs. The factors used to determine fair value include, but are not limited to, estimates of proved reserves, future commodity prices, the timing of future production and capital expenditures and a discount rate commensurate with the risk reflective of the lives remaining for the respective oil and gas properties. | |||||||||
Unproved oil and natural gas properties are assessed for impairment on a property-by-property basis. A loss is recognized by providing a valuation allowance if the assessment indicates an impairment. The impairment assessment is affected by economic factors such as the results of exploration activities, commodity price outlooks, remaining lease terms, and potential shifts in business strategy employed by management. | |||||||||
Asset Retirement Obligations | ' | ||||||||
Asset Retirement Obligations | |||||||||
An asset retirement obligation associated with retiring long-lived assets is recognized as a liability on a discounted basis in the period in which the legal obligation is incurred and becomes determinable, with an equal amount capitalized as an addition to oil and natural gas properties, which is allocated to expense over the useful life of the asset. Generally, oil and gas producing companies incur such a liability upon acquiring or drilling a well. Accretion expense is recognized over time as the discounted liabilities are accreted to their expected settlement value. Upon settlement of the liability, a gain or loss is recognized as a component of exploration costs to the extent the actual costs differ from the recorded liability. See Note 6 for further discussion of asset retirement obligations. | |||||||||
Oil and Gas Reserves | ' | ||||||||
Oil and Gas Reserves | |||||||||
The estimates of proved oil and natural gas reserves utilized in the preparation of the consolidated and combined financial statements are estimated in accordance with the rules established by the SEC and the Financial Accounting Standards Board (“FASB”). These rules require that reserve estimates be prepared under existing economic and operating conditions using a trailing 12-month average price with no provision for price and cost escalations in future years except by contractual arrangements. | |||||||||
Reserve estimates are inherently imprecise. Accordingly, the estimates are expected to change as more current information becomes available. It is possible that, because of changes in market conditions or the inherent imprecision of reserve estimates, the estimates of future cash inflows, future gross revenues, the amount of oil and natural gas reserves, the remaining estimated lives of oil and natural gas properties, or any combination of the above may be increased or reduced. Increases in recoverable economic volumes generally reduce per unit depletion rates while decreases in recoverable economic volumes generally increase per unit depletion rates. | |||||||||
Other Property & Equipment | ' | ||||||||
Other Property & Equipment | |||||||||
Other property and equipment is stated at historical costs and is comprised primarily of vehicles, furniture, fixtures, and computer hardware and software. Depreciation of other property and equipment is calculated using the straight-line method generally based on estimated useful lives of three to five years. | |||||||||
Restricted Investments | ' | ||||||||
Restricted Investments | |||||||||
Various restricted investment accounts fund certain long-term contractual and regulatory asset retirement obligations and collateralize certain regulatory bonds associated with MEMP’s offshore Southern California oil and gas properties. These investments are classified as held-to-maturity, and such investments are stated at amortized cost. Interest earned on these investments is included in interest expense – net in the statement of operations. The amortized cost of such investments is adjusted for amortization of premiums and accretion of discounts to maturity. At June 30, 2014, these restricted investments consisted of money market deposit accounts, money market mutual funds, commercial paper, and U.S. Government securities. See Note 7 for additional information. | |||||||||
Debt Issuance Costs | ' | ||||||||
Debt Issuance Costs | |||||||||
These costs are recorded on the balance sheet and amortized over the term of the associated debt using the straight-line method which approximates the effective yield method. | |||||||||
Revenue Recognition | ' | ||||||||
Revenue Recognition | |||||||||
Revenue from the sale of oil and natural gas is recognized when title passes, net of royalties due to third parties. Oil and natural gas revenues are recorded using the sales method. Under this method, revenues are recognized based on actual volumes of oil and natural gas sold to purchasers, regardless of whether the sales are proportionate to our ownership in the property. An asset or a liability is recognized to the extent that we have an imbalance in excess of our proportionate share of the remaining recoverable reserves on the underlying properties. | |||||||||
Derivative Instruments | ' | ||||||||
Derivative Instruments | |||||||||
Commodity derivative financial instruments (e.g., swaps, collars, and put options) are used to reduce the impact of natural gas and oil price fluctuations. Interest rate swaps are used to manage exposure to interest rate volatility, primarily as a result of variable rate borrowings under the credit facilities. Every derivative instrument is recorded on the balance sheet as either an asset or liability measured at its fair value. Changes in the derivative’s fair value are recognized in earnings as we have not elected hedge accounting for any of our derivative positions. | |||||||||
Income Tax | ' | ||||||||
Income Tax | |||||||||
Prior to our initial public offering, MRD LLC was organized as a pass-through entity for federal income tax purposes and was not subject to federal income taxes; however, certain of its consolidating subsidiaries were taxed as corporations and subject to federal income taxes. We are organized as a taxable C corporation and subject to federal and certain state income taxes. We are also subject to the Texas margin tax and certain aspects of the tax make it similar to an income tax as the tax is assessed on 1% of taxable margin apportioned to operations in Texas. | |||||||||
Deferred federal and state income taxes are provided on temporary differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. If it is more likely than not that some of the deferred tax assets will not be realized, the tax asset is reduced by a valuation allowance. A tax benefit from an uncertain tax position is recognized when it is more likely than not that the position will be sustained upon examination, based on the technical merits of the position. The tax benefit recorded is equal to the largest amount that is greater than 50% likely to be realized through final settlement with a taxing authority. There were no uncertain tax positions that required recognition in the financial statements at both June 30, 2014 and December 31, 2013, respectively. | |||||||||
In June 2014, we recorded a deferred tax liability of approximately $43.3 million in stockholders’ equity in connection with our initial public offering and the related restructuring transactions. The tax bases of our assets and liabilities changed as a result our initial public offering and the related restructuring transactions, which represented a transaction among stockholders. | |||||||||
Earnings Per Share | ' | ||||||||
Earnings Per Share | |||||||||
Basic earnings per share (“EPS”) is computed based on the average number of shares of common stock outstanding for the period. Diluted EPS includes the effect of the Company’s outstanding restricted stock awards if the inclusion of these awards is dilutive. See Note 10 for additional information. | |||||||||
Incentive-Based Compensation Arrangements | ' | ||||||||
Incentive-Based Compensation Arrangements | |||||||||
The fair value of equity-classified awards (e.g., restricted stock awards) is amortized to earnings over the requisite service or vesting period. Compensation expense for liability-classified awards are recognized over the requisite service or vesting period of an award based on the fair value of the award re-measured at each reporting period. Generally, no compensation expense is recognized for equity instruments that do not vest. | |||||||||
Prior to the restructuring transactions, the governing documents of MRD LLC and certain of its subsidiaries, including WildHorse Resources and BlueStone, provided for the issuance of incentive units. The incentive units were subject to performance conditions that affected their vesting. Compensation cost was recognized only if the performance condition was probable of being satisfied at each reporting date. | |||||||||
In connection with the restructuring transactions, the MRD LLC incentive units were exchanged for substantially identical units in MRD Holdco, and such incentive units entitle holders thereof to portions of future distributions by MRD Holdco. While any such distributions made by MRD Holdco will not involve any cash payment by us, we will be required to recognize non-cash compensation expense, which may be material, in future periods. The compensation expense recognized by us related to the incentive units will be offset by a deemed capital contribution from MRD Holdco. | |||||||||
See Notes 11 and 12 for further information. | |||||||||
Current Liabilities - Accrued liabilities | ' | ||||||||
Current Liabilities – Accrued liabilities | |||||||||
Current accrued liabilities consisted of the following at the dates indicated (in thousands): | |||||||||
June 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Accrued capital expenditures | $ | 52,105 | $ | 48,579 | |||||
Accrued lease operating expense | 11,038 | 13,240 | |||||||
Accrued general and administrative expenses | 7,650 | 14,485 | |||||||
Accrued initial public offering expenses | 957 | -- | |||||||
Accrued ad valorem and production taxes | 7,041 | 3,541 | |||||||
Accrued interest payable | 8,923 | 11,934 | |||||||
Accrued environmental | 797 | 577 | |||||||
Other miscellaneous, including operator advances | 1,536 | 5,774 | |||||||
$ | 90,047 | $ | 98,130 | ||||||
New Accounting Pronouncements | ' | ||||||||
New Accounting Pronouncements | |||||||||
Revenue from Contracts with Customers. In May 2014, the FASB issued a comprehensive new revenue recognition standard for contracts with customers that will supersede most current revenue recognition guidance, including industry-specific guidance. The core principle of this standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, the standard provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include the capitalization and amortization of certain contract costs, ensuring the time value of money is considered in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. This guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. The new standard is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Early application is prohibited. The standard permits the use of either the retrospective or cumulative effect transition method. This guidance will be applicable to the Company beginning on January 1, 2017. The Company is currently assessing the impact that adopting this new accounting guidance will have on its financial consolidated financial statements and footnote disclosures. | |||||||||
Reporting Discontinued Operations. In April 2014, the FASB issued an accounting standards update that changes the criteria for determining when disposals can be presented as discontinued operations and modifies discontinued operations disclosures. The new guidance now defines a “discontinued operation” as (i) a disposal of a component or group of components that is disposed of or is classified as held for sale and “represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results” or (ii) an acquired business or nonprofit activity that is classified as held for sale on the date of acquisition. We will adopt this guidance and apply the disclosure requirements prospectively beginning on January 1, 2015. | |||||||||
Other accounting standards that have been issued by the FASB or other standards-setting bodies are not expected to have a material impact on the Company’s financial position, results of operations and cash flows. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Schedule of Current Accrued Liabilities | ' | ||||||||
Current accrued liabilities consisted of the following at the dates indicated (in thousands): | |||||||||
June 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Accrued capital expenditures | $ | 52,105 | $ | 48,579 | |||||
Accrued lease operating expense | 11,038 | 13,240 | |||||||
Accrued general and administrative expenses | 7,650 | 14,485 | |||||||
Accrued initial public offering expenses | 957 | -- | |||||||
Accrued ad valorem and production taxes | 7,041 | 3,541 | |||||||
Accrued interest payable | 8,923 | 11,934 | |||||||
Accrued environmental | 797 | 577 | |||||||
Other miscellaneous, including operator advances | 1,536 | 5,774 | |||||||
$ | 90,047 | $ | 98,130 | ||||||
Acquisitions_and_Divestitures_
Acquisitions and Divestitures (Tables) | 6 Months Ended | ||||||||||||||
Jun. 30, 2014 | |||||||||||||||
Acquisition-Related Costs | ' | ||||||||||||||
Acquisition-related costs are included in general and administrative expenses in the accompanying statements of operations for the periods indicated below (in thousands): | |||||||||||||||
For the Three Months | For the Six Months | ||||||||||||||
Ended June 30, | Ended June 30, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||
$ | 1,593 | $ | 1,839 | $ | 4,055 | $ | 2,096 | ||||||||
Eagle Ford Acquisition [Member] | ' | ||||||||||||||
Summary of Fair Value Assessment of Assets Acquired and Liabilities Assumed | ' | ||||||||||||||
The following table summarizes the preliminary fair value assessment of the assets acquired and liabilities assumed as of the acquisition date (in thousands): | |||||||||||||||
Eagle Ford | |||||||||||||||
Acquisition | |||||||||||||||
Oil and gas properties | $ | 169,656 | |||||||||||||
Asset retirement obligations | (285) | ||||||||||||||
Accrued liabilities | (250) | ||||||||||||||
Total identifiable net assets | $ | 169,121 | |||||||||||||
Fair_Value_Measurements_of_Fin1
Fair Value Measurements of Financial Instruments (Tables) | 6 Months Ended | ||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||
Assets and Liabilities Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||||
The following table presents the gross derivative assets and liabilities that are measured at fair value on a recurring basis at June 30, 2014 and December 31, 2013 for each of the fair value hierarchy levels: | |||||||||||||||||||
Fair Value Measurements at June 30, 2014 Using | |||||||||||||||||||
Quoted Prices in | Significant Other | Significant | Fair Value | ||||||||||||||||
Active Market | Observable Inputs | Unobservable Inputs | |||||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||||
(In thousands) | |||||||||||||||||||
Assets: | |||||||||||||||||||
Commodity derivatives | $ | -- | $ | 69,792 | $ | -- | $ | 69,792 | |||||||||||
Interest rate derivatives | -- | 16 | -- | 16 | |||||||||||||||
Total assets | $ | -- | $ | 69,808 | $ | -- | $ | 69,808 | |||||||||||
Liabilities: | |||||||||||||||||||
Commodity derivatives | $ | -- | $ | 199,539 | $ | -- | $ | 199,539 | |||||||||||
Interest rate derivatives | -- | 5,102 | -- | 5,102 | |||||||||||||||
Total liabilities | $ | -- | $ | 204,641 | $ | -- | $ | 204,641 | |||||||||||
Fair Value Measurements at December 31, 2013 Using | |||||||||||||||||||
Quoted Prices in | Significant Other | Significant | Fair Value | ||||||||||||||||
Active Market | Observable Inputs | Unobservable Inputs | |||||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||||
(In thousands) | |||||||||||||||||||
Assets: | |||||||||||||||||||
Commodity derivatives | $ | -- | $ | 105,054 | $ | -- | $ | 105,054 | |||||||||||
Interest rate derivatives | -- | 884 | -- | 884 | |||||||||||||||
Total assets | $ | -- | $ | 105,938 | $ | -- | $ | 105,938 | |||||||||||
Liabilities: | |||||||||||||||||||
Commodity derivatives | $ | -- | $ | 58,234 | $ | -- | $ | 58,234 | |||||||||||
Interest rate derivatives | -- | 5,590 | -- | 5,590 | |||||||||||||||
Total liabilities | $ | -- | $ | 63,824 | $ | -- | $ | 63,824 | |||||||||||
Risk_Management_and_Derivative1
Risk Management and Derivative Instruments (Tables) | 6 Months Ended | ||||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||||
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Schedule of Open Commodity Positions | ' | ||||||||||||||||||||||||
At June 30, 2014, the MRD Segment had the following open commodity positions: | |||||||||||||||||||||||||
Remaining | 2015 | 2016 | 2017 | ||||||||||||||||||||||
2014 | |||||||||||||||||||||||||
Natural Gas Derivative Contracts: | |||||||||||||||||||||||||
Fixed price swap contracts: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 2,505,000 | 1,000,000 | 720,000 | 520,000 | |||||||||||||||||||||
Weighted-average fixed price | $ | 4.35 | $ | 4.2 | $ | 4.32 | $ | 4.45 | |||||||||||||||||
Collar contracts: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 730,000 | 1,580,000 | 1,100,000 | 1,050,000 | |||||||||||||||||||||
Weighted-average floor price | $ | 4.11 | $ | 4.14 | $ | 4 | $ | 4 | |||||||||||||||||
Weighted-average ceiling price | $ | 5.15 | $ | 4.61 | $ | 4.71 | $ | 5.06 | |||||||||||||||||
TGT Z1 basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 870,000 | 180,000 | 220,000 | 200,000 | |||||||||||||||||||||
Spread | $ | -0.07 | $ | -0.09 | $ | -0.08 | $ | -0.08 | |||||||||||||||||
Crude Oil Derivative Contracts: | |||||||||||||||||||||||||
Fixed price swap contracts: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 34,000 | 33,500 | -- | -- | |||||||||||||||||||||
Weighted-average fixed price | $ | 96.08 | $ | 93.86 | $ | -- | $ | -- | |||||||||||||||||
Collar contracts: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 12,000 | 2,000 | 27,000 | -- | |||||||||||||||||||||
Weighted-average floor price | $ | 86.67 | $ | 85 | $ | 80 | $ | -- | |||||||||||||||||
Weighted-average ceiling price | $ | 112.33 | $ | 101.35 | $ | 99.7 | $ | -- | |||||||||||||||||
NGL Derivative Contracts: | |||||||||||||||||||||||||
Fixed price swap contracts: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 131,000 | 85,000 | -- | -- | |||||||||||||||||||||
Weighted-average fixed price | $ | 46.26 | $ | 42.63 | $ | -- | $ | -- | |||||||||||||||||
At June 30, 2014, the MEMP Segment had the following open commodity positions: | |||||||||||||||||||||||||
Remaining | 2015 | 2016 | 2017 | 2018 | 2019 | ||||||||||||||||||||
2014 | |||||||||||||||||||||||||
Natural Gas Derivative Contracts: | |||||||||||||||||||||||||
Fixed price swap contracts: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 2,626,033 | 2,605,278 | 2,692,442 | 2,450,067 | 2,160,000 | 1,914,583 | |||||||||||||||||||
Weighted-average fixed price | $ | 4.33 | $ | 4.28 | $ | 4.40 | $ | 4.31 | $ | 4.51 | $ | 4.75 | |||||||||||||
Collar contracts: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 340,000 | 350,000 | -- | -- | -- | -- | |||||||||||||||||||
Weighted-average floor price | $ | 5 | $ | 4.62 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
Weighted-average ceiling price | $ | 6.31 | $ | 5.8 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
Call spreads (1): | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 120,000 | 80,000 | -- | -- | -- | -- | |||||||||||||||||||
Weighted-average sold strike price | $ | 5.17 | $ | 5.25 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
Weighted-average bought strike price | $ | 6.53 | $ | 6.75 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
Basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 2,875,833 | 2,940,000 | 600,000 | -- | -- | -- | |||||||||||||||||||
Spread | $ | -0.09 | $ | -0.12 | $ | (0.10) | $ | -- | $ | -- | $ | -- | |||||||||||||
Crude Oil Derivative Contracts: | |||||||||||||||||||||||||
Fixed price swap contracts: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 285,285 | 314,281 | 300,313 | 286,600 | 272,000 | 60,000 | |||||||||||||||||||
Weighted-average fixed price | $ | 95.8 | $ | 90.96 | $ | 85.44 | $ | 83.96 | $ | 83.24 | $ | 83.33 | |||||||||||||
Collar contracts: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 23,000 | 5,000 | -- | -- | -- | -- | |||||||||||||||||||
Weighted-average floor price | $ | 82.83 | $ | 80 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
Weighted-average ceiling price | $ | 105.31 | $ | 94 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
Basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 134,000 | 97,500 | -- | -- | -- | -- | |||||||||||||||||||
Spread | $ | -4.32 | $ | -7.07 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
NGL Derivative Contracts: | |||||||||||||||||||||||||
Fixed price swap contracts: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 171,000 | 149,200 | -- | -- | -- | -- | |||||||||||||||||||
Weighted-average fixed price | $ | 42.96 | $ | 43.02 | $ | -- | $ | -- | $ | -- | $ | -- | |||||||||||||
(1) | These transactions were entered into for the purpose of eliminating the ceiling portion of certain collar arrangements, which effectively converted the applicable collars into swaps. | ||||||||||||||||||||||||
The MEMP Segment basis swaps included in the table above is presented on a disaggregated basis below: | |||||||||||||||||||||||||
Remaining | 2015 | 2016 | |||||||||||||||||||||||
2014 | |||||||||||||||||||||||||
Natural Gas Derivative Contracts: | |||||||||||||||||||||||||
NGPL TexOk basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 2,305,833 | 2,280,000 | 600,000 | ||||||||||||||||||||||
Spread | $ | -0.09 | $ | -0.11 | $ | -0.1 | |||||||||||||||||||
NGPL STX basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 190,000 | -- | -- | ||||||||||||||||||||||
Spread | $ | -0.07 | $ | -- | $ | -- | |||||||||||||||||||
HSC basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | 380,000 | 150,000 | -- | ||||||||||||||||||||||
Spread | $ | -0.11 | $ | -0.08 | $ | -- | |||||||||||||||||||
CIG basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | -- | 210,000 | -- | ||||||||||||||||||||||
Spread | $ | -- | $ | -0.25 | $ | -- | |||||||||||||||||||
TETCO STX basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (MMBtu) | -- | 300,000 | -- | ||||||||||||||||||||||
Spread | $ | -- | $ | -0.09 | $ | -- | |||||||||||||||||||
Crude Oil Derivative Contracts: | |||||||||||||||||||||||||
Midway-Sunset basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 60,000 | 57,500 | -- | ||||||||||||||||||||||
Spread | $ | -9.25 | $ | -9.73 | $ | -- | |||||||||||||||||||
Midland basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 40,000 | 40,000 | -- | ||||||||||||||||||||||
Spread | $ | -3.68 | $ | -3.25 | $ | -- | |||||||||||||||||||
LLS Crude basis swaps: | |||||||||||||||||||||||||
Average Monthly Volume (Bbls) | 34,000 | -- | -- | ||||||||||||||||||||||
Spread | $ | 3.61 | $ | -- | $ | -- | |||||||||||||||||||
Schedule of Entity's Interest Rate Swap Open Positions | ' | ||||||||||||||||||||||||
At June 30, 2014, we had the following interest rate swap open positions: | |||||||||||||||||||||||||
Credit Facility | Remaining | 2015 | 2016 | ||||||||||||||||||||||
2014 | |||||||||||||||||||||||||
MEMP: | |||||||||||||||||||||||||
Average Monthly Notional (in thousands) | $ 236,667 | $ 280,833 | $ 150,000 | ||||||||||||||||||||||
Weighted-average fixed rate | 1.32% | 1.42% | 1.193% | ||||||||||||||||||||||
Floating rate | 1 Month LIBOR | 1 Month LIBOR | 1 Month LIBOR | ||||||||||||||||||||||
MRD: | |||||||||||||||||||||||||
Average Monthly Notional (in thousands) | $ 112,500 | $ 100,000 | $ -- | ||||||||||||||||||||||
Weighted-average fixed rate | 0.77% | 0.76% | -- | ||||||||||||||||||||||
Floating rate | 1 & 3 Month LIBOR | 1 & 3 Month LIBOR | -- | ||||||||||||||||||||||
Summary of Gross Fair Value and Net Recorded Fair Value of Derivative Instruments by Appropriate Balance Sheet Classification | ' | ||||||||||||||||||||||||
The following table summarizes both: (i) the gross fair value of derivative instruments by the appropriate balance sheet classification even when the derivative instruments are subject to netting arrangements and qualify for net presentation in the balance sheet and (ii) the net recorded fair value as reflected on the balance sheet at June 30, 2014 and December 31, 2013. There was no cash collateral received or pledged associated with our derivative instruments since most of the counterparties, or certain of their affiliates, to our derivative contracts is a lender under our collective credit agreements. | |||||||||||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||||||||||
June 30, | December 31, | June 30, | December 31, | ||||||||||||||||||||||
Type | Balance Sheet Location | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||
(In thousands) | |||||||||||||||||||||||||
Commodity contracts | Short-term derivative instruments | $ | 16,810 | $ | 21,759 | $ | 60,841 | $ | 19,739 | ||||||||||||||||
Interest rate swaps | Short-term derivative instruments | -- | 845 | 4,034 | 3,287 | ||||||||||||||||||||
Gross fair value | 16,810 | 22,604 | 64,875 | 23,026 | |||||||||||||||||||||
Netting arrangements | Short-term derivative instruments | (14,812) | (13,315) | (14,812) | (13,315) | ||||||||||||||||||||
Net recorded fair value | Short-term derivative instruments | $ | 1,998 | $ | 9,289 | $ | 50,063 | $ | 9,711 | ||||||||||||||||
Commodity contracts | Long-term derivative instruments | $ | 52,982 | $ | 83,295 | $ | 138,698 | $ | 38,495 | ||||||||||||||||
Interest rate swaps | Long-term derivative instruments | 16 | 39 | 1,068 | 2,303 | ||||||||||||||||||||
Gross fair value | 52,998 | 83,334 | 139,766 | 40,798 | |||||||||||||||||||||
Netting arrangements | Long-term derivative instruments | (48,704) | (34,718) | (48,704) | (34,718) | ||||||||||||||||||||
Net recorded fair value | Long-term derivative instruments | $ | 4,294 | $ | 48,616 | $ | 91,062 | $ | 6,080 | ||||||||||||||||
Schedule of Gains and Losses Related to Derivative Instruments | ' | ||||||||||||||||||||||||
The following table details the gains and losses related to derivative instruments for the three and six months ended June 30, 2014 and 2013 (in thousands): | |||||||||||||||||||||||||
For the Three Months | For the Six Months | ||||||||||||||||||||||||
Ended June 30, | Ended June 30, | ||||||||||||||||||||||||
Statements of | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Operations Location | |||||||||||||||||||||||||
Commodity derivative contracts | (Gain) loss on commodity derivatives | $ | 141,590 | $ | (54,129) | $ | 201,072 | $ | (31,584) | ||||||||||||||||
Interest rate derivatives | Interest expense, net | 821 | (1,913) | 1,323 | (1,857) |
Asset_Retirement_Obligations_T
Asset Retirement Obligations (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Asset Retirement Obligation Disclosure [Abstract] | ' | ||||||||
Summary of Changes in Asset Retirement Obligations | ' | ||||||||
The following table presents the changes in the asset retirement obligations for the six months ended June 30, 2014 (in thousands): | |||||||||
Asset retirement obligations at beginning of period | $ | 111,769 | |||||||
Liabilities added from acquisitions or drilling | 745 | ||||||||
Liabilities removed upon sale of wells to an affiliate | (728) | ||||||||
Liabilities removed upon plugging and abandoning | (344) | ||||||||
Revisions | 67 | ||||||||
Accretion expense | 3,048 | ||||||||
Asset retirement obligations at end of period | 114,557 | ||||||||
Less: current portion | 90 | ||||||||
Asset retirement obligations—long-term portion | $ | 114,467 | |||||||
Restricted_Investments_Tables
Restricted Investments (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Text Block [Abstract] | ' | ||||||||
Restricted Investment Balance | ' | ||||||||
The components of the restricted investment balance consisted of the following at the dates indicated: | |||||||||
June 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
(In thousands) | |||||||||
BOEM platform abandonment (See Note 15) | $ | 68,313 | $ | 66,373 | |||||
BOEM lease bonds | 794 | 794 | |||||||
SPBPC Collateral: | |||||||||
Contractual pipeline and surface facilities abandonment | 2,487 | 2,306 | |||||||
California State Lands Commission pipeline right-of-way bond | 3,005 | 3,005 | |||||||
City of Long Beach pipeline facility permit | 500 | 500 | |||||||
Federal pipeline right-of-way bond | 307 | 307 | |||||||
Port of Long Beach pipeline license | 100 | 100 | |||||||
Restricted investments | $ | 75,506 | $ | 73,385 | |||||
Long_Term_Debt_Tables
Long Term Debt (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||
Consolidated and Combined Debt Obligations | ' | ||||||||||||||||
The following table presents our consolidated and combined debt obligations at the dates indicated: | |||||||||||||||||
June 30, | December 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
(In thousands) | |||||||||||||||||
MRD Segment: | |||||||||||||||||
MRD $2.0 billion revolving credit facility, variable-rate, due June 2019 | $ | 619,000 | $ | -- | |||||||||||||
WildHorse Resources $1.0 billion revolving credit facility, variable-rate, terminated June 2014 | -- | 203,100 | |||||||||||||||
WildHorse Resources $325.0 million second lien term facility, variable-rate, terminated June 2014 | -- | 325,000 | |||||||||||||||
10.00%/10.75% senior PIK toggle notes redeemed June 2014 (1) | -- | 350,000 | |||||||||||||||
10.00%/10.75% senior PIK toggle notes unamortized discounts | -- | (6,950) | |||||||||||||||
Subtotal | 619,000 | 871,150 | |||||||||||||||
MEMP Segment: | |||||||||||||||||
MEMP $2.0 billion revolving credit facility, variable-rate, due March 2018 | 459,000 | 103,000 | |||||||||||||||
7.625% senior notes, fixed-rate, due May 2021 (2) | 700,000 | 700,000 | |||||||||||||||
Unamortized discounts | (10,194) | (10,933) | |||||||||||||||
Subtotal | 1,148,806 | 792,067 | |||||||||||||||
Total long-term debt | $ | 1,767,806 | $ | 1,663,217 | |||||||||||||
(1) | The estimated fair value of this fixed-rate debt was $348.3 million at December 31, 2013. The estimated fair value is based on quoted market prices and is classified as Level 2 within the fair value hierarchy. | ||||||||||||||||
(2) | The estimated fair value of this fixed-rate debt was $735.0 million and $721.0 million at June 30, 2014 and December 31, 2013, respectively. The estimated fair value is based on quoted market prices and is classified as Level 2 within the fair value hierarchy. | ||||||||||||||||
Borrowing Base Credit Facility | ' | ||||||||||||||||
The borrowing base for each credit facility was the following at the date indicated (in thousands): | |||||||||||||||||
June 30, | |||||||||||||||||
2014 | |||||||||||||||||
MRD Segment: | |||||||||||||||||
MRD $2.0 billion revolving credit facility, variable-rate, due June 2019 | $ | 725,000 | |||||||||||||||
MEMP Segment: | |||||||||||||||||
MEMP $2.0 billion revolving credit facility, variable-rate, due March 2018 | $ | 870,000 | |||||||||||||||
Summary of Weighted-Average Interest Rates Paid On Variable-Rate Debt Obligations | ' | ||||||||||||||||
The following table presents the weighted-average interest rates paid on our consolidated and combined variable-rate debt obligations for the periods presented: | |||||||||||||||||
Credit Facility | For the Three Months | For the Six Months | |||||||||||||||
Ended June 30, | Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
MRD Segment: | |||||||||||||||||
MRD revolving credit facility | 2.24% | n/a | 2.24% | n/a | |||||||||||||
MRD LLC revolver terminated December 2013 | n/a | 2.64% | n/a | 3.63% | |||||||||||||
WildHorse Resources revolver terminated June 2014 | 4.13% | 2.80% | 4.04% | 2.91% | |||||||||||||
WildHorse Resources second lien terminated June 2014 | 6.44% | 6.44% | 6.44% | 6.44% | |||||||||||||
Black Diamond terminated November 2013 | n/a | 3.96% | n/a | 3.34% | |||||||||||||
MEMP Segment: | |||||||||||||||||
MEMP revolving credit facility | 2.46% | 3.31% | 2.70% | 2.98% | |||||||||||||
WHT revolver terminated March 2013 | n/a | n/a | n/a | 1.11% | |||||||||||||
Tanos revolver terminated April 2013 | n/a | n/a | n/a | 2.12% | |||||||||||||
Stanolind revolver paid off by MEMP October 2013 | n/a | 3.79% | n/a | 3.56% | |||||||||||||
Boaz revolver terminated October 2013 | n/a | 2.89% | n/a | 3.07% | |||||||||||||
Crown revolver terminated October 2013 | n/a | 3.50% | n/a | 3.41% | |||||||||||||
Propel Energy revolver paid off by MEMP October 2013 | n/a | 2.89% | n/a | 3.08% | |||||||||||||
Summary of Unamortized Deferred Financing Costs Associated with Consolidated Debt Obligations | ' | ||||||||||||||||
Unamortized deferred financing costs associated with our consolidated and combined debt obligations were as follows at the dates indicated: | |||||||||||||||||
June 30, | December 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
(In thousands) | |||||||||||||||||
MRD Segment: | |||||||||||||||||
MRD revolving credit facility | $ | 4,679 | $ | -- | |||||||||||||
WildHorse Resources revolving credit facility | -- | 2,436 | |||||||||||||||
WildHorse Resources second lien term loan | -- | 9,030 | |||||||||||||||
PIK notes | -- | 8,261 | |||||||||||||||
MEMP Segment: | |||||||||||||||||
MEMP revolving credit facility | 5,019 | 5,413 | |||||||||||||||
2021 Senior Notes | 14,335 | 15,053 | |||||||||||||||
$ | 24,033 | $ | 40,193 | ||||||||||||||
Stockholders_Equity_and_Noncon1
Stockholders' Equity and Noncontrolling Interests (Tables) | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Equity [Abstract] | ' | ||||
Summary of Changes In Common Shares Issued | ' | ||||
The following is a summary of the changes in our common shares issued for the six months ended June 30, 2014: | |||||
Balance January 1, 2014 | -- | ||||
Shares of common stock issued in connection with restructuring transactions (Note 1) | 171,000,000 | ||||
Shares of common stock issued sold in initial public offering (Note 1) | 21,500,000 | ||||
Restricted common shares issued (Note 11) | 1,068,422 | ||||
Balance June 30, 2014 | 193,568,422 | ||||
Earnings_per_Share_Tables
Earnings per Share (Tables) | 6 Months Ended | ||||||||||
Jun. 30, 2014 | |||||||||||
Summary of Calculation of Earnings (Loss) Per Share, or EPS | ' | ||||||||||
The following sets forth the calculation of earnings (loss) per share, or EPS, for the periods indicated (in thousands, except per share amounts): | |||||||||||
For the Three | For the Six | ||||||||||
Months Ended | Months Ended | ||||||||||
June 30, | June 30, | ||||||||||
2014 | 2014 | ||||||||||
Numerator: | |||||||||||
Net income (loss) available to common stockholders | $ | (961,707) | $ | (961,707) | |||||||
Denominator: | |||||||||||
Weighted average common shares outstanding | 192,500 | 192,500 | |||||||||
Restricted common shares (1) | -- | -- | |||||||||
Weighted average common and common equivalent shares outstanding | 192,500 | 192,500 | |||||||||
Basic EPS | $ | (5.00) | $ | (5.00) | |||||||
Diluted EPS | $ | (5.00) | $ | (5.00) | |||||||
(1) | Unvested restricted common shares are not included in basic EPS calculations. The treasury stock method is applied to determine the dilutive effect of the unvested restricted common shares. For the periods presented, the restricted common shares were antidilutive due to net losses and excluded from the diluted EPS calculation. There were 149,672 incremental shares excluded from the computation of diluted EPS. | ||||||||||
Supplemental EPS [Member] | ' | ||||||||||
Summary of Calculation of Earnings (Loss) Per Share, or EPS | ' | ||||||||||
The following sets forth the calculation of our supplemental EPS, for the periods indicated (in thousands, except per share amounts): | |||||||||||
For the Three | For the Six | ||||||||||
Months Ended | Months Ended | ||||||||||
June 30, | June 30, | ||||||||||
2014 | 2014 | ||||||||||
Numerator: | |||||||||||
Net income (loss) attributable to Memorial Resource Development Corp. | $ | (948,349) | $ | (939,977) | |||||||
Denominator: | |||||||||||
Weighted average common shares outstanding | 192,500 | 192,500 | |||||||||
Restricted common shares (1) | -- | -- | |||||||||
Weighted average common and common equivalent shares outstanding | 192,500 | 192,500 | |||||||||
Basic EPS | $ | (4.93) | $ | (4.88) | |||||||
Diluted EPS | $ | (4.93) | $ | (4.88) | |||||||
(1) | Unvested restricted common shares are not included in basic EPS calculations. The treasury stock method is applied to determine the dilutive effect of the unvested restricted common shares. For the periods presented, the restricted common shares were antidilutive due to net losses and excluded from the diluted EPS calculation. There were 149,672 incremental shares excluded from the computation of diluted EPS. |
LongTerm_Incentive_Plans_Table
Long-Term Incentive Plans (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||||||
Summary of Information Regarding Restricted Common Unit Awards | ' | ||||||||||||||||
The following table summarizes information regarding restricted common share awards granted under the MRD LTIP for the periods presented: | |||||||||||||||||
Number of Units | Weighted- | ||||||||||||||||
Average Grant | |||||||||||||||||
Date Fair Value | |||||||||||||||||
per Unit (1) | |||||||||||||||||
Restricted common shares outstanding at December 31, 2013 | -- | $ | -- | ||||||||||||||
Granted (2) | 1,068,422 | $ | 19.00 | ||||||||||||||
Restricted common units outstanding at June 30, 2014 | 1,068,422 | $ | 19.00 | ||||||||||||||
(1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. | |||||||||||||||||
(2) The aggregate grant date fair value of restricted common share awards issued in 2014 was $20.3 million based on a grant date market price of $19.00 per share. | |||||||||||||||||
The following table summarizes information regarding restricted common unit awards granted under the MEMP LTIP for the periods presented: | |||||||||||||||||
Number of Units | Weighted- | ||||||||||||||||
Average Grant | |||||||||||||||||
Date Fair Value | |||||||||||||||||
per Unit (1) | |||||||||||||||||
Restricted common units outstanding at December 31, 2013 | 706,927 | $ | 18.62 | ||||||||||||||
Granted (2) | 669,898 | $ | 22.36 | ||||||||||||||
Forfeited | (8,863) | $ | 18.57 | ||||||||||||||
Vested | (256,130) | $ | 18.57 | ||||||||||||||
Restricted common units outstanding at June 30, 2014 | 1,111,832 | $ | 20.89 | ||||||||||||||
(1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. | |||||||||||||||||
(2) The aggregate grant date fair value of restricted common unit awards issued in 2014 was $15.0 million based on a grant date market price range of $21.99 - $22.37 per unit. | |||||||||||||||||
Summary of Amount of Compensation Expense Recognized | ' | ||||||||||||||||
The following table summarizes the amount of recognized compensation expense associated with these awards that are reflected in the accompanying statements of operations for the periods presented (in thousands): | |||||||||||||||||
For the Three Months | For the Six Months | ||||||||||||||||
Ended June 30, | Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
$ | 174 | -- | $ | 174 | -- | ||||||||||||
The following table summarizes the amount of recognized compensation expense associated with these awards that are reflected in the accompanying statements of operations for the periods presented (in thousands): | |||||||||||||||||
For the Three Months | For the Six Months | ||||||||||||||||
Ended June 30, | Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
$ | 1,665 | $ | 663 | $ | 2,960 | $ | 1,085 |
Incentive_Units_Tables
Incentive Units (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Compensation Related Costs [Abstract] | ' | ||||||||
Fair Value of Incentive Units Estimated | ' | ||||||||
The fair value of the incentive units was estimated using a Monte Carlo simulation valuation model with the following assumptions: | |||||||||
Exchanged Incentive Units | Subsequent Incentive Units | ||||||||
Valuation date | 6/30/14 | 6-30-2014 | |||||||
Dividend yield | 0% | 0% | |||||||
Expected volatility | 44.11% | 44.11% | |||||||
Risk-free rate | 0.84% | 0.84% | |||||||
Expected life (years) | 2.9 | 2.9 |
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 6 Months Ended | ||||
Jun. 30, 2014 | |||||
Related Party Transactions [Abstract] | ' | ||||
Schedule of Net Assets Recorded | ' | ||||
WildHorse Resources recorded the following net assets (in thousands): | |||||
Accounts receivable | $ 2,274 | ||||
Oil and natural gas properties, net | 40,056 | ||||
Accrued liabilities | (297) | ||||
Asset retirement obligations | (277) | ||||
Net assets | $ 41,756 | ||||
Book Value of Assets Sold | ' | ||||
The net book value of the assets sold was as follows (in thousands): | |||||
Cash and cash equivalents | $ 33,001 | ||||
Restricted cash | 300 | ||||
Accounts receivable | 5,256 | ||||
Prepaid expenses and other current assets | 379 | ||||
Property, plant and equipment, net | 3,410 | ||||
Other long-term assets | 4 | ||||
Accounts payable | (19,959) | ||||
Accounts payable – affiliates | (17,099) | ||||
Accrued liabilities | (5,061) | ||||
Net assets | $ 231 | ||||
Business_Segment_Data_Tables
Business Segment Data (Tables) | 6 Months Ended | ||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Summary of Selected Business Segment Information | ' | ||||||||||||||||
The following table presents selected business segment information for the periods indicated (in thousands): | |||||||||||||||||
MRD | MEMP | Other, | Consolidated | ||||||||||||||
Adjustments & | & Combined | ||||||||||||||||
Eliminations | Totals | ||||||||||||||||
Total revenues: | |||||||||||||||||
Three months ended June 30, 2014 | $ | 113,284 | $ | 123,310 | $ | -30 | $ | 236,564 | |||||||||
Three months ended June 30, 2013 | 56,905 | 90,174 | -34 | 147,045 | |||||||||||||
Six months ended June 30, 2014 | 203,150 | 224,287 | -45 | 427,392 | |||||||||||||
Six months ended June 30, 2013 | 111,067 | 158,276 | -117 | 269,226 | |||||||||||||
Adjusted EBITDA: (1) | |||||||||||||||||
Three months ended June 30, 2014 | 92,191 | 73,755 | -12,946 | 153,000 | |||||||||||||
Three months ended June 30, 2013 | 46,084 | 55,689 | 7,338 | 109,111 | |||||||||||||
Six months ended June 30, 2014 | 163,947 | 128,797 | -18,934 | 273,810 | |||||||||||||
Six months ended June 30, 2013 | 96,843 | 98,537 | -1,107 | 194,273 | |||||||||||||
Segment assets: (2) | |||||||||||||||||
As of June 30, 2014 | 1,143,636 | 1,859,349 | 40,935 | 3,043,920 | |||||||||||||
As of December 31, 2013 | 1,281,134 | 1,552,307 | -4,280 | 2,829,161 | |||||||||||||
Total cash expenditures for additions to long-lived assets: | |||||||||||||||||
Six months ended June 30, 2014 | 177,219 | 290,616 | -- | 467,835 | |||||||||||||
Six months ended June 30, 2013 | 141,349 | 95,069 | -- | 236,418 | |||||||||||||
(1) Adjustments and eliminations for the three and six months ended June 30, 2014 and 2013 include amounts related to the MRD’s Segment equity investments in the MEMP Segment as well the elimination of $3.0 million and $6.0 million of cash distributions that MEMP paid MRD LLC for the three and six months ended June 30, 2014, respectively, and $6.4 million and $12.7 million of cash distributions that MEMP paid MRD LLC for the three and six months ended June 30, 2013, respectively, related to MRD LLC’s partnership interests in MEMP. | |||||||||||||||||
(2) Adjustments and eliminations primarily represent the elimination of the MRD’s Segment equity investments in the MEMP Segment. The adjustment at June 30, 2014 and December 31, 2013 also includes $48.3 million and $49.9 million, respectively related to an impairment recognized by the MEMP Segment during 2013. This impairment did not exist on a consolidated basis. | |||||||||||||||||
Schedule of Calculation of Reportable Segment's Adjusted EBITDA | ' | ||||||||||||||||
Calculation of Reportable Segments’ Adjusted EBITDA | |||||||||||||||||
For the Three Months | |||||||||||||||||
Ended June 30, 2014 | |||||||||||||||||
MRD | MEMP | Combined | |||||||||||||||
Totals | |||||||||||||||||
(In thousands) | |||||||||||||||||
Net income (loss) | $ | -948,377 | $ | -114,206 | $ (1,062,583) | ||||||||||||
Interest expense, net | 16,495 | 18,036 | 34,531 | ||||||||||||||
Loss on extinguishment of debt | 37,248 | -- | 37,248 | ||||||||||||||
Income tax expense (benefit) | -11,536 | -- | (11,536) | ||||||||||||||
DD&A | 37,819 | 35,157 | 72,976 | ||||||||||||||
Accretion of AROs | 161 | 1,366 | 1,527 | ||||||||||||||
(Gain) loss on commodity derivative instruments | 3,244 | 138,346 | 141,590 | ||||||||||||||
Cash settlements received (paid) on commodity derivative instruments | -3,408 | -7,906 | (11,314) | ||||||||||||||
(Gain) loss on sale of properties | 3,167 | -- | 3,167 | ||||||||||||||
Acquisition related costs | 500 | 1,093 | 1,593 | ||||||||||||||
Incentive-based compensation expense | 942,992 | 1,665 | 944,657 | ||||||||||||||
Exploration costs | 940 | 204 | 1,144 | ||||||||||||||
Non-cash equity (income) loss from MEMP | 9,944 | -- | 9,944 | ||||||||||||||
Cash distributions from MEMP | 3,002 | -- | 3,002 | ||||||||||||||
Adjusted EBITDA | $ | 92,191 | $ | 73,755 | $ 165,946 | ||||||||||||
For the Three Months | |||||||||||||||||
Ended June 30, 2013 | |||||||||||||||||
MRD | MEMP | Combined | |||||||||||||||
Totals | |||||||||||||||||
(In thousands) | |||||||||||||||||
Net income (loss) | $ | 38,670 | $ | 52,695 | $ 91,365 | ||||||||||||
Interest expense, net | 4,078 | 7,931 | 12,009 | ||||||||||||||
Income tax expense (benefit) | -- | 188 | 188 | ||||||||||||||
DD&A | 19,045 | 24,672 | 43,717 | ||||||||||||||
Accretion of AROs | 184 | 1,148 | 1,332 | ||||||||||||||
(Gain) loss on commodity derivative instruments | -18,050 | -36,079 | (54,129) | ||||||||||||||
Cash settlements received (paid) on commodity derivative instruments | 1,771 | 3,286 | 5,057 | ||||||||||||||
(Gain) loss on sale of properties | 6,713 | -885 | 5,828 | ||||||||||||||
Acquisition related costs | 942 | 897 | 1,839 | ||||||||||||||
Incentive-based compensation expense | -- | 663 | 663 | ||||||||||||||
Non-cash compensation expense | -- | 1,125 | 1,125 | ||||||||||||||
Exploration costs | 69 | 48 | 117 | ||||||||||||||
Non-cash equity (income) loss from MEMP | -13,727 | -- | (13,727) | ||||||||||||||
Cash distributions from MEMP | 6,389 | -- | 6,389 | ||||||||||||||
Adjusted EBITDA | $ | 46,084 | $ | 55,689 | $ 101,773 | ||||||||||||
For the Six Months | |||||||||||||||||
Ended June 30, 2014 | |||||||||||||||||
MRD | MEMP | Combined | |||||||||||||||
Totals | |||||||||||||||||
(In thousands) | |||||||||||||||||
Net income (loss) | $ | -940,015 | $ | -148,263 | $ (1,088,278) | ||||||||||||
Interest expense, net | 34,469 | 34,114 | 68,583 | ||||||||||||||
Loss on extinguishment of debt | 37,248 | -- | 37,248 | ||||||||||||||
Income tax expense (benefit) | -11,511 | 75 | (11,436) | ||||||||||||||
DD&A | 67,946 | 61,902 | 129,848 | ||||||||||||||
Accretion of AROs | 325 | 2,723 | 3,048 | ||||||||||||||
(Gain) loss on commodity derivative instruments | 15,960 | 185,112 | 201,072 | ||||||||||||||
Cash settlements received (paid) on commodity derivative instruments | -8,629 | -15,875 | (24,504) | ||||||||||||||
(Gain) loss on sale of properties | 3,057 | -- | 3,057 | ||||||||||||||
Acquisition related costs | 1,068 | 2,987 | 4,055 | ||||||||||||||
Incentive-based compensation expense | 944,015 | 2,960 | 946,975 | ||||||||||||||
Exploration costs | 1,080 | 210 | 1,290 | ||||||||||||||
Provision for environmental remediation | -- | 2,852 | 2,852 | ||||||||||||||
Non-cash equity (income) loss from MEMP | 12,930 | -- | 12,930 | ||||||||||||||
Cash distributions from MEMP | 6,004 | -- | 6,004 | ||||||||||||||
Adjusted EBITDA | $ | 163,947 | $ | 128,797 | $ 292,744 | ||||||||||||
For the Six Months | |||||||||||||||||
Ended June 30, 2013 | |||||||||||||||||
MRD | MEMP | Combined | |||||||||||||||
Totals | |||||||||||||||||
(In thousands) | |||||||||||||||||
Net income (loss) | $ | 40,754 | $ | 48,398 | $ 89,152 | ||||||||||||
Interest expense, net | 6,906 | 14,473 | 21,379 | ||||||||||||||
Income tax expense (benefit) | -- | 188 | 188 | ||||||||||||||
DD&A | 42,129 | 45,063 | 87,192 | ||||||||||||||
Accretion of AROs | 369 | 2,293 | 2,662 | ||||||||||||||
(Gain) loss on commodity derivative instruments | -8,574 | -23,010 | (31,584) | ||||||||||||||
Cash settlements received (paid) on commodity derivative instruments | 5,757 | 10,403 | 16,160 | ||||||||||||||
(Gain) loss on sale of properties | 6,713 | -2,868 | 3,845 | ||||||||||||||
Acquisition related costs | 984 | 1,112 | 2,096 | ||||||||||||||
Incentive-based compensation expense | -- | 1,085 | 1,085 | ||||||||||||||
Non-cash compensation expense | -- | 1,125 | 1,125 | ||||||||||||||
Exploration costs | 698 | 275 | 973 | ||||||||||||||
Non-cash equity (income) loss from MEMP | -11,604 | -- | (11,604) | ||||||||||||||
Cash distributions from MEMP | 12,711 | -- | 12,711 | ||||||||||||||
Adjusted EBITDA | $ | 96,843 | $ | 98,537 | $ 195,380 | ||||||||||||
Reconciliation of Total Reportable Segment's Adjusted EBITDA to Net Income (Loss) | ' | ||||||||||||||||
The following table presents a reconciliation of total reportable segments’ Adjusted EBITDA to net income (loss) for each of the periods indicated (in thousands). | |||||||||||||||||
For the Three Months | For the Six Months | ||||||||||||||||
Ended June 30, | Ended June 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Total Reportable Segments’ Adjusted EBITDA | $ | 165,946 | $ | 101,773 | $ | 292,744 | $ | 195,380 | |||||||||
Adjustments to reconcile Adjusted EBITDA to net income (loss): | |||||||||||||||||
Interest expense, net | (34,531) | (12,009) | (68,583) | (21,379) | |||||||||||||
Loss on extinguishment of debt | (37,248) | -- | (37,248) | -- | |||||||||||||
Income tax benefit (expense) | 11,536 | (188) | 11,436 | (188) | |||||||||||||
DD&A | (73,780) | (43,986) | (131,459) | (87,192) | |||||||||||||
Accretion of AROs | (1,527) | (1,332) | (3,048) | (2,662) | |||||||||||||
Gains (losses) on commodity derivative instruments | (141,590) | 54,129 | (201,072) | 31,584 | |||||||||||||
Cash settlements paid (received) on commodity derivative instruments | 11,314 | (5,058) | 24,504 | (16,160) | |||||||||||||
Gain (loss) on sale of properties | (3,167) | (5,828) | (3,057) | (3,845) | |||||||||||||
Acquisition related costs | (1,593) | (1,839) | (4,055) | (2,096) | |||||||||||||
Incentive-based compensation expense | (944,657) | (663) | (946,975) | (1,085) | |||||||||||||
Non-cash compensation expense | -- | (1,125) | -- | (1,125) | |||||||||||||
Exploration costs | (1,144) | (117) | (1,290) | (973) | |||||||||||||
Provision for environmental remediation | -- | -- | (2,852) | -- | |||||||||||||
Cash distributions from MEMP | (3,002) | (6,389) | (6,004) | (12,711) | |||||||||||||
Other non-cash equity (income) loss | -- | 790 | -- | 790 | |||||||||||||
Net income (loss) | $ | (1,053,443) | $ | 78,158 | $ | (1,076,959) | $ | 78,338 | |||||||||
Schedule of Consolidated and Combined Statement of Operations Disaggregated by Reportable Segment | ' | ||||||||||||||||
Included below is our consolidated and combined statement of operations disaggregated by reportable segment for the period indicated (in thousands): | |||||||||||||||||
For the Three Months | |||||||||||||||||
Ended June 30, 2014 | |||||||||||||||||
MRD | MEMP | Other, | Consolidated | ||||||||||||||
Adjustments & | & Combined | ||||||||||||||||
Eliminations | Totals | ||||||||||||||||
Revenues: | |||||||||||||||||
Oil & natural gas sales | $ | 112,976 | $ | 122,247 | $ | -- | $ | 235,223 | |||||||||
Other revenues | 308 | 1,063 | -30 | 1,341 | |||||||||||||
Total revenues | 113,284 | 123,310 | -30 | 236,564 | |||||||||||||
Costs and expenses: | |||||||||||||||||
Lease operating | 5,957 | 26,067 | -30 | 31,994 | |||||||||||||
Pipeline operating | -- | 676 | -- | 676 | |||||||||||||
Exploration | 940 | 204 | -- | 1,144 | |||||||||||||
Production and ad valorem taxes | 3,923 | 7,076 | -- | 10,999 | |||||||||||||
Depreciation, depletion, and amortization | 37,819 | 35,157 | 804 | 73,780 | |||||||||||||
Incentive unit compensation expense | 942,817 | -- | -- | 942,817 | |||||||||||||
General and administrative | 11,538 | 10,588 | -- | 22,126 | |||||||||||||
Accretion of asset retirement obligations | 161 | 1,366 | -- | 1,527 | |||||||||||||
(Gain) loss on commodity derivative instruments | 3,244 | 138,346 | -- | 141,590 | |||||||||||||
(Gain) loss on sale of properties | 3,167 | -- | -- | 3,167 | |||||||||||||
Total costs and expenses | 1,009,566 | 219,480 | 774 | 1,229,820 | |||||||||||||
Operating income (loss) | -896,282 | -96,170 | -804 | (993,256) | |||||||||||||
Other income (expense): | |||||||||||||||||
Interest expense, net | -16,495 | -18,036 | -- | (34,531) | |||||||||||||
Loss on extinguishment of debt | -37,248 | -- | -- | (37,248) | |||||||||||||
Earnings from equity investments | -9,944 | -- | 9,944 | -- | |||||||||||||
Other, net | 56 | -- | -- | 56 | |||||||||||||
Total other income (expense) | -63,631 | -18,036 | 9,944 | (71,723) | |||||||||||||
Income (loss) before income taxes | -959,913 | -114,206 | 9,140 | (1,064,979) | |||||||||||||
Income tax benefit (expense) | 11,536 | -- | -- | 11,536 | |||||||||||||
Net income (loss) | $ | (948,377) | $ | (114,206) | $ | 9,140 | $ | (1,053,443) | |||||||||
For the Three Months | |||||||||||||||||
Ended June 30, 2013 | |||||||||||||||||
MRD | MEMP | Other, | Consolidated | ||||||||||||||
Adjustments & | & Combined | ||||||||||||||||
Eliminations | Totals | ||||||||||||||||
Revenues: | |||||||||||||||||
Oil & natural gas sales | $ | 56,796 | $ | 89,673 | $ | -- | $ | 146,469 | |||||||||
Other revenues | 109 | 501 | -34 | 576 | |||||||||||||
Total revenues | 56,905 | 90,174 | -34 | 147,045 | |||||||||||||
Costs and expenses: | |||||||||||||||||
Lease operating | 5,844 | 20,217 | -74 | 25,987 | |||||||||||||
Pipeline operating | -- | 479 | -- | 479 | |||||||||||||
Exploration | 69 | 48 | -- | 117 | |||||||||||||
Production and ad valorem taxes | 3,803 | 4,967 | -- | 8,770 | |||||||||||||
Depreciation, depletion, and amortization | 19,045 | 24,672 | 269 | 43,986 | |||||||||||||
General and administrative | 9,540 | 14,170 | 40 | 23,750 | |||||||||||||
Accretion of asset retirement obligations | 184 | 1,148 | -- | 1,332 | |||||||||||||
(Gain) loss on commodity derivative instruments | -18,050 | -36,079 | -- | (54,129) | |||||||||||||
(Gain) loss on sale of properties | 6,713 | -885 | -- | 5,828 | |||||||||||||
Other, net | -25 | 623 | -- | 598 | |||||||||||||
Total costs and expenses | 27,123 | 29,360 | 235 | 56,718 | |||||||||||||
Operating income (loss) | 29,782 | 60,814 | -269 | 90,327 | |||||||||||||
Other income (expense): | |||||||||||||||||
Interest expense, net | -4,078 | -7,931 | -- | (12,009) | |||||||||||||
Earnings from equity investments | 12,937 | -- | -12,937 | -- | |||||||||||||
Other, net | 29 | -- | -1 | 28 | |||||||||||||
Total other income (expense) | 8,888 | -7,931 | -12,938 | (11,981) | |||||||||||||
Income (loss) before income taxes | 38,670 | 52,883 | -13,207 | 78,346 | |||||||||||||
Income tax benefit (expense) | -- | -188 | -- | (188) | |||||||||||||
Net income (loss) | $ | 38,670 | $ | 52,695 | $ | -13,207 | $ | 78,158 | |||||||||
For the Six Months | |||||||||||||||||
Ended June 30, 2014 | |||||||||||||||||
MRD | MEMP | Other, | Consolidated | ||||||||||||||
Adjustments & | & Combined | ||||||||||||||||
Eliminations | Totals | ||||||||||||||||
Revenues: | |||||||||||||||||
Oil & natural gas sales | $ | 202,594 | $ | 222,546 | $ | -- | $ | 425,140 | |||||||||
Other revenues | 556 | 1,741 | -45 | 2,252 | |||||||||||||
Total revenues | 203,150 | 224,287 | -45 | 427,392 | |||||||||||||
Costs and expenses: | |||||||||||||||||
Lease operating | 11,666 | 54,055 | -45 | 65,676 | |||||||||||||
Pipeline operating | -- | 1,165 | -- | 1,165 | |||||||||||||
Exploration | 1,080 | 210 | -- | 1,290 | |||||||||||||
Production and ad valorem taxes | 6,923 | 12,660 | -- | 19,583 | |||||||||||||
Depreciation, depletion, and amortization | 67,946 | 61,902 | 1,611 | 131,459 | |||||||||||||
Incentive unit compensation expense | 943,840 | -- | -- | 943,840 | |||||||||||||
General and administrative | 19,319 | 20,546 | -- | 39,865 | |||||||||||||
Accretion of asset retirement obligations | 325 | 2,723 | -- | 3,048 | |||||||||||||
(Gain) loss on commodity derivative instruments | 15,960 | 185,112 | -- | 201,072 | |||||||||||||
(Gain) loss on sale of properties | 3,057 | -- | -- | 3,057 | |||||||||||||
Other, net | -- | -12 | -- | (12) | |||||||||||||
Total costs and expenses | 1,070,116 | 338,361 | 1,566 | 1,410,043 | |||||||||||||
Operating income (loss) | -866,966 | -114,074 | -1,611 | (982,651) | |||||||||||||
Other income (expense): | |||||||||||||||||
Interest expense, net | -34,469 | -34,114 | -- | (68,583) | |||||||||||||
Loss on extinguishment of debt | -37,248 | -- | -- | (37,248) | |||||||||||||
Earnings from equity investments | -12,930 | -- | 12,930 | -- | |||||||||||||
Other, net | 87 | -- | -- | 87 | |||||||||||||
Total other income (expense) | -84,560 | -34,114 | 12,930 | (105,744) | |||||||||||||
Income (loss) before income taxes | -951,526 | -148,188 | 11,319 | (1,088,395) | |||||||||||||
Income tax benefit (expense) | 11,511 | -75 | -- | 11,436 | |||||||||||||
Net income (loss) | $ | (940,015) | $ | (148,263) | $ | 11,319 | $ | (1,076,959) | |||||||||
For the Six Months | |||||||||||||||||
Ended June 30, 2013 | |||||||||||||||||
MRD | MEMP | Other, | Consolidated | ||||||||||||||
Adjustments & | & Combined | ||||||||||||||||
Eliminations | Totals | ||||||||||||||||
Revenues: | |||||||||||||||||
Oil & natural gas sales | $ | 110,834 | $ | 157,261 | $ | -- | $ | 268,095 | |||||||||
Other revenues | 233 | 1,015 | -117 | 1,131 | |||||||||||||
Total revenues | 111,067 | 158,276 | -117 | 269,226 | |||||||||||||
Costs and expenses: | |||||||||||||||||
Lease operating | 10,921 | 41,588 | -158 | 52,351 | |||||||||||||
Pipeline operating | -- | 949 | -- | 949 | |||||||||||||
Exploration | 698 | 275 | -- | 973 | |||||||||||||
Production and ad valorem taxes | 7,209 | 8,847 | -- | 16,056 | |||||||||||||
Depreciation, depletion, and amortization | 42,129 | 45,063 | -- | 87,192 | |||||||||||||
General and administrative | 14,813 | 21,483 | 40 | 36,336 | |||||||||||||
Accretion of asset retirement obligations | 369 | 2,293 | -- | 2,662 | |||||||||||||
(Gain) loss on commodity derivative instruments | -8,574 | -23,010 | -- | (31,584) | |||||||||||||
(Gain) loss on sale of properties | 6,713 | -2,868 | -- | 3,845 | |||||||||||||
Other, net | -25 | 597 | 26 | 598 | |||||||||||||
Total costs and expenses | 74,253 | 95,217 | -92 | 169,378 | |||||||||||||
Operating income (loss) | 36,814 | 63,059 | -25 | 99,848 | |||||||||||||
Other income (expense): | |||||||||||||||||
Interest expense, net | -6,906 | -14,473 | -- | (21,379) | |||||||||||||
Earnings from equity investments | 10,814 | -- | -10,814 | -- | |||||||||||||
Other, net | 32 | -- | 25 | 57 | |||||||||||||
Total other income (expense) | 3,940 | -14,473 | -10,789 | (21,322) | |||||||||||||
Income before income taxes | 40,754 | 48,586 | -10,814 | 78,526 | |||||||||||||
Income tax benefit (expense) | -- | -188 | -- | (188) | |||||||||||||
Net income (loss) | $ | 40,754 | $ | 48,398 | $ | (10,814) | $ | 78,338 | |||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 6 Months Ended | ||||||||
Jun. 30, 2014 | |||||||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||||||
Gross Held-to-Maturity Investments | ' | ||||||||
The following is a summary of the gross held-to-maturity investments held in the trust account less the outside working interest owners share as of June 30, 2014 (in thousands): | |||||||||
Investment | Amortized | ||||||||
Cost | |||||||||
U.S. Bank Money Market Cash Equivalent | $ | 132,003 | |||||||
Less: Outside working interest owners share | (63,690) | ||||||||
$ | 68,313 | ||||||||
Minimum Balances Attributable to Net Working Interest | ' | ||||||||
The trust account must maintain minimum balances attributable to REO’s net working interest as follows (in thousands): | |||||||||
June 30, 2014 | $ | 68,310 | |||||||
June 30, 2015 | $ | 72,450 | |||||||
June 30, 2016 | $ | 76,590 | |||||||
December 31, 2016 | $ | 78,660 | |||||||
Minimum Commitments to Gatherer before Other Owner Contributions | ' | ||||||||
WildHorse Resources’ minimum commitments to the Gatherer, before other owner contributions, as of June 30, 2014 were as follows (in thousands): | |||||||||
Dubach | Dubberly | ||||||||
2014 | $ | 6,892 | $ | 2,872 | |||||
2015 | 13,671 | 11,393 | |||||||
2016 | 13,709 | 11,424 | |||||||
2017 | 13,671 | 11,393 | |||||||
2018 | 12,772 | 10,643 | |||||||
Total | $ | 60,715 | $ | 47,725 | |||||
Background_Organization_and_Ba2
Background, Organization and Basis of Presentation - Additional Information (Detail) (USD $) | 0 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 1 Months Ended | 6 Months Ended | |||||||||||||||||||||
Jun. 18, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Oct. 01, 2013 | Oct. 01, 2013 | Oct. 01, 2013 | Mar. 28, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 27, 2014 | Jun. 30, 2014 | Jun. 18, 2014 | Jun. 18, 2014 | Jun. 18, 2014 | Jun. 18, 2014 | Jun. 18, 2014 | Jun. 18, 2014 | Jun. 18, 2014 | Jun. 18, 2014 | Jun. 30, 2014 | Jun. 18, 2014 | Jun. 30, 2014 | Jun. 27, 2014 | Dec. 18, 2013 | Jun. 27, 2014 | Jun. 30, 2014 | Jul. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | |
Segment | Tanos Energy LLC [Member] | Prospect Energy LLC [Member] | Jackson County [Member] | WHT Energy Partners LLC [Member] | Limited Partner [Member] | General Partner [Member] | PIK notes trustee [Member] | WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | Classic [Member] | Classic GP[Member] | Black Diamond [Member] | Beta Operating [Member] | Memorial Resource Finance Corp [Member] | MRD Operating [Member] | MEMP GP [Member] | MEMP GP & MEMP IDRs [Member] | MRD Holdco LLC [Member] | PIK notes [Member] | PIK notes [Member] | PIK notes [Member] | MRD LLC [Member] | MRD [Member] | BlueStone Natural Resources Holdings, LLC [Member] | Limited Partners Subordinated Units [Member] | Golden Energy [Member] | ||||
MRD Holdco [Member] | ||||||||||||||||||||||||||||||
Consolidation And Basis Of Presentation [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial public offering | 21,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common unit price per share | $19 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from initial public offering | $380,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial public offering completion date | 18-Jun-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership percentage in MRD LLC after contribution from Funds and prior to redemption of PIK notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' |
Proceeds for sale of subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership interest percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99.90% | ' | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares issued | ' | 193,568,422 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | 42,334,323 | ' | ' | ' | ' | ' | ' | ' | ' | 128,665,677 | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 350,000,000 | ' | 350,000,000 | ' | ' | ' | ' | ' |
Senior notes maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15-Dec-18 | ' | ' | ' | ' | ' | ' | ' |
Debt interest rate, minimum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' |
Debt interest rate, maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.75% | ' | ' | ' | ' | ' | ' | ' |
Membership interest percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.10% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash consideration paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000,000 | ' | ' | ' |
Credit facility used | ' | 1,548,800,000 | 395,650,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 614,500,000 | ' | ' | ' |
Senior PIK Toggle Notes, Redemption price percentage | ' | 102.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 102.00% | ' | ' | ' | ' | ' | ' | ' |
Senior PIK Toggle Notes, Redemption date | ' | 16-Jul-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 117,900,000 | ' | 6,700,000 |
Subordinated units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,360,912 | ' |
Irrevocable deposits | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 360,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 360,000,000 | ' | ' | ' | ' | ' | ' |
Partnership ownership percentage | ' | ' | ' | ' | ' | ' | ' | ' | 99.90% | 0.10% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of reportable business segments | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition purchase price | ' | ' | ' | ' | $77,400,000 | $16,300,000 | $2,600,000 | $200,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 6 Months Ended |
Jun. 30, 2014 | |
Summary Of Significant Accounting Policies [Line Items] | ' |
Minimum percentage tax benefit to be realized upon final settlement | 50.00% |
Uncertain tax benefits | 0 |
Deferred tax liability recorded in equity in connection with initial public offering and restricting transactions | 43,300,000 |
Texas [Member] | ' |
Summary Of Significant Accounting Policies [Line Items] | ' |
Taxable margin rate | 1.00% |
Minimum [Member] | ' |
Summary Of Significant Accounting Policies [Line Items] | ' |
Estimated useful lives | '3 years |
Maximum [Member] | ' |
Summary Of Significant Accounting Policies [Line Items] | ' |
Estimated useful lives | '5 years |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Schedule of Current Accrued Liabilities (Detail) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounting Policies [Abstract] | ' | ' |
Accrued capital expenditures | $52,105 | $48,579 |
Accrued lease operating expense | 11,038 | 13,240 |
Accrued general and administrative expenses | 7,650 | 14,485 |
Accrued initial public offering expenses | 957 | ' |
Accrued ad valorem and production taxes | 7,041 | 3,541 |
Accrued interest payable | 8,923 | 11,934 |
Accrued environmental | 797 | 577 |
Other miscellaneous, including operator advances | 1,536 | 5,774 |
Accrued liabilities | $90,047 | $98,130 |
Acquisitions_and_Divestitures_1
Acquisitions and Divestitures - Acquisition Related Costs (Detail) (General and Administrative Expense [Member], USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
General and Administrative Expense [Member] | ' | ' | ' | ' |
Business Acquisition And Divestiture [Line Items] | ' | ' | ' | ' |
Acquisition-related costs | $1,593 | $1,839 | $4,055 | $2,096 |
Acquisitions_and_Divestitures_2
Acquisitions and Divestitures - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 0 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 0 Months Ended | ||||
Apr. 30, 2013 | Jun. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | 9-May-14 | Jun. 30, 2013 | Jan. 01, 2013 | Jan. 01, 2013 | Jan. 01, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | 10-May-13 | |
WildHorse Resources, LLC [Member] | Eagle Ford Acquisition [Member] | Eagle Ford Acquisition [Member] | Eagle Ford Acquisition [Member] | Eagle Ford Acquisition [Member] | Golden Energy [Member] | Propel [Member] | Tanos [Member] | Tanos [Member] | Tanos [Member] | Tanos [Member] | Tanos [Member] | Black Diamond [Member] | |
Leasehold Improvements [Member] | Natural Gas Pipe Lines [Member] | Natural Gas Pipe Lines [Member] | Natural Gas Pipe Lines [Member] | Oil And Natural Gas Properties [Member] | Non Operated Oil And Natural Gas Properties [Member] | ||||||||
Minimum [Member] | Maximum [Member] | ||||||||||||
Business Acquisition And Divestiture [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Oil and gas properties | ' | ' | $169,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of leasehold interest acquired | ' | ' | ' | ' | 30.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, revenues | ' | 13,400,000 | ' | 14,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, earnings | ' | 7,400,000 | ' | 8,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from sale of oil and gas properties | ' | ' | ' | ' | ' | 7,600,000 | ' | ' | 1,500,000 | 2,000,000 | 2,900,000 | ' | 33,000,000 |
Gain on sale of natural gas pipeline | ' | ' | ' | ' | ' | 3,200,000 | ' | 1,400,000 | ' | ' | ' | 1,400,000 | 6,800,000 |
Payments to acquire oil and gas properties and leases | 67,100,000 | ' | ' | ' | ' | ' | 6,300,000 | ' | ' | ' | ' | ' | ' |
Period for drilling any new wells | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' |
Contingent consideration related to sale of natural gas pipeline | ' | ' | ' | ' | ' | ' | ' | 0.4 | ' | ' | ' | ' | ' |
Net book value of oil and gas properties | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $39,800,000 |
Acquisitions_and_Divestitures_3
Acquisitions and Divestitures - Summary of Fair Value Assessment of Assets Acquired and Liabilities Assumed (Detail) (Eagle Ford Acquisition [Member], USD $) | Mar. 31, 2014 |
In Thousands, unless otherwise specified | |
Eagle Ford Acquisition [Member] | ' |
Business Acquisition [Line Items] | ' |
Oil and gas properties | $169,656 |
Asset retirement obligations | -285 |
Accrued liabilities | -250 |
Total identifiable net assets | $169,121 |
Fair_Value_Measurements_of_Fin2
Fair Value Measurements of Financial Instruments - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (Fair Value, Measurements [Member], USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets: | ' | ' |
Commodity derivatives | $69,808 | $105,938 |
Liabilities: | ' | ' |
Commodity derivatives | 204,641 | 63,824 |
Interest rate derivatives [Member] | ' | ' |
Assets: | ' | ' |
Commodity derivatives | 16 | 884 |
Liabilities: | ' | ' |
Commodity derivatives | 5,102 | 5,590 |
Significant Unobservable Inputs (Level 1) [Member] | ' | ' |
Assets: | ' | ' |
Commodity derivatives | 0 | ' |
Liabilities: | ' | ' |
Commodity derivatives | 0 | ' |
Significant Unobservable Inputs (Level 1) [Member] | Interest rate derivatives [Member] | ' | ' |
Assets: | ' | ' |
Commodity derivatives | 0 | ' |
Liabilities: | ' | ' |
Commodity derivatives | 0 | ' |
Significant Unobservable Inputs (Level 2) [Member] | ' | ' |
Assets: | ' | ' |
Commodity derivatives | 69,808 | 105,938 |
Liabilities: | ' | ' |
Commodity derivatives | 204,641 | 63,824 |
Significant Unobservable Inputs (Level 2) [Member] | Interest rate derivatives [Member] | ' | ' |
Assets: | ' | ' |
Commodity derivatives | 16 | 884 |
Liabilities: | ' | ' |
Commodity derivatives | 5,102 | 5,590 |
Significant Unobservable Inputs (Level 3) [Member] | ' | ' |
Assets: | ' | ' |
Commodity derivatives | 0 | ' |
Liabilities: | ' | ' |
Commodity derivatives | 0 | ' |
Significant Unobservable Inputs (Level 3) [Member] | Interest rate derivatives [Member] | ' | ' |
Assets: | ' | ' |
Commodity derivatives | 0 | ' |
Liabilities: | ' | ' |
Commodity derivatives | 0 | ' |
Commodity derivatives [Member] | ' | ' |
Assets: | ' | ' |
Commodity derivatives | 69,792 | 105,054 |
Liabilities: | ' | ' |
Commodity derivatives | 199,539 | 58,234 |
Commodity derivatives [Member] | Significant Unobservable Inputs (Level 1) [Member] | ' | ' |
Assets: | ' | ' |
Commodity derivatives | 0 | ' |
Liabilities: | ' | ' |
Commodity derivatives | 0 | ' |
Commodity derivatives [Member] | Significant Unobservable Inputs (Level 2) [Member] | ' | ' |
Assets: | ' | ' |
Commodity derivatives | 69,792 | 105,054 |
Liabilities: | ' | ' |
Commodity derivatives | 199,539 | 58,234 |
Commodity derivatives [Member] | Significant Unobservable Inputs (Level 3) [Member] | ' | ' |
Assets: | ' | ' |
Commodity derivatives | 0 | ' |
Liabilities: | ' | ' |
Commodity derivatives | $0 | ' |
Risk_Management_and_Derivative2
Risk Management and Derivative Instruments - Additional Information (Detail) (USD $) | 6 Months Ended | 0 Months Ended | |
In Millions, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2014 | Jul. 02, 2014 |
MEMP [Member] | Interest rate swaps [Member] | ||
Subsequent Event [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' |
Conditional rights of set-off under ISDA Master Agreement reduce the maximum amount of loss due to credit risk | $1.60 | $1.70 | ' |
Aggregate termination amount paid to counterparties | ' | ' | $0.70 |
Risk_Management_and_Derivative3
Risk Management and Derivative Instruments - Schedule of Open Commodity Positions (Detail) | 6 Months Ended |
Jun. 30, 2014 | |
MMBTU | |
Remaining 2014 [Member] | Natural Gas Derivative Contracts [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 2,505,000 |
Weighted-average fixed price | 4.35 |
Remaining 2014 [Member] | Natural Gas Derivative Contracts [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 730,000 |
Weighted-average floor price | 4.11 |
Weighted-average ceiling price | 5.15 |
Remaining 2014 [Member] | Natural Gas Derivative Contracts [Member] | TGT Z1 basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 870,000 |
Spread | -0.07 |
Remaining 2014 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 2,626,033 |
Weighted-average fixed price | 4.33 |
Remaining 2014 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 340,000 |
Weighted-average floor price | 5 |
Weighted-average ceiling price | 6.31 |
Remaining 2014 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Call Spreads [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 120,000 |
Weighted-average sold strike price | 5.17 |
Weighted-average bought strike price | 6.53 |
Remaining 2014 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Basis Swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 2,875,833 |
Spread | -0.09 |
Remaining 2014 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | NGPL TexOk basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 2,305,833 |
Spread | -0.09 |
Remaining 2014 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | NGPL STX basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 190,000 |
Spread | -0.07 |
Remaining 2014 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | HSC basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 380,000 |
Spread | -0.11 |
Remaining 2014 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | CIG basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Spread | ' |
Remaining 2014 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | TETCO STX basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Spread | ' |
Remaining 2014 [Member] | Crude Oil Derivative Contracts [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | 96.08 |
Average Monthly Volume (Bbls) | 34,000 |
Remaining 2014 [Member] | Crude Oil Derivative Contracts [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average floor price | 86.67 |
Weighted-average ceiling price | 112.33 |
Average Monthly Volume (Bbls) | 12,000 |
Remaining 2014 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | 95.8 |
Average Monthly Volume (Bbls) | 285,285 |
Remaining 2014 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average floor price | 82.83 |
Weighted-average ceiling price | 105.31 |
Average Monthly Volume (Bbls) | 23,000 |
Remaining 2014 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Basis Swaps [Member] | ' |
Derivative [Line Items] | ' |
Spread | -4.32 |
Average Monthly Volume (Bbls) | 134,000 |
Remaining 2014 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Midway-Sunset basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Spread | -9.25 |
Average Monthly Volume (Bbls) | 60,000 |
Remaining 2014 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Midland Basis Swap [Member] | ' |
Derivative [Line Items] | ' |
Spread | -3.68 |
Average Monthly Volume (Bbls) | 40,000 |
Remaining 2014 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | LLS Crude basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Spread | 3.61 |
Average Monthly Volume (Bbls) | 34,000 |
Remaining 2014 [Member] | NGL Derivative Contracts [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | 46.26 |
Average Monthly Volume (Bbls) | 131,000 |
Remaining 2014 [Member] | NGL Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | 42.96 |
Average Monthly Volume (Bbls) | 171,000 |
2015 [Member] | Natural Gas Derivative Contracts [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 1,000,000 |
Weighted-average fixed price | 4.2 |
2015 [Member] | Natural Gas Derivative Contracts [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 1,580,000 |
Weighted-average floor price | 4.14 |
Weighted-average ceiling price | 4.61 |
2015 [Member] | Natural Gas Derivative Contracts [Member] | TGT Z1 basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 180,000 |
Spread | -0.09 |
2015 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 2,605,278 |
Weighted-average fixed price | 4.28 |
2015 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 350,000 |
Weighted-average floor price | 4.62 |
Weighted-average ceiling price | 5.8 |
2015 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Call Spreads [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 80,000 |
Weighted-average sold strike price | 5.25 |
Weighted-average bought strike price | 6.75 |
2015 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Basis Swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 2,940,000 |
Spread | -0.12 |
2015 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | NGPL TexOk basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 2,280,000 |
Spread | -0.11 |
2015 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | NGPL STX basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Spread | ' |
2015 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | HSC basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 150,000 |
Spread | -0.08 |
2015 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | CIG basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 210,000 |
Spread | -0.25 |
2015 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | TETCO STX basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 300,000 |
Spread | -0.09 |
2015 [Member] | Crude Oil Derivative Contracts [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | 93.86 |
Average Monthly Volume (Bbls) | 33,500 |
2015 [Member] | Crude Oil Derivative Contracts [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average floor price | 85 |
Weighted-average ceiling price | 101.35 |
Average Monthly Volume (Bbls) | 2,000 |
2015 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | 90.96 |
Average Monthly Volume (Bbls) | 314,281 |
2015 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average floor price | 80 |
Weighted-average ceiling price | 94 |
Average Monthly Volume (Bbls) | 5,000 |
2015 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Basis Swaps [Member] | ' |
Derivative [Line Items] | ' |
Spread | -7.07 |
Average Monthly Volume (Bbls) | 97,500 |
2015 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Midway-Sunset basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Spread | -9.73 |
Average Monthly Volume (Bbls) | 57,500 |
2015 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Midland Basis Swap [Member] | ' |
Derivative [Line Items] | ' |
Spread | -3.25 |
Average Monthly Volume (Bbls) | 40,000 |
2015 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | LLS Crude basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Spread | ' |
Average Monthly Volume (Bbls) | ' |
2015 [Member] | NGL Derivative Contracts [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | 42.63 |
Average Monthly Volume (Bbls) | 85,000 |
2015 [Member] | NGL Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | 43.02 |
Average Monthly Volume (Bbls) | 149,200 |
2016 [Member] | Natural Gas Derivative Contracts [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 720,000 |
Weighted-average fixed price | 4.32 |
2016 [Member] | Natural Gas Derivative Contracts [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 1,100,000 |
Weighted-average floor price | 4 |
Weighted-average ceiling price | 4.71 |
2016 [Member] | Natural Gas Derivative Contracts [Member] | TGT Z1 basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 220,000 |
Spread | -0.08 |
2016 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 2,692,442 |
Weighted-average fixed price | 4.4 |
2016 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Weighted-average floor price | ' |
Weighted-average ceiling price | ' |
2016 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Call Spreads [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Weighted-average sold strike price | ' |
Weighted-average bought strike price | ' |
2016 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Basis Swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 600,000 |
Spread | -0.1 |
2016 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | NGPL TexOk basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 600,000 |
Spread | -0.1 |
2016 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | NGPL STX basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Spread | ' |
2016 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | HSC basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Spread | ' |
2016 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | CIG basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Spread | ' |
2016 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | TETCO STX basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Spread | ' |
2016 [Member] | Crude Oil Derivative Contracts [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | ' |
Average Monthly Volume (Bbls) | ' |
2016 [Member] | Crude Oil Derivative Contracts [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average floor price | 80 |
Weighted-average ceiling price | 99.7 |
Average Monthly Volume (Bbls) | 27,000 |
2016 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | 85.44 |
Average Monthly Volume (Bbls) | 300,313 |
2016 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average floor price | ' |
Weighted-average ceiling price | ' |
Average Monthly Volume (Bbls) | ' |
2016 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Basis Swaps [Member] | ' |
Derivative [Line Items] | ' |
Spread | ' |
Average Monthly Volume (Bbls) | ' |
2016 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Midway-Sunset basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Spread | ' |
Average Monthly Volume (Bbls) | ' |
2016 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Midland Basis Swap [Member] | ' |
Derivative [Line Items] | ' |
Spread | ' |
Average Monthly Volume (Bbls) | ' |
2016 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | LLS Crude basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Spread | ' |
Average Monthly Volume (Bbls) | ' |
2016 [Member] | NGL Derivative Contracts [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | ' |
Average Monthly Volume (Bbls) | ' |
2016 [Member] | NGL Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | ' |
Average Monthly Volume (Bbls) | ' |
2017 [Member] | Natural Gas Derivative Contracts [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 520,000 |
Weighted-average fixed price | 4.45 |
2017 [Member] | Natural Gas Derivative Contracts [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 1,050,000 |
Weighted-average floor price | 4 |
Weighted-average ceiling price | 5.06 |
2017 [Member] | Natural Gas Derivative Contracts [Member] | TGT Z1 basis swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 200,000 |
Spread | -0.08 |
2017 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 2,450,067 |
Weighted-average fixed price | 4.31 |
2017 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Weighted-average floor price | ' |
Weighted-average ceiling price | ' |
2017 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Call Spreads [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Weighted-average sold strike price | ' |
Weighted-average bought strike price | ' |
2017 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Basis Swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Spread | ' |
2017 [Member] | Crude Oil Derivative Contracts [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | ' |
Average Monthly Volume (Bbls) | ' |
2017 [Member] | Crude Oil Derivative Contracts [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average floor price | ' |
Weighted-average ceiling price | ' |
Average Monthly Volume (Bbls) | ' |
2017 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | 83.96 |
Average Monthly Volume (Bbls) | 286,600 |
2017 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average floor price | ' |
Weighted-average ceiling price | ' |
Average Monthly Volume (Bbls) | ' |
2017 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Basis Swaps [Member] | ' |
Derivative [Line Items] | ' |
Spread | ' |
Average Monthly Volume (Bbls) | ' |
2017 [Member] | NGL Derivative Contracts [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | ' |
Average Monthly Volume (Bbls) | ' |
2017 [Member] | NGL Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | ' |
Average Monthly Volume (Bbls) | ' |
2018 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 2,160,000 |
Weighted-average fixed price | 4.51 |
2018 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Weighted-average floor price | ' |
Weighted-average ceiling price | ' |
2018 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Call Spreads [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Weighted-average sold strike price | ' |
Weighted-average bought strike price | ' |
2018 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Basis Swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Spread | ' |
2018 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | 83.24 |
Average Monthly Volume (Bbls) | 272,000 |
2018 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average floor price | ' |
Weighted-average ceiling price | ' |
Average Monthly Volume (Bbls) | ' |
2018 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Basis Swaps [Member] | ' |
Derivative [Line Items] | ' |
Spread | ' |
Average Monthly Volume (Bbls) | ' |
2018 [Member] | NGL Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | ' |
Average Monthly Volume (Bbls) | ' |
2019 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | 1,914,583 |
Weighted-average fixed price | 4.75 |
2019 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Weighted-average floor price | ' |
Weighted-average ceiling price | ' |
2019 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Call Spreads [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Weighted-average sold strike price | ' |
Weighted-average bought strike price | ' |
2019 [Member] | Natural Gas Derivative Contracts [Member] | MEMP [Member] | Basis Swaps [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Volume (MMBtu) | ' |
Spread | ' |
2019 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | 83.33 |
Average Monthly Volume (Bbls) | 60,000 |
2019 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Collar contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average floor price | ' |
Weighted-average ceiling price | ' |
Average Monthly Volume (Bbls) | ' |
2019 [Member] | Crude Oil Derivative Contracts [Member] | MEMP [Member] | Basis Swaps [Member] | ' |
Derivative [Line Items] | ' |
Spread | ' |
Average Monthly Volume (Bbls) | ' |
2019 [Member] | NGL Derivative Contracts [Member] | MEMP [Member] | Fixed price swap contracts [Member] | ' |
Derivative [Line Items] | ' |
Weighted-average fixed price | ' |
Average Monthly Volume (Bbls) | ' |
Risk_Management_and_Derivative4
Risk Management and Derivative Instruments - Schedule of Entity's Interest Rate Swap Open Positions (Detail) (Interest rate swaps [Member], USD $) | 6 Months Ended |
In Thousands, unless otherwise specified | Jun. 30, 2014 |
Remaining 2014 [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Notional | $112,500 |
Weighted-average fixed rate | 0.77% |
Floating rate | '1 & 3 Month LIBOR |
Remaining 2014 [Member] | MEMP [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Notional | 236,667 |
Weighted-average fixed rate | 1.32% |
Floating rate | '1 Month LIBOR |
2015 [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Notional | 100,000 |
Weighted-average fixed rate | 0.76% |
Floating rate | '1 & 3 Month LIBOR |
2015 [Member] | MEMP [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Notional | 280,833 |
Weighted-average fixed rate | 1.42% |
Floating rate | '1 Month LIBOR |
2016 [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Notional | ' |
Weighted-average fixed rate | ' |
Floating rate | '-- |
2016 [Member] | MEMP [Member] | ' |
Derivative [Line Items] | ' |
Average Monthly Notional | $150,000 |
Weighted-average fixed rate | 1.19% |
Floating rate | '1 Month LIBOR |
Risk_Management_and_Derivative5
Risk Management and Derivative Instruments - Summary of Gross Fair Value and Net Recorded Fair Value of Derivative Instruments by Appropriate Balance Sheet Classification (Detail) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Derivative Instruments and Hedges, Assets [Abstract] | ' | ' |
Asset Derivatives, Net recorded fair value | $1,998 | $9,289 |
Asset Derivatives, Net recorded fair value | 4,294 | 48,616 |
Liability Derivatives, Net recorded fair value | 50,063 | 9,711 |
Liability Derivatives, Net recorded fair value | 91,062 | 6,080 |
Short-term derivative instruments [Member] | ' | ' |
Derivative Instruments and Hedges, Assets [Abstract] | ' | ' |
Asset Derivatives, Gross fair value | 16,810 | 22,604 |
Asset Derivatives, Netting arrangements | -14,812 | -13,315 |
Asset Derivatives, Net recorded fair value | 1,998 | 9,289 |
Liability Derivatives, Gross fair value | 64,875 | 23,026 |
Liability Derivatives, Netting arrangements | -14,812 | -13,315 |
Liability Derivatives, Net recorded fair value | 50,063 | 9,711 |
Short-term derivative instruments [Member] | Commodity contracts [Member] | ' | ' |
Derivative Instruments and Hedges, Assets [Abstract] | ' | ' |
Asset Derivatives, Gross fair value | 16,810 | 21,759 |
Liability Derivatives, Gross fair value | 60,841 | 19,739 |
Short-term derivative instruments [Member] | Interest rate swaps [Member] | ' | ' |
Derivative Instruments and Hedges, Assets [Abstract] | ' | ' |
Asset Derivatives, Gross fair value | ' | 845 |
Liability Derivatives, Gross fair value | 4,034 | 3,287 |
Long-term derivative instruments [Member] | ' | ' |
Derivative Instruments and Hedges, Assets [Abstract] | ' | ' |
Asset Derivatives, Gross fair value | 52,998 | 83,334 |
Asset Derivatives, Netting arrangements | -48,704 | -34,718 |
Asset Derivatives, Net recorded fair value | 4,294 | 48,616 |
Liability Derivatives, Gross fair value | 139,766 | 40,798 |
Liability Derivatives, Netting arrangements | -48,704 | -34,718 |
Liability Derivatives, Net recorded fair value | 91,062 | 6,080 |
Long-term derivative instruments [Member] | Commodity contracts [Member] | ' | ' |
Derivative Instruments and Hedges, Assets [Abstract] | ' | ' |
Asset Derivatives, Gross fair value | 52,982 | 83,295 |
Liability Derivatives, Gross fair value | 138,698 | 38,495 |
Long-term derivative instruments [Member] | Interest rate swaps [Member] | ' | ' |
Derivative Instruments and Hedges, Assets [Abstract] | ' | ' |
Asset Derivatives, Gross fair value | 16 | 39 |
Liability Derivatives, Gross fair value | $1,068 | $2,303 |
Risk_Management_and_Derivative6
Risk Management and Derivative Instruments - Schedule of Gains and Losses Related to Derivative Instruments (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Gain (Loss) on Derivative Instruments, Net, Pretax [Abstract] | ' | ' | ' | ' |
(Gain) loss on commodity derivatives | $141,590 | ($54,129) | $201,072 | ($31,584) |
Interest expense, net | 34,531 | 12,009 | 68,583 | 21,379 |
Commodity contracts [Member] | ' | ' | ' | ' |
Gain (Loss) on Derivative Instruments, Net, Pretax [Abstract] | ' | ' | ' | ' |
(Gain) loss on commodity derivatives | 141,590 | -54,129 | 201,072 | -31,584 |
Interest rate derivatives [Member] | ' | ' | ' | ' |
Gain (Loss) on Derivative Instruments, Net, Pretax [Abstract] | ' | ' | ' | ' |
Interest expense, net | $821 | ($1,913) | $1,323 | ($1,857) |
Asset_Retirement_Obligations_S
Asset Retirement Obligations - Summary of Changes in Asset Retirement Obligations (Detail) (USD $) | 3 Months Ended | 6 Months Ended | |||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 |
Asset Retirement Obligation Disclosure [Abstract] | ' | ' | ' | ' | ' |
Asset retirement obligations at beginning of period | ' | ' | $111,769 | ' | ' |
Liabilities added from acquisitions or drilling | ' | ' | 745 | ' | ' |
Liabilities removed upon sale of wells to an affiliate | ' | ' | -728 | ' | ' |
Liabilities removed upon plugging and abandoning | ' | ' | -344 | ' | ' |
Revisions | ' | ' | 67 | ' | ' |
Accretion expense | 1,527 | 1,332 | 3,048 | 2,662 | ' |
Asset retirement obligations at end of period | 114,557 | ' | 114,557 | ' | ' |
Less: current portion | 90 | ' | 90 | ' | ' |
Asset retirement obligations-long-term portion | $114,467 | ' | $114,467 | ' | $111,679 |
Restricted_Investments_Restric
Restricted Investments - Restricted Investment Balance (Detail) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule of Investments [Line Items] | ' | ' |
Restricted investments | $75,506 | $73,385 |
BOEM platform abandonment [Member] | ' | ' |
Schedule of Investments [Line Items] | ' | ' |
Restricted investments | 68,313 | 66,373 |
BOEM lease bonds [Member] | ' | ' |
Schedule of Investments [Line Items] | ' | ' |
Restricted investments | 794 | 794 |
SPBPC Collateral Contractual pipeline and surface facilities abandonment [Member] | ' | ' |
Schedule of Investments [Line Items] | ' | ' |
Restricted investments | 2,487 | 2,306 |
SPBPC Collateral California State Lands Commission pipeline right-of-way bond [Member] | ' | ' |
Schedule of Investments [Line Items] | ' | ' |
Restricted investments | 3,005 | 3,005 |
SPBPC Collateral City of Long Beach pipeline facility permit [Member] | ' | ' |
Schedule of Investments [Line Items] | ' | ' |
Restricted investments | 500 | 500 |
SPBPC Collateral Federal pipeline right-of-way bond [Member] | ' | ' |
Schedule of Investments [Line Items] | ' | ' |
Restricted investments | 307 | 307 |
SPBPC Collateral Port of Long Beach pipeline license [Member] | ' | ' |
Schedule of Investments [Line Items] | ' | ' |
Restricted investments | $100 | $100 |
Long_Term_Debt_Consolidated_an
Long Term Debt - Consolidated and Combined Debt Obligations (Detail) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Total long-term debt | $1,767,806 | $1,663,217 |
MRD [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 619,000 | 871,150 |
MRD [Member] | 2.0 billion revolving credit facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Credit facility | 619,000 | ' |
MRD [Member] | PIK notes [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | ' | 350,000 |
MRD [Member] | Senior Pik Toggle Notes Unamortized Discounts [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Unamortized discounts | ' | -6,950 |
MRD [Member] | WildHorse Resources, LLC [Member] | 1.0 billion revolving credit facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Credit facility | ' | 203,100 |
MRD [Member] | WildHorse Resources, LLC [Member] | 325.0 Million Lien Term Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Credit facility | ' | 325,000 |
MEMP [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 1,148,806 | 792,067 |
MEMP [Member] | 2.0 billion revolving credit facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Credit facility | 459,000 | 103,000 |
MEMP [Member] | 7.625 % Senior Notes Due May 2021 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior Notes | 700,000 | 700,000 |
MEMP [Member] | Unamortized Discounts [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Unamortized discounts | ($10,194) | ($10,933) |
Long_Term_Debt_Consolidated_an1
Long Term Debt - Consolidated and Combined Debt Obligations (Parenthetical) (Detail) (USD $) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2014 | Dec. 31, 2013 | |
PIK notes [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior notes maturity date | 15-Dec-18 | ' |
Debt interest rate, minimum | 10.00% | ' |
Debt interest rate, maximum | 10.75% | ' |
MRD [Member] | WildHorse Resources, LLC [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Termination date of revolving credit facility | 30-Jun-14 | ' |
MRD [Member] | 2.0 billion revolving credit facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Revolving credit facility | $2,000,000,000 | ' |
Senior notes maturity date | 30-Jun-19 | ' |
MRD [Member] | 1.0 billion revolving credit facility [Member] | WildHorse Resources, LLC [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Revolving credit facility | ' | 1,000,000,000 |
Termination date of revolving credit facility | 30-Jun-14 | ' |
MRD [Member] | 325.0 Million Lien Term Facility [Member] | WildHorse Resources, LLC [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Initial borrowing base of second lien term facility | ' | 325,000,000 |
MRD [Member] | PIK notes [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt interest rate, minimum | ' | 10.00% |
Senior notes redemption date | 30-Jun-14 | ' |
Debt interest rate, maximum | ' | 10.75% |
Estimated fair value of fixed rate debt | ' | 348,300,000 |
MEMP [Member] | 2.0 billion revolving credit facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Revolving credit facility | 2,000,000,000 | 2,000,000,000 |
Senior notes maturity date | 31-Mar-18 | ' |
MEMP [Member] | 7.625 % Senior Notes Due May 2021 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Senior notes maturity date | 31-May-21 | ' |
Debt interest rate | 7.63% | 7.63% |
Estimated fair value of fixed rate debt | $735,000,000 | $721,000,000 |
Long_Term_Debt_Borrowing_Base_
Long Term Debt - Borrowing Base Credit Facility (Detail) (USD $) | Jun. 30, 2014 |
In Thousands, unless otherwise specified | |
Credit Facilities [Line Items] | ' |
Borrowing base | $870,000 |
MRD [Member] | 2.0 Billion Revolving Credit Facility Due June 2019 [Member] | ' |
Credit Facilities [Line Items] | ' |
Borrowing base | 725,000 |
MEMP [Member] | 2.0 Billion Revolving Credit Facility Due March 2018 [Member] | ' |
Credit Facilities [Line Items] | ' |
Borrowing base | $870,000 |
Long_Term_Debt_Borrowing_Base_1
Long Term Debt - Borrowing Base Credit Facility (Parenthetical) (Detail) (USD $) | Jun. 30, 2014 |
In Billions, unless otherwise specified | |
MRD [Member] | 2.0 Billion Revolving Credit Facility Due June 2019 [Member] | ' |
Credit Facilities [Line Items] | ' |
Revolving credit facility | $2 |
MEMP [Member] | 2.0 Billion Revolving Credit Facility Due March 2018 [Member] | ' |
Credit Facilities [Line Items] | ' |
Revolving credit facility | $2 |
Long_Term_Debt_MRD_Revolving_C
Long Term Debt - MRD Revolving Credit Facility - Additional Information (Detail) (USD $) | 0 Months Ended | 6 Months Ended |
Jun. 18, 2014 | Jun. 30, 2014 | |
Debt Obligations [Line Items] | ' | ' |
Line of credit facility, initial borrowing base | ' | 870,000,000 |
MRD [Member] | Revolving Credit Facility [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Revolving credit facility expiration term | '5 years | ' |
Line of credit facility, aggregate maximum borrowing amount | 2,000,000,000 | ' |
Line of credit facility, initial borrowing base | 725,000,000 | ' |
Aggregate elected capacity of revolving credit | $725,000,000 | ' |
Lien percentage of assets for credit facility | ' | 80.00% |
Line of credit, additional margin rates | ' | 0.50% |
Line of credit, adjusted description | ' | 'The one-month adjusted LIBOR plus 1.0% (adjusted upwards, if necessary, to the next 1/100th of 1%) |
Additional rate charged by bank | ' | 1.00% |
MRD [Member] | Revolving Credit Facility [Member] | Minimum [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Percentage of revolving unused commitment fee | ' | 0.38% |
Debt instrument interest coverage ratio | ' | 2.5 |
Debt instrument, current asset to current liabilities ratio | ' | 1 |
MRD [Member] | Revolving Credit Facility [Member] | Minimum [Member] | Range 1 [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Line of credit, additional margin rates | ' | 0.50% |
MRD [Member] | Revolving Credit Facility [Member] | Minimum [Member] | Range 2 [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Line of credit, additional margin rates | ' | 1.50% |
MRD [Member] | Revolving Credit Facility [Member] | Maximum [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Percentage of revolving unused commitment fee | ' | 0.50% |
MRD [Member] | Revolving Credit Facility [Member] | Maximum [Member] | Range 1 [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Line of credit, additional margin rates | ' | 1.50% |
MRD [Member] | Revolving Credit Facility [Member] | Maximum [Member] | Range 2 [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Line of credit, additional margin rates | ' | 2.50% |
Long_Term_Debt_PIK_notes_Addit
Long Term Debt - PIK notes - Additional Information (Detail) (USD $) | 3 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 18, 2013 | Jun. 30, 2014 | Jun. 27, 2014 | |
PIK notes [Member] | PIK notes [Member] | PIK notes [Member] | |||||
Debt Obligations [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Aggregate principal amount | ' | ' | ' | ' | $350,000,000 | $350,000,000 | ' |
Percentage of PIK toggle notes issued at par | ' | ' | ' | ' | 98.00% | ' | ' |
Cash reserve for payment of interest on notes | ' | ' | ' | ' | 50,000,000 | ' | ' |
Payment of distribution to funds | ' | ' | ' | 300,000,000 | 210,000,000 | ' | ' |
Debt redemption price percentage | ' | ' | 102.00% | ' | ' | 102.00% | ' |
Irrevocable deposits | ' | ' | ' | ' | ' | ' | 360,000,000 |
Extinguishment loss | ($37,248,000) | ' | ($37,248,000) | ' | ' | ($23,600,000) | ' |
Long_Term_Debt_WildHorse_Resou
Long Term Debt - WildHorse Resources Revolving Credit Facility and Second Lien Facility - Additional Information (Detail) (USD $) | 3 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 0 Months Ended | ||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Apr. 03, 2013 | Jun. 13, 2013 | Jun. 30, 2014 | Jun. 13, 2013 | Jun. 13, 2013 | |
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | |||||
WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | |||||
Second Lien Term Loan [Member] | Second Lien Term Loan [Member] | Second Lien Term Loan [Member] | Second Lien Term Loan [Member] | ||||||
Alternative Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||
Debt Obligations [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, aggregate maximum borrowing amount | ' | ' | ' | ' | $1,000,000,000 | ' | ' | ' | ' |
Line of credit facility, initial borrowing base | 870,000,000 | ' | 870,000,000 | ' | 300,000,000 | ' | ' | ' | ' |
Line of credit, maximum capacity percentage | ' | ' | ' | ' | 80.00% | 80.00% | ' | ' | ' |
Term loan agreement amount | ' | ' | ' | ' | ' | 325,000,000 | ' | ' | ' |
Debt instrument interest rate | ' | ' | ' | ' | ' | ' | ' | 5.25% | 6.25% |
Cash distribution paid | ' | ' | ' | 300,000,000 | ' | 225,000,000 | ' | ' | ' |
Loss on extinguishment of debt | ($37,248,000) | ' | ($37,248,000) | ' | ' | ' | ($13,700,000) | ' | ' |
Long_Term_Debt_MEMP_Revolving_
Long Term Debt - MEMP Revolving Credit Facility and Senior Notes - Additional Information (Detail) (MEMP [Member], USD $) | 6 Months Ended | ||||||||||||
Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Oct. 10, 2013 | 23-May-13 | Apr. 17, 2013 | |
7.625 % Senior Notes Due May 2021 [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Private Placement of Debt [Member] | Private Placement of Debt [Member] | Private Placement of Debt [Member] | |
Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | 7.625 % Senior Notes Due May 2021 [Member] | 7.625 % Senior Notes Due May 2021 [Member] | 7.625 % Senior Notes Due May 2021 [Member] | |||
Alternative Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | LIBOR Market Index Plus [Member] | Alternative Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | LIBOR Market Index Plus [Member] | ||||||||
Range 1 [Member] | Range 2 [Member] | Range Three [Member] | Range 1 [Member] | Range 2 [Member] | Range Three [Member] | ||||||||
Debt Obligations [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, aggregate maximum borrowing amount | ' | $2,000,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lien percentage of assets for credit facility | ' | 80.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit, additional margin rates | ' | 0.50% | ' | 0.50% | 1.50% | 1.75% | ' | 1.50% | 2.50% | 2.75% | ' | ' | ' |
Line of credit, adjusted description | ' | 'The one-month adjusted LIBOR plus 1.0% (adjusted upwards, if necessary, to the next 1/100th of 1%) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional rate charged by bank | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of revolving unused commitment fee | ' | ' | 0.38% | ' | ' | ' | 0.50% | ' | ' | ' | ' | ' | ' |
Senior unsecured notes maturity date | 1-May-21 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $300,000,000 | $100,000,000 | $300,000,000 |
Other event of default minimum note holder percentage to accelerate | 25.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Senior unsecured notes interest rate | 7.63% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long_Term_Debt_Summary_of_Weig
Long Term Debt - Summary of Weighted-Average Interest Rates Paid On Variable-Rate Debt Obligations (Detail) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
MRD LLC [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving credit facility, weighted-average interest rates | ' | 2.64% | ' | 3.63% |
WildHorse Resources, LLC [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving credit facility, weighted-average interest rates | 4.13% | 2.80% | 4.04% | 2.91% |
WildHorse Resources second lien [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving credit facility, weighted-average interest rates | 6.44% | 6.44% | 6.44% | 6.44% |
Black Diamond [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving credit facility, weighted-average interest rates | ' | 3.96% | ' | 3.34% |
MRD [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving credit facility, weighted-average interest rates | 2.24% | ' | 2.24% | ' |
MEMP [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving credit facility, weighted-average interest rates | 2.46% | 3.31% | 2.70% | 2.98% |
MEMP [Member] | Wht [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving credit facility, weighted-average interest rates | ' | ' | ' | 1.11% |
MEMP [Member] | Tanos Energy LLC [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving credit facility, weighted-average interest rates | ' | ' | ' | 2.12% |
MEMP [Member] | Stanolind [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving credit facility, weighted-average interest rates | ' | 3.79% | ' | 3.56% |
MEMP [Member] | Boaz [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving credit facility, weighted-average interest rates | ' | 2.89% | ' | 3.07% |
MEMP [Member] | Crown [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving credit facility, weighted-average interest rates | ' | 3.50% | ' | 3.41% |
MEMP [Member] | Propel [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving credit facility, weighted-average interest rates | ' | 2.89% | ' | 3.08% |
Long_Term_Debt_Summary_of_Unam
Long Term Debt - Summary of Unamortized Deferred Financing Costs Associated with Consolidated Debt Obligations (Detail) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Obligations [Line Items] | ' | ' |
Unamortized deferred financing costs | $24,033 | $40,193 |
Revolving Credit Facility [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Unamortized deferred financing costs | 4,679 | ' |
PIK notes [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Unamortized deferred financing costs | 0 | 8,261 |
WildHorse Resources, LLC [Member] | Revolving Credit Facility [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Unamortized deferred financing costs | 0 | 2,436 |
WildHorse Resources, LLC [Member] | Second Lien Credit Facility [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Unamortized deferred financing costs | 0 | 9,030 |
MEMP [Member] | 2.0 billion revolving credit facility [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Unamortized deferred financing costs | 5,019 | 5,413 |
MEMP [Member] | Senior Notes [Member] | ' | ' |
Debt Obligations [Line Items] | ' | ' |
Unamortized deferred financing costs | $14,335 | $15,053 |
Stockholders_Equity_and_Noncon2
Stockholders' Equity and Noncontrolling Interests - Additional Information (Detail) (USD $) | 6 Months Ended | 0 Months Ended | 6 Months Ended | 0 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Apr. 01, 2013 | Jun. 30, 2014 | Jun. 18, 2014 | Mar. 25, 2013 | |
Tanos Energy LLC [Member] | WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | Common Stock [Member] | ||||
MEMP [Member] | |||||||
Stockholders Equity Note Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized | 600,000,000 | ' | 0 | ' | ' | ' | ' |
Common stock, par value | $0.01 | ' | $0 | ' | ' | ' | ' |
Preferred stock, par value | $0.01 | ' | ' | ' | ' | ' | ' |
Preferred stock, shares authorized | 50,000,000 | ' | ' | ' | ' | ' | ' |
Preferred stock, shares issued | 0 | ' | ' | ' | ' | ' | ' |
Preferred stock, shares outstanding | 0 | ' | ' | ' | ' | ' | ' |
Number of common units sold by subsidiary | ' | ' | ' | ' | ' | ' | 9,775,000 |
Net proceeds from sale of common units by subsidiary | ' | ' | ' | ' | ' | ' | $171,800,000 |
Percentage of ownership interest sold to company | ' | ' | ' | 1.07% | ' | ' | ' |
Percentage of interest contributed former management members | ' | ' | ' | ' | ' | 0.10% | ' |
Cash consideration paid to certain former management members | ' | ' | ' | ' | ' | 30,000,000 | ' |
Noncontrolling interests | 416,646,000 | ' | 580,615,000 | ' | ' | 400,000 | ' |
Fair value consideration paid | $3,292,000 | $1,270,000 | ' | ' | $3,300,000 | ' | ' |
Stockholders_Equity_and_Noncon3
Stockholders' Equity and Noncontrolling Interests - Summary of Changes In Common Shares Issued (Detail) | 0 Months Ended | 6 Months Ended | ||
Jun. 18, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | |
Common Stock [Member] | ||||
Class of Stock [Line Items] | ' | ' | ' | ' |
Balance January 1, 2014 | ' | 193,568,422 | 0 | 0 |
Shares of common stock issued in connection with restructuring transactions (Note 1) | ' | ' | ' | 171,000,000 |
Shares of common stock issued sold in initial public offering (Note 1) | 21,500,000 | ' | ' | 21,500,000 |
Restricted common shares issued (Note 11) | ' | ' | ' | 1,068,422 |
Balance June 30, 2014 | ' | 193,568,422 | 0 | 193,568,422 |
Earnings_per_Share_Summary_of_
Earnings per Share - Summary of Calculation of Earnings (Loss) Per Share (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Numerator: | ' | ' | ' | ' |
Net income (loss) available to common stockholders | ($961,707) | ' | ($961,707) | ' |
Denominator: | ' | ' | ' | ' |
Weighted average common shares outstanding | 192,500 | ' | 192,500 | ' |
Restricted common shares | ' | ' | ' | ' |
Weighted average common and common equivalent shares outstanding | 192,500 | ' | 192,500 | ' |
Basic EPS | ($5) | ' | ($5) | ' |
Diluted EPS | ($5) | ' | ($5) | ' |
Earnings_per_Share_Summary_of_1
Earnings per Share - Summary of Calculation of Earnings (Loss) Per Share (Parenthetical) (Detail) | 3 Months Ended | 6 Months Ended |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2014 |
Earnings Per Share [Abstract] | ' | ' |
Shares excluded from computation of EPS | 149,672 | 149,672 |
Earnings_per_Share_Summary_of_2
Earnings per Share - Summary of Calculation of Supplemental EPS (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Numerator: | ' | ' | ' | ' |
Net income (loss) available to common stockholders | ($961,707) | ' | ($961,707) | ' |
Denominator: | ' | ' | ' | ' |
Weighted average common shares outstanding | 192,500 | ' | 192,500 | ' |
Restricted common shares | ' | ' | ' | ' |
Weighted average common and common equivalent shares outstanding | 192,500 | ' | 192,500 | ' |
Basic EPS | ($5) | ' | ($5) | ' |
Diluted EPS | ($5) | ' | ($5) | ' |
Supplemental EPS [Member] | ' | ' | ' | ' |
Numerator: | ' | ' | ' | ' |
Net income (loss) available to common stockholders | ($948,349) | ' | ($939,977) | ' |
Denominator: | ' | ' | ' | ' |
Weighted average common shares outstanding | 192,500 | ' | 192,500 | ' |
Restricted common shares | ' | ' | ' | ' |
Weighted average common and common equivalent shares outstanding | 192,500 | ' | 192,500 | ' |
Basic EPS | ($4.93) | ' | ($4.88) | ' |
Diluted EPS | ($4.93) | ' | ($4.88) | ' |
Earnings_per_Share_Summary_of_3
Earnings per Share - Summary of Calculation of Supplemental EPS (Parenthetical) (Detail) | 3 Months Ended | 6 Months Ended |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2014 |
Earnings Per Share [Line Items] | ' | ' |
Shares excluded from computation of EPS | 149,672 | 149,672 |
Supplemental EPS [Member] | ' | ' |
Earnings Per Share [Line Items] | ' | ' |
Shares excluded from computation of EPS | 149,672 | 149,672 |
LongTerm_Incentive_Plans_Addit
Long-Term Incentive Plans - Additional Information (Detail) (USD $) | Jun. 30, 2014 | Dec. 31, 2011 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 |
In Millions, except Share data, unless otherwise specified | MEMP [Member] | Restricted Stock [Member] | Restricted Stock [Member] | Restricted Stock [Member] | |
Director [Member] | MEMP [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' |
Number of common shares that may be delivered | 19,250,000 | ' | ' | ' | ' |
Aggregate award of restricted stock issued to employees and each independent director | ' | ' | 1,052,633 | 5,263 | ' |
Vesting period of award | ' | ' | '4 years | '1 year | ' |
Unrecognized compensation cost | ' | ' | $20.10 | ' | $21.70 |
Unrecognized compensation cost weighted-average period | ' | ' | '3 years 10 months 24 days | ' | '2 years 6 months |
Number of common units that may be delivered | ' | 2,142,221 | ' | ' | ' |
LongTerm_Incentive_Plans_Summa
Long-Term Incentive Plans - Summary of Information Regarding Restricted Common Unit Awards (Detail) (Restricted Stock [Member], USD $) | 6 Months Ended |
Jun. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Restricted common shares outstanding, Number of Units, Beginning Balance | ' |
Granted, Number of Units | 1,068,422 |
Restricted common shares outstanding, Number of Units, Ending Balance | 1,068,422 |
Restricted common shares outstanding, Weighted-Average Grant Date Fair Value Per Unit, Beginning Balance | ' |
Granted, Weighted-Average Grant Date Fair Value Per Unit | $19 |
Restricted common shares outstanding, Weighted-Average Grant Date Fair Value Per Unit, Ending Balance | $19 |
MEMP [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Restricted common shares outstanding, Number of Units, Beginning Balance | 706,927 |
Granted, Number of Units | 669,898 |
Forfeited, Number of Units | -8,863 |
Vest, Number of Units | -256,130 |
Restricted common shares outstanding, Number of Units, Ending Balance | 1,111,832 |
Restricted common shares outstanding, Weighted-Average Grant Date Fair Value Per Unit, Beginning Balance | $18.62 |
Granted, Weighted-Average Grant Date Fair Value Per Unit | $22.36 |
Forfeited, Weighted-Average Grant Date Fair Value Per Unit | $18.57 |
Vested, Weighted-Average Grant Date Fair Value Per Unit | $18.57 |
Restricted common shares outstanding, Weighted-Average Grant Date Fair Value Per Unit, Ending Balance | $20.89 |
LongTerm_Incentive_Plans_Summa1
Long-Term Incentive Plans - Summary of Information Regarding Restricted Common Unit Awards (Parenthetical) (Detail) (USD $) | 6 Months Ended |
In Millions, except Per Share data, unless otherwise specified | Jun. 30, 2014 |
MEMP [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Aggregate grant date fair value | $15 |
Restricted Stock [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Aggregate grant date fair value | $20.30 |
Aggregate grant date fair value, market price | $19 |
Minimum [Member] | MEMP [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Aggregate grant date fair value, market price | $21.99 |
Maximum [Member] | MEMP [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Aggregate grant date fair value, market price | $22.37 |
LongTerm_Incentive_Plans_Summa2
Long-Term Incentive Plans - Summary of Amount of Compensation Expense Recognized (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
MRD [Member] | Restricted Stock [Member] | ' | ' | ' | ' |
Compensation Related Costs Disclosure [Line Items] | ' | ' | ' | ' |
Compensation expense | $174 | ' | $174 | ' |
MEMP [Member] | ' | ' | ' | ' |
Compensation Related Costs Disclosure [Line Items] | ' | ' | ' | ' |
Compensation expense | $1,665 | $663 | $2,960 | $1,085 |
Incentive_Units_Additional_Inf
Incentive Units - Additional Information (Detail) (USD $) | 6 Months Ended | 6 Months Ended | 0 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 6 Months Ended | 6 Months Ended | ||||||||
Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Apr. 01, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 18, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | |
BlueStone Natural Resources Holdings, LLC [Member] | BlueStone Natural Resources Holdings, LLC [Member] | Tanos Energy LLC [Member] | Tanos Energy LLC [Member] | Tanos Energy LLC [Member] | WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | MRD Holdco LLC [Member] | MRD Holdco LLC [Member] | MRD Holdco LLC [Member] | MRD Holdco LLC [Member] | Minimum [Member] | Maximum [Member] | ||||
Special Tier and Tier I Unit Holders [Member] | Subsequent Incentive Units [Member] | Exchanged Incentive Units [Member] | Exchanged Incentive Units [Member] | ||||||||||||||
Subsequent Incentive Units [Member] | |||||||||||||||||
Equity Incentive Plan [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ranging of distributions for incentive units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | 31.50% |
Percentage of future distributions incentive unit holders are entitled to after payout has been achieved | ' | ' | ' | ' | 16.50% | ' | ' | ' | ' | ' | ' | ' | 0.70% | 9.30% | ' | ' | ' |
Percentage of ownership interest sold to company | ' | ' | ' | ' | ' | 1.07% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Compensation expense as component of general and administrative expense | ' | ' | ' | ' | ' | ' | $5,800,000 | $5,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Compensation expense | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | 831,100,000 | 831,100,000 | ' | 111,800,000 | ' | ' | ' | ' | ' |
Percentage of interest contributed former management members | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.10% | ' | ' | ' | ' | ' | ' |
Exchange of incentive units | 193,568,422 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | 42,334,323 | ' | ' | ' | ' | ' | ' |
Cash consideration paid to certain former management members | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' | ' | ' | ' |
Carrying amount of the noncontrolling interest | 416,646,000 | ' | 580,615,000 | ' | ' | ' | ' | ' | ' | ' | 400,000 | ' | ' | ' | ' | ' | ' |
Fair value of consideration paid for noncontrolling interests | 3,292,000 | 1,270,000 | ' | ' | ' | ' | ' | ' | ' | 3,300,000 | ' | ' | ' | ' | ' | ' | ' |
Cash component of incentive unit compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | 26,700,000 | 26,700,000 | ' | ' | ' | ' | ' | ' | ' |
Incentive units exchanges for shares of our common stock | ' | ' | ' | ' | ' | ' | ' | ' | 804,400,000 | 804,400,000 | ' | ' | ' | ' | ' | ' | ' |
The number of incentive units authorized by governing documents | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000 | ' | ' | ' | ' | ' |
Incentive units granted in an exchange for cancelled predecessor awards | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 930 | ' | ' | ' |
Unrecognized compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $5,300,000 | $159,300,000 | ' | ' | ' |
Subsequent incentive units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 70 | ' | ' | ' | ' |
Remaining expected life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' |
Incentive_Units_Fair_Value_of_
Incentive Units - Fair Value of Incentive Units Estimated (Detail) | 6 Months Ended |
Jun. 30, 2014 | |
Exchanged Incentive Units [Member] | ' |
Schedule Of Share Based Compensation Valuation Assumptions [Line Items] | ' |
Valuation date | 30-Jun-14 |
Dividend yield | 0.00% |
Expected volatility | 44.11% |
Risk-free rate | 0.84% |
Expected life (years) | '2 years 10 months 24 days |
Subsequent Incentive Units [Member] | ' |
Schedule Of Share Based Compensation Valuation Assumptions [Line Items] | ' |
Valuation date | 30-Jun-14 |
Dividend yield | 0.00% |
Expected volatility | 44.11% |
Risk-free rate | 0.84% |
Expected life (years) | '2 years 10 months 24 days |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 0 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 0 Months Ended | ||||||||
In Millions, unless otherwise specified | 1-May-14 | Mar. 17, 2014 | Nov. 01, 2011 | Jun. 30, 2014 | Feb. 28, 2014 | Dec. 12, 2012 | 1-May-14 | Mar. 17, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Mar. 28, 2013 | Jun. 30, 2014 | Apr. 01, 2014 | Mar. 10, 2014 | Jun. 30, 2014 | Mar. 28, 2014 |
MMBTU_day | NGPCIF [Member] | NGPCIF [Member] | MEMP [Member] | Classic [Member] | WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | WildHorse Resources, LLC [Member] | BlueStone Natural Resources Holdings, LLC [Member] | WHR Management Company [Member] | Propel [Member] | |||
MEMP [Member] | MEMP [Member] | Estimated Customary Post Closing Adjustments [Member] | Estimated Customary Post Closing Adjustments [Member] | |||||||||||||
MEMP [Member] | MEMP [Member] | |||||||||||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition purchase price | ' | ' | ' | ' | $63.40 | ' | ' | ' | ' | ' | $200 | ' | $33.30 | ' | ' | ' |
Date of acquisition common control | ' | ' | ' | 28-Feb-14 | ' | ' | ' | ' | ' | 28-Mar-13 | ' | 1-Apr-14 | ' | ' | ' | ' |
Total cash consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.2 | ' | ' |
Amount of gain over the book value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.5 | ' | ' |
Gain recognized as contribution | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.5 | ' | ' |
Oil and gas properties | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.3 |
Common stock lock-up agreement period | ' | ' | ' | ' | ' | ' | ' | ' | '180 days | ' | ' | ' | ' | ' | ' | ' |
Amount receivable under management agreement | ' | ' | ' | ' | ' | 0.4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Management fee per month | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' |
Service agreement termination period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '90 days | ' |
Primary term of gas processing agreement | ' | ' | ' | ' | ' | ' | ' | '15 years | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum annual processing fee | ' | $18.30 | ' | ' | ' | ' | ' | $18.30 | ' | ' | ' | ' | ' | ' | ' | ' |
Fee per MMBTU | 0.3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Natural gas produced per day | ' | ' | 50,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual inflationary escalation | 3.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Price per unit | 0.07 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Water disposal fee per barrel | ' | ' | ' | ' | ' | ' | 1.1 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Water disposal agreement period | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related_Party_Transactions_Sch
Related Party Transactions - Schedule of Net Assets Recorded (Detail) (NGPCIF [Member], USD $) | Feb. 28, 2014 |
In Thousands, unless otherwise specified | |
NGPCIF [Member] | ' |
Related Party Transaction [Line Items] | ' |
Accounts receivable | $2,274 |
Oil and natural gas properties, net | 40,056 |
Accrued liabilities | -297 |
Asset retirement obligations | -277 |
Net assets | $41,756 |
Related_Party_Transactions_Boo
Related Party Transactions - Book Value of Assets Sold (Detail) (WHR Management Company [Member], USD $) | Jun. 18, 2014 |
In Thousands, unless otherwise specified | |
WHR Management Company [Member] | ' |
Schedule of Other Related Party Transactions [Line Items] | ' |
Cash and cash equivalents | $33,001 |
Restricted cash | 300 |
Accounts receivable | 5,256 |
Prepaid expenses and other current assets | 379 |
Property, plant and equipment, net | 3,410 |
Other long-term assets | 4 |
Accounts payable | -19,959 |
Accounts payable - affiliates | -17,099 |
Accrued liabilities | -5,061 |
Net assets | $231 |
Business_Segment_Data_Addition
Business Segment Data - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2014 | |
Segment | |
Segment Reporting [Abstract] | ' |
Number of reportable business segments | 2 |
Business_Segment_Data_Summary_
Business Segment Data - Summary of Selected Business Segment Information (Detail) (USD $) | 3 Months Ended | 6 Months Ended | |||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total revenues | $236,564 | $147,045 | $427,392 | $269,226 | ' |
Adjusted EBITDA | 153,000 | 109,111 | 273,810 | 194,273 | ' |
Segment assets | 3,043,920 | ' | 3,043,920 | ' | 2,829,161 |
Total cash expenditures for additions to long-lived assets | ' | ' | 467,835 | 236,418 | ' |
Other, Adjustments & Eliminations [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total revenues | -30 | -34 | -45 | -117 | ' |
Adjusted EBITDA | -12,946 | 7,338 | -18,934 | -1,107 | ' |
Segment assets | 40,935 | ' | 40,935 | ' | -4,280 |
MRD [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total revenues | 113,284 | 56,905 | 203,150 | 111,067 | ' |
Adjusted EBITDA | 92,191 | 46,084 | 163,947 | 96,843 | ' |
Segment assets | 1,143,636 | ' | 1,143,636 | ' | 1,281,134 |
Total cash expenditures for additions to long-lived assets | ' | ' | 177,219 | 141,349 | ' |
MEMP [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total revenues | 123,310 | 90,174 | 224,287 | 158,276 | ' |
Adjusted EBITDA | 73,755 | 55,689 | 128,797 | 98,537 | ' |
Segment assets | 1,859,349 | ' | 1,859,349 | ' | 1,552,307 |
Total cash expenditures for additions to long-lived assets | ' | ' | $290,616 | $95,069 | ' |
Business_Segment_Data_Summary_1
Business Segment Data - Summary of Selected Business Segment Information (Parenthetical) (Detail) (Other, Adjustments & Eliminations [Member], USD $) | 6 Months Ended | 12 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
MEMP [Member] | MEMP [Member] | MEMP [Member] | MEMP [Member] | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' |
Cash distributions paid | ' | ' | $3,000,000 | $6,400,000 | $6,000,000 | $12,700,000 |
Impairment charges | $48,300,000 | $49,900,000 | ' | ' | ' | ' |
Business_Segment_Data_Schedule
Business Segment Data - Schedule of Calculation of Reportable Segment's Adjusted EBITDA (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Net income (loss) | ($1,053,443) | $78,158 | ($1,076,959) | $78,338 |
Interest expense, net | 34,531 | 12,009 | 68,583 | 21,379 |
Loss on extinguishment of debt | 37,248 | ' | 37,248 | ' |
Income tax expense (benefit) | -11,536 | 188 | -11,436 | 188 |
DD&A | 73,780 | 43,986 | 131,459 | 87,192 |
Accretion of AROs | 1,527 | 1,332 | 3,048 | 2,662 |
(Gain) loss on commodity derivative instruments | 141,590 | -54,129 | 201,072 | -31,584 |
(Gain) loss on sale of properties | 3,167 | 5,828 | 3,057 | 3,845 |
Exploration costs | 1,144 | 117 | 1,290 | 973 |
Operating Segments [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Net income (loss) | -1,062,583 | 91,365 | -1,088,278 | 89,152 |
Interest expense, net | 34,531 | 12,009 | 68,583 | 21,379 |
Loss on extinguishment of debt | 37,248 | ' | 37,248 | ' |
Income tax expense (benefit) | -11,536 | 188 | -11,436 | 188 |
DD&A | 72,976 | 43,717 | 129,848 | 87,192 |
Accretion of AROs | 1,527 | 1,332 | 3,048 | 2,662 |
(Gain) loss on commodity derivative instruments | 141,590 | -54,129 | 201,072 | -31,584 |
Cash settlements received (paid) on commodity derivative instruments | -11,314 | 5,057 | -24,504 | 16,160 |
(Gain) loss on sale of properties | 3,167 | 5,828 | 3,057 | 3,845 |
Acquisition related costs | 1,593 | 1,839 | 4,055 | 2,096 |
Incentive-based compensation expense | 944,657 | 663 | 946,975 | 1,085 |
Non-cash compensation expense | ' | 1,125 | ' | 1,125 |
Exploration costs | 1,144 | 117 | 1,290 | 973 |
Provision for environmental remediation | ' | ' | 2,852 | ' |
Non-cash equity (income) loss from MEMP | 9,944 | -13,727 | 12,930 | -11,604 |
Cash distributions from MEMP | 3,002 | 6,389 | 6,004 | 12,711 |
Adjusted EBITDA | 165,946 | 101,773 | 292,744 | 195,380 |
Operating Segments [Member] | MRD [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Net income (loss) | -948,377 | 38,670 | -940,015 | 40,754 |
Interest expense, net | 16,495 | 4,078 | 34,469 | 6,906 |
Loss on extinguishment of debt | 37,248 | ' | 37,248 | ' |
Income tax expense (benefit) | -11,536 | ' | -11,511 | ' |
DD&A | 37,819 | 19,045 | 67,946 | 42,129 |
Accretion of AROs | 161 | 184 | 325 | 369 |
(Gain) loss on commodity derivative instruments | 3,244 | -18,050 | 15,960 | -8,574 |
Cash settlements received (paid) on commodity derivative instruments | -3,408 | 1,771 | -8,629 | 5,757 |
(Gain) loss on sale of properties | 3,167 | 6,713 | 3,057 | 6,713 |
Acquisition related costs | 500 | 942 | 1,068 | 984 |
Incentive-based compensation expense | 942,992 | ' | 944,015 | ' |
Non-cash compensation expense | ' | ' | ' | ' |
Exploration costs | 940 | 69 | 1,080 | 698 |
Provision for environmental remediation | ' | ' | ' | ' |
Non-cash equity (income) loss from MEMP | 9,944 | -13,727 | 12,930 | -11,604 |
Cash distributions from MEMP | 3,002 | 6,389 | 6,004 | 12,711 |
Adjusted EBITDA | 92,191 | 46,084 | 163,947 | 96,843 |
Operating Segments [Member] | MEMP [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Net income (loss) | -114,206 | 52,695 | -148,263 | 48,398 |
Interest expense, net | 18,036 | 7,931 | 34,114 | 14,473 |
Loss on extinguishment of debt | ' | ' | ' | ' |
Income tax expense (benefit) | ' | 188 | 75 | 188 |
DD&A | 35,157 | 24,672 | 61,902 | 45,063 |
Accretion of AROs | 1,366 | 1,148 | 2,723 | 2,293 |
(Gain) loss on commodity derivative instruments | 138,346 | -36,079 | 185,112 | -23,010 |
Cash settlements received (paid) on commodity derivative instruments | -7,906 | 3,286 | -15,875 | 10,403 |
(Gain) loss on sale of properties | ' | -885 | ' | -2,868 |
Acquisition related costs | 1,093 | 897 | 2,987 | 1,112 |
Incentive-based compensation expense | 1,665 | 663 | 2,960 | 1,085 |
Non-cash compensation expense | ' | 1,125 | ' | 1,125 |
Exploration costs | 204 | 48 | 210 | 275 |
Provision for environmental remediation | ' | ' | 2,852 | ' |
Non-cash equity (income) loss from MEMP | ' | ' | ' | ' |
Cash distributions from MEMP | ' | ' | ' | ' |
Adjusted EBITDA | $73,755 | $55,689 | $128,797 | $98,537 |
Business_Segment_Data_Reconcil
Business Segment Data - Reconciliation of Total Reportable Segment's Adjusted EBITDA to Net Income (Loss) (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Adjustments to reconcile Adjusted EBITDA to net income (loss): | ' | ' | ' | ' |
Interest expense, net | ($34,531) | ($12,009) | ($68,583) | ($21,379) |
Loss on extinguishment of debt | -37,248 | ' | -37,248 | ' |
Income tax benefit (expense) | 11,536 | -188 | 11,436 | -188 |
DD&A | -73,780 | -43,986 | -131,459 | -87,192 |
Accretion of AROs | -1,527 | -1,332 | -3,048 | -2,662 |
Gains (losses) on commodity derivative instruments | -141,590 | 54,129 | -201,072 | 31,584 |
Gain (loss) on sale of properties | -3,167 | -5,828 | -3,057 | -3,845 |
Exploration costs | -1,144 | -117 | -1,290 | -973 |
Net income (loss) | -1,053,443 | 78,158 | -1,076,959 | 78,338 |
Reportable Segments [Member] | ' | ' | ' | ' |
Segment Reporting, Revenue Reconciling Item [Line Items] | ' | ' | ' | ' |
Total Reportable Segments' Adjusted EBITDA | 165,946 | 101,773 | 292,744 | 195,380 |
Adjustments to reconcile Adjusted EBITDA to net income (loss): | ' | ' | ' | ' |
Interest expense, net | -34,531 | -12,009 | -68,583 | -21,379 |
Loss on extinguishment of debt | -37,248 | ' | -37,248 | ' |
Income tax benefit (expense) | 11,536 | -188 | 11,436 | -188 |
DD&A | -73,780 | -43,986 | -131,459 | -87,192 |
Accretion of AROs | -1,527 | -1,332 | -3,048 | -2,662 |
Gains (losses) on commodity derivative instruments | -141,590 | 54,129 | -201,072 | 31,584 |
Cash settlements received (paid) on commodity derivative instruments | 11,314 | -5,058 | 24,504 | -16,160 |
Gain (loss) on sale of properties | -3,167 | -5,828 | -3,057 | -3,845 |
Acquisition related costs | -1,593 | -1,839 | -4,055 | -2,096 |
Incentive-based compensation expense | -944,657 | -663 | -946,975 | -1,085 |
Non-cash compensation expense | ' | -1,125 | ' | -1,125 |
Exploration costs | -1,144 | -117 | -1,290 | -973 |
Provision for environmental remediation | ' | ' | -2,852 | ' |
Cash distributions from MEMP | -3,002 | -6,389 | -6,004 | -12,711 |
Other non-cash equity (income) loss | ' | 790 | ' | 790 |
Net income (loss) | ($1,053,443) | $78,158 | ($1,076,959) | $78,338 |
Business_Segment_Data_Schedule1
Business Segment Data - Schedule of Consolidated and Combined Statement of Operations Disaggregated by Reportable Segment (Detail) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Revenues: | ' | ' | ' | ' |
Oil & natural gas sales | $235,223 | $146,469 | $425,140 | $268,095 |
Other revenues | 1,341 | 576 | 2,252 | 1,131 |
Total revenues | 236,564 | 147,045 | 427,392 | 269,226 |
Costs and expenses: | ' | ' | ' | ' |
Lease operating | 31,994 | 25,987 | 65,676 | 52,351 |
Pipeline operating | 676 | 479 | 1,165 | 949 |
Exploration | 1,144 | 117 | 1,290 | 973 |
Production and ad valorem taxes | 10,999 | 8,770 | 19,583 | 16,056 |
Depreciation, depletion, and amortization | 73,780 | 43,986 | 131,459 | 87,192 |
Incentive unit compensation expense | 942,817 | ' | 943,840 | ' |
General and administrative | 22,126 | 23,750 | 39,865 | 36,336 |
Accretion of asset retirement obligations | 1,527 | 1,332 | 3,048 | 2,662 |
(Gain) loss on commodity derivative instruments | 141,590 | -54,129 | 201,072 | -31,584 |
(Gain) loss on sale of properties | 3,167 | 5,828 | 3,057 | 3,845 |
Other, net | ' | 598 | -12 | 598 |
Total costs and expenses | 1,229,820 | 56,718 | 1,410,043 | 169,378 |
Operating income (loss) | -993,256 | 90,327 | -982,651 | 99,848 |
Other income (expense): | ' | ' | ' | ' |
Interest expense, net | -34,531 | -12,009 | -68,583 | -21,379 |
Loss on extinguishment of debt | -37,248 | ' | -37,248 | ' |
Other, net | 56 | 28 | 87 | 57 |
Total other income (expense) | -71,723 | -11,981 | -105,744 | -21,322 |
Income (loss) before income taxes | -1,064,979 | 78,346 | -1,088,395 | 78,526 |
Income tax benefit (expense) | 11,536 | -188 | 11,436 | -188 |
Net income (loss) | -1,053,443 | 78,158 | -1,076,959 | 78,338 |
Operating Segments [Member] | ' | ' | ' | ' |
Costs and expenses: | ' | ' | ' | ' |
Exploration | 1,144 | 117 | 1,290 | 973 |
Depreciation, depletion, and amortization | 72,976 | 43,717 | 129,848 | 87,192 |
Accretion of asset retirement obligations | 1,527 | 1,332 | 3,048 | 2,662 |
(Gain) loss on commodity derivative instruments | 141,590 | -54,129 | 201,072 | -31,584 |
(Gain) loss on sale of properties | 3,167 | 5,828 | 3,057 | 3,845 |
Other income (expense): | ' | ' | ' | ' |
Interest expense, net | -34,531 | -12,009 | -68,583 | -21,379 |
Loss on extinguishment of debt | -37,248 | ' | -37,248 | ' |
Income tax benefit (expense) | 11,536 | -188 | 11,436 | -188 |
Net income (loss) | -1,062,583 | 91,365 | -1,088,278 | 89,152 |
Operating Segments [Member] | MRD [Member] | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' |
Oil & natural gas sales | 112,976 | 56,796 | 202,594 | 110,834 |
Other revenues | 308 | 109 | 556 | 233 |
Total revenues | 113,284 | 56,905 | 203,150 | 111,067 |
Costs and expenses: | ' | ' | ' | ' |
Lease operating | 5,957 | 5,844 | 11,666 | 10,921 |
Exploration | 940 | 69 | 1,080 | 698 |
Production and ad valorem taxes | 3,923 | 3,803 | 6,923 | 7,209 |
Depreciation, depletion, and amortization | 37,819 | 19,045 | 67,946 | 42,129 |
Incentive unit compensation expense | 942,817 | ' | 943,840 | ' |
General and administrative | 11,538 | 9,540 | 19,319 | 14,813 |
Accretion of asset retirement obligations | 161 | 184 | 325 | 369 |
(Gain) loss on commodity derivative instruments | 3,244 | -18,050 | 15,960 | -8,574 |
(Gain) loss on sale of properties | 3,167 | 6,713 | 3,057 | 6,713 |
Other, net | ' | -25 | ' | -25 |
Total costs and expenses | 1,009,566 | 27,123 | 1,070,116 | 74,253 |
Operating income (loss) | -896,282 | 29,782 | -866,966 | 36,814 |
Other income (expense): | ' | ' | ' | ' |
Interest expense, net | -16,495 | -4,078 | -34,469 | -6,906 |
Loss on extinguishment of debt | -37,248 | ' | -37,248 | ' |
Earnings from equity investments | -9,944 | 12,937 | -12,930 | 10,814 |
Other, net | 56 | 29 | 87 | 32 |
Total other income (expense) | -63,631 | 8,888 | -84,560 | 3,940 |
Income (loss) before income taxes | -959,913 | 38,670 | -951,526 | 40,754 |
Income tax benefit (expense) | 11,536 | ' | 11,511 | ' |
Net income (loss) | -948,377 | 38,670 | -940,015 | 40,754 |
Operating Segments [Member] | MEMP [Member] | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' |
Oil & natural gas sales | 122,247 | 89,673 | 222,546 | 157,261 |
Other revenues | 1,063 | 501 | 1,741 | 1,015 |
Total revenues | 123,310 | 90,174 | 224,287 | 158,276 |
Costs and expenses: | ' | ' | ' | ' |
Lease operating | 26,067 | 20,217 | 54,055 | 41,588 |
Pipeline operating | 676 | 479 | 1,165 | 949 |
Exploration | 204 | 48 | 210 | 275 |
Production and ad valorem taxes | 7,076 | 4,967 | 12,660 | 8,847 |
Depreciation, depletion, and amortization | 35,157 | 24,672 | 61,902 | 45,063 |
General and administrative | 10,588 | 14,170 | 20,546 | 21,483 |
Accretion of asset retirement obligations | 1,366 | 1,148 | 2,723 | 2,293 |
(Gain) loss on commodity derivative instruments | 138,346 | -36,079 | 185,112 | -23,010 |
(Gain) loss on sale of properties | ' | -885 | ' | -2,868 |
Other, net | ' | 623 | -12 | 597 |
Total costs and expenses | 219,480 | 29,360 | 338,361 | 95,217 |
Operating income (loss) | -96,170 | 60,814 | -114,074 | 63,059 |
Other income (expense): | ' | ' | ' | ' |
Interest expense, net | -18,036 | -7,931 | -34,114 | -14,473 |
Loss on extinguishment of debt | ' | ' | ' | ' |
Total other income (expense) | -18,036 | -7,931 | -34,114 | -14,473 |
Income (loss) before income taxes | -114,206 | 52,883 | -148,188 | 48,586 |
Income tax benefit (expense) | ' | -188 | -75 | -188 |
Net income (loss) | -114,206 | 52,695 | -148,263 | 48,398 |
Other, Adjustments & Eliminations [Member] | ' | ' | ' | ' |
Revenues: | ' | ' | ' | ' |
Other revenues | -30 | -34 | -45 | -117 |
Total revenues | -30 | -34 | -45 | -117 |
Costs and expenses: | ' | ' | ' | ' |
Lease operating | -30 | -74 | -45 | -158 |
Depreciation, depletion, and amortization | 804 | 269 | 1,611 | ' |
General and administrative | ' | 40 | ' | 40 |
Other, net | ' | ' | ' | 26 |
Total costs and expenses | 774 | 235 | 1,566 | -92 |
Operating income (loss) | -804 | -269 | -1,611 | -25 |
Other income (expense): | ' | ' | ' | ' |
Earnings from equity investments | 9,944 | -12,937 | 12,930 | -10,814 |
Other, net | ' | -1 | ' | 25 |
Total other income (expense) | 9,944 | -12,938 | 12,930 | -10,789 |
Income (loss) before income taxes | 9,140 | -13,207 | 11,319 | -10,814 |
Net income (loss) | $9,140 | ($13,207) | $11,319 | ($10,814) |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 6 Months Ended | |||||||
Mar. 17, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | |
Dubach [Member] | Dubach [Member] | Dubach [Member] | Dubberly [Member] | Dubberly [Member] | Dubberly [Member] | MEMP [Member] | ||||
MMBTU | Minimum [Member] | Maximum [Member] | MMBTU | Minimum [Member] | Maximum [Member] | |||||
Loss Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Environmental reserves | ' | $2,600,000 | $600,000 | ' | ' | ' | ' | ' | ' | ' |
Estimated environmental remediation expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,900,000 |
Maximum remaining obligation | ' | 10,300,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Expansion of processing plant | ' | ' | ' | 70 | ' | ' | ' | ' | ' | ' |
Payback demand fee for third party | ' | ' | ' | 110.00% | ' | ' | ' | ' | ' | ' |
Payback demand quality per day | ' | ' | ' | 136,200 | ' | ' | ' | ' | ' | ' |
Payback of fee in excess of demand quantity | ' | ' | ' | 0.26 | ' | ' | 0.31 | ' | ' | ' |
Increase in demand fee | ' | ' | ' | ' | 0.26 | 0.275 | ' | ' | ' | ' |
Payback demand fee received by the third party | ' | ' | ' | ' | ' | ' | 110.00% | ' | ' | ' |
Payback of demand fee | ' | ' | ' | ' | ' | ' | 0.31 | ' | ' | ' |
Monthly demand quantity | ' | ' | ' | ' | ' | ' | 56,750 | ' | ' | ' |
Increase of demand quantity | ' | ' | ' | ' | ' | ' | 113,500 | ' | ' | ' |
Decrease in demand fee | ' | ' | ' | ' | ' | ' | ' | 0.275 | 0.31 | ' |
Minimum processing fee | $18,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies - Gross Held-to-Maturity Investments (Detail) (USD $) | Jun. 30, 2014 |
In Thousands, unless otherwise specified | |
Held-to-maturity Securities [Abstract] | ' |
Less: Outside working interest owners share | ($63,690) |
Amortized Cost | 68,313 |
Money Market Funds [Member] | ' |
Held-to-maturity Securities [Abstract] | ' |
Amortized Cost | $132,003 |
Commitments_and_Contingencies_3
Commitments and Contingencies - Minimum Balances Attributable to Net Working Interest (Detail) (USD $) | Jun. 30, 2014 |
In Thousands, unless otherwise specified | |
June 30, 2014 [Member] | ' |
Asset retirement obligations | ' |
Minimum balances attributable to REO's net working interest | $68,310 |
June 30, 2015 [Member] | ' |
Asset retirement obligations | ' |
Minimum balances attributable to REO's net working interest | 72,450 |
June 30, 2016 [Member] | ' |
Asset retirement obligations | ' |
Minimum balances attributable to REO's net working interest | 76,590 |
December 31, 2016 [Member] | ' |
Asset retirement obligations | ' |
Minimum balances attributable to REO's net working interest | $78,660 |
Commitments_and_Contingencies_4
Commitments and Contingencies - Minimum Commitments to Gather before Other Owner Contributions (Detail) (USD $) | Jun. 30, 2014 |
In Thousands, unless otherwise specified | |
Dubach [Member] | ' |
Other Commitments [Line Items] | ' |
2014 | $6,892 |
2015 | 13,671 |
2016 | 13,709 |
2017 | 13,671 |
2018 | 12,772 |
Total | 60,715 |
Dubberly [Member] | ' |
Other Commitments [Line Items] | ' |
2014 | 2,872 |
2015 | 11,393 |
2016 | 11,424 |
2017 | 11,393 |
2018 | 10,643 |
Total | $47,725 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | Jun. 30, 2014 | Jul. 01, 2014 | Jul. 01, 2014 | Jul. 15, 2014 | Jul. 17, 2014 | Jul. 01, 2014 | Jul. 10, 2014 | Jul. 10, 2014 | Jul. 17, 2014 | Jul. 10, 2014 | Jul. 17, 2014 |
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||
MEMP July 2014 Third-Party Acquisition [Member] | MEMP July 2014 Third-Party Acquisition [Member] | MEMP 2014 Equity Offering [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | 5.875% Senior Unsecured Notes ("MRD Senior Notes") [Member] | 5.875% Senior Unsecured Notes ("MRD Senior Notes") [Member] | 6.875% Senior Unsecured Notes ("2022 Senior Notes") [Member] | Private Placement of Debt [Member] | Private Placement of Debt [Member] | ||
Revolving Credit Facility [Member] | MEMP [Member] | 5.875% Senior Unsecured Notes ("MRD Senior Notes") [Member] | 6.875% Senior Unsecured Notes ("2022 Senior Notes") [Member] | ||||||||
MEMP [Member] | |||||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | $600,000,000 | $500,000,000 |
Senior unsecured notes interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.88% | 6.88% |
Senior unsecured notes maturity date | ' | ' | ' | ' | ' | ' | 1-Jul-22 | ' | 1-Aug-22 | ' | ' |
Decreased borrowing base | ' | ' | ' | ' | ' | ' | ' | 56,500,000 | ' | ' | ' |
Other event of default minimum note holder percentage to accelerate | ' | ' | ' | ' | ' | ' | 25.00% | ' | 25.00% | ' | ' |
Purchase price of Wyoming acquisition | ' | ' | 915,100,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Effective date of acquisition | ' | 1-Apr-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowing base | 870,000,000 | ' | ' | ' | 1,315,000,000 | 1,440,000,000 | ' | ' | ' | ' | ' |
Number of common units issued in public offering | ' | ' | ' | 9,890,000 | ' | ' | ' | ' | ' | ' | ' |
Number of over-allotment common units issued by Partnership | ' | ' | ' | 1,290,000 | ' | ' | ' | ' | ' | ' | ' |
Public offering price per common unit | ' | ' | ' | $22.25 | ' | ' | ' | ' | ' | ' | ' |
Net cash proceeds from public offering | ' | ' | ' | 220,300,000 | ' | ' | ' | ' | ' | ' | ' |
Percentage of senior notes issued at par | ' | ' | ' | ' | ' | ' | ' | ' | 98.49% | ' | ' |
Net proceeds from notes offering | ' | ' | ' | ' | ' | ' | ' | ' | $484,900,000 | ' | ' |