Long-Term Debt | Long‑Term Debt As of the dates indicated, the Company’s long‑term debt consisted of the following (in thousands): September 30, December 31, Credit facility due August 16, 2022 (or an earlier time as set forth in the credit facility) $ — $ — 2021 Senior Notes due July 15, 2021 550,000 550,000 2024 Senior Notes due May 15, 2024 400,000 — Unamortized debt issuance costs on Senior Notes (17,430 ) (11,859 ) Total long-term debt 932,570 538,141 Less: current portion of long-term debt — — Total long-term debt, net of current portion $ 932,570 $ 538,141 Credit Facility In August 2017, the Company entered into an amendment and restatement of its existing credit facility (prior to amendment and restatement, the "Prior Credit Facility"), to provide aggregate commitments of $1.5 billion with a syndicate of banks, which is subject to a borrowing base. The credit facility matures on the earlier of (a) August 16, 2022, (b) January 15, 2021 if (and only if) the Company's 2021 Senior Notes (as defined below) have not been refinanced or repaid in full on or prior to January 15, 2021, (c) April 15, 2021, if (and only if) (i) the Series A Preferred Stock of the Company (the "Series A Preferred Stock") have not been converted into common equity or redeemed prior to April 15, 2021, and (ii) prior to April 15, 2021, the maturity date of the Series A Preferred Stock has not been extended to a date that is no earlier than six months after August 16, 2022 or (d) the earlier termination in whole of the commitments. As of September 30, 2017 , the credit facility was subject to a borrowing base of $375.0 million . As of September 30, 2017 and, with respect to the Prior Credit Facility, December 31, 2016 , the Company had no outstanding borrowings. As of September 30, 2017 and, with respect to the Prior Credit Facility, December 31, 2016 , the Company had standby letters of credit of $25.7 million and $0.6 million , respectively. At September 30, 2017 , the undrawn balance under the credit facility was $375.0 million . As of the date of this filing, the Company had no borrowings outstanding under the credit facility. Redetermination of the borrowing base was scheduled on August 1, 2017 and semiannually on May 1 and November 1, thereafter. The Company and the administrative agent under the credit facility may each elect a redetermination of the borrowing base between any two scheduled redeterminations. The scheduled August 1, 2017 redetermination closed in October 2017, resulting in a borrowing base increase to $525.0 million . Interest on the credit facility is payable at one of the following two variable rates as selected by the Company: a base rate based on the Prime Rate or the Eurodollar rate, based on LIBOR. Either rate is adjusted upward by an applicable margin, based on the utilization percentage of the facility as outlined in the pricing grid below. Additionally, the credit facility provides for a commitment fee of 0.375% to 0.50% , depending on borrowing base usage. The grid below shows the Base Rate Margin and Eurodollar Margin depending on the applicable Borrowing Base Utilization Percentage (as defined in the credit facility) as of the date of this filing: Borrowing Base Utilization Grid Borrowing Base Utilization Percentage Utilization Eurodollar Margin Base Rate Margin Commitment Fee Rate Level 1 < 25% 2.00% 1.00% 0.375% Level 2 ≥ 25% < 50% 2.25% 1.25% 0.375% Level 3 ≥ 50% < 75% 2.50% 1.50% 0.500% Level 4 ≥ 75% < 90% 2.75% 1.75% 0.500% Level 5 ≥ 90% 3.00% 2.00% 0.500% The credit facility contains representations, warranties, covenants, conditions and defaults customary for transactions of this type, including but not limited to: (i) limitations on liens and incurrence of debt covenants; (ii) limitations on dividends, distributions, redemptions and restricted payments covenants; (iii) limitations on investments, loans and advances covenants; (iv) limitations on the sale of property, mergers, consolidations and other similar transactions covenants; and (v) holding cash balances in excess of certain thresholds while carrying a balance on the credit facility. Additionally, the credit facility limits the Company entering into hedges in excess of 85% of its anticipated production volumes. The credit facility also contains financial covenants requiring the Company to comply with a current ratio of its consolidated current assets (includes availability under the revolving credit facility and unrestricted cash and excludes derivative assets) to its consolidated current liabilities (excludes obligations under the revolving credit facility, senior notes and certain derivative liabilities), of not less than 1.0 to 1.0 and to maintain, on the last day of each quarter, a ratio of consolidated debt less cash balances to its consolidated EBITDAX (EBITDAX is defined as net income adjusted for certain cash and non-cash items including DD&A, exploration expense, gains/losses on derivative instruments, amortization of certain debt issuance costs, non-cash compensation expense, interest expense and prepayment premiums on extinguishment of debt) for the four fiscal quarter period most recently ended, of not greater than 4.0 : 1.0 . For the quarter ending September 30, 2017, consolidated EBITDAX will be based on the last six months ’ consolidated EBITDAX multiplied by 2 ; and for the quarter ending December 31, 2017, consolidated EBITDAX will be based on the last nine months ’ consolidated EBITDAX multiplied by 4/3. For the quarters ending on or after March 31, 2018, consolidated EBITDAX will be based on the last twelve months ’ consolidated EBITDAX. The Company was in compliance with all financial covenants under the credit facility as of September 30, 2017 and through the filing of this report. Any borrowings under the credit facility are collateralized by substantially all of the assets of the Company and its subsidiaries, including oil and gas properties, personal property and the equity interests of the subsidiaries of the Company. The Company has entered into oil and natural gas hedging transactions with several counterparties that are also lenders under the credit facility. The Company’s obligations under these hedging contracts are secured by the collateral securing the credit facility. 2021 Senior Notes In July 2016, the Company issued at par $550.0 million principal amount of 7.875% Senior Notes due July 15, 2021 (the “2021 Senior Notes” and the offering, the “2021 Senior Notes Offering”). The 2021 Senior Notes bear an annual interest rate of 7.875% . The interest on the 2021 Senior Notes is payable on January 15 and July 15 of each year commencing on January 15, 2017. The Company received net proceeds of approximately $537.2 million after deducting discounts and fees. The 2021 Senior Notes are the Company's senior unsecured obligations and rank equally in right of payment with all of its other senior indebtedness and senior to any of its subordinated indebtedness. The 2021 Senior Notes are fully and unconditionally guaranteed on a senior unsecured basis by each of the Company's current and future restricted subsidiaries (other than Extraction Finance Corp., the co-issuer of the 2021 Senior Notes) that guarantees its indebtedness under a credit facility (the “Guarantors”). The notes are effectively subordinated to all of the Company's secured indebtedness (including all borrowings and other obligations under its revolving credit facility) to the extent of the value of the collateral securing such indebtedness, and structurally subordinated in right of payment to all existing and future indebtedness and other liabilities (including trade payables) of any future subsidiaries that do not guarantee the notes. The 2021 Senior Notes also contain affirmative and negative covenants that, among other things, limit the Company's and the Guarantors' ability to make investments; declare or pay any dividend or make any other payment to holders of the Company’s or any of its Guarantors’ equity interests; repurchase or redeem any equity interests of the Company; repurchase or redeem subordinated indebtedness; incur additional indebtedness or issue preferred stock; create liens; sell assets; enter into agreements that restrict dividends or other payments by restricted subsidiaries; consolidate, merge or transfer all or substantially all of the assets of the Company; engage in transactions with the Company's affiliates; engage in any business other than the oil and gas business; and create unrestricted subsidiaries. The indenture governing the 2021 Senior Notes (the “2021 Senior Notes Indenture”) also contains customary events of default. Upon the occurrence of events of default arising from certain events of bankruptcy or insolvency, the 2021 Senior Notes shall become due and payable immediately without any declaration or other act of the trustee or the holders of the 2021 Senior Notes. Upon the occurrence of certain other events of default, the trustee or the holders of at least 25% in aggregate principal amount of the then outstanding 2021 Senior Notes may declare all outstanding 2021 Senior Notes to be due and payable immediately. The Company was in compliance with all financial covenants under the 2021 Senior Notes Indenture as of September 30, 2017 , and through the filing of this report. 2024 Senior Notes In August 2017, the Company issued at par $400.0 million principal amount of 7.375% Senior Notes due May 15, 2024 (the “2024 Senior Notes” and the offering, the “2024 Senior Notes Offering”). The 2024 Senior Notes bear an annual interest rate of 7.375% . The interest on the 2024 Senior Notes is payable on May 15 and November 15 of each year commencing on November 15, 2017. The Company received net proceeds of approximately $392.6 million after deducting discounts and fees. The Company's 2024 Senior Notes are its senior unsecured obligations and rank equally in right of payment with all of its other senior indebtedness and senior to any of its subordinated indebtedness. The Company's 2024 Senior Notes are fully and unconditionally guaranteed on a senior unsecured basis by each of its current subsidiaries and by certain future restricted subsidiaries that guarantees its indebtedness under a credit facility (the “2024 Senior Note Guarantors”). The notes are effectively subordinated to all of the Company's secured indebtedness (including all borrowings and other obligations under its revolving credit facility) to the extent of the value of the collateral securing such indebtedness, and structurally subordinated in right of payment to all existing and future indebtedness and other liabilities (including trade payables) of any of its future subsidiaries that do not guarantee the notes. The 2024 Senior Notes also contain affirmative and negative covenants that, among other things, limit the Company's and the Guarantors' ability to make investments; declare or pay any dividend or make any other payment to holders of the Company’s or any of its Guarantors’ equity interests; repurchase or redeem any equity interests of the Company; repurchase or redeem subordinated indebtedness; incur additional indebtedness or issue preferred stock; create liens; sell assets; enter into agreements that restrict dividends or other payments by restricted subsidiaries; consolidate, merge or transfer all or substantially all of the assets of the Company; engage in transactions with the Company's affiliates; engage in any business other than the oil and gas business; and create unrestricted subsidiaries. The indenture governing the 2024 Senior Notes (the “2024 Senior Notes Indenture”) also contains customary events of default. Upon the occurrence of events of default arising from certain events of bankruptcy or insolvency, the 2024 Senior Notes shall become due and payable immediately without any declaration or other act of the trustee or the holders of the 2024 Senior Notes. Upon the occurrence of certain other events of default, the trustee or the holders of at least 25% in aggregate principal amount of the then outstanding 2024 Senior Notes may declare all outstanding 2024 Senior Notes to be due and payable immediately. The Company was in compliance with all financial covenants under the 2024 Senior Notes Indenture through the filing of this report. Debt Issuance Costs As of September 30, 2017 , the Company had debt issuance costs, net of accumulated amortization, of $3.1 million related to its credit facility which has been reflected on the Company’s balance sheet within the line item other non‑current assets. As of September 30, 2017 , the Company had debt issuance costs, net of accumulated amortization, of $17.4 million related to its 2021 and 2024 Senior Notes (collectively, the "Senior Notes") which has been reflected on the Company's condensed consolidated balance sheet within the line item Senior Notes, net of unamortized debt issuance costs. Debt issuance costs include origination, legal, engineering and other fees incurred in connection with the Company’s credit facility, 2021 Senior Notes and 2024 Senior Notes. For the three and nine months ended September 30, 2017 , the Company recorded amortization expense related to debt issuance costs of $1.5 million and $3.2 million , respectively as compared to $11.6 million and $13.5 million for the three and nine months ended September 30, 2016 , respectively. Debt issuance costs for the three and nine months ended September 30, 2016 include $10.8 million of acceleration of amortization expense upon the repayment of the Company's Second Lien Notes. For additional information regarding amortization expense on Second Lien Notes, see the Company's Annual Report. Debt Discount Costs on Second Lien Notes For the three and nine months ended September 30, 2016 , the Company recorded amortization expense related to the debt discount on its Second Lien Notes of $4.3 million and $4.8 million , respectively. The Company recorded no amortization expense related to the debt discount on its Second Lien Notes for the three and nine months ended September 30, 2017 . For additional information regarding debt discount costs on Second Lien Notes, see the Company’s Annual Report. Interest Incurred on Long‑Term Debt For the three and nine months ended September 30, 2017 , the Company incurred interest expense on long‑term debt of $16.5 million and $39.2 million , respectively, as compared to $12.2 million and $38.9 million for the three and nine months ended September 30, 2016 , respectively. For the three and six months ended September 30, 2017 , the Company capitalized interest expense on long term debt of $2.9 million and $8.6 million , respectively, as compared to $1.2 million and $3.6 million for the three and nine months ended September 30, 2016 , respectively, which has been reflected in the Company’s condensed consolidated financial statements. Also included in interest expense for the three and nine months ended September 30, 2016 is a prepayment penalty of $4.3 million related to the Company's repayment of its Second Lien Notes in July 2016. |