Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies A discussion of our significant accounting policies and estimates is included in our 2017 Form 10-K. There have been no changes except as discussed below. Oil and Gas Properties Significant costs associated with development wells in progress or awaiting completion are excluded from depletion until the well is completed. Effective July 1, 2018, we lowered our significance threshold and as a result, we excluded capitalized costs of $60.9 million at September 30, 2018. Supplemental Cash Flow Information Supplemental cash flow for the periods presented (in thousands): For the Nine Months Ended September 30, 2018 2017 Supplemental cash flows: Cash paid for interest, net of capitalized interest $ 45,496 $ 13,465 Noncash investing activities: Increase (decrease) in capital expenditures in accounts payables and accrued liabilities (45,838) 95,292 (Increase) decrease in accounts receivable related to capital expenditures and acquisitions (1,780) 7,990 New Accounting Standards Definition of a Business In January 2017, the Financial Accounting Standards Board (the “FASB”) issued an accounting standards update to clarify the definition of a business. The definition of a business affects many areas of accounting including acquisitions, disposals, goodwill, and consolidation. The amendments are intended to help companies and other organizations evaluate whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments provide a more robust framework to use in determining when a set of assets and activities is a business. The amendments are effective for annual periods beginning after December 15, 2017, including interim periods within those periods. Early adoption was permitted and the guidance is to be applied on a prospective basis to purchases or disposals of a business or an asset. The Company adopted this guidance on January 1, 2018 and it did not have a material impact on our consolidated financial statements. Statement of Cash Flows – Restricted Cash a consensus of the FASB Emerging Issues Task Force In November 2016, the FASB issued an accounting standards update to clarify the guidance on the classification and presentation of restricted cash in the statement of cash flows. The changes in restricted cash and restricted cash equivalents that result from the transfers between cash, cash equivalents, and restricted cash and restricted cash equivalents should not be presented as cash flow activities in the statement of cash flows. The new guidance is effective for reporting periods beginning after December 15, 2017 and interim periods within those fiscal years. The new guidance requires transition under a retrospective approach for each period presented. The Company adopted this guidance on January 1, 2018 and it did not have a material impact on our consolidated financial statements. Statement of Cash Flows – Classification of Certain Cash Receipts and Cash Payments In August 2016, the FASB issued an accounting standards update to address eight specific cash flow issues with the objective of reducing the current and potential future diversity in practice. The new guidance is effective for reporting periods beginning after December 15, 2017 and interim periods within those fiscal years. The new guidance requires transition under a retrospective approach for each period presented. If it is impracticable to apply the amendments retrospectively for some of the issues, the amendments for those issues would be applied prospectively as of the earliest date practicable. The Company adopted this guidance on January 1, 2018 and it did not have a material impact on our consolidated financial statements. Leases In February 2016, the FASB issued a revision to its lease accounting guidance. The FASB retained a dual model, which requires classification of leases as finance or operating. The classification is based on criteria that are similar to the current lease accounting guidance. The revised guidance requires lessees to recognize a right-of-use asset and lease liability for all leasing transactions regardless of classification. The new standard is effective for financial statements issued for annual periods beginning after December 15, 2018 and interim periods within those fiscal years. Although early adoption is permitted for all entities as of the beginning of an interim or annual reporting period, the Company will apply the revised lease rules for our interim and annual reporting periods starting January 1, 2019. Originally, entities were required to use a modified retrospective approach, where the date of initial application to existing leases would be to the beginning of the earliest period presented in the annual financial statements where we first apply the new standard (i.e. financial statements as of and for the year ending December 31, 2019). Under this method therefore, leases commencing as early as January 1, 2017 would be impacted by the new standard and comparative periods presented in those financials would likely be adjusted (“the comparative method”). In July 2018, the FASB issued targeted improvements to the new leasing standard, which now allows entities the option to use the January 1, 2019 effective date as the date of initial application (“the effective date method”). As a result, comparative periods will not require adjustment because only contracts existing as of January 1, 2019 are within the scope of the new standard. The Company currently intends to adopt the standard using the effective date method. Further, the new standard allows lessees to adopt a package of practical expedients upon transition to the new standard, whereby contracts existing as of January 1, 2019 will not require reassessment under the new definition of a lease or new lease classification criteria. Therefore, a contract existing on January 1, 2019 that did not meet the definition of a lease under the current standard, will not be accounted for or reported as a lease under the new standard. Effectively, the current identification and classification will remain for those leases (under the new standard) unless those leases are modified or require reassessment under the new standard. The Company currently intends to make this accounting policy election upon adoption. For leases with a term of 12 months or less (i.e. a short-term lease), a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize right-of-use assets and lease liabilities. If a lessee makes this election, it should generally recognize lease expense for such leases on a straight-line basis over the lease term and short-term lease costs must be disclosed for each period. The Company currently intends to make this accounting policy election for most or all classes of assets. The new standard provides a scope exclusion for the rights to use land easements related to oil and gas activities, for which many of our land easement will qualify. Additionally, the standard allows a practical expedient not to reassess whether land easements existing on January 1, 2019 meet the definition of a lease under the new standard if they were not accounted for as leases under the current standard. The Company currently intends to make this accounting policy election upon adoption. As the Company is the lessee under various agreements for office space, compressors and equipment currently accounted for as operating leases, the new rules will increase reported assets and liabilities. Though the full quantitative impacts of the new standard are dependent on the leases in force at the time of adoption, we have determined that the adoption of the standard will result in a material increase to our assets and liabilities due to the recognition on our balance sheet of our office leases and certain equipment. As we complete our evaluation, we will determine all contracts that are impacted throughout our various disciplines. Revenue from Contracts with Customers Our revenues are derived through the sale of our hydrocarbon production, specifically the sale of crude oil, natural gas and NGLs. On January 1, 2018 the Company adopted ASC 606, Revenue from Contracts with Customers and all the related amendments (“new revenue standard”) to all contracts that were not completed as of January 1, 2018 using the cumulative effect transition method. The cumulative effect of adopting the standard was recognized through an adjustment to opening accumulated earnings. The new revenue standard provides a five-step model to analyze contracts to determine when and how revenue is recognized. Central to the five-step model is the concept of control and the timing of the transfer of that control determines the timing of when revenue can be recognized. Control as defined in the standard is the “ability to direct the use of, and obtain substantially all of the remaining benefits from, the asset.” We review our contracts through the five-step model at inception, and as any new contracts are executed or existing contracts are modified, to determine when to recognize revenue. We expect the overall impact to net income to be immaterial on an ongoing basis. Previous periods have not been revised or adjusted and reflect the revenue standard in effect for those periods. Under the previous revenue recognition standard, revenues were recognized when the product was delivered at a fixed and determinable price, title transferred and collectability was reasonably assured and evidenced by a contract. Crude oil sales contracts We have performance obligations under our crude oil sales contracts to deliver barrels of oil, where each barrel of oil is considered to be its own performance obligation under the new revenue standard. Volumes are generally not predetermined and pricing for the crude oil is index-based, adjusted for location and other economic factors. We recognize revenue from the sale of our crude oil at a point in time, when we transfer control of the crude oil to our purchaser, which occurs when the oil passes through our facilities (typically a tank battery or our third-party contracted trucks) into our purchaser’s receiving equipment (typically a truck or their pipeline). Once the crude oil has been delivered, we have fulfilled our obligation and we no longer have the ability to direct the use of, or obtain any of the remaining benefits from that crude oil. Sales of crude oil are presented on the “Oil sales” line item of our statement of operations. The adoption of the new revenue standard did not result in any material changes to the accounting or presentation of oil sales. Natural gas sales contracts Our natural gas contracts stipulate that we deliver unprocessed natural gas to a contractually specified delivery point. Once the natural gas enters our customer’s facilities, it may be compressed, dehydrated, treated, separated into residue gas (predominately methane) and NGLs, or otherwise processed. For a majority of our natural gas sales contracts, WildHorse transfers control of the natural gas (which could include both residue gas and NGLs) to our customer upon delivery into their facilities and we recognize revenue at that point in time. Our performance obligation within these contracts is to deliver unprocessed natural gas. Once delivered, we have fulfilled our obligation and our customers have full control over the use, sale or disposition of the gas. Any charges assessed to us by our customer, including but not limited to gathering, processing, compression, treating and dehydration are considered to be a reduction to the transaction price because we did not receive a distinct good or service from the customer. Services are not deemed to be provided to us because the related activities occur after we transfer control of the gas to our customer. Prior to the adoption of the new revenue standard, these charges were reported within “Gathering, processing and transportation” expense in our statement of operations, while these costs are now being netted against revenues. For the other portion of our natural gas sales contracts, our contracts are structured such that both the customer and WildHorse have shared contractual control over the natural gas. Contractual terms dictate that payment to us is based on actual extracted volumes of NGLs/residue gas. Further, the contracts stipulate that a portion of that processed gas is retained by our customer as compensation for their services, thereby incentivizing the customer to process our gas and operate their facilities efficiently in our best interest. Under these contracts, the value associated with the volumes our customer retains and any charges assessed by our customer are recognized on our “Gathering, processing and transportation” expense line item. This is because the gas is contractually controlled jointly by both us and our customer until our performance obligation is fulfilled at the tailgate of our customer’s plant (once processing has been completed). Our performance obligation under these contracts is to sell the extracted NGLs and residue gas. We recognize revenue at a point in time (at the plant tailgate) when we have fulfilled our performance obligation. Prior to the adoption of the new revenue standard, we did not recognize the volumes retained by our customer as an expense and we reported revenues net of the volumes they retained. Residue gas contracts In certain of the natural gas sales contracts discussed above, the residue gas separated during plant processing is not sold to the processor but is instead redelivered back to us at the tailgate of the plant. We directly market these volumes to third parties using index-based natural gas prices and utilize our pipeline capacity (under our transportation agreements) to deliver these volumes from the plant tailgate to market. Our performance obligation in our residue gas contracts is the delivery of residue gas. Control over residue gas transfers upon delivery, at which point we have fulfilled our performance obligation and can recognize revenue. Performance obligations fulfilled in a prior period We record revenue in the month oil or natural gas volumes are delivered to the customer, based on estimated production, prices and revenue deductions. Any variances between our estimates and the actual amounts received are generally recorded one month after delivery for operated oil sales, two months after delivery for operated natural gas and NGL sales and three months after delivery for non-operated oil, natural gas and NGL sales. Disaggregation of revenue The new revenue standard requires that we disaggregate revenue recognized from contracts with customers into categories that depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. Our statement of operations disaggregates revenue to reflect pricing realities present in our contracts with our customers. The terms of our natural gas sales contracts stipulate that the pricing we receive for our unprocessed natural gas will be based on the volumes of lower value natural gas and higher value NGLs present in the unprocessed natural gas we deliver. Fees assessed by our customers (that reduce revenue) are allocated between gas and NGLs on a volumetric basis or based upon the nature of the fee. Contributions in aid of construction Certain of our contracts require us to make up-front payments to our customers to reimburse them for the cost of installing metering and custody transfer equipment or constructing pipelines from our wells to their facilities. These long-term assets are amortized over the period of the benefit and are presented as a reduction to natural gas and NGL revenue or as a gathering, processing and transportation expense. Prior to the adoption of the new revenue standard, these assets were recorded to our “Oil and gas properties” line item on the balance sheet and depleted using the units of production method. As depicted below, we adjusted the balance sheet and accumulated earnings for the cumulative effect of this accounting change. The cumulative effect of the changes made to our consolidated January 1, 2018 balance sheet for the adoption of the new revenue standard is as follows (in thousands): At December 31, Adjustments for At January 1, 2017 ASC 606 2018 Assets: Oil and gas properties $ 2,999,728 $ (4,041) $ 2,995,687 Accumulated depreciation, depletion and amortization (368,245) 371 (367,874) Other non-current assets — 3,978 3,978 Liabilities: Deferred tax liabilities $ 71,470 $ 67 $ 71,537 Stockholders’ Equity: Accumulated earnings (deficit) $ 25,773 $ 243 $ 26,016 Other topics Production Imbalances - We recognize revenues from the sale of oil, natural gas and NGLs using the sales method of accounting, whereby revenue is recorded based on our share of volume sold, regardless of whether we have taken our proportional share of volume produced. These differences result in gas imbalances. We record a liability to the extent there are not sufficient reserves to cover an over delivered gas imbalance. No receivables are recorded for those wells on which the Company has taken less than its proportionate share of production. Contract assets - The new revenue standard requires certain disclosure around contract assets. Contract assets are rights to consideration in exchange for goods or services that the entity has transferred to a customer when that right is conditional on something other than the passage of time. We have an unconditional right to payment upon completion of our performance obligations and have therefore recorded no contract assets as of September 30, 2018. Unsatisfied performance obligations - We have no unsatisfied performance obligations under our contracts. The majority of our contracts do not have stated volumes and we consider our performance obligations to be satisfied upon transfer of control of the commodity. In our remaining contracts where we are obligated to deliver a stated volume, all volumes are delivered in the period and we do not have any unsatisfied performance obligations under those contracts at the end of a period. Other Income - During the period, we owned the Oakfield gathering system, substantial fresh water supply and storage, a saltwater disposal well and several compressors. Though the Oakfield gathering system, saltwater disposal well and compressors were sold to Tanos Energy Holdings III, LLC (“Tanos”) as part of the NLA Divestiture (see Note 3), these assets were used during the period in the operations of our wells. Non-operators who own a portion of our wells are billed for the use of these assets, utilizing rates based on industry-accepted joint interest accounting rules and market conditions. We report income from this source as “Other income” on our statement of operations in accordance with accounting guidance on collaborative arrangements. Operating expenses related to these activities are recorded to the “Other operating (income) expense” line item on the statement of operations. Prior to the adoption of the new revenue standard, income net of expenses from saltwater disposal wells and compressors were recorded within lease operating expense and income net of expenses for the Burleson water supply and storage assets were recorded within other income. In accordance with the new revenue standard requirements, the disclosure of the impact of adoption on our consolidated income statement, balance sheet and statement of cash flows was as follows (in thousands): For the Three Months Ended September 30, 2018 For the Nine Months Ended September 30, 2018 As Reported Without ASC 606 Increase/- As Reported Without ASC 606 Increase/- Under ASC 606 Adoption Decrease Under ASC 606 Adoption Decrease Revenues: Oil sales $ 236,040 $ 236,056 $ (16) $ 625,811 $ 625,856 $ (45) Natural gas sales 9,298 10,378 (1,080) 45,034 48,353 (3,319) NGL sales 13,883 16,125 (2,242) 30,999 37,727 (6,728) Other Income 269 269 — 1,816 1,625 191 Operating expenses: Lease operating expenses 14,221 14,681 (460) 42,736 43,736 (1,000) Gathering, processing and transportation 3,225 6,246 (3,021) 5,053 14,366 (9,313) Depreciation, depletion and amortization 74,842 75,023 (181) 205,419 205,889 (470) Other operating (income) expense 169 1 168 938 460 478 Income (loss) before income taxes 30,578 30,422 156 (146,739) (147,142) 403 Income tax benefit (expense) (19,055) (19,022) (33) 28,394 28,481 (87) Net income (loss) 11,523 11,400 123 (118,345) (118,661) 316 At September 30, 2018 As Reported Without ASC 606 Increase/- Under ASC 606 Adoption Decrease Assets: Oil and gas properties $ 3,271,422 $ 3,277,335 $ (5,913) Accumulated depreciation, depletion and amortization (426,373) (427,213) 840 Other non-current assets 17,575 11,792 5,783 Liabilities: Deferred tax liabilities 44,141 43,988 153 Stockholders' Equity Accumulated earnings (deficit) (118,605) (117,741) (864) For the Nine Months Ended September 30, 2018 As Reported Without ASC 606 Increase/- Under ASC 606 Adoption Decrease Cash flows from operating activities: Net income $ (118,345) $ (118,661) $ 316 Depreciation, depletion and amortization 205,419 205,889 (470) Deferred income tax expense (benefit) (27,396) (27,483) 87 Consideration paid to customers, net of amortization (1,806) — (1,806) Cash flows from investing activities: Additions to oil and gas properties (824,656) (826,528) 1,872 Other accounting standards that have been issued by the FASB or other standards-setting bodies are not expected to have a material impact on our consolidated financial statements and footnote disclosures. |