Supplemental Condensed Consolidating Financial Information | 9 Months Ended |
Mar. 31, 2015 |
Supplemental Condensed Consolidating Financial Information [Abstract] | |
Supplemental Condensed Consolidating Financial Information | (13) Supplemental Condensed Consolidating Financial Information |
In connection with issuing the 8.25% Senior Notes described in Note 7, “Indebtedness,” all of our existing direct and indirect domestic subsidiaries (other than immaterial subsidiaries) each of which is 100% owned by EPL (the “Guarantor Subsidiaries”), jointly and severally guaranteed the payment obligations under our 8.25% Senior Notes. The guarantees are full and unconditional, as those terms are used in Rule 3-10 of Regulation S-X, except that a Guarantor Subsidiary can be automatically released and relieved of its obligations under certain customary circumstances contained in the 2011 Indenture. So long as other applicable provisions of the indenture are adhered to, these customary circumstances include: when a Guarantor Subsidiary is declared “unrestricted” for covenant purposes, when the requirements for legal defeasance or covenant defeasance or to discharge the indenture have been satisfied, or when the Guarantor Subsidiary is sold or sells all of its assets. The following supplemental financial information sets forth, on a consolidating basis, the balance sheets, statements of operations and cash flow information for EPL (Parent Company Only) and for the Guarantor Subsidiaries. We have not presented separate financial statements and other disclosures concerning the Guarantor Subsidiaries, or for any individual Guarantor Subsidiary, because management has determined that such information is not material to investors. |
The supplemental condensed consolidating financial information has been prepared pursuant to the rules and regulations for condensed financial information and does not include all disclosures included in annual financial statements. The principal eliminating entries eliminate investments in subsidiaries and intercompany balances. |
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SUCCESSOR COMPANY |
Supplemental Condensed Consolidating Balance Sheet |
As of March 31, 2015 |
(UNAUDITED) |
|
|
| | | | | | | | | | | | |
| | Parent | | | | | | |
| | Company | | Guarantor | | Reclassifications | | |
| | Only | | Subsidiaries | | & Eliminations | | Consolidated |
| | (In thousands) |
ASSETS | | | | | | | | | | | | |
Current assets: | | | | | | | | | | | | |
Cash and cash equivalents | | $ | 95 | | $ | - | | $ | - | | $ | 95 |
Trade accounts receivable - net | | | 54,029 | | | - | | | -37 | | | 53,992 |
Intercompany receivables | | | - | | | 20,213 | | | -20,213 | | | - |
Derivative financial instruments | | | 2,906 | | | - | | | - | | | 2,906 |
Deferred tax asset | | | 16,760 | | | - | | | - | | | 16,760 |
Prepaid expenses | | | 6,135 | | | - | | | - | | | 6,135 |
Total current assets | | | 79,925 | | | 20,213 | | | -20,250 | | | 79,888 |
Net property and equipment | | | 1,893,726 | | | 159,808 | | | - | | | 2,053,534 |
Investment in affiliates | | | 129,065 | | | - | | | -129,065 | | | - |
Restricted cash | | | 6,024 | | | - | | | - | | | 6,024 |
Other assets | | | 1,069 | | | 89 | | | -90 | | | 1,068 |
Total assets | | $ | 2,109,809 | | $ | 180,110 | | $ | -149,405 | | $ | 2,140,514 |
LIABILITIES AND STOCKHOLDER'S EQUITY | | | | | | | | | | | | |
Current liabilities: | | | | | | | | | | | | |
Accounts payable | | $ | 30,011 | | $ | 424 | | $ | -37 | | $ | 30,398 |
Due to EGC | | | 182,792 | | | - | | | - | | | 182,792 |
Intercompany payables | | | 20,213 | | | - | | | -20,213 | | | - |
Accrued liabilities | | | 72,487 | | | - | | | -90 | | | 72,397 |
Asset retirement obligations | | | 34,627 | | | 5,204 | | | - | | | 39,831 |
Current maturities of long-term debt | | | 3,176 | | | - | | | - | | | 3,176 |
Total current liabilities | | | 343,306 | | | 5,628 | | | -20,340 | | | 328,594 |
Long-term debt | | | 692,855 | | | - | | | - | | | 692,855 |
Intercompany promissory note | | | 325,000 | | | - | | | - | | | 325,000 |
Asset retirement obligations | | | 172,705 | | | 41,650 | | | - | | | 214,355 |
Deferred tax liabilities | | | 45,541 | | | 3,767 | | | - | | | 49,308 |
Total liabilities | | | 1,579,407 | | | 51,045 | | | -20,340 | | | 1,610,112 |
Stockholder's equity: | | | | | | | | | | | | |
Preferred stock | | | - | | | - | | | - | | | - |
Common stock | | | - | | | - | | | - | | | - |
Additional paid-in capital | | | 1,599,341 | | | 85,479 | | | -85,479 | | | 1,599,341 |
Accumulated other comprehensive income | | | 3,790 | | | - | | | - | | | 3,790 |
Retained earnings (accumulated deficit) | | | -1,072,729 | | | 43,586 | | | -43,586 | | | -1,072,729 |
Total stockholder's equity | | | 530,402 | | | 129,065 | | | -129,065 | | | 530,402 |
Total liabilities and stockholder's equity | | $ | 2,109,809 | | $ | 180,110 | | $ | -149,405 | | $ | 2,140,514 |
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SUCCESSOR COMPANY |
Supplemental Condensed Consolidating Balance Sheet |
As of June 30, 2014 |
(AUDITED) |
|
|
| | | | | | | | | | | | |
| | Parent | | | | | | |
| | Company | | Guarantor | | Reclassifications | | |
| | Only | | Subsidiaries | | & Eliminations | | Consolidated |
| | (In thousands) |
ASSETS | | | | | | | | | | | | |
Current assets: | | | | | | | | | | | | |
Cash and cash equivalents | | $ | 5,601 | | $ | - | | $ | - | | $ | 5,601 |
Trade accounts receivable - net | | | 72,156 | | | 145 | | | - | | | 72,301 |
Intercompany receivables | | | - | | | 26,311 | | | -26,311 | | | - |
Deferred tax asset | | | 24,587 | | | - | | | - | | | 24,587 |
Prepaid expenses | | | 26,521 | | | - | | | - | | | 26,521 |
Total current assets | | | 128,865 | | | 26,456 | | | -26,311 | | | 129,010 |
Net property and equipment | | | 3,034,805 | | | 170,382 | | | - | | | 3,205,187 |
Investment in affiliates | | | 126,638 | | | - | | | -126,638 | | | - |
Goodwill | | | 329,293 | | | - | | | - | | | 329,293 |
Restricted cash | | | 6,023 | | | - | | | - | | | 6,023 |
Other assets | | | 226 | | | 91 | | | - | | | 317 |
Total assets | | $ | 3,625,850 | | $ | 196,929 | | $ | -152,949 | | $ | 3,669,830 |
LIABILITIES AND STOCKHOLDER'S EQUITY | | | | | | | | | | | | |
Current liabilities: | | | | | | | | | | | | |
Accounts payable | | $ | 92,325 | | $ | 656 | | $ | - | | $ | 92,981 |
Due to EGC | | | 4,960 | | | - | | | - | | | 4,960 |
Intercompany payables | | | 26,311 | | | - | | | -26,311 | | | - |
Accrued liabilities | | | 161,503 | | | 15 | | | - | | | 161,518 |
Asset retirement obligations | | | 33,357 | | | 6,474 | | | - | | | 39,831 |
Derivative financial instruments | | | 26,440 | | | - | | | - | | | 26,440 |
Total current liabilities | | | 344,896 | | | 7,145 | | | -26,311 | | | 325,730 |
Long-term debt | | | 1,025,566 | | | - | | | - | | | 1,025,566 |
Asset retirement obligations | | | 193,908 | | | 38,956 | | | - | | | 232,864 |
Deferred tax liabilities | | | 459,608 | | | 24,190 | | | - | | | 483,798 |
Derivative financial instruments | | | 2,140 | | | - | | | - | | | 2,140 |
Other | | | 6 | | | - | | | - | | | 6 |
Total liabilities | | | 2,026,124 | | | 70,291 | | | -26,311 | | | 2,070,104 |
Stockholder's equity: | | | | | | | | | | | | |
Preferred stock | | | - | | | - | | | - | | | - |
Common stock | | | - | | | - | | | - | | | - |
Additional paid-in capital | | | 1,599,341 | | | 85,479 | | | -85,479 | | | 1,599,341 |
Accumulated other comprehensive loss | | | -6,252 | | | - | | | - | | | -6,252 |
Retained earnings | | | 6,637 | | | 41,159 | | | -41,159 | | | 6,637 |
Total stockholder's equity | | | 1,599,726 | | | 126,638 | | | -126,638 | | | 1,599,726 |
Total liabilities and stockholder's equity | | $ | 3,625,850 | | $ | 196,929 | | $ | -152,949 | | $ | 3,669,830 |
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|
SUCCESSOR COMPANY |
Supplemental Condensed Consolidating Statement of Operations |
Three Months Ended March 31, 2015 |
(UNAUDITED) |
|
|
|
|
|
| | | | | | | | | | | | |
| | Parent | | | | | | |
| | Company | | Guarantor | | Reclassifications | | |
| | Only | | Subsidiaries | | & Eliminations | | Consolidated |
| | (In thousands) |
Revenue: | | | | | | | | | | | | |
Oil and natural gas | | $ | 79,065 | | $ | 8,188 | | $ | - | | $ | 87,253 |
Total revenue | | | 79,065 | | | 8,188 | | | - | | | 87,253 |
Costs and expenses: | | | | | | | | | | | | |
Lease operating | | | 49,552 | | | 19 | | | - | | | 49,571 |
Transportation | | | 544 | | | -1 | | | - | | | 543 |
Impairment of oil and natural gas properties | | | 430,859 | | | - | | | - | | | 430,859 |
Depreciation, depletion and amortization | | | 68,541 | | | 5,035 | | | - | | | 73,576 |
Accretion of liability for asset retirement obligations | | | 4,328 | | | 1,181 | | | - | | | 5,509 |
General and administrative | | | 11,998 | | | - | | | - | | | 11,998 |
Taxes, other than on earnings | | | 2,193 | | | 864 | | | - | | | 3,057 |
Other | | | -3 | | | - | | | - | | | -3 |
Total costs and expenses | | | 568,012 | | | 7,098 | | | - | | | 575,110 |
Income (loss) from operations | | | -488,947 | | | 1,090 | | | - | | | -487,857 |
Other income (expense): | | | | | | | | | | | | |
Interest income | | | 6 | | | - | | | - | | | 6 |
Interest expense | | | -12,558 | | | - | | | - | | | -12,558 |
Loss on derivative instruments | | | -579 | | | - | | | - | | | -579 |
Income from equity investments | | | 716 | | | - | | | -716 | | | - |
Total other expense | | | -12,415 | | | - | | | -716 | | | -13,131 |
Income (loss before provision for income taxes ) | | | -501,362 | | | 1,090 | | | -716 | | | -500,988 |
Income tax expense (benefit) | | | -190,845 | | | 374 | | | - | | | -190,471 |
Net income (loss) | | $ | -310,517 | | $ | 716 | | $ | -716 | | $ | -310,517 |
Comprehensive income (loss) | | | | | | | | | | | | |
Net income (loss) | | | -310,517 | | | 716 | | | -716 | | | -310,517 |
Other comprehensive loss | | | -2,182 | | | - | | | - | | | -2,182 |
Comprehensive income (loss) | | $ | -312,699 | | $ | 716 | | $ | -716 | | $ | -312,699 |
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|
SUCCESSOR COMPANY |
Supplemental Condensed Consolidating Statement of Operations |
Nine Months Ended March 31, 2015 |
(UNAUDITED) |
|
|
| | | | | | | | | | | | |
| | Parent | | | | | | |
| | Company | | Guarantor | | Reclassifications | | |
| | Only | | Subsidiaries | | & Eliminations | | Consolidated |
| | (In thousands) |
Revenue: | | | | | | | | | | | | |
Oil and natural gas | | $ | 379,502 | | $ | 37,541 | | $ | - | | $ | 417,043 |
Other | | | 778 | | | 154 | | | - | | | 932 |
Total revenue | | | 380,280 | | | 37,695 | | | - | | | 417,975 |
Costs and expenses: | | | | | | | | | | | | |
Lease operating | | | 152,170 | | | 9,005 | | | - | | | 161,175 |
Transportation | | | 2,316 | | | 1 | | | - | | | 2,317 |
Impairment of oil and natural gas properties | | | 1,113,727 | | | - | | | - | | | 1,113,727 |
Goodwill impairment | | | 329,293 | | | - | | | - | | | 329,293 |
Depreciation, depletion and amortization | | | 218,928 | | | 16,940 | | | - | | | 235,868 |
Accretion of liability for asset retirement obligations | | | 14,580 | | | 3,208 | | | - | | | 17,788 |
General and administrative | | | 26,850 | | | - | | | - | | | 26,850 |
Taxes, other than on earnings | | | 2,792 | | | 4,737 | | | - | | | 7,529 |
Other | | | 18 | | | - | | | - | | | 18 |
Total costs and expenses | | | 1,860,674 | | | 33,891 | | | - | | | 1,894,565 |
Income (loss) from operations | | | -1,480,394 | | | 3,804 | | | - | | | -1,476,590 |
Other income (expense): | | | | | | | | | | | | |
Interest income | | | 10 | | | - | | | - | | | 10 |
Interest expense | | | -34,406 | | | - | | | - | | | -34,406 |
Loss on derivative instruments | | | -635 | | | - | | | - | | | -635 |
Income from equity investments | | | 2,427 | | | - | | | -2,427 | | | - |
Total other expense | | | -32,604 | | | - | | | -2,427 | | | -35,031 |
Income (loss) before provision for income taxes | | | -1,512,998 | | | 3,804 | | | -2,427 | | | -1,511,621 |
Income tax expense (benefit) | | | -433,632 | | | 1,377 | | | - | | | -432,255 |
Net income (loss) | | $ | -1,079,366 | | $ | 2,427 | | $ | -2,427 | | $ | -1,079,366 |
Comprehensive income (loss) | | | | | | | | | | | | |
Net income (loss) | | | -1,079,366 | | | 2,427 | | | -2,427 | | | -1,079,366 |
Other comprehensive income | | | 10,042 | | | - | | | - | | | 10,042 |
Comprehensive income (loss) | | $ | -1,069,324 | | $ | 2,427 | | $ | -2,427 | | $ | -1,069,324 |
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|
PREDECESSOR COMPANY |
Supplemental Condensed Consolidating Statement of Operations |
Three Months Ended March 31, 2014 |
(UNAUDITED) |
|
|
|
| | | | | | | | | | | | |
| | Parent | | | | | | |
| | Company | | Guarantor | | Reclassifications | | |
| | Only | | Subsidiaries | | & Eliminations | | Consolidated |
| | (In thousands) |
Revenue: | | | | | | | | | | | | |
Oil and natural gas | | $ | 141,812 | | $ | 16,658 | | $ | - | | $ | 158,470 |
Other | | | 264 | | | 757 | | | - | | | 1,021 |
Total revenue | | | 142,076 | | | 17,415 | | | - | | | 159,491 |
Costs and expenses: | | | | | | | | | | | | |
Lease operating | | | 35,736 | | | 5,998 | | | - | | | 41,734 |
Transportation | | | 899 | | | 1 | | | - | | | 900 |
Exploration expenditures and dry hole costs | | | 4,941 | | | - | | | - | | | 4,941 |
Impairment of oil and natural gas properties | | | 61 | | | - | | | - | | | 61 |
Depreciation, depletion and amortization | | | 40,696 | | | 4,949 | | | - | | | 45,645 |
Accretion of liability for asset retirement obligations | | | 5,788 | | | 1,209 | | | - | | | 6,997 |
General and administrative | | | 10,287 | | | - | | | - | | | 10,287 |
Taxes, other than on earnings | | | 177 | | | 2,295 | | | - | | | 2,472 |
Other | | | -942 | | | - | | | - | | | -942 |
Total costs and expenses | | | 97,643 | | | 14,452 | | | - | | | 112,095 |
Income from operations | | | 44,433 | | | 2,963 | | | - | | | 47,396 |
Other income (expense): | | | | | | | | | | | | |
Interest income | | | 10 | | | - | | | - | | | 10 |
Interest expense | | | -13,304 | | | - | | | - | | | -13,304 |
Loss on derivative instruments | | | -13,142 | | | - | | | - | | | -13,142 |
Income from equity investments | | | 1,884 | | | - | | | -1,884 | | | - |
Total other expense | | | -24,552 | | | - | | | -1,884 | | | -26,436 |
Income before provision for income taxes | | | 19,881 | | | 2,963 | | | -1,884 | | | 20,960 |
Income tax expense | | | 6,550 | | | 1,079 | | | - | | | 7,629 |
Net income | | $ | 13,331 | | $ | 1,884 | | $ | -1,884 | | $ | 13,331 |
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PREDECESSOR COMPANY |
Supplemental Condensed Consolidating Statement of Operations |
Nine Months Ended March 31, 2014 |
(UNAUDITED) |
|
|
| | | | | | | | | | | | |
| | Parent | | | | | | |
| | Company | | Guarantor | | Reclassifications | | |
| | Only | | Subsidiaries | | & Eliminations | | Consolidated |
| | (In thousands) |
Revenue: | | | | | | | | | | | | |
Oil and natural gas | | $ | 424,970 | | $ | 58,259 | | $ | - | | $ | 483,229 |
Other | | | 543 | | | 2,321 | | | - | | | 2,864 |
Total revenue | | | 425,513 | | | 60,580 | | | - | | | 486,093 |
Costs and expenses: | | | | | | | | | | | | |
Lease operating | | | 105,136 | | | 18,067 | | | - | | | 123,203 |
Transportation | | | 3,123 | | | 2 | | | - | | | 3,125 |
Exploration expenditures and dry hole costs | | | 22,415 | | | 618 | | | - | | | 23,033 |
Impairment of oil and natural gas properties | | | 827 | | | - | | | - | | | 827 |
Depreciation, depletion and amortization | | | 129,764 | | | 16,382 | | | - | | | 146,146 |
Accretion of liability for asset retirement obligations | | | 19,033 | | | 4,065 | | | - | | | 23,098 |
General and administrative | | | 23,923 | | | - | | | - | | | 23,923 |
Taxes, other than on earnings | | | 638 | | | 7,725 | | | - | | | 8,363 |
Gain on sale of assets | | | -1,825 | | | - | | | - | | | -1,825 |
Other | | | 27,330 | | | 127 | | | - | | | 27,457 |
Total costs and expenses | | | 330,364 | | | 46,986 | | | - | | | 377,350 |
Income from operations | | | 95,149 | | | 13,594 | | | - | | | 108,743 |
Other income (expense): | | | | | | | | | | | | |
Interest income | | | 82 | | | - | | | - | | | 82 |
Interest expense | | | -39,479 | | | - | | | - | | | -39,479 |
Loss on derivative instruments | | | -68,482 | | | - | | | - | | | -68,482 |
Income from equity investments | | | 8,633 | | | - | | | -8,633 | | | - |
Total other expense | | | -99,246 | | | - | | | -8,633 | | | -107,879 |
Income (loss) before provision for income taxes | | | -4,097 | | | 13,594 | | | -8,633 | | | 864 |
Income tax expense (benefit) | | | -4,086 | | | 4,961 | | | - | | | 875 |
Net income (loss) | | $ | -11 | | $ | 8,633 | | $ | -8,633 | | $ | -11 |
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SUCCESSOR COMPANY |
Supplemental Condensed Consolidating Statement of Cash Flows |
Nine Months Ended March 31, 2015 |
(UNAUDITED) |
|
| | | | | | | | | | | | |
| | Parent | | | | | | |
| | Company | | Guarantor | | Reclassifications | | |
| | Only | | Subsidiaries | | & Eliminations | | Consolidated |
| | (In thousands) |
Net cash provided by operating activities | | $ | 83,979 | | $ | 6,365 | | $ | - | | $ | 90,344 |
Cash flows used in investing activities: | | | | | | | | | | | | |
Property acquisitions | | | -350 | | | - | | | - | | | -350 |
Capital expenditures | | | -265,131 | | | -6,365 | | | - | | | -271,496 |
Other property and equipment additions | | | -58 | | | - | | | - | | | -58 |
Net cash used in investing activities | | | -265,539 | | | -6,365 | | | - | | | -271,904 |
Cash flows provided by financing activities: | | | | | | | | | | | | |
Repayments of indebtedness | | | -325,000 | | | - | | | - | | | -325,000 |
Proceeds from intercompany promissory note | | | 325,000 | | | | | | | | | 325,000 |
Advances from EGC | | | 177,832 | | | - | | | - | | | 177,832 |
Deferred financing costs | | | -1,089 | | | - | | | - | | | -1,089 |
Other | | | -689 | | | - | | | - | | | -689 |
Net cash provided by financing activities | | | 176,054 | | | - | | | - | | | 176,054 |
Net decrease in cash and cash equivalents | | | -5,506 | | | - | | | - | | | -5,506 |
Cash and cash equivalents at beginning of period | | | 5,601 | | | - | | | - | | | 5,601 |
Cash and cash equivalents at end of period | | $ | 95 | | $ | - | | $ | - | | $ | 95 |
PREDECESSOR COMPANY |
Supplemental Condensed Consolidating Statement of Cash Flows |
Nine Months Ended March 31, 2014 |
(UNAUDITED) |
|
| | | | | | | | | | | | |
| | Parent | | | | | | |
| | Company | | Guarantor | | Reclassifications | | |
| | Only | | Subsidiaries | | & Eliminations | | Consolidated |
| | (In thousands) |
Net cash provided by operating activities | | $ | 235,046 | | $ | 22,977 | | $ | - | | $ | 258,023 |
Cash flows provided by (used in) investing activities: | | | | | | | | | | | | |
Decrease in restricted cash | | | 51,757 | | | - | | | - | | | 51,757 |
Property acquisitions | | | -83,412 | | | - | | | - | | | -83,412 |
Deposit for Nexen Acquisition | | | -7,040 | | | - | | | - | | | -7,040 |
Capital expenditures | | | -245,928 | | | -22,977 | | | - | | | -268,905 |
Other property and equipment additions | | | -984 | | | - | | | - | | | -984 |
Proceeds from sale of assets | | | 80 | | | - | | | - | | | 80 |
Net cash used in investing activities | | | -285,527 | | | -22,977 | | | - | | | -308,504 |
Cash flows provided by (used in) financing activities: | | | | | | | | | | | | |
Repayments of indebtedness | | | 55,000 | | | - | | | - | | | 55,000 |
Deferred financing costs | | | -206 | | | - | | | - | | | -206 |
Purchase of shares into treasury | | | -4,544 | | | - | | | - | | | -4,544 |
Exercise of stock options | | | 794 | | | - | | | - | | | 794 |
Net cash provided by financing activities | | | 51,044 | | | - | | | - | | | 51,044 |
Net increase in cash and cash equivalents | | | 563 | | | - | | | - | | | 563 |
Cash and cash equivalents at beginning of period | | | 3,885 | | | - | | | - | | | 3,885 |
Cash and cash equivalents at end of period | | $ | 4,448 | | $ | - | | $ | - | | $ | 4,448 |
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