Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Jul. 31, 2014 | Sep. 03, 2014 | |
DOCUMENT AND ENTITY INFORMATION | ' | ' |
Entity Registrant Name | 'MILLER ENERGY RESOURCES, INC. | ' |
Entity Central Index Key | '0000785968 | ' |
Current Fiscal Year End Date | '--04-30 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Document Type | '10-Q | ' |
Document Period End Date | 31-Jul-14 | ' |
Document Fiscal Year Focus | '2015 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Amendment Flag | 'false | ' |
Entity Common Stock, Shares Outstanding | ' | 46,351,471 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Jul. 31, 2014 | Apr. 30, 2014 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS: | ' | ' |
Cash and cash equivalents | $3,719 | $5,749 |
Restricted cash | 1,455 | 679 |
Accounts receivable, net of allowances of $364 and $252 | 6,188 | 6,409 |
Alaska production credits receivable, net of allowances of $2,159 and $7,124 | 53,614 | 49,121 |
Inventory | 9,839 | 5,102 |
Prepaid expenses and other | 4,373 | 3,940 |
Assets held for sale | 236 | 236 |
Total current assets | 79,424 | 71,236 |
OIL AND GAS PROPERTIES, NET | 635,655 | 644,827 |
EQUIPMENT, NET | 40,064 | 35,369 |
OTHER ASSETS: | ' | ' |
Land | 1,848 | 1,848 |
Restricted cash, non-current | 13,580 | 12,075 |
Deferred financing costs, net | 2,603 | 803 |
Other assets | 822 | 664 |
Total assets | 773,996 | 766,822 |
CURRENT LIABILITIES: | ' | ' |
Accounts payable | 45,228 | 38,836 |
Accrued expenses | 11,439 | 20,446 |
Short-term portion of derivative instruments | 5,697 | 3,315 |
Deferred income taxes | 5,060 | 2,858 |
Current portion of long-term debt, including capital leases | 8,401 | 9,459 |
Total current liabilities | 75,825 | 74,914 |
OTHER LIABILITIES: | ' | ' |
Deferred income taxes | 130,217 | 139,768 |
Asset retirement obligation | 23,372 | 22,872 |
Long-term portion of derivative instruments | 6,964 | 4,006 |
Long-term debt and capital leases, less current portion | 196,872 | 174,743 |
Other | 25 | ' |
Total liabilities | 433,275 | 416,303 |
MEZZANINE EQUITY: | ' | ' |
Series C Cumulative Preferred Stock, redemption amount of $78,124, 3,250,000 shares authorized, 3,069,968 and 3,069,968 shares issued and outstanding as of July 31, 2014 and April 30, 2014, respectively | 68,454 | 67,760 |
STOCKHOLDERS' EQUITY: | ' | ' |
Series D Cumulative Redeemable Preferred Stock, redemption amount of $35,034 and $32,378, 4,000,000 shares authorized, 1,132,752 and 1,070,448 shares issued and outstanding as of July 31, 2014 and April 30, 2014, respectively | 31,711 | 30,041 |
Series D Cumulative Redeemable Preferred Stock, 213,586 shares held in escrow | 5,000 | 5,000 |
Common stock, $0.0001 par, 500,000,000 shares authorized, 46,108,061 and 45,756,697 shares issued and outstanding as of July 31, 2014 and April 30, 2014, respectively | 5 | 4 |
Additional paid-in capital | 102,247 | 98,788 |
Retained earnings | 143,304 | 158,926 |
Total stockholders' equity | 272,267 | 282,759 |
Total liabilities and stockholders' equity | $773,996 | $766,822 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Jul. 31, 2014 | Apr. 30, 2014 |
Allowance for accounts receivable | $364,000 | $252,000 |
Allowances for Alaska production credits receivable | 2,159,000 | 7,124,000 |
Common Stock | ' | ' |
Par value (in dollars per share) | $0.00 | $0.00 |
Shares authorized (in shares) | 500,000,000 | 500,000,000 |
Shares issued (in shares) | 46,108,061 | 45,756,697 |
Shares outstanding (in shares) | 46,108,061 | 45,756,697 |
Series C Preferred Stock [Member] | ' | ' |
Preferred Stock | ' | ' |
Series C redemption amount | 78,124,000 | 78,124,000 |
Shares authorized (in shares) | 3,250,000 | 3,250,000 |
Shares issued (in shares) | 3,069,968 | 3,069,968 |
Shares outstanding (in shares) | 3,069,968 | 3,069,968 |
Series D Preferred Stock [Member] | ' | ' |
Preferred Stock | ' | ' |
Series D redemption amount | $35,034,000 | $32,378,000 |
Shares authorized (in shares) | 4,000,000 | 4,000,000 |
Shares issued (in shares) | 1,132,752 | 1,070,448 |
Shares outstanding (in shares) | 1,132,752 | 1,070,448 |
Shares held In escrow (in shares) | 213,586 | 213,586 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
REVENUES: | ' | ' |
Oil sales | $19,301 | $12,258 |
Natural gas sales | 5,797 | 270 |
Other | 281 | 480 |
Total revenues | 25,379 | 13,008 |
OPERATING EXPENSES: | ' | ' |
Lease operating expense | 6,626 | 5,640 |
Transportation costs | 2,984 | 625 |
Cost of purchased gas sold | 972 | ' |
Cost of other revenue | 340 | 284 |
General and administrative | 9,511 | 6,360 |
Alaska carried-forward annual loss credits, net | -3,055 | ' |
Exploration expense | 296 | 286 |
Depreciation, depletion and amortization | 16,978 | 5,692 |
Accretion of asset retirement obligation | 346 | 297 |
Other operating expense, net | 4 | ' |
Total operating expense | 35,002 | 19,184 |
OPERATING LOSS | -9,623 | -6,176 |
OTHER EXPENSE: | ' | ' |
Interest expense, net | -2,799 | -2,281 |
Loss on derivatives, net | -6,903 | -3,076 |
Other income (expense), net | 122 | -14 |
Total other income (expense) | -9,580 | -5,371 |
LOSS BEFORE INCOME TAXES | -19,203 | -11,547 |
Income tax benefit | 7,349 | 4,619 |
NET LOSS | -11,854 | -6,928 |
Accretion of Series C and D preferred stock | -822 | -453 |
Series C and D preferred stock cumulative dividends | -2,946 | -2,036 |
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS | ($15,622) | ($9,417) |
LOSS PER COMMON SHARE: | ' | ' |
Basic (in dollars per share) | ($0.34) | ($0.22) |
Diluted (in dollars per share) | ($0.34) | ($0.22) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES: | ' | ' |
Basic (in shares) | 45,922,162 | 43,455,054 |
Diluted (in shares) | 45,922,162 | 43,455,054 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statement of Stockholders' Equity (USD $) | Total | Series C Preferred Stock [Member] | Series D Preferred Stock [Member] | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings (Deficit) [Member] | Retained Earnings (Deficit) [Member] | Retained Earnings (Deficit) [Member] |
In Thousands, except Share data, unless otherwise specified | Series D Preferred Stock [Member] | Series C Preferred Stock [Member] | Series D Preferred Stock [Member] | ||||||
Balance at Apr. 30, 2014 | $282,759 | ' | ' | $25,041 | $4 | $98,788 | $158,926 | ' | ' |
Balance (in shares) at Apr. 30, 2014 | ' | ' | ' | 1,070,448 | 45,756,697 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net loss | -11,854 | ' | ' | ' | ' | ' | -11,854 | ' | ' |
Series C preferred stock dividends | ' | -2,062 | ' | ' | ' | ' | ' | -2,062 | ' |
Accretion of Series C preferred stock | ' | -694 | ' | ' | ' | ' | ' | -694 | ' |
Issuance of Series D preferred stock | ' | ' | 1,542 | 1,542 | ' | ' | ' | ' | ' |
Issuance of Series D preferred stock (in shares) | ' | ' | 62,304 | 62,304 | ' | ' | ' | ' | ' |
Series D preferred stock dividends | ' | ' | -884 | ' | ' | ' | ' | ' | -884 |
Accretion of Series D preferred stock | ' | ' | 0 | -128 | ' | ' | ' | ' | -128 |
Issuance of equity for services | 416 | ' | ' | ' | ' | 416 | ' | ' | ' |
Issuance of equity for compensation | 1,645 | ' | ' | ' | ' | 1,645 | ' | ' | ' |
Issuance of equity for compensation (in shares) | ' | ' | ' | ' | 40,010 | ' | ' | ' | ' |
Exercise of equity rights | 1,399 | ' | ' | ' | 1 | 1,398 | ' | ' | ' |
Exercise of equity rights (in shares) | 311,354 | ' | ' | ' | 311,354 | ' | ' | ' | ' |
Balance at Jul. 31, 2014 | $272,267 | ' | ' | $26,711 | $5 | $102,247 | $143,304 | ' | ' |
Balance (in shares) at Jul. 31, 2014 | ' | ' | ' | 1,132,752 | 46,108,061 | ' | ' | ' | ' |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' |
Net loss | ($11,854) | ($6,928) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ' | ' |
Depreciation, depletion and amortization | 16,978 | 5,692 |
Amortization of deferred financing fees and debt discount | 362 | 280 |
Expense from issuance of equity | 2,599 | 1,666 |
Dry hole costs, leasehold impairments and non-cash exploration expenses | ' | 157 |
Deferred income taxes | -7,349 | -4,619 |
Derivative contracts: | ' | ' |
Loss on derivatives, net | 6,903 | 3,076 |
Cash settlements | -1,449 | -557 |
Alaska carried-forward annual loss credits, net | -3,055 | ' |
Accretion of asset retirement obligation | 346 | 297 |
Other, net | -792 | 1,043 |
Changes in operating assets and liabilities: | ' | ' |
Receivables | 687 | -4,804 |
Inventory | -52 | -97 |
Prepaid expenses and other assets | 571 | -669 |
Accounts payable, accrued expenses and other | 3,529 | 1,032 |
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | 7,424 | -4,431 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' |
Capital expenditures for oil and gas properties | -40,182 | -15,235 |
Proceeds from Alaska expenditure and exploration based credits | 21,837 | ' |
Prepayment of drilling costs | -1,151 | -2,339 |
Purchase of equipment and improvements | -6,129 | -739 |
NET CASH USED IN INVESTING ACTIVITIES | -25,625 | -18,313 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Cash dividends | -2,904 | -1,315 |
Payments on debt | -2,306 | ' |
Proceeds from First Lien RBL | 30,000 | ' |
Payments on First Lien RBL | -10,000 | ' |
Proceeds from capital lease obligations | 3,250 | ' |
Principal payments on capital lease obligations | -112 | ' |
Debt acquisition costs | -2,417 | ' |
Issuance of preferred stock | 1,587 | 23,508 |
Equity issuance costs | -45 | -1,534 |
Exercise of equity rights | 1,399 | 63 |
Restricted cash | -2,281 | 2,596 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 16,171 | 23,318 |
NET CHANGE IN CASH AND CASH EQUIVALENTS | -2,030 | 574 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 5,749 | 2,551 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 3,719 | 3,125 |
SUPPLEMENTARY CASH FLOW DATA: | ' | ' |
Cash paid for interest | 5,355 | 694 |
SIGNIFICANT NON-CASH INVESTING AND FINANCING ACTIVITIES: | ' | ' |
Increases in capital expenditures included in accounts payable and accrued expenses | ' | 12,991 |
Reduction of oil and gas properties and equipment from applications for Alaska expenditure and exploration based credits | 23,275 | 5,642 |
Accretion of preferred stock | $822 | $453 |
Organization_and_Basis_of_Pres
Organization and Basis of Presentation | 3 Months Ended |
Jul. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Organization and Basis of Presentation | ' |
ORGANIZATION AND BASIS OF PRESENTATION | |
Overview | |
Unless specifically set forth to the contrary, when used in this report, the terms "Miller Energy Resources," the "Company," "we," "us," "ours," "MER," "Miller," and similar terms refer to our Tennessee corporation Miller Energy Resources, Inc., formerly known as Miller Petroleum, Inc., and our subsidiaries, Miller Rig & Equipment, LLC, Miller Energy Colorado 2014-1, LLC, Miller Drilling, TN LLC, Miller Energy Services, LLC, East Tennessee Consultants, Inc. ("ETC"), East Tennessee Consultants II, LLC ("ETCII"), Miller Energy GP, LLC, and Cook Inlet Energy, LLC ("CIE"), collectively. | |
We are an independent exploration and production company that utilizes seismic data and other technologies for the geophysical exploration, development and production of oil and natural gas wells in southcentral Alaska, including the Cook Inlet and Kenai Peninsula, and the Appalachian region of eastern Tennessee. The accounting policies used by us and our subsidiaries reflect industry practices and conform to U.S. generally accepted accounting principles ("GAAP"). Significant policies are discussed below. | |
Basis of Presentation | |
The accompanying condensed consolidated financial statements are presented in accordance with GAAP and, in the opinion of management, include all adjustments (consisting only of normal recurring adjustments) necessary for a fair statement of the results for the interim periods. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted under Securities and Exchange Commission ("SEC") rules and regulations. The results reported in these condensed consolidated financial statements are not necessarily indicative of the financial position or operating results that may be expected for the entire year. | |
The financial information included herein should be read in conjunction with the audited consolidated financial statements and notes thereto included in Item 8 of Part II of the Company's Annual Report on Form 10-K for the year ended April 30, 2014, which was filed with the SEC on July 14, 2014, and amended on July 15, 2014. | |
Certain amounts in prior fiscal years have been reclassified to conform with the presentation adopted in the current year. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended |
Jul. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Summary of Significant Accounting Policies | ' |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Our significant accounting policies are consistent with those disclosed in our Annual Report on Form 10-K for the year ended April 30, 2014. | |
Principles of Consolidation | |
The accompanying condensed consolidated financial statements include our consolidated accounts, including the accounts of the Company, after elimination of intercompany balances and transactions. The condensed consolidated financial statements also include the accounts of all investments in which we, either through direct or indirect ownership, have more than a 50% interest or significant influence over the management of those entities. | |
Use of Estimates | |
The preparation of financial statements requires us to utilize estimates and make judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. These estimates are based on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. The estimates are evaluated by management on an ongoing basis and the results of these evaluations form a basis for making decisions about the carrying value of assets and liabilities that are not readily apparent from other sources. Although actual results may differ from these estimates under different assumptions or conditions, we believe that the estimates used in the preparation of our financial statements are reasonable. | |
Oil and Gas Properties | |
We follow the successful efforts method of accounting for oil and gas properties. Under this method, exploration costs, such as exploratory geological and geophysical costs, delay rentals and exploration overhead, are charged against earnings as incurred. Acquisition costs and costs of drilling exploratory wells are capitalized pending determination of whether proved reserves can be attributed to the area as a result of drilling the well. If management determines that commercial quantities of hydrocarbons have not been discovered, capitalized costs associated with exploratory wells are charged to exploration expense. | |
Costs of drilling and equipping successful wells, costs to construct or acquire facilities, and associated asset retirement costs are depleted using the unit-of-production method based on total estimated proved developed reserves. Costs of acquiring proved properties, including leasehold acquisition costs transferred from unproved properties and costs to construct or acquire offshore platforms, and associated asset retirement costs are depleted using the unit-of-production method based on total estimated proved reserves. | |
When circumstances indicate that proved properties may be impaired, the Company compares expected undiscounted future net cash flows, calculated using the Company's estimate of future oil and natural gas prices, operating expenses and production, to the net book value of the proved properties on a field by field basis. If the sum of the expected undiscounted future net cash flows is less than the net book value of the proved properties, an impairment loss is recognized for the excess, if any, of the net book value over its estimated fair value. No impairment of proved properties was recognized during the three months ended July 31, 2014 or July 31, 2013. | |
Acquisition costs of unproved properties are assessed for impairment during the holding period and transferred to proved oil and gas properties to the extent the costs are associated with successful exploration activities. Significant undeveloped leases are assessed individually for impairment based on our current exploration plans, and a valuation allowance is provided if impairment is indicated. Costs of expired or abandoned leases are charged to expense, while costs of productive leases are transferred to proved oil and gas properties. Costs of maintaining and retaining unproved properties are included in oil and gas operating expense and impairments of unsuccessful leases are included in exploration expense. During the three months ended July 31, 2014 our condensed consolidated statement of operations includes no impairment of certain unproved properties and $296 in seismic and delay rentals incurred in the Cook Inlet region. | |
Loss Per Share | |
We determine basic income (loss) per share and diluted income (loss) per share in accordance with the provisions of ASC 260, “Earnings Per Share.” Basic income (loss) per share excludes dilution and is computed by dividing earnings available to common stockholders by the weighted-average number of common shares outstanding for the period. The calculation of diluted earnings (loss) per share is similar to that of basic earnings per share, except that the denominator is increased, if net income is positive, to include the number of additional common shares that would have been outstanding if all potentially dilutive common shares, such as those issuable upon the exercise of stock options and warrants, had been exercised. We compute the numerator for basic income (loss) by subtracting accretion of preferred stock and cumulative preferred stock dividends from net income (loss) to arrive at net income (loss) attributable to common stockholders. Preferred stock dividends include dividends declared on preferred stock (regardless of whether the dividends have been paid) and dividends accumulated for the period on cumulative preferred stock (regardless of whether the dividends have been declared). For the three months ended July 31, 2014, our cumulative preferred dividends were $2,946. | |
Deferred Escalating Minimum Rent | |
Certain of our operating leases contain predetermined fixed escalations of the minimum rentals during the term of the lease, which includes option periods where failure to exercise such options would result in an economic penalty. For these leases, we recognize the related rental expense on a straight-line basis over the life of the lease, beginning with the point at which we obtain control and possession of the leased properties, and record the difference between the amounts charged to operations and amounts paid as deferred escalating minimum rent. Any lease incentives received are deferred and subsequently amortized on a straight-line basis over the life of the lease as a reduction to rent expense. | |
New Accounting Pronouncements Issued But Not Yet Adopted | |
In July 2013, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists." The amendments in ASU 2013-11 require an entity to present an unrecognized tax benefit in the financial statements as a reduction to a deferred tax asset for a net operating loss ("NOL") carryforward, a similar tax loss, or a tax credit carryforward except when: (1) a NOL carryforward, a similar tax loss, or a tax credit carryforward is not available as of the reporting date under the governing tax law to settle taxes that would result from the disallowance of the tax position; or (2) the entity does not intend to use the deferred tax asset for this purpose (provided that the tax law permits a choice). If either of these conditions exists, an entity should present an unrecognized tax benefit in the financial statements as a liability and should not net the unrecognized tax benefit with a deferred tax asset. The amendment does not affect the recognition or measurement of uncertain tax positions under ASC Topic 740, "Income Taxes." The amendments in this ASU are effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The amendments should be applied prospectively to all unrecognized tax benefits that exist at the effective date. Retrospective application is permitted. We do not expect this ASU to have a material impact to our condensed consolidated financial statements. | |
In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)." ASU 2014-09 is intended to improve the financial reporting requirements for revenue from contracts with customers by providing a principle based approach. The core principle of the standard is that revenue should be recognized when the transfer of promised goods or services is made in an amount that the entity expects to be entitled to in exchange for the transfer of goods and services. ASU 2014-09 also requires disclosures enabling users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. This standard will be effective for financial statements issued by public companies for annual reporting periods beginning after December 15, 2016. Early adoption is not permitted. The Company is currently evaluating the potential impact of ASU 2014-09 on the condensed consolidated financial statements. | |
New Accounting Pronouncements Issued and Adopted | |
In April 2014, the FASB issued ASU 2014-08, "Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity." ASU 2014-08 changes the definition of a discontinued operation to include only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity's operations and financial results. In addition, ASU 2014-08 requires additional disclosures about both discontinued operations and the disposal of an individually significant component of an entity that does not qualify for discontinued operations presentation in the financial statements. The guidance is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2014, with early adoption permitted. We adopted the provisions of ASU 2014-08 on a prospective basis during the first quarter of fiscal year 2015. The adoption of this ASU did not have a material impact on our condensed consolidated financial statements. | |
There are no other recently issued accounting pronouncements that are expected to have a material impact on our financial condition, results of operations or cash flows. |
Acquisitions_and_Divestitures
Acquisitions and Divestitures | 3 Months Ended | |||||||||||
Jul. 31, 2014 | ||||||||||||
Business Combinations [Abstract] | ' | |||||||||||
Acquisitions and Divestitures | ' | |||||||||||
ACQUISITIONS AND DIVESTITURES | ||||||||||||
Merger Agreement with Savant Alaska, LLC | ||||||||||||
On May 8, 2014, we entered into an Agreement and Plan of Merger with Savant Alaska, LLC ("Savant") to acquire Savant, subject to due diligence and regulatory approval, for $9,000. We have formed a wholly-owned subsidiary, Miller Energy Colorado 2014-1, LLC, which will merge with Savant to facilitate the acquisition. Savant currently owns, and we would acquire as a result of this merger, a 67.5% working interest in the Badami Unit and 100% ownership in certain nearby leases. ASRC Exploration, LLC owns the remaining 32.5% working interest in the Badami Unit. In addition to the working interest in the Badami Unit and the leases, we would acquire certain midstream assets located in the North Slope with a design capacity of 38,500 bopd, a 500,000 gallon diesel storage tank, 20 megawatts of power generation, a grind and inject solid waste disposal facility and Class 1 disposal well, a one mile airstrip, and two pipelines each running 25 miles in length from Badami to the Endicott Pipeline. Production from the Savant assets was approximately 1,100 bopd gross (600 bopd net) at the time of our announcement of the acquisition. | ||||||||||||
We expect the transaction to close by December 2014, following regulatory approval, with a May 1, 2014 effective date as defined in the Agreement and Plan of Merger. | ||||||||||||
North Fork Purchase | ||||||||||||
On November 22, 2013, CIE entered into a purchase and sale agreement by and among Armstrong Cook Inlet, LLC, GMT Exploration Company, LLC, Dale Resources Alaska, LLC, Jonah Gas Company, LLC and Nerd Gas Company, LLC (together, the "North Fork Sellers") and CIE (the "North Fork Purchase Agreement"). Pursuant to the North Fork Purchase Agreement, CIE (i) acquired a 100% working interest in six natural gas wells and related leases (consisting of approximately 15,465 net acres) referred to as the "North Fork Unit" in the Cook Inlet region of the State of Alaska, together with other associated rights, interests and assets for cash consideration of $59,557 and (ii) all the issued and outstanding membership interests of Anchor Point Energy, LLC (the "Anchor Point Equity"), a limited liability company owning certain pipeline facilities and related assets which service the North Fork Properties (as defined below), for 213,586 shares (valued at approximately $5,000) of the Company's Series D Preferred Stock. Collectively we refer to the assets as the "North Fork Properties." The Company used $56,577 of funds under the Second Lien Credit Facility (defined below) to finance the acquisition and paid $3,000 in cash as a deposit on November 22, 2013 that was applied toward the purchase price. | ||||||||||||
The acquisition of the North Fork Properties closed on February 4, 2014 and the acquisition of the Anchor Point Equity closed upon receiving approval from the Regulatory Commission of Alaska, which occurred subsequent to the end of our first quarter, on August 8, 2014. The portion of consideration consisting of Series D Preferred Stock and an assignment of the Anchor Point Equity were deposited into an escrow account. These were disbursed upon the closure of the Anchor Point Equity acquisition pursuant to the terms of the North Fork Purchase Agreement. | ||||||||||||
The purchase of the North Fork Properties has been accounted for under ASC 805, "Business Combinations." Under ASC 805, the Company is required to allocate the purchase price to assets acquired and liabilities assumed based on their fair values at the acquisition date. The estimated fair value of the properties approximates the fair value of consideration, and as a result, no goodwill was recognized. The following table summarizes the consideration paid for the North Fork Properties and the allocation of the purchase price to the assets acquired and liabilities assumed that have been included in the Company's condensed consolidated financial statements for periods subsequent to the acquisition date. The Company is in the process of finalizing the evaluation of the assigned fair values to the assets acquired and liabilities assumed. | ||||||||||||
As of | Fiscal 2015 | As of | ||||||||||
3-Feb-14 | Adjustment | 31-Jul-14 | ||||||||||
Accounts receivable | $ | 49 | $ | — | $ | 49 | ||||||
Proved oil and gas properties | 55,454 | 159 | 55,613 | |||||||||
Unproved oil and gas properties | 5,958 | — | 5,958 | |||||||||
Accounts payable | (433 | ) | — | (433 | ) | |||||||
Asset retirement obligation | (1,437 | ) | (159 | ) | (1,596 | ) | ||||||
Long-term liabilities | (34 | ) | — | (34 | ) | |||||||
Total identifiable net assets | $ | 59,557 | $ | — | $ | 59,557 | ||||||
Acquisition-related costs of $404 were expensed by the Company. Net revenue of $5,675 was included in the consolidated statements of operation for the three months ended July 31, 2014 related to the North Fork Properties. Pro forma presentation of revenue and earnings for the three months ended July 31, 2013, as required by ASC 805 is impractical due to the present inaccessibility of sufficient financial records to produce relevant and reliable financial information. | ||||||||||||
Intended Divestiture of Tennessee Assets | ||||||||||||
On June 24, 2014, we announced our intent to divest our Tennessee assets in order to allocate our capital to our Alaskan operations and investment opportunities. No definitive agreement has been reached with any potential buyer in connection with this proposed transaction and, until that has occurred, we will continue to conduct our business as usual in Tennessee. |
Major_Customers_and_Concentrat
Major Customers and Concentrations of Credit Risk | 3 Months Ended |
Jul. 31, 2014 | |
Risks and Uncertainties [Abstract] | ' |
Major Customers and Concentrations of Credit Risk | ' |
MAJOR CUSTOMERS AND CONCENTRATIONS OF CREDIT RISK | |
For the three months ended July 31, 2014 and 2013, Tesoro Corporation accounted for 74% and 89% of our consolidated total revenues, respectively. Tesoro Corporation also accounted for 13% and 5%, of our accounts receivable as of July 31, 2014 and April 30, 2014, respectively. | |
Credit is extended to customers based on an evaluation of their credit worthiness and collateral is generally not required. We experienced no credit losses of significance during the three months ended July 31, 2014 or 2013. | |
We maintain our cash and cash equivalents (including restricted cash), which at times may exceed federally insured amounts, in highly rated financial institutions. As of July 31, 2014, we held $3,754 in excess of the $250 limit insured by the Federal Deposit Insurance Corporation. | |
We have a risk of loss from counterparties not performing pursuant to the terms of their contractual obligations. We attempt to minimize credit-risk exposure to derivative counterparties through formal credit policies, consideration of credit ratings from public ratings agencies, monitoring procedures, master netting agreements and collateral support under certain circumstances. Collateral support could include letters of credit, payment under margin agreements and guarantees of payment by credit worthy parties. We also enter into master netting agreements to mitigate counterparty performance and credit risk. During the three months ended July 31, 2014 and 2013, we did not incur any significant losses due to counterparty bankruptcy filings. We assess our credit exposure on a net basis to reflect master netting agreements in place with certain counterparties. We offset our credit exposure to each counterparty with amounts we owe the counterparty under derivative contracts. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Jul. 31, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
RELATED PARTY TRANSACTIONS | |
We use a number of contract labor companies to provide on demand labor at our Alaska operations. H&H Industrial, Inc. ("H&H Industrial") is an entity contracted by CIE, a wholly-owned subsidiary of the Company, to provide services related to the exploration and production of oil and natural gas. H&H Industrial is owned by the sister and father of David Hall, who is Chief Operating Officer ("COO") of Miller, as well as the Chief Executive Officer ("CEO") of CIE. For the three months ended July 31, 2014 and 2013, we recorded capital and lease operating expenses related to H&H Industrial of $718 and $100, respectively. These expenses are not presumed to be carried out on an arm's length basis. The Audit Committee of our Board of Directors determined that the amounts paid by us for the services performed were fair and in the best interest of the Company. |
Oil_and_Gas_Properties_and_Equ
Oil and Gas Properties and Equipment | 3 Months Ended | |||||||
Jul. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Oil and Gas Properties and Equipment | ' | |||||||
OIL AND GAS PROPERTIES AND EQUIPMENT | ||||||||
Oil and gas properties (successful efforts method) are summarized as follows: | ||||||||
July 31, | April 30, | |||||||
2014 | 2014 | |||||||
Property costs | ||||||||
Proved property | $ | 476,932 | $ | 467,740 | ||||
Unproved property | 244,668 | 243,107 | ||||||
Total property costs | 721,600 | 710,847 | ||||||
Less: Accumulated depletion | (85,945 | ) | (66,020 | ) | ||||
Oil and gas properties, net | $ | 635,655 | $ | 644,827 | ||||
Equipment is summarized as follows: | ||||||||
July 31, | April 30, | |||||||
2014 | 2014 | |||||||
Machinery and equipment | $ | 7,192 | $ | 7,759 | ||||
Vehicles | 1,877 | 1,877 | ||||||
Buildings | 2,726 | 2,726 | ||||||
Office equipment | 1,213 | 1,108 | ||||||
Leasehold improvements | 676 | 527 | ||||||
Drilling rigs | 34,325 | 30,210 | ||||||
Capital lease asset | 3,250 | 1,500 | ||||||
51,259 | 45,707 | |||||||
Less: Accumulated depreciation | (11,195 | ) | (10,338 | ) | ||||
Equipment, net | $ | 40,064 | $ | 35,369 | ||||
The Company classified its aircraft as an asset held for sale on our condensed consolidated balance sheets as of April 30, 2014. The aircraft is recorded at estimated fair value less cost to sell. Proceeds received from the sale of the aircraft are required to pay down the Company's Second Lien Credit Facility (defined below). | ||||||||
Depreciation, depletion and amortization consisted of the following: | ||||||||
For the Three Months Ended July 31, | ||||||||
2014 | 2013 | |||||||
Depletion of oil and gas related assets | $ | 15,984 | $ | 4,537 | ||||
Depreciation and amortization of equipment | 994 | 1,155 | ||||||
Total | $ | 16,978 | $ | 5,692 | ||||
We have obtained multiple reserve reports in the last twelve months due to our acquisition and drilling activity in Alaska. The reserve reports have provided incremental information to allow us to better understand the reserves on a field basis. These changes in reserve estimates have caused an increase in proved property depletion. | ||||||||
Entry into Glacier Rig Purchase Option | ||||||||
Effective as of July 4, 2014, we entered into a Purchase and Sale Agreement with Teras Oilfield Support Limited which grants us the right to purchase the Glacier Drilling Rig #1, a Mesa 1000 carrier-mounted land drilling rig (the "Glacier Rig") and related equipment (the Glacier "PSA"). During the three months ended July 31, 2014, a payment of $700 was made in connection with the execution and delivery of the Glacier PSA. An additional payment of $5,600 was made on August 8, 2014. | ||||||||
Acquisition of Rig 36 and Related Capital Lease | ||||||||
On May 5, 2014, we entered into a Rig Equipment Purchase Agreement with Baker Process, Inc. to purchase a 2400 HP rig, which we have named Rig 36, and related equipment. On May 9, 2014, the Company entered into a capital lease with First National Capital, LLC to finance the purchase of and planned future modifications to Rig 36. We have drawn $3,250 under the capital lease, which can be expanded to $5,000 as we continue to upgrade Rig 36. |
Derivative_Instruments
Derivative Instruments | 3 Months Ended | ||||||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Derivative Instruments | ' | ||||||||||||||||||||||||
DERIVATIVE INSTRUMENTS | |||||||||||||||||||||||||
Derivative Instruments | |||||||||||||||||||||||||
Commodity Derivatives | |||||||||||||||||||||||||
From time to time, we enter into derivative financial instruments to mitigate our exposure to crude oil price volatility. The derivative financial instruments, which are placed with financial institutions that we believe are acceptable credit risks, take the form of over-the-counter variable-to-fixed price commodity swaps. All derivative financial instruments are recognized in our condensed consolidated financial statements at fair value. The fair values of our derivative instruments are determined based on discounted cash flows derived from quoted forward prices. We do not use hedge accounting for commodity derivatives; thus, the open positions are recorded at fair value with the change in value recorded to earnings. | |||||||||||||||||||||||||
We have experienced and could continue to experience significant changes in the estimate of unrealized derivative gains or losses recognized due to fluctuations in the value of these commodity derivative contracts. The lack of hedge accounting has no impact on our reported cash flows, although our results of operations are affected by the volatility of mark-to-market gains and losses and changes in fair value, which fluctuate with changes in crude oil prices. These fluctuations could be significant in a volatile pricing environment. | |||||||||||||||||||||||||
As of July 31, 2014, we had the following open crude oil derivative positions. All are priced based on the Brent crude oil futures as traded on the Intercontinental Exchange. | |||||||||||||||||||||||||
Fixed - Price Swaps | |||||||||||||||||||||||||
Production Period ending April 30, | Bbls | Weighted Average Fixed Price | |||||||||||||||||||||||
2015 | 586,800 | 99.81 | |||||||||||||||||||||||
2016 | 787,600 | 95.36 | |||||||||||||||||||||||
2017 | 232,600 | 93.97 | |||||||||||||||||||||||
Derivative Activities Reflected on Condensed Consolidated Balance Sheets | |||||||||||||||||||||||||
The following table presents the fair value of commodity derivatives. The fair value amounts are presented on a gross basis and do not reflect the netting of asset and liability positions permitted under the terms of our master netting arrangements. | |||||||||||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||||||||||
July 31, 2014 | April 30, 2014 | July 31, 2014 | April 30, 2014 | ||||||||||||||||||||||
Derivatives not designated as hedging instruments under ASC 815 | Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | |||||||||||||||||
Commodity derivatives | Prepaid expenses and other | $ | — | Prepaid expenses and other | $ | 88 | Current portion of derivative instruments | $ | (5,697 | ) | Current portion of derivative instruments | $ | (3,315 | ) | |||||||||||
Commodity derivatives | Other assets | — | Other assets | 26 | Long-term portion of derivative instruments | (6,964 | ) | Long-term portion of derivative instruments | (4,006 | ) | |||||||||||||||
Total derivatives not designated as hedging instruments under ASC 815 | $ | — | $ | 114 | $ | (12,661 | ) | $ | (7,321 | ) | |||||||||||||||
Offsetting of Derivative Assets and Liabilities | |||||||||||||||||||||||||
The following table presents our gross and net derivative assets and liabilities: | |||||||||||||||||||||||||
Gross Amount Presented on Balance Sheet | Netting Adjustments (a) | Net Amount | |||||||||||||||||||||||
July 31, 2014 | |||||||||||||||||||||||||
Derivative liabilities with right of offset or master netting agreements | $ | (12,661 | ) | $ | — | $ | (12,661 | ) | |||||||||||||||||
April 30, 2014 | |||||||||||||||||||||||||
Derivative assets with right of offset or master netting agreements | $ | 114 | $ | (114 | ) | $ | — | ||||||||||||||||||
Derivative liabilities with right of offset or master netting agreements | $ | (7,321 | ) | $ | 114 | $ | (7,207 | ) | |||||||||||||||||
————————— | |||||||||||||||||||||||||
(a) | The Company has an agreement in place that allows for the financial right of offset for derivative assets and derivative liabilities at settlement or in the event of default under the agreement. | ||||||||||||||||||||||||
Derivative Activities Reflected on Condensed Consolidated Statements of Operations | |||||||||||||||||||||||||
Gains and losses on derivatives are reported in the condensed consolidated statements of operations. The following represents the Company's reported gains and losses on derivative instruments for the periods presented: | |||||||||||||||||||||||||
For the Three Months Ended July 31, | |||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||
Loss on derivatives, net | $ | (6,903 | ) | $ | (3,076 | ) | |||||||||||||||||||
As of July 31, 2014, we did not own derivative instruments that were classified as fair value hedges or trading securities. In addition, as of July 31, 2014, we did not own derivative instruments containing credit risk contingencies. |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | |||||||||||
Jul. 31, 2014 | ||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||
Fair Value Measurements | ' | |||||||||||
FAIR VALUE MEASUREMENTS | ||||||||||||
Fair Value Measurement on a Recurring Basis | ||||||||||||
The carrying amounts reported in the condensed consolidated balance sheets for cash and cash equivalents, trade receivables, account payables and other short-term liabilities approximate fair value due to the nature of the instrument and/or the short-term maturity of these instruments. The fair values of the Company's commodity derivative instruments are classified as Level 2 measurements as they are calculated using industry standard models using assumptions and inputs which are substantially observable in active markets throughout the full term of the instruments. These include market price curves, contract terms and prices, credit risk adjustments, and discount factors. The following summarizes the fair value of the Company's commodity derivative assets and liabilities according to their fair value hierarchy as of the reporting dates indicated: | ||||||||||||
Fair Value Measurements | ||||||||||||
At July 31, 2014 | Level 1 | Level 2 | Level 3 | |||||||||
Commodity derivative asset | $ | — | $ | — | $ | — | ||||||
Commodity derivative liability | — | (12,661 | ) | — | ||||||||
Total | $ | — | $ | (12,661 | ) | $ | — | |||||
At April 30, 2014 | ||||||||||||
Commodity derivative asset | $ | — | $ | 114 | $ | — | ||||||
Commodity derivative liability | — | (7,321 | ) | — | ||||||||
Total | $ | — | $ | (7,207 | ) | $ | — | |||||
There were no transfers between Level 1, Level 2 or Level 3 during the three months ended July 31, 2014 or July 31, 2013. |
Debt
Debt | 3 Months Ended | |||||||
Jul. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Debt | ' | |||||||
DEBT | ||||||||
As of July 31, 2014 and April 30, 2014, we had the following debt obligations reflected at their respective carrying values on our condensed consolidated balance sheets: | ||||||||
July 31, | April 30, | |||||||
2014 | 2014 | |||||||
Second Lien Credit Facility | $ | 175,000 | $ | 175,000 | ||||
Debt discount related to Second Lien Credit Facility | (3,077 | ) | (3,296 | ) | ||||
First Lien RBL | 20,000 | — | ||||||
Gunsight Promissory Note payable | 950 | 950 | ||||||
Apollo prepayment and extension fee note payable | 6,918 | 9,223 | ||||||
Capital lease obligation | 3,138 | — | ||||||
Series B Preferred Stock | 2,344 | 2,325 | ||||||
Total debt obligations | 205,273 | 184,202 | ||||||
Less: Current maturities | (8,401 | ) | (9,459 | ) | ||||
Total debt less current maturities | $ | 196,872 | $ | 174,743 | ||||
Second Lien Credit Facility | ||||||||
On February 3, 2014, we refinanced our $100,000 credit facility with Apollo Investment Corp. ("Apollo") (the "Prior Credit Facility") by entering into a Credit Agreement with Apollo and Highbridge Capital Strategies (the "New Apollo Loan Agreement") which set forth the terms of a credit facility of up to $175,000 (the "Second Lien Credit Facility"). | ||||||||
The New Apollo Loan Agreement provides for a $175,000 term credit facility, all of which was made available to and drawn by us on the closing date. The amounts drawn were subject to a 2% original issue discount. Amounts outstanding under the Second Lien Credit Facility bear interest at a rate of LIBOR plus 9.75%, subject to a 2% LIBOR floor. The Second Lien Credit Facility permitted us to enter into a reserve-based revolving credit facility of up to $100,000 on certain agreed terms which would be secured on a first-lien basis. Upon entering into such revolving credit facility and a related intercreditor agreement, the Second Lien Credit Facility would become a second-lien credit facility. We entered into a credit agreement for a revolving credit facility (the "First Lien Loan Agreement"), among us, as borrower, KeyBank National Association ("KeyBank"), as administrative agent (in that capacity the "RBL Administrative Agent"), and the lenders from time to time party thereto (the "RBL Lenders") on June 2, 2014. The First Lien Loan Agreement provides for a $250,000 senior secured, reserve-based revolving credit facility (the "First Lien RBL"). In connection with our entry into the First Lien Loan Agreement, we amended the New Apollo Loan Agreement. The Second Lien Credit Facility carries a four year maturity. The Second Lien Credit Facility contains covenants, including but not limited to, a leverage ratio, interest coverage ratio, current ratio, asset coverage ratio, minimum gross production and change of management control covenants, as well as other covenants customary for a transaction of this type. We were in compliance with the required financial and production covenants as of July 31, 2014. Subject to certain conditions contained in the New Apollo Loan Agreement, the Second Lien Credit Facility also allows for us to implement a discretionary share repurchase plan on terms and conditions reasonably satisfactory to Apollo (in its capacity as administrative agent) and the lenders. | ||||||||
We used $75,306 of the proceeds drawn under the Second Lien Credit Facility to refinance the Prior Credit Facility with Apollo and $56,577 to finance the acquisition of the North Fork Unit. In addition, $3,071 was used to retire the obligations owed under the MEI Loan Documents. The remainder of the proceeds from the Second Credit Facility were used for general corporate purposes. The fair value of the outstanding balance of the Second Lien Credit Facility was $176,922 as of July 31, 2014, as calculated using the discounted cash flows method. | ||||||||
On the closing date, in connection with the Second Lien Credit Facility, we, along with all of our consolidated subsidiaries (other than MEI), entered into an Amended and Restated Guarantee and Collateral Agreement (the "Second Lien Guarantee") with Apollo, for the benefit of the lenders from time to time party to the New Apollo Loan Agreement. Under the terms of the Second Lien Guarantee and related security documents, each of our consolidated subsidiaries (other than MEI) have guaranteed our obligations under the Second Lien Credit Facility and we and those subsidiaries have granted a security interest in substantially all of their assets to secure the performance of the obligations arising under the Second Lien Credit Facility. | ||||||||
On June 2, 2014, we entered into the Amendment No. 1 to Credit Agreement and Guarantee and Collateral Agreement to the Second Lien Credit Facility and the Second Lien Guarantee. This amendment conforms certain of the covenants, terms and conditions in the Second Lien Credit Facility to match those of the First Lien RBL, including the financial covenants. | ||||||||
Subsequent to the end of our first quarter, we entered into Amendment No. 2 to the New Apollo Loan Agreement, which amended a default provision to remove its reference to David Voyticky, our former president. Prior to this amendment, under the New Apollo Loan Agreement, the resignation of Mr. Voyticky would have been a default. In addition, this amendment removes references to Mr. Voyticky from certain defined terms used in the New Apollo Loan Agreement. | ||||||||
Subsequent to the end of our first quarter, we entered into Amendment No. 3, dated as of August 19, 2014, to the New Apollo Loan Agreement, which (1) increases the total amount of obligations we may enter into under capital leases from time to time, (2) allows us to make certain investments in Savant, and (3) increases the amount of preferred stock that we may issue, among other things. | ||||||||
First Lien RBL | ||||||||
On June 2, 2014, we entered into the First Lien Loan Agreement, among the Company, as borrower, KeyBank, as the RBL Administrative Agent, and the RBL Lenders. In addition to KeyBank, the syndicate includes CIT Finance LLC, Mutual of Omaha Bank and OneWest Bank N.A. | ||||||||
The First Lien Loan Agreement provides for a $250,000 senior secured, reserve-based revolving credit facility, $60,000 of which was made available to us on the closing date. The borrowing base will be redetermined semi-annually on February 1st and August 1st of each year. Amounts outstanding under the First Lien RBL are priced on a sliding scale, based on LIBOR plus 300 to 400 basis points, depending upon the level of borrowing (per the table below). | ||||||||
Borrowing Base Utilization Grid | ||||||||
Borrowing base utilization percentage | <25% | ≥ 25%, but <50% | ≥ 50%, but <75% | ≥ 75%, but <90% | ≥ 90%, but ≤100% | |||
Spread above LIBOR | 3.00% | 3.25% | 3.50% | 3.75% | 4.00% | |||
Undrawn commitment fee rate | 0.50% | 0.50% | 0.75% | 0.75% | 0.75% | |||
The First Lien RBL will expire on the third anniversary of its closing. It contains customary covenants, including, but not limited to, a leverage, interest coverage, current ratio, minimum gross production, minimum liquidity, asset coverage and change of management control covenants. We were in compliance with the required financial and production covenants as of July 31, 2014. Subject to certain conditions contained in the First Lien Loan Agreement, the First Lien RBL also allows us to implement a discretionary share repurchase plan on terms and conditions reasonably satisfactory to the RBL Administrative Agent and the RBL Lenders. The First Lien RBL contemplates up-front fees, arrangement fees, and ongoing commitment and other fees customary for transactions of this nature. | ||||||||
The Company drew $20,000 on the closing date under the First Lien RBL, which was used to provide working capital for development drilling in Alaska. The amounts available were subject to an upfront fee equal to 1% of the initial borrowing base. On June 20, 2014, we requested an additional $10,000, which was funded on June 24, 2014. We repaid borrowings of $10,000 on July 31, 2014, and subsequent to quarter end, drew down $16,000 on August 1, 2014. The fair value of floating-rate debt approximates the carrying amount because the interest rates paid are based on short-term maturities. | ||||||||
Also on June 2, 2014, in connection with the First Lien RBL, we, along with all of our consolidated subsidiaries (other than MEI, Miller Energy Colorado 2014-1, LLC, and Miller Drilling 2009-A, L.P.), entered into a First Lien Guarantee and Collateral Agreement (the "First Lien Guarantee") with KeyBank, for the benefit of the RBL Lenders from time to time party to the First Lien Loan Agreement. Under the terms of the First Lien Guarantee and related security documents, each of our consolidated subsidiaries (other than MEI, Miller Energy Colorado 2014-1, LLC, and Miller Drilling 2009-A, L.P.) have guaranteed the obligations under the First Lien RBL. Along with the aforementioned subsidiaries, we have granted a security interest in substantially all of our assets to secure the performance of the obligations arising under the First Lien RBL. | ||||||||
Subsequent to the end of our first quarter, we entered into the First Amendment, dated as of August 11, 2014, to our First Lien Loan Agreement, which amended a default provision to remove its reference to Mr. Voyticky. Prior to this amendment, under the First Lien Loan Agreement, the resignation of Mr. Voyticky would have been a default. In addition, this amendment removes references to Mr. Voyticky from certain defined terms used in the First Lien Loan Agreement. | ||||||||
Subsequent to the end of our first quarter, we entered into the Second Amendment, dated as of August 19, 2014, to our First Lien Loan Agreement, which (1) increases the total amount of obligations we may enter into under capital leases from time to time, (2) allows us to make certain investments in Savant, and (3) increases the amount of preferred stock that we may issue, among other things. | ||||||||
Series B Preferred Stock | ||||||||
The outstanding Series B Preferred Stock is classified as long-term debt in accordance with ASC 480, "Distinguishing Liabilities from Equity." As of July 31, 2014, the fair value of Series B Preferred Stock was $2,197, as calculated using the discounted cash flow method. | ||||||||
On July 28, 2014, our Board approved a semiannual dividend to shareholders of approximately $6.05 per share on our Series B Preferred Stock, which was paid on the next regularly scheduled divided payment date of September 2, 2014, in accordance with the terms of our charter, as September 1, 2014 was not a business day. The dividend payment is equivalent to an annualized 12% per share, based on the $100.00 per share stated liquidation preference for the Series B Preferred Stock, accruing from March 2014 through August 2014. The record date, as required in accordance with our charter, was August 15, 2014. | ||||||||
Debt Issue Costs | ||||||||
As of July 31, 2014 and April 30, 2014, our unamortized deferred financing costs were $2,603 and $803, respectively, which relates to the First Lien RBL and the Second Lien Credit Facility. These costs are being amortized over the term of the respective debt instruments. |
Asset_Retirement_Obligations
Asset Retirement Obligations | 3 Months Ended | |||||||
Jul. 31, 2014 | ||||||||
Asset Retirement Obligation Disclosure [Abstract] | ' | |||||||
Asset Retirement Obligations | ' | |||||||
ASSET RETIREMENT OBLIGATIONS | ||||||||
The following table presents changes to the Company's asset retirement obligation ("ARO") liability for the three months ended July 31, 2014 and 2013: | ||||||||
2014 | 2013 | |||||||
Asset retirement obligation, as of April 30, | $ | 22,872 | $ | 19,890 | ||||
Additions | — | 5 | ||||||
Accretion expense | 346 | 297 | ||||||
Settlements | (5 | ) | — | |||||
North Fork Properties purchase price adjustment | 159 | — | ||||||
Asset retirement obligation, as of July 31, | $ | 23,372 | $ | 20,192 | ||||
The ARO liability reflects the estimated present value of the amount of dismantlement, removal, site reclamation, and similar activities associated with the Company's oil and gas properties. The Company utilizes current retirement costs to estimate the expected cash outflows for retirement obligations. The Company estimates the ultimate productive life of the properties, a risk-adjusted discount rate, and an inflation factor in order to determine the current present value of this obligation. To the extent future revisions to these assumptions impact the present value of the existing ARO liability, a corresponding adjustment is made to the oil and gas property balance. | ||||||||
Any additional retirement obligations will increase the liability associated with new oil and natural gas wells and other facilities. Actual expenditures for abandonments of oil and natural gas wells and other facilities reduce the liability for asset retirement obligations. At July 31, 2014 and April 30, 2014, there were no significant expenditures for abandonments. |
StockBased_Compensation
Stock-Based Compensation | 3 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Share-based Compensation [Abstract] | ' | ||||||||||||||||
Stock-Based Compensation | ' | ||||||||||||||||
STOCK-BASED COMPENSATION | |||||||||||||||||
During fiscal years 2010 and 2011, our Compensation Committee and Board of Directors adopted share-based compensation plans authorizing 3,000,000 and 8,250,000 shares of common stock under each plan, respectively. On April 16, 2014, the number of shares of common stock available for issuance increased by 5,000,000 shares of common stock under the 2011 Equity Compensation Plan (the "2011 Plan"). The amendment to the 2011 Plan providing for the increase was adopted by our Board of Directors on March 10, 2014, and approved by our shareholders on April 16, 2014. The share-based compensation plans allow us to offer our employees, officers, directors and others an opportunity to acquire a proprietary interest in the Company and enable us to attract, retain, motivate and reward such persons in order to promote our success. Each plan authorizes the issuance of incentive stock options, nonqualified stock options and restricted stock. All awards issued under the share-based compensation plans must be approved by our Compensation Committee. At July 31, 2014 and April 30, 2014, there were 2,728,078 and 3,134,578 additional shares available under the compensation plans, respectively. | |||||||||||||||||
Allocated between general and administrative expenses and cost of oil and gas sales within the condensed consolidated statements of operations is stock-based compensation expense for the three months ended July 31, 2014 and 2013 of approximately $1,645 and $1,556 respectively. We also recognized non-employee expense related to warrants issued for the three months ended July 31, 2014 and 2013 of approximately $416 and $110, respectively. | |||||||||||||||||
The following table summarizes stock options and warrants activity for the period presented: | |||||||||||||||||
Number of Options and Warrants | Weighted Average Exercise Price | ||||||||||||||||
Beginning balance at April 30, 2014 | 15,021,347 | $ | 4.99 | ||||||||||||||
Granted | 410,500 | 5.61 | |||||||||||||||
Exercised | (311,354 | ) | 4.55 | ||||||||||||||
Cancelled | (38,179 | ) | 3.65 | ||||||||||||||
Ending balance | 15,082,314 | 5.02 | |||||||||||||||
Options and warrants exercisable at July 31, 2014 | 11,802,470 | $ | 4.83 | ||||||||||||||
The following table summarizes stock options and warrants outstanding, including exercisable shares at July 31, 2014: | |||||||||||||||||
Options and Warrants Outstanding | Options and Warrants | ||||||||||||||||
Exercisable | |||||||||||||||||
Range of Exercise Price | Number Outstanding | Weighted Average Remaining Contractual Life (in years) | Weighted Average Exercise Price | Number Exercisable | Weighted Average Exercise Price | ||||||||||||
$0.01 to $1.82 | 1,490,200 | 1 | $ | 0.7 | 1,490,200 | $ | 0.7 | ||||||||||
$2.00 to $4.99 | 1,659,667 | 5.1 | 3.56 | 1,471,989 | 3.49 | ||||||||||||
$5.15 to $5.53 | 4,332,447 | 3 | 5.32 | 3,095,281 | 5.33 | ||||||||||||
$5.68 to $5.94 | 3,655,000 | 6.5 | 5.9 | 3,295,000 | 5.92 | ||||||||||||
$6.00 to $6.95 | 3,945,000 | 3.3 | 6.13 | 2,450,000 | 6.08 | ||||||||||||
15,082,314 | 4 | $ | 5.01 | 11,802,470 | $ | 4.73 | |||||||||||
The following table summarizes restricted stock activity for the three months ended July 31, 2014: | |||||||||||||||||
Unvested at April 30, 2014 | 465,432 | ||||||||||||||||
Granted | 16,000 | ||||||||||||||||
Vested | (188,765 | ) | |||||||||||||||
Unvested at July 31, 2014 | 292,667 | ||||||||||||||||
Stockholders_Equity
Stockholders' Equity | 3 Months Ended |
Jul. 31, 2014 | |
Stockholders' Equity Note [Abstract] | ' |
Stockholders' Equity | ' |
STOCKHOLDERS' EQUITY | |
Common Stock | |
At July 31, 2014, we had 46,108,061 shares of common stock outstanding. We issued 351,364 shares during the three months ended July 31, 2014, of which 40,010 shares were issued to employees for compensation, and 311,354 shares were related to the exercise of equity rights. | |
Series C Preferred Stock | |
On July 28, 2014, our Board of Directors declared a dividend of approximately $0.67 per share on our Series C Preferred Stock which was paid on the next regularly scheduled dividend payment date of September 2, 2014, in accordance with the terms of our charter as September 1, 2014 was not a business day. The dividend payment will be equivalent to an annualized 10.75% per share, based on the $25.00 per share stated liquidation preference for the Series C Preferred Stock, accruing from June 2014 through August 2014. The record date, as required in accordance with our charter, was August 15, 2014. | |
Series D Preferred Stock | |
During the three months ended July 31, 2014, we sold 62,304 shares of our 10.5% Series D Fixed Rate/Floating Rate Cumulative Redeemable Preferred Stock (the "Series D Preferred Stock"), yielding net proceeds of $1,542. | |
On July 28, 2014, our Board of Directors declared a dividend of approximately $0.66 per share on our Series D Preferred Stock which was paid on the next regularly scheduled dividend payment date of September 2, 2014, in accordance with the terms of our charter as September 1, 2014 was not a business day. The dividend payment will be equivalent to an annualized 10.5% per share, based on the $25.00 per share stated liquidation preference for the Series D Preferred Stock, accruing from June 2014 through August 2014. The record date, as required in accordance with our charter, was August 15, 2014. | |
Subsequent to the end of our first quarter, on August 25, 2014, we completed and closed a public offering of our 10.5% Series D Fixed Rate/Floating Rate Cumulative Redeemable Preferred Stock liquidation preference $25.00 per share. We issued 750,000 shares which were offered to the public at $24.50 per share for gross proceeds of $18,375. We incurred issuance costs of $1,352, yielding net proceeds of $17,023. |
Income_Taxes
Income Taxes | 3 Months Ended |
Jul. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
INCOME TAXES | |
We have a significant deferred income tax liability related to the excess of the book carrying value of oil and gas properties over their collective income tax bases. This difference will reverse (through lower tax depletion deductions) over the remaining recoverable life of the properties, resulting in future taxable income in excess of income for financial reporting purposes. As an independent producer of domestic oil and gas, we take advantage of certain elective provisions presently in the Internal Revenue Code allowing for expensing of specified intangible drilling and development costs that are typically capitalized for book purposes. This temporary difference also reverses over the remaining life of the properties. As a result of these elections, we presently have U.S. federal and state net operating loss carryovers that are expected to be fully utilized against future taxable income resulting solely from the reversal of the temporary differences between the book carrying value of oil and gas properties and their tax bases. Our provision for income taxes for the first interim reporting period in fiscal 2015 is based on the actual year-to-date effective rate, as this is our best estimate of our annual effective tax rate for the full fiscal year. The computation of the annual effective tax rate includes a forecast of our estimated "ordinary" income (loss), which is our annual income (loss) from operations before tax, excluding unusual or infrequently occurring (or discrete) items. Significant management judgment is required in the projection of ordinary income (loss) in order to determine the estimated annual effective tax rate. The level of income (or loss) projected for fiscal 2015 causes an unusual relationship between income (loss) and income tax expense (benefit), with small changes resulting in: (i) a potential significant impact on the rate and, (ii) potentially unreliable estimates. As a result, we computed the provision for income taxes for the three month periods ended July 31, 2014 and July 31, 2013 by applying the actual effective tax rate to the year-to-date income (loss), as permitted by GAAP. The effective tax rate for the year-to-date period ended July 31, 2014 is a benefit of (38%). The principal differences in our effective tax rate (benefit) for this period and the federal statutory rate of 35% are state income taxes, change in state and local income taxes net of federal benefit and a valuation allowance against our Tennessee net operating loss carry-forwards and credits. No other valuation allowances were deemed necessary in order to fully benefit the Company's year-to-date loss due to the presence of sufficient future taxable income related to the excess of book carrying value in oil and gas properties over their corresponding tax bases. No other sources of taxable income were considered by Management in reaching this conclusion. No significant cash payments of income taxes were made during the year-to-date period ended July 31, 2014, and no significant payments are expected during the succeeding 12 months. |
Alaska_Production_Credits
Alaska Production Credits | 3 Months Ended | |||
Jul. 31, 2014 | ||||
Alaska Production Credits [Abstract] | ' | |||
Alaska Production Tax Credits | ' | |||
ALASKA PRODUCTION CREDITS | ||||
Upon qualifying, the Company can apply for several credits under Alaska Statutes 43.55.023 and 43.55.025: | ||||
• | 43.55.023(a)(1) Qualified capital expenditure credit (20%) | |||
• | 43.55.023(l)(1) Well lease expenditure credit (effective June 30, 2010) (40%) | |||
• | 43.55.023(a)(2) Qualified capital exploration expenditure credit (20%) | |||
• | 43.55.023(l)(2) Well lease exploration expenditure credit (effective June 30, 2010) (40%) | |||
• | 43.55.023(b) Carried-forward annual loss credit (25%) | |||
• | 43.55.025 Seismic exploration credits (40%) | |||
We recognize a receivable when the amount of the credit is reasonably estimable and receipt is probable. For expenditure and exploration based credits, which we receive in the ordinary course of business, the credit is recorded as a reduction to the related assets. For carried-forward annual loss credits, which we receive in the ordinary course of business, the credit is recorded as a reduction to the Alaska production tax. We did not incur any Alaska production taxes in fiscal 2014, 2013 or 2012, and accordingly, the carried-forward annual loss credits are presented separately in our operating expenses on the condensed consolidated statement of operations. | ||||
Balance, April 30, 2014 | $ | 49,121 | ||
Alaska carried-forward annual loss credits, net 1 | 3,055 | |||
Applications for expenditure and exploration based credits 1 | 23,275 | |||
Cash collections for expenditure and exploration based credits | (21,837 | ) | ||
Balance, July 31, 2014 | $ | 53,614 | ||
——————————— | ||||
1 | Applications for carried-forward annual loss credits and for expenditure and exploration based credits are recorded net of established reserves and also include revisions to prior period applications, if applicable. | |||
During three months ended July 31, 2014 and 2013, the Company recorded net carried-forward annual loss credits of $3,055 and $0, respectively. The Company has reduced the basis of capitalized assets by a cumulative total of $70,025 for expenditure and exploration credits. The reductions are recorded on our condensed consolidated balance sheets in "oil and gas properties" and "equipment." As of July 31, 2014 and April 30, 2014, the Company had outstanding net receivables from the State of Alaska in the amount of $53,614 and $49,121, respectively. |
Litigation
Litigation | 3 Months Ended | |
Jul. 31, 2014 | ||
Loss Contingency, Information about Litigation Matters [Abstract] | ' | |
Litigation | ' | |
LITIGATION | ||
On May 17, 2011, we were served with a lawsuit filed in the United States District Court for the Eastern District of Tennessee at Knoxville by Troy D. Stafford, the former Chief Financial Officer of CIE. The suit, styled Troy D. Stafford v. Miller Petroleum, Inc., Civil Action No. 3-11CV-206, claims that we terminated Mr. Stafford's employment without cause in contravention of the terms of the Purchase and Sale Agreement between us and the sellers of CIE ("PSA"), failed or refused to pay his salary, severance, percentage of purchase price, expenses or stock warrants and violated a duty of good faith and fair dealing. The suit sought damages in excess of $3,000, which includes $2,687 of damages for loss of vested warrants. We believe that all of the asserted claims were baseless, particularly in view of the fact that we issued the warrants in accordance with the terms of the PSA. We believe that we had appropriate cause to dismiss Mr. Stafford's employment after discovering that he had breached certain representations and warranties in the PSA, and had acted in violation of our Code of Conduct. We filed our Answer and conducted discovery. On January 21, 2013, Mr. Stafford's attorney filed a motion to withdraw as counsel, and on April 2, 2013, Mr. Stafford filed a motion to proceed pro se. On February 24, 2014, we filed a Motion to Dismiss with Prejudice based on Plaintiff's failure to prosecute his case since April 2, 2013, Plaintiff's having missed filing deadlines, and his having failed to appear to give his deposition both times we have noticed it. On February 26, 2014, the Court entered an Order to Show Cause, requiring the plaintiff to demonstrate why his case should not be dismissed. On March 14, 2014, the plaintiff filed a Motion for Voluntary Dismissal, Without Prejudice through his new attorney. On June 3, 2014, the court granted plaintiff's motion to dismiss without prejudice, but did so with the condition that plaintiff must reimburse us for costs incurred by us as a result of his failure to cooperate in discovery in this case in the amount of $9 prior to his being allowed to refile the case. As such, this case has been dismissed and there is no further action currently required. | ||
On June 15, 2011, a breach of contract lawsuit was filed against us and CIE in the United States District Court for the Eastern District of Pennsylvania styled VAI, Inc. v. Miller Energy Resources, Inc., f/k/a Miller Petroleum, Inc. and Cook Inlet Energy, LLC. The Plaintiff alleges three causes of action: (1) breach of contract, (2) unjust enrichment, and (3) breach of the implied covenant of good faith and fair dealing. The case seeks damages in warrants to purchase our common stock and monetary damages for certain fees and expenses. The Sale Agreement with David Hall, Walter "JR" Wilcox, and Troy Stafford dated December 10, 2009 contains indemnification provisions relevant to this claim. We filed a Motion to Dismiss for lack of personal jurisdiction, but this motion was not granted by the court. We filed an Answer to the complaint in this case on October 10, 2012, and we have conducted discovery. Trial was previously set for November 4, 2013. On October 21, 2013, the trial was postponed with no new trial date having been set. On October 31, 2013, the judge ruled on our outstanding Motion for Summary Judgment, granting it as to the unjust enrichment claim and breach of the implied covenant of good faith and fair dealing claim, and denying it as to the breach of contract claim. We expect to proceed to trial on the breach of contract claim once a new trial date is set. In February 2014, we received notice from a third party seeking to intervene in the case in order to secure payment of a debt allegedly owed by the Plaintiff to the third party. On May 29, 2014, the court put down a new scheduling order setting forth certain pre-trial deadlines with the final pre-trial conference being set for October 30, 2014. On June 5, 2014, the court entered an order denying the motion to intervene. We expect the court to set a trial date that will be shortly after the final pre-trial conference. Given the current stage of the proceedings in this case, we currently cannot assess the probability of losses, or reasonably estimate the range of losses, related to this matter. | ||
In August 2011, several purported class action lawsuits were filed against us in the United States District Court for the Eastern District of Tennessee. The lawsuits made similar claims and have been consolidated into one case, styled In re Miller Energy Resources, Inc. Securities Litigation. The suit names us, along with several of our current and former executive officers, Scott Boruff, Paul Boyd, Ford Graham, David Hall, David Voyticky, and Deloy Miller, as defendants. The Plaintiffs allege two causes of action against the defendants: (1) violation of Section 10(b) and Rule 10b-5 of the Exchange Act, (2) violation of Section 20(a) of the Exchange Act. The case seeks money damages against us and the other defendants, and payment of the Plaintiffs' attorney's fees. We have filed a Motion to Dismiss the case, which was denied on February 4, 2014 as to all defendants save Ford Graham. On July 3, 2014, we agreed upon a potential settlement with the Plaintiffs would dismiss the lawsuit with prejudice in exchange for a settlement payment of $2,950, which is within the remaining policy limits of our director and officer insurance policy. The proposed settlement remains subject to court approval and class notice administration before it will be effective. The case has been stayed through and including September 30, 2014 at the agreement of the Parties while we finalize the stipulation of settlement and supporting papers. We expect to complete full documentation of the settlement and file a motion for preliminary approval of the class action settlement and approval of the class no later than the first week of October 2014. The estimated potential loss and expected insurance recovery are accrued on our condensed consolidated balance sheets as of April 30, 2014 and July 31, 2014. | ||
On August 23, 2011, a derivative action was filed against us in Knox County Chancery Court. The case is styled Marco Valdez, derivatively on behalf Miller Energy Resources, Inc. v. Deloy Miller, Scott M. Boruff, Jonathan S. Gross, Herman Gettelfinger, David Hall, Merrill A. McPeak, Charles M. Stivers, Don A. Turkleson, and David J. Voyticky, and Miller Energy Resources, Inc., nominal defendant. The suit alleged the following causes of action: (1) Breach of Fiduciary Duty for disseminating false and misleading information; (2) Breach of Fiduciary Duty for failure to maintain internal controls; (3) Breach of Fiduciary Duty for failing to properly oversee and manage the company; (4) Unjust Enrichment; (5) Abuse of Control; Gross Mismanagement, and; (6) Waste of Corporate Assets. The Plaintiff sought unspecified money damages from the individual defendants, that we take certain actions with respect to our management, restitution to us, and the Plaintiff's attorney fees and costs. The Plaintiff agreed to stay this case awaiting a ruling on the plaintiff's appeal in the federal derivatives case in Lukas v. Miller Energy Resources, Inc., et al, as previously disclosed. The Plaintiff also agreed to voluntarily dismiss the case in the event the plaintiff's appeal in Lukas was denied. Following the dismissal of Lukas, on October 1, 2013, the Court entered an Order dismissing the case without prejudice on the motion of the Plaintiff. On October 24, 2013, we filed a Motion to Amend the Order of Dismissal as the agreement with the Plaintiff was that the case would be dismissed with prejudice if the Sixth Circuit Court of Appeals affirmed the dismissal of the Lukas case, which it did. On June 3, 2014, after reaching an agreement with the Plaintiff, we filed an amended agreed final order of dismissal with prejudice in this case. | ||
On August 31, 2012, we terminated an agreement with Voorhees Equipment and Consulting, Inc. (“Voorhees”) for the construction and sale of the rig currently being used on the Osprey Platform, Rig 35, (the “Rig 35 Agreement”). We terminated the agreement based on our belief that Voorhees was in breach of its obligations thereunder. Voorhees later indicated its desire to arbitrate claims it believes it has under invoices arising between May 29, 2012 and August 31, 2012. We believed we had grounds to dispute liability with respect to some or all of those invoices, in addition to having certain counterclaims we expected to assert. The parties elected to engage a private arbitrator to settle this dispute (the “Voorhees Matter”) and conducted discovery. On September 18, 2013, we received a third-party complaint from Voorhees in connection with a lawsuit by Carlile Transportation Systems, Inc., in the Superior Court for the State of Alaska. The case is styled Carlile Transportation Systems, Inc. v. Voorhees Rig International, Inc. v. Cook Inlet Energy, LLC (the "Carlile Matter"). The dispute in the Carlile Matter related solely to unpaid transportation fees arising from the transportation of equipment for Rig 35. These fees were already the subject of the planned arbitration with Voorhees over the Voorhees Matter. As all disputes under the Rig 35 Agreement are subject to mandatory arbitration, we filed a motion to compel arbitration in the Carlile Matter, which the Court granted, along with an award of our legal costs incurred in connection with the Carlile Matter. On February 20, 2014, we reached an agreement in principle to settle the Voorhees Matter (including the transportation fees at issue in the Carlile Matter), and we entered into a settlement agreement which was effective as of May 12, 2014. We agreed to return to Voorhees the following equipment previously delivered to us under the Rig 35 Agreement, but which we subsequently replaced on that rig: | ||
• | an iron roughneck that we had to replace on Rig 35 due to mechanical unreliability; and | |
• | a BOP stack originally included on Rig 35, but later removed and replaced with a better functioning replacement. | |
We also agreed to return to Voorhees two moving containers, left-over electrical equipment and tools belonging to Voorhees but left with CIE when Voorhees ceased working on Rig 35. No costs of defense or other cash payment are expected to be required of us in connection with this settlement, although we will pay the transportation costs of the equipment being returned. As a result, we recorded a gain of $113 related to this settlement in other income (expense), net in our condensed consolidated statements of operations for the three months ended July 31, 2014. | ||
On April 4, 2013, we filed suit against a former contractor of CIE and its parent company (collectively “Cudd”) in the United States District Court for the District of Alaska at Anchorage. This case is styled Cook Inlet Energy, LLC v. Cudd Pressure Control Inc. and RPC, Inc. In our suit we are seeking declaratory relief and damages for breach of contract, breach of the implied warranty of merchantability, breach of the implied covenant of fitness for a particular purpose and breach of the implied covenant of good faith and fair dealing arising out of a dispute regarding certain equipment and services provided by Cudd on the Osprey Platform that did not meet our needs or expectations as promised. We have not yet determined the full amount of damages claimed. On May 29, 2013, Cudd filed its Answer denying our claims and including a counterclaim for equipment and services, totaling approximately $1,889 plus the costs of defense. We have filed our counteranswer and denied that these amounts are owed, in whole or in part. We are presently conducting discovery. Given the current stage of the proceedings with respect to this case, we believe that any loss would be limited to $1,889 plus the cost of defense, related to this matter. Based on the information currently available, we have accrued our best estimate of the potential loss on our condensed consolidated balance sheet. | ||
On February 7, 2014, we were served with a lawsuit filed by Vulcan Capital Corporation ("Vulcan") in the District Court for the Southern District of New York styled Vulcan Capital Corp. v. Miller Energy Resources, Inc. and PlainsCapital Bank. The suit asserts various causes of action against PlainsCapital Bank, and appears to assert the following causes of action against us: (1) Breach of Fiduciary Duty and (2) Concert of Action. The case stems from an agreement Vulcan had with PlainsCapital Bank wherein Vulcan secured certain loans by pledging four warrants to purchase our common stock that were issued as part of the employment package of Ford F. Graham, our former President. Upon Vulcan's default of the loan agreement, PlainsCapital presented the warrants to us for transfer, and, after requesting certain tenders required under Tennessee law, we registered the transfer of the warrants. We have retained counsel and we have filed a Motion to Transfer as the warrants have a valid exclusive forum clause that requires the case be tried in Knox County, Tennessee. In addition, PlainsCapital Bank has agreed to indemnify us for our first $500 of expenses related to this dispute. Given the current state of the proceedings in this case, we currently cannot assess the probability of losses, or reasonably estimate the range of losses, related to this matter. | ||
We are also party to various routine legal proceedings arising in the ordinary course of our business. Management believes that none of these actions, individually or in the aggregate, will have a material adverse effect on our financial condition or results of operations. |
Subsequent_Events
Subsequent Events | 3 Months Ended |
Jul. 31, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
SUBSEQUENT EVENTS | |
Acquisition of Anchor Point Energy | |
On August 8, 2014, we received approval of our application to acquire 100% ownership in Anchor Point Energy, LLC from the Regulatory Commission of Alaska. Anchor Point owns and operates the North Fork Pipeline that services the North Fork Unit we acquired in February 2014. | |
Acquisition of Rig 37 | |
On August 8, 2014, we announced the completion of our acquisition of the Glacier Drilling Rig #1, which we have renamed Rig 37, for approximately $5,600 in cash. Rig 37 is a Mesa 1000 carrier-mounted land-drilling rig that has been mobilized to the North Fork Unit to begin drilling this winter. We are currently performing certain rig maintenance that is required prior to commencing drilling. | |
Amendments to First Lien Loan Agreement and New Apollo Loan Agreement | |
As discussed above under Note 9 - Debt, we entered into amendments to both our First Lien Loan Agreement and New Apollo Loan Agreement effective as of August 11, 2014, and August 19, 2014, respectively. The August 11, 2014 amendments were required in order to avoid a default which would have been caused by the resignation of our former President, David Voyticky. In addition, the amendments removed references to Mr. Voyticky from certain defined terms used in the First Lien Loan Agreement and New Apollo Loan Agreement. The August 19, 2014 amendments (1) increased the total amount of obligations we may enter into under capital leases from time to time, (2) allowed us to make certain investments in Savant, and (3) increased the amount of preferred stock that we may issue, among other things. | |
Entry into Withdrawal Agreement and Acceleration of Vesting of Equity Awards for David Voyticky | |
On August 11, 2014, we entered into a Departure and Withdrawal Agreement (the “Withdrawal Agreement”) with David Voyticky, our former President, in connection with his resignation. The Withdrawal Agreement was effective as of August 12, 2014. The Agreement provides for, among other things, (a) early expiration of his employment period under his Employment Agreement dated July 29, 2014 (as extended by the Extension Agreement dated July 3, 2014) between Mr. Voyticky and us, (b) a compensation package described below and (c) confidentiality restrictions, mutual releases, cooperation and non-disparagement covenants, indemnities and other agreements related to Mr. Voyticky’s withdrawal from his employment with us. | |
The Withdrawal Agreement also memorialized the compensation package approved by our Board of Directors and the Compensation Committee of the Board (the “Committee”), in connection with Mr. Voyticky’s withdrawal from his employment, which included (a) a service award in the amount of (i) $460 in cash and (ii) the issuance of 79,655 shares of the Company's common stock and (b) the continued vesting of certain options and common stock (the "Grants") previously granted to Mr. Voyticky. The Company further agreed to recommend at the Committee's next meeting that the Committee accelerate the vesting of the portion of the Grants which have not yet vested, so that, if approved, they would vest on the day of the Committee's further approval. This further approval was obtained on August 15, 2014, and resulted in the accelerated vesting of the following stock and option awards: (i) options to purchase 575,000 shares of our common stock at an exercise price of $5.35 per share, which would have vested on June 9, 2015, (ii) a grant of 21,250 shares of our common stock, which would have vested on July 24, 2015 and (iii) a grant of 21,250 shares of our common stock, which would have vested on July 24, 2016. Following the Committee's action, Mr. Voyticky is fully vested in these awards. | |
Series D Preferred Stock Offering | |
On August 25, 2014, we completed and closed a public offering of our Series D Preferred Stock. We issued 750,000 shares which were offered to the public at $24.50 per share for gross proceeds of $18,375. We incurred issuance costs of $1,352, yielding net proceeds of $17,023. | |
Payment of Dividends | |
On September 2, 2014, we paid a semi-annual dividend of approximately $6.05 per share on our Series B Preferred Stock. The dividend payment is equivalent to an annualized 12% per share, based on the $100.00 per share stated value, accruing from March 2014 through August 2014. The record date was August 15, 2014. | |
On September 2, 2014, we paid a quarterly dividend of approximately $0.67 per share on the Series C Preferred Stock. The dividend payment is equivalent to an annualized 10.75% per share, based on the $25.00 per share stated liquidation preference, accruing from June 2014 through August 2014. The record date was August 15, 2014. | |
On September 2, 2014, we paid a quarterly dividend of approximately $0.66 per share on the Series D Preferred Stock. The dividend payment is equivalent to an annualized 10.5% per share, based on the $25.00 per share stated liquidation preference, accruing from June 2014 through August 2014. The record date was August 15, 2014. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Jul. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Principles of Consolidation | ' |
Principles of Consolidation | |
The accompanying condensed consolidated financial statements include our consolidated accounts, including the accounts of the Company, after elimination of intercompany balances and transactions. The condensed consolidated financial statements also include the accounts of all investments in which we, either through direct or indirect ownership, have more than a 50% interest or significant influence over the management of those entities. | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of financial statements requires us to utilize estimates and make judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. These estimates are based on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. The estimates are evaluated by management on an ongoing basis and the results of these evaluations form a basis for making decisions about the carrying value of assets and liabilities that are not readily apparent from other sources. Although actual results may differ from these estimates under different assumptions or conditions, we believe that the estimates used in the preparation of our financial statements are reasonable. | |
Oil and Gas Properties | ' |
Oil and Gas Properties | |
We follow the successful efforts method of accounting for oil and gas properties. Under this method, exploration costs, such as exploratory geological and geophysical costs, delay rentals and exploration overhead, are charged against earnings as incurred. Acquisition costs and costs of drilling exploratory wells are capitalized pending determination of whether proved reserves can be attributed to the area as a result of drilling the well. If management determines that commercial quantities of hydrocarbons have not been discovered, capitalized costs associated with exploratory wells are charged to exploration expense. | |
Costs of drilling and equipping successful wells, costs to construct or acquire facilities, and associated asset retirement costs are depleted using the unit-of-production method based on total estimated proved developed reserves. Costs of acquiring proved properties, including leasehold acquisition costs transferred from unproved properties and costs to construct or acquire offshore platforms, and associated asset retirement costs are depleted using the unit-of-production method based on total estimated proved reserves. | |
When circumstances indicate that proved properties may be impaired, the Company compares expected undiscounted future net cash flows, calculated using the Company's estimate of future oil and natural gas prices, operating expenses and production, to the net book value of the proved properties on a field by field basis. If the sum of the expected undiscounted future net cash flows is less than the net book value of the proved properties, an impairment loss is recognized for the excess, if any, of the net book value over its estimated fair value. No impairment of proved properties was recognized during the three months ended July 31, 2014 or July 31, 2013. | |
Acquisition costs of unproved properties are assessed for impairment during the holding period and transferred to proved oil and gas properties to the extent the costs are associated with successful exploration activities. Significant undeveloped leases are assessed individually for impairment based on our current exploration plans, and a valuation allowance is provided if impairment is indicated. Costs of expired or abandoned leases are charged to expense, while costs of productive leases are transferred to proved oil and gas properties. Costs of maintaining and retaining unproved properties are included in oil and gas operating expense and impairments of unsuccessful leases are included in exploration expense. During the three months ended July 31, 2014 our condensed consolidated statement of operations includes no impairment of certain unproved properties and $296 in seismic and delay rentals incurred in the Cook Inlet region. | |
Loss Per Share | ' |
Loss Per Share | |
We determine basic income (loss) per share and diluted income (loss) per share in accordance with the provisions of ASC 260, “Earnings Per Share.” Basic income (loss) per share excludes dilution and is computed by dividing earnings available to common stockholders by the weighted-average number of common shares outstanding for the period. The calculation of diluted earnings (loss) per share is similar to that of basic earnings per share, except that the denominator is increased, if net income is positive, to include the number of additional common shares that would have been outstanding if all potentially dilutive common shares, such as those issuable upon the exercise of stock options and warrants, had been exercised. We compute the numerator for basic income (loss) by subtracting accretion of preferred stock and cumulative preferred stock dividends from net income (loss) to arrive at net income (loss) attributable to common stockholders. Preferred stock dividends include dividends declared on preferred stock (regardless of whether the dividends have been paid) and dividends accumulated for the period on cumulative preferred stock (regardless of whether the dividends have been declared). For the three months ended July 31, 2014, our cumulative preferred dividends were $2,946. | |
Deferred Escalating Minimum Rent | ' |
Deferred Escalating Minimum Rent | |
Certain of our operating leases contain predetermined fixed escalations of the minimum rentals during the term of the lease, which includes option periods where failure to exercise such options would result in an economic penalty. For these leases, we recognize the related rental expense on a straight-line basis over the life of the lease, beginning with the point at which we obtain control and possession of the leased properties, and record the difference between the amounts charged to operations and amounts paid as deferred escalating minimum rent. Any lease incentives received are deferred and subsequently amortized on a straight-line basis over the life of the lease as a reduction to rent expense. | |
New Accounting Pronouncements Issued But Not Yet Adopted | ' |
New Accounting Pronouncements Issued But Not Yet Adopted | |
In July 2013, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists." The amendments in ASU 2013-11 require an entity to present an unrecognized tax benefit in the financial statements as a reduction to a deferred tax asset for a net operating loss ("NOL") carryforward, a similar tax loss, or a tax credit carryforward except when: (1) a NOL carryforward, a similar tax loss, or a tax credit carryforward is not available as of the reporting date under the governing tax law to settle taxes that would result from the disallowance of the tax position; or (2) the entity does not intend to use the deferred tax asset for this purpose (provided that the tax law permits a choice). If either of these conditions exists, an entity should present an unrecognized tax benefit in the financial statements as a liability and should not net the unrecognized tax benefit with a deferred tax asset. The amendment does not affect the recognition or measurement of uncertain tax positions under ASC Topic 740, "Income Taxes." The amendments in this ASU are effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The amendments should be applied prospectively to all unrecognized tax benefits that exist at the effective date. Retrospective application is permitted. We do not expect this ASU to have a material impact to our condensed consolidated financial statements. | |
In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)." ASU 2014-09 is intended to improve the financial reporting requirements for revenue from contracts with customers by providing a principle based approach. The core principle of the standard is that revenue should be recognized when the transfer of promised goods or services is made in an amount that the entity expects to be entitled to in exchange for the transfer of goods and services. ASU 2014-09 also requires disclosures enabling users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. This standard will be effective for financial statements issued by public companies for annual reporting periods beginning after December 15, 2016. Early adoption is not permitted. The Company is currently evaluating the potential impact of ASU 2014-09 on the condensed consolidated financial statements. | |
New Accounting Pronouncements Issued and Adopted | ' |
New Accounting Pronouncements Issued and Adopted | |
In April 2014, the FASB issued ASU 2014-08, "Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity." ASU 2014-08 changes the definition of a discontinued operation to include only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity's operations and financial results. In addition, ASU 2014-08 requires additional disclosures about both discontinued operations and the disposal of an individually significant component of an entity that does not qualify for discontinued operations presentation in the financial statements. The guidance is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2014, with early adoption permitted. We adopted the provisions of ASU 2014-08 on a prospective basis during the first quarter of fiscal year 2015. The adoption of this ASU did not have a material impact on our condensed consolidated financial statements. | |
There are no other recently issued accounting pronouncements that are expected to have a material impact on our financial condition, results of operations or cash flows. |
Acquisitions_and_Divestitures_
Acquisitions and Divestitures (Tables) | 3 Months Ended | |||||||||||
Jul. 31, 2014 | ||||||||||||
Business Combinations [Abstract] | ' | |||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | ' | |||||||||||
The following table summarizes the consideration paid for the North Fork Properties and the allocation of the purchase price to the assets acquired and liabilities assumed that have been included in the Company's condensed consolidated financial statements for periods subsequent to the acquisition date. The Company is in the process of finalizing the evaluation of the assigned fair values to the assets acquired and liabilities assumed. | ||||||||||||
As of | Fiscal 2015 | As of | ||||||||||
3-Feb-14 | Adjustment | 31-Jul-14 | ||||||||||
Accounts receivable | $ | 49 | $ | — | $ | 49 | ||||||
Proved oil and gas properties | 55,454 | 159 | 55,613 | |||||||||
Unproved oil and gas properties | 5,958 | — | 5,958 | |||||||||
Accounts payable | (433 | ) | — | (433 | ) | |||||||
Asset retirement obligation | (1,437 | ) | (159 | ) | (1,596 | ) | ||||||
Long-term liabilities | (34 | ) | — | (34 | ) | |||||||
Total identifiable net assets | $ | 59,557 | $ | — | $ | 59,557 | ||||||
Oil_and_Gas_Properties_and_Equ1
Oil and Gas Properties and Equipment (Tables) | 3 Months Ended | |||||||
Jul. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Capitalized Costs Relating to Oil and Gas Producing Activities Disclosure | ' | |||||||
Oil and gas properties (successful efforts method) are summarized as follows: | ||||||||
July 31, | April 30, | |||||||
2014 | 2014 | |||||||
Property costs | ||||||||
Proved property | $ | 476,932 | $ | 467,740 | ||||
Unproved property | 244,668 | 243,107 | ||||||
Total property costs | 721,600 | 710,847 | ||||||
Less: Accumulated depletion | (85,945 | ) | (66,020 | ) | ||||
Oil and gas properties, net | $ | 635,655 | $ | 644,827 | ||||
Property, Plant and Equipment | ' | |||||||
Equipment is summarized as follows: | ||||||||
July 31, | April 30, | |||||||
2014 | 2014 | |||||||
Machinery and equipment | $ | 7,192 | $ | 7,759 | ||||
Vehicles | 1,877 | 1,877 | ||||||
Buildings | 2,726 | 2,726 | ||||||
Office equipment | 1,213 | 1,108 | ||||||
Leasehold improvements | 676 | 527 | ||||||
Drilling rigs | 34,325 | 30,210 | ||||||
Capital lease asset | 3,250 | 1,500 | ||||||
51,259 | 45,707 | |||||||
Less: Accumulated depreciation | (11,195 | ) | (10,338 | ) | ||||
Equipment, net | $ | 40,064 | $ | 35,369 | ||||
Depreciation, Depletion, and Amortization | ' | |||||||
Depreciation, depletion and amortization consisted of the following: | ||||||||
For the Three Months Ended July 31, | ||||||||
2014 | 2013 | |||||||
Depletion of oil and gas related assets | $ | 15,984 | $ | 4,537 | ||||
Depreciation and amortization of equipment | 994 | 1,155 | ||||||
Total | $ | 16,978 | $ | 5,692 | ||||
Derivative_Instruments_Tables
Derivative Instruments (Tables) | 3 Months Ended | ||||||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Schedule of Derivative Instruments | ' | ||||||||||||||||||||||||
As of July 31, 2014, we had the following open crude oil derivative positions. All are priced based on the Brent crude oil futures as traded on the Intercontinental Exchange. | |||||||||||||||||||||||||
Fixed - Price Swaps | |||||||||||||||||||||||||
Production Period ending April 30, | Bbls | Weighted Average Fixed Price | |||||||||||||||||||||||
2015 | 586,800 | 99.81 | |||||||||||||||||||||||
2016 | 787,600 | 95.36 | |||||||||||||||||||||||
2017 | 232,600 | 93.97 | |||||||||||||||||||||||
Schedule of Derivative Liabilities at Fair Value | ' | ||||||||||||||||||||||||
The following table presents the fair value of commodity derivatives. The fair value amounts are presented on a gross basis and do not reflect the netting of asset and liability positions permitted under the terms of our master netting arrangements. | |||||||||||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||||||||||
July 31, 2014 | April 30, 2014 | July 31, 2014 | April 30, 2014 | ||||||||||||||||||||||
Derivatives not designated as hedging instruments under ASC 815 | Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | Balance Sheet Location | Fair Value | |||||||||||||||||
Commodity derivatives | Prepaid expenses and other | $ | — | Prepaid expenses and other | $ | 88 | Current portion of derivative instruments | $ | (5,697 | ) | Current portion of derivative instruments | $ | (3,315 | ) | |||||||||||
Commodity derivatives | Other assets | — | Other assets | 26 | Long-term portion of derivative instruments | (6,964 | ) | Long-term portion of derivative instruments | (4,006 | ) | |||||||||||||||
Total derivatives not designated as hedging instruments under ASC 815 | $ | — | $ | 114 | $ | (12,661 | ) | $ | (7,321 | ) | |||||||||||||||
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | ' | ||||||||||||||||||||||||
The following table presents our gross and net derivative assets and liabilities: | |||||||||||||||||||||||||
Gross Amount Presented on Balance Sheet | Netting Adjustments (a) | Net Amount | |||||||||||||||||||||||
July 31, 2014 | |||||||||||||||||||||||||
Derivative liabilities with right of offset or master netting agreements | $ | (12,661 | ) | $ | — | $ | (12,661 | ) | |||||||||||||||||
April 30, 2014 | |||||||||||||||||||||||||
Derivative assets with right of offset or master netting agreements | $ | 114 | $ | (114 | ) | $ | — | ||||||||||||||||||
Derivative liabilities with right of offset or master netting agreements | $ | (7,321 | ) | $ | 114 | $ | (7,207 | ) | |||||||||||||||||
————————— | |||||||||||||||||||||||||
(a) | The Company has an agreement in place that allows for the financial right of offset for derivative assets and derivative liabilities at settlement or in the event of default under the agreement. | ||||||||||||||||||||||||
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | ' | ||||||||||||||||||||||||
Gains and losses on derivatives are reported in the condensed consolidated statements of operations. The following represents the Company's reported gains and losses on derivative instruments for the periods presented: | |||||||||||||||||||||||||
For the Three Months Ended July 31, | |||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||
Loss on derivatives, net | $ | (6,903 | ) | $ | (3,076 | ) |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | |||||||||||
Jul. 31, 2014 | ||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | ' | |||||||||||
The following summarizes the fair value of the Company's commodity derivative assets and liabilities according to their fair value hierarchy as of the reporting dates indicated: | ||||||||||||
Fair Value Measurements | ||||||||||||
At July 31, 2014 | Level 1 | Level 2 | Level 3 | |||||||||
Commodity derivative asset | $ | — | $ | — | $ | — | ||||||
Commodity derivative liability | — | (12,661 | ) | — | ||||||||
Total | $ | — | $ | (12,661 | ) | $ | — | |||||
At April 30, 2014 | ||||||||||||
Commodity derivative asset | $ | — | $ | 114 | $ | — | ||||||
Commodity derivative liability | — | (7,321 | ) | — | ||||||||
Total | $ | — | $ | (7,207 | ) | $ | — | |||||
Debt_Tables
Debt (Tables) | 3 Months Ended | |||||||
Jul. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Schedule of Long-term Debt Instruments | ' | |||||||
As of July 31, 2014 and April 30, 2014, we had the following debt obligations reflected at their respective carrying values on our condensed consolidated balance sheets: | ||||||||
July 31, | April 30, | |||||||
2014 | 2014 | |||||||
Second Lien Credit Facility | $ | 175,000 | $ | 175,000 | ||||
Debt discount related to Second Lien Credit Facility | (3,077 | ) | (3,296 | ) | ||||
First Lien RBL | 20,000 | — | ||||||
Gunsight Promissory Note payable | 950 | 950 | ||||||
Apollo prepayment and extension fee note payable | 6,918 | 9,223 | ||||||
Capital lease obligation | 3,138 | — | ||||||
Series B Preferred Stock | 2,344 | 2,325 | ||||||
Total debt obligations | 205,273 | 184,202 | ||||||
Less: Current maturities | (8,401 | ) | (9,459 | ) | ||||
Total debt less current maturities | $ | 196,872 | $ | 174,743 | ||||
Schedule of Line of Credit Facilities Borrowing Base Utilization | ' | |||||||
Amounts outstanding under the First Lien RBL are priced on a sliding scale, based on LIBOR plus 300 to 400 basis points, depending upon the level of borrowing (per the table below). | ||||||||
Borrowing Base Utilization Grid | ||||||||
Borrowing base utilization percentage | <25% | ≥ 25%, but <50% | ≥ 50%, but <75% | ≥ 75%, but <90% | ≥ 90%, but ≤100% | |||
Spread above LIBOR | 3.00% | 3.25% | 3.50% | 3.75% | 4.00% | |||
Undrawn commitment fee rate | 0.50% | 0.50% | 0.75% | 0.75% | 0.75% |
Asset_Retirement_Obligations_T
Asset Retirement Obligations (Tables) | 3 Months Ended | |||||||
Jul. 31, 2014 | ||||||||
Asset Retirement Obligation Disclosure [Abstract] | ' | |||||||
Schedule of Asset Retirement Obligations | ' | |||||||
The following table presents changes to the Company's asset retirement obligation ("ARO") liability for the three months ended July 31, 2014 and 2013: | ||||||||
2014 | 2013 | |||||||
Asset retirement obligation, as of April 30, | $ | 22,872 | $ | 19,890 | ||||
Additions | — | 5 | ||||||
Accretion expense | 346 | 297 | ||||||
Settlements | (5 | ) | — | |||||
North Fork Properties purchase price adjustment | 159 | — | ||||||
Asset retirement obligation, as of July 31, | $ | 23,372 | $ | 20,192 | ||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 3 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Share-based Compensation [Abstract] | ' | ||||||||||||||||
Schedule of Share-based Compensation, Activity | ' | ||||||||||||||||
The following table summarizes stock options and warrants activity for the period presented: | |||||||||||||||||
Number of Options and Warrants | Weighted Average Exercise Price | ||||||||||||||||
Beginning balance at April 30, 2014 | 15,021,347 | $ | 4.99 | ||||||||||||||
Granted | 410,500 | 5.61 | |||||||||||||||
Exercised | (311,354 | ) | 4.55 | ||||||||||||||
Cancelled | (38,179 | ) | 3.65 | ||||||||||||||
Ending balance | 15,082,314 | 5.02 | |||||||||||||||
Options and warrants exercisable at July 31, 2014 | 11,802,470 | $ | 4.83 | ||||||||||||||
Schedule of Share-based Compensation, Shares and Warrants Authorized under Stock Option Plans, by Exercise Price Rance | ' | ||||||||||||||||
The following table summarizes stock options and warrants outstanding, including exercisable shares at July 31, 2014: | |||||||||||||||||
Options and Warrants Outstanding | Options and Warrants | ||||||||||||||||
Exercisable | |||||||||||||||||
Range of Exercise Price | Number Outstanding | Weighted Average Remaining Contractual Life (in years) | Weighted Average Exercise Price | Number Exercisable | Weighted Average Exercise Price | ||||||||||||
$0.01 to $1.82 | 1,490,200 | 1 | $ | 0.7 | 1,490,200 | $ | 0.7 | ||||||||||
$2.00 to $4.99 | 1,659,667 | 5.1 | 3.56 | 1,471,989 | 3.49 | ||||||||||||
$5.15 to $5.53 | 4,332,447 | 3 | 5.32 | 3,095,281 | 5.33 | ||||||||||||
$5.68 to $5.94 | 3,655,000 | 6.5 | 5.9 | 3,295,000 | 5.92 | ||||||||||||
$6.00 to $6.95 | 3,945,000 | 3.3 | 6.13 | 2,450,000 | 6.08 | ||||||||||||
15,082,314 | 4 | $ | 5.01 | 11,802,470 | $ | 4.73 | |||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | ' | ||||||||||||||||
The following table summarizes restricted stock activity for the three months ended July 31, 2014: | |||||||||||||||||
Unvested at April 30, 2014 | 465,432 | ||||||||||||||||
Granted | 16,000 | ||||||||||||||||
Vested | (188,765 | ) | |||||||||||||||
Unvested at July 31, 2014 | 292,667 | ||||||||||||||||
Alaska_Production_Credits_Tabl
Alaska Production Credits (Tables) | 3 Months Ended | |||
Jul. 31, 2014 | ||||
Alaska Production Credits [Abstract] | ' | |||
Allowance for Credit Losses on Financing Receivables | ' | |||
We did not incur any Alaska production taxes in fiscal 2014, 2013 or 2012, and accordingly, the carried-forward annual loss credits are presented separately in our operating expenses on the condensed consolidated statement of operations. | ||||
Balance, April 30, 2014 | $ | 49,121 | ||
Alaska carried-forward annual loss credits, net 1 | 3,055 | |||
Applications for expenditure and exploration based credits 1 | 23,275 | |||
Cash collections for expenditure and exploration based credits | (21,837 | ) | ||
Balance, July 31, 2014 | $ | 53,614 | ||
——————————— | ||||
1 | Applications for carried-forward annual loss credits and for expenditure and exploration based credits are recorded net of established reserves and also include revisions to prior period applications, if applicable. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
Oil and Gas Properties | ' | ' |
Impairment of proved properties | $0 | $0 |
Impairment of unproved properties | 0 | ' |
Seismic and delay rentals incurred | 296 | ' |
Loss Per Share | ' | ' |
Cumulative dividends | $2,946 | ' |
Acquisitions_and_Divestitures_1
Acquisitions and Divestitures (Details) (USD $) | Apr. 30, 2014 | Jul. 31, 2014 | Jul. 31, 2014 |
In Thousands, unless otherwise specified | Scenario, Previously Reported [Member] | Scenario, Adjustment [Member] | Scenario, Actual [Member] |
Accounts receivable | $49 | ' | $49 |
Proved oil and gas properties | 55,454 | 159 | 55,613 |
Unproved oil and gas properties | 5,958 | ' | 5,958 |
Accounts payable | -433 | ' | -433 |
Asset retirement obligation | -1,437 | -159 | -1,596 |
Long-term liabilities | -34 | ' | -34 |
Total identifiable net assets | $59,557 | $0 | $59,557 |
Acquisitions_and_Divestitures_2
Acquisitions and Divestitures (Details Textual) (Savant Alaska, LLC [Member], Pending Merger [Member], USD $) | 0 Months Ended | 3 Months Ended |
In Thousands, unless otherwise specified | 8-May-14 | Jul. 31, 2014 |
MW | ||
mi | ||
bbl | ||
gal | ||
Pipeline | ||
airstrip | ||
tank | ||
facility | ||
Well | ||
Savant Alaska, LLC [Member] | Pending Merger [Member] | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Acquisition cost | $9,000 | ' |
Working interest acquired (percent) | ' | 67.50% |
Ownership in nearby leases (percent) | ' | 100.00% |
ASRC Exploration, LLC working interest ownership (percent) | ' | 32.50% |
Daily processing capacity (in barrels per day) | ' | 38,500 |
Number of diesel storage tanks | ' | 1 |
Diesel storage tank holding capacity (in gallons) | ' | 500,000 |
Power generation (in megawatts) | ' | 20 |
Number of grind and inject solid waste disposal facilities | ' | 1 |
Number of Class 1 disposal wells | ' | 1 |
Number of airstrips | ' | 1 |
Airstrip length (in miles) | ' | 1 |
Number of pipelines | ' | 2 |
Length per pipeline (in miles) | ' | 25 |
Gross BOPD production (in barrels per day) | ' | 1,100 |
Net BOPD production (in barrels per day) | ' | 600 |
Acquisitions_and_Divestitures_3
Acquisitions and Divestitures (Details Textual 1) (USD $) | Jul. 31, 2014 | Apr. 30, 2014 | Nov. 22, 2013 | Jul. 31, 2014 | Nov. 22, 2013 | Nov. 22, 2013 | Nov. 22, 2013 | Aug. 25, 2014 | Aug. 08, 2014 |
In Thousands, except Share data, unless otherwise specified | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | North Fork Unit [Member] | North Fork Unit [Member] | North Fork Unit [Member] | North Fork Unit [Member] | North Fork Unit [Member] | Subsequent Event [Member] | Subsequent Event [Member] |
acre | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Anchor Point Energy, LLC [Member] | |||||
Well | |||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Working interest acquired (percent) | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' |
Number of gas wells acquired | ' | ' | ' | 6 | ' | ' | ' | ' | ' |
Area acquired (in acres) | ' | ' | ' | 15,465 | ' | ' | ' | ' | ' |
Acquisition cost | ' | ' | $59,557 | ' | ' | ' | ' | ' | ' |
Ownership acquired (percent) | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% |
Shares issued (in shares) | 1,132,752 | 1,070,448 | ' | ' | ' | ' | 213,586 | 750,000 | ' |
Preferred stock issued for acquisition | ' | ' | ' | ' | ' | 5,000 | ' | ' | ' |
Financed acquisition cost | ' | ' | 56,577 | ' | ' | ' | ' | ' | ' |
Cash deposit | ' | ' | 3,000 | ' | ' | ' | ' | ' | ' |
Goodwill | ' | ' | ' | ' | 0 | ' | ' | ' | ' |
Acquisition-related costs | ' | ' | ' | 404 | ' | ' | ' | ' | ' |
Net revenue | ' | ' | ' | $5,675 | ' | ' | ' | ' | ' |
Major_Customers_and_Concentrat1
Major Customers and Concentrations of Credit Risk (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Apr. 30, 2014 | |
Revenue [Member] | Revenue [Member] | Accounts receivable [Member] | Accounts receivable [Member] | |||
Concentration Risk [Line Items] | ' | ' | ' | ' | ' | ' |
Concentration risk (percent) | ' | ' | 74.00% | 89.00% | 13.00% | 5.00% |
Credit losses | $0 | $0 | ' | ' | ' | ' |
FDIC uninsured amount | 3,754,000 | ' | ' | ' | ' | ' |
FDIC insured amount | $250,000 | ' | ' | ' | ' | ' |
Related_Party_Transactions_Det
Related Party Transactions (Details) (Immediate Family Member of Management or Principal Owner [Member], USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
Immediate Family Member of Management or Principal Owner [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Amount paid to related party | $718 | $100 |
Oil_and_Gas_Properties_and_Equ2
Oil and Gas Properties and Equipment (Details) (USD $) | Jul. 31, 2014 | Apr. 30, 2014 |
In Thousands, unless otherwise specified | ||
Property costs | ' | ' |
Proved property | $476,932 | $467,740 |
Unproved property | 244,668 | 243,107 |
Total property costs | 721,600 | 710,847 |
Less: Accumulated depletion | -85,945 | -66,020 |
Oil and gas properties, net | $635,655 | $644,827 |
Oil_and_Gas_Properties_and_Equ3
Oil and Gas Properties and Equipment (Details 1) (USD $) | Jul. 31, 2014 | Apr. 30, 2014 |
In Thousands, unless otherwise specified | ||
Equipment | ' | ' |
Equipment, gross | $51,259 | $45,707 |
Less: Accumulated depreciation | -11,195 | -10,338 |
Equipment, net | 40,064 | 35,369 |
Machinery and Equipment [Member] | ' | ' |
Equipment | ' | ' |
Equipment, gross | 7,192 | 7,759 |
Vehicles [Member] | ' | ' |
Equipment | ' | ' |
Equipment, gross | 1,877 | 1,877 |
Buildings [Member] | ' | ' |
Equipment | ' | ' |
Equipment, gross | 2,726 | 2,726 |
Office Equipment [Member] | ' | ' |
Equipment | ' | ' |
Equipment, gross | 1,213 | 1,108 |
Leasehold Improvements [Member] | ' | ' |
Equipment | ' | ' |
Equipment, gross | 676 | 527 |
Drilling Rigs [Member] | ' | ' |
Equipment | ' | ' |
Equipment, gross | 34,325 | 30,210 |
Capital Lease Asset [Member] | ' | ' |
Equipment | ' | ' |
Equipment, gross | $3,250 | $1,500 |
Oil_and_Gas_Properties_and_Equ4
Oil and Gas Properties and Equipment (Details 2) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
Property, Plant and Equipment [Abstract] | ' | ' |
Depletion of oil and gas related assets | $15,984 | $4,537 |
Depreciation and amortization of equipment | 994 | 1,155 |
Total | $16,978 | $5,692 |
Oil_and_Gas_Properties_and_Equ5
Oil and Gas Properties and Equipment (Details Textual) (USD $) | 3 Months Ended | 0 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2014 | Aug. 08, 2014 |
Maximum [Member] | Subsequent Event [Member] | ||
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Payment for Glacier Rig and related equipment | $700 | ' | $5,600 |
Capital lease obligation | $3,250 | $5,000 | ' |
Derivative_Instruments_Details
Derivative Instruments (Details) (Not Designated as Hedging Instrument [Member], Crude Oil [Member], Swap [Member]) | 3 Months Ended |
Jul. 31, 2014 | |
bbl | |
2015 [Member] | ' |
Derivative [Line Items] | ' |
Open positions (in barrels) | 586,800 |
Weighted average fixed price (in dollars per barrel) | 99.81 |
2016 [Member] | ' |
Derivative [Line Items] | ' |
Open positions (in barrels) | 787,600 |
Weighted average fixed price (in dollars per barrel) | 95.36 |
2017 [Member] | ' |
Derivative [Line Items] | ' |
Open positions (in barrels) | 232,600 |
Weighted average fixed price (in dollars per barrel) | 93.97 |
Derivative_Instruments_Details1
Derivative Instruments (Details 1) (Not Designated as Hedging Instrument [Member], Commodity Contract [Member], USD $) | Jul. 31, 2014 | Apr. 30, 2014 |
In Thousands, unless otherwise specified | ||
Derivatives, Fair Value [Line Items] | ' | ' |
Commodity derivative asset | $0 | $114 |
Commodity derivative liability | 12,661 | 7,321 |
Prepaid Expenses and Other [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Commodity derivative asset | ' | 88 |
Other Assets [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Commodity derivative asset | ' | 26 |
Current Portion of Derivative Instruments [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Commodity derivative liability | 5,697 | 3,315 |
Long-term Portion of Derivative Instruments [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Commodity derivative liability | $6,964 | $4,006 |
Derivative_Instruments_Details2
Derivative Instruments (Details 2) (Not Designated as Hedging Instrument [Member], Commodity Contract [Member], USD $) | Jul. 31, 2014 | Apr. 30, 2014 | ||
In Thousands, unless otherwise specified | ||||
Not Designated as Hedging Instrument [Member] | Commodity Contract [Member] | ' | ' | ||
Derivatives, Fair Value [Line Items] | ' | ' | ||
Gross derivative assets presented on balance sheet | $0 | $114 | ||
Netting adjustments | ' | -114 | [1] | |
Net derivative assets | ' | 0 | ||
Gross derivative liabilities presented on balance sheet | -12,661 | -7,321 | ||
Netting adjustments | 0 | [1] | 114 | [1] |
Net derivative liabilities | ($12,661) | ($7,207) | ||
[1] | The Company has an agreement in place that allows for the financial right of offset for derivative assets and derivative liabilities at settlement or in the event of default under the agreement. |
Derivative_Instruments_Details3
Derivative Instruments (Details 3) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ' |
Loss on derivatives, net | ($6,903) | ($3,076) |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (Commodity Contract [Member], Not Designated as Hedging Instrument [Member], USD $) | Jul. 31, 2014 | Apr. 30, 2014 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Commodity derivative asset | $0 | $114 |
Commodity derivative liability | -12,661 | -7,321 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Commodity derivative asset | 0 | 114 |
Commodity derivative liability | -12,661 | -7,321 |
Total | ($12,661) | ($7,207) |
Debt_Details
Debt (Details) (USD $) | Jul. 31, 2014 | Apr. 30, 2014 |
Long-term Debt, Excluding Current Maturities [Abstract] | ' | ' |
Gunsight Promissory Note payable | $950,000 | $950,000 |
Capital lease obligation | 3,138,000 | 0 |
Series B Preferred Stock | 2,344,000 | 2,325,000 |
Total debt obligations | 205,273,000 | 184,202,000 |
Less: Current maturities | -8,401,000 | -9,459,000 |
Total debt less current maturities | 196,872,000 | 174,743,000 |
Second Lien Credit Facility [Member] | ' | ' |
Long-term Debt, Excluding Current Maturities [Abstract] | ' | ' |
Credit facility amount | 175,000,000 | 175,000,000 |
Debt discount | -3,077,000 | -3,296,000 |
First Lien RBL [Member] | ' | ' |
Long-term Debt, Excluding Current Maturities [Abstract] | ' | ' |
Credit facility amount | 20,000,000 | 0 |
Apollo Senior Secured Credit Facility [Member] | ' | ' |
Long-term Debt, Excluding Current Maturities [Abstract] | ' | ' |
Prepayment and extension fee note payable | $6,918,000 | $9,223,000 |
Debt_Details_1
Debt (Details 1) (London Interbank Offered Rate (LIBOR) [Member], First Lien RBL [Member]) | 3 Months Ended |
Jul. 31, 2014 | |
Range 1 [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Spread above LIBOR (percent) | 3.00% |
Undrawn commitment fee rate (percent) | 0.50% |
Range 2 [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Spread above LIBOR (percent) | 3.25% |
Undrawn commitment fee rate (percent) | 0.50% |
Range 3 [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Spread above LIBOR (percent) | 3.50% |
Undrawn commitment fee rate (percent) | 0.75% |
Range 4 [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Spread above LIBOR (percent) | 3.75% |
Undrawn commitment fee rate (percent) | 0.75% |
Range 5 [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Spread above LIBOR (percent) | 4.00% |
Undrawn commitment fee rate (percent) | 0.75% |
Debt_Details_2
Debt (Details 2) (First Lien RBL [Member]) | 3 Months Ended |
Jul. 31, 2014 | |
Range 1 [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Lower range of borrowing base utilization (percent) | 0.00% |
Higher range of borrowing base utilization (percent) | 24.00% |
Range 2 [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Lower range of borrowing base utilization (percent) | 25.00% |
Higher range of borrowing base utilization (percent) | 49.00% |
Range 3 [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Lower range of borrowing base utilization (percent) | 50.00% |
Higher range of borrowing base utilization (percent) | 74.00% |
Range 4 [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Lower range of borrowing base utilization (percent) | 75.00% |
Higher range of borrowing base utilization (percent) | 89.00% |
Range 5 [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Lower range of borrowing base utilization (percent) | 90.00% |
Higher range of borrowing base utilization (percent) | 100.00% |
Debt_Details_Textual
Debt (Details Textual) (USD $) | Jul. 31, 2014 | Apr. 30, 2014 | Feb. 03, 2014 | Jun. 29, 2012 | Feb. 03, 2014 | Nov. 22, 2013 | Jul. 31, 2014 | Feb. 03, 2014 | Feb. 03, 2014 | Jun. 24, 2014 | Jun. 02, 2014 | Jul. 31, 2014 | Jun. 02, 2014 | Aug. 02, 2014 |
Prior Credit Facility [Member] | Prior Credit Facility [Member] | Second Lien Credit Facility [Member] | Second Lien Credit Facility [Member] | Second Lien Credit Facility [Member] | Second Lien Credit Facility [Member] | Second Lien Credit Facility [Member] | First Lien RBL [Member] | First Lien RBL [Member] | First Lien RBL [Member] | First Lien RBL [Member] | Subsequent Event [Member] | |||
London Interbank Offered Rate (LIBOR) [Member] | First Lien RBL [Member] | |||||||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility | ' | ' | ' | $100,000,000 | ' | ' | ' | $175,000,000 | ' | ' | ' | ' | ' | ' |
Borrowing base | ' | ' | ' | ' | ' | ' | ' | 175,000,000 | ' | ' | ' | ' | 60,000,000 | ' |
Amount borrowed | ' | ' | ' | ' | 175,000,000 | ' | ' | ' | ' | 10,000,000 | 20,000,000 | ' | ' | 16,000,000 |
Original issue discount (percent) | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' | 1.00% | ' |
Variable rate (percent) | ' | ' | ' | ' | ' | ' | ' | ' | 9.75% | ' | ' | ' | ' | ' |
LIBOR floor rate (percent) | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' |
Revolving credit facility | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | ' | ' | ' | ' | 250,000,000 | ' |
Maturity (in years) | ' | ' | ' | ' | '4 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayments on lines of credit | ' | ' | 75,306,000 | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' |
Amount used to finance acquisition costs | ' | ' | ' | ' | ' | 56,577,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Amount used to retire notes payable obligation | ' | ' | ' | ' | 3,071,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of outstanding balance | ' | ' | ' | ' | ' | ' | 176,922,000 | ' | ' | ' | ' | ' | ' | ' |
Unamortized deferred financing costs | $2,603,000 | $803,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt_Details_Textual_1
Debt (Details Textual 1) (Cumulative Preferred Stock Subject to Mandatory Redemption [Member], Series B Preferred Stock [Member], USD $) | 3 Months Ended | 0 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Jul. 31, 2014 | Sep. 02, 2014 |
Subsequent Event [Member] | ||
Preferred Stock | ' | ' |
Fair value | $2,197 | ' |
Semiannual dividend paid (in dollars per share) | ' | $6.05 |
Cumulative dividend rate per annum (percent) | 12.00% | ' |
Liquidation preference (in dollars per share) | $100 | ' |
Asset_Retirement_Obligations_D
Asset Retirement Obligations (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ' | ' |
Asset retirement obligation, as of April 30, | $22,872 | $19,890 |
Additions | 0 | 5 |
Accretion expense | 346 | 297 |
Settlements | -5 | ' |
North Fork Properties purchase price adjustment | 159 | 0 |
Asset retirement obligation, as of July 31, | $23,372 | $20,192 |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 3 Months Ended |
Jul. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' |
Beginning balance at April 30, 2014 (in shares) | 15,021,347 |
Beginning balance at April 30, 2014, weighted average exercise price (in dollars per share) | $4.99 |
Granted (in shares) | 410,500 |
Granted, weighted average price (in dollars per share) | $5.61 |
Exercised (in shares) | -311,354 |
Exercised, weighted average price (in dollars per share) | $4.55 |
Cancelled (in shares) | -38,179 |
Cancelled, weighted average price (in dollars per share) | $3.65 |
Ending balance (in shares) | 15,082,314 |
Ending balance, weighted average exercise price (in dollars per share) | $5.02 |
Options and warrants exercisable at July 31, 2014 (in shares) | 11,802,470 |
Options and warrants exercisable at July 31, 2014, weighted average price (in dollars per share) | $4.83 |
StockBased_Compensation_Detail1
Stock-Based Compensation (Details 1) (USD $) | 3 Months Ended |
Jul. 31, 2014 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Number outstanding (in shares) | 15,082,314 |
Weighted average remaining contractural life (in years) | '4 years |
Weighted average exercise price (in dollars per share) | $5.01 |
Number exercisable (in shares) | 11,802,470 |
Weighted average exercise price (in dollars per share) | $4.73 |
$0.01 to $1.82 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Number outstanding (in shares) | 1,490,200 |
Weighted average remaining contractural life (in years) | '1 year |
Weighted average exercise price (in dollars per share) | $0.70 |
Number exercisable (in shares) | 1,490,200 |
Weighted average exercise price (in dollars per share) | $0.70 |
$2.00 to $4.99 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Number outstanding (in shares) | 1,659,667 |
Weighted average remaining contractural life (in years) | '5 years 1 month 6 days |
Weighted average exercise price (in dollars per share) | $3.56 |
Number exercisable (in shares) | 1,471,989 |
Weighted average exercise price (in dollars per share) | $3.49 |
$5.15 to $5.53 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Number outstanding (in shares) | 4,332,447 |
Weighted average remaining contractural life (in years) | '3 years |
Weighted average exercise price (in dollars per share) | $5.32 |
Number exercisable (in shares) | 3,095,281 |
Weighted average exercise price (in dollars per share) | $5.33 |
$5.68 to $5.94 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Number outstanding (in shares) | 3,655,000 |
Weighted average remaining contractural life (in years) | '6 years 6 months |
Weighted average exercise price (in dollars per share) | $5.90 |
Number exercisable (in shares) | 3,295,000 |
Weighted average exercise price (in dollars per share) | $5.92 |
$6.00 to $6.95 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Number outstanding (in shares) | 3,945,000 |
Weighted average remaining contractural life (in years) | '3 years 3 months 18 days |
Weighted average exercise price (in dollars per share) | $6.13 |
Number exercisable (in shares) | 2,450,000 |
Weighted average exercise price (in dollars per share) | $6.08 |
StockBased_Compensation_Detail2
Stock-Based Compensation (Details 2) (USD $) | 3 Months Ended |
Jul. 31, 2014 | |
$0.01 to $1.82 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Exercise price range, lower limit (in dollars per share) | $0.01 |
Exercise price range, upper limit (in dollars per share) | $1.82 |
$2.00 to $4.99 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Exercise price range, lower limit (in dollars per share) | $2 |
Exercise price range, upper limit (in dollars per share) | $4.99 |
$5.15 to $5.53 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Exercise price range, lower limit (in dollars per share) | $5.15 |
Exercise price range, upper limit (in dollars per share) | $5.53 |
$5.68 to $5.94 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Exercise price range, lower limit (in dollars per share) | $5.68 |
Exercise price range, upper limit (in dollars per share) | $5.94 |
$6.00 to $6.95 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Exercise price range, lower limit (in dollars per share) | $6 |
Exercise price range, upper limit (in dollars per share) | $6.95 |
StockBased_Compensation_Detail3
Stock-Based Compensation (Details 3) | 3 Months Ended |
Jul. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ' |
Unvested at April 30, 2014 (in shares) | 465,432 |
Granted (in shares) | 16,000 |
Vested (in shares) | -188,765 |
Unvested at July 31, 2014 (in shares) | 292,667 |
StockBased_Compensation_Detail4
Stock-Based Compensation (Details Textual) (USD $) | 3 Months Ended | 0 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Apr. 30, 2014 | Apr. 30, 2010 | Apr. 16, 2014 | Apr. 30, 2011 |
2010 Stock Incentive Plan [Member] | 2011 Stock Incentive Plan [Member] | 2011 Stock Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' |
Shares authorized (in shares) | ' | ' | ' | 3,000,000 | ' | 8,250,000 |
Additional shares authorized (in shares) | ' | ' | ' | ' | 5,000,000 | ' |
Shares available for grant (in shares) | 2,728,078 | ' | 3,134,578 | ' | ' | ' |
Employee share-based compensation expense | $1,645 | $1,556 | ' | ' | ' | ' |
Nonemployee expense | $416 | $110 | ' | ' | ' | ' |
Stockholders_Equity_Details
Stockholders' Equity (Details) | 3 Months Ended | |
Jul. 31, 2014 | Apr. 30, 2014 | |
Stockholders' Equity Note [Abstract] | ' | ' |
Shares outstanding (in shares) | 46,108,061 | 45,756,697 |
Shares issued (in shares) | 351,364 | ' |
Shares issued for compensation (in shares) | 40,010 | ' |
Exercise of equity rights (in shares) | 311,354 | ' |
Stockholders_Equity_Details_1
Stockholders' Equity (Details 1) (Series C Preferred Stock [Member], USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended |
Jul. 28, 2014 | Jul. 31, 2014 | Sep. 02, 2014 | |
Subsequent Event [Member] | |||
Preferred Stock | ' | ' | ' |
Declared dividend (in dollars per share) | $0.67 | ' | ' |
Dividend paid (in dollars per share) | ' | ' | $0.67 |
Cumulative quarterly dividend rate per annum (percent) | ' | 10.75% | ' |
Liquidation preference (in dollars per share) | ' | $25 | ' |
Stockholders_Equity_Details_2
Stockholders' Equity (Details 2) (USD $) | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 28, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Sep. 02, 2014 | Aug. 25, 2014 | Aug. 25, 2014 |
Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | |||
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued during period (in shares) | ' | ' | ' | 62,304 | ' | ' | ' | ' |
Cumulative dividend rate per annum (percent) | ' | ' | ' | 10.50% | ' | ' | ' | ' |
Net proceeds | ' | ' | ' | $1,542 | ' | ' | $17,023 | ' |
Declared dividend (in dollars per share) | ' | ' | $0.66 | ' | ' | ' | ' | ' |
Dividend paid (in dollars per share) | ' | ' | ' | ' | ' | $0.66 | ' | ' |
Liquidation preference (in dollars per share) | ' | ' | ' | $25 | ' | ' | ' | ' |
Shares issued (in shares) | ' | ' | ' | 1,132,752 | 1,070,448 | ' | ' | 750,000 |
Price per share (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | $24.50 |
Gross proceeds | ' | ' | ' | ' | ' | ' | 18,375 | ' |
Issuance costs | $45 | $1,534 | ' | ' | ' | ' | $1,352 | ' |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Jul. 31, 2014 |
Income Tax Disclosure [Abstract] | ' |
Effective tax rate (benefit) (percent) | 38.00% |
Federal statutory rate (percent) | 35.00% |
Income taxes paid | $0 |
Significant payments expected | $0 |
Alaska_Production_Credits_Deta
Alaska Production Credits (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | |
State Production Credit Receivable, Annual Loss Credits [Roll Forward] | ' | ' | |
Balance, April 30, 2014 | $49,121 | ' | |
Applications for carried-forward annual loss credits | 3,055 | [1] | 0 |
Applications for expenditure and exploration based credits | 23,275 | [1] | ' |
Cash collections for expenditure and exploration based credits | -21,837 | ' | |
Balance, July 31, 2014 | $53,614 | ' | |
[1] | Applications for carried-forward annual loss credits and for expenditure and exploration based credits are recorded net of established reserves and also include revisions to prior period applications, if applicable. |
Alaska_Production_Credits_Deta1
Alaska Production Credits (Details Textual) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Apr. 30, 2014 | |
Alaska Production Tax Credits [Line Items] | ' | ' | ' | |
Net carried-forward annual loss credits | $3,055 | [1] | $0 | ' |
Expenditure and exploration credits | 70,025 | ' | ' | |
Alaska production credits receivable, net | $53,614 | ' | $49,121 | |
43.55.023(a)(1) [Member] | ' | ' | ' | |
Alaska Production Tax Credits [Line Items] | ' | ' | ' | |
Alaska capital expenditure credit (percent) | 20.00% | ' | ' | |
43.55.023(1)(1) [Member] | ' | ' | ' | |
Alaska Production Tax Credits [Line Items] | ' | ' | ' | |
Alaska capital expenditure credit (percent) | 40.00% | ' | ' | |
43.55.023(a)(2) [Member] | ' | ' | ' | |
Alaska Production Tax Credits [Line Items] | ' | ' | ' | |
Alaska capital exploration credit (percent) | 20.00% | ' | ' | |
43.55.023(1)(2) [Member] | ' | ' | ' | |
Alaska Production Tax Credits [Line Items] | ' | ' | ' | |
Alaska capital exploration credit (percent) | 40.00% | ' | ' | |
43.55.023(b) [Member] | ' | ' | ' | |
Alaska Production Tax Credits [Line Items] | ' | ' | ' | |
Alaska carried-forward annual loss credit (percent) | 25.00% | ' | ' | |
43.55.025 [Member] | ' | ' | ' | |
Alaska Production Tax Credits [Line Items] | ' | ' | ' | |
Seismic exploration credits (percent) | 40.00% | ' | ' | |
[1] | Applications for carried-forward annual loss credits and for expenditure and exploration based credits are recorded net of established reserves and also include revisions to prior period applications, if applicable. |
Litigation_Details
Litigation (Details) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | ||||
Jun. 03, 2014 | 17-May-11 | Jul. 31, 2014 | 29-May-13 | 17-May-11 | Jul. 03, 2014 | Feb. 07, 2014 | |
Pending Litigation [Member] | Indemnification Agreement [Member] | ||||||
Loss Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Damages sought, minimum | ' | ' | ' | ' | $3,000,000 | ' | ' |
Damages sought for loss of vested warrants | ' | 2,687,000 | ' | ' | ' | ' | ' |
Reimbursement due from plaintiff | 9,000 | ' | ' | ' | ' | ' | ' |
Litigation settlement | ' | ' | ' | ' | ' | 2,950,000 | 500,000 |
Estimated possible loss | ' | ' | ' | 1,889,000 | ' | ' | ' |
Gain related to settlement | ' | ' | $113,000 | ' | ' | ' | ' |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 3 Months Ended | 0 Months Ended | 0 Months Ended | |||||
Jul. 31, 2014 | Aug. 08, 2014 | Aug. 12, 2014 | Aug. 15, 2014 | Aug. 15, 2014 | Aug. 15, 2014 | Aug. 15, 2014 | Aug. 08, 2014 | |
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||
President [Member] | President [Member] | President [Member] | President [Member] | President [Member] | Anchor Point Energy, LLC [Member] | |||
Share-based Compensation Award, Tranche One [Member] | Share-based Compensation Award, Tranche One [Member] | Share-based Compensation Award, Tranche Two [Member] | Share-based Compensation Award, Tranche Three [Member] | |||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership acquired (percent) | ' | ' | ' | ' | ' | ' | ' | 100.00% |
Payment for Glacier Rig and related equipment | $700,000 | $5,600,000 | ' | ' | ' | ' | ' | ' |
Cash paid in severance package | ' | ' | $460,000 | ' | ' | ' | ' | ' |
Fully vested shares issued for severance (in shares) | ' | ' | 79,655 | ' | ' | ' | ' | ' |
Shares subject to accelerated vesting (in shares) | ' | ' | ' | 575,000 | ' | 21,250 | 21,250 | ' |
Exercise price of accelerated award (in dollars per share) | ' | ' | ' | ' | $5.35 | ' | ' | ' |
Subsequent_Events_Details_1
Subsequent Events (Details 1) (USD $) | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | |||||||
In Thousands, except Share data, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Sep. 02, 2014 | Sep. 02, 2014 | Aug. 25, 2014 | Aug. 25, 2014 | Jul. 31, 2014 | Sep. 02, 2014 |
Series C Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Cumulative Preferred Stock Subject to Mandatory Redemption [Member] | Cumulative Preferred Stock Subject to Mandatory Redemption [Member] | |||
Series C Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series D Preferred Stock [Member] | Series B Preferred Stock [Member] | Subsequent Event [Member] | ||||||
Series B Preferred Stock [Member] | |||||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued (in shares) | ' | ' | ' | 1,132,752 | 1,070,448 | ' | ' | ' | 750,000 | ' | ' |
Price per share (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | $24.50 | ' | ' |
Gross proceeds | ' | ' | ' | ' | ' | ' | ' | $18,375 | ' | ' | ' |
Issuance costs | 45 | 1,534 | ' | ' | ' | ' | ' | 1,352 | ' | ' | ' |
Net proceeds | ' | ' | ' | $1,542 | ' | ' | ' | $17,023 | ' | ' | ' |
Semiannual dividend paid (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $6.05 |
Cumulative dividend rate per annum (percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12.00% | ' |
Liquidation preference (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | $100 | ' |
Dividend paid (in dollars per share) | ' | ' | ' | ' | ' | $0.67 | ' | ' | ' | ' | ' |
Cumulative quarterly dividend rate per annum (percent) | ' | ' | 10.75% | ' | ' | ' | ' | ' | ' | ' | ' |
Liquidation preference (in dollars per share) | ' | ' | $25 | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend paid (in dollars per share) | ' | ' | ' | ' | ' | ' | $0.66 | ' | ' | ' | ' |
Cumulative dividend rate per annum (percent) | ' | ' | ' | 10.50% | ' | ' | ' | ' | ' | ' | ' |
Liquidation preference (in dollars per share) | ' | ' | ' | $25 | ' | ' | ' | ' | ' | ' | ' |