Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2015 | Sep. 10, 2015 | Dec. 31, 2014 | |
Document and Entity Information | |||
Entity Registrant Name | HYPERDYNAMICS CORP | ||
Entity Central Index Key | 937,136 | ||
Document Type | 10-K | ||
Document Period End Date | Jun. 30, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 16,205,875 | ||
Entity Common Stock, Shares Outstanding | 21,046,591 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 18,374 | $ 35,270 |
Accounts receivable - joint interest | 73 | 65 |
Prepaid expenses | 1,170 | 832 |
Other current assets | 8 | 14 |
Total current assets | 19,625 | 36,181 |
Property and equipment, net of accumulated depreciation of $1,983 and $1,785 | 160 | 398 |
Unproved oil and gas properties excluded from amortization (Full-Cost Method) | 14,311 | 14,259 |
Total property and equipment and unproved oil and gas properties, net | 14,471 | 14,657 |
Total assets | 34,096 | 50,838 |
LIABILITIES AND SHAREHOLDERS' EQUITY | ||
Current Liabilities - Accounts payable and accrued expenses | $ 1,668 | $ 5,662 |
Commitments and contingencies (Note 9) | ||
Shareholders' equity: | ||
Preferred stock, $0.001 par value; 20,000,000 authorized, 0 shares issued and outstanding | ||
Common stock, $0.001 par value, 43,750,000 shares authorized; 21,046,591 shares issued and outstanding | $ 169 | $ 169 |
Additional paid-in capital | 317,404 | 316,760 |
Accumulated deficit | (285,145) | (271,753) |
Total shareholders' equity | 32,428 | 45,176 |
Total liabilities and shareholders' equity | $ 34,096 | $ 50,838 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
CONSOLIDATED BALANCE SHEETS | ||
Property and equipment, accumulated depreciation (in dollars) | $ 1,983 | $ 1,785 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 43,750,000 | 43,750,000 |
Common stock, shares issued | 21,046,591 | 21,046,591 |
Common stock, shares outstanding | 21,046,591 | 21,046,591 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Costs and expenses: | ||
Depreciation | $ 237 | $ 400 |
General, administrative and other operating | 13,157 | 27,457 |
Gain on legal settlement | (10,734) | |
Loss from operations | (13,394) | (17,123) |
Other income (expense): | ||
Realized gain (loss) on sale of securities | (69) | |
Interest Income | 2 | 75 |
Total other income (expense) | 2 | 6 |
Loss before income tax | (13,392) | (17,117) |
Income tax | 0 | 0 |
Net loss | $ (13,392) | $ (17,117) |
Basic and diluted loss per common share | $ (0.64) | $ (0.81) |
Weighted average shares outstanding - basic and diluted | 21,046,591 | 21,046,591 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | ||
Net loss | $ (13,392) | $ (17,117) |
Other comprehensive income (loss): | ||
Unrealized gain (loss) on available-for-sale securities | 0 | 25 |
Reclassification adjustment for realized losses included in net loss | 0 | 69 |
Other comprehensive income (Loss) | 0 | 94 |
Comprehensive loss | $ (13,392) | $ (17,023) |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Total |
Balance at Jun. 30, 2013 | $ 169 | $ 316,235 | $ (254,636) | $ (94) | $ 61,674 |
Balance (in shares) at Jun. 30, 2013 | 21,046,591 | ||||
Increase (Decrease) in Shareholders' Equity | |||||
Net loss | (17,117) | (17,117) | |||
Unrealized gain (loss) on available-for-sale securities | 25 | 25 | |||
Common stock issued for: | |||||
Reclassification adjustment for realized losses included in net loss | $ 69 | 69 | |||
Amortization of fair value of stock options | 525 | 525 | |||
Balance at Jun. 30, 2014 | $ 169 | 316,760 | (271,753) | 45,176 | |
Balance (in shares) at Jun. 30, 2014 | 21,046,591 | ||||
Increase (Decrease) in Shareholders' Equity | |||||
Net loss | (13,392) | (13,392) | |||
Unrealized gain (loss) on available-for-sale securities | 0 | ||||
Common stock issued for: | |||||
Reclassification adjustment for realized losses included in net loss | 0 | ||||
Amortization of fair value of stock options | 644 | 644 | |||
Balance at Jun. 30, 2015 | $ 169 | $ 317,404 | $ (285,145) | $ 32,428 | |
Balance (in shares) at Jun. 30, 2015 | 21,046,591 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (13,392) | $ (17,117) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 237 | 400 |
Gain on legal settlement | (10,734) | |
Stock based compensation | 644 | 525 |
Amortization of premium on short term investments | 158 | |
Unrealized gain (loss) on available-for-sale securities | 25 | |
Loss on sale of securities | 69 | |
Changes in operating assets and liabilities: | ||
(Increase) decrease in Accounts receivable - joint interest | (8) | 689 |
(Increase) decrease in Prepaid expenses | (338) | (195) |
(Increase) decrease in Other current assets | 6 | 38 |
Increase (decrease) in Accounts payable and accrued expenses | (3,982) | 3,534 |
Decrease in Other liabilities | (92) | |
Net cash used in operating activities | (16,833) | (22,700) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
(Purchase) sale of property and equipment | 1 | (89) |
Investment in oil and gas properties | (64) | (1,333) |
Decrease (Increase) in restricted cash | 17,699 | |
(Purchase) Maturity of short term investments | 15,225 | |
Net cash provided by (used in) investing activities | (63) | 31,502 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (16,896) | 8,802 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 35,270 | 26,468 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 18,374 | 35,270 |
NON-CASH INVESTING AND FINANCING TRANSACTIONS: | ||
Accounts payable for oil and gas property | $ (12) | (1,439) |
Accounts payable relating to legal settlement | $ 19,035 |
ORGANIZATION AND SIGNIFICANT AC
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2015 | |
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES | |
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES | 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Nature of business Hyperdynamics Corporation ("Hyperdynamics," the "Company," "we," "us," and "our") is a Delaware corporation formed in March 1996. Hyperdynamics has two wholly-owned subsidiaries, SCS Corporation Ltd (SCS), a Cayman corporation, and HYD Resources Corporation (HYD), a Texas corporation. Through SCS and its wholly-owned subsidiary, SCS Guinea SARL (SCSG), which is a Guinea limited liability company formed under the laws of the Republic of Guinea ("Guinea") located in Conakry, Guinea, Hyperdynamics focuses on oil and gas exploration offshore the coast of West Africa. Our exploration efforts are pursuant to a Hydrocarbon Production Sharing Contract, as amended (the "PSC"). We refer to the rights granted under the PSC as the "Concession." We began operations in oil and gas exploration, seismic data acquisition, processing, and interpretation in late fiscal 2002. As used herein, references to "Hyperdynamics," "Company," "we," "us," and "our" refer to Hyperdynamics Corporation and our subsidiaries, including SCS Corporation Ltd ("SCS"). The rights in the Concession offshore Guinea are held by SCS. Status of our Business We have no source of operating revenue and there is no assurance when we will, if ever. On June 30, 2015, we had $18.4 million in cash, and $1.7 million in liabilities, all of which are current liabilities. We plan to use our existing cash to fund our general corporate needs, our legal and other professional fees and our expenditures associated with the Concession, including our share of future capital expenditures that are not paid by Tullow Guinea Ltd ("Tullow")on our behalf. We have no other material commitments; however, it is likely that we expect to incur additional legal expenses until the SEC investigation is concluded. On December 31, 2012, we closed a sale to Tullow, a subsidiary of Tullow Oil plc, of a 40% gross interest in the Concession. We now hold a 37% participating interest, with Dana Petroleum, PLC ("Dana"), which is a subsidiary of the Korean National Oil Corporation, holding the remaining 23% interest in the Concession. We refer to Tullow, Dana and us in the Concession as the "Consortium". We have drilled one exploratory well, the Sabu-1 well, which reached the planned total depth of 2,891 meters below seabed in February 2012. We determined the well to be non-commercial. As a result, we evaluated the costs associated with the well and subjected them to the Full-Cost Ceiling Test. This resulted in a Full-Cost Ceiling Test write-down. See additional discussion in Note 3. We received subpoenas from the United States Department of Justice ("DOJ") in September 2013 and from the United States Securities and Exchange Commission ("SEC") in February 2014 requesting that we produce documents relating to our Concession in Guinea. See additional discussion in Note 9. On May 22, 2015, we received a letter from the DOJ closing its investigation into possible violations of the Foreign Corrupt Practices Act ("FCPA") without bringing any charges against the Company. The SEC investigation has not been concluded. We are unable to predict the timing, outcome or future cost associated with legal proceedings and the SEC investigation; however, we incurred approximately $7.5 million in legal and other professional fees related to the investigations in the year ended June 30, 2014, and another $5.2 million in the year ended June 30, 2015, for a total of $12.7 million. Until we resolve the SEC investigation it is likely that we will continue to incur additional legal expenses. Pursuant to the Share Purchase Agreement ("Tullow SPA") between Tullow and us, Tullow agreed to pay all of our participating interest share of expenditures associated with joint operations in the Concession up to a gross expenditure cap of $100 million incurred during the carry period that began on September 21, 2013. The timing of the planned well is uncertain. We will be responsible for our 37% interest share of the cost in excess of the remaining gross carry amount. Additionally, Tullow agreed to pay our participating interest share of future costs for the drilling of an appraisal of the initial exploration well, if drilled, up to a gross expenditure cap of $100 million. The Consortium planned to drill the exploration well in the ultra-deepwater portion of the Concession in the first half of calendar 2014. On March 11, 2014 Tullow unilaterally asserted its claim that there had been a Force Majeure event under the PSC with the Government of Guinea, the Joint Operating Agreement ("JOA") between Dana, Tullow and us and the Tullow SPA. Tullow stated in its notice that the decisions by the DOJ and the SEC to open investigations into our activities in obtaining and retaining the Concession rights constituted a Force Majeure event under the terms of the PSC, JOA and Tullow SPA. Tullow unilaterally lifted its declaration of Force Majeure effective May 3, 2014, but conditions precedent to drilling, which included clarification from the government of Guinea that the investigations of Hyperdynamics will not adversely affect operations under the PSC, and an eradication of the Ebola virus outbreak in Guinea, continue to exist. We expect the Consortium will resume petroleum operations if the impediments to drilling are removed. The timing or outcome of these events is unknown. We estimate that a period of approximately six months from the resumption of operations will be necessary to enact all procedures and to enter into the necessary contracts prior to drilling. The continued absence of petroleum operations affects the value of the Concession as the second exploration period of the Concession ends in September 2016. The second exploration period may be extended with two months' notice to the Minister of Mines and Geology for up to one additional year beyond September 2016 to allow the completion of a well in progress and for up two additional years to allow the completion of the appraisal of any discovery made. An exploration well is required to be commenced by the end of September 2016 and reach a minimum depth of 2,500 meters below the seabed to satisfy the September 2013-2016 work requirement. Failure to comply with the drilling and other obligations of the PSC could subject us to the risk of loss of the Concession, and continued delays could adversely affect the ability to explore the Concession and reduces the attractiveness of the Concession to prospective industry participants and financing sources. Our costs related to the items referred to above and any additional expenses, or any negative outcomes, could adversely affect our liquidity and financial condition and results of operations. We also will be responsible for our participating interest share of costs in excess of $100 million gross costs associated with joint operations expenditures, including operator overhead and the ultra-deepwater exploration well, when drilled, and such excess expenditures could exacerbate our liquidity. Absent cash inflows, we could exhaust our current available liquidity within the next twelve months. The timing and amount of our cash outflows are dependent on a number of factors including: legal and other professional fees related to the FCPA investigation, a negative outcome related to any of our legal proceedings and investigations, inability to resume petroleum operations or drilling delays due to the Ebola epidemic or other factors, well costs exceeding our carry, or if we have unfavorable well results. As a result, absent cash inflows, there is substantial doubt as to whether we will have adequate capital resources to meet our current obligations as they become due and therefore be able to continue as a going concern. Our ability to meet our current obligations as they become due over the next twelve-months, and to be able to continue exploration, will depend on obtaining additional resources through sales of additional interests in the Concession, equity or debt financings, or through other means, although no assurance can be given that any of these actions can be completed. Principles of Consolidation The accompanying consolidated financial statements include the accounts of Hyperdynamics and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The financial statements have been prepared in accordance with accounting principles generally accepted in the United States and the rules of the Securities and Exchange Commission (SEC). Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses at the balance sheet date and for the period then ended. We believe our estimates and assumptions are reasonable; however, such estimates and assumptions are subject to a number of risks and uncertainties that may cause actual results to differ materially from such estimates. Significant estimates and assumptions underlying these financial statements include: • estimates in the calculation of share-based compensation expense, • estimates made in our income tax calculations, • estimates in the assessment of current litigation claims against the company, and • estimates and assumptions involved in our assessment of unproved oil and gas properties for impairment. We are subject to legal proceedings, claims, and liabilities that arise in the ordinary course of business. We accrue for losses when such losses are considered probable and the amounts can be reasonably estimated. Cash and cash equivalents Cash equivalents are highly liquid investments with an original maturity of three months or less. For the years presented, we maintained all of our cash in bank deposit accounts which, at times, exceed the federally insured limits. Joint interest receivable and allowance for doubtful accounts We establish provisions for losses on accounts receivable if we determine that we will not collect all or part of the outstanding balance. Accounts receivable are written down to reflect our best estimate of realizability based upon known specific analysis, historical experience, and other currently available evidence of the net collectible amount. There is no allowance for doubtful accounts as of June 30, 2015 or 2014. At June 30, 2015, all of our accounts receivable balance was related to joint interest billings to Tullow and Dana who own 40% and 23% participating interests, respectively in the Concession. Oil and Gas Properties Full-Cost Method We account for oil and natural gas producing activities using the full-cost method of accounting as prescribed by the SEC. Accordingly, all costs incurred in the acquisition, exploration, and development of oil and natural gas properties, including the costs of abandoned properties, dry holes, geophysical costs and annual lease rentals are capitalized. All selling, general and administrative corporate costs unrelated to drilling activities are expensed as incurred. Sales or other dispositions of oil and natural gas properties are accounted for as adjustments to capitalized costs, with no gain or loss recorded unless the ratio of capitalized costs to proved reserves would significantly change, or to the extent that the sale proceeds exceed our capitalized costs. Depletion of evaluated oil and natural gas properties would be computed on the units of production method based on proved reserves. The net capitalized costs of proved oil and natural gas properties are subject to quarterly impairment tests. Costs Excluded from Amortization Costs associated with unproved properties are excluded from amortization until it is determined whether proved reserves can be assigned to the properties. We review our unproved properties at the end of each quarter to determine whether the costs incurred should be transferred to the amortization base. We assess unproved property on a quarterly basis for possible impairment or reduction in value. We assess properties on an individual basis or as a group if properties are individually insignificant. The assessment includes consideration of the following factors, among others: intent to drill; remaining lease term under our concession; geological and geophysical evaluations; drilling results and activity; the assignment of proved reserves; and the economic viability of development if proved reserves are assigned. We assess our unproved properties on a country-by-country basis. During any period in which these factors indicate an impairment, the adjustment is recorded through earnings of the period. Full-Cost Ceiling Test At the end of each quarterly reporting period, the capitalized costs less accumulated amortization and deferred income taxes shall not exceed an amount equal to the sum of the following items: (i) the present value of estimated future net revenues of oil and gas properties (including future development and abandonment costs of wells to be drilled) using prices based on the preceding 12-months' average price based on closing prices on the first day of each month, or prices defined by existing contractual arrangements, discounted at 10%, (ii) the cost of properties not being amortized, and (iii) the lower of cost or estimated fair value of unproved properties included in the costs being amortized, less related income tax effects ("Full-Cost Ceiling Test"). The calculation of the Full-Cost Ceiling Test is based on estimates of proved reserves. There are numerous uncertainties inherent in estimating quantities of proved reserves and in projecting the future rates of production, timing, and plan of development. The accuracy of any reserves estimate is a function of the quality of available data and of engineering and geological interpretation and judgment. Results of drilling, testing, and production subsequent to the date of the estimate may justify revision of such estimates. Accordingly, reserves estimates are often different from the quantities of oil and natural gas that are ultimately recovered. We have no proved reserves. We recognized no Full-Cost Ceiling test write-downs in the year ended June 30, 2015 and 2014. Property and Equipment, other than Oil and Gas Property and equipment are stated on the basis of historical cost less accumulated depreciation. Depreciation is provided using the straight-line method over the estimated useful lives of the assets, generally three to five years. Provision for Impairments of Long-lived Assets Long-lived assets are reviewed for impairment annually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Impairment loss recognized is the excess of the carrying amount over the fair value of the asset. Any impairment charge is recorded through current period earnings. We recognized no impairment charges in the years ended June 30, 2015, 2014 or 2013, respectively. Income Taxes We account for income taxes in accordance with FASB Accounting Standards Codification ("ASC") 740, "Income Taxes," which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the tax and financial reporting basis of assets and liabilities and for loss and credit carryforwards. Valuation allowances are provided when recovery of deferred tax assets is not considered likely. Tax benefits are recognized only for tax positions that are more likely than not to be sustained upon examination by tax authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely to be realized upon ultimate settlement. Unrecognized tax benefits are tax benefits claimed in our tax returns that do not meet these recognition and measurement standards. For the year ended June, 30, 2015 the Company has unrecognized tax benefits totaling $5.5 million. Our policy is to recognize potential accrued interest and penalties related to unrecognized tax benefits within income tax expense. For the years ended June 30, 2015, 2014 and 2013, we did not recognize any interest or penalties in our consolidated statement of operations, nor did we have any interest or penalties accrued on our consolidated balance sheet at June 30, 2015 and 2014 relating to unrecognized benefits. The tax years 2010-2014 remain open to examination for federal income tax purposes and by the other major taxing jurisdictions to which we are subject. Stock-Based Compensation ASC 718, "Compensation-Stock Compensation" requires recognition in the financial statements of the cost of employee services received in exchange for an award of equity instruments over the period the employee is required to perform the services in exchange for the award (presumptively the vesting period). We measure the cost of employee services received in exchange for an award based on the grant-date fair value of the award. We account for non-employee share-based awards based upon ASC 505-50, "Equity-Based Payments to Non-Employees." Earnings Per Share Basic loss per common share has been computed by dividing net loss by the weighted average number of shares of common stock outstanding during each period. In a period of earnings, diluted earnings per common share are calculated by dividing net income available to common shareholders by weighted-average common shares outstanding during the period plus weighted-average dilutive potential common shares. Diluted earnings per share calculations assume, as of the beginning of the period, exercise of stock options and warrants using the treasury stock method. All potential dilutive securities, including potentially dilutive options, warrants and convertible securities, if any, were excluded from the computation of dilutive net loss per common share for the years ended June 30, 2015, 2014 and 2013, respectively, as their effects are antidilutive due to our net loss for those periods. Stock options to purchase approximately 1.2 million common shares at an average exercise price of $7.43 and warrants to purchase approximately 0.03 million shares of common stock at an average exercise price of $12.64 were outstanding at June 30, 2015. Using the treasury stock method, had we had net income, approximately four hundred common shares attributable to our outstanding stock options would have been included in the fully diluted earnings per share for the year ended June 30, 2015. There would have been no dilution attributable to our outstanding warrants to purchase common shares. Had we had net income, approximately four thousand common shares attributable to our restricted stock awards would have been included in the fully diluted earnings per share for the year ended June 30, 2015. Stock options to purchase approximately 1.4 million common shares at an average exercise price of $8.76 and warrants to purchase approximately 30 thousand shares of common stock at an average exercise price of $11.69 were outstanding at June 30, 2014. Using the treasury stock method, had we had net income, approximately one thousand common shares attributable to our outstanding stock options would have been included in the fully diluted earnings per share calculation for the year ended June 30, 2014. There would have been no dilution attributable to our outstanding warrants to purchase common shares. Had we had net income, approximately twenty-one thousand common shares attributable to restricted stock awards would have been included in the fully diluted earnings per share for the year ended June 30, 2014. Contingencies We are subject to legal proceedings, claims and liabilities. We accrue for losses associated with legal claims when such losses are probable and can be reasonably estimated. These accruals are adjusted as additional information becomes available or circumstances change. Legal fees are charged to expense as they are incurred. See Note 9 for more information on legal proceedings. Accumulated Other Comprehensive Income (Loss), net of tax We follow the provisions of ASC 220, "Comprehensive Income", which establishes standards for reporting comprehensive income. In addition to net income (loss), comprehensive income (loss) includes all changes to equity during a period, except those resulting from investments and distributions to the owners of the Company. At June 30, 2015 and 2014, we had a balance in "Accumulated other comprehensive loss, net of income tax" on the consolidated balance sheet of zero. Total comprehensive loss was $13.4 million and $17.0 million in fiscal year 2015 and 2014, respectively. Financial instruments The accounting standards (ASC 820, "Fair Value Measurements and Disclosures") regarding fair value of financial instruments and related fair value measurements define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement, and enhance disclosure requirements for fair value measures. The three levels are defined as follows: • Level 1—inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2—inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. • Level 3—inputs to the valuation methodology are unobservable and significant to the fair value measurement. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The carrying values of cash and cash equivalents, accounts receivable—joint interest and accounts payable approximate fair value. Available-for-sale securities, which consist entirely of Corporate Debt securities, were valued at the closing price reported in the active market in which the security was traded. As of June 30, 2014, there were no remaining investments on hand. Foreign currency gains and losses from current operations In accordance with ASC Topic 830, Foreign Currency Matters , the functional currency of our international subsidiaries is the U.S. Dollar. Gains and losses from foreign currency transactions arising from operating assets and liabilities are included in general, administrative and other operating expense, have not been significant. Net foreign currency transaction gains (losses) were ($0.1) million and ($0.6) million for the years ended June 30, 2015 and 2014, respectively. Subsequent Events The Company evaluated all subsequent events from June 30, 2015 through the date of issuance of these financial statements. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Jun. 30, 2015 | |
PROPERTY AND EQUIPMENT | |
PROPERTY AND EQUIPMENT | 2. PROPERTY AND EQUIPMENT A summary of property and equipment as of June 30, 2015 and 2014 is as follows: June 30, Useful Life (in thousands) 2015 2014 Computer equipment and software 3 years $ $ Office equipment and furniture 5 years Leasehold improvements 3 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Cost Less—Accumulated depreciation ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ We review assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. As of June 30, 2015 and 2014, there were no impairments of property and equipment. |
INVESTMENT IN OIL AND GAS PROPE
INVESTMENT IN OIL AND GAS PROPERTIES | 12 Months Ended |
Jun. 30, 2015 | |
INVESTMENT IN OIL AND GAS PROPERTIES | |
INVESTMENT IN OIL AND GAS PROPERTIES | 3. INVESTMENT IN OIL AND GAS PROPERTIES Investment in oil and gas properties consists entirely of our Guinea Concession in offshore West Africa. We owned a 77% participating interest in our Guinea Concession prior to the sale of a 40% gross interest to Tullow which closed on December 31, 2012. We now own a 37% interest in the Concession. Guinea Concession We have been conducting exploration work related to the area off the coast of Guinea since 2002. On September 22, 2006 we entered into the PSC with Guinea. Under that agreement, we were granted certain exclusive contractual rights by Guinea to explore and exploit offshore oil and gas reserves, if any, off the coast of Guinea. We are conducting our current work in Guinea under the PSC, as amended on March 25, 2010 (the "PSC Amendment"). The PSC Amendment clarified that we retained a Contract Area of approximately 25,000 square kilometers, which is approximately equivalent to 9,650 square miles or 30% of the original Contract Area under the PSC, following a December 31, 2009 relinquishment of approximately 70% of the original Contract Area. The PSC Amendment required that the Consortium relinquish an additional 25% of the retained Contract Area by September 30, 2013. The Contract Area is currently 18,750 square kilometers. Under the terms of the PSC Amendment, the first exploration period ended and the Consortium entered into the second exploration period on September 21, 2010. The second exploration period ran until September 2013, at which point it was renewed to September 2016 and may be extended for up to one (1) additional year to allow the completion of a well in process and for up to two (2) additional years to allow the completion of the appraisal of any discovery made. The PSC Amendment required the drilling of an exploration well, which had to be commenced by the year-end 2011, to a minimum depth of 2,500 meters below seabed. This requirement was satisfied with the drilling of the Sabu-1 well which was commenced during October of 2011 and reached the minimum depth of 2,500 meters below the seabed in February of 2012. The Consortium is required to drill an additional exploration well, which is to be commenced by the end of September 2016, to a minimum depth of 2,500 meters below seabed. The PSC Amendment requires the expenditure of $15 million on each of the exploration wells ($30 million in the aggregate). The Consortium was also required to acquire a minimum of 2,000 square kilometers of 3D seismic by September 2013 with a minimum expenditure of $12 million. This requirement was satisfied with the first 3D seismic survey acquired in 2010. Fulfillment of work obligations exempts us from expenditure obligations and exploration work in excess of minimum work obligations for each exploration period may be carried forward to the following exploration period. If the Consortium does not fulfil the work requirement under the PSC, it is required to pay to Guinea the difference between the amounts actually spent on work realized in fulfillment of the obligations of the work program and the amounts estimated for the total work program. Under the PSC Amendment, Guinea may participate in development of any discovery at a participating interest of up to 15% of costs being carried for its share. The cost of that carry is to be recovered out of 62.5% of Guinea's share of cost and profit oil. The PSC Amendment clarified that only those eligible expenditures, which were made following the date the PSC was signed, on September 22, 2006, are eligible for cost recovery. We are required to establish an annual training budget of $200,000 for the benefit of Guinea's oil industry personnel, and we are also obligated to pay an annual surface tax of $2.00 per square kilometer on our retained Concession acreage. The PSC Amendment also provides that should the Guinea government note material differences between provisions of the PSC Amendment and international standards or the Petroleum Code, the parties will renegotiate the relevant articles. Under the PSC and PSC Amendment our Guinea Concession is subject to a 10% royalty interest to Guinea. Of the remaining 90% of the first production, we will receive 75% of the revenue for recovery of the cost of operations, and Guinea will receive 25%. After recovery cost of operations, revenue will be split as outlined in the table below: Daily production (b/d) Guinea Share Contractor Share From 0 to 2,000 % % From 2,001 to 5,000 % % From 5,001 to 100,000 % % Over 100,001 % % The Guinea Government may elect to take a 15% working interest in any exploitation area. On May 20, 2010, we completed a 23% assignment to Dana following the receipt of the final approvals from the Government of Guinea, which were in the form of a Presidential Decree approving the PSC and a document, referred to as an Arrêté, from the Guinea Ministry of Mines and Geology. On December 27, 2012, we received an Arrêté which formally authorized our 40% assignment of a participating interest to Tullow. Sale of Interest to Tullow On December 31, 2012, we closed a sale to Tullow of a 40% gross interest in the Concession. As consideration, we received $27 million from Tullow as reimbursement of our past costs in the Concession and, as additional consideration, Tullow agreed to: (i) pay our participating interest share of future costs associated with joint operations in the Concession, up to a gross expenditure cap of $100 million incurred during the carry period that began on September 21, 2013; and (ii) pay our participating interest share of costs associated with an appraisal well of the initial exploration well, if drilled, subject to a gross expenditure cap on the appraisal well of $100 million. Tullow will continue to pay our costs, subject to the gross expenditure cap of $100 million, until 90 days following the date on which the rig contracted to drill the exploration well moves off the well location. We are responsible for our share of any costs exceeding the gross expenditure cap of $100 million per well. The $27 million payment was received by us on December 31, 2012 and was recorded as a reduction in unproved oil and gas properties, net of transaction costs of approximately $3.3 million. In connection with the transaction, SCS, Tullow and Dana entered into a Joint Operating Agreement Novation and Amendment Agreement reflecting that as a result of the sale to Tullow, the interest of the parties in the Concession are SCS 37%, Dana 23%, and Tullow 40%, and that Tullow agreed to be bound by the PSC and the JOA previously entered into between SCS and Dana. Tullow assumed all the respective liabilities and obligations of SCS in respect of the assigned 40% interest. SCS and Tullow executed a Deed of Assignment. The Assignment was approved by Guinea's Ministry of Mines and Geology by issuing an Arrêté on December 27, 2012 which formally authorized our assignment of a participating interest to Tullow. SCS, Dana and Tullow have elected Tullow as the Operator of the Concession beginning April 1, 2013. Accounting for oil and gas property and equipment costs We follow the "Full-Cost" method of accounting for oil and natural gas property and equipment costs. Under this method, internal costs incurred that are directly identified with exploration, development, and acquisition activities undertaken by us for our own account, and which are not related to production, general corporate overhead, or similar activities, are capitalized. Capitalization of internal costs was discontinued April 1, 2013 when Tullow became the operator. Geological and geophysical costs incurred that are directly associated with specific unproved properties are capitalized in "Unproved properties excluded from amortization" and evaluated as part of the total capitalized costs associated with a prospect. The cost of unproved properties not being amortized is assessed to determine whether such properties have been impaired. In determining whether such costs should be impaired, we evaluate current drilling results and available geological and geophysical information. We exclude capitalized costs of unproved oil and gas properties from amortization until evaluated. Geological and geophysical information pertaining to the Guinea concession was collected and evaluated and no reserves have been attributed to the Concession. In February 2012, we completed the drilling of the Sabu-1 well, which was determined to be non-commercial. As a result, we evaluated certain geological and geophysical related costs in unproved properties along with the drilling costs of the Sabu-1 well totaling $116.8 million and determined that these properties were subject to the Full-Cost Ceiling Test. As we have no proved reserves to include in the Full-Cost Ceiling Test, the entire $116.8 million resulted in a Full-Cost Ceiling Test write-down of our unproved oil and gas properties. The net costs associated with properties which remain unproved and unevaluated and are excluded from amortization were 14.3 million, as of both June 30, 2015 and 2014, respectively. The following table provides detail of total capitalized costs for our Guinea Concession as of June 30, 2015 and 2014 (in thousands): June 30, 2015 June 30, 2014 Oil and Gas Properties: Unproved oil and gas Properties $ $ Other Equipment Costs — — ​ ​ ​ ​ ​ ​ ​ ​ Unproved properties not subject to amortization $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ During the year ended June 30, 2015, our oil and gas property balance increased by $52 thousand as a result of additional geological and geophysical costs incurred. Evaluation activities of these unproved properties are expected to be completed within the next one to two years. |
INVESTMENTS
INVESTMENTS | 12 Months Ended |
Jun. 30, 2015 | |
INVESTMENTS | |
INVESTMENTS | 4. INVESTMENTS During the third and fourth quarters of fiscal 2013, we purchased a total of $15.5 million in debt securities which were classified as available-for-sale. These securities matured during the third quarter of fiscal 2014. No investments were held and we had no securities classified as held-to-maturity as of as of June 30, 2015 and 2014. |
ACCOUNTS PAYABLE AND ACCRUED EX
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 12 Months Ended |
Jun. 30, 2015 | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 5. ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses as of June 30, 2015 and 2014 include the following (in thousands): 2015 2014 Accounts payable—trade and oil and gas exploration activities $ $ Accounts payable—joint interest partner share of legal settlement — Accounts payable—legal costs Accrued payroll ​ ​ ​ ​ ​ ​ ​ ​ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jun. 30, 2015 | |
INCOME TAXES | |
INCOME TAXES | 6. INCOME TAXES Federal Income taxes are not currently due since Hyperdynamics has had losses since inception. Components of deferred tax assets as of June 30, 2015 and 2014 are as follows (in thousands): 2015 2014 Current deferred tax assets: Other current deferred tax assets $ — $ — ​ ​ ​ ​ ​ ​ ​ ​ Total current temporary differences — — Less: valuation allowance — — ​ ​ ​ ​ ​ ​ ​ ​ Net current deferred tax assets $ — $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-current deferred tax assets Stock compensation $ $ Property and Equipment Oil and gas properties Capital loss ​ ​ ​ ​ ​ ​ ​ ​ Total non-current deferred tax assets $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-current deferred tax liabilities Property and Equipment — — ​ ​ ​ ​ ​ ​ ​ ​ Net operating losses ​ ​ ​ ​ ​ ​ ​ ​ Less: valuation allowance ) ) ​ ​ ​ ​ ​ ​ ​ ​ Net non-current deferred tax assets (liabilities) $ — $ — ​ ​ ​ ​ ​ ​ ​ ​ Deferred tax assets have been fully reserved due to determination that it is more likely than not that the Company will not be able to realize the benefit from them. In accordance with generally accepted accounting principles, no deferred income tax asset has been recognized for the $118 million excess of the income tax basis in SCS, the Company's Cayman Island operating subsidiary, over the book basis of the subsidiary. This potential tax benefit will only be fully realized if the subsidiary or the Concession is sold at a taxable gain, subject to potential tax limitations. Hyperdynamics has U.S. net operating loss carryforwards of approximately $110.0 million at June 30, 2015. The U.S. net operating losses contain excess tax benefits related to stock compensation in the amount of $2.2 million which have not been included in the financial statements. Internal Revenue Code Section 382 restricts the ability to use these carryforwards whenever an ownership change, as defined, occurs. Hyperdynamics incurred such an ownership change on January 14, 1998 and again on June 30, 2001. As a result of the first ownership change, Hyperdynamics' use of net operating losses as of January 14, 1998, of $949,000, is restricted to $151,000 per year. The availability of losses from that date through June 30, 2001 of $3,313,000 is restricted to $784,000 per year. The Company underwent a restructuring during fiscal 2012 that removed approximately $13.2 million of net operating losses from the U.S. consolidated tax return. It is unlikely that the entity where these net operating losses reside will ever generate U.S. taxable income sufficient to utilize any of these losses. Due to the existence of the valuation allowance, it is not expected that any possible limitation will have an impact on the results of operations or financial position of the Company. The U.S. net operating loss carryforwards expire from 2020 to 2035. The difference between the statutory tax rates and our effective tax rate is primarily due to the valuation allowance applied against our deferred tax assets generated by net operating losses. A reconciliation of the actual taxes to the U.S. statutory tax rate for the years ended June 30, 2015 and 2014 is as follows (in thousands): 2015 2014 Income tax (benefit) at the statutory federal rate (35%) $ ) $ ) Increase (decrease) resulting from nondeductible stock compensation Foreign Rate Differential Other, net Change in valuation allowance ​ ​ ​ ​ ​ ​ ​ ​ Net income tax expense $ — $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The following table summarizes the activity related to our gross unrecognized tax benefits from July 1, 2013 to June 30, 2015 (in thousands): Federal, State and Foreign Tax (In thousands) Balance at July 1, 2013 $ ​ ​ ​ ​ ​ Additions to tax positions related to the current year — Additions to tax positions related to prior years — Statute expirations — ​ ​ ​ ​ ​ Balance at June 30, 2014 $ ​ ​ ​ ​ ​ Additions to tax positions related to the current year — Additions to tax positions related to prior years — Statute expirations — ​ ​ ​ ​ ​ Balance at June 30, 2015 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The total unrecognized tax benefits that, if recognized, would affect our effective tax rate was $5,485 for the years ended June 30, 2015 and June 30, 2014. We file income tax returns, including tax returns for our subsidiaries, with federal, state, local, and foreign jurisdictions. Our tax returns are subject to routine compliance review by the taxing authorities in the jurisdictions in which we file tax returns in the ordinary course of business. We consider the United States to be our most significant tax jurisdiction; however, the taxing authorities in Guinea may audit various tax returns. We currently have no ongoing federal or state audits. The normal statute of limitations for tax returns being available for IRS audit is three years from the filing date of the return. However, net operating losses are subject to adjustment upon utilization of the loss to offset taxable income regardless of when the net operating loss was generated. Therefore, all of our historic losses are subject to adjustment until they are utilized or expire. We do not believe there will be any decreases to our unrecognized tax benefits within the next twelve months. |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 12 Months Ended |
Jun. 30, 2015 | |
SHAREHOLDERS' EQUITY | |
SHAREHOLDERS' EQUITY | 7. SHAREHOLDERS' EQUITY Common Stock issuances There were no stock options or warrants exercised during the years ended June 30, 2015 or 2014. Shares Issued in Severance Agreement: On May 16, 2013, we issued 84,375 shares of our common stock with a fair value of $0.4 million to a former employee as part of a severance agreement. Sale of the shares was restricted for the first 6 months after which 37,500 of the shares issued were to be eligible to be sold. The remaining 46,875 shares were to become eligible to be sold 12 months from the date the shares were issued, however on November 13, 2013, the company and the former employee agreed to an indefinite stop order on the trading of all of these shares until a mutually agreed upon release date, if any. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 12 Months Ended |
Jun. 30, 2015 | |
SHARE-BASED COMPENSATION | |
SHARE-BASED COMPENSATION | 8. SHARE-BASED COMPENSATION On February 18, 2010, at our annual meeting of stockholders, the board of directors and stockholders approved the 2010 Equity Incentive Plan (the "2010 Plan"). Prior to the 2010 stockholder meeting, we had two stock award plans: the Stock and Stock Option Plan, which was adopted in 1997 ("1997 Plan") and the 2008 Restricted Stock Award Plan ("2008 Plan"). In conjunction with the approval of the 2010 Plan at the annual meeting, the 1997 Plan and 2008 Plan were terminated as of February 18, 2010. Subsequently, on February 17, 2012, the 2010 Plan was amended to increase the maximum shares issuable under the 2010 Plan. The 2010 Plan provides for the grants of shares of common stock, restricted stock or incentive stock options and/or nonqualified stock options to purchase our common stock to selected employees, directors, officers, agents, consultants, attorneys, vendors and advisors of ours' or of any parent or subsidiary thereof. Shares of common stock, options, or restricted stock can only be granted under this plan within 10 years from the effective date of February 18, 2010. A maximum of 1,250,000 shares are issuable under the 2010 Plan and at June 30, 2015, 44,503 shares remained available for issuance. The 2010 Plan provides a means to attract and retain the services of participants and also to provide added incentive to such persons by encouraging stock ownership in the Company. Plan grants are administered by the Compensation Committee, who has substantial discretion to determine which persons, amounts, time, price, exercise terms, and restrictions, if any. Additionally, from time to time, we issue non-compensatory warrants, such as warrants issued to investors. Stock Options The fair value of stock option awards is estimated using the Black-Scholes valuation model. For market based stock option awards, those options where vesting terms are dependent on achieving a specified stock price, the fair value was estimated using a Black-Scholes option pricing model with inputs adjusted for the probability of the vesting criteria being met and the median expected term for each grant as determined by utilizing a Monte Carlo simulation. Expected volatility is based solely on historical volatility of our common stock over the period commensurate with the expected term of the stock options. We rely solely on historical volatility as we do not have traded options. The expected term calculation for stock options is based on the simplified method as described in the Securities and Exchange Commission Staff Accounting Bulletin number 107. We use this method because we do not have sufficient historical information on exercise patterns to develop a model for expected term. The risk-free interest rate is based on the U. S. Treasury yield in effect at the time of grant for an instrument with a maturity that is commensurate with the expected term of the stock options. The dividend yield rate of zero is based on the fact that we have never paid cash dividends on our common stock and we do not expect to pay cash dividends on our common stock during the expected term of the options. The following table provides information about options during the years ended June 30: 2015 2014 Number of options granted Compensation expense recognized $ $ Compensation cost capitalized — — Weighted average grant-date fair value of options outstanding $ $ The following table details the significant assumptions used to compute the fair market values of employee and director stock options granted during the years ended June 30: 2015 2014 Risk-free interest rate 0.07 - 0.93% 0.08 - 0.95% Dividend yield 0% 0% Volatility factor 65 - 216% 74 - 125% Expected life (years) 0.5 - 2.875 0.5 - 3.25 Summary information regarding employee stock options issued and outstanding under all plans as of June 30, 2015 is as follows: Options Weighted Average Share Price Aggregate intrinsic value Weighted average remaining contractual life (years) Options outstanding at July 1, 2013 $ $ Granted Exercised — — Forfeited ) Expired ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Options outstanding at June 30, 2014 $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Granted Exercised — — Forfeited ) Expired ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Options outstanding at June 30, 2015 $ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Options exercisable at June 30, 2015 $ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Options outstanding and exercisable as of June 30, 2015 Exercise Price Outstanding Number of Shares Remaining Life Exercisable Number of Shares $0.90 - 4.00 1 year $0.90 - 4.00 3 years $0.90 - 4.00 4 years $0.90 - 4.00 5 years — $4.01 - 10.00 1 year $4.01 - 10.00 2 years $4.01 - 10.00 3 years $4.01 - 10.00 5 years $10.01 - 20.00 1 year $10.01 - 20.00 2 years $10.01 - 20.00 5 years $20.01 - 30.00 1 year $20.01 - 30.00 2 years $20.01 - 30.00 5 years $30.01 - 40.00 1 year $30.01 - 40.00 6 years $40.01 - 50.00 1 year $40.01 - 50.00 6 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Options outstanding and exercisable as of June 30, 2014 Exercise Price Outstanding Number of Shares Remaining Life Exercisable Number of Shares $1.92 - 4.00 1 year $1.92 - 4.00 5 years $4.01 - 10.00 1 year $4.01 - 10.00 3 years $4.01 - 10.00 6 years $10.01 - 20.00 1 year $10.01 - 20.00 6 years $20.01 - 30.00 6 year $30.01 - 40.00 2 years $30.01 - 40.00 7 years $40.01 - 50.00 7 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At June 30, 2015, there was $0.4 million of unrecognized compensation costs related to non-vested share based compensation arrangements granted to employees under the plans. During 2015, a total of 377,274 options, with a weighted average grant date fair value of $3.76 per share, vested in accordance with the underlying agreements. Unvested options at June 30, 2015 totaled 427,826 with a weighted average grant date fair value of $10.95, an amortization period of one to two years and a weighted average remaining life of 4.83 years. Restricted Stock The fair value of restricted stock awards classified as equity awards is based on the Company's stock price as of the date of grant. During the year ended June 30, 2014, we granted 21,030 shares of restricted stock awards with a fair value of $0.1 million. These awards do not grant any rights as a shareholder of the company until a certificate for the vested shares of common stock had been issued. During the year ended June 30, 2015, all such awards were forfeited with compensation expense forfeiture credits of approximately $46 thousand recorded, no new grants issued, and none are outstanding at June 30, 2015. Summary information regarding employee and director restricted stock issued and outstanding under the 2010 Plan as of June 30, 2015 is as follows: Options Weighted Average Grant Price Balance at July 1, 2014 $ Granted — — Vested — — Forfeited ) Expired — — ​ ​ ​ ​ ​ ​ ​ ​ Balance at June 30, 2015 — $ — ​ ​ ​ ​ ​ ​ ​ ​ Vested at June 30, 2015 — $ — ​ ​ ​ ​ ​ ​ ​ ​ Warrants The exercise price of the warrants may be adjusted in the case of stock splits, stock dividends or combinations of shares, or in the event the Company issues rights, options or warrants to all holders of the Company's common stock with an exercise or purchase price less than the volume weighted average price of the Company's shares on the record date. The warrants are considered indexed to our common stock and therefore are not considered a derivative. The fair value of the warrants was determined using the Black-Scholes option pricing model. There were no warrants granted or exercised in the years ended June 30, 2015 and 2014. Summary information regarding common stock warrants issued and outstanding as of June 30, 2015 is as follows: Warrants Weighted Average Share Price Aggregate intrinsic value Weighted average remaining contractual life(years) Outstanding at year ended June 30, 2013 $ $ — Granted — — Exercised — — Expired ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at year ended June 30, 2014 $ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Granted — — Exercised — — Expired ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at year ended June 30, 2015 $ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Warrants outstanding and exercisable as of June 30, 2015 Exercise Price Outstanding Number of Shares Remaining Life Exercisable Number of Shares $ 0.30 year ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Warrants outstanding and exercisable as of June 30, 2014 Exercise Price Outstanding Number of Shares Remaining Life Exercisable Number of Shares $ 1 year $ 1 year ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Jun. 30, 2015 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | 9. COMMITMENTS AND CONTINGENCIES LITIGATION AND OTHER LEGAL MATTERS From time to time, we and our subsidiaries are involved in disputes. We are unable to predict the outcome of such matters when they arise. We review the status of on-going proceedings and other contingent matters with legal counsel. Liabilities for such items are recorded if and when it is probable that a liability has been incurred and when the amount of the liability can be reasonably estimated. If we are able to reasonably estimate a range of possible losses, an estimated range of possible loss is disclosed for such matters in excess of the accrued liability, if any. Liabilities are periodically reviewed for adjustments based on additional information. Shareholder Lawsuits On April 2, 2012, a lawsuit styled as a class action was filed in the U.S. District Court for the Southern District of Texas against us and our chief executive officer alleging that we made false and misleading statements that artificially inflated our stock prices. The lawsuit alleges, among other things, that we misrepresented the prospects and progress of our drilling operations, including our drilling of the Sabu-1 well and plans to drill the Baraka-1 well off the coast of the Republic of Guinea. The lawsuit seeks an unspecified amount of damages based on Sections 10(b) and 20 of the Securities Exchange Act of 1934. Although several lead plaintiffs were appointed by the Court and then withdrew from the matter, a lead plaintiff has now been appointed and a scheduling order governing briefing on a motion to dismiss has been entered by the Court. On May 12, 2014, lead plaintiff filed his amended complaint adding our current and former chief financial officers as defendants, and defendants filed their motion to dismiss on July 11, 2014. On August 25, 2015, the Court denied the motion to consolidate this lawsuit with the March 2014 lawsuits described in the paragraph below, but granted the defendants' motion to dismiss and terminated the case. Lead plaintiff has thirty days to appeal the ruling. Beginning on March 13, 2014, two lawsuits styled as class actions were filed in the U.S. District Court for the Southern District of Texas against us and several officers of the Company alleging that we made false and misleading statements that artificially inflated our stock prices. The lawsuits allege, among other things, that we misrepresented our compliance with the Foreign Corrupt Practices Act and anti-money laundering statutes and that we lacked adequate internal controls. The lawsuits seek damages based on Sections 10(b) and 20 of the Securities Exchange Act of 1934, although the specific amount of damages is not specified. On May 12, 2014, a shareholder filed a motion for appointment as lead plaintiff, which remains pending. On August 25, 2015, the court in the April 2012 lawsuit denied the motion to consolidate the March 2014 lawsuits with the April 2012 lawsuit. The parties await a ruling on the motion to consolidate the March 2014 lawsuits, and the issuance of a scheduling order in those cases. We have assessed the status of these matters and have concluded that an adverse judgment remains reasonably possible, but not probable. As a result, no provision has been made in the consolidated financial statements. Given the early stage of these disputes, we are unable to estimate a range of possible loss; however, in our opinion, the outcome of this dispute will not have a material effect on our financial condition and results of operations. On May 6, 2014, a purported shareholder derivative petition was filed against all of our then-current directors and our current and former chief financial officer in the District Court of Harris County, Texas. The petition alleges breaches of their fiduciary duties, gross mismanagement, abuse of control, waste and unjust enrichment in connection with potential violations by us of the FCPA. The plaintiff seeks an unspecified amount of damages against these persons and does not request any damages from us. The plaintiff did not make a demand on our Board of Directors prior to filing the suit. The plaintiff filed an amended petition on September 16, 2014 which names only current and former board members. We filed a response on October 31, 2014 that seeks to dismiss the case for failure to make demand on the board of directors before the suit was filed. As of January 23, 2015, that motion is fully briefed. In light of the Company's May 22, 2015 announcement that the DOJ had closed its investigation into possible violations of the FCPA by the Company without bringing any charges, the parties entered into an agreement on June 15, 2015, to stay the matter pending the resolution of the investigation by the United States Securities and Exchange Commission, and this letter was filed with the Court on June 26, 2015. In addition to these lawsuits, we have received demands from shareholders to inspect our books and records. On April 28, 2015, one of those purported shareholders filed a derivative complaint against all of our current directors, our current chief financial officer, and our past chief executive officer, and past vice president of African affairs in the Delaware Court of Chancery. The complaint alleges breaches of their fiduciary duties of loyalty and good faith in connection with potential violations by us of the FCPA. The plaintiff seeks an unspecified amount of damages against these persons and does not request any damages from us. In light of the Company's May 22, 2015 announcement that the DOJ had closed its investigation into possible violations of the Foreign Corrupt Practices Act by the Company without bringing any charges, and upon a stipulation by the parties, the Court entered an order on June 26, 2015, staying the matter pending the resolution of the United States Securities and Exchange Commission's Foreign Corrupt Practices Act investigation. Iroquois Lawsuit On May 9, 2012, a lawsuit was filed in the Supreme Court of the State of New York against us and all of our directors. The plaintiffs, five hedge funds that invested in us in early 2012, allege that we breached an agreement with the plaintiffs, and that we and the directors made certain negligent misrepresentations relating to our drilling operations. Among other claims, the plaintiffs allege that we misrepresented the status of our drilling operations and the speed with which the drilling would be completed. The plaintiffs advance claims for breach of contract and negligent misrepresentation and seek damages in the amount of $18.5 million plus pre-judgment interest. On July 12, 2012, we and the directors moved to dismiss the suit for failure to state a claim as to all defendants and for lack of personal jurisdiction over the director defendants. On June 19, 2013, the court dismissed the negligent misrepresentation claim but declined to dismiss the breach of contract claim. The negligent misrepresentation claim was dismissed without prejudice, meaning plaintiffs could attempt to refile it. On August 12, 2013, the plaintiffs filed an amended complaint. That complaint names only us and seeks recovery for alleged breaches of contract. We filed an answer to the plaintiffs' amended complaint on September 9, 2013, and the court has entered a scheduling order governing pre-trial proceedings in the matter. The maximum possible loss is the full amount of $18.5 million plus interest accrued thereon until judgment. We, however, have assessed the status of this matter and have concluded that although an adverse judgment is reasonably possible, it is not probable. As a result, no provision has been made in the consolidated financial statements. In our opinion, the outcome of this dispute will not have a material effect on our financial condition and results of operations. Foreign Corrupt Practices Act Investigations In September 2013, we received a subpoena from the DOJ and in January 2014 we received a subpoena from the SEC for the production of documents relating to our business in Guinea We understand that the investigations focused on whether our activities in obtaining and retaining the Concession rights and our relationships with charitable organizations potentially violate the FCPA or U.S. anti-money laundering statutes. We have retained legal counsel to represent us in these matters and are cooperating fully with the government. On May 22, 2015 we received a letter from the DOJ closing its investigation into possible violations of the FCPA without bringing any charges against the Company. The SEC investigation has not been concluded. If violations of the FCPA occurred, we could be subject to fines, civil penalties, equitable remedies, and injunctive relief. We could also face fines, sanctions and other penalties from authorities in other jurisdictions that could affect our ability to conduct business operations in those jurisdictions. In addition, disclosure and the pendency of the investigation could adversely affect our reputation and our ability to obtain new business or retain existing business or implement our business plan, to attract and retain employees and to access the capital markets. No amounts have been accrued related to any potential fines, sanctions or other penalties. We cannot currently predict what, if any, actions may be taken by the SEC, the applicable government or other authorities or the effect any actions may have on our results of operations, financial condition, on our financial statements or on our business in Guinea and other jurisdictions. We are unable to predict when the SEC investigation will be completed, what outcome will result or what total costs we will incur in the course of the investigations. We incurred approximately $7.5 million in legal and other professional fees associated with the FCPA investigations in the year ended June 30, 2014, and another $5.2 million in the year ended June 30, 2015, for a total of $12.7 million. Until we resolve the SEC investigation we expect to incur additional legal expenses. COMMITMENTS AND CONTINGENCIES Operating Leases We lease office space under long-term operating leases with varying terms. Most of the operating leases contain renewal and purchase options. We expect that in the normal course of business, the majority of operating leases will be renewed or replaced by other leases. The following is a schedule by years of minimum future rental payments required under operating leases that have initial or remaining non-cancellable lease terms in excess of one year as of June 30, 2015 (in thousands): Years ending June 30: 2016 2017 2018 2019 2020 ​ ​ ​ ​ ​ Total minimum payments required $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Rent expense included in net loss from operations for the years ended June 30, 2015 and 2014 was $0.3 million, respectively in both years. |
QUARTERLY RESULTS (UNAUDITED)
QUARTERLY RESULTS (UNAUDITED) | 12 Months Ended |
Jun. 30, 2015 | |
QUARTERLY RESULTS (UNAUDITED) | |
QUARTERLY RESULTS (UNAUDITED) | 10. QUARTERLY RESULTS (UNAUDITED) Shown below are selected unaudited quarter data for the years ended June 30, 2015 and 2014 (in thousands, except per share data): First Quarter Second Quarter Third Quarter Fourth Quarter 2015: Depreciation $ $ $ $ General, administrative and other operating Loss from operations ) ) ) ) Net loss ) ) ) ) Basic and diluted loss per common share: $ ) $ ) $ ) $ First Quarter Second Quarter Third Quarter Fourth Quarter 2014: Depreciation $ $ $ $ General, administrative and other operating Gain on legal settlement — — — ) Gain (Loss) from operations ) ) ) Net income (loss) ) ) ) Basic and diluted income (loss) per common share: $ ) $ ) $ ) $ The sum of the individual quarterly net loss per share amounts may not agree with year-to-date net loss per share as each quarterly computation is based on the weighted average number of common shares outstanding during that period. In addition, certain potentially dilutive securities were not included in any of the quarterly computations of diluted net loss per share because to do so would have been antidilutive. |
SUPPLEMENTAL OIL AND GAS INFORM
SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED) | 12 Months Ended |
Jun. 30, 2015 | |
SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED) | |
SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED) | 11. SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED) Estimates of reserve quantities and related standardized measure of discounted net cash flows are estimates only, and are not intended to reflect realizable values or fair market values of reserves. Reserve estimates are inherently imprecise and estimates of new discoveries are more imprecise than producing oil and gas properties. Additionally, the price of oil has been very volatile and downward changes in prices can significantly affect quantities that are economically recoverable. Accordingly, estimates are expected to change as future information becomes available and these changes may be significant. Proved reserves are estimated reserves of crude oil and natural gas that geological and engineering data demonstrate with reasonable certainty to be recoverable in future years from known reservoirs under existing economic and operating conditions. Proved developed reserves are those expected to be recovered through existing wells, equipment and operating methods. The standardized measure of discounted future net cash flows are computed by applying average price for the year (with consideration of price changes only to the extent provided by contractual arrangements) to the estimated future production of proved oil and gas reserves, less estimated future expenditures (based on year-end costs) to be incurred in developing and producing the proved reserves, less estimated future income tax expenses. The estimated future net cash flows are then discounted using a rate of 10% per year to reflect the estimated timing of the future cash flows. Capitalized Costs Related to Oil and Gas Activities Aggregate capitalized costs relating to our crude oil and natural gas producing activities, including asset retirement costs and related accumulated depreciation, depletion & amortization are shown below (in thousands): United States Republic of Guinea Total June 30, 2015 Unproved properties $ — $ $ Proved properties — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — Less accumulated DD&A — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net capitalized costs $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2014 Unproved properties $ — $ $ Proved properties — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — Less accumulated DD&A — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net capitalized costs $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Costs Incurred in Oil and Gas Activities Costs incurred in connection with our crude oil and natural gas acquisition, exploration and development activities are shown below (in thousands): United States Republic of Guinea Total June 30, 2015 Property acquisition: Unproved $ — $ — $ — Exploration — Development — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total costs incurred $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2014 Property acquisition: Unproved $ — $ — $ — Exploration — ) ) Development — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total costs incurred $ — $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ During the year ended June 30, 2015, we incurred $52 thousand of exploration costs. During the year ended June 30, 2014, we incurred $0.2 million of exploration costs and additionally, our oil and gas property balance decreased by $6.8 million after reaching a lawsuit settlement with AGR that resulted in the release to AGR of excess drilling equipment and the release to us of $17.7 million of previously escrowed cash. Proved Reserves We do not hold any proved reserves as of June 30, 2015 and 2014. |
ORGANIZATION AND SIGNIFICANT 19
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2015 | |
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES | |
Principles of consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of Hyperdynamics and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The financial statements have been prepared in accordance with accounting principles generally accepted in the United States and the rules of the Securities and Exchange Commission (SEC). |
Use of estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses at the balance sheet date and for the period then ended. We believe our estimates and assumptions are reasonable; however, such estimates and assumptions are subject to a number of risks and uncertainties that may cause actual results to differ materially from such estimates. Significant estimates and assumptions underlying these financial statements include: • estimates in the calculation of share-based compensation expense, • estimates made in our income tax calculations, • estimates in the assessment of current litigation claims against the company, and • estimates and assumptions involved in our assessment of unproved oil and gas properties for impairment. We are subject to legal proceedings, claims, and liabilities that arise in the ordinary course of business. We accrue for losses when such losses are considered probable and the amounts can be reasonably estimated. |
Cash and cash equivalents | Cash and cash equivalents Cash equivalents are highly liquid investments with an original maturity of three months or less. For the years presented, we maintained all of our cash in bank deposit accounts which, at times, exceed the federally insured limits. |
Joint interest receivable and allowance for doubtful accounts | Joint interest receivable and allowance for doubtful accounts We establish provisions for losses on accounts receivable if we determine that we will not collect all or part of the outstanding balance. Accounts receivable are written down to reflect our best estimate of realizability based upon known specific analysis, historical experience, and other currently available evidence of the net collectible amount. There is no allowance for doubtful accounts as of June 30, 2015 or 2014. At June 30, 2015, all of our accounts receivable balance was related to joint interest billings to Tullow and Dana who own 40% and 23% participating interests, respectively in the Concession. |
Oil and Gas Properties | Oil and Gas Properties Full-Cost Method We account for oil and natural gas producing activities using the full-cost method of accounting as prescribed by the SEC. Accordingly, all costs incurred in the acquisition, exploration, and development of oil and natural gas properties, including the costs of abandoned properties, dry holes, geophysical costs and annual lease rentals are capitalized. All selling, general and administrative corporate costs unrelated to drilling activities are expensed as incurred. Sales or other dispositions of oil and natural gas properties are accounted for as adjustments to capitalized costs, with no gain or loss recorded unless the ratio of capitalized costs to proved reserves would significantly change, or to the extent that the sale proceeds exceed our capitalized costs. Depletion of evaluated oil and natural gas properties would be computed on the units of production method based on proved reserves. The net capitalized costs of proved oil and natural gas properties are subject to quarterly impairment tests. Costs Excluded from Amortization Costs associated with unproved properties are excluded from amortization until it is determined whether proved reserves can be assigned to the properties. We review our unproved properties at the end of each quarter to determine whether the costs incurred should be transferred to the amortization base. We assess unproved property on a quarterly basis for possible impairment or reduction in value. We assess properties on an individual basis or as a group if properties are individually insignificant. The assessment includes consideration of the following factors, among others: intent to drill; remaining lease term under our concession; geological and geophysical evaluations; drilling results and activity; the assignment of proved reserves; and the economic viability of development if proved reserves are assigned. We assess our unproved properties on a country-by-country basis. During any period in which these factors indicate an impairment, the adjustment is recorded through earnings of the period. Full-Cost Ceiling Test At the end of each quarterly reporting period, the capitalized costs less accumulated amortization and deferred income taxes shall not exceed an amount equal to the sum of the following items: (i) the present value of estimated future net revenues of oil and gas properties (including future development and abandonment costs of wells to be drilled) using prices based on the preceding 12-months' average price based on closing prices on the first day of each month, or prices defined by existing contractual arrangements, discounted at 10%, (ii) the cost of properties not being amortized, and (iii) the lower of cost or estimated fair value of unproved properties included in the costs being amortized, less related income tax effects ("Full-Cost Ceiling Test"). The calculation of the Full-Cost Ceiling Test is based on estimates of proved reserves. There are numerous uncertainties inherent in estimating quantities of proved reserves and in projecting the future rates of production, timing, and plan of development. The accuracy of any reserves estimate is a function of the quality of available data and of engineering and geological interpretation and judgment. Results of drilling, testing, and production subsequent to the date of the estimate may justify revision of such estimates. Accordingly, reserves estimates are often different from the quantities of oil and natural gas that are ultimately recovered. We have no proved reserves. We recognized no Full-Cost Ceiling test write-downs in the year ended June 30, 2015 and 2014. |
Property and Equipment, other than Oil and Gas | Property and Equipment, other than Oil and Gas Property and equipment are stated on the basis of historical cost less accumulated depreciation. Depreciation is provided using the straight-line method over the estimated useful lives of the assets, generally three to five years. |
Provision for Impairments of Long-lived Assets | Provision for Impairments of Long-lived Assets Long-lived assets are reviewed for impairment annually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Impairment loss recognized is the excess of the carrying amount over the fair value of the asset. Any impairment charge is recorded through current period earnings. We recognized no impairment charges in the years ended June 30, 2015, 2014 or 2013, respectively. |
Income Taxes | Income Taxes We account for income taxes in accordance with FASB Accounting Standards Codification ("ASC") 740, "Income Taxes," which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the tax and financial reporting basis of assets and liabilities and for loss and credit carryforwards. Valuation allowances are provided when recovery of deferred tax assets is not considered likely. Tax benefits are recognized only for tax positions that are more likely than not to be sustained upon examination by tax authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely to be realized upon ultimate settlement. Unrecognized tax benefits are tax benefits claimed in our tax returns that do not meet these recognition and measurement standards. For the year ended June, 30, 2015 the Company has unrecognized tax benefits totaling $5.5 million. Our policy is to recognize potential accrued interest and penalties related to unrecognized tax benefits within income tax expense. For the years ended June 30, 2015, 2014 and 2013, we did not recognize any interest or penalties in our consolidated statement of operations, nor did we have any interest or penalties accrued on our consolidated balance sheet at June 30, 2015 and 2014 relating to unrecognized benefits. The tax years 2010-2014 remain open to examination for federal income tax purposes and by the other major taxing jurisdictions to which we are subject. |
Stock-Based Compensation | Stock-Based Compensation ASC 718, "Compensation-Stock Compensation" requires recognition in the financial statements of the cost of employee services received in exchange for an award of equity instruments over the period the employee is required to perform the services in exchange for the award (presumptively the vesting period). We measure the cost of employee services received in exchange for an award based on the grant-date fair value of the award. We account for non-employee share-based awards based upon ASC 505-50, "Equity-Based Payments to Non-Employees." |
Earnings per share | Earnings Per Share Basic loss per common share has been computed by dividing net loss by the weighted average number of shares of common stock outstanding during each period. In a period of earnings, diluted earnings per common share are calculated by dividing net income available to common shareholders by weighted-average common shares outstanding during the period plus weighted-average dilutive potential common shares. Diluted earnings per share calculations assume, as of the beginning of the period, exercise of stock options and warrants using the treasury stock method. All potential dilutive securities, including potentially dilutive options, warrants and convertible securities, if any, were excluded from the computation of dilutive net loss per common share for the years ended June 30, 2015, 2014 and 2013, respectively, as their effects are antidilutive due to our net loss for those periods. Stock options to purchase approximately 1.2 million common shares at an average exercise price of $7.43 and warrants to purchase approximately 0.03 million shares of common stock at an average exercise price of $12.64 were outstanding at June 30, 2015. Using the treasury stock method, had we had net income, approximately four hundred common shares attributable to our outstanding stock options would have been included in the fully diluted earnings per share for the year ended June 30, 2015. There would have been no dilution attributable to our outstanding warrants to purchase common shares. Had we had net income, approximately four thousand common shares attributable to our restricted stock awards would have been included in the fully diluted earnings per share for the year ended June 30, 2015. Stock options to purchase approximately 1.4 million common shares at an average exercise price of $8.76 and warrants to purchase approximately 30 thousand shares of common stock at an average exercise price of $11.69 were outstanding at June 30, 2014. Using the treasury stock method, had we had net income, approximately one thousand common shares attributable to our outstanding stock options would have been included in the fully diluted earnings per share calculation for the year ended June 30, 2014. There would have been no dilution attributable to our outstanding warrants to purchase common shares. Had we had net income, approximately twenty-one thousand common shares attributable to restricted stock awards would have been included in the fully diluted earnings per share for the year ended June 30, 2014. |
Contingencies | Contingencies We are subject to legal proceedings, claims and liabilities. We accrue for losses associated with legal claims when such losses are probable and can be reasonably estimated. These accruals are adjusted as additional information becomes available or circumstances change. Legal fees are charged to expense as they are incurred. See Note 9 for more information on legal proceedings. |
Accumulated Other Comprehensive Income (Loss), net of tax | Accumulated Other Comprehensive Income (Loss), net of tax We follow the provisions of ASC 220, "Comprehensive Income", which establishes standards for reporting comprehensive income. In addition to net income (loss), comprehensive income (loss) includes all changes to equity during a period, except those resulting from investments and distributions to the owners of the Company. At June 30, 2015 and 2014, we had a balance in "Accumulated other comprehensive loss, net of income tax" on the consolidated balance sheet of zero. Total comprehensive loss was $13.4 million and $17.0 million in fiscal year 2015 and 2014, respectively. |
Financial instruments | Financial instruments The accounting standards (ASC 820, "Fair Value Measurements and Disclosures") regarding fair value of financial instruments and related fair value measurements define fair value, establish a three-level valuation hierarchy for disclosures of fair value measurement, and enhance disclosure requirements for fair value measures. The three levels are defined as follows: • Level 1—inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2—inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. • Level 3—inputs to the valuation methodology are unobservable and significant to the fair value measurement. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The carrying values of cash and cash equivalents, accounts receivable—joint interest and accounts payable approximate fair value. Available-for-sale securities, which consist entirely of Corporate Debt securities, were valued at the closing price reported in the active market in which the security was traded. As of June 30, 2014, there were no remaining investments on hand. |
Foreign currency gains and losses from current operations | Foreign currency gains and losses from current operations In accordance with ASC Topic 830, Foreign Currency Matters , the functional currency of our international subsidiaries is the U.S. Dollar. Gains and losses from foreign currency transactions arising from operating assets and liabilities are included in general, administrative and other operating expense, have not been significant. Net foreign currency transaction gains (losses) were ($0.1) million and ($0.6) million for the years ended June 30, 2015 and 2014, respectively. |
Subsequent events | Subsequent Events The Company evaluated all subsequent events from June 30, 2015 through the date of issuance of these financial statements. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
PROPERTY AND EQUIPMENT | |
Summary of property and equipment | June 30, Useful Life (in thousands) 2015 2014 Computer equipment and software 3 years $ $ Office equipment and furniture 5 years Leasehold improvements 3 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Cost Less—Accumulated depreciation ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
INVESTMENT IN OIL AND GAS PRO21
INVESTMENT IN OIL AND GAS PROPERTIES (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Investments in oil and gas properties | |
Schedule of total capitalized costs of oil and gas properties | Aggregate capitalized costs relating to our crude oil and natural gas producing activities, including asset retirement costs and related accumulated depreciation, depletion & amortization are shown below (in thousands): United States Republic of Guinea Total June 30, 2015 Unproved properties $ — $ $ Proved properties — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — Less accumulated DD&A — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net capitalized costs $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2014 Unproved properties $ — $ $ Proved properties — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — Less accumulated DD&A — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net capitalized costs $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of allocation of revenue after recovery cost of operations | Daily production (b/d) Guinea Share Contractor Share From 0 to 2,000 % % From 2,001 to 5,000 % % From 5,001 to 100,000 % % Over 100,001 % % |
Guinea concession | |
Investments in oil and gas properties | |
Schedule of total capitalized costs of oil and gas properties | The following table provides detail of total capitalized costs for our Guinea Concession as of June 30, 2015 and 2014 (in thousands): June 30, 2015 June 30, 2014 Oil and Gas Properties: Unproved oil and gas Properties $ $ Other Equipment Costs — — ​ ​ ​ ​ ​ ​ ​ ​ Unproved properties not subject to amortization $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
ACCOUNTS PAYABLE AND ACCRUED 22
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | |
Summary of accounts payable and accrued expenses | Accounts payable and accrued expenses as of June 30, 2015 and 2014 include the following (in thousands): 2015 2014 Accounts payable—trade and oil and gas exploration activities $ $ Accounts payable—joint interest partner share of legal settlement — Accounts payable—legal costs Accrued payroll ​ ​ ​ ​ ​ ​ ​ ​ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
INCOME TAXES | |
Components of deferred tax assets | Components of deferred tax assets as of June 30, 2015 and 2014 are as follows (in thousands): 2015 2014 Current deferred tax assets: Other current deferred tax assets $ — $ — ​ ​ ​ ​ ​ ​ ​ ​ Total current temporary differences — — Less: valuation allowance — — ​ ​ ​ ​ ​ ​ ​ ​ Net current deferred tax assets $ — $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-current deferred tax assets Stock compensation $ $ Property and Equipment Oil and gas properties Capital loss ​ ​ ​ ​ ​ ​ ​ ​ Total non-current deferred tax assets $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-current deferred tax liabilities Property and Equipment — — ​ ​ ​ ​ ​ ​ ​ ​ Net operating losses ​ ​ ​ ​ ​ ​ ​ ​ Less: valuation allowance ) ) ​ ​ ​ ​ ​ ​ ​ ​ Net non-current deferred tax assets (liabilities) $ — $ — ​ ​ ​ ​ ​ ​ ​ ​ |
Reconciliation of actual taxes | A reconciliation of the actual taxes to the U.S. statutory tax rate for the years ended June 30, 2015 and 2014 is as follows (in thousands): 2015 2014 Income tax (benefit) at the statutory federal rate (35%) $ ) $ ) Increase (decrease) resulting from nondeductible stock compensation Foreign Rate Differential Other, net Change in valuation allowance ​ ​ ​ ​ ​ ​ ​ ​ Net income tax expense $ — $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of activity related to gross unrecognized tax benefits | The following table summarizes the activity related to our gross unrecognized tax benefits from July 1, 2013 to June 30, 2015 (in thousands): Federal, State and Foreign Tax (In thousands) Balance at July 1, 2013 $ ​ ​ ​ ​ ​ Additions to tax positions related to the current year — Additions to tax positions related to prior years — Statute expirations — ​ ​ ​ ​ ​ Balance at June 30, 2014 $ ​ ​ ​ ​ ​ Additions to tax positions related to the current year — Additions to tax positions related to prior years — Statute expirations — ​ ​ ​ ​ ​ Balance at June 30, 2015 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
SHARE-BASED COMPENSATION | |
Schedule of information about options | 2015 2014 Number of options granted Compensation expense recognized $ $ Compensation cost capitalized — — Weighted average grant-date fair value of options outstanding $ $ |
Schedule of significant assumptions used to compute the fair market values of employee and director stock options granted | 2015 2014 Risk-free interest rate 0.07 - 0.93% 0.08 - 0.95% Dividend yield 0% 0% Volatility factor 65 - 216% 74 - 125% Expected life (years) 0.5 - 2.875 0.5 - 3.25 |
Summary of employee stock options issued and outstanding | Options Weighted Average Share Price Aggregate intrinsic value Weighted average remaining contractual life (years) Options outstanding at July 1, 2013 $ $ Granted Exercised — — Forfeited ) Expired ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Options outstanding at June 30, 2014 $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Granted Exercised — — Forfeited ) Expired ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Options outstanding at June 30, 2015 $ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Options exercisable at June 30, 2015 $ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of stock options outstanding and exercisable | Options outstanding and exercisable as of June 30, 2015 Exercise Price Outstanding Number of Shares Remaining Life Exercisable Number of Shares $0.90 - 4.00 1 year $0.90 - 4.00 3 years $0.90 - 4.00 4 years $0.90 - 4.00 5 years — $4.01 - 10.00 1 year $4.01 - 10.00 2 years $4.01 - 10.00 3 years $4.01 - 10.00 5 years $10.01 - 20.00 1 year $10.01 - 20.00 2 years $10.01 - 20.00 5 years $20.01 - 30.00 1 year $20.01 - 30.00 2 years $20.01 - 30.00 5 years $30.01 - 40.00 1 year $30.01 - 40.00 6 years $40.01 - 50.00 1 year $40.01 - 50.00 6 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Options outstanding and exercisable as of June 30, 2014 Exercise Price Outstanding Number of Shares Remaining Life Exercisable Number of Shares $1.92 - 4.00 1 year $1.92 - 4.00 5 years $4.01 - 10.00 1 year $4.01 - 10.00 3 years $4.01 - 10.00 6 years $10.01 - 20.00 1 year $10.01 - 20.00 6 years $20.01 - 30.00 6 year $30.01 - 40.00 2 years $30.01 - 40.00 7 years $40.01 - 50.00 7 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary information regarding employee and director restricted stock issued and outstanding | Options Weighted Average Grant Price Balance at July 1, 2014 $ Granted — — Vested — — Forfeited ) Expired — — ​ ​ ​ ​ ​ ​ ​ ​ Balance at June 30, 2015 — $ — ​ ​ ​ ​ ​ ​ ​ ​ Vested at June 30, 2015 — $ — ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of common stock warrants issued and outstanding | Warrants Weighted Average Share Price Aggregate intrinsic value Weighted average remaining contractual life(years) Outstanding at year ended June 30, 2013 $ $ — Granted — — Exercised — — Expired ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at year ended June 30, 2014 $ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Granted — — Exercised — — Expired ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at year ended June 30, 2015 $ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of warrants outstanding and exercisable | Warrants outstanding and exercisable as of June 30, 2015 Exercise Price Outstanding Number of Shares Remaining Life Exercisable Number of Shares $ 0.30 year ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Warrants outstanding and exercisable as of June 30, 2014 Exercise Price Outstanding Number of Shares Remaining Life Exercisable Number of Shares $ 1 year $ 1 year ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
COMMITMENTS AND CONTINGENCIES | |
Schedule by years of minimum future rental payments required under operating leases that have initial or remaining noncancellable lease terms in excess of one year | The following is a schedule by years of minimum future rental payments required under operating leases that have initial or remaining non-cancellable lease terms in excess of one year as of June 30, 2015 (in thousands): Years ending June 30: 2016 2017 2018 2019 2020 ​ ​ ​ ​ ​ Total minimum payments required $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
QUARTERLY RESULTS (UNAUDITED) (
QUARTERLY RESULTS (UNAUDITED) (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
QUARTERLY RESULTS (UNAUDITED) | |
QUARTERLY RESULTS (UNAUDITED) | Shown below are selected unaudited quarter data for the years ended June 30, 2015 and 2014 (in thousands, except per share data): First Quarter Second Quarter Third Quarter Fourth Quarter 2015: Depreciation $ $ $ $ General, administrative and other operating Loss from operations ) ) ) ) Net loss ) ) ) ) Basic and diluted loss per common share: $ ) $ ) $ ) $ First Quarter Second Quarter Third Quarter Fourth Quarter 2014: Depreciation $ $ $ $ General, administrative and other operating Gain on legal settlement — — — ) Gain (Loss) from operations ) ) ) Net income (loss) ) ) ) Basic and diluted income (loss) per common share: $ ) $ ) $ ) $ |
SUPPLEMENTAL OIL AND GAS INFO27
SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED) | |
Schedule of total capitalized costs of oil and gas properties | Aggregate capitalized costs relating to our crude oil and natural gas producing activities, including asset retirement costs and related accumulated depreciation, depletion & amortization are shown below (in thousands): United States Republic of Guinea Total June 30, 2015 Unproved properties $ — $ $ Proved properties — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — Less accumulated DD&A — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net capitalized costs $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2014 Unproved properties $ — $ $ Proved properties — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — Less accumulated DD&A — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net capitalized costs $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of costs incurred in oil and gas, exploration and development activities | Costs incurred in connection with our crude oil and natural gas acquisition, exploration and development activities are shown below (in thousands): United States Republic of Guinea Total June 30, 2015 Property acquisition: Unproved $ — $ — $ — Exploration — Development — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total costs incurred $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2014 Property acquisition: Unproved $ — $ — $ — Exploration — ) ) Development — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total costs incurred $ — $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
ORGANIZATION AND SIGNIFICANT 28
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Details) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015USD ($)subsidiary | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) | |
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES | |||
Number of wholly-owned subsidiaries | subsidiary | 2 | ||
Cash | $ 18,374 | $ 35,270 | $ 26,468 |
Current liabilities | 1,700 | ||
Other commitments | $ 0 |
ORGANIZATION AND SIGNIFICANT 29
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Details 2) $ in Millions | 1 Months Ended | 12 Months Ended | 24 Months Ended | |||
Feb. 29, 2012itemm | Jun. 30, 2015USD ($)m | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Dec. 31, 2012 | Dec. 30, 2012 | |
Foreign Corrupt Practices Act Investigations | ||||||
Status of our Business | ||||||
Legal and other professional fees | $ 5.2 | $ 7.5 | $ 12.7 | |||
Guinea concession | ||||||
Status of our Business | ||||||
Ownership interest (as a percent) | 37.00% | 37.00% | 37.00% | 77.00% | ||
Threshold gross expenditure cap for well to be paid by the entity | $ 100 | $ 100 | ||||
Period for resumption of operations and to enter into necessary contracts | 6 months | |||||
Notice period required for further extension period for completion of well in process | 2 years | |||||
Minimum depth to be reached to satisfy work requirement | m | 2,500 | |||||
Gross expenditure for an ultra-deepwater exploration well to be paid by Tullow as additional consideration | $ 100 | $ 100 | ||||
Maximum period of time over which current available liquidity could be exhausted | 12 months | |||||
Guinea concession | Maximum | ||||||
Status of our Business | ||||||
Further extension period for completion of well in process | 1 year | |||||
Further extension period to allow the completion of an appraisal of any discovery made | 2 years | |||||
Guinea concession | Tullow Guinea Ltd | ||||||
Status of our Business | ||||||
Ownership interest sold (as a percent) | 40.00% | |||||
Guinea concession | Dana | ||||||
Status of our Business | ||||||
Ownership interest (as a percent) | 23.00% | 23.00% | ||||
Guinea concession | Tullow Guinea Ltd | ||||||
Status of our Business | ||||||
Ownership interest (as a percent) | 40.00% | 40.00% | 40.00% | |||
Sabu-1 well | ||||||
Status of our Business | ||||||
Number of exploratory wells drilled | item | 1 | |||||
Planned total depth of drilled well reached | m | 2,891 |
ORGANIZATION AND SIGNIFICANT 30
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Details 3) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015USD ($)bbl | Jun. 30, 2014USD ($) | |
Joint interest receivable and allowance for doubtful accounts | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
Oil and Gas Properties | ||
Gain or loss recorded for oil and natural gas properties | $ 0 | |
Average period over which oil and natural gas price is based to derive future net revenue | 12 months | |
Discount percentage | 10.00% | |
Proved reserves | bbl | 0 | |
Amortization of proved oil and gas properties subject to the full-cost ceiling test | $ 0 | $ 0 |
ORGANIZATION AND SIGNIFICANT 31
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Details 4) | 12 Months Ended |
Jun. 30, 2015 | |
Minimum | |
Property and Equipment, other than Oil and Gas | |
Estimated useful lives of the assets | 3 years |
Maximum | |
Property and Equipment, other than Oil and Gas | |
Estimated useful lives of the assets | 5 years |
ORGANIZATION AND SIGNIFICANT 32
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Details 5) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Provision for Impairments of Long-lived Assets | |||
Impairment charges | $ 0 | $ 0 | $ 0 |
Income Taxes | |||
Unrecognized tax benefits | $ 5,485 | $ 5,485 | $ 5,485 |
ORGANIZATION AND SIGNIFICANT 33
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Details 6) - $ / shares | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Earnings Per Share | |||
Average exercise price of warrants (in dollars per share) | $ 12.64 | $ 11.69 | |
If net income had been earned | |||
Earnings Per Share | |||
Warrants to purchase common shares included in fully diluted earnings per share | 0 | 0 | |
Stock options | |||
Earnings Per Share | |||
Potentially dilutive securities excluded from the computation of dilutive net loss per common share | 1,200,000 | 1,400,000 | |
Warrants | |||
Earnings Per Share | |||
Potentially dilutive securities excluded from the computation of dilutive net loss per common share | 30,000 | 30,000 | |
Stock options | |||
Earnings Per Share | |||
Average exercise price of common stock (in dollars per share) | $ 7.43 | $ 8.76 | $ 13.12 |
Stock options | If net income had been earned | |||
Earnings Per Share | |||
Common shares included in fully diluted earnings per share | 400 | 1,000 | |
Unvested restricted stock awards | If net income had been earned | |||
Earnings Per Share | |||
Common shares included in fully diluted earnings per share | 4,000 | 21,000 |
ORGANIZATION AND SIGNIFICANT 34
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Details 7) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Net of Tax Value | ||
Reclassification adjustment for realized losses included in net loss | $ 0 | $ 69 |
Total comprehensive loss | $ 13,392 | $ 17,023 |
ORGANIZATION AND SIGNIFICANT 35
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Details 8) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Financial instruments | ||
Investments on hand | $ 0 | |
Foreign currency gains and losses from current operations | ||
Net foreign currency transaction gains (losses) | $ (100) | $ (600) |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Property and equipment | |||
Total Cost | $ 2,143 | $ 2,183 | |
Less - Accumulated depreciation | (1,983) | (1,785) | |
Property and equipment, net | 160 | 398 | |
Impairments of property and equipment | 0 | 0 | $ 0 |
Computer equipment and software | |||
Property and equipment | |||
Total Cost | $ 1,302 | 1,324 | |
Useful Life | 3 years | ||
Office equipment and furniture | |||
Property and equipment | |||
Total Cost | $ 307 | 330 | |
Useful Life | 5 years | ||
Leasehold improvements | |||
Property and equipment | |||
Total Cost | $ 534 | $ 529 | |
Useful Life | 3 years |
INVESTMENT IN OIL AND GAS PRO37
INVESTMENT IN OIL AND GAS PROPERTIES (Details) | Dec. 31, 2012USD ($) | Mar. 25, 2010USD ($)mi²km²$ / km²m | Dec. 31, 2009 | Sep. 30, 2013 | Feb. 29, 2012m | Jun. 30, 2015USD ($)km²bbl / dmbbl | Jun. 30, 2013USD ($)bbl | Jun. 30, 2014USD ($) | Dec. 30, 2012 | May. 31, 2010 |
Investments in oil and gas properties | ||||||||||
Reserves | bbl | 0 | |||||||||
Oil and Gas Properties: | ||||||||||
Unproved Oil and Gas Properties | $ 14,311,000 | $ 14,259,000 | ||||||||
Unproved properties not subject to amortization | $ 14,311,000 | 14,259,000 | ||||||||
Guinea concession | ||||||||||
Investments in oil and gas properties | ||||||||||
Ownership interest in Guinea Concession (as a percent) | 37.00% | 37.00% | 77.00% | |||||||
Contract area retained (in square kilometers/square miles) | 9,650 | |||||||||
Contract area retained as percentage of original contract area | 30.00% | |||||||||
Relinquishment of contract area retained as percentage of original contract area | 70.00% | |||||||||
Contract area retained as percentage of original contract area, required to be relinquished under PSC | 25.00% | |||||||||
Current contract area | km² | 18,750 | |||||||||
Minimum depth to be reached to satisfy work requirement | m | 2,500 | |||||||||
Guinea's share of cost and profit oil (as a percent) | 62.50% | |||||||||
Annual training budget to be established, for the benefit of Guinea's oil industry personnel | $ 200,000 | |||||||||
Annual surface tax, obligated to pay (in dollars per square kilometers) | $ / km² | 2 | |||||||||
Royalty interest to Guinea as percentage of production | 10.00% | |||||||||
Percentage of revenue after royalty | 90.00% | |||||||||
Guinea's share in revenue, during the first production, after recovery cost of operations (as a percent) | 75.00% | |||||||||
Contractor share in revenue, during the first production, after recovery cost of operations (as a percent) | 25.00% | |||||||||
Gross expenditure for an ultra-deepwater exploration well to be paid by Tullow as additional consideration | $ 100,000,000 | |||||||||
Gross expenditure for an appraisal well to be paid by Tullow as additional consideration | 100,000,000 | |||||||||
Threshold gross expenditure cap for well to be paid by the entity | $ 100,000,000 | |||||||||
Period through which additional consideration is to be paid by Tullow | 90 days | |||||||||
Transaction costs | $ 3,300,000 | |||||||||
Reserves | bbl | 0 | |||||||||
Properties subject to the Full-Cost Ceiling Test and written-down, amount | $ 116,800,000 | |||||||||
Oil and Gas Properties: | ||||||||||
Unproved Oil and Gas Properties | $ 14,311,000 | 14,259,000 | ||||||||
Unproved properties not subject to amortization | 14,311,000 | $ 14,259,000 | ||||||||
Increase (decrease) in property balance as a result of additional geological and geophysical costs | $ 52,000,000 | |||||||||
Guinea concession | Dana | ||||||||||
Investments in oil and gas properties | ||||||||||
Ownership interest sold (as a percent) | 23.00% | |||||||||
Guinea concession | Tullow Guinea Ltd | ||||||||||
Investments in oil and gas properties | ||||||||||
Ownership interest sold (as a percent) | 40.00% | |||||||||
Consideration of sale of interest in PSC | $ 27,000,000 | |||||||||
Guinea concession | Dana | ||||||||||
Investments in oil and gas properties | ||||||||||
Ownership interest in Guinea Concession (as a percent) | 23.00% | |||||||||
Guinea concession | Tullow Guinea Ltd | ||||||||||
Investments in oil and gas properties | ||||||||||
Ownership interest in Guinea Concession (as a percent) | 40.00% | 40.00% | ||||||||
Guinea concession | Minimum | ||||||||||
Investments in oil and gas properties | ||||||||||
Depth below seabed required to be drilled of an exploration well (in meters) | m | 2,500 | |||||||||
Expenditure required on each exploration well | $ 15,000,000 | |||||||||
Aggregate expenditure required on exploration wells | $ 30,000,000 | |||||||||
Area of 3D seismic required to be acquired (in square kilometers) | km² | 2,000 | |||||||||
Expenditure on acquisition of 3D seismic required to be acquired | $ 12,000,000 | |||||||||
Oil and Gas Properties: | ||||||||||
Period over which evaluation activities of unproved properties are expected to be completed | 1 year | |||||||||
Guinea concession | Maximum | ||||||||||
Investments in oil and gas properties | ||||||||||
Extension of exploration period allowable to allow the completion of a well in process | 1 year | |||||||||
Extension of exploration period allowable to allow the completion of appraisal of discovery made | 2 years | |||||||||
Guinea's participating interest in development of discovery as percentage of costs | 15.00% | |||||||||
Oil and Gas Properties: | ||||||||||
Period over which evaluation activities of unproved properties are expected to be completed | 2 years | |||||||||
Guinea concession | From 0 to 2,000 | ||||||||||
Investments in oil and gas properties | ||||||||||
Guinea's share in revenue, after recovery cost of operations (as a percent) | 25.00% | |||||||||
Contractor share in revenue, after recovery cost of operations (as a percent) | 75.00% | |||||||||
Guinea concession | From 0 to 2,000 | Minimum | ||||||||||
Investments in oil and gas properties | ||||||||||
Daily production (in barrels per day) | bbl / d | 0 | |||||||||
Guinea concession | From 0 to 2,000 | Maximum | ||||||||||
Investments in oil and gas properties | ||||||||||
Daily production (in barrels per day) | bbl / d | 2,000 | |||||||||
Guinea concession | From 2,001 to 5,000 | ||||||||||
Investments in oil and gas properties | ||||||||||
Guinea's share in revenue, after recovery cost of operations (as a percent) | 30.00% | |||||||||
Contractor share in revenue, after recovery cost of operations (as a percent) | 70.00% | |||||||||
Guinea concession | From 2,001 to 5,000 | Minimum | ||||||||||
Investments in oil and gas properties | ||||||||||
Daily production (in barrels per day) | bbl / d | 2,001 | |||||||||
Guinea concession | From 2,001 to 5,000 | Maximum | ||||||||||
Investments in oil and gas properties | ||||||||||
Daily production (in barrels per day) | bbl / d | 5,000 | |||||||||
Guinea concession | From 5,001 to 100,000 | ||||||||||
Investments in oil and gas properties | ||||||||||
Guinea's share in revenue, after recovery cost of operations (as a percent) | 41.00% | |||||||||
Contractor share in revenue, after recovery cost of operations (as a percent) | 59.00% | |||||||||
Guinea concession | From 5,001 to 100,000 | Minimum | ||||||||||
Investments in oil and gas properties | ||||||||||
Daily production (in barrels per day) | bbl / d | 5,001 | |||||||||
Guinea concession | From 5,001 to 100,000 | Maximum | ||||||||||
Investments in oil and gas properties | ||||||||||
Daily production (in barrels per day) | bbl / d | 100,000 | |||||||||
Guinea concession | Over 100,001 | ||||||||||
Investments in oil and gas properties | ||||||||||
Guinea's share in revenue, after recovery cost of operations (as a percent) | 60.00% | |||||||||
Contractor share in revenue, after recovery cost of operations (as a percent) | 40.00% | |||||||||
Guinea concession | Over 100,001 | Minimum | ||||||||||
Investments in oil and gas properties | ||||||||||
Daily production (in barrels per day) | bbl / d | 100,001 | |||||||||
Sabu-1 well | Minimum | ||||||||||
Investments in oil and gas properties | ||||||||||
Depth below seabed required to be drilled of an exploration well (in meters) | m | 2,500 |
INVESTMENTS (Details)
INVESTMENTS (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | |
INVESTMENTS | |||
Purchase of securities classified as available-for-sale | $ 15.5 | ||
Investments at the end of the period | $ 0 | $ 0 | |
Held-to-maturity securities, fair value | $ 0 | $ 0 |
ACCOUNTS PAYABLE AND ACCRUED 39
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | ||
Accounts payable - trade and oil and gas exploration activities | $ 1,157 | $ 998 |
Accounts payable - joint interest partner share of legal settlement | 1,890 | |
Accounts payable - legal costs | 342 | 2,492 |
Accrued payroll | 169 | 282 |
Accounts payable and accrued expenses | $ 1,668 | $ 5,662 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Non-current deferred tax assets | ||
Stock compensation | $ 2,389 | $ 2,276 |
Property and Equipment | 164 | 55 |
Oil and gas properties | 16,503 | 16,277 |
Capital loss | 144 | 167 |
Total non-current deferred tax assets | 19,200 | 18,775 |
Net operating losses | 34,128 | 31,943 |
Total | 53,328 | 50,718 |
Less: valuation allowance | (53,328) | (50,718) |
Net non-current deferred tax assets (liabilities) | $ 0 | $ 0 |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2013 | Jun. 30, 2001 | Jan. 14, 1998 | |
Components of deferred tax assets | ||||
Net operating loss carryforwards | $ 110,000,000 | |||
Excess tax benefits related to stock compensation | 2,200,000 | |||
Amount of net operating losses carryforwards, prior to ownership change | $ 3,313,000 | $ 949,000 | ||
Net operating losses carryforwards per year | $ 784,000 | $ 151,000 | ||
Net operating losses removed due to restructuring | $ 13,200,000 | |||
SCS | ||||
Components of deferred tax assets | ||||
Deferred income tax asset | 0 | |||
Differences in profit between book and tax basis | $ 118,000,000 |
INCOME TAXES (Details 3)
INCOME TAXES (Details 3) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Reconciliation of the actual taxes | ||
Statutory federal rate (as a percent) | 35.00% | |
Income tax (benefit) at the statutory federal rate (35%) | $ (4,687) | $ (5,991) |
Increase (decrease) resulting from nondeductible stock compensation | 172 | 120 |
Foreign Rate Differential | 1,885 | 5,619 |
Other, net | 21 | 220 |
Change in valuation allowance | 2,609 | 32 |
Net income tax expense | $ 0 | $ 0 |
INCOME TAXES (Details 4)
INCOME TAXES (Details 4) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Summary of activity related to gross unrecognized tax benefits | ||
Balance at the beginning of the period | $ 5,485 | $ 5,485 |
Balance at the end of the period | $ 5,485 | $ 5,485 |
INCOME TAXES (Details 5)
INCOME TAXES (Details 5) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
INCOME TAXES | ||
Unrecognized tax benefits that, if recognized, would affect our effective tax rate | $ 5,485 | $ 5,485 |
SHAREHOLDERS' EQUITY (Details)
SHAREHOLDERS' EQUITY (Details) - USD ($) $ in Millions | May. 16, 2013 | Jun. 30, 2015 | Jun. 30, 2014 |
Common Stock Issuances | |||
Options exercised (in shares) | 0 | 0 | |
Common Stock | |||
Common Stock Issuances | |||
Number of shares issued to a former employee as part of a severance agreement | 84,375 | ||
Fair value of shares issued to a former employee as part of a severance agreement | $ 0.4 | ||
Period during which sale of shares issued for severance is restricted | 6 months | ||
Number of shares issued under the severance agreement eligible for sale after the first 6 months | 37,500 | ||
Number of remaining shares issued under the severance agreement eligible for sale after 12 months from the issuance date | 46,875 | ||
Period from the issuance date after which remaining stock issued under the severance agreement is eligible for sale | 12 months |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details) | Feb. 18, 2010plan | Jun. 30, 2015USD ($)$ / sharesshares | Jun. 30, 2014USD ($)$ / sharesshares | Jun. 30, 2013USD ($)$ / sharesshares |
Stock options and warrants | ||||
Number of stock award plans prior to the adoption of 2010 plan | plan | 2 | |||
Options | ||||
Exercised (in shares) | 0 | 0 | ||
Restricted Stock | ||||
Forfeited (in shares) | (21,030) | |||
Weighted Average Grant Price | ||||
Forfeited (in dollars per share) | $ / shares | $ 4.12 | |||
Stock options | ||||
Options granted to employees and directors | ||||
Number of options granted (in shares) | 476,106 | 372,086 | ||
Compensation expense recognized | $ | $ 643,980 | $ 481,426 | ||
Weighted average grant-date fair value of options outstanding (in dollars per share) | $ / shares | $ 5.13 | $ 5.88 | ||
Significant assumptions used to compute the fair market values | ||||
Risk-free interest rate, low end of range (as a percent) | 0.07% | 0.08% | ||
Risk-free interest rate, high end of range (as a percent) | 0.93% | 0.95% | ||
Dividend yield (as a percent) | 0.00% | 0.00% | ||
Volatility factor, low end of range (as a percent) | 65.00% | 74.00% | ||
Volatility factor, high end of range (as a percent) | 216.00% | 125.00% | ||
Options | ||||
Outstanding at the beginning of the period (in shares) | 1,441,727 | 1,361,509 | ||
Granted (in shares) | 476,106 | 372,086 | ||
Forfeited (in shares) | (517,853) | (92,100) | ||
Expired (in shares) | (218,026) | (199,768) | ||
Outstanding at the end of the period (in shares) | 1,181,954 | 1,441,727 | 1,361,509 | |
Options exercisable at end of period (in shares) | 754,136 | |||
Weighted Average Share Price | ||||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 8.76 | $ 13.12 | ||
Granted (in dollars per share) | $ / shares | 1.40 | 3.30 | ||
Forfeited (in dollars per share) | $ / shares | 4.21 | 18.78 | ||
Expired (in dollars per share) | $ / shares | 10.71 | 23.66 | ||
Outstanding at the end of the period (in dollars per share) | $ / shares | 7.43 | $ 8.76 | $ 13.12 | |
Options exercisable at end of period (in dollars per share) | $ / shares | $ 10.95 | |||
Aggregate intrinsic value | ||||
Outstanding at the end of the period | $ | $ 8,327 | $ 52,277 | ||
Weighted average remaining contractual term (years) | ||||
Outstanding at the end of the period | 3 years 4 months 21 days | 3 years 1 month 21 days | 3 years 3 months 4 days | |
Options exercisable at period end | 2 years 6 months 26 days | |||
Options outstanding and exercisable | ||||
Outstanding Number Of Shares | 1,181,954 | 1,441,727 | ||
Exercisable Number Of Shares | 754,136 | 762,498 | ||
Nonvested Share-based Compensation Arrangements, Additional Disclosure | ||||
Unrecognized compensation costs | $ | $ 400,000 | |||
Option vested (in shares) | 377,274 | |||
Weighted average grant date fair value of options vested (in dollars per share) | $ / shares | $ 3.76 | |||
Unvested options outstanding (in shares) | 427,826 | |||
Weighted average grant date fair value of unvested options outstanding (in dollars per share) | $ / shares | $ 10.95 | |||
Weighted average remaining life of unvested options outstanding | 4 years 9 months 29 days | |||
Stock options | Minimum | ||||
Significant assumptions used to compute the fair market values | ||||
Expected life | 6 months | 6 months | ||
Nonvested Share-based Compensation Arrangements, Additional Disclosure | ||||
Amortization period | 1 year | |||
Stock options | Maximum | ||||
Significant assumptions used to compute the fair market values | ||||
Expected life | 2 years 10 months 15 days | 3 years 3 months | ||
Nonvested Share-based Compensation Arrangements, Additional Disclosure | ||||
Amortization period | 2 years | |||
Stock options | Exercise price range $0.90 - $4.00 | Remaining Life, 1 year | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 0.90 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 4 | |||
Outstanding Number Of Shares | 121,067 | |||
Remaining Life | 1 year | |||
Exercisable Number Of Shares | 121,067 | |||
Stock options | Exercise price range $0.90 - $4.00 | Remaining life, 3 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 0.90 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 4 | |||
Outstanding Number Of Shares | 88,264 | |||
Remaining Life | 3 years | |||
Exercisable Number Of Shares | 68,842 | |||
Stock options | Exercise price range $0.90 - $4.00 | Remaining life, 4 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 0.90 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 4 | |||
Outstanding Number Of Shares | 217,707 | |||
Remaining Life | 4 years | |||
Exercisable Number Of Shares | 187,716 | |||
Stock options | Exercise price range $0.90 - $4.00 | Remaining life, 5 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 0.90 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 4 | |||
Outstanding Number Of Shares | 375,000 | |||
Remaining Life | 5 years | |||
Stock options | Exercise price range $1.92 - $4.00 | Remaining Life, 1 year | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 1.92 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 4 | |||
Outstanding Number Of Shares | 299,108 | |||
Remaining Life | 1 year | |||
Exercisable Number Of Shares | 149,107 | |||
Stock options | Exercise price range $1.92 - $4.00 | Remaining life, 5 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 1.92 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 4 | |||
Outstanding Number Of Shares | 510,880 | |||
Remaining Life | 5 years | |||
Exercisable Number Of Shares | 56,238 | |||
Stock options | Exercise price range $4.01 - $10.00 | Remaining Life, 1 year | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 4.01 | $ 4.01 | ||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 10 | $ 10 | ||
Outstanding Number Of Shares | 43,498 | 81,425 | ||
Remaining Life | 1 year | 1 year | ||
Exercisable Number Of Shares | 43,498 | 81,425 | ||
Stock options | Exercise price range $4.01 - $10.00 | Remaining life, 2 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 4.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 10 | |||
Outstanding Number Of Shares | 107,126 | |||
Remaining Life | 2 years | |||
Exercisable Number Of Shares | 106,502 | |||
Stock options | Exercise price range $4.01 - $10.00 | Remaining life, 3 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 4.01 | $ 4.01 | ||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 10 | $ 10 | ||
Outstanding Number Of Shares | 13,062 | 175,319 | ||
Remaining Life | 3 years | 3 years | ||
Exercisable Number Of Shares | 10,281 | 106,879 | ||
Stock options | Exercise price range $4.01 - $10.00 | Remaining life, 5 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 4.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 10 | |||
Outstanding Number Of Shares | 22,000 | |||
Remaining Life | 5 years | |||
Exercisable Number Of Shares | 22,000 | |||
Stock options | Exercise price range $4.01 - $10.00 | Remaining life, 6 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 4.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 10 | |||
Outstanding Number Of Shares | 57,687 | |||
Remaining Life | 6 years | |||
Exercisable Number Of Shares | 53,625 | |||
Stock options | Exercise price range $10.01 - $20.00 | Remaining Life, 1 year | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 10.01 | $ 10.01 | ||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 20 | $ 20 | ||
Outstanding Number Of Shares | 1,250 | 106,375 | ||
Remaining Life | 1 year | 1 year | ||
Exercisable Number Of Shares | 1,250 | 106,375 | ||
Stock options | Exercise price range $10.01 - $20.00 | Remaining life, 2 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 10.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 20 | |||
Outstanding Number Of Shares | 1,875 | |||
Remaining Life | 2 years | |||
Exercisable Number Of Shares | 1,875 | |||
Stock options | Exercise price range $10.01 - $20.00 | Remaining life, 5 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 10.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 20 | |||
Outstanding Number Of Shares | 28,750 | |||
Remaining Life | 5 years | |||
Exercisable Number Of Shares | 28,750 | |||
Stock options | Exercise price range $10.01 - $20.00 | Remaining life, 6 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 10.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 20 | |||
Outstanding Number Of Shares | 32,500 | |||
Remaining Life | 6 years | |||
Exercisable Number Of Shares | 31,250 | |||
Stock options | Exercise price range $20.01 - $30.00 | Remaining Life, 1 year | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 20.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 30 | |||
Outstanding Number Of Shares | 16,667 | |||
Remaining Life | 1 year | |||
Exercisable Number Of Shares | 16,667 | |||
Stock options | Exercise price range $20.01 - $30.00 | Remaining life, 2 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 20.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 30 | |||
Outstanding Number Of Shares | 1,250 | |||
Remaining Life | 2 years | |||
Exercisable Number Of Shares | 1,250 | |||
Stock options | Exercise price range $20.01 - $30.00 | Remaining life, 5 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 20.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 30 | |||
Outstanding Number Of Shares | 31,625 | |||
Remaining Life | 5 years | |||
Exercisable Number Of Shares | 31,625 | |||
Stock options | Exercise price range $20.01 - $30.00 | Remaining life, 6 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 20.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 30 | |||
Outstanding Number Of Shares | 55,375 | |||
Remaining Life | 6 years | |||
Exercisable Number Of Shares | 54,541 | |||
Stock options | Exercise price range $30.01 - $40.00 | Remaining Life, 1 year | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 30.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 40 | |||
Outstanding Number Of Shares | 74,000 | |||
Remaining Life | 1 year | |||
Exercisable Number Of Shares | 74,000 | |||
Stock options | Exercise price range $30.01 - $40.00 | Remaining life, 2 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 30.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 40 | |||
Outstanding Number Of Shares | 45,620 | |||
Remaining Life | 2 years | |||
Exercisable Number Of Shares | 45,620 | |||
Stock options | Exercise price range $30.01 - $40.00 | Remaining life, 6 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 30.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 40 | |||
Outstanding Number Of Shares | 27,563 | |||
Remaining Life | 6 years | |||
Exercisable Number Of Shares | 27,563 | |||
Stock options | Exercise price range $30.01 - $40.00 | Remaining life, 7 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 30.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 40 | |||
Outstanding Number Of Shares | 68,688 | |||
Remaining Life | 7 years | |||
Exercisable Number Of Shares | 68,688 | |||
Stock options | Exercise price range $40.01 - $50.00 | Remaining Life, 1 year | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 40.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 50 | |||
Outstanding Number Of Shares | 6,250 | |||
Remaining Life | 1 year | |||
Exercisable Number Of Shares | 6,250 | |||
Stock options | Exercise price range $40.01 - $50.00 | Remaining life, 6 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 40.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 50 | |||
Outstanding Number Of Shares | 5,000 | |||
Remaining Life | 6 years | |||
Exercisable Number Of Shares | 5,000 | |||
Stock options | Exercise price range $40.01 - $50.00 | Remaining life, 7 years | ||||
Options outstanding and exercisable | ||||
Exercise Price, low end of the range (in dollars per share) | $ / shares | $ 40.01 | |||
Exercise Price, high end of the range (in dollars per share) | $ / shares | $ 50 | |||
Outstanding Number Of Shares | 8,750 | |||
Remaining Life | 7 years | |||
Exercisable Number Of Shares | 8,750 | |||
Unvested restricted stock awards | ||||
Restricted Stock | ||||
Granted (in shares) | 21,030 | |||
Fair value of restricted shares granted | $ | $ 100,000 | |||
Forfeiture credits | $ | $ 46,000 | |||
2010 Plan | Stock options | ||||
Stock options and warrants | ||||
Period within which shares of common stock, options or restricted stock can be granted under the 2010 plan | 10 years | |||
Number of shares issuable under the plan | 1,250,000 | |||
Number of shares remaining available for issuance | 44,503 | |||
2010 Plan | Unvested restricted stock awards | ||||
Restricted Stock | ||||
Outstanding at the beginning of the period (in shares) | 21,030 | |||
Outstanding at the end of the period (in shares) | 21,030 | |||
Weighted Average Grant Price | ||||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 4.12 | |||
Outstanding at the end of the period (in dollars per share) | $ / shares | $ 4.12 |
SHARE-BASED COMPENSATION (Det47
SHARE-BASED COMPENSATION (Details 2) - $ / shares | Jun. 30, 2015 | Jun. 30, 2014 |
SHARE-BASED COMPENSATION | ||
Exercise price (in dollars per share) | $ 12.64 | $ 11.69 |
SHARE-BASED COMPENSATION (Det48
SHARE-BASED COMPENSATION (Details 3) - $ / shares | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Warrants outstanding and exercisable | |||
Average exercise price of warrants (in dollars per share) | $ 12.64 | $ 11.69 | |
Warrants | |||
Warrants | |||
Outstanding at the beginning of the period (in shares) | 32,358 | 434,962 | |
Expired (in shares) | (6,375) | (402,604) | |
Outstanding at the end of the period (in shares) | 25,983 | 32,358 | 434,962 |
Weighted average share price | |||
Outstanding at the beginning of the period (in dollars per share) | $ 11.69 | $ 10.40 | |
Expired (in dollars per share) | 7.84 | 10.28 | |
Outstanding at the end of the period (in dollars per share) | $ 12.64 | $ 11.69 | $ 10.40 |
Weighted average remaining contractual life (years) | |||
Outstanding at the end of the period | 3 months 18 days | 1 year 1 month 13 days | 1 year 7 days |
Warrants outstanding and exercisable | |||
Outstanding Number of Shares | 25,983 | 32,358 | |
Exercisable Number of Shares | 25,983 | 32,358 | |
Exercise price of $ 7.20 | Warrants | |||
Warrants outstanding and exercisable | |||
Average exercise price of warrants (in dollars per share) | $ 7.84 | ||
Outstanding Number of Shares | 6,375 | ||
Remaining Life | 1 year | ||
Exercisable Number of Shares | 6,375 | ||
Exercise price of $ 7.84 | Warrants | |||
Warrants outstanding and exercisable | |||
Average exercise price of warrants (in dollars per share) | $ 12.64 | $ 12.64 | |
Outstanding Number of Shares | 25,983 | 25,983 | |
Remaining Life | 3 months 18 days | 1 year | |
Exercisable Number of Shares | 25,983 | 25,983 |
COMMITMENTS AND CONTINGENCIES49
COMMITMENTS AND CONTINGENCIES (Details) $ in Millions | Mar. 13, 2014lawsuit | May. 09, 2012USD ($)plaintiff | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) |
Shareholder Lawsuits | |||||
LITIGATION AND OTHER LEGAL MATTERS | |||||
Provision for possible loss | $ 0 | $ 0 | |||
Number of lawsuits filed | lawsuit | 2 | ||||
Iroquois Lawsuit | |||||
LITIGATION AND OTHER LEGAL MATTERS | |||||
Provision for possible loss | 0 | 0 | |||
Number of plaintiffs which filed lawsuit | plaintiff | 5 | ||||
Damages sought | $ 18.5 | ||||
Maximum possible loss | $ 18.5 | ||||
Foreign Corrupt Practices Act Investigations | |||||
LITIGATION AND OTHER LEGAL MATTERS | |||||
Loss contingency amounts related to potential fines, sanctions or other penalties | 0 | 0 | |||
Legal and other professional fees | $ 5.2 | $ 7.5 | $ 12.7 |
COMMITMENTS AND CONTINGENCIES50
COMMITMENTS AND CONTINGENCIES (Details 2) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Operating Leases | ||
2,016 | $ 386 | |
2,017 | 392 | |
2,018 | 399 | |
2,019 | 406 | |
2,020 | 309 | |
Total minimum payments required | 1,892 | |
Rent expense | $ 300 | $ 300 |
QUARTERLY RESULTS (UNAUDITED)51
QUARTERLY RESULTS (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | |
Selected unaudited quarter data | ||||||||||
Depreciation | $ 33 | $ 49 | $ 69 | $ 86 | $ 82 | $ 97 | $ 111 | $ 110 | $ 237 | $ 400 |
General and Administrative and Other Operating Expense | 2,841 | 2,721 | 3,633 | 3,962 | 6,732 | 8,095 | 8,262 | 4,368 | 13,157 | 27,457 |
Gain on legal settlement | (10,734) | (10,734) | ||||||||
Loss from operations | (2,874) | (2,770) | (3,702) | (4,048) | 3,920 | (8,192) | (8,373) | (4,478) | $ (13,394) | $ (17,123) |
Net income (loss) | $ (2,874) | $ (2,770) | $ (3,701) | $ (4,047) | $ 3,925 | $ (8,235) | $ (8,353) | $ (4,454) | ||
Basic and diluted income (loss) per common share: (in dollars per share) | $ 0.14 | $ (0.13) | $ (0.18) | $ (0.19) | $ 0.19 | $ (0.39) | $ (0.40) | $ (0.21) | $ (0.64) | $ (0.81) |
SUPPLEMENTAL OIL AND GAS INFO52
SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED) (Details) | 12 Months Ended |
Jun. 30, 2015 | |
SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED) | |
Estimated future net cash flows, discount rate (as a percent) | 10.00% |
SUPPLEMENTAL OIL AND GAS INFO53
SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED) (Details 2) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Capitalized Costs Related to Oil and Gas Activities | ||
Unproved properties | $ 14,311 | $ 14,259 |
Total oil and gas properties | 14,311 | 14,259 |
Oil and gas properties, using full-cost accounting | 14,311 | 14,259 |
Republic of Guinea | ||
Capitalized Costs Related to Oil and Gas Activities | ||
Unproved properties | 14,311 | 14,259 |
Total oil and gas properties | 14,311 | 14,259 |
Oil and gas properties, using full-cost accounting | $ 14,311 | $ 14,259 |
SUPPLEMENTAL OIL AND GAS INFO54
SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED) (Details 3) - USD ($) $ in Thousands | May. 16, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Costs Incurred in Oil and Gas Activities | |||
Exploration | $ 52 | $ (6,586) | |
Total costs incurred | 52 | (6,586) | |
Republic of Guinea | |||
Costs Incurred in Oil and Gas Activities | |||
Exploration | 52 | (6,586) | |
Total costs incurred | $ 52 | $ (6,586) | |
AGR Peak Well Management Ltd | AGR Lawsuit | |||
Costs Incurred in Oil and Gas Activities | |||
Decrease in oil and gas property balance after reaching a lawsuit settlement | $ 6,800 | ||
Release of previously escrowed cash held by AGR | $ 17,700 |