Document and Entity Information
Document and Entity Information Document Document - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 16, 2015 | |
Entity Information [Line Items] | ||
Entity Registrant Name | PDC ENERGY, INC. | |
Entity Central Index Key | 77,877 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 40,107,524 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash | $ 3,690 | $ 16,066 |
Cash and Cash Equivalents, at Carrying Value | 3,690 | 16,066 |
Accounts receivable, net | 106,776 | 131,204 |
Fair value of derivatives | 208,144 | 187,495 |
Prepaid expenses and other current assets | 7,683 | 5,954 |
Total current assets | 326,293 | 340,719 |
Properties and equipment, net | 1,873,327 | 1,800,186 |
Assets held for sale - non-current | 2,874 | 2,874 |
Fair value of derivatives | 73,049 | 112,819 |
Other assets | 68,767 | 83,990 |
Total Assets | 2,344,310 | 2,340,588 |
Current liabilities: | ||
Accounts payable | 65,337 | 130,321 |
Production tax liability | 26,159 | 21,314 |
Fair value of derivatives | 2,245 | 570 |
Funds held for distribution | 32,780 | 27,186 |
Current portion of long-term debt | 112,063 | 0 |
Accrued interest payable | 19,881 | 9,109 |
Deferred income taxes | 52,188 | 59,174 |
Other accrued expenses | 25,146 | 62,717 |
Total current liabilities | 335,799 | 310,391 |
Long-term debt | 550,000 | 664,923 |
Deferred income taxes | 87,907 | 125,693 |
Asset retirement obligation | 71,616 | 71,992 |
Fair value of derivatives | 723 | 197 |
Other liabilities | 18,529 | 30,033 |
Total liabilities | $ 1,064,574 | $ 1,203,229 |
Commitments and contingent liabilities | ||
Shareholders' Equity: | ||
Preferred shares - par value $0.01 per share, 50,000,000 shares authorized,none issued | $ 0 | $ 0 |
Common shares - par value $0.01 per share, 150,000,000 authorized, 40,121,608 and 35,927,985 issued as of September 30, 2015 and December 31, 2014, respectively | 401 | 359 |
Additional paid-in capital | 903,038 | 689,209 |
Retained earnings | 377,400 | 448,702 |
Treasury shares - at cost, 22,418 and 21,643 as of September 30, 2015 and December 31, 2014, respectively | (1,103) | (911) |
Total shareholders' equity | 1,279,736 | 1,137,359 |
Total Liabilities and Shareholders' Equity | $ 2,344,310 | $ 2,340,588 |
Balance Sheet Parenthetical (Pa
Balance Sheet Parenthetical (Parentheticals) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 40,121,608 | 35,927,985 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Treasury shares, at cost | 22,418 | 21,643 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues: | ||||
Crude oil, natural gas and NGL sales | $ 104,483 | $ 120,526 | $ 275,520 | $ 371,556 |
Sales from natural gas marketing | 2,580 | 13,297 | 8,336 | 62,649 |
Commodity price risk management gain (loss), net | 123,549 | 90,213 | 141,170 | 12,661 |
Well operations, pipeline income and other | 488 | 520 | 1,666 | 1,650 |
Total revenues | 231,100 | 224,556 | 426,692 | 448,516 |
Costs, expenses and other: | ||||
Production costs | 25,484 | 22,754 | 71,129 | 64,611 |
Cost of natural gas marketing | 2,781 | 13,347 | 8,875 | 62,645 |
Exploration expense | 252 | 190 | 812 | 773 |
Impairment of crude oil and natural gas properties | 153,535 | 1,863 | 158,792 | 3,621 |
General and administrative expense | 18,528 | 34,625 | 55,875 | 96,549 |
Depreciation, depletion and amortization | 80,947 | 49,640 | 206,873 | 142,165 |
Accretion of asset retirement obligations | 1,594 | 861 | 4,742 | 2,542 |
(Gain) loss on sale of properties and equipment | (74) | 21 | (302) | 577 |
Total cost, expenses and other | 283,047 | 123,301 | 506,796 | 373,483 |
Income (loss) from operations | (51,947) | 101,255 | (80,104) | 75,033 |
Interest expense | (12,092) | (11,821) | (35,384) | (36,199) |
Interest income | 1,378 | 39 | 3,626 | 309 |
Income (loss) from continuing operations before income taxes | (62,661) | 89,473 | (111,862) | 39,143 |
Provision for income taxes | 21,167 | (35,396) | 40,560 | (15,852) |
Income (loss) from continuing operations | (41,494) | 54,077 | (71,302) | 23,291 |
Income (loss) from discontinued operations, net of tax | 0 | (80) | 0 | 392 |
Net income (loss) | $ (41,494) | $ 53,997 | $ (71,302) | $ 23,683 |
Basic | ||||
Income (loss) from continuing operations | $ (1.04) | $ 1.51 | $ (1.84) | $ 0.65 |
Income (loss) from discontinued operations, net of tax | 0 | 0 | 0 | 0.01 |
Net income (loss) | (1.04) | 1.51 | (1.84) | 0.66 |
Diluted | ||||
Income (loss) from continuing operations | (1.04) | 1.47 | (1.84) | 0.63 |
Income (loss) from discontinued operations, net of tax | 0 | 0 | 0 | 0.01 |
Net income (loss) | $ (1.04) | $ 1.47 | $ (1.84) | $ 0.64 |
Weighted-average common shares outstanding | ||||
Basic | 40,085 | 35,834 | 38,837 | 35,763 |
Diluted | 40,085 | 36,828 | 38,837 | 36,831 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | $ (71,302) | $ 23,683 |
Net income (loss) | (71,302) | 23,683 |
Adjustments to net income (loss) to reconcile to net cash provided by operating activities: | ||
Net change in fair value of unsettled derivatives | 21,322 | (34,323) |
Depreciation, depletion and amortization | 206,873 | 151,293 |
Impairment of crude oil and natural gas properties | 158,792 | 4,054 |
Accretion of asset retirement obligation | 4,742 | 2,582 |
Stock-based compensation | 14,278 | 13,111 |
Gain (loss) on sale of properties and equipment | (302) | 384 |
Amortization of debt discount and issuance costs | 5,308 | 5,206 |
Deferred income taxes | (44,770) | 14,981 |
Non-cash interest income | (3,624) | 0 |
Other | 2,241 | (759) |
Changes in assets and liabilities | (10,552) | 21,753 |
Net cash from operating activities | 283,006 | 201,965 |
Cash flows from investing activities: | ||
Capital expenditures | (489,036) | (451,081) |
Proceeds from sale of properties and equipment | 319 | 1,587 |
Net cash from investing activities | (488,717) | (449,494) |
Cash flows from financing activities: | ||
Proceeds from revolving credit facility | 325,000 | 136,750 |
Repayment of revolving credit facility | (331,000) | (61,000) |
Proceeds from sale of common stock, net of issuance costs | 202,851 | 0 |
Other | (3,516) | (2,726) |
Net cash from financing activities | 193,335 | 73,024 |
Net change in cash and cash equivalents | (12,376) | (174,505) |
Cash and cash equivalents, beginning of period | 16,066 | 193,243 |
Cash and cash equivalents, end of period | 3,690 | 18,738 |
Cash payments (receipts) for: | ||
Interest, net of capitalized interest | 23,467 | 24,933 |
Income taxes | 9,936 | 1,800 |
Non-cash investing and financing activities: | ||
Change in accounts payable related to purchases of properties and equipment | (68,529) | 19,320 |
Change in asset retirement obligation, with a corresponding change to natural gas and crude oil properties, net of disposals | 1,642 | 500 |
Purchase of properties and equipment under capital leases | $ 1,479 | $ 0 |
NATURE OF OPERATIONS AND BASIS
NATURE OF OPERATIONS AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2015 | |
NATURE OF OPERATIONS AND BASIS OF PRESENTATION [Abstract] | |
Nature of Operations | NATURE OF OPERATIONS AND BASIS OF PRESENTATION PDC Energy, Inc. (the "Company," "we," "us," or "our") is a domestic independent exploration and production company that produces, develops, acquires and explores for crude oil, natural gas and NGLs, with primary operations in the Wattenberg Field in Colorado and the Utica Shale in southeastern Ohio. Our operations in the Wattenberg Field are focused in the horizontal Niobrara and Codell plays and our Ohio operations are focused in the Utica Shale play. As of September 30, 2015 , we owned an interest in approximately 2,950 gross wells. We are engaged in two business segments: Oil and Gas Exploration and Production and Gas Marketing. In October 2014 , we sold our entire 50% ownership interest in our joint venture, PDCM, to an unrelated third-party. The accompanying unaudited condensed consolidated financial statements include the accounts of PDC, our wholly-owned subsidiary Riley Natural Gas ("RNG"), our proportionate share of our four affiliated partnerships and, for the three and nine months ended September 30, 2014 , our proportionate share of PDCM. Pursuant to the proportionate consolidation method, our accompanying condensed consolidated financial statements include our pro rata share of assets, liabilities, revenues and expenses of the entities which we proportionately consolidate. All material intercompany accounts and transactions have been eliminated in consolidation. In our opinion, the accompanying condensed consolidated financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary for a fair presentation of our financial statements for interim periods in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the SEC. Accordingly, pursuant to such rules and regulations, certain notes and other financial information included in audited financial statements have been condensed or omitted. The information presented in this Quarterly Report on Form 10-Q should be read in conjunction with our audited consolidated financial statements and notes thereto included in our 2014 Form 10-K. Our results of operations and cash flows for the three and nine months ended September 30, 2015 are not necessarily indicative of the results to be expected for the full year or any other future period. |
Recent Accounting Standards
Recent Accounting Standards | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Recently Issued Accounting Standards In May 2014, the Financial Accounting Standards Board ("FASB") and the International Accounting Standards Board issued their converged standard on revenue recognition that provides a single, comprehensive model that entities will apply to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The standard outlines a five-step approach to apply the underlying principle: (1) identify the contract with the customer, (2) identify the separate performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to separate performance obligations and (5) recognize revenue when (or as) each performance obligation is satisfied. In August 2015, the FASB deferred the effective date of the revenue standard to annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. The revenue standard can be adopted under the full retrospective method or simplified transition method. Entities are permitted to adopt the revenue standard early, beginning with annual reporting periods after December 15, 2016. We are currently evaluating the impact these changes may have on our condensed consolidated financial statements. In August 2014, the FASB issued a new standard related to the disclosure of uncertainties about an entity's ability to continue as a going concern. The new standard will explicitly require management to assess an entity's ability to continue as a going concern every reporting period and to provide related footnote disclosures in certain circumstances. The new standard will be effective for all entities in the first annual period ending after December 15, 2016, with early adoption permitted. Adoption of this guidance is not expected to have a significant impact on our condensed consolidated financial statements. In November 2014, the FASB issued an update to accounting for derivatives and hedging instruments. The update clarifies how current accounting guidance should be interpreted in evaluating the economic characteristics and risks of a host contract in a hybrid financial instrument that is issued in the form of a share. Specifically, the accounting update clarifies that an entity should consider all relevant terms and features, including the embedded derivative feature being evaluated for bifurcation, in evaluating the nature of the host contract. Furthermore, the update clarifies that no single term or feature would necessarily determine the economic characteristics and risks of the host contract. Rather, the nature of the host contract depends upon the economic characteristics and risks of the entire hybrid financial instrument. The assessment of the substance of the relevant terms and features should incorporate a consideration of the characteristics of the terms and features themselves, the circumstances under which the hybrid financial instrument was issued or acquired, and the potential outcomes of the hybrid financial instrument, as well as the likelihood of those potential outcomes. The accounting update is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. We are currently evaluating the impact these changes may have on our condensed consolidated financial statements. In January 2015, the FASB issued new accounting guidance eliminating from current accounting guidance the concept of extraordinary items, which, among other things, required an entity to segregate extraordinary items considered to be unusual and infrequent from the results of ordinary operations and show the item separately in the income statement, net of tax, after income from continuing operations. This guidance is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. Adoption of this guidance is not expected to have a significant impact on our condensed consolidated financial statements. In February 2015, the FASB issued an accounting update modifying existing consolidation guidance for reporting organizations that are required to evaluate whether they should consolidate certain legal entities. The amendments in this update are effective for fiscal years and interim periods within those years beginning after December 15, 2015, and require either a retrospective or a modified retrospective approach to adoption. Early adoption is permitted. Adoption of this guidance is not expected to have a significant impact on our condensed consolidated financial statements. In April 2015, the FASB issued an accounting update simplifying the presentation of debt issuance costs and requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The update did not affect the recognition and measurement guidance for debt issuance costs. This guidance is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. Adoption of this guidance is not expected to have a significant impact on our condensed consolidated financial statements. In July 2015, the FASB issued an accounting update requiring all entities to measure inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This guidance is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Adoption of this guidance is not expected to have a significant impact on our condensed consolidated financial statements. In September 2015, the FASB issued an accounting update requiring adjustments to provisional amounts that are identified during the measurement period of a business combination to be recognized in the reporting period in which the adjustment amounts are determined. The accounting update also requires an entity to present separately on the face of the income statement, or disclose in the notes, the portion of the amount recorded in current-period earnings, by line item, that would have been recorded in previous reporting periods if the adjustment to the estimated amounts had been recognized as of the acquisition date. This guidance is effective for public entities for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The accounting update should be applied prospectively to adjustments to provisional amounts that occur after the effective date with earlier application permitted for financial statements that have not been issued. Adoption of this guidance is not expected to have a significant impact on our condensed consolidated financial statements. |
Fair Value Measurements and Dis
Fair Value Measurements and Disclosures | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Measurement Inputs, Disclosure | FAIR VALUE OF FINANCIAL INSTRUMENTS Derivative Financial Instruments Determination of fair value. Our fair value measurements are estimated pursuant to a fair value hierarchy that requires us to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date, giving the highest priority to quoted prices in active markets (Level 1) and the lowest priority to unobservable data (Level 3). In some cases, the inputs used to measure fair value might fall in different levels of the fair value hierarchy. The lowest level input that is significant to a fair value measurement in its entirety determines the applicable level in the fair value hierarchy. Assessing the significance of a particular input to the fair value measurement in its entirety requires judgment, considering factors specific to the asset or liability, and may affect the valuation of the assets and liabilities and their placement within the fair value hierarchy levels. The three levels of inputs that may be used to measure fair value are defined as: Level 1 – Quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 – Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable for the asset or liability, including quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets, inputs other than quoted prices that are observable for the asset or liability and inputs that are derived from observable market data by correlation or other means. Level 3 – Unobservable inputs for the asset or liability, including situations where there is little, if any, market activity. Derivative Financial Instruments. We measure the fair value of our derivative instruments based on a pricing model that utilizes market-based inputs, including, but not limited to, the contractual price of the underlying position, current market prices, crude oil and natural gas forward curves, discount rates such as the LIBOR curve for a similar duration of each outstanding position, volatility factors and nonperformance risk. Nonperformance risk considers the effect of our credit standing on the fair value of derivative liabilities and the effect of our counterparties' credit standings on the fair value of derivative assets. Both inputs to the model are based on published credit default swap rates and the duration of each outstanding derivative position. We validate our fair value measurement through the review of counterparty statements and other supporting documentation, the determination that the source of the inputs is valid, the corroboration of the original source of inputs through access to multiple quotes, if available, or other information and monitoring changes in valuation methods and assumptions. While we use common industry practices to develop our valuation techniques and believe our valuation method is appropriate and consistent with those used by other market participants, changes in our pricing methodologies or the underlying assumptions could result in significantly different fair values. Our fixed-price swaps, basis swaps and physical purchases are included in Level 2 and our collars and physical sales are included in Level 3. The following table presents, for each applicable level within the fair value hierarchy, our derivative assets and liabilities, including both current and non-current portions, measured at fair value on a recurring basis: September 30, 2015 December 31, 2014 Significant Other Significant Total Significant Other Significant Total (in thousands) Assets: Commodity-based derivative contracts $ 197,331 $ 83,862 $ 281,193 $ 237,939 $ 62,356 $ 300,295 Basis protection derivative contracts — — — 19 — 19 Total assets 197,331 83,862 281,193 237,958 62,356 300,314 Liabilities: Commodity-based derivative contracts 482 — 482 742 — 742 Basis protection derivative contracts 2,486 — 2,486 25 — 25 Total liabilities 2,968 — 2,968 767 — 767 Net asset $ 194,363 $ 83,862 $ 278,225 $ 237,191 $ 62,356 $ 299,547 The following table presents a reconciliation of our Level 3 assets measured at fair value: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Fair value, net asset (liability), beginning of period $ 58,256 $ (6,967 ) $ 62,356 $ 1,111 Changes in fair value included in statement of operations line item: Commodity price risk management gain, net 38,085 12,758 42,525 3,961 Sales from natural gas marketing 51 2 51 (24 ) Settlements included in statement of operations line items: Commodity price risk management gain (loss), net (12,530 ) 142 (21,063 ) 882 Sales from natural gas marketing — (3 ) (7 ) 2 Fair value, net asset end of period $ 83,862 $ 5,932 $ 83,862 $ 5,932 Net change in fair value of unsettled derivatives included in statement of operations line item: Commodity price risk management gain, net $ 34,564 $ 11,831 $ 31,794 $ 673 Sales from natural gas marketing — 1 — (2 ) Total $ 34,564 $ 11,832 $ 31,794 $ 671 The significant unobservable input used in the fair value measurement of our derivative contracts is the implied volatility curve, which is provided by a third-party vendor. A significant increase or decrease in the implied volatility, in isolation, would have a directionally similar effect resulting in a significantly higher or lower fair value measurement of our Level 3 derivative contracts. There has been no change in the methodology we apply to measure the fair value of our Level 3 derivative contracts. Non-Derivative Financial Assets and Liabilities The carrying value of the financial instruments included in current assets and current liabilities, excluding the current portion of long-term debt, approximate fair value due to the short-term maturities of these instruments. The liability associated with our non-qualified deferred compensation plan for non-employee directors may be settled in cash or shares of our common stock. The carrying value of this obligation is based on the quoted market price of our common stock, which is a Level 1 input. The liability related to this plan, which was included in other liabilities on the condensed consolidated balance sheets, was immaterial as of September 30, 2015 and December 31, 2014 . The portion of our long-term debt related to our revolving credit facility approximates fair value due to the variable nature of related interest rates. We have not elected to account for the portion of our debt related to our senior notes under the fair value option; however, as of September 30, 2015 , we estimate the fair value of the portion of our long-term debt related to our 3.25% convertible senior notes due 2016 to be $161.4 million , or 140.3% of par value, and the portion related to our 7.75% senior notes due 2022 to be $496.3 million , or 99.3% of par value. We determined these valuations based upon measurements of trading activity and broker and/or dealer quotes, respectively, which are published market prices, and therefore are Level 2 inputs. The carrying value of our capital lease obligations approximates fair value as it represents the present value of future lease payments. Concentration of Risk Derivative Counterparties. Our derivative arrangements expose us to credit risk of nonperformance by our counterparties. We primarily use financial institutions who are also lenders under our revolving credit facility as counterparties to our derivative contracts. To date, we have had no counterparty default losses relating to our derivative arrangements. We have evaluated the credit risk of our derivative assets from our counterparties using relevant credit market default rates, giving consideration to amounts outstanding for each counterparty and the duration of each outstanding derivative position. Based on our evaluation, we have determined that the potential impact of nonperformance of our counterparties on the fair value of our derivative instruments was not significant at September 30, 2015 , taking into account the estimated likelihood of nonperformance. The following table presents the counterparties that expose us to credit risk as of September 30, 2015 with regard to our derivative assets: Counterparty Name Fair Value of (in thousands) JP Morgan Chase Bank, N.A (1) $ 77,743 Canadian Imperial Bank of Commerce (1) 72,977 Bank of Nova Scotia (1) 41,354 Wells Fargo Bank, N.A. (1) 38,973 NATIXIS (1) 32,941 Key Bank N.A. (1) 11,163 Other lenders in our revolving credit facility 6,042 Total $ 281,193 __________ (1) Major lender in our revolving credit facility. See Note 7, Long-Term Debt. Note Receivable. The following table presents information regarding our note receivable outstanding as of September 30, 2015 : Amount (in thousands) Note receivable: Principal outstanding, December 31, 2014 $ 39,707 Paid-in-kind interest 2,430 Principal outstanding, September 30, 2015 $ 42,137 In October 2014, we sold our entire 50% ownership interest in PDCM to an unrelated third-party. See Note 13, Assets Held for Sale, Divestitures and Discontinued Operations , for additional information regarding the sale. As part of the consideration, we received a promissory note (the “Note”) for a principal sum of $39.0 million , bearing interest at varying rates beginning at 8% , and increasing annually. Pursuant to the Note agreement, interest shall be paid quarterly, in arrears, commencing in December 2014 and continuing on the last business day of each fiscal quarter thereafter. At the option of the issuer of the Note, an unrelated third-party, interest can be paid-in-kind (the “PIK Interest”) and any such PIK Interest will be added to the outstanding principal amount of the Note. As of September 30, 2015 , the issuer of the Note had elected the PIK Interest option. The principal and any unpaid interest shall be due and payable in full in September 2020 and can be prepaid in whole or in part at any time, and in certain circumstances must be repaid prior to maturity. Any such prepayment will be made without premium or penalty. The Note is secured by a pledge of stock in certain subsidiaries of the unrelated third-party, debt securities and other assets. Under the effective interest method, we recognized $1.1 million and $3.4 million of interest income for the three and nine months ended September 30, 2015 , respectively, of which $0.8 million and $2.4 million , respectively, was PIK Interest. As of September 30, 2015 , the $42.1 million outstanding balance on the Note was included in the condensed consolidated balance sheet line item other assets. |
Derivative Financial Instrument
Derivative Financial Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments Not Designated as Hedging Instruments [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | DERIVATIVE FINANCIAL INSTRUMENTS Our results of operations and operating cash flows are affected by changes in market prices for crude oil, natural gas and NGLs. To manage a portion of our exposure to price volatility from producing crude oil and natural gas, we utilize the following economic hedging strategies for each of our business segments. • For crude oil and natural gas sales, we enter into derivative contracts to protect against price declines in future periods. While we structure these derivatives to reduce our exposure to changes in price associated with the derivative commodity, they also limit the benefit we might otherwise have received from price increases in the physical market; and • For natural gas marketing, we enter into fixed-price physical purchase and sale agreements that qualify as derivative contracts. In order to offset the fixed-price physical derivatives in our natural gas marketing, we enter into financial derivative instruments that have the effect of locking in the prices we will receive or pay for the same volumes and period, offsetting the physical derivative. We believe our derivative instruments continue to be effective in achieving the risk management objectives for which they were intended. As of September 30, 2015 , we had derivative instruments, which were comprised of collars, fixed-price swaps, basis protection swaps and physical sales and purchases, in place for a portion of our anticipated production through 2018 for a total of 73,176 BBtu of natural gas and 6,701 MBbls of crude oil. The majority of our derivative contracts are entered into at no cost to us as we hedge our anticipated production at the then-prevailing commodity market prices. We have elected not to designate any of our derivative instruments as hedges, and therefore do not qualify for use of hedge accounting. Accordingly, changes in the fair value of our derivative instruments are recorded in the statements of operations. Changes in the fair value of derivative instruments related to our Oil and Gas Exploration and Production segment are recorded in commodity price risk management, net. Changes in the fair value of derivative instruments related to our Gas Marketing segment are recorded in sales from and cost of natural gas marketing. The following table presents the balance sheet location and fair value amounts of our derivative instruments on the condensed consolidated balance sheets: Fair Value Derivative instruments: Balance sheet line item September 30, 2015 December 31, 2014 (in thousands) Derivative assets: Current Commodity contracts Related to crude oil and natural gas sales Fair value of derivatives $ 207,731 $ 186,886 Related to natural gas marketing Fair value of derivatives 413 590 Basis protection contracts Related to crude oil and natural gas sales Fair value of derivatives — 19 208,144 187,495 Non-current Commodity contracts Related to crude oil and natural gas sales Fair value of derivatives 72,950 112,599 Related to natural gas marketing Fair value of derivatives 99 220 73,049 112,819 Total derivative assets $ 281,193 $ 300,314 Derivative liabilities: Current Commodity contracts Related to natural gas marketing Fair value of derivatives $ 393 $ 545 Basis protection contracts Related to crude oil and natural gas sales Fair value of derivatives 1,852 25 2,245 570 Non-current Commodity contracts Related to natural gas marketing Fair value of derivatives 89 197 Basis protection contracts Related to crude oil and natural gas sales Fair value of derivatives 634 — 723 197 Total derivative liabilities $ 2,968 $ 767 The following table presents the impact of our derivative instruments on our condensed consolidated statements of operations: Three Months Ended September 30, Nine Months Ended September 30, Condensed consolidated statement of operations line item 2015 2014 2015 2014 (in thousands) Commodity price risk management gain, net Net settlements $ 67,993 $ (4,459 ) $ 162,454 $ (21,511 ) Net change in fair value of unsettled derivatives 55,556 94,672 (21,284 ) 34,172 Total commodity price risk management gain, net $ 123,549 $ 90,213 $ 141,170 $ 12,661 Sales from natural gas marketing Net settlements $ 165 $ 210 $ 561 $ (376 ) Net change in fair value of unsettled derivatives (5 ) 170 (298 ) 123 Total sales from natural gas marketing $ 160 $ 380 $ 263 $ (253 ) Cost of natural gas marketing Net settlements $ (157 ) $ (182 ) $ (531 ) $ 502 Net change in fair value of unsettled derivatives (5 ) (191 ) 260 (199 ) Total cost of natural gas marketing $ (162 ) $ (373 ) $ (271 ) $ 303 All of our financial derivative agreements contain master netting provisions that provide for the net settlement of all contracts through a single payment in the event of early termination. Our fixed-price physical purchase and sale agreements that qualify as derivative contracts are not subject to master netting provisions and are not significant. We have elected not to offset the fair value positions recorded on our condensed consolidated balance sheets. The following table reflects the impact of netting agreements on gross derivative assets and liabilities: As of September 30, 2015 Derivative instruments, recorded in condensed consolidated balance sheet, gross Effect of master netting agreements Derivative instruments, net (in thousands) Asset derivatives: Derivative instruments, at fair value $ 281,193 $ (2,548 ) $ 278,645 Liability derivatives: Derivative instruments, at fair value $ 2,968 $ (2,548 ) $ 420 As of December 31, 2014 Derivative instruments, recorded in condensed consolidated balance sheet, gross Effect of master netting agreements Derivative instruments, net (in thousands) Asset derivatives: Derivative instruments, at fair value $ 300,314 $ (29 ) $ 300,285 Liability derivatives: Derivative instruments, at fair value $ 767 $ (29 ) $ 738 |
Properties and Equipment
Properties and Equipment | 9 Months Ended |
Sep. 30, 2015 | |
Oil and Gas Property [Abstract] | |
Property, Plant and Equipment Disclosure | PROPERTIES AND EQUIPMENT The following table presents the components of properties and equipment, net of accumulated depreciation, depletion and amortization ("DD&A"): September 30, 2015 December 31, 2014 (in thousands) Properties and equipment, net: Crude oil and natural gas properties Proved $ 2,712,759 $ 2,267,165 Unproved 82,280 188,206 Total crude oil and natural gas properties 2,795,039 2,455,371 Equipment and other 32,119 29,562 Land and buildings 9,016 9,015 Construction in progress 99,008 137,937 Properties and equipment, at cost 2,935,182 2,631,885 Accumulated DD&A (1,061,855 ) (831,699 ) Properties and equipment, net $ 1,873,327 $ 1,800,186 The following table presents impairment charges recorded for crude oil and natural gas properties: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Continuing operations: Impairment of proved and unproved properties $ 150,344 $ — $ 150,344 $ — Amortization of individually insignificant unproved properties 3,191 1,085 8,448 2,843 Other — 778 — 778 Total continuing operations 153,535 1,863 158,792 3,621 Discontinued operations: Amortization of individually insignificant unproved properties — 274 — 433 Total impairment of crude oil and natural gas properties $ 153,535 $ 2,137 $ 158,792 $ 4,054 Due to a significant decline in commodity prices and a decrease in net-back realizations, we experienced a triggering event that required us to assess our crude oil and natural gas properties for possible impairment during the third quarter of 2015. As a result of our assessment, we recorded an impairment charge of $150.3 million to write-down our Utica Shale proved and unproved properties. Of this impairment charge, $24.7 million was recorded to write-down certain capitalized well costs on our Utica Shale proved producing properties. This impairment charge represented the amount by which the carrying value of these crude oil and natural gas properties exceeded the estimated fair value. The estimated fair value of approximately $27.9 million , excluding estimated salvage value, was determined based on estimated future discounted net cash flows, a Level 3 input, using estimated production and prices at which we reasonably expect the crude oil and natural gas will be sold. Additionally, as a result of the current outlook for future commodity prices, we recorded an impairment charge of $125.6 million to write-down all of our Utica Shale lease acquisition costs and pad development costs for pads not in production. These impairment charges were included in the condensed consolidated statements of operations line item impairment of crude oil and natural gas properties. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure | INCOME TAXES We evaluate and update our estimated annual effective income tax rate on a quarterly basis based on current and forecasted operating results and tax laws. Consequently, based upon the mix and timing of our actual earnings compared to annual projections, our effective tax rate may vary quarterly and may make quarterly comparisons not meaningful. A tax expense or benefit unrelated to the current year income or loss is recognized in its entirety as a discrete item of tax in the period identified. The quarterly income tax provision is generally comprised of tax expense on income or benefit on loss at the most recent estimated annual effective tax rate, adjusted for the effect of discrete items. The effective tax rate for continuing operations for the three and nine months ended September 30, 2015 was a 33.8% and 36.3% benefit on loss, respectively, compared to a 39.6% and 40.5% provision on income for the three and nine months ended September 30, 2014 , respectively. The effective tax rates for the three and nine months ended September 30, 2015 include discrete tax expense of $0.3 million . This discrete tax expense arose based upon the final actual 2014 tax return expense differing from the previous year’s estimated tax provision amount and the loss of a state deferred tax asset due to ceasing operations within that state. The effective rate for the three and nine months ended September 30, 2015 would have been 34.2% and 36.5% , respectively, without the inclusion of discrete items. This effective rate is based upon a full year forecasted tax benefit on loss and is greater than the statutory rate, primarily due to state taxes, percentage depletion and domestic production deduction, partially offset by nondeductible expenses that consist primarily of officers' compensation and government lobbying expenses. The effective tax rates for the three and nine months ended September 30, 2014 include discrete tax expense of $0.6 million . This discrete tax expense arose based upon the final actual 2013 tax return expense differing from the previous year’s estimated tax provision amount. The effective rate for the three and nine months ended September 30, 2014 would have been 38.8% and 38.9% , respectively, without the inclusion of discrete items. This effective tax rate is based upon a full year forecasted tax provision on income and is greater than the statutory rate primarily due to state taxes and nondeductible officers' compensation, partially offset by percentage depletion and domestic production deduction. As of September 30, 2015 , we had no liability for unrecognized tax benefits. As of the date of this report, we are current with our income tax filings in all applicable state jurisdictions and are not currently under any state income tax examinations. We continue voluntary participation in the Internal Revenue Service’s ("IRS") Compliance Assurance Program for the 2014 and 2015 tax years. We have received a partial acceptance “no change” notice from the IRS for our filed 2014 federal tax return and expect to receive a full acceptance notice after the IRS’s post filing review is completed. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-term Debt | LONG-TERM DEBT Long-term debt consists of the following: September 30, 2015 December 31, 2014 (in thousands) Senior notes: 3.25% Convertible senior notes due 2016: Principal amount $ 115,000 $ 115,000 Unamortized discount (2,937 ) (6,077 ) 3.25% Convertible senior notes due 2016, net of discount 112,063 108,923 7.75% Senior notes due 2022 500,000 500,000 Total senior notes 612,063 608,923 Revolving credit facility 50,000 56,000 Total debt 662,063 664,923 Less current portion of long-term debt 112,063 — Long-term debt $ 550,000 $ 664,923 Senior Notes 3.25% Convertible Senior Notes Due 2016 . In November 2010 , we issued $115 million aggregate principal amount 3.25% convertible senior notes due May 15, 2016 (the "Convertible Notes") in a private placement to qualified institutional buyers. Interest is payable semi-annually in arrears on each May 15 and November 15 . The indenture governing the Convertible Notes contains certain non-financial covenants. We allocated the gross proceeds of the Convertible Notes between the liability and equity components of the debt. The initial $94.3 million liability component was determined based upon the fair value of similar debt instruments with similar terms, excluding the conversion feature, and priced on the same day we issued the Convertible Notes. The original issue discount and capitalized debt issuance costs are being amortized to interest expense over the life of the Convertible Notes using an effective interest rate of 7.4% . As the stated maturity for payment of principal is May 2016 , we have included the carrying value of the Convertible Notes, net of discount, in the current portion of long-term debt on our condensed consolidated balance sheet as of September 30, 2015 . Upon conversion, the Convertible Notes may be settled, at our election, in shares of our common stock, cash or a combination of cash and shares of our common stock. Per the terms of the Convertible Notes, we have currently elected the net-settlement method to satisfy our conversion obligation, which allows us to settle the principal amount of the Convertible Notes in cash and to settle the excess conversion value in shares, as well as cash in lieu of fractional shares. The Convertible Notes were not convertible at the option of holders as of September 30, 2015 . Notwithstanding the inability to convert, the “if-converted” value of the Convertible Notes as of September 30, 2015 exceeded the aggregate principal amount by approximately $28.8 million . 7.75% Senior Notes Due 2022. In October 2012 , we issued $500 million aggregate principal amount 7.75% senior notes due October 15, 2022 (the “2022 Senior Notes”) in a private placement to qualified institutional buyers. Interest on the 2022 Senior Notes is payable semi-annually in arrears on each April 15 and October 15 . The indenture governing the 2022 Senior Notes contains customary restrictive incurrence covenants. Capitalized debt issuance costs are being amortized as interest expense over the life of the 2022 Senior Notes using the effective interest method. As of September 30, 2015 , we were in compliance with all covenants related to the Convertible Notes and the 2022 Senior Notes and expect to remain in compliance throughout the next 12-month period. Credit Facility Revolving Credit Facility . In September 2015 , we entered into a Second Amendment to Third Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A. as administrative agent, and other lenders party thereto. This agreement amends and restates the credit agreement dated November 2010 and extends the maturity of the revolving credit facility to May 2020 . The revolving credit facility is available for working capital requirements, capital expenditures, acquisitions, general corporate purposes and to support letters of credit. The revolving credit facility provides for a maximum of $1 billion in allowable borrowing capacity, subject to the borrowing base. As of September 30, 2015 , the fall 2015 semi-annual redetermination resulted in the reaffirmation of our borrowing base at $700 million ; however, we have elected to maintain the aggregate commitment at $450 million . The borrowing base is based on, among other things, the loan value assigned to the proved reserves attributable to our crude oil and natural gas interests, excluding proved reserves attributable to our affiliated partnerships. The borrowing base is subject to a semi-annual size redetermination based upon quantification of our reserves at June 30 and December 31, and is also subject to a redetermination upon the occurrence of certain events. The revolving credit facility is secured by a pledge of the stock of certain of our subsidiaries, mortgages of certain producing crude oil and natural gas properties and substantially all of our and such subsidiaries' other assets. Our affiliated partnerships are not guarantors of our obligations under the revolving credit facility. We had $50.0 million outstanding on our revolving credit facility as of September 30, 2015 , compared to $56.0 million outstanding as of December 31, 2014 . The weighted-average interest rate on the outstanding balance on our revolving credit facility, exclusive of fees on the unused commitment and the letter of credit noted below, was 2.7% and 4.1% per annum as of September 30, 2015 and December 31, 2014, respectively. As of September 30, 2015 , RNG had an irrevocable standby letter of credit of approximately $11.7 million in favor of a third-party transportation service provider to secure firm transportation of the natural gas produced by third-party producers for whom we market production in the Appalachian Basin. The letter of credit currently expires in September 2016 and is automatically extended annually in accordance with the letter of credit's terms and conditions. The letter of credit reduces the amount of available funds under our revolving credit facility by an amount equal to the letter of credit. As of September 30, 2015 , the available funds under our revolving credit facility, including the reduction for the $11.7 million letter of credit, was $388.3 million . The revolving credit facility contains covenants customary for agreements of this type, with the most restrictive being certain financial tests on a quarterly basis. The financial tests, as defined per the revolving credit facility, include requirements to: (a) maintain a minimum current ratio of 1.00 to 1.00 and (b) not exceed a maximum leverage ratio of 4.25 to 1.00. As of September 30, 2015 , we were in compliance with all the revolving credit facility covenants and expect to remain in compliance throughout the next 12-month period. |
Capital Leases (Notes)
Capital Leases (Notes) | 9 Months Ended |
Sep. 30, 2015 | |
Capital Leased Assets [Line Items] | |
Capital Leases in Financial Statements of Lessee Disclosure [Text Block] | CAPITAL LEASES Beginning in the first quarter of 2015, we entered into non-cancelable lease agreements for vehicles utilized by our operations and field personnel. Each lease agreement has a term of three years and is being accounted for as a capital lease, as the present value of minimum monthly lease payments, including the residual value guarantee, exceeds 90% of the fair value of the leased vehicles at inception of the lease. The following table presents leased vehicles under capital leases as of September 30, 2015 : Amount (in thousands) Vehicles $ 1,479 Accumulated depreciation (121 ) $ 1,358 Future minimum lease payments by year and in the aggregate, under non-cancelable capital leases with terms of one year or more, consist of the following: For the Twelve Months Ending September 30, Amount (in thousands) 2016 $ 447 2017 454 2018 743 1,644 Less executory cost (72 ) Less amount representing interest (215 ) Present value of minimum lease payments $ 1,357 Short-term capital lease obligations $ 315 Long-term capital lease obligations 1,042 $ 1,357 Short-term capital lease obligations are included in other accrued expenses on the condensed consolidated balance sheets. Long-term capital lease obligations are included in other liabilities on the condensed consolidated balance sheets. |
Asset Retirement Obligations
Asset Retirement Obligations | 9 Months Ended |
Sep. 30, 2015 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligation Disclosure | ASSET RETIREMENT OBLIGATIONS The following table presents the changes in carrying amounts of the asset retirement obligations associated with our working interests in crude oil and natural gas properties: Amount (in thousands) Balance at beginning of period, January 1, 2015 $ 73,855 Obligations incurred with development activities 1,642 Accretion expense 4,742 Obligations discharged with asset retirements (3,163 ) Balance end of period, September 30, 2015 77,076 Less current portion (5,460 ) Long-term portion $ 71,616 Short-term asset retirement obligations are included in other accrued expenses on the condensed consolidated balance sheets. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure | COMMITMENTS AND CONTINGENCIES Firm Transportation, Processing and Sales Agreements. We enter into contracts that provide firm transportation, sales and processing agreements on pipeline systems through which we transport or sell crude oil and natural gas. Satisfaction of the volume requirements includes volumes produced by us, purchased from third parties and produced by our affiliated partnerships and other third-party working interest owners. We record in our financial statements only our share of costs based upon our working interest in the wells. These contracts require us to pay these transportation and processing charges, whether or not the required volumes are delivered. As commodity prices continue to remain depressed, certain customers under our Gas Marketing segment have begun and will continue to experience financial distress, which has led to certain contractual defaults. To date, we have had no material counterparty default losses. The following table presents gross volume information related to our long-term firm transportation, sales and processing agreements for pipeline capacity: For the Twelve Months Ending September 30, Area 2016 2017 2018 2019 2020 and Total Expiration Natural gas (MMcf) Appalachian Basin 7,136 7,117 7,117 7,117 20,480 48,967 August 31, 2022 Utica Shale 2,745 2,738 2,737 2,738 10,500 21,458 July 22, 2023 Total 9,881 9,855 9,854 9,855 30,980 70,425 Crude oil (MBbls) Wattenberg Field 2,420 2,413 2,413 2,413 1,813 11,472 June 30, 2020 Dollar commitment (in thousands) $ 17,623 $ 17,473 $ 16,326 $ 16,326 $ 21,312 $ 89,060 Litigation. The Company is involved in various legal proceedings that it considers normal to its business. The Company reviews the status of these proceedings on an ongoing basis and, from time to time, may settle or otherwise resolve these matters on terms and conditions that management believes are in the best interests of the Company. There is no assurance that settlements can be reached on acceptable terms or that adverse judgments, if any, in the remaining litigation will not exceed the amounts reserved. Although the results cannot be known with certainty, we currently believe that the ultimate results of such proceedings will not have a material adverse effect on our financial position, results of operations or liquidity. Class Action Regarding 2010 and 2011 Partnership Purchases In December 2011, the Company and its wholly-owned merger subsidiary were served with an alleged class action on behalf of unit holders of 12 former limited partnerships, related to its repurchase of the 12 partnerships, which were formed beginning in late 2002 through 2005. The mergers were completed in 2010 and 2011. The action was filed in U.S. District Court for the Central District of California and was titled Schulein v. Petroleum Development Corp . The complaint primarily alleged that the disclosures in the proxy statements issued in connection with the mergers were inadequate, and a state law breach of fiduciary duty. In January 2014, the plaintiffs were certified as a class by the court. In October 2014, the Company and plaintiffs’ counsel reached a settlement agreement. That settlement agreement was signed in December 2014 and was given final court approval in March 2015. Under this settlement agreement, the plaintiffs received a cash payment of $37.5 million in January 2015, of which the Company paid $31.5 million and insurers paid $6 million . In March 2015, the class action was dismissed with prejudice and all class claims were released. As of December 31, 2014, the Company accrued a liability of $37.5 million related to this litigation, which was included in other accrued expenses in the condensed consolidated balance sheet. Environmental. Due to the nature of the natural gas and oil industry, we are exposed to environmental risks. We have various policies and procedures to minimize and mitigate the risks from environmental contamination. We conduct periodic reviews to identify changes in our environmental risk profile. Liabilities are recorded when environmental damages resulting from past events are probable and the costs can be reasonably estimated. As of September 30, 2015 and December 31, 2014 , we had accrued environmental liabilities in the amount of $4.4 million and $0.8 million , respectively, included in other accrued expenses on the condensed consolidated balance sheets. We are not aware of any environmental claims existing as of September 30, 2015 which have not been provided for or would otherwise have a material impact on our financial statements; however, there can be no assurance that current regulatory requirements will not change or that unknown past non-compliance with environmental laws will not be discovered on our properties. In August 2015, we received a Clean Air Act Section 114 Information Request (the "Information Request") from the United States Environmental Protection Agency ("EPA"). The Information Request seeks, among other things, information related to the design, operation, and maintenance of our production facilities in the DJ Basin of Colorado. The Information Request focuses primarily on 46 of our production facilities and asks that we conduct certain sampling and analyses at the identified 46 facilities. We are currently scheduled to respond to the Information Request in January 2016. We cannot predict the outcome of this matter at this time. In 2014, we experienced a loss of well control while drilling an oil and gas well in Morgan County, Ohio. The event resulted in a release of well fluids, including oil based drilling mud. We have completed the appropriate remediation to address the release. In August 2015, the EPA issued us a Notice of Intent seeking civil penalties. We and the EPA recently agreed in principle to settle this matter for a civil fine of approximately $152,000 , although settlement is subject to the parties entering into a definitive settlement agreement. Employment Agreements with Executive Officers . Each of our senior executive officers may be entitled to a severance payment and certain other benefits upon the termination of the officer's employment pursuant to the officer's employment agreement and/or the Company's executive severance compensation plan. The nature and amount of such benefits would vary based upon, among other things, whether the termination followed a change of control of the Company. |
Common Stock
Common Stock | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | COMMON STOCK Sale of Equity Securities In March 2015, we completed a public offering of 4,002,000 shares of our common stock, par value $0.01 per share, at a price to us of $50.73 per share. Net proceeds of the offering were $202.9 million , after deducting offering expenses and underwriting discounts, of which $40,020 is included in common shares-par value and $202.8 million is included in additional paid-in capital on the September 30, 2015 condensed consolidated balance sheet. The shares were issued pursuant to an effective shelf registration statement on Form S-3 filed with the SEC in March 2015. Stock-Based Compensation Plans The following table provides a summary of the impact of our outstanding stock-based compensation plans on the results of operations for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Stock-based compensation expense $ 4,813 $ 4,232 $ 14,278 $ 13,111 Income tax benefit (1,828 ) (1,482 ) (5,423 ) (4,856 ) Net stock-based compensation expense $ 2,985 $ 2,750 $ 8,855 $ 8,255 Stock Appreciation Rights ("SARs") The SARs vest ratably over a three-year period and may be exercised at any point after vesting through ten years from the date of issuance. Pursuant to the terms of the awards, upon exercise, the executive officers will receive, in shares of common stock, the excess of the market price of the award on the date of exercise over the market price of the award on the date of issuance. In January 2015, the Compensation Committee awarded 68,274 SARs to our executive officers. The fair value of each SAR award was estimated on the date of grant using a Black-Scholes pricing model using the following assumptions: Nine Months Ended September 30, 2015 2014 Expected term of award 6 years 6 years Risk-free interest rate 1.6 % 2.1 % Expected volatility 59.4 % 65.6 % Weighted-average grant date fair value per share $ 21.99 $ 29.96 The expected term of the award was estimated using historical stock option exercise behavior data. The risk-free interest rate was based on the U.S. Treasury yields approximating the expected life of the award in effect at the time of grant. Expected volatilities were based on our historical volatility. We do not expect to pay or declare dividends in the foreseeable future. The following table presents the changes in our SARs for the periods presented: Nine Months Ended September 30, 2015 2014 Number of Weighted-Average Average Remaining Contractual Aggregate Intrinsic (in thousands) Number of Weighted-Average Average Remaining Contractual (in years) Aggregate Intrinsic (in thousands) Outstanding beginning of year, January 1, 279,011 $ 38.77 190,763 $ 33.77 Awarded 68,274 39.63 88,248 49.57 Outstanding at September 30, 347,285 38.94 7.5 $ 4,888 279,011 38.77 8.0 $ 3,215 Vested and expected to vest at September 30, 341,423 38.89 7.5 4,821 270,589 38.56 8.0 3,173 Exercisable at September 30, 191,149 35.68 6.6 3,312 109,920 32.71 7.1 1,933 Total compensation cost related to SARs granted, net of estimated forfeitures, and not yet recognized in our condensed consolidated statement of operations as of September 30, 2015 was $2.4 million . The cost is expected to be recognized over a weighted-average period of 1.7 years. Restricted Stock Awards Time-Based Awards. The fair value of the time-based restricted shares is amortized ratably over the requisite service period, primarily three years. The time-based shares vest ratably on each anniversary following the grant date that a participant is continuously employed. In January 2015, the Compensation Committee awarded to our executive officers a total of 80,707 time-based restricted shares that vest ratably over a three -year period ending in January 2018. The following table presents the changes in non-vested time-based awards to all employees, including executive officers, for the nine months ended September 30, 2015 : Shares Weighted-Average Non-vested at December 31, 2014 564,332 $ 46.02 Granted 295,694 48.58 Vested (258,555 ) 40.36 Forfeited (17,457 ) 54.51 Non-vested at September 30, 2015 584,014 49.56 The following table presents the weighted-average grant date fair value per share and related information as of/for the periods presented: As of/for the Nine Months Ended September 30, 2015 2014 (in thousands, except per share data) Total intrinsic value of time-based awards vested $ 13,061 $ 15,840 Total intrinsic value of time-based awards non-vested 30,959 31,996 Market price per common share as of September 30, 53.01 50.29 Weighted-average grant date fair value per share 48.58 56.64 Total compensation cost related to non-vested time-based awards, net of estimated forfeitures, and not yet recognized in our condensed consolidated statements of operations as of September 30, 2015 was $19.2 million . This cost is expected to be recognized over a weighted-average period of 1.9 years. Market-Based Awards. The fair value of the market-based restricted shares is amortized ratably over the requisite service period, primarily three years. The market-based shares vest if the participant is continuously employed throughout the performance period and the market-based performance measure is achieved, with a maximum vesting period of three years. All compensation cost related to the market-based awards will be recognized if the requisite service period is fulfilled, even if the market condition is not achieved. In January 2015, the Compensation Committee awarded a total of 29,398 market-based restricted shares to our executive officers. In addition to continuous employment, the vesting of these shares is contingent on the Company's total shareholder return ("TSR"), which is essentially the Company’s stock price change including any dividends, as compared to the TSR of a group of peer companies. The shares are measured over a three-year period ending on December 31, 2017 and can result in a payout between 0% and 200% of the total shares awarded. The weighted-average grant date fair value per market-based share for these awards granted was computed using the Monte Carlo pricing model using the following assumptions: Nine Months Ended September 30, 2015 2014 Expected term of award 3 years 3 years Risk-free interest rate 0.9 % 0.8 % Expected volatility 53.0 % 55.2 % Weighted-average grant date fair value per share $ 57.35 $ 56.87 The expected term of the awards was based on the requisite service period. The risk-free interest rate was based on the U.S. Treasury yields in effect at the time of grant and extrapolated to approximate the life of the award. The expected volatility was based on our historical volatility. The following table presents the change in non-vested market-based awards during the nine months ended September 30, 2015 : Shares Weighted-Average Non-vested at December 31, 2014 83,721 $ 52.98 Granted 29,398 57.35 Non-vested at September 30, 2015 113,119 54.12 The following table presents the weighted-average grant date fair value per share and related information as of/for the periods presented: As of/for the Nine Months Ended September 30, 2015 2014 (in thousands, except per share data) Total intrinsic value of market-based awards non-vested $ 5,996 $ 5,746 Market price per common share as of September 30, 53.01 50.29 Weighted-average grant date fair value per share 57.35 56.87 Total compensation cost related to non-vested market-based awards, net of estimated forfeitures, and not yet recognized in our condensed consolidated statements of operations as of September 30, 2015 was $2.4 million . This cost is expected to be recognized over a weighted-average period of 1.7 years. |
Earnings per share
Earnings per share | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE Basic earnings per share is computed by dividing net earnings by the weighted-average number of common shares outstanding for the period. Diluted earnings per share is similarly computed, except that the denominator includes the effect, using the treasury stock method, of unvested restricted stock, outstanding SARs, stock options, Convertible Notes and shares held pursuant to our non-employee director deferred compensation plan, if including such potential shares of common stock is dilutive. The following table presents a reconciliation of the weighted-average diluted shares outstanding: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Weighted-average common shares outstanding - basic 40,085 35,834 38,837 35,763 Dilutive effect of: Restricted stock — 259 — 287 SARs — 56 — 45 Stock options — 1 — 1 Non-employee director deferred compensation — 6 — 5 Convertible notes — 672 — 730 Weighted-average common shares and equivalents outstanding - diluted 40,085 36,828 38,837 36,831 We reported a net loss for the three and nine months ended September 30, 2015 . As a result, our basic and diluted weighted-average common shares outstanding were the same because the effect of the common share equivalents was anti-dilutive. The following table presents the weighted-average common share equivalents excluded from the calculation of diluted earnings per share due to their anti-dilutive effect: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Weighted-average common share equivalents excluded from diluted earnings per share due to their anti-dilutive effect: Restricted stock 816 4 836 — SARs 83 11 87 30 Stock options 4 — 4 — Non-employee director deferred compensation 8 — 6 — Convertible notes 468 — 505 — Total anti-dilutive common share equivalents 1,379 15 1,438 30 In November 2010, we issued our Convertible Notes, which give the holders the right to convert the aggregate principal amount into 2.7 million shares of our common stock at a conversion price of $42.40 per share. The Convertible Notes could be included in the diluted earnings per share calculation using the treasury stock method if the average market share price exceeds the $42.40 conversion price during the period presented. Shares issuable upon conversion of the Convertible Notes were excluded from the diluted earnings per share calculation for the three and nine months ended September 30, 2015 as the effect would be anti-dilutive to our earnings per share. Shares issuable upon conversion of the Convertible Notes were included in the diluted earnings per share calculation for the three and nine months ended September 30, 2014, as the average market price during the period exceeded the conversion price. |
Divestitures and Discontinued O
Divestitures and Discontinued Operations | 9 Months Ended |
Sep. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure | ASSETS HELD FOR SALE, DIVESTITURES AND DISCONTINUED OPERATIONS In October 2014 , we completed the sale of our entire 50% ownership interest in PDCM to an unrelated third-party for aggregate consideration, after our share of PDCM's debt repayment and other working capital adjustments, of approximately $192 million , comprised of approximately $153 million in net cash proceeds and a promissory note due in 2020 of approximately $39 million . The transaction included the buyer's assumption of our share of the firm transportation commitment related to the assets owned by PDCM, as well as our share of PDCM's natural gas hedging positions for the years 2014 through 2017. The divestiture resulted in a pre-tax gain of $76.3 million . Proceeds from the divestiture were used to reduce outstanding borrowings on our revolving credit facility and to fund a portion of our 2014 capital budget. The divestiture represented a strategic shift that will have a major effect on our operations, in that our organizational structure no longer has joint venture partners or dry gas assets. Therefore, our proportionate share of PDCM's Marcellus Shale results of operations have been separately reported as discontinued operations in the condensed consolidated statements of operations for the three and nine months ended September 30, 2014 . The following table presents condensed consolidated statement of operations data related to discontinued operations: Condensed consolidated statements of operations - discontinued operations Three Months Ended September 30, 2014 Nine Months Ended September 30, 2014 (in thousands) Revenues Crude oil, natural gas and NGLs sales $ 5,411 $ 24,149 Commodity price risk management income (loss), net 1,929 (1,085 ) Well operations, pipeline income and other — 48 Total revenues 7,340 23,112 Costs, expenses and other Production costs 1,020 7,120 Impairment of crude oil and natural gas properties 273 433 Depreciation, depletion and amortization 1,272 9,128 Other 1,061 3,445 Gain on sale of properties and equipment (1 ) (193 ) Total costs, expenses and other 3,625 19,933 Interest expense (709 ) (2,222 ) Interest income 62 194 Income from discontinued operations 3,068 1,151 Provision for income taxes (3,148 ) (759 ) Income (loss) from discontinued operations, net of tax $ (80 ) $ 392 The following table presents supplemental cash flows information related to our 50% ownership interest in PDCM, which is classified as discontinued operations: Supplemental cash flows information - discontinued operations Nine Months Ended September 30, 2014 (in thousands) Cash flows from investing activities: Capital expenditures $ (17,253 ) Significant non-cash investing items: Change in accounts payable related to purchases of properties and equipment (5,727 ) Assets held for sale of $2.9 million as of September 30, 2015 and December 31, 2014 represents the carrying value of approximately 12 acres of land located adjacent to our Bridgeport, West Virginia, regional headquarters. |
Business Segments
Business Segments | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure | BUSINESS SEGMENTS We separate our operating activities into two segments: Oil and Gas Exploration and Production and Gas Marketing. All material inter-company accounts and transactions between segments have been eliminated. Oil and Gas Exploration and Production. Our Oil and Gas Exploration and Production segment includes all of our crude oil and natural gas properties. The segment represents revenues and expenses from the production and sale of crude oil, natural gas and NGLs. Segment revenue includes crude oil, natural gas and NGLs sales, commodity price risk management, net and well operation and pipeline income. Segment income (loss) consists of segment revenue less production cost, exploration expense, impairment of crude oil and natural gas properties, direct general and administrative expense and depreciation, depletion and amortization expense. Gas Marketing. Our Gas Marketing segment purchases, aggregates and resells natural gas produced by us and others. Segment income (loss) primarily represents sales from natural gas marketing and direct interest income, less costs of natural gas marketing and direct general and administrative expense. Unallocated Amounts. Unallocated income includes unallocated other revenue, less corporate general and administrative expense, corporate DD&A expense, interest income and interest expense. Unallocated assets include assets utilized for corporate general and administrative purposes, as well as assets not specifically included in our two business segments. The following tables present our segment information: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Segment revenues: Oil and gas exploration and production $ 228,520 $ 211,259 $ 418,356 $ 385,867 Gas marketing 2,580 13,297 8,336 62,649 Total revenues $ 231,100 $ 224,556 $ 426,692 $ 448,516 Segment income (loss) before income taxes: Oil and gas exploration and production $ (32,046 ) $ 136,886 $ (20,309 ) $ 174,612 Gas marketing (201 ) (51 ) (539 ) 3 Unallocated (30,414 ) (47,362 ) (91,014 ) (135,472 ) Income (loss) before income taxes $ (62,661 ) $ 89,473 $ (111,862 ) $ 39,143 September 30, 2015 December 31, 2014 (in thousands) Segment assets: Oil and gas exploration and production $ 2,261,164 $ 2,254,751 Gas marketing 4,266 6,979 Unallocated 76,006 75,984 Assets held for sale 2,874 2,874 Total assets $ 2,344,310 $ 2,340,588 |
Subsequent Events (Notes)
Subsequent Events (Notes) | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | SUBSEQUENT EVENT On October 26, 2015, we announced that Gysle Shellum, Chief Financial Officer, will retire effective June 30, 2016. He will remain the Chief Financial Officer until a successor is appointed and will thereafter assist with transitional and other assigned matters through his retirement date. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Consolidation, Policy | The accompanying unaudited condensed consolidated financial statements include the accounts of PDC, our wholly-owned subsidiary Riley Natural Gas ("RNG"), our proportionate share of our four affiliated partnerships and, for the three and nine months ended September 30, 2014 , our proportionate share of PDCM. Pursuant to the proportionate consolidation method, our accompanying condensed consolidated financial statements include our pro rata share of assets, liabilities, revenues and expenses of the entities which we proportionately consolidate. All material intercompany accounts and transactions have been eliminated in consolidation. |
Basis of Accounting, Policy | In our opinion, the accompanying condensed consolidated financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary for a fair presentation of our financial statements for interim periods in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the SEC. Accordingly, pursuant to such rules and regulations, certain notes and other financial information included in audited financial statements have been condensed or omitted. The information presented in this Quarterly Report on Form 10-Q should be read in conjunction with our audited consolidated financial statements and notes thereto included in our 2014 Form 10-K. Our results of operations and cash flows for the three and nine months ended September 30, 2015 are not necessarily indicative of the results to be expected for the full year or any other future period |
Reclassification, Policy | . |
Recently Issued Accounting Policy [Policy Text Block] | Recently Issued Accounting Standards In May 2014, the Financial Accounting Standards Board ("FASB") and the International Accounting Standards Board issued their converged standard on revenue recognition that provides a single, comprehensive model that entities will apply to determine the measurement of revenue and timing of when it is recognized. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The standard outlines a five-step approach to apply the underlying principle: (1) identify the contract with the customer, (2) identify the separate performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to separate performance obligations and (5) recognize revenue when (or as) each performance obligation is satisfied. In August 2015, the FASB deferred the effective date of the revenue standard to annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. The revenue standard can be adopted under the full retrospective method or simplified transition method. Entities are permitted to adopt the revenue standard early, beginning with annual reporting periods after December 15, 2016. We are currently evaluating the impact these changes may have on our condensed consolidated financial statements. In August 2014, the FASB issued a new standard related to the disclosure of uncertainties about an entity's ability to continue as a going concern. The new standard will explicitly require management to assess an entity's ability to continue as a going concern every reporting period and to provide related footnote disclosures in certain circumstances. The new standard will be effective for all entities in the first annual period ending after December 15, 2016, with early adoption permitted. Adoption of this guidance is not expected to have a significant impact on our condensed consolidated financial statements. In November 2014, the FASB issued an update to accounting for derivatives and hedging instruments. The update clarifies how current accounting guidance should be interpreted in evaluating the economic characteristics and risks of a host contract in a hybrid financial instrument that is issued in the form of a share. Specifically, the accounting update clarifies that an entity should consider all relevant terms and features, including the embedded derivative feature being evaluated for bifurcation, in evaluating the nature of the host contract. Furthermore, the update clarifies that no single term or feature would necessarily determine the economic characteristics and risks of the host contract. Rather, the nature of the host contract depends upon the economic characteristics and risks of the entire hybrid financial instrument. The assessment of the substance of the relevant terms and features should incorporate a consideration of the characteristics of the terms and features themselves, the circumstances under which the hybrid financial instrument was issued or acquired, and the potential outcomes of the hybrid financial instrument, as well as the likelihood of those potential outcomes. The accounting update is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. We are currently evaluating the impact these changes may have on our condensed consolidated financial statements. In January 2015, the FASB issued new accounting guidance eliminating from current accounting guidance the concept of extraordinary items, which, among other things, required an entity to segregate extraordinary items considered to be unusual and infrequent from the results of ordinary operations and show the item separately in the income statement, net of tax, after income from continuing operations. This guidance is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. Adoption of this guidance is not expected to have a significant impact on our condensed consolidated financial statements. In February 2015, the FASB issued an accounting update modifying existing consolidation guidance for reporting organizations that are required to evaluate whether they should consolidate certain legal entities. The amendments in this update are effective for fiscal years and interim periods within those years beginning after December 15, 2015, and require either a retrospective or a modified retrospective approach to adoption. Early adoption is permitted. Adoption of this guidance is not expected to have a significant impact on our condensed consolidated financial statements. In April 2015, the FASB issued an accounting update simplifying the presentation of debt issuance costs and requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The update did not affect the recognition and measurement guidance for debt issuance costs. This guidance is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted. Adoption of this guidance is not expected to have a significant impact on our condensed consolidated financial statements. In July 2015, the FASB issued an accounting update requiring all entities to measure inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This guidance is effective for public entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Adoption of this guidance is not expected to have a significant impact on our condensed consolidated financial statements. In September 2015, the FASB issued an accounting update requiring adjustments to provisional amounts that are identified during the measurement period of a business combination to be recognized in the reporting period in which the adjustment amounts are determined. The accounting update also requires an entity to present separately on the face of the income statement, or disclose in the notes, the portion of the amount recorded in current-period earnings, by line item, that would have been recorded in previous reporting periods if the adjustment to the estimated amounts had been recognized as of the acquisition date. This guidance is effective for public entities for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The accounting update should be applied prospectively to adjustments to provisional amounts that occur after the effective date with earlier application permitted for financial statements that have not been issued. Adoption of this guidance is not expected to have a significant impact on our condensed consolidated financial statements. |
Earnings Per Share, Policy | Basic earnings per share is computed by dividing net earnings by the weighted-average number of common shares outstanding for the period. Diluted earnings per share is similarly computed, except that the denominator includes the effect, using the treasury stock method, of unvested restricted stock, outstanding SARs, stock options, Convertible Notes and shares held pursuant to our non-employee director deferred compensation plan, if including such potential shares of common stock is dilutive. |
Fair Value Measurements and D22
Fair Value Measurements and Disclosures (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | Our fixed-price swaps, basis swaps and physical purchases are included in Level 2 and our collars and physical sales are included in Level 3. The following table presents, for each applicable level within the fair value hierarchy, our derivative assets and liabilities, including both current and non-current portions, measured at fair value on a recurring basis: September 30, 2015 December 31, 2014 Significant Other Significant Total Significant Other Significant Total (in thousands) Assets: Commodity-based derivative contracts $ 197,331 $ 83,862 $ 281,193 $ 237,939 $ 62,356 $ 300,295 Basis protection derivative contracts — — — 19 — 19 Total assets 197,331 83,862 281,193 237,958 62,356 300,314 Liabilities: Commodity-based derivative contracts 482 — 482 742 — 742 Basis protection derivative contracts 2,486 — 2,486 25 — 25 Total liabilities 2,968 — 2,968 767 — 767 Net asset $ 194,363 $ 83,862 $ 278,225 $ 237,191 $ 62,356 $ 299,547 |
Fair Value Assets and Liabilities Unobservable Input Reconciliation | The following table presents a reconciliation of our Level 3 assets measured at fair value: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Fair value, net asset (liability), beginning of period $ 58,256 $ (6,967 ) $ 62,356 $ 1,111 Changes in fair value included in statement of operations line item: Commodity price risk management gain, net 38,085 12,758 42,525 3,961 Sales from natural gas marketing 51 2 51 (24 ) Settlements included in statement of operations line items: Commodity price risk management gain (loss), net (12,530 ) 142 (21,063 ) 882 Sales from natural gas marketing — (3 ) (7 ) 2 Fair value, net asset end of period $ 83,862 $ 5,932 $ 83,862 $ 5,932 Net change in fair value of unsettled derivatives included in statement of operations line item: Commodity price risk management gain, net $ 34,564 $ 11,831 $ 31,794 $ 673 Sales from natural gas marketing — 1 — (2 ) Total $ 34,564 $ 11,832 $ 31,794 $ 671 |
Concentration of Risk | The following table presents the counterparties that expose us to credit risk as of September 30, 2015 with regard to our derivative assets: Counterparty Name Fair Value of (in thousands) JP Morgan Chase Bank, N.A (1) $ 77,743 Canadian Imperial Bank of Commerce (1) 72,977 Bank of Nova Scotia (1) 41,354 Wells Fargo Bank, N.A. (1) 38,973 NATIXIS (1) 32,941 Key Bank N.A. (1) 11,163 Other lenders in our revolving credit facility 6,042 Total $ 281,193 __________ (1) Major lender in our revolving credit facility. See Note 7, Long-Term Debt. |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | The following table presents information regarding our note receivable outstanding as of September 30, 2015 : Amount (in thousands) Note receivable: Principal outstanding, December 31, 2014 $ 39,707 Paid-in-kind interest 2,430 Principal outstanding, September 30, 2015 $ 42,137 |
Derivative Financial Instrume23
Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments Not Designated as Hedging Instruments [Abstract] | |
Schedule of Other Derivatives Not Designated as Hedging Instruments, Statements of Financial Performance and Financial Position, Location [Table Text Block] | The following table presents the balance sheet location and fair value amounts of our derivative instruments on the condensed consolidated balance sheets: Fair Value Derivative instruments: Balance sheet line item September 30, 2015 December 31, 2014 (in thousands) Derivative assets: Current Commodity contracts Related to crude oil and natural gas sales Fair value of derivatives $ 207,731 $ 186,886 Related to natural gas marketing Fair value of derivatives 413 590 Basis protection contracts Related to crude oil and natural gas sales Fair value of derivatives — 19 208,144 187,495 Non-current Commodity contracts Related to crude oil and natural gas sales Fair value of derivatives 72,950 112,599 Related to natural gas marketing Fair value of derivatives 99 220 73,049 112,819 Total derivative assets $ 281,193 $ 300,314 Derivative liabilities: Current Commodity contracts Related to natural gas marketing Fair value of derivatives $ 393 $ 545 Basis protection contracts Related to crude oil and natural gas sales Fair value of derivatives 1,852 25 2,245 570 Non-current Commodity contracts Related to natural gas marketing Fair value of derivatives 89 197 Basis protection contracts Related to crude oil and natural gas sales Fair value of derivatives 634 — 723 197 Total derivative liabilities $ 2,968 $ 767 The following table presents the impact of our derivative instruments on our condensed consolidated statements of operations: Three Months Ended September 30, Nine Months Ended September 30, Condensed consolidated statement of operations line item 2015 2014 2015 2014 (in thousands) Commodity price risk management gain, net Net settlements $ 67,993 $ (4,459 ) $ 162,454 $ (21,511 ) Net change in fair value of unsettled derivatives 55,556 94,672 (21,284 ) 34,172 Total commodity price risk management gain, net $ 123,549 $ 90,213 $ 141,170 $ 12,661 Sales from natural gas marketing Net settlements $ 165 $ 210 $ 561 $ (376 ) Net change in fair value of unsettled derivatives (5 ) 170 (298 ) 123 Total sales from natural gas marketing $ 160 $ 380 $ 263 $ (253 ) Cost of natural gas marketing Net settlements $ (157 ) $ (182 ) $ (531 ) $ 502 Net change in fair value of unsettled derivatives (5 ) (191 ) 260 (199 ) Total cost of natural gas marketing $ (162 ) $ (373 ) $ (271 ) $ 303 All of our financial derivative agreements contain master netting provisions that provide for the net settlement of all contracts through a single payment in the event of early termination. Our fixed-price physical purchase and sale agreements that qualify as derivative contracts are not subject to master netting provisions and are not significant. We have elected not to offset the fair value positions recorded on our condensed consolidated balance sheets. The following table reflects the impact of netting agreements on gross derivative assets and liabilities: As of September 30, 2015 Derivative instruments, recorded in condensed consolidated balance sheet, gross Effect of master netting agreements Derivative instruments, net (in thousands) Asset derivatives: Derivative instruments, at fair value $ 281,193 $ (2,548 ) $ 278,645 Liability derivatives: Derivative instruments, at fair value $ 2,968 $ (2,548 ) $ 420 As of December 31, 2014 Derivative instruments, recorded in condensed consolidated balance sheet, gross Effect of master netting agreements Derivative instruments, net (in thousands) Asset derivatives: Derivative instruments, at fair value $ 300,314 $ (29 ) $ 300,285 Liability derivatives: Derivative instruments, at fair value $ 767 $ (29 ) $ 738 |
Properties and Equipment (Table
Properties and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Oil and Gas Property [Abstract] | |
Property, Plant and Equipment | The following table presents the components of properties and equipment, net of accumulated depreciation, depletion and amortization ("DD&A"): September 30, 2015 December 31, 2014 (in thousands) Properties and equipment, net: Crude oil and natural gas properties Proved $ 2,712,759 $ 2,267,165 Unproved 82,280 188,206 Total crude oil and natural gas properties 2,795,039 2,455,371 Equipment and other 32,119 29,562 Land and buildings 9,016 9,015 Construction in progress 99,008 137,937 Properties and equipment, at cost 2,935,182 2,631,885 Accumulated DD&A (1,061,855 ) (831,699 ) Properties and equipment, net $ 1,873,327 $ 1,800,186 |
Impairment of natural gas and crude oil properties | The following table presents impairment charges recorded for crude oil and natural gas properties: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Continuing operations: Impairment of proved and unproved properties $ 150,344 $ — $ 150,344 $ — Amortization of individually insignificant unproved properties 3,191 1,085 8,448 2,843 Other — 778 — 778 Total continuing operations 153,535 1,863 158,792 3,621 Discontinued operations: Amortization of individually insignificant unproved properties — 274 — 433 Total impairment of crude oil and natural gas properties $ 153,535 $ 2,137 $ 158,792 $ 4,054 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long-term debt consists of the following: September 30, 2015 December 31, 2014 (in thousands) Senior notes: 3.25% Convertible senior notes due 2016: Principal amount $ 115,000 $ 115,000 Unamortized discount (2,937 ) (6,077 ) 3.25% Convertible senior notes due 2016, net of discount 112,063 108,923 7.75% Senior notes due 2022 500,000 500,000 Total senior notes 612,063 608,923 Revolving credit facility 50,000 56,000 Total debt 662,063 664,923 Less current portion of long-term debt 112,063 — Long-term debt $ 550,000 $ 664,923 |
Capital Leases (Tables)
Capital Leases (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Capital Leases [Abstract] | |
Schedule of Capital Leased Assets [Table Text Block] | The following table presents leased vehicles under capital leases as of September 30, 2015 : Amount (in thousands) Vehicles $ 1,479 Accumulated depreciation (121 ) $ 1,358 |
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | Future minimum lease payments by year and in the aggregate, under non-cancelable capital leases with terms of one year or more, consist of the following: For the Twelve Months Ending September 30, Amount (in thousands) 2016 $ 447 2017 454 2018 743 1,644 Less executory cost (72 ) Less amount representing interest (215 ) Present value of minimum lease payments $ 1,357 Short-term capital lease obligations $ 315 Long-term capital lease obligations 1,042 $ 1,357 |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of Change in Asset Retirement Obligation | The following table presents the changes in carrying amounts of the asset retirement obligations associated with our working interests in crude oil and natural gas properties: Amount (in thousands) Balance at beginning of period, January 1, 2015 $ 73,855 Obligations incurred with development activities 1,642 Accretion expense 4,742 Obligations discharged with asset retirements (3,163 ) Balance end of period, September 30, 2015 77,076 Less current portion (5,460 ) Long-term portion $ 71,616 |
Commitments and Contingencies C
Commitments and Contingencies Commitments and Contigencies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Supply Commitment | : For the Twelve Months Ending September 30, Area 2016 2017 2018 2019 2020 and Total Expiration Natural gas (MMcf) Appalachian Basin 7,136 7,117 7,117 7,117 20,480 48,967 August 31, 2022 Utica Shale 2,745 2,738 2,737 2,738 10,500 21,458 July 22, 2023 Total 9,881 9,855 9,854 9,855 30,980 70,425 Crude oil (MBbls) Wattenberg Field 2,420 2,413 2,413 2,413 1,813 11,472 June 30, 2020 Dollar commitment (in thousands) $ 17,623 $ 17,473 $ 16,326 $ 16,326 $ 21,312 $ 89,060 |
Common Stock (Tables)
Common Stock (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan | The following table provides a summary of the impact of our outstanding stock-based compensation plans on the results of operations for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Stock-based compensation expense $ 4,813 $ 4,232 $ 14,278 $ 13,111 Income tax benefit (1,828 ) (1,482 ) (5,423 ) (4,856 ) Net stock-based compensation expense $ 2,985 $ 2,750 $ 8,855 $ 8,255 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | In January 2015, the Compensation Committee awarded 68,274 SARs to our executive officers. The fair value of each SAR award was estimated on the date of grant using a Black-Scholes pricing model using the following assumptions: Nine Months Ended September 30, 2015 2014 Expected term of award 6 years 6 years Risk-free interest rate 1.6 % 2.1 % Expected volatility 59.4 % 65.6 % Weighted-average grant date fair value per share $ 21.99 $ 29.96 |
Schedule of Share-based Compensation, Stock Appreciation Rights Award Activity | The following table presents the changes in our SARs for the periods presented: Nine Months Ended September 30, 2015 2014 Number of Weighted-Average Average Remaining Contractual Aggregate Intrinsic (in thousands) Number of Weighted-Average Average Remaining Contractual (in years) Aggregate Intrinsic (in thousands) Outstanding beginning of year, January 1, 279,011 $ 38.77 190,763 $ 33.77 Awarded 68,274 39.63 88,248 49.57 Outstanding at September 30, 347,285 38.94 7.5 $ 4,888 279,011 38.77 8.0 $ 3,215 Vested and expected to vest at September 30, 341,423 38.89 7.5 4,821 270,589 38.56 8.0 3,173 Exercisable at September 30, 191,149 35.68 6.6 3,312 109,920 32.71 7.1 1,933 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table presents the changes in non-vested time-based awards to all employees, including executive officers, for the nine months ended September 30, 2015 : Shares Weighted-Average Non-vested at December 31, 2014 564,332 $ 46.02 Granted 295,694 48.58 Vested (258,555 ) 40.36 Forfeited (17,457 ) 54.51 Non-vested at September 30, 2015 584,014 49.56 The following table presents the weighted-average grant date fair value per share and related information as of/for the periods presented: As of/for the Nine Months Ended September 30, 2015 2014 (in thousands, except per share data) Total intrinsic value of time-based awards vested $ 13,061 $ 15,840 Total intrinsic value of time-based awards non-vested 30,959 31,996 Market price per common share as of September 30, 53.01 50.29 Weighted-average grant date fair value per share 48.58 56.64 |
Restricted Stock Awards, Market-Based, Valuation assumptions | In January 2015, the Compensation Committee awarded a total of 29,398 market-based restricted shares to our executive officers. In addition to continuous employment, the vesting of these shares is contingent on the Company's total shareholder return ("TSR"), which is essentially the Company’s stock price change including any dividends, as compared to the TSR of a group of peer companies. The shares are measured over a three-year period ending on December 31, 2017 and can result in a payout between 0% and 200% of the total shares awarded. The weighted-average grant date fair value per market-based share for these awards granted was computed using the Monte Carlo pricing model using the following assumptions: Nine Months Ended September 30, 2015 2014 Expected term of award 3 years 3 years Risk-free interest rate 0.9 % 0.8 % Expected volatility 53.0 % 55.2 % Weighted-average grant date fair value per share $ 57.35 $ 56.87 |
Schedule of Nonvested Performance-based Units Activity | The following table presents the change in non-vested market-based awards during the nine months ended September 30, 2015 : Shares Weighted-Average Non-vested at December 31, 2014 83,721 $ 52.98 Granted 29,398 57.35 Non-vested at September 30, 2015 113,119 54.12 The following table presents the weighted-average grant date fair value per share and related information as of/for the periods presented: As of/for the Nine Months Ended September 30, 2015 2014 (in thousands, except per share data) Total intrinsic value of market-based awards non-vested $ 5,996 $ 5,746 Market price per common share as of September 30, 53.01 50.29 Weighted-average grant date fair value per share 57.35 56.87 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share Reconciliation | The following table presents a reconciliation of the weighted-average diluted shares outstanding: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Weighted-average common shares outstanding - basic 40,085 35,834 38,837 35,763 Dilutive effect of: Restricted stock — 259 — 287 SARs — 56 — 45 Stock options — 1 — 1 Non-employee director deferred compensation — 6 — 5 Convertible notes — 672 — 730 Weighted-average common shares and equivalents outstanding - diluted 40,085 36,828 38,837 36,831 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table presents the weighted-average common share equivalents excluded from the calculation of diluted earnings per share due to their anti-dilutive effect: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Weighted-average common share equivalents excluded from diluted earnings per share due to their anti-dilutive effect: Restricted stock 816 4 836 — SARs 83 11 87 30 Stock options 4 — 4 — Non-employee director deferred compensation 8 — 6 — Convertible notes 468 — 505 — Total anti-dilutive common share equivalents 1,379 15 1,438 30 |
Assets Held for Sale, Divestitu
Assets Held for Sale, Divestitures and Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Discontinued Operations | The following table presents condensed consolidated statement of operations data related to discontinued operations: Condensed consolidated statements of operations - discontinued operations Three Months Ended September 30, 2014 Nine Months Ended September 30, 2014 (in thousands) Revenues Crude oil, natural gas and NGLs sales $ 5,411 $ 24,149 Commodity price risk management income (loss), net 1,929 (1,085 ) Well operations, pipeline income and other — 48 Total revenues 7,340 23,112 Costs, expenses and other Production costs 1,020 7,120 Impairment of crude oil and natural gas properties 273 433 Depreciation, depletion and amortization 1,272 9,128 Other 1,061 3,445 Gain on sale of properties and equipment (1 ) (193 ) Total costs, expenses and other 3,625 19,933 Interest expense (709 ) (2,222 ) Interest income 62 194 Income from discontinued operations 3,068 1,151 Provision for income taxes (3,148 ) (759 ) Income (loss) from discontinued operations, net of tax $ (80 ) $ 392 The following table presents supplemental cash flows information related to our 50% ownership interest in PDCM, which is classified as discontinued operations: Supplemental cash flows information - discontinued operations Nine Months Ended September 30, 2014 (in thousands) Cash flows from investing activities: Capital expenditures $ (17,253 ) Significant non-cash investing items: Change in accounts payable related to purchases of properties and equipment (5,727 ) Assets held for sale of $2.9 million as of September 30, 2015 and December 31, 2014 represents the carrying value of approximately 12 acres of land located adjacent to our Bridgeport, West Virginia, regional headquarters. |
Business Segments (Tables)
Business Segments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The following tables present our segment information: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Segment revenues: Oil and gas exploration and production $ 228,520 $ 211,259 $ 418,356 $ 385,867 Gas marketing 2,580 13,297 8,336 62,649 Total revenues $ 231,100 $ 224,556 $ 426,692 $ 448,516 Segment income (loss) before income taxes: Oil and gas exploration and production $ (32,046 ) $ 136,886 $ (20,309 ) $ 174,612 Gas marketing (201 ) (51 ) (539 ) 3 Unallocated (30,414 ) (47,362 ) (91,014 ) (135,472 ) Income (loss) before income taxes $ (62,661 ) $ 89,473 $ (111,862 ) $ 39,143 September 30, 2015 December 31, 2014 (in thousands) Segment assets: Oil and gas exploration and production $ 2,261,164 $ 2,254,751 Gas marketing 4,266 6,979 Unallocated 76,006 75,984 Assets held for sale 2,874 2,874 Total assets $ 2,344,310 $ 2,340,588 |
Nature of Operations and Basi33
Nature of Operations and Basis of Presentation Additional Information (Details) | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Oil and gas producing wells, gross | 2,950 |
Number of Operating Segments | 2 |
Fair Value Measurements and D34
Fair Value Measurements and Disclosures (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Fair Value | Significant Other Observable Inputs (Level 2) | ||
Assets and Liabilities at Fair Value | ||
Commodity-based derivative - assets | $ 197,331 | $ 237,939 |
Basis protection derivative - assets | 0 | 19 |
Total assets | 197,331 | 237,958 |
Commodity-based derivative - liabilities | 482 | 742 |
Basis protection derivative - liabilities | 2,486 | 25 |
Total liabilities | 2,968 | 767 |
Net asset (fair value) | 194,363 | 237,191 |
Fair Value | Significant Unobservable Inputs (Level 3) | ||
Assets and Liabilities at Fair Value | ||
Commodity-based derivative - assets | 83,862 | 62,356 |
Basis protection derivative - assets | 0 | 0 |
Total assets | 83,862 | 62,356 |
Commodity-based derivative - liabilities | 0 | 0 |
Basis protection derivative - liabilities | 0 | 0 |
Total liabilities | 0 | 0 |
Net asset (fair value) | 83,862 | 62,356 |
Fair Value | Total | ||
Assets and Liabilities at Fair Value | ||
Commodity-based derivative - assets | 281,193 | 300,295 |
Basis protection derivative - assets | 0 | 19 |
Total assets | 281,193 | 300,314 |
Commodity-based derivative - liabilities | 482 | 742 |
Basis protection derivative - liabilities | 2,486 | 25 |
Total liabilities | 2,968 | 767 |
Net asset (fair value) | $ 278,225 | $ 299,547 |
3.25% Convertible Senior Notes due 2016 | ||
Assets and Liabilities at Fair Value | ||
Debt Instrument, Interest Rate, Stated Percentage | 3.25% | |
3.25% convertible senior notes fair value | $ 161,400 | |
3.25% convertible senior notes fair value as a percentage of par | 140.30% | |
7.75% Senior Notes due 2022 | ||
Assets and Liabilities at Fair Value | ||
Debt Instrument, Interest Rate, Stated Percentage | 7.75% | |
7.75% senior notes fair value | $ 496,300 | |
7.75% senior notes fair value as percentage of par | 99.30% |
Reconciliation of Level 3 Fair
Reconciliation of Level 3 Fair Value Measurements (Details) - Derivative Financial Instrument Net Assets - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Roll-forward of Level 3 Assets | ||||
Fair Value, net assets, beginning of period | $ 58,256 | $ (6,967) | $ 62,356 | $ 1,111 |
Fair Value, net assets, end of period | 83,862 | 5,932 | 83,862 | 5,932 |
Net change in fair value of unsettled derivatives included in statement of operations line item | 34,564 | 11,832 | 31,794 | 671 |
Commodity Price Risk Management (loss), net | ||||
Roll-forward of Level 3 Assets | ||||
Changes in fair value included in statement of operations line item: | 38,085 | 12,758 | 42,525 | 3,961 |
Settlements included in statement of operations line items: | (12,530) | 142 | (21,063) | 882 |
Net change in fair value of unsettled derivatives included in statement of operations line item | 34,564 | 11,831 | 31,794 | 673 |
Sales From Natural Gas Marketing | ||||
Roll-forward of Level 3 Assets | ||||
Changes in fair value included in statement of operations line item: | 51 | 2 | 51 | (24) |
Settlements included in statement of operations line items: | 0 | (3) | (7) | 2 |
Net change in fair value of unsettled derivatives included in statement of operations line item | $ 0 | $ 1 | $ 0 | $ (2) |
Fair Value Measurements and D36
Fair Value Measurements and Disclosures Concentration of Risk (Details) $ in Thousands | Sep. 30, 2015USD ($) | |
Concentration Risk [Line Items] | ||
Fair Value of Derivative Assets | $ 281,193 | |
JPMorgan Chase Bank [Member] | ||
Concentration Risk [Line Items] | ||
Fair Value of Derivative Assets | 77,743 | [1] |
Canadian Imperial Bank of Commerce [Member] | ||
Concentration Risk [Line Items] | ||
Fair Value of Derivative Assets | 72,977 | [1] |
Bank of Nova Scotia [Member] | ||
Concentration Risk [Line Items] | ||
Fair Value of Derivative Assets | 41,354 | [1] |
Wells Fargo Bank [Member] | ||
Concentration Risk [Line Items] | ||
Fair Value of Derivative Assets | 38,973 | [1] |
Natixis [Member] | ||
Concentration Risk [Line Items] | ||
Fair Value of Derivative Assets | 32,941 | [1] |
Key Bank [Member] | ||
Concentration Risk [Line Items] | ||
Fair Value of Derivative Assets | 11,163 | [1] |
Other Lenders in Our Credit Facility [Member] | ||
Concentration Risk [Line Items] | ||
Fair Value of Derivative Assets | $ 6,042 | |
[1] | Major lender in our revolving credit facility. See Note 7, Long-Term Debt. |
Fair Value Measurements and D37
Fair Value Measurements and Disclosures Notes Receivable (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Oct. 14, 2014 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Paid-in-kind interest income | $ (3,624) | $ 0 | ||
Notes Receivable | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Principal Outstanding | 42,137 | $ 39,707 | $ 39,000 | |
Paid-in-kind interest income | 2,430 | |||
Note receivable interest income | $ 3,400 |
Derivative Financial Instrume38
Derivative Financial Instruments Additional Information (Details) MMBTU in Thousands | Sep. 30, 2015MMBTUMBbls |
Derivatives in Place for Anticipated Production | |
Anticipated natural gas production hedged (MMBtu) | MMBTU | 73,176 |
Anticipated crude oil production hedged (MBbls) | 6,701 |
Fair Value of Derivative and Ba
Fair Value of Derivative and Balance Sheet Location (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Derivatives, Fair Value | ||
Derivative Asset, Fair Value, Gross Asset | $ 281,193 | $ 300,314 |
Derivative Liability, Fair Value, Gross Liability | 2,968 | 767 |
Current Assets | ||
Derivatives, Fair Value | ||
Derivative Asset, Fair Value, Gross Asset | 208,144 | 187,495 |
Non Current Assets | ||
Derivatives, Fair Value | ||
Derivative Asset, Fair Value, Gross Asset | 73,049 | 112,819 |
Current Liabilities | ||
Derivatives, Fair Value | ||
Derivative Liability, Fair Value, Gross Liability | 2,245 | 570 |
Non Current Liabilities | ||
Derivatives, Fair Value | ||
Derivative Liability, Fair Value, Gross Liability | 723 | 197 |
Commodity Contracts Related to Natural Gas and Crude Oil Sales | Current Assets | ||
Derivatives, Fair Value | ||
Fair Value of Derivatives | 207,731 | 186,886 |
Commodity Contracts Related to Natural Gas and Crude Oil Sales | Non Current Assets | ||
Derivatives, Fair Value | ||
Fair Value of Derivatives | 72,950 | 112,599 |
Commodity Contracts Related to Natural Gas Marketing | Current Assets | ||
Derivatives, Fair Value | ||
Fair Value of Derivatives | 413 | 590 |
Commodity Contracts Related to Natural Gas Marketing | Non Current Assets | ||
Derivatives, Fair Value | ||
Fair Value of Derivatives | 99 | 220 |
Commodity Contracts Related to Natural Gas Marketing | Current Liabilities | ||
Derivatives, Fair Value | ||
Fair Value of Derivatives | 393 | 545 |
Commodity Contracts Related to Natural Gas Marketing | Non Current Liabilities | ||
Derivatives, Fair Value | ||
Fair Value of Derivatives | 89 | 197 |
Basis Protection Contracts Related to Natural Gas and Crude Oil Sales | Current Assets | ||
Derivatives, Fair Value | ||
Fair Value of Derivatives | 0 | 19 |
Basis Protection Contracts Related to Natural Gas and Crude Oil Sales | Current Liabilities | ||
Derivatives, Fair Value | ||
Fair Value of Derivatives | 1,852 | 25 |
Basis Protection Contracts Related to Natural Gas and Crude Oil Sales | Non Current Liabilities | ||
Derivatives, Fair Value | ||
Fair Value of Derivatives | $ 634 | $ 0 |
Impact of Derivative Instrument
Impact of Derivative Instruments on Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Commodity Price Risk Management (loss), net | ||||
Derivative [Line Items] | ||||
Net settlements | $ 67,993 | $ (4,459) | $ 162,454 | $ (21,511) |
Net change in fair value of unsettled derivatives | 55,556 | 94,672 | (21,284) | 34,172 |
Total commodity price risk management gain (loss), net | 123,549 | 90,213 | 141,170 | 12,661 |
Sales From Natural Gas Marketing | ||||
Derivative [Line Items] | ||||
Net settlements | 165 | 210 | 561 | (376) |
Net change in fair value of unsettled derivatives | (5) | 170 | (298) | 123 |
Total commodity price risk management gain (loss), net | 160 | 380 | 263 | (253) |
Cost of Natural Gas Marketing | ||||
Derivative [Line Items] | ||||
Net settlements | (157) | (182) | (531) | 502 |
Net change in fair value of unsettled derivatives | (5) | (191) | 260 | (199) |
Total commodity price risk management gain (loss), net | $ (162) | $ (373) | $ (271) | $ 303 |
Derivative Financial Instrume41
Derivative Financial Instruments Impact of Netting Agreements (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Derivative Asset: | ||
Derivative assets, gross | $ 281,193 | $ 300,314 |
Effect of master netting agreements | (2,548) | (29) |
Derivative asset, net | 278,645 | 300,285 |
Derivative Liability: | ||
Derivative liability, gross | 2,968 | 767 |
Effect of master netting agreements | (2,548) | (29) |
Derivative liability, net | $ 420 | $ 738 |
Properties and Equipment (Detai
Properties and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment | ||
Proved Natural Gas and Crude Oil Properties | $ 2,712,759 | $ 2,267,165 |
Unproved Natural Gas and Crude Oil Properties | 82,280 | 188,206 |
Total Natural Gas and Crude Oil Properties | 2,795,039 | 2,455,371 |
Equipment and other | 32,119 | 29,562 |
Land and Buildings | 9,016 | 9,015 |
Construction in Progress | 99,008 | 137,937 |
Properties and equipment, at cost | 2,935,182 | 2,631,885 |
Accumulated DD&A | (1,061,855) | (831,699) |
Property, Plant and Equipment, Net | $ 1,873,327 | $ 1,800,186 |
Impairment of Natural Gas and C
Impairment of Natural Gas and Crude Oil Properties (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Continuing Operations: | ||||
Impairment of proved and unproved properties | $ 150,344 | $ 0 | $ 150,344 | $ 0 |
Amortization of Individually Insignificant Unproved Properties | 3,191 | 1,085 | 8,448 | 2,843 |
Impairment of other properties | 0 | 778 | 0 | 778 |
Total continuing operations | 153,535 | 1,863 | 158,792 | 3,621 |
Discontinued operations: | ||||
Amortization of Individually Insignificant Unproved Properties - discontinued operations | 0 | 274 | 0 | 433 |
Total impairment of crude oil and natural gas properties | 153,535 | $ 2,137 | 158,792 | $ 4,054 |
Capitalized Well Costs | ||||
Continuing Operations: | ||||
Impairment of proved and unproved properties | 24,700 | |||
Discontinued operations: | ||||
Estimated Fair Value of proved properties | $ 27,900 | 27,900 | ||
Lease Acquisition Costs | ||||
Continuing Operations: | ||||
Impairment of proved and unproved properties | $ 125,600 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Effective Income Tax Rate, Continuing Operations | 33.80% | 39.60% | 36.30% | 40.50% |
Effective Tax Rate Excluding Discrete Expense | 34.20% | 38.80% | 36.50% | 38.90% |
Discrete tax expense | $ 0.3 | $ 0.6 | $ 0.3 | $ 0.6 |
Schedule of Long-Term Debt (Det
Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Instrument | ||
Total senior notes | $ 612,063 | $ 608,923 |
Total debt | 662,063 | 664,923 |
Less current portion of long-term debt | 112,063 | 0 |
Long-term debt | 550,000 | 664,923 |
3.25% Convertible Senior Notes due 2016 | ||
Debt Instrument | ||
Principal amount | 115,000 | 115,000 |
Debt Instrument, Unamortized Discount | 2,937 | 6,077 |
3.25% Convertible senior notes due 2016, net of discount | 112,063 | 108,923 |
7.75% Senior Notes due 2022 | ||
Debt Instrument | ||
Senior Notes | 500,000 | 500,000 |
Revolving Credit Facility | ||
Debt Instrument | ||
Revolving credit facility | $ 50,000 | $ 56,000 |
Long-Term Debt Additional Infor
Long-Term Debt Additional Information (Details) - USD ($) $ in Thousands | Oct. 15, 2022 | May. 21, 2022 | May. 15, 2016 | Oct. 03, 2012 | Nov. 15, 2010 | Nov. 05, 2010 | Sep. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
3.25% Convertible Senior Notes due 2016 | |||||||||
Debt Instrument | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.25% | 3.25% | |||||||
Debt Instrument, Issuance Date | Nov. 15, 2010 | ||||||||
Debt Instrument, Maturity Date | May 15, 2016 | ||||||||
3.25% Convertible Debt, Liability Component ($) | $ 94,300 | ||||||||
Effective Interest Rate on Convertible Debt | 7.40% | ||||||||
Debt Instrument, Convertible, Terms of Conversion Feature | Upon conversion, the Convertible Notes may be settled, at our election, in shares of our common stock, cash or a combination of cash and shares of our common stock. Per the terms of the Convertible Notes, we have currently elected the net-settlement method to satisfy our conversion obligation, which allows us to settle the principal amount of the Convertible Notes in cash and to settle the excess conversion value in shares, as well as cash in lieu of fractional shares. | ||||||||
Convertible Note, If-converted Value in Excess of Principal | $ 28,800 | ||||||||
7.75% Senior Notes due 2022 | |||||||||
Debt Instrument | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.75% | 7.75% | |||||||
Debt Instrument, Issuance Date | Oct. 3, 2012 | ||||||||
Debt Instrument, Maturity Date | Oct. 15, 2022 | ||||||||
Revolving Credit Facility | |||||||||
Debt Instrument | |||||||||
Debt agreement Amendment date | Sep. 30, 2015 | ||||||||
Line of Credit Facility, Initiation Date | Nov. 5, 2010 | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity ($) | $ 1,000,000 | $ 1,000,000 | |||||||
Line of Credit Facility, Current Borrowing Capacity ($) | 450,000 | $ 450,000 | |||||||
Line of Credit Facility, Expiration Date | May 21, 2020 | ||||||||
Debt Instrument, Covenant Description | The revolving credit facility contains covenants customary for agreements of this type, with the most restrictive being certain financial tests on a quarterly basis. The financial tests, as defined per the revolving credit facility, include requirements to: (a) maintain a minimum current ratio of 1.00 to 1.00 and (b) not exceed a maximum leverage ratio of 4.25 to 1.00. | ||||||||
Line of Credit Facility, Remaining Borrowing Capacity | 388,300 | $ 388,300 | |||||||
RNG Credit Facility [Member] | |||||||||
Debt Instrument | |||||||||
PDC Irrevocable Standby Letter of Credit ($) | 11,700 | $ 11,700 | |||||||
First Payment | 3.25% Convertible Senior Notes due 2016 | |||||||||
Debt Instrument | |||||||||
Debt Instrument, Frequency of Periodic Payment | May 15 | ||||||||
First Payment | 7.75% Senior Notes due 2022 | |||||||||
Debt Instrument | |||||||||
Debt Instrument, Frequency of Periodic Payment | April 15 | ||||||||
Second Payment | 3.25% Convertible Senior Notes due 2016 | |||||||||
Debt Instrument | |||||||||
Debt Instrument, Frequency of Periodic Payment | November 15 | ||||||||
Second Payment | 7.75% Senior Notes due 2022 | |||||||||
Debt Instrument | |||||||||
Debt Instrument, Frequency of Periodic Payment | October 15 | ||||||||
Revolving Credit Facility | |||||||||
Debt Instrument | |||||||||
Long-term Line of Credit | $ 50,000 | $ 50,000 | $ 56,000 | ||||||
Weighted Average Interest Rate | 2.70% | 2.70% | 4.10% | ||||||
Maximum Borrowing Base [Member] | Revolving Credit Facility | |||||||||
Debt Instrument | |||||||||
Line of Credit Facility, Current Borrowing Capacity ($) | $ 700,000 | $ 700,000 |
Capital Leases (Details)
Capital Leases (Details) $ in Thousands | Sep. 30, 2015USD ($) |
Capital Leased Assets [Line Items] | |
Vehicles | $ 1,479 |
Accumulated Depreciation | (121) |
Capital Leased Assets, Net | $ 1,358 |
Capital Leases Minimum Lease Pa
Capital Leases Minimum Lease Payments (Details) $ in Thousands | Sep. 30, 2015USD ($) |
Capital Leased Assets [Line Items] | |
Future Minimum Payments | $ 1,644 |
Executory Costs | (72) |
Amount representing interest | (215) |
Present Value of Net Minimum Payments | 1,357 |
Short-term Capital Lease Obligations | 315 |
Long-Term Capital Lease Obligations | 1,042 |
Total Capital Lease Obligations | 1,357 |
2,016 | |
Capital Leased Assets [Line Items] | |
Future Minimum Payments | 447 |
2,017 | |
Capital Leased Assets [Line Items] | |
Future Minimum Payments | 454 |
2,018 | |
Capital Leased Assets [Line Items] | |
Future Minimum Payments | $ 743 |
Asset Retirement Obligations (D
Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Asset Retirement Obligation, Roll Forward Analysis | |||
Balance at December 31, 2014 | $ 73,855 | ||
Obligations incurred with development activities | 1,642 | ||
Accretion expense | 4,742 | $ 2,582 | |
Obligations discharged asset retirements | (3,163) | ||
Balance at September 30, 2015 | 77,076 | ||
Less current portion | 5,460 | ||
Long-term portion | $ 71,616 | $ 71,992 |
Commitments and Contingencies50
Commitments and Contingencies Commitments and Contigencies (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($)MMcfMBbls | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 70,425 |
Dollar Commitment ($ in thousands) | $ | $ 89,060 |
Appalachiain Basin | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 48,967 |
Utica Shale | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 21,458 |
Wattenberg Field | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | MBbls | 11,472 |
First Year Commitment [Member] | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 9,881 |
Dollar Commitment ($ in thousands) | $ | $ 17,623 |
First Year Commitment [Member] | Appalachiain Basin | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 7,136 |
First Year Commitment [Member] | Utica Shale | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 2,745 |
First Year Commitment [Member] | Wattenberg Field | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | MBbls | 2,420 |
Second Year Commitment [Member] | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 9,855 |
Dollar Commitment ($ in thousands) | $ | $ 17,473 |
Second Year Commitment [Member] | Appalachiain Basin | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 7,117 |
Second Year Commitment [Member] | Utica Shale | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 2,738 |
Second Year Commitment [Member] | Wattenberg Field | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | MBbls | 2,413 |
Third Year Commitment [Member] | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 9,854 |
Dollar Commitment ($ in thousands) | $ | $ 16,326 |
Third Year Commitment [Member] | Appalachiain Basin | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 7,117 |
Third Year Commitment [Member] | Utica Shale | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 2,737 |
Third Year Commitment [Member] | Wattenberg Field | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | MBbls | 2,413 |
Fourth Year Commitment [Member] | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 9,855 |
Dollar Commitment ($ in thousands) | $ | $ 16,326 |
Fourth Year Commitment [Member] | Appalachiain Basin | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 7,117 |
Fourth Year Commitment [Member] | Utica Shale | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 2,738 |
Fourth Year Commitment [Member] | Wattenberg Field | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | MBbls | 2,413 |
commitments 5 years and beyond [Member] | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 30,980 |
Dollar Commitment ($ in thousands) | $ | $ 21,312 |
commitments 5 years and beyond [Member] | Appalachiain Basin | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 20,480 |
commitments 5 years and beyond [Member] | Utica Shale | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | 10,500 |
commitments 5 years and beyond [Member] | Wattenberg Field | |
Supply Commitment | |
Oil and Gas Delivery Commitments Volumes (MMcf) | MBbls | 1,813 |
Supply Contract Expiration Date [Member] | Appalachiain Basin | |
Supply Commitment | |
Supply Commitments Contract Expiration Date | Aug. 31, 2022 |
Supply Contract Expiration Date [Member] | Utica Shale | |
Supply Commitment | |
Supply Commitments Contract Expiration Date | Jul. 22, 2023 |
Supply Contract Expiration Date [Member] | Wattenberg Field | |
Supply Commitment | |
Supply Commitments Contract Expiration Date | Jun. 30, 2020 |
Commitments and Contingencies A
Commitments and Contingencies Additional information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | |
Loss Contingencies [Line Items] | |||
Accrued Environmental Liabilities | $ 4,400,000 | $ 800,000 | |
Partnership Class Action | |||
Loss Contingencies [Line Items] | |||
Litigation Settlement Amount | $ 37,500,000 | ||
EPA Notice of Intent [Member] | |||
Loss Contingencies [Line Items] | |||
Litigation Settlement Amount | $ 152,000 | ||
PDC Payment | Partnership Class Action | |||
Loss Contingencies [Line Items] | |||
Litigation Settlement Amount | $ 31,500,000 | ||
Insurance Payment | Partnership Class Action | |||
Loss Contingencies [Line Items] | |||
Litigation Settlement Amount | $ 6,000,000 |
Common Stock Sale of Common Sto
Common Stock Sale of Common Stock (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Class of Stock [Line Items] | ||||
Common stock, par value | $ 0.01 | $ 0.01 | ||
Proceeds from Issuance of Common Stock | $ 202,851,000 | $ 0 | ||
Common shares - par value | 401,000 | $ 359,000 | ||
Additional paid-in capital | $ 903,038,000 | $ 689,209,000 | ||
March 2015 Stock Offering [Member] | ||||
Class of Stock [Line Items] | ||||
Stock Issued During Period, Shares, New Issues | 4,002,000 | |||
Common stock, par value | $ 0.01 | |||
Sale of Stock, Price Per Share | $ 50.73 | |||
Proceeds from Issuance of Common Stock | $ 202,900,000 | |||
Common shares - par value | 40,020 | |||
Additional paid-in capital | $ 202,800,000 |
Share Based Compensation Summar
Share Based Compensation Summary (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | ||||
Stock-based compensation expense | $ 4,813 | $ 4,232 | $ 14,278 | $ 13,111 |
Income tax benefit | (1,828) | (1,482) | (5,423) | (4,856) |
Net stock-based compensation expense | $ 2,985 | $ 2,750 | $ 8,855 | $ 8,255 |
SARs Fair Value Assumptions (De
SARs Fair Value Assumptions (Details) - Stock Appreciation Rights (SARs) - $ / shares | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Expected term of award | 6 years | 6 years |
Risk-free interest rate | 1.60% | 2.10% |
Expected Volatility | 59.40% | 65.60% |
Granted | $ 21.99 | $ 29.96 |
Schedule of Changes in SARs (De
Schedule of Changes in SARs (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | The SARs vest ratably over a three-year period and may be exercised at any point after vesting through ten years from the date of issuance. Pursuant to the terms of the awards, upon exercise, the executive officers will receive, in shares of common stock, the excess of the market price of the award on the date of exercise over the market price of the award on the date of issuance. | |||
Stock Appreciation Rights (SARs) | ||||
Number of SARs | ||||
Outstanding beginning of year, January 1, | 279,011 | 190,763 | ||
Awarded | 68,274 | 88,248 | ||
Outstanding at September 30, | 347,285 | 279,011 | ||
Vested and expected to vest at September 30, | 341,423 | 270,589 | ||
Exercisable at September 30, | 191,149 | 109,920 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | ||||
Outstanding beginning of year, January 1, | $ 38.77 | $ 33.77 | ||
Awarded | 39.63 | 49.57 | ||
Outstanding at September 30, | $ 38.94 | $ 38.77 | ||
Vested and expected to vest at September 30, | $ 38.89 | $ 38.56 | ||
Exercisable at September 30, | $ 35.68 | $ 32.71 | ||
Weighted-Average Remaining Contractual Term (in years) | ||||
Outstanding at September 30, | 7 years 5 months 28 days | 8 years 12 days | ||
Vested and expected to vest at September 30, | 7 years 5 months 19 days | 8 years 12 days | ||
Exercisable at September 30, | 6 years 7 months 17 days | 7 years 1 month 16 days | ||
Share based compesation aggregate intrinsic value | ||||
Outstanding beginning of year, January 1, | $ 4,888 | $ 3,215 | $ 4,888 | $ 3,215 |
Outstanding at September 30, | $ 4,888 | $ 3,215 | ||
Vested and expected to vest at September 30, | 4,821 | 3,173 | ||
Exercisable at September 30, | 3,312 | $ 1,933 | ||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | $ 2,400 | |||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | 1 year 7 months 30 days |
Schedule of Changes in Restrict
Schedule of Changes in Restricted Stock - TIme Based Awards (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | The SARs vest ratably over a three-year period and may be exercised at any point after vesting through ten years from the date of issuance. Pursuant to the terms of the awards, upon exercise, the executive officers will receive, in shares of common stock, the excess of the market price of the award on the date of exercise over the market price of the award on the date of issuance. | |
Restricted stock | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | The fair value of the time-based restricted shares is amortized ratably over the requisite service period, primarily three years. The time-based shares vest ratably on each anniversary following the grant date that a participant is continuously employed. | |
Time based shares granted to executives | 80,707 | |
Number of Shares | ||
Outstanding beginning of year, January 1, | 564,332 | |
Granted | 295,694 | |
Vested | (258,555) | |
Forfeited | (17,457) | |
Outstanding at September 30, | 584,014 | |
Weighted-Average Grant-Date Fair Value | ||
Outstanding at beginning of year, January 1, | $ 46.02 | |
Granted | 48.58 | $ 56.64 |
Vested | 40.36 | |
Forfeited | 54.51 | |
Outstanding at September 30, | $ 49.56 | |
Total intrinsic value of time based awards vested | $ 13,061 | $ 15,840 |
Total intrinsic value of time-based awards non-vested | $ 30,959 | $ 31,996 |
Market price per common share as of September 30, | $ 53.01 | $ 50.29 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | $ 19,200 | |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | 1 year 10 months 25 days |
Restricted Stock - Market Based
Restricted Stock - Market Based Awards Fair Value Assumptions (Details) - Restricted Stock - Market Based Awards - $ / shares | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Expected term of award | 3 years | 3 years |
Risk-free interest rate | 0.90% | 0.80% |
Expected Volatility | 53.00% | 55.20% |
Granted | $ 57.35 | $ 56.87 |
Schedule of Changes in Restri58
Schedule of Changes in Restricted Stock - Market Based Awards (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | The SARs vest ratably over a three-year period and may be exercised at any point after vesting through ten years from the date of issuance. Pursuant to the terms of the awards, upon exercise, the executive officers will receive, in shares of common stock, the excess of the market price of the award on the date of exercise over the market price of the award on the date of issuance. | |
Restricted Stock - Market Based Awards | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | The fair value of the market-based restricted shares is amortized ratably over the requisite service period, primarily three years. The market-based shares vest if the participant is continuously employed throughout the performance period and the market-based performance measure is achieved, with a maximum vesting period of three years. All compensation cost related to the market-based awards will be recognized if the requisite service period is fulfilled, even if the market condition is not achieved. | |
Time based shares granted to executives | 29,398 | |
Number of Shares | ||
Outstanding beginning of year, January 1, | 83,721 | |
Granted | 29,398 | |
Outstanding at September 30, | 113,119 | |
Weighted-Average Grant-Date Fair Value | ||
Outstanding at beginning of year, January 1, | $ 52.98 | |
Granted | 57.35 | $ 56.87 |
Outstanding at September 30, | $ 54.12 | |
Total intrinsic value of market-based awards non-vested | $ 5,996 | $ 5,746 |
Market price per common share as of September 30, | $ 53.01 | $ 50.29 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | $ 2,400 | |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | 1 year 8 months 5 days |
Earnings Per Share (Details)
Earnings Per Share (Details) shares in Thousands | Nov. 15, 2010shares$ / shares | Sep. 30, 2015shares | Sep. 30, 2014shares | Sep. 30, 2015shares | Sep. 30, 2014shares |
Reconciliation of Weighted-Average Diluted Shares Outstanding | |||||
Weighted average common shares outstanding - basic | 40,085 | 35,834 | 38,837 | 35,763 | |
Weighted Average Number of Shares Outstanding - Diluted | 40,085 | 36,828 | 38,837 | 36,831 | |
Anti-dilutive Effect | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,379 | 15 | 1,438 | 30 | |
Restricted stock | |||||
Reconciliation of Weighted-Average Diluted Shares Outstanding | |||||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 0 | 259 | 0 | 287 | |
Anti-dilutive Effect | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 816 | 4 | 836 | 0 | |
SARs | |||||
Reconciliation of Weighted-Average Diluted Shares Outstanding | |||||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 0 | 56 | 0 | 45 | |
Anti-dilutive Effect | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 83 | 11 | 87 | 30 | |
Stock options | |||||
Reconciliation of Weighted-Average Diluted Shares Outstanding | |||||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 0 | 1 | 0 | 1 | |
Anti-dilutive Effect | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 4 | 0 | 4 | 0 | |
Non employee director deferred compensation | |||||
Reconciliation of Weighted-Average Diluted Shares Outstanding | |||||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 0 | 6 | 0 | 5 | |
Anti-dilutive Effect | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 8 | 0 | 6 | 0 | |
Convertible senior note | |||||
Reconciliation of Weighted-Average Diluted Shares Outstanding | |||||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 0 | 672 | 0 | 730 | |
Anti-dilutive Effect | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 468 | 0 | 505 | 0 | |
3.25% Convertible Senior Notes due 2016 | |||||
Convertible Senior Note Due 2016 | |||||
3.25% Convertible Note, Shares To Be Received Upon Conversion (in thousands) | 2,700 | ||||
3.25% Convertible Note, Conversion Price | $ / shares | $ 42.40 |
Divestitures and Discontinued60
Divestitures and Discontinued Operations Additional Information (Details) - PDCM Divestiture - PDCM Divestiture - USD ($) $ in Millions | Oct. 15, 2014 | Oct. 14, 2014 |
Additional Disclosures | ||
Divestiture Sale Price After Adjustment | $ 192 | |
Cash received from PDCM divestiture ($ million) | 153 | |
Promissory note from PDCM divestiture ($ million) | 39 | |
Pre-tax gain on sale of properties | $ 76.3 | |
Ownership interest in PDCM | 50.00% |
Discontinued Operations and Dis
Discontinued Operations and Disposal Groups (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Operations - Discontinued Operations | ||||
Income (loss) from discontinued operations, net of tax | $ 0 | $ (80) | $ 0 | $ 392 |
Supplemental Cash Flow Information | ||||
Capital expenditures | (489,036) | (451,081) | ||
Change in accounts payable related to purchases of properties and equipment | (68,529) | 19,320 | ||
PDCM Divestiture | ||||
Supplemental Cash Flow Information | ||||
Capital expenditures | (17,253) | |||
Change in accounts payable related to purchases of properties and equipment | (5,727) | |||
Assets Held-for-sale | Assets Held-for-sale | ||||
Balance Sheet - Assets Held for Sale | ||||
Assets-held-for-sale | $ 2,900 | $ 2,900 | ||
Discontinued Operations | ||||
Statement of Operations - Discontinued Operations | ||||
Crude oil, natural gas and NGL sales | 5,411 | 24,149 | ||
Commodity price risk management gain (loss), net | 1,929 | (1,085) | ||
Well operations, pipeline income and other | 0 | 48 | ||
Total revenues | 7,340 | 23,112 | ||
Production Costs | 1,020 | 7,120 | ||
Impairment of Natural Gas and Crude Oil Properties | 273 | 433 | ||
Depreciation, depletion and amortization | 1,272 | 9,128 | ||
Other | 1,061 | 3,445 | ||
Loss on sale of properties and equipment | (1) | (193) | ||
Total costs, expenses and other | 3,625 | 19,933 | ||
Interest Expense | (709) | (2,222) | ||
Interest income | 62 | 194 | ||
Income from discontinued operations | 3,068 | 1,151 | ||
Provision for income taxes | (3,148) | (759) | ||
Income (loss) from discontinued operations, net of tax | $ (80) | $ 392 |
Business segments (Details)
Business segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Segment Reporting Information: | |||||
Revenues | $ 231,100 | $ 224,556 | $ 426,692 | $ 448,516 | |
Segment income (loss) before income taxes | (62,661) | 89,473 | (111,862) | 39,143 | |
Total Assets | 2,344,310 | 2,344,310 | $ 2,340,588 | ||
Oil and gas exploration and production segment | |||||
Segment Reporting Information: | |||||
Revenues | 228,520 | 211,259 | 418,356 | 385,867 | |
Segment income (loss) before income taxes | (32,046) | 136,886 | (20,309) | 174,612 | |
Total Assets | 2,261,164 | 2,261,164 | 2,254,751 | ||
Gas marketing segment | |||||
Segment Reporting Information: | |||||
Revenues | 2,580 | 13,297 | 8,336 | 62,649 | |
Segment income (loss) before income taxes | (201) | (51) | (539) | 3 | |
Total Assets | 4,266 | 4,266 | 6,979 | ||
Corporate and other segment | |||||
Segment Reporting Information: | |||||
Segment income (loss) before income taxes | (30,414) | $ (47,362) | (91,014) | $ (135,472) | |
Total Assets | 76,006 | 76,006 | 75,984 | ||
Assets Held-for-sale | |||||
Segment Reporting Information: | |||||
Total Assets | $ 2,874 | $ 2,874 | $ 2,874 |