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Acquisitions
6 Months Ended
Jun. 30, 2013
Acquisitions  
Acquisitions

L.        Acquisitions

 

On May 3, 2013, the Company entered into a definitive agreement for the purchase of approximately 99,000 net acres in southwestern Pennsylvania and ten horizontal Marcellus wells, located in Washington County, Pennsylvania, from Chesapeake Energy Corporation and its partners (Chesapeake) for approximately $112.5 million. The transaction closed on June 3, 2013. The acreage includes 67,000 Marcellus acres, of which 42,000 acres are unlikely to be developed due to near-term lease expirations or a scattered footprint, and 32,000 Utica acres. Of the total purchase price, $54.6 million was preliminarily allocated to the undeveloped acreage and $57.9 million was preliminarily allocated to the acquired Marcellus wells. The Marcellus wells are expected to add approximately 1.0 Bcfe of production sales volumes in 2013 and represent approximately 54.0 Bcfe of proved developed reserves.

 

As the transaction qualifies as a business combination under US GAAP, the fair value of the acquired assets was determined using a discounted cash flow model under the income approach.  Significant unobservable inputs used in the analysis included the determination of estimated developed reserves and NYMEX forward pricing, which classify the acquired assets as a Level 3 measurement.

 

The Company intends to qualify the acquisition as replacement property in a reverse like-kind exchange pursuant to Section 1031 of the Internal Revenue Code.  The Company has entered into a qualified exchange accommodation agreement whereby the Company assigned the right to acquire the Chesapeake properties and loaned the purchase price to an exchange accommodation titleholder, which formed the legal entity that owns title to the properties.  The Company operates the acquired properties pursuant to lease and management agreements.  The Company has identified potential properties to be relinquished to complete the reverse like-kind exchange, which must be effectuated by November 30, 2013 or otherwise lapse.  In either event, the exchange accommodation titleholder will transfer title to the acquired properties to the Company.  As the lease and management agreements provide that the Company is the primary beneficiary of the acquired properties, the legal entity that owns title to the acquired properties is a variable interest entity that is consolidated within the Condensed Consolidated Balance Sheets as of June 30, 2013.  All revenues and expenses incurred since the closing date related to the acquired properties are included in the Company’s Statements of Consolidated Income for the three and six months ended June 30, 2013.