Condensed Consolidating Financial Information (Tables)

12 Months Ended

Dec. 31, 2015

Condensed Consolidating Financial Information

Schedule of Condensed Consolidating Balance Sheet

	Condensed Consolidated Balance Sheet
	December 31, 2015
	Parent Company Issuer		Guarantor Subsidiaries		Eliminations		Consolidated
	(in thousands)
Assets
Current assets:
Cash and cash equivalents	$	208,636	$	1	$	—	$	208,637
Accounts receivable		35,074		1,738		(1,738)		35,074
Prepaid expenses and other current assets		9,692		7		—		9,699
Total current assets		253,402		1,746		(1,738)		253,410
Property, plant and equipment:
Oil and natural gas properties (full cost method)		666,697		4,063,840		—		4,730,537
Gas gathering and processing equipment		—		15,811		—		15,811
Office furniture and fixtures		15,838		—		—		15,838
Total property, plant and equipment		682,535		4,079,651		—		4,762,186
Accumulated depletion, depreciation and amortization		(521,662)		(3,732,144)		—		(4,253,806)
Total property, plant and equipment, net		160,873		347,507		—		508,380
Other assets:
Investment in subsidiaries		(2,334,109)		—		2,334,109		—
Due from subsidiaries		2,665,765		—		(2,665,765)		—
Other long-term assets		35,931		—		—		35,931
Total other assets		367,587		—		(331,656)		35,931
Total assets	$	781,862	$	349,253	$	(333,394)	$	797,721
Liabilities and shareholders’ deficit
Current liabilities:
Accounts payable and accrued liabilities	$	103,940	$	119	$	(1,738)	$	102,321
Other short-term liabilities		1,102		59		—		1,161
Total current liabilities		105,042		178		(1,738)		103,482
Asset retirement obligation		24,070		16,790		—		40,860
Due to parent		—		2,665,765		(2,665,765)		—
Other long-term liabilities		47,568		629		—		48,197
Liabilities subject to compromise		2,908,130		—		—		2,908,130
Total liabilities		3,084,810		2,683,362		(2,667,503)		3,100,669
Commitments and contingencies
Total shareholders’ deficit		(2,302,948)		(2,334,109)		2,334,109		(2,302,948)
Total liabilities and shareholders’ deficit	$	781,862	$	349,253	$	(333,394)	$	797,721

	Condensed Consolidating Balance Sheet
	December 31, 2014
	Parent Company Issuer		Guarantor Subsidiaries		Eliminations		Consolidated
	(as restated)		(as restated)		(as restated)		(as reported)
	(in thousands)
Assets
Current assets:
Cash and cash equivalents	$	1,993	$	1,259	$	—	$	3,252
Accounts receivable		108,110		470		(470)		108,110
Prepaid expenses and other current assets		12,601		491		—		13,092
Derivative instruments		160,217		—		—		160,217
Total current assets		282,921		2,220		(470)		284,671
Property, plant and equipment:
Oil and natural gas properties (full cost method)		614,556		3,918,960		—		4,533,516
Gas gathering and processing equipment		—		14,315		—		14,315
Office furniture and fixtures		14,030		—		—		14,030
Total property, plant and equipment		628,586		3,933,275		—		4,561,861
Accumulated depletion, depreciation and amortization		(85,285)		(2,410,508)		—		(2,495,793)
Total property, plant and equipment, net		543,301		1,522,767		—		2,066,068
Other assets:
Deferred financing costs, net		34,862		—		—		34,862
Investment in subsidiaries		(1,130,992)		—		1,130,992		—
Due from subsidiaries		2,639,738		—		(2,639,738)		—
Other long-term assets		6,665		—		—		6,665
Total other assets		1,550,273		—		(1,508,746)		41,527
Total assets	$	2,376,495	$	1,524,987	$	(1,509,216)	$	2,392,266
Liabilities and shareholders’ deficit
Current liabilities:
Accounts payable and accrued liabilities	$	339,772	$	118	$	(470)	$	339,420
Derivative instruments		4,645		—		—		4,645
Current maturities of long-term debt, net of discount		1,988,883		—		—		1,988,883
Other short-term liabilities		14,236		68		—		14,304
Total current liabilities		2,347,536		186		(470)		2,347,252
Asset retirement obligation		23,983		15,399		—		39,382
Derivative instruments		2,269		—		—		2,269
Due to parent		—		2,639,738		(2,639,738)		—
Other long-term liabilities		66,499		656		—		67,155
Total liabilities		2,440,287		2,655,979		(2,640,208)		2,456,058
Commitments and contingencies
Shareholders’ deficit:
Total shareholders’ deficit		(63,792)		(1,130,992)		1,130,992		(63,792)
Total liabilities and shareholders’ deficit	$	2,376,495	$	1,524,987	$	(1,509,216)	$	2,392,266

Schedule of Condensed Consolidating Statement of Operations

	Condensed Consolidated Statement of Operations
	For the Year Ended December 31, 2015
	Parent Company Issuer		Guarantor Subsidiaries		Eliminations		Consolidated
	(in thousands)
Revenues
Oil, natural gas liquids and natural gas	$	109,330	$	225,654	$	—	$	334,984
Other		2,711		1,129		(1,613)		2,227
Total revenues		112,041		226,783		(1,613)		337,211
Operating expenses
Lease operating		43,306		45,549		—		88,855
Marketing, gathering, transportation and other		13,079		22,435		(1,613)		33,901
Production and ad valorem taxes		7,195		10,397		—		17,592
General and administrative		13,733		28,954		—		42,687
Depletion, depreciation and amortization		55,130		127,287		—		182,417
Accretion		938		992		—		1,930
Impairments		382,351		1,194,377		—		1,576,728
Other operating expenses		24,519		(88)		—		24,431
Total operating expenses		540,251		1,429,903		(1,613)		1,968,541
Other income (expenses)
Interest expense		(180,285)		—		—		(180,285)
Gain on derivative instruments		33,897		—		—		33,897
Equity losses in subsidiaries		(1,203,120)		—		1,203,120		—
Total other income (expenses)		(1,349,508)		—		1,203,120		(146,388)
Reorganization items, net		(458,838)		—		—		(458,838)
Net loss before income taxes		(2,236,556)		(1,203,120)		1,203,120		(2,236,556)
Income tax expense		(3,087)		—		—		(3,087)
Net income loss	$	(2,239,643)	$	(1,203,120)	$	1,203,120	$	(2,239,643)

	Condensed Consolidated Statement of Operations
	For the Year Ended December 31, 2014
	Parent Company Issuer		Guarantor Subsidiaries		Eliminations		Consolidated
	(as restated)		(as restated)		(as restated)		(as reported)
	(in thousands)
Revenues
Oil, natural gas liquids and natural gas	$	7,855	$	454,508	$	—	$	462,363
Other		—		3,250		(890)		2,360
Total revenues		7,855		457,758		(890)		464,723
Operating expenses
Lease operating		1,244		50,018		—		51,262
Marketing, gathering, transportation and other		247		24,264		(890)		23,621
Production and ad valorem taxes		264		17,897		—		18,161
General and administrative		932		29,441		—		30,373
Depletion, depreciation and amortization		4,085		185,431		—		189,516
Accretion		37		921		—		958
Impairments		233		422,859		—		423,092
Other operating expenses		26,940		(1,357)		—		25,583
Total operating expenses		33,982		729,474		(890)		762,566
Other income (expenses)
Interest expense		(115,559)		(0)		—		(115,559)
Gain on derivative instruments		121,669		—		—		121,669
Equity losses in subsidiaries		(271,716)		—		271,716		—
Total other income (expenses)		(265,606)		(0)		271,716		6,110
Net income (loss) before income taxes		(291,733)		(271,716)		271,716		(291,733)
Income tax expense		(34,987)		—		—		(34,987)
Net (loss)	$	(326,720)	$	(271,716)	$	271,716	$	(326,720)

	Condensed Consolidated Statement of Operations
	For the Year Ended December 31, 2013
	Parent Company Issuer		Guarantor Subsidiaries		Eliminations		Consolidated
	(as restated)		(as restated)		(as restated)		(as reported)
	(in thousands)
Revenues
Oil, natural gas liquids and natural gas	$	—	$	354,223	$	—	$	354,223
Other		—		2,193		(1,438)		755
Total revenues		—		356,416		(1,438)		354,978
Operating expenses
Lease operating		—		44,620		—		44,620
Marketing, gathering, transportation and other		—		19,005		(1,438)		17,567
Production and ad valorem taxes		—		17,824		—		17,824
General and administrative		—		27,469		—		27,469
Depletion, depreciation and amortization		1,234		135,834		—		137,068
Accretion		—		952		—		952
Impairments		1,125		—		—		1,125
Other operating expenses		(889)		31		—		(858)
Total operating expenses		1,470		245,735		(1,438)		245,767
Other income (expenses)
Interest expense		(99,448)		—		—		(99,448)
Gain on derivative instruments		814		—		—		814
Equity earnings in subsidiaries		110,681		—		(110,681)		—
Total other income (expenses)		12,047		—		(110,681)		(98,634)
Net income before income taxes		10,577		110,681		(110,681)		10,577
Income tax expense		—		—		—		—
Net income	$	10,577	$	110,681	$	(110,681)	$	10,577

Schedule of Condensed Consolidating Statement of Comprehensive Loss

	Condensed Consolidating Statement of Comprehensive Loss
	For the Year Ended December 31, 2015
	Parent Company Issuer		Guarantor Subsidiaries		Eliminations		Consolidated
	(in thousands)
Net income (loss)	$	(2,239,643)	$	(1,203,120)	$	1,203,120	$	(2,239,643)
Other comprehensive loss
Pension and postretirement benefit plans - net actuarial loss		(1,104)		-		-		(1,104)
Other comprehensive loss		(1,104)		-		-		(1,104)
Comprehensive income (loss)	$	(2,240,747)	$	(1,203,120)	$	1,203,120	$	(2,240,747)

Schedule of Condensed Consolidating Statement of Cash Flows

	Condensed Consolidating Statement of Cash Flows
	Year Ended December 31, 2015
	Parent Company Issuer		Guarantor Subsidiaries		Elimination		Consolidated
	(in thousands)
Cash flows from operating activities:
Net cash provided by operating activities		134,409		-		-		134,409
Cash flows from investing activities:
Oil and natural gas property additions		(332,771)		-		-		(332,771)
Gas processing equipment additions		(1,497)		-		-		(1,497)
Other asset additions		(1,877)		-		-		(1,877)
Cash received from sale of assets		6,749		-		-		6,749
Advances to subsidiaries		-		(1,258)		1,258		-
Net cash used in investing activities		(329,396)		(1,258)		1,258		(329,396)
Cash flows from financing activities:
Borrowings under senior secured revolving credit facility		425,987		-		-		425,987
Debt repayments for the senior secured revolving credit facility		(24,324)		-		-		(24,324)
Debt issuance costs		(1,110)		-		-		(1,110)
Shares repurchased		(181)		-		-		(181)
Proceeds from subsidiaries		1,258		-		(1,258)		-
Net cash provided by financing activities		401,630		-		(1,258)		400,372
Net increase (decrease) in cash and cash equivalents		206,643		(1,258)		-		205,385
Cash and cash equivalents, beginning of period		1,993		1,259		-		3,252
Cash and cash equivalents, end of period	$	208,636	$	1	$	-	$	208,637

	Condensed Consolidating Statement of Cash Flows
	Year Ended December 31, 2014
	Parent Company Issuer		Guarantor Subsidiaries		Elimination		Consolidated
	(as restated)		(as restated)		(as reported)		(as reported)
	(in thousands)
Cash flows from operating activities:
Net cash (used in)/ provided by operating activities		209,201		-		-		209,201
Cash flows from investing activities:
Oil and natural gas property additions		(548,841)		-		-		(548,841)
Oil and natural gas property acquisitions		(36,772)		-		-		(36,772)
Cash received in Forest acquisition		134,887		-		-		134,887
Gas processing equipment additions		(2,988)		-		-		(2,988)
Other asset additions		(2,242)		-		-		(2,242)
Cash received from sale of assets		17,342		-		-		17,342
Advances to subsidiaries		-		(265)		265		-
Net cash used in investing activities		(438,614)		(265)		265		(438,614)
Cash flows from financing activities:
Borrowings under senior secured revolving credit facility		1,209,835		-		-		1,209,835
Debt repayments for the senior secured revolving credit facility		(969,835)		-		-		(969,835)
Debt issuance costs		(19,156)		-		-		(19,156)
Proceeds from subsidiaries		(265)		-		(265)		-
Net cash provided by financing activities		221,109		-		(265)		220,844
Net decrease in cash and cash equivalents		(8,304)		(265)		-		(8,569)
Cash and cash equivalents, beginning of period		10,297		1,524		-		11,821
Cash and cash equivalents, end of period	$	1,993	$	1,259	$	-	$	3,252

	Condensed Consolidating Statement of Cash Flows
	Year Ended December 31, 2013
	Parent Company Issuer		Guarantor Subsidiaries		Elimination		Consolidated
	(as restated)		(as restated)		(as reported)		(as reported)
	(in thousands)
Cash flows from operating activities:
Net cash (used in)/ provided by operating activities		217,198		-		-		217,198
Cash flows from investing activities:
Oil and natural gas property additions		(360,080)		-		-		(360,080)
Cash received from insurance proceeds		604		-		-		604
Gas processing equipment additions		(4,014)		-		-		(4,014)
Other asset additions		(2,075)		-		-		(2,075)
Cash received from sale of assets		171,756		-		-		171,756
Advances to subsidiaries		(1,470)				1,470		-
Net cash provided by (used in) investing activities		(195,279)		-		1,470		(193,809)
Cash flows from financing activities:
Borrowings under senior secured revolving credit facility		193,000		-		-		193,000
Borrowings under second lien term loan		153,500		-		-		153,500
Debt repayments for the senior secured revolving credit facility		(348,000)		-		-		(348,000)
Debt issuance costs		(6,261)		-		-		(6,261)
Distributions		(10,000)		-		-		(10,000)
Proceeds from subsidiaries		-		1,470		(1,470)		-
Net cash provided by (used in) financing activities		(17,761)		1,470		(19,231)		(17,761)
Net increase in cash and cash equivalents		4,158		1,470		-		5,628
Cash and cash equivalents, beginning of period		6,139		54		-		6,193
Cash and cash equivalents, end of period	$	10,297	$	1,524	$	-	$	11,821