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Acquisitions and Divestitures
12 Months Ended
Dec. 31, 2011
Acquisitions and Divestitures

3.    Acquisitions and Divestitures

 

In the following paragraphs, all references to crude oil and natural gas reserves and acreage acquired are unaudited. The factors we used to determine the fair market value of acquisitions include, but are not limited to, discounted future net cash flows on a risk-adjusted basis, comparable market data, geographic location, quality of resources and potential marketability.

 

Property Acquisitions

 

Eagle Ford and Marcellus Shale Property Acquisitions

 

During 2011, we acquired approximately 7,300 net Eagle Ford Shale acres in Gonzales County, Texas for approximately $27 million. The acreage acquired in these transactions is in close proximity to our initial 2010 Eagle Ford Shale acquisitions which was approximately 6,800 net acres for $31.1 million. We are the operator of all of the combined Gonzales County acreage with an average working interest of approximately 81%.

In December 2011, we entered into an agreement with a major oil and gas company to jointly explore approximately 13,000 gross acres of the Eagle Ford Shale in Lavaca County, Texas. The agreement establishes an area of mutual interest near our existing acreage in Gonzales County. Depending upon the future participation of other companies, our minimum working interest will be approximately 50%. Under the terms of the agreement, we must drill six wells by September 1, 2012 to earn our interest in the acreage. We will carry our counterparty on its working interest in the first three wells.

 

During 2010, we acquired a total of approximately 27,000 net acres in the Marcellus Shale play in Pennsylvania for approximately $69 million.

 

Divestitures

 

Oil and Gas Properties

 

In August 2011, we sold a substantial portion of our Arkoma Basin assets for approximately $30 million, excluding transaction costs and subject to customary purchase and sale adjustments. Upon the final settlement, we recognized an insignificant loss in connection with the transaction, following an impairment of approximately $71 million in the second quarter of 2011. The sale, which was effective July 1, 2011, included primarily natural gas and coal bed methane properties comprising approximately 73,000 net acres in Oklahoma and Texas with proved reserves of approximately 37.1 billion cubic feet of natural gas equivalent as well as related inventory and equipment.

 

In December 2011, we sold approximately 2,700 net undeveloped acres in Butler and Armstrong counties in Pennsylvania for proceeds of $8.1 million, net of transaction costs. We recognized a gain of $3.3 million in connection with this transaction. During 2011, we also received net proceeds of $1.2 million from the sale of various oil and gas assets in New York, Oklahoma, Pennsylvania and Texas. 

 

In January 2010, we completed the sale of all of our oil and gas properties in the Gulf Coast region (southern Texas and Louisiana) for cash proceeds of $23.4 million, net of transaction costs and certain purchase and sale adjustments, and the receipt of certain oil and gas properties located in the Gwinville field in northern Mississippi valued at $8.2 million. During 2010, we also received net proceeds of $2.0 million from the sale of various oil and gas properties located in North Dakota, West Virginia and Oklahoma.

 

Penn Virginia GP Holdings, L.P. (“PVG”) Unit Offerings

 

In September 2009, we sold 10 million common units of PVG (“PVG Common Units”) owned by us for proceeds of $118.1 million, net of offering costs, resulting in a reduction of our limited partner interest in PVG from 77.0% to 51.4%. In April 2010, we completed the sale of an additional 11.25 million PVG Common Units for proceeds of $199.1 million, net of offering costs, which further reduced our limited partner interest to 22.6%. On a combined basis, these transactions resulted in a $137.9 million increase to noncontrolling interests as well as a $115.7 million increase to additional paid-in capital, net of income tax effects. Because we maintained a controlling financial interest in PVG, the proceeds received from these transactions were reported as cash flows from financing activities on our Consolidated Statements of Cash Flows.

 

In June 2010, we completed the sale of our remaining PVG Common Units for $139.1 million, net of offering costs. Immediately prior to the closing of the June offering, we contributed 100% of the membership interests in PVG’s general partner to PVG, thereby relinquishing control of PVG. As a result of this divestiture, we recognized a gain of $51.5 million, net of income tax effects of $35.1 million, which is reported in the “Gain on sale of discontinued operations, net of tax” caption on our Consolidated Statements of Operations. Because we no longer held any interests in PVG, the proceeds received from this transaction were reported as cash flows from investing activities on our Consolidated Statements of Cash Flows and we deconsolidated PVG from our Consolidated Financial Statements. We have reported PVG’s results of operations and cash flows as discontinued operations for the 2010 and 2009 periods. Additional information with respect to discontinued operations is provided in Note 19.