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EPL OIL & GAS, INC.
|
10-K
Oct 13, 8:51 AM ET
EPL OIL & GAS, INC. 10-K
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Contents
488
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
Form 10-K
Commission file number: 001-16179
EPL Oil & Gas, Inc.
(Exact name of registrant as specified in its charter)
(713) 351-3000
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
None
OMISSION OF CERTAIN INFORMATION:
DOCUMENTS INCORPORATED BY REFERENCE:
TABLE OF CONTENTS
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
EXPLANATORY NOTE — RESTATEMENT OF FINANCIAL INFORMATION
PART I
Overview
Available Information
Properties
Summary of Oil and Natural Gas Reserves at June 30, 2015
Changes in Proved Reserves
Development of Proved Undeveloped Reserves
Qualifications of Primary Internal Engineer and Third Party Engineers
Technologies Used in Reserve Estimation
Oil and Natural Gas Production, Prices and Production Costs — Significant Fields
Costs Incurred in Oil and Natural Gas Activities
Oil and Natural Gas Production and Prices
Production Unit Costs
Productive Wells
Acreage
Present Activities
Delivery Commitments
Title to Properties
Government Regulation
Environmental Regulations
Derivative Activities
Marketing and Significant Customers
Employees
Oil and natural gas prices are volatile, and a substantial or extended decline in oil and natural gas prices would adversely affect our financial results and impede our growth.
We may not be able to generate sufficient cash flows to service all of our indebtedness and may be forced to take other actions in order to satisfy our obligations under our indebtedness, which may not be successful.
Our significant level of indebtedness may limit our ability to borrow additional funds or capitalize on acquisition or other business opportunities. In addition, the covenants in the indentures governing our senior notes and our revolving credit facility impose restrictions that may limit our ability to take certain actions. Our failure to comply with these covenants could result in the acceleration of our outstanding indebtedness.
We may be able to incur additional debt in the future. This could exacerbate the risks associated with our indebtedness.
Continued low commodity prices may impact our ability to comply with debt covenants
We expect to have substantial capital requirements, and we may be unable to obtain needed financing on satisfactory terms.
We have been asked by the BOEM to obtain bonds or other surety in order to maintain compliance with BOEM regulations, which may be costly and could potentially reduce borrowings available under our revolving credit facility.
Our estimates of future asset retirement obligations may vary significantly from period to period and are especially significant because our operations include the U.S. Gulf of Mexico.
Lower oil and gas prices and other factors may result in ceiling test write-downs of our asset carrying values.
The present value of future net cash flows from our proved reserves is not necessarily the same as the current market value of our estimated reserves.
Our actual recovery of reserves may differ from our proved reserve estimates.
We may be limited in our ability to maintain or book additional proved undeveloped reserves under the SEC’s rules.
The development of our proved undeveloped reserves may take longer and may require higher levels of capital expenditures than we currently anticipate.
As of June 30, 2015, approximately 24% of our total proved reserves were undeveloped and approximately 23% of our total proved reserves were developed non-producing. There can be no assurance that all of those reserves will ultimately be developed or produced.
Unless we replace crude oil and natural gas reserves, our future reserves and production will decline.
Production periods or reserve lives for Gulf of Mexico properties subject us to higher reserve replacement needs and may impair our ability to reduce production during periods of low oil and natural gas prices.
The borrowing base under our revolving credit facility may be reduced in the future if commodity prices decline, which will limit our available funding for exploration and development. We may have difficulty obtaining additional credit, which could adversely affect our operations and financial position.
Our production, revenue and cash flow from operating activities are derived from assets that are concentrated in a single geographic area, making us vulnerable to risks associated with operating in one geographic area.
The nature of our business involves numerous uncertainties and operating risks that can prevent us from realizing profits and can cause substantial losses.
Our offshore operations involve special risks that could affect our operations adversely.
Unanticipated decommissioning costs could materially adversely affect our future financial position and results of operations.
Our insurance may not protect us against all of the operating risks to which our business is exposed.
Weather Based Insurance Linked Securities may not payout in case of a hurricane or may not fully cover damage.
Competition for oil and gas properties and prospects is intense and some of our competitors have larger financial, technical and personnel resources that could give them an advantage in evaluating and obtaining properties and prospects.
Market conditions or transportation impediments may hinder access to oil and gas markets, delay production or increase our costs.
Most of our undeveloped leasehold acreage is subject to leases that will expire over the next several years unless production is established on units containing the acreage.
We are not the operator on all of our properties and therefore are not in a position to control the timing of development efforts, the associated costs, or the rate of production of the reserves on such properties.
We are exposed to trade credit risk in the ordinary course of our business activities.
We sell the majority of our production to three customers.
Our success depends on dedicated and skillful management and staff, whose departure could disrupt our business operations.
The unavailability or high cost of drilling rigs, equipment, supplies, personnel and oil field services could adversely affect our ability to execute exploration and exploitation plans on a timely basis and within budget, and consequently could adversely affect our anticipated cash flow.
If we place hedges on future production and encounter difficulties meeting that production, we may not realize the originally anticipated cash flows.
Our price risk management activities could result in financial losses or could reduce our income, which may adversely affect our cash flows.
Deepwater operations present special risks that may adversely affect the cost and timing of reserve development.
Additional deepwater drilling laws and regulations, delays in the processing and approval of drilling permits and exploration and oil spill response plans, and other related restrictions arising after the Deepwater Horizon incident in the Gulf of Mexico may have a material adverse effect on our business, financial condition, or results of operations.
If we are unable to acquire or renew permits and approvals required for operations, we may be forced to suspend or cease operations altogether.
Our operations are subject to environmental and other government laws and regulations that are costly and could potentially subject us to substantial liabilities.
Rate regulation may not allow us to recover the full amount of increases in our costs.
Our sales of oil and natural gas, and any hedging activities related to such energy commodities, expose us to potential regulatory risks.
We have identified material weaknesses in our internal controls that, if not properly corrected, could result in material misstatements in our financial statements.
Climate change legislation or regulations restricting emissions of “greenhouse gases” could result in increased operating costs and reduced demand for the crude oil and natural gas that we produce.
The adoption of financial reform legislation by Congress could have an adverse effect on our ability to use derivative instruments to reduce the effect of commodity price, interest rate and other risks associated with our business.
Cyber incidents could result in information theft, data corruption, operational disruption, and/or financial loss.
Certain U.S. federal income tax deductions currently available with respect to oil and gas exploration and development may be eliminated as a result of future legislation.
Item 1B. Unresolved Staff Comments
Item 2. Properties
Item 3. Legal Proceedings
Item 4. Mine Safety Disclosures
PART II
Restatement of Previously Issued Consolidated Financial Statements
Overview
Disposition
Known Trends and Uncertainties
Results of Operations
Year Ended June 30, 2015 Compared to Year Ended December 31, 2013
Overview
Revenue
Operating Expenses
Other Income and Expense
Income Taxes
Restated Quarterly Comparisons
Three months ended September 30, 2014 compared with three months ended September 30, 2013
Revenues
Income Tax Expense
Three months ended December 31, 2014 compared with three months ended December 31, 2013
Revenues
Costs and Expenses and Other (Income) Expense
Income Tax Expense
Six months ended December 31, 2014 compared with six months ended December 31, 2013
Revenues
Costs and Expenses and Other (Income) Expense
Income Tax Expense
Three months ended March 31, 2015 compared with three months ended March 31, 2014
Revenues
Costs and Expenses and Other (Income) Expense
Income Tax Expense
Nine months ended March 31, 2015 compared with nine months ended March 31, 2014
Revenues
Costs and Expenses and Other (Income) Expense
Income Tax Expense
Results of Operations — Restated Six Months Ended June 30, 2014 Compared to Six Months Ended June 30, 2013
Overview
Revenue
Operating Expenses
Other Income and Expense
Results of Operations — Year Ended December 31, 2013 Compared to Year Ended December 31, 2012
Overview
Revenue and Net Income
Operating Expenses
Other Income and Expense
Liquidity and Capital Resources
Overview
Our Indebtedness and Available Credit
BOEM Bonding Requirements
Capital Expenditures
Disposition
Analysis of Cash Flows for the Year ended June 30, 2015 compared to the Year ended December 31, 2013
Analysis of Cash Flows for the Six months ended June 30, 2014 compared to the Six Months ended June 30, 2013
Analysis of Cash Flows for the Year Ended December 31, 2013 compared to the Year Ended December 31, 2012
Disclosures about Contractual Obligations and Commercial Commitments
Off-Balance Sheet Arrangements
Critical Accounting Policies
Recent Accounting Pronouncements
General
Commodity Price Risk
Interest Rate Risk
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
EPL OIL & GAS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands, except share data)
EPL OIL & GAS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data)
EPL OIL & GAS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT) (In thousands)
EPL OIL & GAS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands)
EPL OIL & GAS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS – (continued) (In thousands)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) Organization and Summary of Significant Accounting Policies
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) Organization and Summary of Significant Accounting Policies – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) Organization and Summary of Significant Accounting Policies – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) Organization and Summary of Significant Accounting Policies – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) Organization and Summary of Significant Accounting Policies – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) Organization and Summary of Significant Accounting Policies – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) Organization and Summary of Significant Accounting Policies – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) Organization and Summary of Significant Accounting Policies – (continued)
(2) Pushdown Accounting
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(2) Pushdown Accounting – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(2) Pushdown Accounting – (continued)
(3) Acquisitions and Dispositions
Sale of interests in the East Bay field
The South Pass 49 Transfer
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(3) Acquisitions and Dispositions – (continued)
The Nexen Acquisition
The West Delta 29 Acquisition
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(3) Acquisitions and Dispositions – (continued)
Sale of Non-Operated Bay Marchand Asset
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(3) Acquisitions and Dispositions – (continued)
Results of Operations and Pro Forma Information
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(3) Acquisitions and Dispositions – (continued)
(4) Common Stock
(5) Earnings Per Share
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(5) Earnings Per Share – (continued)
(6) Property and Equipment
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(6) Property and Equipment – (continued)
(7) Asset Retirement Obligations
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(8) Indebtedness
Revolving Credit Sub-Facility
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(8) Indebtedness – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(8) Indebtedness – (continued)
Promissory Note
8.25% Senior Notes
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(8) Indebtedness – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(8) Indebtedness – (continued)
(9) Concentrations
Significant Customers
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(9) Concentrations – (continued)
Accounts Receivable
Derivative Instruments
Cash and Cash Equivalents
Geographic Concentration
(10) Derivative Instruments and Hedging Activities
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(10) Derivative Instruments and Hedging Activities – (continued)
Oil Contracts
Gas Contracts
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(11) Fair Value Measurements
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(11) Fair Value Measurements – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(12) Income Taxes
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(12) Income Taxes – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(12) Income Taxes – (continued)
(13) Employee Benefit Plans
Employee Retention Plans
Share-Based Compensation Plans
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(13) Employee Benefit Plans – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(13) Employee Benefit Plans – (continued)
The Energy XXI Services, LLC 2006 Long-Term Incentive Plan
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(13) Employee Benefit Plans – (continued)
401(k) Plan
(14) Commitments and Contingencies
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(14) Commitments and Contingencies – (continued)
(15) Related Party Transactions
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(15) Related Party Transactions – (continued)
(16) Comparative Period Information
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(16) Comparative Period Information – (continued)
(17) Restatement of Previously Issued Consolidated Financial Statements
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(17) Restatement of Previously Issued Consolidated Financial Statements – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(18) Interim Financial Information (Unaudited)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(18) Interim Financial Information (Unaudited) – (continued)
(19) Supplementary Oil and Natural Gas Disclosures — (Unaudited)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(19) Supplementary Oil and Natural Gas Disclosures — (Unaudited) – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(19) Supplementary Oil and Natural Gas Disclosures — (Unaudited) – (continued)
Changes in Proved Reserves
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(19) Supplementary Oil and Natural Gas Disclosures — (Unaudited) – (continued)
Standardized Measure of Discounted Future Net Cash Flows
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(19) Supplementary Oil and Natural Gas Disclosures — (Unaudited) – (continued)
(20) Supplemental Condensed Consolidating Financial Information
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(20) Supplemental Condensed Consolidating Financial Information – (continued)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Balance Sheet As of June 30, 2015
SUCCESSOR COMPANY Supplemental Condensed Consolidating Balance Sheet As of June 30, 2014(Restated)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Year Ended June 30, 2015
SUCCESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Period from June 4, 2014 through June 30, 2014 (Restated)
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Period from January 1, 2014 through June 3, 2014
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Year Ended December 31, 2013
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Year Ended December 31, 2012
SUCCESSOR COMPANY Supplemental Condensed Consolidating Statement of Cash Flows Year Ended June 30, 2015
SUCCESSOR COMPANY Supplemental Condensed Consolidating Statement of Cash Flows Period from June 4, 2014 through June 30, 2014
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Cash Flows Period from January 1, 2014 through June 3, 2014
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2013
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2012
Restated Quarterly Financial Statements
Restated Quarterly Financial Statements for the Three Months Ended September 30, 2014
EPL OIL & GAS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (In thousands, except share data)
EPL OIL & GAS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (In thousands, except per share data)
EPL OIL & GAS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (In thousands)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(1) Organization and Basis of Presentation
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(1) Organization and Basis of Presentation – (continued)
(2) Acquisitions and Dispositions
The South Pass 49 Acquisition
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(2) Acquisitions and Dispositions – (continued)
The Nexen Acquisition
The West Delta 29 Acquisition
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(2) Acquisitions and Dispositions – (continued)
Results of Operations and Pro Forma Information
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(3) Pushdown Accounting and Goodwill
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(3) Pushdown Accounting and Goodwill – (continued)
(4) Earnings Per Share
(5) Asset Retirement Obligations
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(6) Indebtedness
8.25% Senior Notes
Revolving Credit Sub-Facility
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(6) Indebtedness – (continued)
(7) Derivative Instruments and Hedging Activities
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(7) Derivative Instruments and Hedging Activities – (continued)
Oil Contracts
Gas Contracts
(8) Fair Value Measurements
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(8) Fair Value Measurements – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(8) Fair Value Measurements – (continued)
(9) Related Party Transactions
(10) Commitments and Contingencies
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(10) Commitments and Contingencies – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(11) Subsequent Events
(12) Restatement of Previously Issued Consolidated Financial Statements
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(12) Restatement of Previously Issued Consolidated Financial Statements – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(12) Restatement of Previously Issued Consolidated Financial Statements – (continued)
(13) Supplemental Condensed Consolidating Financial Information
SUCCESSOR COMPANY Supplemental Condensed Consolidating Balance Sheet As of September 30, 2014 (Restated) (Unaudited)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Balance Sheet As of June 30, 2014 (Restated)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Three Months Ended September 30, 2014 (Restated) (Unaudited)
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Three Months Ended September 30, 2013 (Unaudited)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Statement of Cash Flows Three Months Ended September 30, 2014 (Unaudited)
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Cash Flows Three Months Ended September 30, 2013 (Unaudited)
Restated Quarterly Financial Statements for the Three and Six Months Ended December 31, 2014 EPL OIL & GAS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)(In thousands, except share data)
EPL OIL & GAS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (In thousands, except per share data)
EPL OIL & GAS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (In thousands)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(1) Organization and Basis of Presentation
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(1) Organization and Basis of Presentation – (continued)
(2) Acquisitions
The South Pass 49 Transfer
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(2) Acquisitions – (continued)
The Nexen Acquisition
The West Delta 29 Acquisition
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(2) Acquisitions – (continued)
Results of Operations and Pro Forma Information
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(2) Acquisitions – (continued)
(3) Pushdown Accounting and Goodwill
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(3) Pushdown Accounting and Goodwill – (continued)
(4) Earnings Per Share
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(4) Earnings Per Share – (continued)
(5) Property and Equipment
(6) Asset Retirement Obligations
(7) Indebtedness
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(7) Indebtedness – (continued)
Revolving Credit Sub-Facility
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(7) Indebtedness – (continued)
8.25% Senior Notes
(8) Derivative Financial Instruments
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(8) Derivative Financial Instruments – (continued)
Gas Contracts
(9) Fair Value Measurements
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(9) Fair Value Measurements – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(10) Income Taxes
(11) Related Party Transactions
(12) Commitments and Contingencies
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(12) Commitments and Contingencies – (continued)
(13) Subsequent Events
(14) Restatement of Previously Issued Consolidated Financial Statements
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(14) Restatement of Previously Issued Consolidated Financial Statements – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(14) Restatement of Previously Issued Consolidated Financial Statements – (continued)
(15) Supplemental Condensed Consolidating Financial Information
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(15) Supplemental Condensed Consolidating Financial Information – (continued)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Balance Sheet As of December 31, 2014 (Restated) (Unaudited)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Balance Sheet As of June 30, 2014 (Restated)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Three Months Ended December 31, 2014 (Restated) (Unaudited)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Six Months Ended December 31, 2014 (Restated) (Unaudited)
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Three Months Ended December 31, 2013 (Unaudited)
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Six Months Ended December 31, 2013 (Unaudited)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Statement of Cash Flows Six Months Ended December 31, 2014 (Unaudited)
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Cash Flows Six Months Ended December 31, 2013 (Unaudited)
EPL OIL & GAS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (In thousands, except share data)
EPL OIL & GAS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (In thousands, except per share data)
EPL OIL & GAS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (In thousands)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(1) Organization and Basis of Presentation
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(1) Organization and Basis of Presentation – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(2) Acquisitions
The South Pass 49 Transfer
The Nexen Acquisition
The West Delta 29 Acquisition
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(2) Acquisitions – (continued)
Results of Operations and Pro Forma Information
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(2) Acquisitions – (continued)
(3) Pushdown Accounting and Goodwill
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(3) Pushdown Accounting and Goodwill – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(4) Earnings Per Share
(5) Property and Equipment
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(6) Asset Retirement Obligations
(7) Indebtedness
Revolving Credit Sub-Facility
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(7) Indebtedness – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(7) Indebtedness – (continued)
Promissory Note
8.25% Senior Notes
Derivative Instruments Premium Financing
(8) Derivative Financial Instruments
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(8) Derivative Financial Instruments – (continued)
Oil Contracts
Gas Contracts
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(8) Derivative Financial Instruments – (continued)
(9) Fair Value Measurements
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(9) Fair Value Measurements – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(10) Income Taxes
(11) Related Party Transactions
(12) Commitments and Contingencies
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(12) Commitments and Contingencies – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(13) Restatement of Previously Issued Consolidated Financial Statements
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(13) Restatement of Previously Issued Consolidated Financial Statements – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(13) Restatement of Previously Issued Consolidated Financial Statements – (continued)
EPL OIL & GAS, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(14) Supplemental Condensed Consolidating Financial Information
SUCCESSOR COMPANY Supplemental Condensed Consolidating Balance Sheet As of March 31, 2015 (Restated) (Unaudited)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Balance Sheet As of June 30, 2014 (Restated)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Three Months Ended March 31, 2015 (Restated) (Unaudited)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Nine Months Ended March 31, 2015 (Restated) (Unaudited)
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Three Months Ended March 31, 2014 (Unaudited)
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Operations Nine Months Ended March 31, 2014 (Unaudited)
SUCCESSOR COMPANY Supplemental Condensed Consolidating Statement of Cash Flows Nine Months Ended March 31, 2015 (Unaudited)
PREDECESSOR COMPANY Supplemental Condensed Consolidating Statement of Cash Flows Nine Months Ended March 31, 2014 (Unaudited)
Item 9A. Controls and Procedures
(a) Evaluation of Disclosure Controls and Procedures
(b) Management’s Report on Internal Control Over Financial Reporting
(c) Changes in Internal Control Over Financial Reporting
Item 9B. Other Information
PART III
PART IV
(a) Documents to be filed as part of this Form 10-K
1. Financial Statements
2. Financial Statement Schedules
3. Exhibits
EXHIBITS
GLOSSARY OF OIL AND NATURAL GAS TERMS
SIGNATURES
INDEX TO EXHIBITS