XML 88 R22.htm IDEA: XBRL DOCUMENT v2.4.0.8
Fortune Creek
12 Months Ended
Dec. 31, 2013
Equity Method Investments and Joint Ventures [Abstract]  
Fortune Creek
FORTUNE CREEK
In December 2011, we entered into an agreement with KKR to form Fortune Creek to construct and operate midstream assets for natural gas produced by us and others primarily in British Columbia. The partnership established an area of mutual interest for the midstream business covering approximately 30 million potential acres which includes transportation and processing infrastructure and agreements.
In forming Fortune Creek, our Canadian subsidiary contributed an existing 20-mile, 20-inch gathering line and its related compression facilities and committed to minimum gross capital expenditures of $300 million for drilling and completion activities in our Horn River Asset between 2012 and 2014. In March 2014, we agreed with KKR to an amendment to extend the ending date to the earlier of June 30, 2016 or 12 months following consummation of a transaction involving a material portion of our Horn River Asset and to broaden allowable spending to include acquisitions of producing properties that utilize partnership assets. We have incurred $180 million as of December 31, 2013. The costs to be incurred under the spending requirement generally reflect the gross capital expenditures of all working interests in the well for wells in which we have a working interest regardless of our working interest percentage; therefore, following a transaction involving our Horn River Asset, we may not have to fully fund the remaining obligation. To the extent these minimum capital expenditure commitments are not met, we will incur a cash penalty in an amount equal to the shortfall, which will be applied against the gathering agreement requirement. As part of the amendment, we contributed C$28 million to Fortune Creek which was subsequently distributed to KKR and was applied against the gathering agreement requirement. The effect of this contribution was to reduce the balance of the partnership liability and to reduce the gathering rate that burdens our Horn River Asset production by $0.13 per Mcf until at least 2016.
We committed gas production from our Horn River Asset for ten years beginning 2012, as more fully described below. KKR contributed $125 million cash in exchange for a 50% interest in Fortune Creek. Our Canadian subsidiary has responsibility for the day-to-day operations of Fortune Creek.
The firm gathering agreement with Fortune Creek is guaranteed by us. With the amendment, signed in March 2014, KKR is no longer required to fund the capital for construction of a proposed gas treatment facility, but at its option may provide funding for any facility to be constructed by the Partnership, including the proposed gas treatment facility. If our subsidiary does not meet its obligations under the gathering agreement, KKR has the right to liquidate the partnership and consequently we have recorded the funds contributed by KKR as a liability in our consolidated financial statements. We recognize accretion expense to reflect the rate of return earned by KKR via its investment. Fortune Creek has made cash distributions to KKR, which are reported as cash used in financing activities, since May 2012.
Based on an analysis of the partners’ equity at risk, we have determined the partnership to be a VIE. Further, based on our ability to direct the activities surrounding the production of natural gas and our direct management of the operations of the Fortune Creek facilities, we have determined we are the primary beneficiary and, therefore, we consolidate Fortune Creek.
Note 18 contains financial information for Fortune Creek in our condensed consolidating financial statements.