Note 5 Assets Held for Sale and Discontinued Operations

Assets Held for Sale

Assets held for sale included the following:

	As of December 31,
	2014		2013
	(In thousands)
Oil and Gas	$	146,467	$	239,936
Rig Services		—		3,328

	$	146,467	$	243,264

Assets held for sale as of December 31, 2014 consisted solely of our oil and gas holdings in the Horn River basin in Western Canada.

Oil and Gas Properties

The carrying value of our assets held for sale represents the lower of carrying value or fair value less costs to sell. We continue to market these properties at prices that are reasonable compared to current fair value. Also, we have deferred tax liabilities of approximately $2.3 million, which are included in long-term deferred income taxes in our consolidated balance sheet, associated with our oil and gas operations in Canada.

We have contracts with pipeline companies to pay specified fees based on committed volumes for gas transport and processing. In December 2013, we entered into agreements to restructure these contracts, assigning a portion of the obligation to third parties and reducing our future payment commitments. At December 31, 2014, our undiscounted contractual commitments for these contracts approximated $84.6 million, and we had liabilities of $40.2 million, $19.6 million of which were classified as current and are included in accrued liabilities.

At December 31, 2013, our undiscounted contractual commitments for these contracts approximated $171.2 million, and we had liabilities of $113.6 million, $64.4 million of which were classified as current and are included in accrued liabilities.

The amounts at each balance sheet date represented our best estimate of the fair value of the excess capacity of the pipeline commitments calculated using a discounted cash flow model, when considering our disposal plan, current production levels, natural gas prices and expected utilization of the pipeline over the remaining contractual term. Decreases in actual production or natural gas prices could result in future charges related to excess pipeline commitments.

Discontinued Operations

The operating results from the assets discussed above for all periods presented are retroactively presented and accounted for as discontinued operations in the accompanying audited consolidated statements of income (loss) and the respective accompanying notes to the consolidated financial statements. Our condensed statements of income (loss) from discontinued operations for each operating segment were as follows:

	Year Ended December 31,
	2014			2013			2012
	(In thousands, except percentages)
Operating revenues
Oil and Gas	$	13,143		$	25,327		$	27,363
Rig Services	$	—		$	127,154		$	172,335
Income (loss) from Oil & Gas discontinued operations:
Income (loss) from discontinued operations	$	(1,840	)	$	(17,371	)	$	(3,958	)
Less: Impairment charges or other (gains) and losses on sale of wholly owned assets		(1,313	)		24,087	(1)		106,096	(2)
Less: Income tax expense (benefit)		(548	)		(14,062	)		(44,021	)

Income (loss) from Oil and Gas discontinued operations, net of tax	$	21		$	(27,396	)	$	(66,033	)

Income (loss) from Rig Services discontinued operations:
Income (loss) from discontinued operations	$	—		$	17,680		$	9,846
Less: Impairment charges or other (gains) and losses on sale of wholly owned assets		—			(4,368	)(3)		9,087	(4)
Less: Income tax expense (benefit)		—			5,831			2,252

Income (loss) from Rig Services discontinued operations, net of tax	$	—		$	16,217		$	(1,493	)

Income (loss) from discontinued operations, net of tax	$	21		$	(11,179	)	$	(67,526	)

Oil and Gas

(1)

Includes impairments during 2013 of $61.5 million to write down the carrying value of some of our wholly owned oil and gas-centered assets, partially offset by a gain related to our restructure of our future pipeline obligations.

(2)

Includes adjustments during 2012 to increase our pipeline contractual commitments by $128.1 million and other gains and losses related to the sale of our wholly owned oil and gas-centered assets.

In 2013, we sold some of our wholly owned oil and gas assets and received proceeds of $90.0 million.

In 2012, we sold our remaining wholly owned oil and gas business in Colombia and sold additional wholly owned assets in the United States. In December 2012, we sold our 49.7% ownership interest in the U.S. unconsolidated oil and gas joint venture, to the remaining equity owners. During 2012, we received cumulative gross cash proceeds of $254.5 million from sales of oil and gas assets.

Rig Services

(3)	Represents the gains recognized from our sale of our logistics services and construction services. In April 2013, we sold the assets of one of our former Canadian subsidiaries that provided logistic services for proceeds of $9.3 million. In October 2013, we sold Peak, one of our businesses in Alaska, for which we received cash proceeds of $135.5 million.
(4)	Includes $7.8 million respectively, of impairment (a Level 3 measurement) in 2012 to our aircraft and logistics assets as a result of the continued downturn in the oil and gas industry in Canada.

During 2014, we sold a large portion of our interest in proved oil and gas properties located on the North Slope of Alaska. Under the terms of the agreement, we received $35.1 million at closing and expect to receive additional payments of $27.0 million upon certain future dates or the properties achieving certain production targets. We retained a working interest at various interests and an overriding royalty interest in the properties at various interests. The working interest is fully carried up to $600 million of total project costs. The transaction generally remains subject to approval of local Alaska regulatory authorities, among other usual and customary conditions. The $22.2 million gain from the transaction is included in losses (gains) on sales and disposals of long-lived assets and other expense (income), net in our consolidated statement of income (loss) for the year ended December 31, 2014. The retained interest, which is valued at approximately $26.2 million, is no longer classified as assets-held-for-sale and is included in other long-term assets. We have not recast prior period results as the balances are not material to our consolidated statements of income (loss) for any period.

Additional discussion of our policy pertaining to the calculations of our annual impairment tests, including any impairment to goodwill, is set forth in Note 3—Summary of Significant Accounting Policies. A further protraction of lower commodity prices or an inability to sell these assets in a timely manner could result in recognition of future impairment charges.