CONDENSED CONSOLIDATING FINANCIAL INFORMATION (Tables) - Parent

6 Months Ended

Jun. 30, 2017

Schedule of Consolidating Condensed Balance Sheet

Condensed Consolidating Balance Sheet

As of June 30, 2017

	Parent			Combined Guarantor Subsidiaries			Combined Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions, except share data)
CURRENT ASSETS
Cash and cash equivalents	$	1		$	6		$	2		$	—		$	9
Trade receivables	—			193			—			—			193
Inventories	—			57			—			—			57
Other current assets, net	8			119			2			(1		)	128
Total current assets	9			375			4			(1		)	387
PROPERTY, PLANT AND EQUIPMENT	34			20,947			64			—			21,045
Accumulated depreciation, depletion and amortization	(10		)	(15,280		)	(17		)	—			(15,307		)
Total property, plant and equipment	24			5,667			47			—			5,738
INVESTMENTS IN CONSOLIDATED ENTITIES	5,977			562			—			(6,539		)	—
OTHER ASSETS	—			27			2			—			29
TOTAL ASSETS	$	6,010		$	6,631		$	53		$	(6,540	)	$	6,154
CURRENT LIABILITIES
Current maturities of long-term debt	$	100		$	—		$	—		$	—		$	100
Accounts payable	(2		)	245			—			—			243
Accrued liabilities	77			188			—			(1		)	264
Total current liabilities	175			433			—			(1		)	607
LONG-TERM DEBT - PRINCIPAL AMOUNT	5,069			—			—			—			5,069
DEFERRED GAIN AND ISSUANCE COSTS, NET	369			—			—			—			369
OTHER LONG-TERM LIABILITIES	137			462			1			—			600
AMOUNTS DUE TO (FROM) AFFILIATES	799			(799		)	—			—			—
EQUITY
Preferred stock	—			—			—			—			—
Common stock	—			—			—			—			—
Additional paid-in capital	4,871			14,432			51			(14,483		)	4,871
Accumulated deficit	(5,399		)	(7,855		)	(47		)	7,902			(5,399		)
Accumulated other comprehensive loss	(11		)	(42		)	—			42			(11		)
Total equity attributable to common stock	(539		)	6,535			4			(6,539		)	(539		)
Noncontrolling interest	—			—			48			—			48
Total equity	(539		)	6,535			52			(6,539		)	(491		)
TOTAL LIABILITIES AND EQUITY	$	6,010		$	6,631		$	53		$	(6,540	)	$	6,154

Condensed Consolidating Balance Sheet

As of December 31, 2016

	Parent			Combined Guarantor Subsidiaries			Combined Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions, except share data)
CURRENT ASSETS
Cash and cash equivalents	$	—		$	12		$	—		$	—		$	12
Trade receivables	—			232			—			—			232
Inventories	—			58			—			—			58
Other current assets, net	7			116			—			—			123
Total current assets	7			418			—			—			425
PROPERTY, PLANT AND EQUIPMENT	33			20,865			17			—			20,915
Accumulated depreciation, depletion and amortization	(8		)	(15,009		)	(13		)	—			(15,030		)
Total property, plant and equipment	25			5,856			4			—			5,885
INVESTMENTS IN CONSOLIDATED ENTITIES	5,713			537			—			(6,250		)	—
OTHER ASSETS	—			44			—			—			44
TOTAL ASSETS	$	5,745		$	6,855		$	4		$	(6,250	)	$	6,354
CURRENT LIABILITIES
Current maturities of long-term debt	$	100		$	—		$	—		$	—		$	100
Accounts payable	(1		)	220			—			—			219
Accrued liabilities	122			285			—			—			407
Total current liabilities	221			505			—			—			726
LONG-TERM DEBT - PRINCIPAL AMOUNT	5,168			—			—			—			5,168
DEFERRED GAIN AND ISSUANCE COSTS, NET	397			—			—			—			397
OTHER LONG-TERM LIABILITIES	132			487			1			—			620
AMOUNTS DUE TO (FROM) AFFILIATES	384			(384		)	—			—			—
EQUITY
Preferred stock	—			—			—			—			—
Common stock	—			—			—			—			—
Additional paid-in capital	4,861			14,432			51			(14,483		)	4,861
Accumulated deficit	(5,404		)	(8,139		)	(48		)	8,187			(5,404		)
Accumulated other comprehensive loss	(14		)	(46		)	—			46			(14		)
Total equity attributable to common stock	(557		)	6,247			3			(6,250		)	(557		)
Noncontrolling interest	—			—			—			—			—
Total equity	(557		)	6,247			3			(6,250		)	(557		)
TOTAL LIABILITIES AND EQUITY	$	5,745		$	6,855		$	4		$	(6,250	)	$	6,354

Schedule of Consolidating Condensed Statement of Operations

Condensed Consolidating Statement of Operations

For the three months ended June 30, 2017

	Parent			Combined Guarantor Subsidiaries		Combined Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
REVENUES
Oil and gas net sales	—			439		—			—			439
Net derivative gains	—			43		—			—			43
Other revenue	18			33		4			(21		)	34
Total revenues and other	$	18		$	515	$	4		$	(21	)	$	516
COSTS AND OTHER
Production costs	—			216		—			—			216
General and administrative expenses	51			10		—			—			61
Depreciation, depletion and amortization	2			133		3			—			138
Taxes other than on income	—			31		—			—			31
Exploration expense	—			6		—			—			6
Other expenses (income), net	2			44		—			(21		)	25
Total costs and other	55			440		3			(21		)	477
OPERATING (LOSS) INCOME	(37		)	75		1			—			39
NON-OPERATING INCOME (LOSS)
Interest and debt expense, net	(84		)	1		—			—			(83		)
Net gains on early extinguishment of debt	—			—		—			—			—
Gains on asset divestitures	—			—		—			—			—
Other non-operating expense	(3		)	—		—			—			(3		)
(LOSS) INCOME BEFORE INCOME TAXES	(124		)	76		1			—			(47		)
Income tax benefit	—			—		—			—			—
NET (LOSS) INCOME	(124		)	76		1			—			(47		)
Net income attributable to noncontrolling interest	—			—		(1		)	—			(1		)
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	$	(124	)	$	76	$	—		$	—		$	(48	)

Condensed Consolidating Statement of Operations

For the three months ended June 30, 2016

	Parent			Combined Guarantor Subsidiaries			Combined Non- Guarantor Subsidiaries		Eliminations		Consolidated
	(in millions)
REVENUES
Oil and gas net sales	—			403			1		—		404
Net derivative losses	—			(118		)	—		—		(118		)
Other revenue	—			31			—		—		31
Total revenues and other	$	—		$	316		$	1	$	—	$	317
COSTS AND OTHER
Production costs	—			187			1		—		188
General and administrative expenses	49			12			—		—		61
Depreciation, depletion and amortization	1			137			—		—		138
Taxes other than on income	—			42			—		—		42
Exploration expense	—			5			—		—		5
Other expenses, net	—			24			—		—		24
Total costs and other	50			407			1		—		458
OPERATING LOSS	(50		)	(91		)	—		—		(141		)
NON-OPERATING INCOME (LOSS)
Interest and debt expense, net	(75		)	1			—		—		(74		)
Net gains on early extinguishment of debt	44			—			—		—		44
Gains on asset divestitures	—			31			—		—		31
Other non-operating income (expense)	—			—			—		—		—
LOSS BEFORE INCOME TAXES	(81		)	(59		)	—		—		(140		)
Income tax benefit	—			—			—		—		—
NET LOSS	(81		)	(59		)	—		—		(140		)
Net (income) loss attributable to noncontrolling interest	—			—			—		—		—
NET LOSS ATTRIBUTABLE TO COMMON STOCK	$	(81	)	$	(59	)	$	—	$	—	$	(140	)

Condensed Consolidating Statement of Operations

For the six months ended June 30, 2017

	Parent			Combined Guarantor Subsidiaries		Combined Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
REVENUES
Oil and gas net sales	—			925		1			—			926
Net derivative gains (losses)	—			117		(1		)	—			116
Other revenue	17			63		5			(21		)	64
Total revenues and other	$	17		$	1,105	$	5		$	(21	)	$	1,106
COSTS AND OTHER
Production costs	—			426		1			—			427
General and administrative expenses	104			24		—			—			128
Depreciation, depletion and amortization	3			272		3			—			278
Taxes other than on income	—			64		—			—			64
Exploration expense	—			12		—			—			12
Other expenses (income), net	2			65		1			(21		)	47
Total costs and other	109			863		5			(21		)	956
OPERATING (LOSS) INCOME	(92		)	242		—			—			150
NON-OPERATING INCOME (LOSS)
Interest and debt expense, net	(168		)	1		—			—			(167		)
Net gains on early extinguishment of debt	4			—		—			—			4
Gains on asset divestitures	—			21		—			—			21
Other non-operating expense	(3		)	—		—			—			(3		)
(LOSS) INCOME BEFORE INCOME TAXES	(259		)	264		—			—			5
Income tax benefit	—			—		—			—			—
NET (LOSS) INCOME	(259		)	264		—			—			5
Net (income) loss attributable to noncontrolling interest	—			—		—			—			—
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCK	$	(259	)	$	264	$	—		$	—		$	5

Condensed Consolidating Statement of Operations

For the six months ended June 30, 2016

	Parent			Combined Guarantor Subsidiaries			Combined Non- Guarantor Subsidiaries		Eliminations		Consolidated
	(in millions)
REVENUES
Oil and gas net sales	—			732			1		—		733
Net derivative losses	—			(143		)	—		—		(143		)
Other revenue	—			49			—		—		49
Total revenues and other	$	—		$	638		$	1	$	—	$	639
COSTS AND OTHER
Production costs	—			371			1		—		372
General and administrative expenses	102			26			—		—		128
Depreciation, depletion and amortization	3			282			—		—		285
Taxes other than on income	—			81			—		—		81
Exploration expense	—			10			—		—		10
Other expenses, net	—			47			—		—		47
Total costs and other	105			817			1		—		923
OPERATING LOSS	(105		)	(179		)	—		—		(284		)
NON-OPERATING INCOME (LOSS)
Interest and debt expense, net	(150		)	2			—		—		(148		)
Net gains on early extinguishment of debt	133			—			—		—		133
Gains on asset divestitures	—			31			—		—		31
Other non-operating income	—			—			—		—		—
LOSS BEFORE INCOME TAXES	(122		)	(146		)	—		—		(268		)
Income tax benefit	78			—			—		—		78
NET LOSS	(44		)	(146		)	—		—		(190		)
Net (income) loss attributable to noncontrolling interest	—			—			—		—		—
NET LOSS ATTRIBUTABLE TO COMMON STOCK	$	(44	)	$	(146	)	$	—	$	—	$	(190	)

Schedule of Consolidating Condensed Statement of Cash Flows

Condensed Consolidating Statement of Cash Flows

For the six months ended June 30, 2017

	Parent			Combined Guarantor Subsidiaries			Combined Non- Guarantor Subsidiaries			Eliminations		Consolidated
	(in millions)
CASH FLOW FROM OPERATING ACTIVITIES
Net (loss) income	$	(259	)	$	264		$	—		$	—	$	5
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation, depletion and amortization	3			272			3			—		278
Net derivative (gains) losses	—			(117		)	1			—		(116		)
Net proceeds on settled derivatives	—			7			—			—		7
Net gains on early extinguishment of debt	(4		)	—			—			—		(4		)
Deferred gain and issuance costs amortization	(26		)	—			—			—		(26		)
Gains on asset divestitures	—			(21		)	—			—		(21		)
Other non-cash losses in income, net	10			7			—			—		17
Dry hole expenses	—			1			—			—		1
Changes in operating assets and liabilities, net	(43		)	24			(2		)	—		(21		)
Net cash (used) provided by operating activities	(319		)	437			2			—		120
CASH FLOW FROM INVESTING ACTIVITIES
Capital investments	(1		)	(131		)	—			—		(132		)
Changes in capital investment accruals	—			26			—			—		26
Asset divestitures	—			33			—			—		33
Acquisitions and other	—			46			(47		)	—		(1		)
Net cash used by investing activities	(1		)	(26		)	(47		)	—		(74		)
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from revolving credit facility	728			—			—			—		728
Repayments of revolving credit facility	(733		)	—			—			—		(733		)
Payments on first-lien first-out term loan	(66		)	—			—			—		(66		)
Debt repurchases	(24		)	—			—			—		(24		)
Debt transaction costs	(2		)	—			—			—		(2		)
Contribution from noncontrolling interest, net	—			—			49			—		49
Dividends paid to noncontrolling interest	—			—			(1		)	—		(1		)
Intercompany	418			(417		)	(1		)	—		—
Net cash provided (used) by financing activities	321			(417		)	47			—		(49		)
Increase (decrease) in cash and cash equivalents	1			(6		)	2			—		(3		)
Cash and cash equivalents—beginning of period	—			12			—			—		12
Cash and cash equivalents—end of period	$	1		$	6		$	2		$	—	$	9

Condensed Consolidating Statement of Cash Flows

For the six months ended June 30, 2016

	Parent			Combined Guarantor Subsidiaries			Combined Non- Guarantor Subsidiaries		Eliminations		Consolidated
	(in millions)
CASH FLOW FROM OPERATING ACTIVITIES
Net (loss) income	$	(44	)	$	(146	)	$	—	$	—	$	(190	)
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation, depletion and amortization	3			282			—		—		285
Deferred income tax benefit	(78		)	—			—		—		(78		)
Net derivative losses	—			143			—		—		143
Net proceeds on settled derivatives	—			75			—		—		75
Net gains on early extinguishment of debt	(133		)	—			—		—		(133		)
Deferred gain and issuance costs amortization	(29		)	—			—		—		(29		)
Gains on asset divestitures	—			(31		)	—		—		(31		)
Other non-cash losses in income, net	23			20			—		—		43
Changes in operating assets and liabilities, net	(50		)	9			—		—		(41		)
Net cash (used) provided by operating activities	(308		)	352			—		—		44
CASH FLOW FROM INVESTING ACTIVITIES
Capital investments	(1		)	(25		)	—		—		(26		)
Changes in capital investment accruals	—			(11		)	—		—		(11		)
Asset divestitures	—			19			—		—		19
Acquisitions and other	—			—			—		—		—
Net cash used by investing activities	(1		)	(17		)	—		—		(18		)
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from revolving credit facility	743			—			—		—		743
Repayments of revolving credit facility	(701		)	—			—		—		(701		)
Payments on first-lien first-out term loan	(61		)	—			—		—		(61		)
Debt repurchases	(13		)	—			—		—		(13		)
Debt transaction costs	(7		)	—			—		—		(7		)
Intercompany	347			(347		)	—		—		—
Employee stock purchases and other	3			—			—		—		3
Net cash provided (used) by financing activities	311			(347		)	—		—		(36		)
Increase (decrease) in cash and cash equivalents	2			(12		)	—		—		(10		)
Cash and cash equivalents—beginning of period	—			12			—		—		12
Cash and cash equivalents—end of period	$	2		$	—		$	—	$	—	$	2