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Acquisitions (Tables)
6 Months Ended 12 Months Ended
Jun. 30, 2018
Dec. 31, 2017
Summary of Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed

The following table presents the preliminary allocation of the purchase price to the assets acquired and liabilities assumed, based on their fair values on May 10, 2018 (in thousands):

 

Current assets(1)

   $ 377,155  

Property and equipment

     876,500  

Other long-term assets

     18,928  

Current liabilities

     (130,121

Long-term debt

     (235,416

Other long-term liabilities

     (175,082
  

 

 

 

Allocated purchase price

   $ 731,964  
  

 

 

 

 

(1)

Includes $293.0 million of cash acquired. The fair values of current assets acquired includes trade receivables and joint interest receivables of $43.3 million and $3.5 million, respectively, which the Company expects all to be realizable.

 
Summary of Purchase Price

The following table summarizes the purchase price (in thousands, except per share data):

 

Stone Energy common stock—issued and outstanding as of May 9, 2018

     20,038  

Stone Energy common stock price

   $ 35.49  

Common stock value

   $ 711,149  

Stone Energy common stock warrants—issued and outstanding as of May 9, 2018

     3,528  

Stone Energy common stock warrants price

   $ 5.90  

Common stock warrants value

   $ 20,815  
  

 

 

 

Total consideration and fair value

   $ 731,964  
  

 

 

 
 
Supplemental Proforma Information

The following supplemental pro forma information (in thousands, except per common share amounts), presents the condensed consolidated results of operations for the three and six months ended June 30, 2018 and 2017 as if the Stone Combination had occurred on January 1, 2017. The unaudited proforma information was derived from historical combined statements of operations of the Company and Stone and adjusted to include (i) depletion and accretion expense applied to the adjusted basis of the oil and natural gas properties acquired (ii) interest expense to reflect the debt transactions contemplated by the Exchange Agreement and (iii) general and administrative expense adjusted for transaction related costs incurred. This information does not purport to be indicative of results of operations that would have occurred had the Stone Combination occurred on January 1, 2017, nor is such information indicative of any expected future results of operations.

 

     Three Months Ended
June 30,
     Six Months Ended
June 30,
 
     2018      2017      2018      2017  

Revenue

   $ 244,453      $ 166,669      $ 471,652      $ 340,939  

Net income (loss)

   $ (45,696    $ 19,032      $ (51,211    $ 66,518  

Basic and diluted net income (loss) per common share

   $ (0.84    $ 0.35      $ (0.95    $ 1.23  
 
Sojitz Energy Venture Inc    
Summary of Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed  

The following table below presents the allocation of the purchase price (inclusive of post-closing adjustments) to the assets acquired and liabilities assumed, based on their relative fair values on December 20, 2016 (in thousands):

 

Allocation of the Purchase Price

   December 20, 2016  

Proved properties

   $ 77,967  

Unproved properties, not subject to amortization

     11,133  

Other short and long-term assets

     2,380  

Asset retirement obligations

     (3,242
  

 

 

 

Cash Paid

   $ 88,238  
  

 

 

 
Deep Gulf Energy III, LLC    
Summary of Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed  

We completed the final purchase price allocation in 2015 which was calculated as follow (in thousands):

 

Allocation of the Purchase Price

   April 8, 2015  

Proved properties

   $ 24,316  

Unproved properties, not subject to amortization

     14,643  

Asset retirement obligations

     (442
  

 

 

 

Cash Paid

   $ 38,517  
  

 

 

 
Gulf Coast Energy Resources, LLC    
Summary of Preliminary Allocation of Purchase Price to Assets Acquired and Liabilities Assumed  

We completed the final purchase price allocation in 2015 which was calculated as follow (in thousands):

 

Allocation of the Purchase Price

   March 31, 2015  

Current assets

   $ 12,748  

Proved properties

     38,680  

Unproved properties, not subject to amortization

     22,637  

Other non-current assets

     536  
  

 

 

 

Total assets acquired

     74,601  

Current portion of asset retirement obligations

     107  

Other current liabilities

     18,632  

Asset retirement obligations

     744  

Long-term debt, net of discount(1)

     55,000  

Other long-term liabilities(2)

     118  
  

 

 

 

Total liabilities assumed

     74,601  
  

 

 

 

Net assets acquired

   $ —    
  

 

 

 

 

(1)

The long-term debt, net of discount assumed represents $55.0 million in borrowings under GCER’s senior reserve-based revolving credit facility (“GCER Bank Credit Facility”).

(2)

The other long-term liabilities assumed includes $0.1 million to recognize an estimated liability as of the acquisition date for the contingent consideration arrangement if the oil and natural gas assets acquired meet certain targets within the subsequent five years. The fair value of the contingent consideration was calculated using a Monte Carlo simulation analysis. Significant inputs to the analysis are based, in part, on inputs not observable in the market and thus represent Level 3 measurements in the fair value hierarchy. These inputs include, but are not limited to, estimates of reserves, future operating and development costs, future commodity prices, estimated future cash flows and appropriate discount rates. These inputs required significant judgments and estimates by the Company’s management at the time of the valuation. The maximum potential payment under the contingent consideration arrangement is $6.5 million.

Schedule of Fair Value Current Assets Acquired Includes Receivables  

The fair value, as adjusted, of the current assets acquired includes the following receivables (in thousands):

 

     March 31, 2015  
     Gross Receivable      Expected
Uncollectable
Amount
     Fair
Value
 

Trade receivables

   $ 3,104      $ —        $ 3,104  

Joint interest receivables

   $ 3,484      $ (323    $ 3,161  

Other receivables

   $ 196      $ —        $ 196