Quarterly report pursuant to Section 13 or 15(d)

Acquisitions and Divestitures (Tables)

v2.4.0.8
Acquisitions and Divestitures (Tables)
6 Months Ended
Jun. 30, 2014
Woodside Properties
 
Purchase Price Allocation for Acquisition

The following table presents the preliminary purchase price allocation, including estimated adjustments, for the acquisition of the Woodside Properties (in thousands):  

 

Cash consideration:

 

 

 

Evaluated properties including equipment

$

50,703

 

Unevaluated properties

 

2,660

 

Sub-total cash consideration

 

53,363

 

Non-cash consideration:

 

 

 

Asset retirement obligations - current

 

782

 

Asset retirement obligations - non-current

 

10,543

 

Sub-total non-cash consideration

 

11,325

 

Total consideration

$

64,688

 

 

Summary of Proforma Financial Information for Acquisition

The following table presents a summary of our pro forma financial information (in thousands, except earnings per share):

 

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30,

 

 

June 30,

 

 

2014

 

 

2013

 

 

2014

 

 

2013

 

Revenue

$

272,022

 

 

$

251,361

 

 

$

540,397

 

 

$

528,291

 

Net income

 

12,206

 

 

 

27,602

 

 

 

27,236

 

 

 

60,470

 

Basic and diluted earnings per common share

 

0.16

 

 

 

0.36

 

 

 

0.36

 

 

 

0.79

 

 

Business Acquisition Pro Forma Information Incremental Item

The following table presents incremental items included in the pro forma information reported above for the Woodside Properties (in thousands):

 

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30,

 

 

June 30,

 

 

2014

 

 

2013

 

 

2014

 

 

2013

 

Revenues (a)

$

9,028

 

 

$

15,978

 

 

$

22,887

 

 

$

33,686

 

Direct operating expenses (a)

 

1,805

 

 

 

2,591

 

 

 

4,417

 

 

 

4,990

 

DD&A (b)

 

3,305

 

 

 

4,917

 

 

 

8,218

 

 

 

10,204

 

G&A (c)

 

200

 

 

 

200

 

 

 

400

 

 

 

400

 

Interest expense (d)

 

80

 

 

 

240

 

 

 

320

 

 

 

480

 

Capitalized interest (e)

 

(6

)

 

 

20

 

 

 

(22

)

 

 

(13

)

Income taxes expense (f)

 

1,275

 

 

 

2,804

 

 

 

3,344

 

 

 

6,169

 

 

The sources of information and significant assumptions are described below:

(a)

Revenues and direct operating expenses for the Woodside Properties were derived from the historical financial records of Woodside.

(b)

DD&A was estimated using the full-cost method and determined as the incremental DD&A expense due to adding the Woodside Properties’ costs, reserves and production into our full cost pool in order to compute such amounts.  The purchase price allocated to unevaluated properties for oil and natural gas interests was excluded from the DD&A expense estimation.  ARO was estimated by W&T management.

(c)

Estimated insurance costs related to the Woodside Properties.

(d)

The acquisition was assumed to be funded entirely with borrowed funds.  Interest expense was computed using assumed borrowings of $53.4 million, which equates to the cash component of the acquisition purchase price, and an interest rate of 1.8%, which equates to the rates applied to incremental borrowings on the revolving bank credit facility.

(e)

The change to capitalized interest was computed for the addition to the pool of unevaluated properties and the capitalization interest rate was adjusted for the assumed borrowings.  The negative amount represents a decrease to net expenses.

(f)

Income tax expense was computed using the 35% federal statutory rate.

Callon Properties
 
Purchase Price Allocation for Acquisition

The following table presents the purchase price allocation, including adjustments, for the acquisition of the Callon Properties (in thousands):  

 

Cash consideration:

 

 

 

Evaluated properties including equipment

$

73,752

 

Unevaluated properties

 

9,248

 

Sub-total cash consideration

 

83,000

 

Non-cash consideration:

 

 

 

Asset retirement obligations - current

 

90

 

Asset retirement obligations - non-current

 

4,143

 

Sub-total non-cash consideration

 

4,233

 

Total consideration

$

87,233

 

 

Summary of Proforma Financial Information for Acquisition

The following table presents a summary of our pro forma financial information (in thousands, except earnings per share):

 

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30, 2013

 

 

June 30, 2013

 

Revenue

$

243,840

 

 

$

514,415

 

Net income

 

24,020

 

 

 

53,722

 

Basic and diluted earnings per common share

 

0.32

 

 

 

0.71

 

 

Business Acquisition Pro Forma Information Incremental Item

The following table presents incremental items included in the pro forma information reported above for the Callon Properties (in thousands):

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30, 2013

 

 

June 30, 2013

 

Revenues (a)

$

8,457

 

 

$

19,810

 

Direct operating expenses (a)

 

1,886

 

 

 

3,930

 

DD&A (b)

 

3,714

 

 

 

7,945

 

Interest expense (c)

 

415

 

 

 

830

 

Capitalized interest (d)

 

(56

)

 

 

(138

)

Income taxes expense (e)

 

874

 

 

 

2,535

 

 

The sources of information and significant assumptions are described below:

(a)

Revenues and direct operating expenses for the Callon Properties were derived from the historical financial records of Callon.

(b)

DD&A was estimated using the full-cost method and determined as the incremental DD&A expense due to adding the Callon Properties’ costs, reserves and production into our full cost pool in order to compute such amounts.  The purchase price allocated to unevaluated properties for oil and natural gas interests was excluded from the DD&A expense estimation.  ARO was estimated by W&T management.

(c)

The acquisition was assumed to be funded entirely with borrowed funds.  Interest expense was computed using assumed borrowings of $83.0 million, which equates to the cash component of the acquisition purchase price, and an interest rate of 2.0%, which equates to the rates applied to incremental borrowings on the revolving bank credit facility.

(d)

The change to capitalized interest was computed for the addition to the pool of unevaluated properties and the capitalization interest rate was adjusted for the assumed borrowings.  The negative amount represents a decrease to net expenses.

(e)

Income tax expense was computed using the 35% federal statutory rate.