W&T Offshore, Inc. Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Supplemental Guarantor Information (Tables)

Supplemental Guarantor Information (Tables)

9 Months Ended

Sep. 30, 2014

Supplemental Guarantor Information [Abstract]

Condensed Consolidating Balance Sheet as of September 30, 2014

									Consolidated
	Parent			Guarantor					W&T
	Company			Subsidiaries		Eliminations			Offshore, Inc.
	(In thousands)
Assets
Current assets:
Cash and cash equivalents	$	17,220		$	—	$	—		$	17,220
Receivables:
Oil and natural gas sales		52,332			45,356		—			97,688
Joint interest and other		32,785			—		—			32,785
Income taxes		136,389			—		(136,269	)		120
Total receivables		221,506			45,356		(136,269	)		130,593
Prepaid expenses and other assets		29,364			3,191		—			32,555
Total current assets		268,090			48,547		(136,269	)		180,368
Property and equipment – at cost:
Oil and natural gas properties and equipment		5,970,031			1,895,671		—			7,865,702
Furniture, fixtures and other		22,128			—		—			22,128
Total property and equipment		5,992,159			1,895,671		—			7,887,830
Less accumulated depreciation, depletion and amortization		4,366,703			1,082,842		—			5,449,545
Net property and equipment		1,625,456			812,829		—			2,438,285
Restricted deposits for asset retirement obligations		15,382			—		—			15,382
Other assets		979,751			439,882		(1,401,644	)		17,989
Total assets	$	2,888,679		$	1,301,258	$	(1,537,913	)	$	2,652,024
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable	$	153,928		$	5,693	$	—		$	159,621
Undistributed oil and natural gas proceeds		37,501			320		—			37,821
Asset retirement obligations		109,223			6,499		—			115,722
Accrued liabilities		39,313			135,986		(136,269	)		39,030
Total current liabilities		339,965			148,498		(136,269	)		352,194
Long-term debt, less current maturities		1,260,665			—		—			1,260,665
Asset retirement obligations, less current portion		175,135			113,145		—			288,280
Deferred income taxes		94,042			93,015		—			187,057
Other liabilities		468,678			—		(455,044	)		13,634
Shareholders’ equity:
Common stock		1			—		—			1
Additional paid-in capital		414,430			699,815		(699,815	)		414,430
Retained earnings		159,930			246,785		(246,785	)		159,930
Treasury stock, at cost		(24,167	)		—		—			(24,167	)
Total shareholders’ equity		550,194			946,600		(946,600	)		550,194
Total liabilities and shareholders’ equity	$	2,888,679		$	1,301,258	$	(1,537,913	)	$	2,652,024

Condensed Consolidating Balance Sheet as of December 31, 2013

									Consolidated
	Parent			Guarantor					W&T
	Company			Subsidiaries		Eliminations			Offshore, Inc.
	(In thousands)
Assets
Current assets:
Cash and cash equivalents	$	15,800		$	—	$	—		$	15,800
Receivables:
Oil and natural gas sales		61,373			35,379		—			96,752
Joint interest and other		27,984			—		—			27,984
Income taxes		95,611			—		(92,491	)		3,120
Total receivables		184,968			35,379		(92,491	)		127,856
Prepaid expenses and other assets		23,674			6,272		—			29,946
Total current assets		224,442			41,651		(92,491	)		173,602
Property and equipment – at cost:
Oil and natural gas properties and equipment		5,667,389			1,671,708		—			7,339,097
Furniture, fixtures and other		21,431			—		—			21,431
Total property and equipment		5,688,820			1,671,708		—			7,360,528
Less accumulated depreciation, depletion and amortization		4,166,359			918,345		—			5,084,704
Net property and equipment		1,522,461			753,363		—			2,275,824
Restricted deposits for asset retirement obligations		37,421			—		—			37,421
Other assets		951,203			479,820		(1,410,568	)		20,455
Total assets	$	2,735,527		$	1,274,834	$	(1,503,059	)	$	2,507,302
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable	$	144,492		$	720	$	—		$	145,212
Undistributed oil and natural gas proceeds		41,735			372		—			42,107
Asset retirement obligations		65,329			12,456		—			77,785
Accrued liabilities		28,000			92,491		(92,491	)		28,000
Total current liabilities		279,556			106,039		(92,491	)		293,104
Long-term debt, less current maturities		1,205,421			—		—			1,205,421
Asset retirement obligations, less current portion		189,507			87,130		—			276,637
Deferred income taxes		79,424			98,718		—			178,142
Other liabilities		441,009			—		(427,621	)		13,388
Shareholders’ equity:
Common stock		1			—		—			1
Additional paid-in capital		403,564			784,104		(784,104	)		403,564
Retained earnings		161,212			198,843		(198,843	)		161,212
Treasury stock, at cost		(24,167	)		—		—			(24,167	)
Total shareholders’ equity		540,610			982,947		(982,947	)		540,610
Total liabilities and shareholders’ equity	$	2,735,527		$	1,274,834	$	(1,503,059	)	$	2,507,302

Condensed Consolidating Statement of Income

Condensed Consolidating Statement of Income for the Three Months Ended September 30, 2014

									Consolidated
	Parent			Guarantor					W&T
	Company			Subsidiaries			Eliminations		Offshore, Inc.
	(In thousands)
Revenues	$	155,109		$	79,412		$	—	$	234,521
Operating costs and expenses:
Lease operating expenses		46,698			25,034			—		71,732
Production taxes		1,794			—			—		1,794
Gathering and transportation		2,831			1,284			—		4,115
Depreciation, depletion, amortization and accretion		74,512			54,159			—		128,671
General and administrative expenses		12,083			8,924			—		21,007
Derivative (gain)		(13,781	)		—			—		(13,781	)
Total costs and expenses		124,137			89,401			—		213,538
Operating income (loss)		30,972			(9,989	)		—		20,983
Earnings of affiliates		(9,652	)		—			9,652		—
Interest expense:
Incurred		20,932			851			—		21,783
Capitalized		(1,340	)		(851	)		—		(2,191	)
Other income		197			—			—		197
Income (loss) before income tax expense		1,925			(9,989	)		9,652		1,588
Income tax expense (benefit)		1,241			(337	)		—		904
Net income (loss)	$	684		$	(9,652	)	$	9,652	$	684

Condensed Consolidating Statement of Income for the Nine Months Ended September 30, 2014

										Consolidated
	Parent			Guarantor						W&T
	Company			Subsidiaries			Eliminations			Offshore, Inc.
	(In thousands)
Revenues	$	461,167		$	290,864		$	—		$	752,031
Operating costs and expenses:
Lease operating expenses		126,423			62,693			—			189,116
Production taxes		5,628			—			—			5,628
Gathering and transportation		8,387			5,009			—			13,396
Depreciation, depletion, amortization and accretion		208,271			171,942			—			380,213
General and administrative expenses		34,165			30,112			—			64,277
Derivative loss		6,790			—			—			6,790
Total costs and expenses		389,664			269,756			—			659,420
Operating income		71,503			21,108			—			92,611
Earnings of affiliates		10,738			—			(10,738	)		—
Interest expense:
Incurred		63,078			1,625			—			64,703
Capitalized		(4,797	)		(1,625	)		—			(6,422	)
Other income		205			—			—			205
Income before income tax expense		24,165			21,108			(10,738	)		34,535
Income tax expense		2,455			10,370			—			12,825
Net income	$	21,710		$	10,738		$	(10,738	)	$	21,710

Condensed Consolidating Statement of Income for the Three Months Ended September 30, 2013

										Consolidated
	Parent			Guarantor						W&T
	Company			Subsidiaries			Eliminations			Offshore, Inc.
	(In thousands)
Revenues	$	161,927		$	82,628		$	—		$	244,555
Operating costs and expenses:
Lease operating expenses		51,028			16,318			—			67,346
Production taxes		1,807			—			—			1,807
Gathering and transportation		1,479			2,132			—			3,611
Depreciation, depletion, amortization and accretion		58,014			46,129			—			104,143
General and administrative expenses		11,337			8,687			—			20,024
Derivative loss		15,659			—			—			15,659
Total costs and expenses		139,324			73,266			—			212,590
Operating income		22,603			9,362			—			31,965
Earnings of affiliates		6,171			—			(6,171	)		—
Interest expense:
Incurred		20,611			762			—			21,373
Capitalized		(1,811	)		(762	)		—			(2,573	)
Other income		9,062			—			—			9,062
Income before income tax expense		19,036			9,362			(6,171	)		22,227
Income tax expense		4,842			3,191			—			8,033
Net income	$	14,194		$	6,171		$	(6,171	)	$	14,194

Condensed Consolidating Statement of Income for the Nine Months Ended September 30, 2013

										Consolidated
	Parent			Guarantor						W&T
	Company			Subsidiaries			Eliminations			Offshore, Inc.
	(In thousands)
Revenues	$	479,537		$	259,623		$	—		$	739,160
Operating costs and expenses:
Lease operating expenses		145,703			49,232			—			194,935
Production taxes		5,375			—			—			5,375
Gathering and transportation		6,590			6,073			—			12,663
Depreciation, depletion, amortization and accretion		176,922			135,989			—			312,911
General and administrative expenses		35,222			25,757			—			60,979
Derivative loss		6,186			—			—			6,186
Total costs and expenses		375,998			217,051			—			593,049
Operating income		103,539			42,572			—			146,111
Earnings of affiliates		27,812			—			(27,812	)		—
Interest expense:
Incurred		61,932			2,225			—			64,157
Capitalized		(5,312	)		(2,225	)		—			(7,537	)
Other income		9,075			—			—			9,075
Income before income tax expense		83,806			42,572			(27,812	)		98,566
Income tax expense		20,598			14,760			—			35,358
Net income	$	63,208		$	27,812		$	(27,812	)	$	63,208

Condensed Consolidating Statement of Cash Flows

Condensed Consolidating Statement of Cash Flows for the Nine Months Ended September 30, 2014

										Consolidated
	Parent			Guarantor						W&T
	Company			Subsidiaries			Eliminations			Offshore, Inc.
	(In thousands)
Operating activities:
Net income	$	21,710		$	10,738		$	(10,738	)	$	21,710
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion		208,271			171,942			—			380,213
Amortization of debt issuance costs and premium		537			—			—			537
Share-based compensation		11,398			—			—			11,398
Derivative loss		6,790			—			—			6,790
Cash payments on derivative settlements		(18,543	)		—			—			(18,543	)
Deferred income taxes		17,621			(4,796	)		—			12,825
Earnings of affiliates		(10,738	)		—			10,738			—
Changes in operating assets and liabilities:
Oil and natural gas receivables		9,041			(9,977	)		—			(936	)
Joint interest and other receivables		1,890			—			—			1,890
Income taxes		(12,283	)		15,167			—			2,884
Prepaid expenses and other assets		35,223			(41,419	)		27,424			21,228
Asset retirement obligations settlements		(28,492	)		(13,519	)		—			(42,011	)
Accounts payable, accrued liabilities and other		49,463			4,921			(27,424	)		26,960
Net cash provided by operating activities		291,888			133,057			—			424,945
Investing activities:
Acquisition of property interest in oil and natural gas properties		(18,152	)		(53,363	)		—			(71,515	)
Investment in oil and natural gas properties and equipment		(245,561	)		(138,392	)		—			(383,953	)
Net proceeds from sales of properties and equipment		—			—			—			—
Change in restricted cash		—			—			—			—
Investment in subsidiary		(58,698	)		—			58,698			—
Purchases of furniture, fixtures and other		(2,181	)		—			—			(2,181	)
Net cash used in investing activities		(324,592	)		(191,755	)		58,698			(457,649	)
Financing activities:
Borrowings of long-term debt – revolving bank credit facility		378,000			—			—			378,000
Repayments of long-term debt – revolving bank credit facility		(321,000	)		—			—			(321,000	)
Dividends to shareholders		(22,695	)		—			—			(22,695	)
Other		(181	)		—			—			(181	)
Investment from parent		—			58,698			(58,698	)		—
Net cash provided in financing activities		34,124			58,698			(58,698	)		34,124
Increase in cash and cash equivalents		1,420			—			—			1,420
Cash and cash equivalents, beginning of period		15,800			—			—			15,800
Cash and cash equivalents, end of period	$	17,220		$	—		$	—		$	17,220

Condensed Consolidating Statement of Cash Flows for the Nine Months Ended September 30, 2013

										Consolidated
	Parent			Guarantor						W&T
	Company			Subsidiaries			Eliminations			Offshore, Inc.
	(In thousands)
Operating activities:
Net income	$	63,208		$	27,812		$	(27,812	)	$	63,208
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion		176,922			135,989			—			312,911
Amortization of debt issuance costs and premium		1,366			—			—			1,366
Share-based compensation		8,457			—			—			8,457
Derivative gain		6,186			—			—			6,186
Cash payments on derivative settlements		(6,855	)		—			—			(6,855	)
Deferred income taxes		13,451			18,130			—			31,581
Earnings of affiliates		(27,812	)		—			27,812			—
Changes in operating assets and liabilities:
Oil and natural gas receivables		13,260			(749	)		—			12,511
Joint interest and other receivables		30,064			—			—			30,064
Income taxes		56,802			(3,369	)		—			53,433
Prepaid expenses and other assets		(6,823	)		(52,400	)		48,408			(10,815	)
Asset retirement obligations		(48,098	)		(11,090	)		—			(59,188	)
Accounts payable, accrued liabilities and other		58,051			23,331			(48,408	)		32,974
Net cash provided by operating activities		338,179			137,654			—			475,833
Investing activities:
Investment in oil and natural gas properties and equipment		(285,438	)		(137,654	)		—			(423,092	)
Net proceeds from sales of properties and equipment		21,011			—			—			21,011
Change in restricted cash		(16,459	)		—			—			(16,459	)
Purchases of furniture, fixtures and other		(1,327	)		—			—			(1,327	)
Net cash used in investing activities		(282,213	)		(137,654	)		—			(419,867	)
Financing activities:
Borrowings of long-term debt – revolving bank credit facility		335,000			—			—			335,000
Repayments of long-term debt – revolving bank credit facility		(368,000	)		—			—			(368,000	)
Dividends to shareholders		(19,570	)		—			—			(19,570	)
Other		(414	)		—			—			(414	)
Net cash used in financing activities		(52,984	)		—			—			(52,984	)
Increase in cash and cash equivalents		2,982			—			—			2,982
Cash and cash equivalents, beginning of period		12,245			—			—			12,245
Cash and cash equivalents, end of period	$	15,227		$	—		$	—		$	15,227