Risk Factors In addition to the risks identified in Managementapstas Discussion and Analysis included in Item 7 of this Annual Report on Form 10-K, investors should consider carefully the following risks: Volatile product prices and markets could adversely affect results of operations and cash flows of the company |
The companyapstas results of operations and cash flows are highly dependent upon the prices of and demand for oil and gas |
Historically, the markets for oil and gas have been volatile and are likely to continue to be volatile in the future, and the prices received by the company for its oil and gas production are dependent upon numerous factors that are beyond its control |
These factors include, but are not limited to: · Worldwide supply and consumer product demand · Governmental regulations and taxes · The price and availability of alternative fuels · The level of imports and exports of oil and gas · Actions of the Organization of Petroleum Exporting Countries · The political and economic uncertainty of foreign governments · International conflicts and civil disturbances · The overall economic environment The company uses commodity derivative instruments as a means of balancing price uncertainty and volatility with the companyapstas financial and investment requirements |
Nevertheless, a sustained period of sharply lower commodity prices could have material adverse effects on the company, including: · Curtailment or deferral of exploration and development projects · Reduction in the level of economically viable proved reserves · Reduction of the discounted future net cash flows relating to the companyapstas proved oil and gas reserves · Reduced ability of the company to maintain or grow its future production through future investment in exploration, exploitation and acquisition activities · Reduced ability of the company to access capital _________________________________________________________________ The commodity derivative instruments also may prevent the company from realizing the benefit of price increases above the levels reflected in such contracts |
In addition, the commodity derivative instruments may expose the company to the risk of financial loss in certain circumstances, including, but not limited to, instances in which: · Production is less than the volumes covered by the derivative instruments · Basis differentials widen substantially from the prices established by these arrangements · The counter-parties to commodity price and basis differential risk management contracts fail to perform as required by the contracts The companyapstas debt may limit its financial flexibility |
The company uses both short- and long-term debt to finance its operations |
The level of the companyapstas debt could affect the company in important ways, including: · A portion of the companyapstas cash flow from operations may be applied to the payment of principal and interest and may not be available for other purposes |
· Ratings of the companyapstas debt and other obligations vary from time to time and impact the cost, terms, conditions and availability of financing |
· Covenants associated with debt arrangements require the company to meet financial and other tests that may affect its flexibility in planning for and reacting to changes in its business, including possible acquisition, exploration and development opportunities |
· The companyapstas ability to obtain additional financing for working capital, capital expenditures, acquisitions, general corporate and other purposes may be limited |
· The company may be at a competitive disadvantage to similar companies that have less debt |
Failure to fund continued capital expenditures and to replace oil and gas reserves could adversely affect results of operations of the company |
The future success of the companyapstas oil and gas business depends upon its ability to find, develop or acquire additional oil and gas reserves that are economically recoverable |
The company will be required to expend capital to replace its reserves and to maintain or increase production levels |
The company believes that, after considering the amount of its debt, it will have sufficient cash flow from operations, available drawings under its credit facilities and other debt financings to fund capital expenditures |
However, if these sources are not sufficient to enable the company to fund necessary capital expenditures, its ability to find and develop oil and gas reserves may be adversely affected and its interests in some of its oil and gas properties may be reduced or forfeited |
Further, if oil and gas prices increase, finding costs for additional reserves could also increase, making it more difficult to replace reserves on an economic basis |
Oil and gas exploration, development and production operations involve substantial capital costs and are subject to various economic risks |
The companyapstas oil and gas operations are subject to the economic risks typically associated with exploration, development and production activities |
In conducting exploration activities, unanticipated pressure or irregularities in formations, miscalculations or accidents may cause exploration activities to be unsuccessful, and even where oil and gas are discovered it may not be possible to produce or market the hydrocarbons on an economically viable basis |
Drilling operations may be curtailed, delayed or canceled as a result of numerous factors, many of which may be beyond the companyapstas control, including unexpected drilling conditions, weather conditions, compliance with environmental and other governmental requirements and shortages or delays in the delivery of equipment and services |
The occurrence of any of these or similar events could result in a partial or total loss of investment in a particular property |
The company operates in foreign countries and is subject to political, economic and other uncertainties |
The company conducts operations in foreign countries and may expand its foreign operations in the future |
Operations in foreign countries are subject to political, economic and other uncertainties, including, but not limited to: _________________________________________________________________ · The risk of war, acts of terrorism, revolution, border disputes, expropriation, renegotiation or modification of existing contracts, import, export and transportation regulations and tariffs · Taxation policies, including royalty and tax increases and retroactive tax claims · Exchange controls, currency fluctuations and other uncertainties arising out of foreign government sovereignty over the companyapstas international operations · Exposure to movements in foreign currency exchange rates, because the US dollar is the functional currency for the companyapstas international operations, except for the companyapstas European chemical operations, for which the euro is the functional currency · Laws and policies of the United States affecting foreign trade, taxation and investment · The possibility of being subject to the exclusive jurisdiction of foreign courts in connection with legal disputes and the possible inability to subject foreign persons to the jurisdiction of courts in the United States Foreign countries occasionally have asserted rights to land, including oil and gas properties, through border disputes |
If a country claims superior rights to oil and gas leases or concessions granted to the company by another country, the companyapstas interests could be lost or could decrease in value |
Various regions of the world have a history of political and economic instability |
This instability could result in new governments or the adoption of new policies that might assume a substantially more hostile attitude toward foreign investment |
In an extreme case, such a change could result in termination of contract rights and expropriation of foreign-owned assets |
The company seeks to manage these risks by, among other things, focusing much of its international exploration efforts in areas where it believes the existing government is stable and favorably disposed towards United States exploration and production companies |
Competition is intense, and companies with greater financial, technological and other resources may be better able to compete |
The oil and gas exploration and production business is highly competitive |
In addition to competing with other independent oil and gas producers (ie, companies not engaged in petroleum refining and marketing operations), the company competes with large, integrated, multinational oil and gas companies |
These companies may have greater resources, which may give them various advantages when responding to market conditions |
Insurance may not be adequate to completely protect the company against these risks |
The companyapstas operations are subject to hazards and risks inherent in drilling for, producing and transporting oil and gas, including, but not limited to: fires; natural disasters; explosions; formations with abnormal pressures; marine risks such as currents, capsizing, collisions and hurricanes; adverse weather conditions; casing collapses, separations or other failures, including cement failure; uncontrollable flows of underground gas, oil and formation water; surface cratering; and environmental hazards such as gas leaks, chemical leaks, oil spills and discharges of toxic gases |
Any of these risks can cause substantial losses, including: injury or loss of life; damage to and destruction of property, natural resources and equipment; pollution and other environmental damage; regulatory investigations and penalties; suspension of operations; and repair and remediation costs |
To help protect against these and other risks, the company maintains insurance coverage against some, but not all, potential losses |
Losses could occur for uninsurable or uninsured risks, or in amounts in excess of existing insurance coverage |
The occurrence of an event that is not fully covered by insurance could harm the companyapstas financial condition and results of operations |
The companyapstas estimates of proved oil and gas reserves are based on internal reserve data prepared by the companyapstas engineers |
Petroleum reserve estimation is a subjective process of estimating underground accumulations of oil and gas that cannot be measured in a direct or exact manner |
Estimates of economically recoverable oil and gas reserves and of future net cash flows necessarily depend on a number of variable factors and assumptions, including: · Historical production trends from a particular area are representative of future performance · Data gathered for purposes of reserve estimation, such as well logs and cores, are representative of average reservoir properties · Assumed effects of regulation by governmental agencies · Assumptions concerning future oil and gas prices, future development, operating and abandonment costs and capital expenditures · Estimates of future severance and excise taxes and workover and remedial costs Estimates of reserves prepared or audited by different engineers using the same data, or by the same engineers at different times, may vary substantially |
Actual production, revenues and expenditures with respect to the companyapstas reserves will likely vary from estimates, and the variance may be material |
The company mitigates the risks inherent to reserve estimation through a comprehensive reserve administration process |
The reserve administration process includes review by independent reserve engineers, Netherland, Sewell & Associates, Inc |
The company is subject to complex laws and regulations, including environmental and safety regulations, that can adversely affect the cost, manner, or feasibility of doing business |
The companyapstas operations and facilities are subject to certain federal, state, tribal and local laws and regulations relating to the exploration for, and the development, production and transportation of, oil and gas, and the production of chemicals, as well as environmental and safety matters |
These laws and regulations include, among other things, land use restrictions; drilling bonds, performance bonds and other financial responsibility requirements; spacing of wells; unitization and pooling of properties; habitat and endangered species protection, reclamation and remediation, and other environmental protection; protection and preservation of historic, archaeological and cultural resources; safety precautions; regulations governing the operation of chemical manufacturing facilities; regulation of discharges, emissions, disposal and waste-related permits; operational reporting; and taxation |
In addition, the continuing development of housing and other surface uses in or near the company’s onshore operations, and associated zoning and similar regulations, may affect the company’s ability to explore for, produce and transport oil and gas |
Future laws or regulations, any adverse change in the interpretation of existing laws and regulations, inability to obtain necessary regulatory approvals, or a failure to comply with existing legal requirements may harm the companyapstas business, results of operations and financial condition |
The company may be required to make large and unanticipated capital expenditures to comply with environmental and other governmental regulations |
Under these laws and regulations, the company could be liable for personal injuries; property and natural resource damages; oil spills and releases or discharges of hazardous materials; well reclamation costs; remediation and cleanup costs and other governmental sanctions, such as fines and penalties; and other environmental damages |
The companyapstas operations could be significantly delayed or curtailed and its costs of operations could significantly increase beyond those anticipated as a result of regulatory requirements or restrictions |
We are not able to predict the ultimate cost of compliance with these requirements or their effect on our operations |
Costs of environmental liabilities and regulation could exceed estimates |
The company and its affiliates are parties to a number of legal and administrative proceedings involving environmental and/or other matters pending in various courts or agencies |
These include proceedings associated with facilities currently or previously owned, operated or used by the companyapstas affiliates and/or their predecessors, and include claims for personal injuries, property damages, injury to the environment, including natural resource damages, and noncompliance with permits |
The current and former operations of the companyapstas affiliates also involve management of regulated materials that are subject to various environmental laws and regulations |
These laws and regulations obligate the companyapstas affiliates to clean up various sites at which petroleum and other hydrocarbons, chemicals, low-level radioactive substances and/or other materials have been disposed of or released |
_________________________________________________________________ The company provides for costs related to environmental matters when a loss is probable and the amount is reasonably estimable |
It is not possible for the company to reliably estimate the amount and timing of all future expenditures related to environmental matters for the reasons described above under -Government Regulations and Environmental Matters |
Although management currently believes that it has established appropriate reserves for cleanup costs, costs may be higher than anticipated and the company could be required to record additional reserves in the future |
The companyapstas oil and gas marketing activities may expose it to claims from royalty owners |
In addition to marketing its oil and gas production, the companyapstas marketing activities generally include marketing oil and gas production for royalty owners |
Over the past several years, royalty owners have commenced litigation against a number of companies in the oil and gas production business claiming that amounts paid for production attributable to the royalty owners &apos interest violated the terms of the applicable leases and laws in various respects, including the value of production sold, permissibility of deductions taken and accuracy of quantities measured |
The company could be required to make payments as a result of such litigation, and the companyapstas costs relating to the marketing of oil and gas and payment of royalties may increase as new cases are decided and the law in this area continues to develop |
A number of lawsuits and claims are pending against the company and its affiliates, some of which seek large amounts of damages |
Although management currently believes that none of the lawsuits or claims will have a material adverse effect on the companyapstas financial condition or liquidity, litigation is inherently uncertain, and the lawsuits and claims could have an unexpected material adverse effect on the company in future periods |