Delaware
|
|
76-0146568
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
Title of Class
|
|
Number of Shares Outstanding
|
Common Stock, par value $0.10 per share
|
|
507,935,794
|
|
|
|
|
Page
|
|
Item 1.
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
|
|
|
Item 1.
|
||
Item 1A.
|
||
Item 2.
|
||
Item 6.
|
|
|
Three Months Ended
March 31, |
||||||
millions except per-share amounts
|
|
2015
|
|
2014
|
||||
Revenues and Other
|
|
|
|
|
||||
Natural-gas sales
|
|
$
|
641
|
|
|
$
|
1,217
|
|
Oil and condensate sales
|
|
1,419
|
|
|
2,424
|
|
||
Natural-gas liquids sales
|
|
232
|
|
|
386
|
|
||
Gathering, processing, and marketing sales
|
|
293
|
|
|
311
|
|
||
Gains (losses) on divestitures and other, net
|
|
(264
|
)
|
|
1,506
|
|
||
Total
|
|
2,321
|
|
|
5,844
|
|
||
Costs and Expenses
|
|
|
|
|
||||
Oil and gas operating
|
|
296
|
|
|
313
|
|
||
Oil and gas transportation and other
|
|
361
|
|
|
266
|
|
||
Exploration
|
|
1,083
|
|
|
299
|
|
||
Gathering, processing, and marketing
|
|
254
|
|
|
252
|
|
||
General and administrative
|
|
310
|
|
|
298
|
|
||
Depreciation, depletion, and amortization
|
|
1,256
|
|
|
1,124
|
|
||
Other taxes
|
|
182
|
|
|
314
|
|
||
Impairments
|
|
2,783
|
|
|
3
|
|
||
Deepwater Horizon settlement and related costs
|
|
4
|
|
|
—
|
|
||
Total
|
|
6,529
|
|
|
2,869
|
|
||
Operating Income (Loss)
|
|
(4,208
|
)
|
|
2,975
|
|
||
Other (Income) Expense
|
|
|
|
|
||||
Interest expense
|
|
216
|
|
|
183
|
|
||
(Gains) losses on derivatives, net
|
|
152
|
|
|
453
|
|
||
Other (income) expense, net
|
|
47
|
|
|
1
|
|
||
Tronox-related contingent loss
|
|
5
|
|
|
4,300
|
|
||
Total
|
|
420
|
|
|
4,937
|
|
||
Income (Loss) Before Income Taxes
|
|
(4,628
|
)
|
|
(1,962
|
)
|
||
Income tax expense (benefit)
|
|
(1,392
|
)
|
|
664
|
|
||
Net Income (Loss)
|
|
(3,236
|
)
|
|
(2,626
|
)
|
||
Net income attributable to noncontrolling interests
|
|
32
|
|
|
43
|
|
||
Net Income (Loss) Attributable to Common Stockholders
|
|
$
|
(3,268
|
)
|
|
$
|
(2,669
|
)
|
|
|
|
|
|
||||
Per Common Share
|
|
|
|
|
||||
Net income (loss) attributable to common stockholders—basic
|
|
$
|
(6.45
|
)
|
|
$
|
(5.30
|
)
|
Net income (loss) attributable to common stockholders—diluted
|
|
$
|
(6.45
|
)
|
|
$
|
(5.30
|
)
|
Average Number of Common Shares Outstanding—Basic
|
|
507
|
|
|
504
|
|
||
Average Number of Common Shares Outstanding—Diluted
|
|
507
|
|
|
504
|
|
||
Dividends (per common share)
|
|
$
|
0.27
|
|
|
$
|
0.18
|
|
|
|
Three Months Ended
March 31, |
||||||
millions
|
|
2015
|
|
2014
|
||||
Net Income (Loss)
|
|
$
|
(3,236
|
)
|
|
$
|
(2,626
|
)
|
Other Comprehensive Income (Loss)
|
|
|
|
|
||||
Adjustments for derivative instruments
|
|
|
|
|
||||
Reclassification of previously deferred derivative losses to (gains) losses on
derivatives, net
|
|
2
|
|
|
2
|
|
||
Income taxes on reclassification of previously deferred derivative losses to (gains)
losses on derivatives, net
|
|
(1
|
)
|
|
(1
|
)
|
||
Total adjustments for derivative instruments, net of taxes
|
|
1
|
|
|
1
|
|
||
Adjustments for pension and other postretirement plans
|
|
|
|
|
||||
Amortization of net actuarial (gain) loss to general and administrative expense
|
|
13
|
|
|
7
|
|
||
Income taxes on amortization of net actuarial (gain) loss to general and
administrative expense
|
|
(4
|
)
|
|
(2
|
)
|
||
Total adjustments for pension and other postretirement plans, net of taxes
|
|
9
|
|
|
5
|
|
||
Total
|
|
10
|
|
|
6
|
|
||
Comprehensive Income (Loss)
|
|
(3,226
|
)
|
|
(2,620
|
)
|
||
Comprehensive income attributable to noncontrolling interests
|
|
32
|
|
|
43
|
|
||
Comprehensive Income (Loss) Attributable to Common Stockholders
|
|
$
|
(3,258
|
)
|
|
$
|
(2,663
|
)
|
millions
|
|
March 31,
2015 |
|
December 31,
2014 |
||||
ASSETS
|
|
|
|
|
||||
Current Assets
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
2,308
|
|
|
$
|
7,369
|
|
Accounts receivable (net of allowance of $9 million and $7 million)
|
|
|
|
|
||||
Customers
|
|
1,025
|
|
|
1,118
|
|
||
Others
|
|
1,149
|
|
|
1,409
|
|
||
Other current assets
|
|
683
|
|
|
1,325
|
|
||
Total
|
|
5,165
|
|
|
11,221
|
|
||
Properties and Equipment
|
|
|
|
|
||||
Cost
|
|
76,040
|
|
|
75,107
|
|
||
Less accumulated depreciation, depletion, and amortization
|
|
37,770
|
|
|
33,518
|
|
||
Net properties and equipment
|
|
38,270
|
|
|
41,589
|
|
||
Other Assets
|
|
2,998
|
|
|
2,310
|
|
||
Goodwill and Other Intangible Assets
|
|
6,540
|
|
|
6,569
|
|
||
Total Assets
|
|
$
|
52,973
|
|
|
$
|
61,689
|
|
|
|
|
|
|
||||
LIABILITIES AND EQUITY
|
|
|
|
|
||||
Current Liabilities
|
|
|
|
|
||||
Accounts payable
|
|
$
|
3,252
|
|
|
$
|
3,683
|
|
Current asset retirement obligations
|
|
282
|
|
|
257
|
|
||
Accrued expenses
|
|
1,100
|
|
|
994
|
|
||
Short-term debt
|
|
500
|
|
|
—
|
|
||
Deepwater Horizon settlement and related costs
|
|
94
|
|
|
90
|
|
||
Tronox-related contingent liability
|
|
—
|
|
|
5,210
|
|
||
Total
|
|
5,228
|
|
|
10,234
|
|
||
Long-term Debt
|
|
16,365
|
|
|
15,092
|
|
||
Other Long-term Liabilities
|
|
|
|
|
||||
Deferred income taxes
|
|
7,521
|
|
|
9,249
|
|
||
Asset retirement obligations
|
|
1,803
|
|
|
1,796
|
|
||
Other
|
|
3,122
|
|
|
3,000
|
|
||
Total
|
|
12,446
|
|
|
14,045
|
|
||
|
|
|
|
|
||||
Equity
|
|
|
|
|
||||
Stockholders’ equity
|
|
|
|
|
||||
Common stock, par value $0.10 per share
(1.0 billion shares authorized, 527.6 million and 525.9 million shares issued) |
|
52
|
|
|
52
|
|
||
Paid-in capital
|
|
9,045
|
|
|
9,005
|
|
||
Retained earnings
|
|
8,718
|
|
|
12,125
|
|
||
Treasury stock (19.7 million and 19.3 million shares)
|
|
(976
|
)
|
|
(940
|
)
|
||
Accumulated other comprehensive income (loss)
|
|
(507
|
)
|
|
(517
|
)
|
||
Total Stockholders’ Equity
|
|
16,332
|
|
|
19,725
|
|
||
Noncontrolling interests
|
|
2,602
|
|
|
2,593
|
|
||
Total Equity
|
|
18,934
|
|
|
22,318
|
|
||
Total Liabilities and Equity
|
|
$
|
52,973
|
|
|
$
|
61,689
|
|
|
|
Total Stockholders’ Equity
|
|
|
|
|
||||||||||||||||||||||
|
|
Common
Stock
|
|
Paid-in
Capital
|
|
Retained
Earnings
|
|
Treasury
Stock
|
|
Accumulated Other
Comprehensive
Income (Loss)
|
|
Non-
controlling
Interests
|
|
Total
Equity
|
||||||||||||||
millions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Balance at December 31, 2014
|
|
$
|
52
|
|
|
$
|
9,005
|
|
|
$
|
12,125
|
|
|
$
|
(940
|
)
|
|
$
|
(517
|
)
|
|
$
|
2,593
|
|
|
$
|
22,318
|
|
Net income (loss)
|
|
—
|
|
|
—
|
|
|
(3,268
|
)
|
|
—
|
|
|
—
|
|
|
32
|
|
|
(3,236
|
)
|
|||||||
Common stock issued
|
|
—
|
|
|
50
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
50
|
|
|||||||
Dividends—common stock
|
|
—
|
|
|
—
|
|
|
(139
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(139
|
)
|
|||||||
Repurchase of common stock
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(36
|
)
|
|
—
|
|
|
—
|
|
|
(36
|
)
|
|||||||
Subsidiary equity transactions
|
|
—
|
|
|
(10
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44
|
|
|
34
|
|
|||||||
Distributions to noncontrolling
interest owners
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(67
|
)
|
|
(67
|
)
|
|||||||
Reclassification of previously
deferred derivative losses to
(gains) losses on derivatives, net
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|||||||
Adjustments for pension and other
postretirement plans
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
9
|
|
|||||||
Balance at March 31, 2015
|
|
$
|
52
|
|
|
$
|
9,045
|
|
|
$
|
8,718
|
|
|
$
|
(976
|
)
|
|
$
|
(507
|
)
|
|
$
|
2,602
|
|
|
$
|
18,934
|
|
|
|
Three Months Ended
March 31, |
||||||
millions
|
|
2015
|
|
2014
|
||||
Cash Flows from Operating Activities
|
|
|
|
|
||||
Net income (loss)
|
|
$
|
(3,236
|
)
|
|
$
|
(2,626
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by (used in)
operating activities
|
|
|
|
|
||||
Depreciation, depletion, and amortization
|
|
1,256
|
|
|
1,124
|
|
||
Deferred income taxes
|
|
(1,198
|
)
|
|
46
|
|
||
Dry hole expense and impairments of unproved properties
|
|
1,009
|
|
|
198
|
|
||
Impairments
|
|
2,783
|
|
|
3
|
|
||
(Gains) losses on divestitures, net
|
|
334
|
|
|
(1,459
|
)
|
||
Total (gains) losses on derivatives, net
|
|
152
|
|
|
461
|
|
||
Operating portion of net cash received (paid) in settlement of derivative instruments
|
|
91
|
|
|
(98
|
)
|
||
Other
|
|
45
|
|
|
54
|
|
||
Changes in assets and liabilities
|
|
|
|
|
||||
Deepwater Horizon settlement and related costs
|
|
4
|
|
|
—
|
|
||
Tronox-related contingent liability
|
|
(5,210
|
)
|
|
4,300
|
|
||
(Increase) decrease in accounts receivable
|
|
357
|
|
|
(266
|
)
|
||
Increase (decrease) in accounts payable and accrued expenses
|
|
(283
|
)
|
|
(63
|
)
|
||
Other items—net
|
|
(608
|
)
|
|
55
|
|
||
Net cash provided by (used in) operating activities
|
|
(4,504
|
)
|
|
1,729
|
|
||
Cash Flows from Investing Activities
|
|
|
|
|
||||
Additions to properties and equipment and dry hole costs
|
|
(1,957
|
)
|
|
(2,501
|
)
|
||
Acquisition of businesses
|
|
—
|
|
|
(4
|
)
|
||
Divestitures of properties and equipment and other assets
|
|
22
|
|
|
3,257
|
|
||
Other—net
|
|
10
|
|
|
(170
|
)
|
||
Net cash provided by (used in) investing activities
|
|
(1,925
|
)
|
|
582
|
|
||
Cash Flows from Financing Activities
|
|
|
|
|
||||
Borrowings, net of issuance costs
|
|
4,583
|
|
|
918
|
|
||
Repayments of debt
|
|
(2,830
|
)
|
|
(930
|
)
|
||
Financing portion of net cash received (paid) for derivative instruments
|
|
(146
|
)
|
|
—
|
|
||
Increase (decrease) in outstanding checks
|
|
(39
|
)
|
|
97
|
|
||
Dividends paid
|
|
(139
|
)
|
|
(92
|
)
|
||
Repurchase of common stock
|
|
(36
|
)
|
|
(35
|
)
|
||
Issuance of common stock, including tax benefit on share-based compensation awards
|
|
12
|
|
|
13
|
|
||
Sale of subsidiary units
|
|
31
|
|
|
18
|
|
||
Distributions to noncontrolling interest owners
|
|
(67
|
)
|
|
(51
|
)
|
||
Net cash provided by (used in) financing activities
|
|
1,369
|
|
|
(62
|
)
|
||
Effect of Exchange Rate Changes on Cash
|
|
(1
|
)
|
|
(23
|
)
|
||
Net Increase (Decrease) in Cash and Cash Equivalents
|
|
(5,061
|
)
|
|
2,226
|
|
||
Cash and Cash Equivalents at Beginning of Period
|
|
7,369
|
|
|
3,698
|
|
||
Cash and Cash Equivalents at End of Period
|
|
$
|
2,308
|
|
|
$
|
5,924
|
|
millions
|
March 31,
2015 |
|
December 31,
2014 |
||||
Oil
|
$
|
97
|
|
|
$
|
133
|
|
Natural gas
|
3
|
|
|
27
|
|
||
NGLs
|
70
|
|
|
83
|
|
||
Total inventories
|
$
|
170
|
|
|
$
|
243
|
|
|
Three Months Ended
|
||||||
millions
|
Impairment
|
|
Fair Value
(1)
|
||||
March 31, 2015
|
|
|
|
||||
Oil and gas exploration and production
|
|
|
|
||||
Long-lived assets held for use
|
|
|
|
||||
U.S. onshore properties
|
$
|
2,307
|
|
|
$
|
1,299
|
|
Midstream
|
|
|
|
||||
Long-lived assets held for use
|
476
|
|
|
206
|
|
||
Total
|
$
|
2,783
|
|
|
$
|
1,505
|
|
|
|
|
|
||||
March 31, 2014
|
|
|
|
||||
Oil and gas exploration and production
|
|
|
|
||||
Cost-method investment
(2)
|
$
|
1
|
|
|
$
|
32
|
|
Midstream
|
|
|
|
||||
Long-lived assets held for use
|
2
|
|
|
—
|
|
||
Total
|
$
|
3
|
|
|
$
|
32
|
|
(1)
|
Measured using the income approach and Level 3 inputs.
|
(2)
|
Represents the after-tax net investment.
|
|
2015
Settlement
|
||
Natural Gas
|
|
||
Three-Way Collars (thousand MMBtu/d)
|
635
|
|
|
Average price per MMBtu
|
|
||
Ceiling sold price (call)
|
$
|
4.76
|
|
Floor purchased price (put)
|
$
|
3.75
|
|
Floor sold price (put)
|
$
|
2.75
|
|
Extendable Fixed-Price Contracts (thousand MMBtu/d)
(1)
|
170
|
|
|
Average price per MMBtu
|
$
|
4.17
|
|
(1)
|
The extendable fixed-price contracts have a contract term of January 2015 to December 2015 with an option for the counterparty to extend the contract term to December 2016 at the same price.
|
millions except percentages
|
|
Reference Period
|
|
Weighted-Average
|
|||||
Notional Principal Amount
|
|
Start
|
|
End
|
|
Interest Rate
|
|||
$
|
50
|
|
|
|
September 2016
|
|
September 2026
|
|
5.91%
|
$
|
1,850
|
|
|
|
September 2016
|
|
September 2046
|
|
6.06%
|
|
|
Gross Derivative Assets
|
|
Gross Derivative Liabilities
|
||||||||||||
millions
|
|
March 31,
|
|
December 31,
|
|
March 31,
|
|
December 31,
|
||||||||
Balance Sheet Classification
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Commodity derivatives
|
|
|
|
|
|
|
|
|
||||||||
Other current assets
|
|
$
|
351
|
|
|
$
|
421
|
|
|
$
|
(86
|
)
|
|
$
|
(118
|
)
|
Other assets
|
|
35
|
|
|
1
|
|
|
—
|
|
|
—
|
|
||||
Accrued expenses
|
|
65
|
|
|
71
|
|
|
(117
|
)
|
|
(114
|
)
|
||||
Other liabilities
|
|
—
|
|
|
—
|
|
|
(31
|
)
|
|
(6
|
)
|
||||
|
|
451
|
|
|
493
|
|
|
(234
|
)
|
|
(238
|
)
|
||||
Interest-rate derivatives
|
|
|
|
|
|
|
|
|
||||||||
Other liabilities
|
|
—
|
|
|
—
|
|
|
(1,422
|
)
|
|
(1,217
|
)
|
||||
Total derivatives
|
|
$
|
451
|
|
|
$
|
493
|
|
|
$
|
(1,656
|
)
|
|
$
|
(1,455
|
)
|
millions
|
|
Three Months Ended
March 31, |
||||||
Classification of (Gain) Loss Recognized
|
|
2015
|
|
2014
|
||||
Commodity derivatives
|
|
|
|
|
||||
Gathering, processing, and marketing sales
(1)
|
|
$
|
—
|
|
|
$
|
8
|
|
(Gains) losses on derivatives, net
|
|
(53
|
)
|
|
215
|
|
||
Interest-rate derivatives
|
|
|
|
|
||||
(Gains) losses on derivatives, net
|
|
205
|
|
|
238
|
|
||
Total (gains) losses on derivatives, net
|
|
$
|
152
|
|
|
$
|
461
|
|
(1)
|
Represents the effect of Marketing and Trading Derivative Activities.
|
millions
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
March 31, 2015
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Netting
(1)
|
|
Collateral
|
|
Total
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity derivatives
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Financial institutions
|
$
|
—
|
|
|
$
|
431
|
|
|
$
|
—
|
|
|
$
|
(151
|
)
|
|
$
|
(4
|
)
|
|
$
|
276
|
|
Other counterparties
|
—
|
|
|
20
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20
|
|
||||||
Total derivative assets
|
$
|
—
|
|
|
$
|
451
|
|
|
$
|
—
|
|
|
$
|
(151
|
)
|
|
$
|
(4
|
)
|
|
$
|
296
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity derivatives
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Financial institutions
|
$
|
—
|
|
|
$
|
(183
|
)
|
|
$
|
—
|
|
|
$
|
151
|
|
|
$
|
1
|
|
|
$
|
(31
|
)
|
Other counterparties
|
—
|
|
|
(51
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(51
|
)
|
||||||
Interest-rate derivatives
|
—
|
|
|
(1,422
|
)
|
|
—
|
|
|
—
|
|
|
169
|
|
|
(1,253
|
)
|
||||||
Total derivative liabilities
|
$
|
—
|
|
|
$
|
(1,656
|
)
|
|
$
|
—
|
|
|
$
|
151
|
|
|
$
|
170
|
|
|
$
|
(1,335
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
December 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity derivatives
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Financial institutions
|
$
|
—
|
|
|
$
|
471
|
|
|
$
|
—
|
|
|
$
|
(187
|
)
|
|
$
|
(13
|
)
|
|
$
|
271
|
|
Other counterparties
|
—
|
|
|
22
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
20
|
|
||||||
Total derivative assets
|
$
|
—
|
|
|
$
|
493
|
|
|
$
|
—
|
|
|
$
|
(189
|
)
|
|
$
|
(13
|
)
|
|
$
|
291
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity derivatives
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Financial institutions
|
$
|
—
|
|
|
$
|
(234
|
)
|
|
$
|
—
|
|
|
$
|
187
|
|
|
$
|
—
|
|
|
$
|
(47
|
)
|
Other counterparties
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
2
|
|
|
—
|
|
|
(2
|
)
|
||||||
Interest-rate derivatives
|
—
|
|
|
(1,217
|
)
|
|
—
|
|
|
—
|
|
|
23
|
|
|
(1,194
|
)
|
||||||
Total derivative liabilities
|
$
|
—
|
|
|
$
|
(1,455
|
)
|
|
$
|
—
|
|
|
$
|
189
|
|
|
$
|
23
|
|
|
$
|
(1,243
|
)
|
(1)
|
Represents the impact of netting commodity derivative assets and liabilities with counterparties where the Company has the contractual right and intends to net settle.
|
millions
|
March 31,
2015 |
|
December 31,
2014 |
||||
Total debt at face value
|
$
|
18,450
|
|
|
$
|
16,687
|
|
Net unamortized discounts and premiums
(1)
|
(1,606
|
)
|
|
(1,616
|
)
|
||
Total borrowings
|
$
|
16,844
|
|
|
$
|
15,071
|
|
Capital lease obligation
|
21
|
|
|
21
|
|
||
Less short-term debt
|
500
|
|
|
—
|
|
||
Total long-term debt
|
$
|
16,365
|
|
|
$
|
15,092
|
|
(1)
|
Unamortized discounts and premiums are amortized over the term of the related debt.
|
|
Carrying
|
|
|
||
millions
|
Value
|
|
Description
|
||
Balance at December 31, 2014
|
$
|
15,071
|
|
|
|
Borrowings
|
1,500
|
|
|
$5.0 billion revolving credit facility
|
|
|
1,800
|
|
|
364-Day Facility
|
|
|
140
|
|
|
WES revolving credit facility
|
|
|
1,153
|
|
|
Commercial paper notes
|
|
Repayments
|
(1,500
|
)
|
|
$5.0 billion revolving credit facility
|
|
|
(1,300
|
)
|
|
364-Day Facility
|
|
|
(30
|
)
|
|
WES revolving credit facility
|
|
Other, net
|
10
|
|
|
Amortization of debt discounts and premiums
|
|
Balance at March 31, 2015
|
$
|
16,844
|
|
|
|
|
Three Months Ended
March 31, |
||||||
millions
|
2015
|
|
2014
|
||||
Debt and other
|
$
|
254
|
|
|
$
|
240
|
|
Capitalized interest
|
(38
|
)
|
|
(57
|
)
|
||
Total interest expense
|
$
|
216
|
|
|
$
|
183
|
|
|
Three Months Ended
March 31, |
||||||
millions except per-share amounts
|
2015
|
|
2014
|
||||
Net income (loss)
|
|
|
|
||||
Net income (loss) attributable to common stockholders
|
$
|
(3,268
|
)
|
|
$
|
(2,669
|
)
|
Less distributions on participating securities
|
1
|
|
|
—
|
|
||
Basic
|
$
|
(3,269
|
)
|
|
$
|
(2,669
|
)
|
Diluted
|
$
|
(3,269
|
)
|
|
$
|
(2,669
|
)
|
Shares
|
|
|
|
||||
Average number of common shares outstanding—basic
|
507
|
|
|
504
|
|
||
Average number of common shares outstanding—diluted
|
507
|
|
|
504
|
|
||
Excluded
(1)
|
11
|
|
|
11
|
|
||
Net income (loss) per common share
|
|
|
|
||||
Basic
|
$
|
(6.45
|
)
|
|
$
|
(5.30
|
)
|
Diluted
|
$
|
(6.45
|
)
|
|
$
|
(5.30
|
)
|
|
|
|
|
||||
Dividends per common share
|
$
|
0.27
|
|
|
$
|
0.18
|
|
(1)
|
Inclusion of certain shares would have had an anti-dilutive effect.
|
millions
|
Interest-rate
Derivatives
Previously
Subject to Hedge
Accounting
|
|
Pension and Other Postretirement
Plans
|
|
Total
|
||||||
Balance at December 31, 2014
|
$
|
(48
|
)
|
|
$
|
(469
|
)
|
|
$
|
(517
|
)
|
Reclassifications to Consolidated Statement of Income
|
1
|
|
|
9
|
|
|
10
|
|
|||
Balance at March 31, 2015
|
$
|
(47
|
)
|
|
$
|
(460
|
)
|
|
$
|
(507
|
)
|
|
Three Months Ended
March 31, |
||||||
millions except percentages
|
2015
|
|
2014
|
||||
Income tax expense (benefit)
|
$
|
(1,392
|
)
|
|
$
|
664
|
|
Effective tax rate
|
30
|
%
|
|
(34
|
)%
|
|
Three Months Ended
March 31, |
||||||
millions
|
2015
|
|
2014
|
||||
Cash paid (received)
|
|
|
|
||||
Interest, net of amounts capitalized
(1)
|
$
|
1,532
|
|
|
$
|
265
|
|
Income taxes, net of refunds
|
(5
|
)
|
|
598
|
|
||
Non-cash investing activities
|
|
|
|
||||
Fair value of properties and equipment from non-cash transactions
|
$
|
54
|
|
|
$
|
—
|
|
Asset retirement cost additions
|
63
|
|
|
47
|
|
||
Accruals of property, plant, and equipment
|
1,061
|
|
|
1,544
|
|
||
Net liabilities assumed (divested) in acquisitions and divestitures
|
19
|
|
|
(25
|
)
|
||
Non-cash investing and financing activities
|
|
|
|
||||
Floating production, storage, and offloading vessel construction period obligation
|
$
|
18
|
|
|
$
|
34
|
|
(1)
|
Includes
$1.2 billion
of interest related to the Tronox settlement payment in 2015.
|
|
Three Months Ended
March 31, |
||||||
millions
|
2015
|
|
2014
|
||||
Income (loss) before income taxes
|
$
|
(4,628
|
)
|
|
$
|
(1,962
|
)
|
Exploration expense
|
1,083
|
|
|
299
|
|
||
DD&A
|
1,256
|
|
|
1,124
|
|
||
Impairments
|
2,783
|
|
|
3
|
|
||
Interest expense
|
216
|
|
|
183
|
|
||
Total (gains) losses on derivatives, net, less net cash from settlement of
commodity derivatives
|
243
|
|
|
363
|
|
||
Deepwater Horizon settlement and related costs
|
4
|
|
|
—
|
|
||
Tronox-related contingent loss
|
5
|
|
|
4,300
|
|
||
Certain other nonoperating items
|
22
|
|
|
—
|
|
||
Less net income attributable to noncontrolling interests
|
32
|
|
|
43
|
|
||
Consolidated Adjusted EBITDAX
|
$
|
952
|
|
|
$
|
4,267
|
|
millions
|
Oil and Gas
Exploration
& Production
|
|
Midstream
|
|
Marketing
|
|
Other and
Intersegment
Eliminations
|
|
Total
|
||||||||||
Three Months Ended March 31, 2015
|
|
|
|
|
|
|
|
|
|
||||||||||
Sales revenues
|
$
|
1,070
|
|
|
$
|
174
|
|
|
$
|
1,341
|
|
|
$
|
—
|
|
|
$
|
2,585
|
|
Intersegment revenues
|
1,117
|
|
|
302
|
|
|
(1,191
|
)
|
|
(228
|
)
|
|
—
|
|
|||||
Gains (losses) on divestitures and other, net
|
(338
|
)
|
|
—
|
|
|
—
|
|
|
74
|
|
|
(264
|
)
|
|||||
Total revenues and other
|
1,849
|
|
|
476
|
|
|
150
|
|
|
(154
|
)
|
|
2,321
|
|
|||||
Operating costs and expenses
(1)
|
1,002
|
|
|
240
|
|
|
198
|
|
|
(37
|
)
|
|
1,403
|
|
|||||
Net cash from settlement of commodity
derivatives |
—
|
|
|
—
|
|
|
—
|
|
|
(90
|
)
|
|
(90
|
)
|
|||||
Other (income) expense, net
(2)
|
—
|
|
|
—
|
|
|
—
|
|
|
25
|
|
|
25
|
|
|||||
Net income attributable to noncontrolling interests
|
—
|
|
|
32
|
|
|
—
|
|
|
—
|
|
|
32
|
|
|||||
Total expenses and other
|
1,002
|
|
|
272
|
|
|
198
|
|
|
(102
|
)
|
|
1,370
|
|
|||||
Total (gains) losses on derivatives, net
included in marketing revenue, less net
cash from settlement
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|||||
Adjusted EBITDAX
|
$
|
847
|
|
|
$
|
204
|
|
|
$
|
(47
|
)
|
|
$
|
(52
|
)
|
|
$
|
952
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Three Months Ended March 31, 2014
|
|
|
|
|
|
|
|
|
|
||||||||||
Sales revenues
|
$
|
2,389
|
|
|
$
|
120
|
|
|
$
|
1,829
|
|
|
$
|
—
|
|
|
$
|
4,338
|
|
Intersegment revenues
|
1,553
|
|
|
320
|
|
|
(1,689
|
)
|
|
(184
|
)
|
|
—
|
|
|||||
Gains (losses) on divestitures and other, net
|
1,460
|
|
|
(2
|
)
|
|
—
|
|
|
48
|
|
|
1,506
|
|
|||||
Total revenues and other
|
5,402
|
|
|
438
|
|
|
140
|
|
|
(136
|
)
|
|
5,844
|
|
|||||
Operating costs and expenses
(1)
|
1,012
|
|
|
232
|
|
|
181
|
|
|
18
|
|
|
1,443
|
|
|||||
Net cash from settlement of commodity
derivatives
|
—
|
|
|
—
|
|
|
—
|
|
|
92
|
|
|
92
|
|
|||||
Other (income) expense, net
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|||||
Net income attributable to noncontrolling interests
|
—
|
|
|
43
|
|
|
—
|
|
|
—
|
|
|
43
|
|
|||||
Total expenses and other
|
1,012
|
|
|
275
|
|
|
181
|
|
|
111
|
|
|
1,579
|
|
|||||
Total (gains) losses on derivatives, net
included in marketing revenue, less net
cash from settlement
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|||||
Adjusted EBITDAX
|
$
|
4,390
|
|
|
$
|
163
|
|
|
$
|
(39
|
)
|
|
$
|
(247
|
)
|
|
$
|
4,267
|
|
(1)
|
Operating costs and expenses excludes exploration expense, DD&A, impairments, and Deepwater Horizon settlement and related costs since these expenses are excluded from Adjusted EBITDAX.
|
(2)
|
Other (income) expense, net excludes certain other nonoperating items since these items are excluded from Adjusted EBITDAX.
|
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||
millions
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Three Months Ended March 31
|
|
|
|
|
|
|
|
||||||||
Service cost
|
$
|
30
|
|
|
$
|
25
|
|
|
$
|
3
|
|
|
$
|
2
|
|
Interest cost
|
25
|
|
|
25
|
|
|
4
|
|
|
4
|
|
||||
Expected return on plan assets
|
(27
|
)
|
|
(27
|
)
|
|
—
|
|
|
—
|
|
||||
Amortization of net actuarial loss (gain)
|
13
|
|
|
9
|
|
|
—
|
|
|
(2
|
)
|
||||
Net periodic benefit cost
|
$
|
41
|
|
|
$
|
32
|
|
|
$
|
7
|
|
|
$
|
4
|
|
•
|
the Company’s assumptions about energy markets
|
•
|
production and sales volume levels
|
•
|
reserves levels
|
•
|
operating results
|
•
|
competitive conditions
|
•
|
technology
|
•
|
availability of capital resources, levels of capital expenditures, and other contractual obligations
|
•
|
supply and demand for, the price of, and the commercialization and transporting of natural gas, oil, natural gas liquids (NGLs), and other products or services
|
•
|
volatility in the commodity-futures market
|
•
|
weather
|
•
|
inflation
|
•
|
availability of goods and services, including unexpected changes in costs
|
•
|
drilling risks
|
•
|
processing volumes and pipeline throughput
|
•
|
general economic conditions nationally, internationally, or in the jurisdictions in which the Company or its subsidiaries are, or in the future may be, doing business
|
•
|
the Company’s inability to timely obtain or maintain permits or other governmental approvals, including those necessary for drilling and/or development projects
|
•
|
legislative or regulatory changes, including changes relating to hydraulic fracturing; retroactive royalty or production tax regimes; deepwater drilling and permitting regulations; derivatives reform; changes in state, federal, and foreign income taxes; environmental regulation; environmental risks; and liability under federal, state, foreign, and local environmental laws and regulations
|
•
|
the ability of BP Exploration & Production Inc. (BP) to meet its indemnification obligations to the Company for Deepwater Horizon events, including, among other things, damage claims arising under the Oil Pollution Act of 1990 (OPA), claims for natural resource damages (NRD) and associated damage-assessment costs, and any claims arising under the Operating Agreement (OA) for the Macondo well, as well as the ability of BP Corporation North America Inc. (BPCNA) and BP p.l.c. to satisfy their guarantees of such indemnification obligations
|
•
|
the impact of remaining claims related to the Deepwater Horizon events, including, but not limited to, fines, penalties, and punitive damages against the Company, for which it is not indemnified by BP
|
•
|
civil or political unrest or acts of terrorism in a region or country
|
•
|
the creditworthiness and performance of the Company’s counterparties, including financial institutions, operating partners, and other parties
|
•
|
volatility in the securities, capital, or credit markets and related risks such as general credit, liquidity, and interest-rate risk
|
•
|
the Company’s ability to successfully monetize select assets, repay its debt, and the impact of changes in the Company’s credit ratings
|
•
|
disruptions in international oil, NGLs, and condensate cargo shipping activities
|
•
|
physical, digital, internal, and external security breaches
|
•
|
supply and demand, technological, political, governmental, and commercial conditions associated with long-term development and production projects in domestic and international locations
|
•
|
other factors discussed below and elsewhere in “Risk Factors” and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates” included in the Company’s
2014
Annual Report on Form 10-K, this Form 10-Q, and in the Company’s other public filings, press releases, and discussions with Company management
|
•
|
Anadarko’s
first
-quarter sales volumes averaged
934
thousand barrels of oil equivalent per day (MBOE/d), representing a
14%
increase
over the
first
quarter of
2014
.
|
•
|
Anadarko’s
first
-quarter liquids sales volumes averaged
478
thousand barrels per day (MBbls/d), representing a
29%
increase
over the
first
quarter of
2014
, primarily due to increased sales volumes from the Wattenberg field and the Eagleford shale, and the timing of cargo liftings in Algeria and Ghana.
|
•
|
The Company paid $5.2 billion related to a settlement agreement to resolve all claims asserted in the Tronox Adversary Proceeding. See
Note 11—Contingencies
—Tronox Litigation
in the
Notes to Consolidated Financial Statements
under Part I, Item 1 of this Form 10-Q.
|
•
|
The Company’s overall sales product mix increased to
51%
liquids in the
first
quarter of
2015
compared to 45% in the
first
quarter of
2014
.
|
•
|
U.S. onshore
first
-quarter sales volumes averaged
740
MBOE/d, representing a
17%
increase
over the
first
quarter of
2014
, primarily due to increased sales volumes from the Wattenberg field and the Eagleford shale.
|
•
|
The Company sold certain U.S. onshore oil and gas assets in the Rocky Mountains Region (Rockies) for $703 million in April 2015, recognizing a loss of
$340 million
in the first quarter of 2015.
|
•
|
Gulf of Mexico
first
-quarter sales volumes averaged
89
MBOE/d, representing a
9%
decrease
from the
first
quarter of
2014
, primarily due to natural-gas production declines at Independence Hub.
|
•
|
Anadarko’s Lucius development project in the deepwater Gulf of Mexico achieved first oil in January 2015.
|
•
|
The Company participated in the successful drilling of the Yeti exploration well (37.5% working interest) in Walker Ridge Block 160 and the well was successfully sidetracked to test the down-dip limits of the field.
|
•
|
International
first
-quarter sales volumes averaged
105
MBOE/d, representing a
16%
increase from the
first
quarter of
2014
, primarily due to the timing of cargo liftings in Algeria and Ghana.
|
•
|
Anadarko’s net loss attributable to common stockholders for the
first
quarter of
2015
totaled
$3.3 billion
, which included $3.7 billion of pretax expenses for proved and unproved property impairments related to the Company’s Greater Natural Buttes properties in the Rockies.
|
•
|
The Company’s net cash used in operating activities was
$4.5 billion
, which included the $5.2 billion Tronox settlement payment. The Company ended the quarter with
$2.3 billion
of cash on hand.
|
•
|
The Company initiated a commercial paper program, which allows a maximum of $3.0 billion of unsecured commercial paper notes. The Company had
$1.2 billion
of borrowings outstanding under this program at
March 31, 2015
.
|
•
|
The Company replaced its $5.0 billion senior secured revolving credit facility with a $3.0 billion five-year senior unsecured revolving credit facility (Five-Year Facility), which is expandable to $4.0 billion, and a $2.0 billion 364-day senior unsecured revolving credit facility (364-Day Facility). The Company had
$500 million
of borrowings outstanding under the 364-Day Facility and no borrowings under the Five-Year Facility at
March 31, 2015
.
|
|
|
Three Months Ended
March 31, |
||||||
millions except per-share amounts
|
|
2015
|
|
2014
|
||||
Financial Results
|
|
|
|
|
||||
Revenues and other
|
|
$
|
2,321
|
|
|
$
|
5,844
|
|
Costs and expenses
|
|
6,529
|
|
|
2,869
|
|
||
Other (income) expense
|
|
420
|
|
|
4,937
|
|
||
Income tax expense (benefit)
|
|
(1,392
|
)
|
|
664
|
|
||
Net income (loss) attributable to common stockholders
|
|
$
|
(3,268
|
)
|
|
$
|
(2,669
|
)
|
Net income (loss) per common share attributable to common stockholders—diluted
|
|
$
|
(6.45
|
)
|
|
$
|
(5.30
|
)
|
Average number of common shares outstanding—diluted
|
|
507
|
|
|
504
|
|
||
|
|
|
|
|
||||
Operating Results
|
|
|
|
|
||||
Adjusted EBITDAX
(1)
|
|
$
|
952
|
|
|
$
|
4,267
|
|
Sales volumes (MMBOE)
|
|
84
|
|
|
74
|
|
(1)
|
See
Operating Results—Segment Analysis—Adjusted EBITDAX
for a description of Adjusted EBITDAX, which is not a U.S. Generally Accepted Accounting Principles (GAAP) measure, and for a reconciliation of Adjusted EBITDAX to income (loss) before income taxes, which is presented in accordance with GAAP.
|
|
|
Three Months Ended March 31,
|
||||||||||||||
millions except percentages
|
|
Natural
Gas
|
|
Oil and
Condensate
|
|
NGLs
|
|
Total
|
||||||||
2014 sales revenues
|
|
$
|
1,217
|
|
|
$
|
2,424
|
|
|
$
|
386
|
|
|
$
|
4,027
|
|
Changes associated with sales volumes
|
|
19
|
|
|
568
|
|
|
173
|
|
|
760
|
|
||||
Changes associated with prices
|
|
(595
|
)
|
|
(1,573
|
)
|
|
(327
|
)
|
|
(2,495
|
)
|
||||
2015 sales revenues
|
|
$
|
641
|
|
|
$
|
1,419
|
|
|
$
|
232
|
|
|
$
|
2,292
|
|
Increase (decrease) vs. 2014
|
|
(47
|
)%
|
|
(41
|
)%
|
|
(40
|
)%
|
|
(43
|
)%
|
|
|
Three Months Ended
March 31, |
|||||||
Sales Volumes
|
|
2015
|
|
Inc/(Dec) vs. 2014
|
|
2014
|
|||
Barrels of Oil Equivalent (MMBOE except percentages)
|
|
|
|
|
|
|
|||
United States
|
|
75
|
|
|
14
|
%
|
|
66
|
|
International
|
|
9
|
|
|
16
|
|
|
8
|
|
Total barrels of oil equivalent
|
|
84
|
|
|
14
|
|
|
74
|
|
|
|
|
|
|
|
|
|||
Barrels of Oil Equivalent per Day (MBOE/d except percentages)
|
|
|
|
|
|
|
|||
United States
|
|
829
|
|
|
14
|
%
|
|
729
|
|
International
|
|
105
|
|
|
16
|
|
|
90
|
|
Total barrels of oil equivalent per day
|
|
934
|
|
|
14
|
|
|
819
|
|
|
|
Three Months Ended
March 31, |
|||||||||
|
|
2015
|
|
Inc/(Dec) vs. 2014
|
|
2014
|
|||||
United States
|
|
|
|
|
|
|
|||||
Sales volumes—Bcf
|
|
246
|
|
|
2
|
%
|
|
243
|
|
||
MMcf/d
|
|
2,738
|
|
|
2
|
|
|
2,697
|
|
||
Price per Mcf
|
|
$
|
2.60
|
|
|
(48
|
)
|
|
$
|
5.01
|
|
Natural-gas sales revenues (millions)
|
|
$
|
641
|
|
|
(47
|
)
|
|
$
|
1,217
|
|
•
|
Sales volumes in the Southern and Appalachia Region
increased
by
63
MMcf/d primarily as a result of continued horizontal drilling in the Eagleford shale.
|
•
|
Sales volumes in the Rockies
increased
by
32
MMcf/d due to higher sales volumes in the Wattenberg field as a result of continued horizontal drilling. This increase was partially offset by the natural production declines at Greater Natural Buttes and the Powder River basin and the sale of the Company’s Pinedale/Jonah assets in January 2014.
|
•
|
Sales volumes in the Gulf of Mexico
decreased
by
54
MMcf/d primarily due to natural production declines at Independence Hub.
|
|
|
Three Months Ended
March 31, |
|||||||||
|
|
2015
|
|
Inc/(Dec) vs. 2014
|
|
2014
|
|||||
United States
|
|
|
|
|
|
|
|||||
Sales volumes—MMBbls
|
|
22
|
|
|
31
|
%
|
|
16
|
|
||
MBbls/d
|
|
237
|
|
|
31
|
|
|
180
|
|
||
Price per barrel
|
|
$
|
44.19
|
|
|
(53
|
)
|
|
$
|
94.84
|
|
International
|
|
|
|
|
|
|
|||||
Sales volumes—MMBbls
|
|
8
|
|
|
9
|
%
|
|
8
|
|
||
MBbls/d
|
|
98
|
|
|
9
|
|
|
90
|
|
||
Price per barrel
|
|
$
|
54.15
|
|
|
(50
|
)
|
|
$
|
108.41
|
|
Total
|
|
|
|
|
|
|
|||||
Sales volumes—MMBbls
|
|
30
|
|
|
23
|
%
|
|
24
|
|
||
MBbls/d
|
|
335
|
|
|
23
|
|
|
270
|
|
||
Price per barrel
|
|
$
|
47.12
|
|
|
(53
|
)
|
|
$
|
99.37
|
|
Oil and condensate sales revenues (millions)
|
|
$
|
1,419
|
|
|
(41
|
)
|
|
$
|
2,424
|
|
•
|
Sales volumes in the Rockies
increased
by
42
MBbls/d primarily in the Wattenberg field due to continued horizontal drilling.
|
•
|
Southern and Appalachia Region sales volumes
increased
by
15
MBbls/d primarily as a result of continued horizontal drilling in the Eagleford shale.
|
•
|
International sales volumes increased by
8
MBbls/d due to higher sales volumes in Ghana and Algeria due to the timing of cargo liftings, partially offset by lower sales volumes due to the sale of the Company’s Chinese subsidiary in August 2014.
|
•
|
Sales volumes in the Gulf of Mexico were relatively flat as sales volumes from the Lucius development, which achieved first oil in January 2015, were offset by natural production declines primarily at Marco Polo.
|
|
|
Three Months Ended
March 31, |
|||||||||
|
|
2015
|
|
Inc/(Dec) vs. 2014
|
|
2014
|
|||||
United States
|
|
|
|
|
|
|
|||||
Sales volumes—MMBbls
|
|
12
|
|
|
38
|
%
|
|
9
|
|
||
MBbls/d
|
|
136
|
|
|
38
|
|
|
99
|
|
||
Price per barrel
|
|
$
|
17.29
|
|
|
(60
|
)
|
|
$
|
43.35
|
|
International
|
|
|
|
|
|
|
|||||
Sales volumes—MMBbls
|
|
1
|
|
|
NM
|
|
|
—
|
|
||
MBbls/d
|
|
7
|
|
|
NM
|
|
|
—
|
|
||
Price per barrel
|
|
$
|
32.75
|
|
|
NM
|
|
|
$
|
—
|
|
Total
|
|
|
|
|
|
|
|||||
Sales volumes—MMBbls
|
|
13
|
|
|
45
|
%
|
|
9
|
|
||
MBbls/d
|
|
143
|
|
|
45
|
|
|
99
|
|
||
Price per barrel
|
|
$
|
18.00
|
|
|
(58
|
)
|
|
$
|
43.35
|
|
Natural-gas liquids sales revenues (millions)
|
|
232
|
|
|
(40
|
)
|
|
$
|
386
|
|
•
|
Sales volumes in the Rockies
increased
by
30
MBbls/d primarily in the Wattenberg field due to continued horizontal drilling and the Lancaster plant coming online in April 2014.
|
•
|
Sales volumes in the Southern and Appalachia Region
increased
by
7
MBbls/d as a result of continued horizontal drilling in the Eagleford shale.
|
•
|
International NGLs sales volumes commenced in the second quarter of 2014 from the Company’s El Merk facility in Algeria, resulting in sales volumes of 7 MBbls/d for the
three months ended March 31, 2015
.
|
|
|
Three Months Ended
March 31, |
|||||||||
millions except percentages
|
|
2015
|
|
Inc/(Dec) vs. 2014
|
|
2014
|
|||||
Gathering, processing, and marketing sales
|
|
$
|
293
|
|
|
(6
|
)%
|
|
$
|
311
|
|
Gathering, processing, and marketing expense
|
|
254
|
|
|
1
|
|
|
252
|
|
||
Total gathering, processing, and marketing, net
|
|
$
|
39
|
|
|
(34
|
)
|
|
$
|
59
|
|
|
|
Three Months Ended
March 31, |
|||||||||
|
|
2015
|
|
Inc/(Dec) vs. 2014
|
|
2014
|
|||||
Oil and gas operating (millions)
|
|
$
|
296
|
|
|
(5
|
)%
|
|
$
|
313
|
|
Oil and gas operating—per BOE
|
|
3.52
|
|
|
(17
|
)
|
|
4.24
|
|
||
Oil and gas transportation and other (millions)
|
|
361
|
|
|
36
|
|
|
266
|
|
||
Oil and gas transportation and other—per BOE
|
|
4.29
|
|
|
19
|
|
|
3.60
|
|
|
|
Three Months Ended
March 31, |
||||||
millions
|
|
2015
|
|
2014
|
||||
Exploration Expense
|
|
|
|
|
||||
Dry hole expense
|
|
$
|
29
|
|
|
$
|
121
|
|
Impairments of unproved properties
|
|
980
|
|
|
77
|
|
||
Geological and geophysical expense
|
|
22
|
|
|
43
|
|
||
Exploration overhead and other
|
|
52
|
|
|
58
|
|
||
Total exploration expense
|
|
$
|
1,083
|
|
|
$
|
299
|
|
|
|
Three Months Ended
March 31, |
|||||||||
millions except percentages
|
|
2015
|
|
Inc/(Dec) vs. 2014
|
|
2014
|
|||||
General and administrative
|
|
$
|
310
|
|
|
4
|
%
|
|
$
|
298
|
|
Depreciation, depletion, and amortization
|
|
1,256
|
|
|
12
|
|
|
1,124
|
|
||
Other taxes
|
|
182
|
|
|
(42
|
)
|
|
314
|
|
||
Impairments
|
|
2,783
|
|
|
NM
|
|
|
3
|
|
|
|
Three Months Ended
March 31, |
||||||
millions
|
|
2015
|
|
2014
|
||||
Deepwater Horizon settlement and related costs
|
|
$
|
4
|
|
|
$
|
—
|
|
|
|
Three Months Ended
March 31, |
||||||
millions except percentages
|
|
2015
|
|
2014
|
||||
Interest Expense
|
|
|
|
|
||||
Debt and other
|
|
$
|
254
|
|
|
$
|
240
|
|
Capitalized interest
|
|
(38
|
)
|
|
(57
|
)
|
||
Total interest expense
|
|
$
|
216
|
|
|
$
|
183
|
|
|
|
Three Months Ended
March 31, |
||||||
millions
|
|
2015
|
|
2014
|
||||
(Gains) Losses on Derivatives, net
|
|
|
|
|
||||
(Gains) losses on commodity derivatives, net
|
|
$
|
(53
|
)
|
|
$
|
215
|
|
(Gains) losses on interest-rate derivatives, net
|
|
205
|
|
|
238
|
|
||
Total (gains) losses on derivatives, net
|
|
$
|
152
|
|
|
$
|
453
|
|
|
|
Three Months Ended
March 31, |
||||||
millions
|
|
2015
|
|
2014
|
||||
Other (Income) Expense, net
|
|
|
|
|
||||
Interest income
|
|
$
|
(5
|
)
|
|
$
|
(3
|
)
|
Other
|
|
52
|
|
|
4
|
|
||
Total other (income) expense, net
|
|
$
|
47
|
|
|
$
|
1
|
|
|
|
Three Months Ended
March 31, |
||||||
millions
|
|
2015
|
|
2014
|
||||
Tronox-related contingent loss
|
|
$
|
5
|
|
|
$
|
4,300
|
|
|
|
Three Months Ended
March 31, |
||||||
millions except percentages
|
|
2015
|
|
2014
|
||||
Income tax expense (benefit)
|
|
$
|
(1,392
|
)
|
|
$
|
664
|
|
Effective tax rate
|
|
30
|
%
|
|
(34
|
)%
|
|
|
Three Months Ended
March 31, |
|||||||||
millions except percentages
|
|
2015
|
|
Inc/(Dec) vs. 2014
|
|
2014
|
|||||
Income (loss) before income taxes
|
|
$
|
(4,628
|
)
|
|
(136
|
)%
|
|
$
|
(1,962
|
)
|
Exploration expense
|
|
1,083
|
|
|
NM
|
|
|
299
|
|
||
DD&A
|
|
1,256
|
|
|
12
|
|
|
1,124
|
|
||
Impairments
|
|
2,783
|
|
|
NM
|
|
|
3
|
|
||
Interest expense
|
|
216
|
|
|
18
|
|
|
183
|
|
||
Total (gains) losses on derivatives, net, less net cash from settlement of commodity derivatives
|
|
243
|
|
|
(33
|
)
|
|
363
|
|
||
Deepwater Horizon settlement and related costs
|
|
4
|
|
|
NM
|
|
|
—
|
|
||
Tronox-related contingent loss
|
|
5
|
|
|
(100
|
)
|
|
4,300
|
|
||
Certain other nonoperating items
|
|
22
|
|
|
NM
|
|
|
—
|
|
||
Less net income attributable to noncontrolling interests
|
|
32
|
|
|
(26
|
)
|
|
43
|
|
||
Consolidated Adjusted EBITDAX
|
|
$
|
952
|
|
|
(78
|
)
|
|
$
|
4,267
|
|
Adjusted EBITDAX by reporting segment
|
|
|
|
|
|
|
|
||||
Oil and gas exploration and production
|
|
$
|
847
|
|
|
(81
|
)%
|
|
$
|
4,390
|
|
Midstream
|
|
204
|
|
|
25
|
|
|
163
|
|
||
Marketing
|
|
(47
|
)
|
|
(21
|
)
|
|
(39
|
)
|
||
Other and intersegment eliminations
|
|
(52
|
)
|
|
79
|
|
|
(247
|
)
|
|
|
Three Months Ended
March 31, |
||||||
millions
|
|
2015
|
|
2014
|
||||
Property acquisitions
|
|
|
|
|
||||
Exploration
|
|
$
|
23
|
|
|
$
|
41
|
|
Development
|
|
1
|
|
|
106
|
|
||
Exploration
|
|
207
|
|
|
424
|
|
||
Development
|
|
1,290
|
|
|
1,573
|
|
||
Capitalized interest
|
|
31
|
|
|
49
|
|
||
Total oil and gas capital expenditures
|
|
1,552
|
|
|
2,193
|
|
||
Gathering, processing, and marketing and other
(1)
|
|
270
|
|
|
375
|
|
||
Total capital expenditures
(2)
|
|
$
|
1,822
|
|
|
$
|
2,568
|
|
(1)
|
Includes WES capital expenditures of
$156 million
for the
three months ended March 31, 2015,
and $170 million for the
three months ended March 31, 2014
.
|
(2)
|
Capital expenditures in this table are presented on an accrual basis. Additions to properties and equipment on the Company’s Consolidated Statements of Cash Flows only include capital expenditures funded with cash payments during the period.
|
Period
|
|
Total
number of
shares
purchased
(1)
|
|
Average
price paid
per share
|
|
Total number of
shares purchased
as part of publicly
announced plans
or programs
|
|
Approximate dollar
value of shares that
may yet be
purchased under the
plans or programs
|
||||||
January
|
|
2,325
|
|
|
$
|
80.01
|
|
|
—
|
|
|
|
||
February
|
|
1,024
|
|
|
$
|
82.38
|
|
|
—
|
|
|
|
||
March
|
|
439,722
|
|
|
$
|
82.03
|
|
|
—
|
|
|
|
||
First-Quarter 2015
|
|
443,071
|
|
|
$
|
82.02
|
|
|
—
|
|
|
$
|
—
|
|
(1)
|
During the
first
quarter of
2015
, all purchased shares related to stock received by the Company for the payment of withholding taxes due on employee stock plan share issuances.
|
|
|
ANADARKO PETROLEUM CORPORATION
|
|
|
|
(Registrant)
|
|
|
|
|
|
May 4, 2015
|
By:
|
/s/ ROBERT G. GWIN
|
|
|
|
Robert G. Gwin
Executive Vice President, Finance and Chief Financial Officer
|
|
By:
|
|
|
Date:
|
|
|
Name:
|
|
|
|
|
|
Title:
|
|
|
|
|
|
By:
|
|
|
Date:
|
|
|
|
|
|
|
|
|
Name:
|
|
|
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Anadarko Petroleum Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ R. A. WALKER
|
R. A. Walker
|
Chairman, President and Chief Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Anadarko Petroleum Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ ROBERT G. GWIN
|
Robert G. Gwin
|
Executive Vice President, Finance and Chief Financial Officer
|
(1)
|
the Quarterly Report on Form 10-Q of the Company for the period ended
March 31, 2015
, as filed with the Securities and Exchange Commission on the date hereof (Report), fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
May 4, 2015
|
|
|
|
|
|
|
|
/s/ R. A. WALKER
|
|
|
R. A. Walker
|
|
|
Chairman, President and Chief Executive Officer
|
|
|
|
May 4, 2015
|
|
|
|
|
|
|
|
/s/ ROBERT G. GWIN
|
|
|
Robert G. Gwin
|
|
|
Executive Vice President, Finance and Chief Financial Officer
|