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x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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51-0337383
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Title of each class
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Name of exchange on which registered
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Common Stock ($.01 par value)
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New York Stock Exchange
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Preferred Share Purchase Rights
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New York Stock Exchange
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TABLE OF CONTENTS
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Page
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PART I
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ITEM 1.
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Business
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ITEM 1A.
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Risk Factors
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ITEM 1B.
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Unresolved Staff Comments
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ITEM 2.
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Properties
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ITEM 3.
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Legal Proceedings
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ITEM 4.
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Mine Safety and Health Administration Safety Data
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PART II
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ITEM 5.
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Market for Registrant's Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities
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ITEM 6.
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Selected Financial Data
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ITEM 7.
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Management's Discussion and Analysis of Financial Condition and Results of Operations
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ITEM 7A.
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Quantitative and Qualitative Disclosures About Market Risk
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ITEM 8.
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Financial Statements and Supplementary Data
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ITEM 9.
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Changes in and Disagreements with Accountants on Accounting and Financial Disclosures
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ITEM 9A.
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Controls and Procedures
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ITEM 9B.
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Other Information
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PART III
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ITEM 10.
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Directors and Executive Officers of the Registrant
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ITEM 11.
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Executive Compensation
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ITEM 12.
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Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
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ITEM 13.
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Certain Relationships and Related Transactions and Director Independence
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ITEM 14.
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Principal Accounting Fees and Services
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PART IV
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ITEM 15.
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Exhibits and Financial Statement Schedules
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SIGNATURES
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•
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deterioration in economic conditions in any of the industries in which our customers operate may decrease demand for our products, impair our ability to collect customer receivables and impair our ability to access capital;
|
•
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prices for natural gas, natural gas liquids and coal are volatile and can fluctuate widely based upon a number of factors beyond our control including oversupply relative to the demand available for our products, weather and the price and availability of alternative fuels;
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•
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an extended decline in the prices we receive for our natural gas, natural gas liquids and coal affecting our operating results and cash flows;
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•
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foreign currency fluctuations could adversely affect the competitiveness of our coal and natural gas liquids abroad;
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•
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our customers extending existing contracts or entering into new long-term contracts for coal on favorable terms;
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•
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our reliance on major customers;
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•
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our inability to collect payments from customers if their creditworthiness declines or if they fail to honor their contracts;
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•
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the disruption of rail, barge, gathering, processing and transportation facilities and other systems that deliver our natural gas, natural gas liquids and coal to market;
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•
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a loss of our competitive position because of the competitive nature of the natural gas and coal industries, or a loss of our competitive position because of overcapacity in these industries impairing our profitability;
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•
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coal users switching to other fuels in order to comply with various environmental standards related to coal combustion emissions;
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•
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the impact of potential, as well as any adopted environmental regulations including any relating to greenhouse gas emissions on our operating costs as well as on the market for natural gas and coal and for our securities;
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•
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the risks inherent in natural gas and coal operations, including our reliance upon third party contractors, being subject to unexpected disruptions, including geological conditions, equipment failure, timing of completion of significant construction or repair of equipment, fires, explosions, accidents and weather conditions which could impact financial results;
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•
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decreases in the availability of, or increases in, the price of commodities or capital equipment used in our coal mining and natural gas operations;
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•
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obtaining and renewing governmental permits and approvals for our natural gas and coal operations;
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•
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the effects of government regulation on the discharge into the water or air, and the disposal and clean-up of, hazardous substances and wastes generated during our natural gas and coal operations;
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•
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our ability to find adequate water sources for our use in natural gas drilling, or our ability to dispose of water used or removed from strata in connection with our gas operations at a reasonable cost and within applicable environmental rules;
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•
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the effects of stringent federal and state employee health and safety regulations, including the ability of regulators to shut down our operations;
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•
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the potential for liabilities arising from environmental contamination or alleged environmental contamination in connection with our past or current gas and coal operations;
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•
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the effects of mine closing, reclamation, gas well closing and certain other liabilities;
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•
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uncertainties in estimating our economically recoverable natural gas, oil and coal reserves;
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•
|
defects may exist in our chain of title and we may incur additional costs associated with perfecting title for natural gas rights on some of our properties or failing to acquire these additional rights may result in a reduction of our estimated reserves;
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•
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the outcomes of various legal proceedings, including those which are more fully described in our reports filed under the Securities Exchange Act of 1934;
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•
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exposure to employee-related long-term liabilities;
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•
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divestitures and acquisitions we anticipate may not occur or produce anticipated benefits;
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•
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joint ventures that we are party to now or in the future may restrict our flexibility, actions taken by our joint ventures may impact our financial position and operational results;
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•
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risks associated with our debt;
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•
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replacing our natural gas and oil reserves, which if not replaced, will cause our natural gas and oil reserves and production to decline;
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•
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declines in our borrowing base could occur for a variety of reasons, including lower natural gas or oil prices, declines in natural gas and oil proved reserves, and lending regulations requirements or regulations;
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•
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our hedging activities may prevent us from benefiting from near-term price increases and may expose us to other risks;
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•
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changes in federal or state income tax laws, particularly in the area of percentage depletion and intangible drilling costs, could cause our financial position and profitability to deteriorate;
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•
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failure to appropriately allocate capital and other resources among our strategic opportunities may adversely affect our financial condition;
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•
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failure by Murray Energy to satisfy liabilities it acquired from us, or failure to perform its obligations under various arrangements, which we guaranteed, could materially or adversely affect our results of operations, financial position, and cash flows;
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•
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information theft, data corruption, operational disruption and/or financial loss resulting from a terrorist attack or cyber incident;
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•
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operating in a single geographic area;
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•
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certain provisions in our multi-year coal sales contracts may provide limited protection during adverse economic conditions, and may result in economic penalties or permit the customer to terminate the contract;
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•
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the majority of our common units in CNX Coal Resources LP and CONE Midstream Partners LP are subordinated, and we may not receive distributions from CNX Coal Resources LP or CONE Midstream Partners LP;
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•
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with respect to the sale of the Buchanan and Amonate mines and other coal assets to Coronado IV LLC, any disruption to our business, including customer, employee and supplier relationships resulting from this transaction, and the impact of the transaction on our future operating results;
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•
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there is no assurance that the potential drop-downs,spin-off or sale of the coal business will occur, or if it does occur that we will be able to negotiate favorable terms;
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•
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with respect to the termination of the joint venture with NOBLE, any disruption to our business, including customer and supplier relationships from this transaction, and the impact of the transaction on our future operating and financial results and liquidity; and
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•
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other factors discussed in this 2016 Form 10-K under “Risk Factors,” as updated by any subsequent Forms 10-Q, which are on file at the Securities and Exchange Commission.
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ITEM 1.
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Business
|
•
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Total average production of 1,080,512 Mcfe per day, an increase of 20% over
2015
;
|
•
|
88% Natural Gas, 12% Liquids; and
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•
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54% Marcellus, 23% Utica, 17% coalbed methane, and 6% other.
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•
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6.3 Tcfe of proved reserves;
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•
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93.2% natural gas;
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•
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58.9% proved developed;
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•
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87.6% operated; and
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•
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A reserve life ratio of 15.85 years (based on
2016
production).
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•
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Production of
24.6
million tons of coal;
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•
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Coal reserve holdings of 2.4 billion tons; and
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•
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75% of coal sales to domestic utilities.
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•
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Safety,
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•
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Compliance, and
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•
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Continuous Improvement.
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Marcellus
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Utica
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CBM
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Other Gas
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|||||
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Segment
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Segment
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Segment
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Segment
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Total
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|||||
Estimated Net Proved Reserves (MMcfe)
|
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3,137,336
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|
1,371,978
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1,254,633
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|
487,701
|
|
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6,251,648
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Percent Developed
|
|
60
|
%
|
|
28
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%
|
|
75
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%
|
|
100
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%
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|
59
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%
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Net Producing Wells (including oil and gob wells)
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|
283
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|
|
54
|
|
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4,359
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|
|
8,180
|
|
|
12,876
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Net Acreage Position:
|
|
|
|
|
|
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|||||
Net Proved Developed Acres
|
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30,737
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|
|
9,649
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|
257,019
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|
|
243,877
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|
|
541,282
|
|
Net Proved Undeveloped Acres
|
|
11,763
|
|
|
12,836
|
|
|
5,439
|
|
|
—
|
|
|
30,038
|
|
Net Unproved Acres(1)
|
|
370,263
|
|
|
355,332
|
|
|
1,900,260
|
|
|
1,119,678
|
|
|
3,745,533
|
|
Total Net Acres(2)
|
|
412,763
|
|
|
377,817
|
|
|
2,162,718
|
|
|
1,363,555
|
|
|
4,316,853
|
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(1)
|
Net acres include acreage attributable to our working interests in the properties. Additional adjustments (either increases or decreases) may be required as we further develop title to and further confirm our rights with respect to our various properties in anticipation of development. We believe that our assumptions and methodology in this regard are reasonable. See Risk Factors in Section 1A of this Form 10-K.
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(2)
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Acreage amounts are only included under the target strata CONSOL Energy expects to produce with the exception of certain CBM acres governed by separate leases, although the reported acres may include rights to multiple gas seams (e.g. we have rights to Marcellus segment that are disclosed under the Utica segment and we have rights to Utica segment that are disclosed under the Marcellus segment). We have reviewed our drilling plans, our acreage rights and used our best judgment to reflect the acres in the strata we expect to primarily produce. As more information is obtained or circumstances change, the acreage classification may change.
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Gross
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Net(1)
|
||
Producing Gas Wells (including gob wells)
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17,314
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12,846
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Producing Oil Wells
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189
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|
|
30
|
|
Net Acreage Position:
|
|
|
|
|
||
Proved Developed Acreage
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549,816
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541,282
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Proved Undeveloped Acreage
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34,467
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|
|
30,038
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Unproved Acreage
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4,804,804
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|
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3,745,533
|
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Total Acreage
|
|
5,389,087
|
|
|
4,316,853
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(1)
|
Net acres include acreage attributable to our working interests in the properties. Additional adjustments (either increases or decreases) may be required as we further develop title to and further confirm our rights with respect to our various properties in anticipation of development. We believe that our assumptions and methodology in this regard are reasonable. See Risk Factors in Section 1A of this Form 10-K.
|
|
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Net Unproved Acres
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|
Net Proved Undeveloped Acres
|
||
Held by production/fee
|
|
3,644,799
|
|
|
13,967
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Expiration within 2 years
|
|
68,084
|
|
|
9,347
|
|
Expiration beyond 2 years
|
|
32,650
|
|
|
6,724
|
|
Total Acreage
|
|
3,745,533
|
|
|
30,038
|
|
|
|
For the Year
|
|||||||
|
|
Ended December 31,
|
|||||||
|
|
2016
|
2015
|
2014
|
|||||
Marcellus segment
|
|
—
|
|
|
44.0
|
|
|
84.0
|
|
Utica segment
|
|
13.0
|
|
|
15.8
|
|
|
18.8
|
|
CBM segment
|
|
23.0
|
|
|
73.0
|
|
|
75.0
|
|
Other Gas segment
|
|
—
|
|
|
—
|
|
|
2.5
|
|
Total Development Wells (Net)
|
|
36.0
|
|
|
132.8
|
|
|
180.3
|
|
|
|
For the Year Ended December 31,
|
||||||||||||||||||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||||||||||||
|
|
Producing
|
|
Dry
|
|
Still Eval.
|
|
Producing
|
|
Dry
|
|
Still Eval.
|
|
Producing
|
|
Dry
|
|
Still Eval.
|
||||||||||
Marcellus segment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.5
|
|
|
—
|
|
|
—
|
|
|
Utica segment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
|
—
|
|
|
1.0
|
|
|
—
|
|
|
—
|
|
|
CBM segment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Other Gas segment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6.0
|
|
—
|
|
—
|
|
|
—
|
|
Total Exploratory Wells (Net)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
|
—
|
|
|
8.5
|
|
|
—
|
|
|
—
|
|
|
|
Net Reserves
|
|||||||
|
|
(Million cubic feet equivalent)
|
|||||||
|
|
as of December 31,
|
|||||||
|
|
2016
|
|
2015
|
|
2014
|
|||
Proved developed reserves
|
|
3,683,302
|
|
|
3,697,152
|
|
|
3,198,706
|
|
Proved undeveloped reserves
|
|
2,568,346
|
|
|
1,945,837
|
|
|
3,628,910
|
|
Total proved developed and undeveloped reserves(1)
|
|
6,251,648
|
|
|
5,642,989
|
|
|
6,827,616
|
|
(1)
|
For additional information on our reserves, see Other Supplemental Information–Supplemental Gas Data (unaudited) to the Consolidated Financial Statements in Item 8 of this Form 10-K.
|
|
|
Discounted Future
|
||||||||||
|
|
Net Cash Flows
|
||||||||||
|
|
(Dollars in millions)
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Future net cash flows
|
|
$
|
2,419
|
|
|
$
|
2,499
|
|
|
$
|
9,321
|
|
Total PV-10 measure of pre-tax discounted future net cash flows (1)
|
|
$
|
1,559
|
|
|
$
|
1,659
|
|
|
$
|
4,884
|
|
Total standardized measure of after tax discounted future net cash flows
|
|
$
|
955
|
|
|
$
|
1,019
|
|
|
$
|
2,984
|
|
(1)
|
We calculate our present value at 10% (PV-10) in accordance with the following table. Management believes that the presentation of the non-Generally Accepted Accounting Principles (GAAP) financial measure of PV-10 provides useful information to investors because it is widely used by professional analysts and sophisticated investors in evaluating oil and gas companies. Because many factors that are unique to each individual company impact the amount of future income taxes estimated to be paid, the use of a pre-tax measure is valuable when comparing companies based on reserves. PV-10 is not a measure of the financial or operating performance under GAAP. PV-10 should not be considered as an alternative to the
|
|
|
As of December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
|
|
(Dollars in millions)
|
||||||||||
Future cash inflows
|
|
$
|
11,303
|
|
|
$
|
11,838
|
|
|
$
|
28,503
|
|
Future production costs
|
|
(5,851
|
)
|
|
(6,585
|
)
|
|
(10,101
|
)
|
|||
Future development costs (including abandonments)
|
|
(1,550
|
)
|
|
(1,220
|
)
|
|
(3,369
|
)
|
|||
Future net cash flows (pre-tax)
|
|
3,902
|
|
|
4,033
|
|
|
15,033
|
|
|||
10% discount factor
|
|
(2,343
|
)
|
|
(2,374
|
)
|
|
(10,149
|
)
|
|||
PV-10 (Non-GAAP measure)
|
|
1,559
|
|
|
1,659
|
|
|
4,884
|
|
|||
Undiscounted income taxes
|
|
(1,483
|
)
|
|
(1,534
|
)
|
|
(5,712
|
)
|
|||
10% discount factor
|
|
879
|
|
|
894
|
|
|
3,812
|
|
|||
Discounted income taxes
|
|
(604
|
)
|
|
(640
|
)
|
|
(1,900
|
)
|
|||
Standardized GAAP measure
|
|
$
|
955
|
|
|
$
|
1,019
|
|
|
$
|
2,984
|
|
|
|
For the Year
|
|||||||
|
|
Ended December 31,
|
|||||||
|
|
2016
|
|
2015
|
|
2014
|
|||
GAS
|
|
|
|
|
|
|
|||
Marcellus Sales Volumes (MMcf)
|
|
186,812
|
|
|
145,747
|
|
|
99,370
|
|
Utica Sales Volumes (MMcf)
|
|
71,277
|
|
|
38,344
|
|
|
10,303
|
|
CBM Sales Volumes (MMcf)
|
|
68,971
|
|
|
74,910
|
|
|
79,459
|
|
Other Sales Volumes (MMcf)
|
|
21,693
|
|
|
28,286
|
|
|
27,128
|
|
LIQUIDS*
|
|
|
|
|
|
|
|||
NGLs Sales Volumes (MMcfe)
|
|
40,260
|
|
|
33,180
|
|
|
15,475
|
|
Oil Sales Volumes (MMcfe)
|
|
410
|
|
|
592
|
|
|
681
|
|
Condensate Sales Volumes (MMcfe)
|
|
4,964
|
|
|
7,598
|
|
|
3,298
|
|
TOTAL (MMcfe)
|
|
394,387
|
|
|
328,657
|
|
|
235,714
|
|
|
|
For the Year
|
||||||||||
|
|
Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Average Sales Price - Gas (Mcf)
|
|
$
|
1.92
|
|
|
$
|
2.17
|
|
|
$
|
4.02
|
|
Gain on Commodity Derivative Instruments - Cash Settlement- Gas (Mcf)
|
|
$
|
0.70
|
|
|
$
|
0.68
|
|
|
$
|
0.11
|
|
Average Sales Price - NGLs (Mcfe)*
|
|
$
|
2.42
|
|
|
$
|
2.05
|
|
|
$
|
5.95
|
|
Average Sales Price - Oil (Mcfe)*
|
|
$
|
6.15
|
|
|
$
|
7.99
|
|
|
$
|
14.85
|
|
Average Sales Price - Condensate (Mcfe)*
|
|
$
|
4.58
|
|
|
$
|
4.42
|
|
|
$
|
11.16
|
|
|
|
|
|
|
|
|
||||||
Total Average Sales Price (per Mcfe)
|
|
$
|
2.63
|
|
|
$
|
2.81
|
|
|
$
|
4.37
|
|
Average Lifting Costs excluding ad valorem and severance taxes (per Mcfe)
|
|
$
|
0.24
|
|
|
$
|
0.37
|
|
|
$
|
0.59
|
|
CONSOL ENERGY MINING COMPLEXES
|
|
||||||||||||||||||||||
Proven and Probable Assigned and Accessible Coal Reserves as of December 31, 2016 and 2015
|
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
Recoverable
|
|
||||||||||
|
|
|
|
|
|
|
|
Average
|
|
As Received Heat
|
|
Reserves(2)
|
|
||||||||||
|
|
Preparation
|
|
|
|
|
|
Seam
|
|
Value(1)
|
|
|
|
|
|
Tons in
|
|
||||||
|
|
Facility
|
|
Reserve
|
|
Coal
|
|
Thickness
|
|
(Btu/lb)
|
|
Owned
|
|
Leased
|
|
Millions
|
|
||||||
Mine/Reserve
|
|
Location
|
|
Class
|
|
Seam
|
|
(feet)
|
|
Typical
|
|
Range
|
|
(%)
|
|
(%)
|
|
12/31/2016
|
|
12/31/2015
|
|
||
ASSIGNED–OPERATING
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
PA Mining Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Bailey
|
|
Enon, PA
|
|
Assigned Operating
|
|
Pittsburgh
|
|
7.5
|
|
12,950
|
|
12,860 – 13,030
|
|
43%
|
|
57%
|
|
89.0
|
|
|
101.1
|
|
|
|
|
|
|
Accessible
|
|
Pittsburgh
|
|
7.5
|
|
12,910
|
|
12,700 – 13,170
|
|
78%
|
|
22%
|
|
170.7
|
|
|
170.7
|
|
|
Harvey
|
|
Enon, PA
|
|
Assigned Operating
|
|
Pittsburgh
|
|
6.3
|
|
13,040
|
|
12,920 – 13,160
|
|
86%
|
|
14%
|
|
20.4
|
|
|
23.4
|
|
|
|
|
|
|
Accessible
|
|
Pittsburgh
|
|
7.6
|
|
12,900
|
|
12,840 – 13,130
|
|
99%
|
|
1%
|
|
180.1
|
|
|
180.1
|
|
|
Enlow Fork
|
|
Enon, PA
|
|
Assigned Operating
|
|
Pittsburgh
|
|
7.8
|
|
12,980
|
|
12,820 – 13,190
|
|
99%
|
|
1%
|
|
31.2
|
|
|
10.9
|
|
|
|
|
|
|
Accessible
|
|
Pittsburgh
|
|
7.6
|
|
13,040
|
|
12,780 – 13,180
|
|
76%
|
|
24%
|
|
275.3
|
|
|
305.3
|
|
|
Total Assigned Operating and Accessible
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
766.7
|
|
|
791.5
|
|
|
(1)
|
The heat values shown for Assigned Operating reserves are based on the 2016 actual quality and five-year forecasted quality for each mine/reserve, assuming that the coal is washed to an extent consistent with normal full-capacity operation of the complex's preparation plant. Actual quality is based on laboratory analysis of samples collected from coal shipments delivered in 2016. Forecasted quality is derived from exploration sample analysis results, which have been adjusted to account for anticipated moisture and for the effects of mining and coal preparation. The heat values shown for Accessible Reserves are based on as received, dry values obtained from drill hole analyses, adjusted for moisture, and prorated by the associated Assigned Operating product values to account for similar mining and processing methods.
|
(2)
|
Recoverable reserves are calculated based on the area in which mineable coal exists, coal seam thickness, and average density determined by laboratory testing of drill core samples. This calculation is adjusted to account for coal that will not be recovered during mining and for losses that occur if the coal is processed after mining. Reserves tons are reported on an as-received basis, based on the anticipated product moisture. Reserves are reported only for those coal seams that are controlled by ownership or leases.
|
(1)
|
The heat value (gross calorific values) estimates for Northern Appalachian and Central Appalachian Unassigned coal reserves include adjustments for moisture that may be added during mining or processing as well as for dilution by rock lying above or below the coal seam. The heat value estimates for the Illinois Basin Unassigned reserves are based primarily on exploration drill core data that may not include adjustments for moisture added during mining or processing, or for dilution by rock lying above or below the coal seam.
|
(2)
|
Recoverable reserves are calculated based on the area in which mineable coal exists, coal seam thickness, and average density determined by laboratory testing of drill core samples. This calculation is adjusted to account for coal that will not be recovered during mining and for losses that occur if the coal is processed after mining. Reserve calculations do not include adjustment for moisture that may be added during mining or processing, nor do the calculations include adjustments for dilution from rock lying above or below the coal seam. Reserves are reported only for those coal seams that are controlled by ownership or leases.
|
(3)
|
140.8 Million tons of the Northern Appalachia leased tons are controlled by Consolidation Coal Company, a former subsidiary of CONSOL Energy that was sold in December 2013. As of filing these tons are still controlled by Consolidation Coal Company but are shown in CONSOL Energy's reserves due to a binding agreement that these tons will be released to CONSOL Energy following the change in name of the Lease Holder.
|
CONSOL Energy Proven and Probable Recoverable Coal Reserves
|
||||||||||||||||||||||||||||||||||
By Product (In Millions of Tons) as of December 31, 2016
|
||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
|
≤ 1.20 lbs.
|
|
> 1.20 ≤ 2.50 lbs.
|
|
> 2.50 lbs.
|
|
|
|
|
|||||||||||||||||||||||
|
|
|
S02/MMBtu
|
|
S02/MMBtu
|
|
S02/MMBtu
|
|
|
|
|
|||||||||||||||||||||||
|
|
|
Low
|
|
Med
|
|
High
|
|
Low
|
|
Med
|
|
High
|
|
Low
|
|
Med
|
|
High
|
|
|
|
Percent By
|
|||||||||||
By Region
|
|
Btu
|
|
Btu
|
|
Btu
|
|
Btu
|
|
Btu
|
|
Btu
|
|
Btu
|
|
Btu
|
|
Btu
|
|
Total
|
|
Product
|
||||||||||||
Metallurgical(1):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
High Vol A Bituminous
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
39.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
39.6
|
|
|
1.7
|
%
|
|
Med Vol Bituminous
|
|
—
|
|
|
5.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.1
|
|
|
0.2
|
%
|
|
Low Vol Bituminous
|
|
—
|
|
|
—
|
|
|
16.0
|
|
|
—
|
|
|
—
|
|
|
26.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
42.3
|
|
|
1.8
|
%
|
|
Total Metallurgical
|
|
—
|
|
|
5.1
|
|
|
16.0
|
|
|
—
|
|
|
—
|
|
|
65.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
87.0
|
|
|
3.7
|
%
|
Thermal(1):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
High Vol A Bituminous
|
|
—
|
|
|
46.0
|
|
|
—
|
|
|
6.1
|
|
|
65.4
|
|
|
12.9
|
|
|
44.5
|
|
|
1,134.4
|
|
|
611.7
|
|
|
1,921.0
|
|
|
81.4
|
%
|
|
High Vol B Bituminous
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
101.1
|
|
|
—
|
|
|
—
|
|
|
139.3
|
|
|
—
|
|
|
240.4
|
|
|
10.3
|
%
|
|
High Vol C Bituminous
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
108.3
|
|
|
—
|
|
|
—
|
|
|
108.3
|
|
|
4.6
|
%
|
|
Low Vol Bituminous
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.5
|
|
|
4.5
|
|
|
0.2
|
%
|
|
Total Thermal
|
|
—
|
|
|
46.0
|
|
|
—
|
|
|
6.1
|
|
|
166.5
|
|
|
12.9
|
|
|
152.8
|
|
|
1,273.7
|
|
|
616.2
|
|
|
2,274.2
|
|
|
96.3
|
%
|
|
Total
|
|
—
|
|
|
51.1
|
|
|
16.0
|
|
|
6.1
|
|
|
166.5
|
|
|
78.8
|
|
|
152.8
|
|
|
1,273.7
|
|
|
616.2
|
|
|
2,361.2
|
|
|
100.0
|
%
|
|
Percent of Total
|
|
—
|
%
|
|
2.2
|
%
|
|
0.7
|
%
|
|
0.3
|
%
|
|
7.1
|
%
|
|
3.2
|
%
|
|
6.5
|
%
|
|
53.9
|
%
|
|
26.1
|
%
|
|
100.0
|
%
|
|
|
(1)
|
143.3 Million tons for the Mason Dixon Project are controlled by Consolidation Coal Company, a former subsidiary of CONSOL Energy that was sold in December 2013. As of this filing, these tons are still controlled by Consolidation Coal Company but are shown in CONSOL Energy's reserves due to a binding agreement that these tons will be released to CONSOL Energy upon consent of the lessor.
|
|
|
Total
|
|
Total
|
|
Total
|
|
|
Royalty
|
|
Coal
|
|
Royalty
|
|
|
Tonnage
|
|
Acreage
|
|
Income
|
Year
|
|
(in thousands)
|
|
Leased
|
|
(in thousands)
|
2016
|
|
3,530
|
|
213,371
|
|
$9,684
|
2015
|
|
7,459
|
|
235,066
|
|
$14,914
|
2014
|
|
10,230
|
|
281,894
|
|
$18,460
|
S
|
–
|
Surface
|
U
|
–
|
Underground
|
LW
|
–
|
Longwall
|
CM
|
–
|
Continuous Miner
|
S/L
|
–
|
Stripping Shovel and Front End Loaders
|
R
|
–
|
Rail
|
R/B
|
–
|
Rail to Barge
|
T
|
–
|
Truck
|
(1)
|
–
|
Harrison Resources,and Western Allegheny (includes facilities operated by independent contractors).
|
(2)
|
–
|
Production amounts represent CONSOL Energy's 49% ownership interest. Interest in Harrison Resources was sold in October 2014. Interest in Western Allegheny was sold in September 2015.
|
(3)
|
–
|
Completed development work and was placed in service in March 2014.
|
|
|
Years Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Company Produced PA Mining Operations Tons Sold (in millions)
|
|
24.6
|
|
|
22.9
|
|
|
26.1
|
|
|||
Average Sales Price Per Ton Sold– PA Mining Operations
|
|
$
|
43.31
|
|
|
$
|
56.36
|
|
|
$
|
61.88
|
|
•
|
Fixed price contracts with pre-established prices;
|
•
|
Periodically negotiated prices that reflect market conditions at the time;
|
•
|
Price restricted to an agreed-upon percentage increase or decrease;
|
•
|
Base-price-plus-escalation methods which allow for periodic price adjustments based on inflation indices, or other negotiated indices; or
|
•
|
Netback pricing.
|
•
|
the price of competing coal and alternative fuel supplies, including nuclear, natural gas, oil and
|
•
|
environmental and government regulation;
|
•
|
coal quality;
|
•
|
transportation costs from the mine to the customer;
|
•
|
the reliability of fuel supply;
|
•
|
worldwide demand for steel;
|
•
|
natural disasters/weather; and
|
•
|
political changes in international governments.
|
•
|
the caching of additional supplies of self-contained self-rescuer (SCSR) devices underground;
|
•
|
the purchase and installation of electronic communication and personal tracking devices underground;
|
•
|
the purchase and installation of proximity detection services on continuous miner machines;
|
•
|
the placement of refuge chambers, which are structures designed to provide refuge for groups of miners during a mine emergency when evacuation from the mine is not possible, which will provide breathable air for 96 hours;
|
•
|
the replacement of existing seals in worked-out areas of mines with stronger seals;
|
•
|
the purchase of new fire resistant conveyor belting underground;
|
•
|
additional training and testing that creates the need to hire additional employees;
|
•
|
more stringent rock dusting requirements; and
|
•
|
the purchase of personal dust monitors for collecting respirable dust samples from certain miners.
|
•
|
current and former coal miners totally disabled from black lung disease;
|
•
|
certain survivors of a coal miner who dies from black lung disease or pneumoconiosis; and
|
•
|
a trust fund for the payment of benefits and medical expenses to claimants whose last mine employment was before January 1, 1970, where no responsible coal mine operator has been identified for claims (where a coal miner's last coal employment was after December 31, 1969), or where the responsible coal mine operator has defaulted on the payment of such benefits. The trust fund is funded by an excise tax on U.S. production of up to $1.10 per ton for deep mined coal and up to $0.55 per ton for surface-mined coal, neither amount to exceed 4.4% of the gross sales price.
|
ITEM 1A.
|
Risk Factors
|
•
|
demand for natural gas and electricity in the United States is impacted by industrial production, which if weakened would negatively impact the revenues, margins and profitability of our natural gas and thermal coal business;
|
•
|
the tightening of credit or lack of credit availability to our customers could adversely affect our ability to collect our trade receivables;
|
•
|
our ability to access the capital markets may be restricted at a time when we would like, or need, to raise capital for our business including for exploration and/or development of our natural gas or coal reserves; and
|
•
|
a decline in our creditworthiness, which may require us to post letters of credit, cash collateral, or surety bonds to secure certain obligations, all of which would have an adverse effect on our liquidity.
|
•
|
changes in the consumption pattern of industrial consumers, electricity generators and residential users of electricity and natural gas;
|
•
|
weather conditions in our markets which affect the demand for natural gas and thermal coal (for example, the unusually warm 2015 - 2016 winter left utilities with large coal stockpiles and depressed the demand for thermal coal);
|
•
|
with respect to thermal coal, the price and availability of natural gas and the price and supply of imported liquefied natural gas;
|
•
|
with respect to natural gas, the price and availability of thermal coal;
|
•
|
technological advances affecting energy consumption;
|
•
|
the costs, availability and capacity of transportation infrastructure;
|
•
|
proximity and capacity of natural gas pipelines and other transportation facilities; and
|
•
|
the impact of domestic and foreign governmental laws and regulations, including environmental and climate change regulations and regulations affecting the coal mining industry and coal-fired power plants, and delays in the receipt of, failure to receive, failure to maintain or revocation of necessary governmental permits.
|
•
|
unexpected drilling conditions;
|
•
|
title problems;
|
•
|
pressure or irregularities in geologic formations;
|
•
|
equipment failures or repairs;
|
•
|
fires, explosions or other accidents;
|
•
|
adverse weather conditions;
|
•
|
reductions in natural gas prices;
|
•
|
security breaches or terroristic acts;
|
•
|
pipeline ruptures;
|
•
|
lack of adequate capacity for treatment or disposal of waste water generated in drilling, completion and production operations;
|
•
|
environmental contamination from surface spillage of fluids used in well drilling, completion or operation including fracturing fluids used in hydraulic fracturing of wells, or other contamination of groundwater or the environment resulting from our use of such fluids; and
|
•
|
unavailability or high cost of drilling rigs, other field services and equipment.
|
•
|
variations in thickness of the layer, or seam, of coal;
|
•
|
adverse geological conditions, including amounts of rock and other natural materials intruding into the coal that could affect the stability of the roof and the side walls of the mine - for example, unit costs were negatively impacted in 2016 due to adverse geological conditions at Enlow Fork mine, primarily related to sandstone intrusions, which resulted in reduced coal production at that mine;
|
•
|
environmental hazards;
|
•
|
equipment failures or unexpected maintenance problems;
|
•
|
fires or explosions, including as a result of methane, coal, coal dust or other explosive materials and/or other accidents;
|
•
|
inclement or hazardous weather conditions and natural disasters or other force majeure events;
|
•
|
seismic activities, ground failures, rock bursts or structural cave-ins or slides;
|
•
|
delays in moving our longwall equipment;
|
•
|
railroad derailments;
|
•
|
security breaches or terroristic acts; and
|
•
|
other hazards that could also result in personal injury and loss of life, pollution and suspension of operations.
|
•
|
personal injury or loss of life;
|
•
|
damage to and destruction of property, natural resources and equipment, including our coal properties and our coal production or transportation facilities;
|
•
|
pollution and other environmental damage to our properties or the properties of others;
|
•
|
potential legal liability and monetary losses;
|
•
|
regulatory investigations and penalties;
|
•
|
suspension of our operations; and
|
•
|
repair and remediation costs.
|
•
|
geological conditions;
|
•
|
changes in governmental regulations and taxation;
|
•
|
the amount and timing of actual production;
|
•
|
assumptions governing future prices;
|
•
|
future operating costs; and
|
•
|
capital costs of drilling, completion and gathering assets.
|
•
|
geologic conditions;
|
•
|
historical production from the area compared with production from other producing areas;
|
•
|
the assumed effects of regulations and taxes by governmental agencies;
|
•
|
our ability to obtain, maintain and renew all required permits;
|
•
|
future improvements in mining technology;
|
•
|
assumptions governing future prices; and
|
•
|
future operating costs, including the cost of materials and capital expenditures.
|
•
|
postretirement medical and life insurance ($700 million);
|
•
|
coal workers' black lung benefits ($119 million);
|
•
|
salaried retirement benefits ($115 million); and
|
•
|
workers' compensation ($80 million).
|
•
|
increasing our vulnerability to general adverse economic and industry conditions;
|
•
|
requiring us to dedicate a substantial portion of our cash flow from operations to the payment of interest and principal due under our outstanding debt, which will limit our ability to obtain additional financing to fund future working capital, capital expenditures, acquisitions, development of our gas and coal reserves or other general corporate requirements;
|
•
|
limiting our flexibility in planning for, or reacting to, changes in our business and in the coal and natural gas industries;
|
•
|
placing us at a competitive disadvantage compared to our competitors with lower leverage and better access to capital resources; and
|
•
|
limiting our ability to implement our business strategy.
|
•
|
our production is less than expected;
|
•
|
the counterparties to our contracts fail to perform the contracts;
|
•
|
the creditworthiness of our counterparties or their guarantors is substantially impaired;
|
•
|
counterparties have credit limits that may constrain our ability to hedge additional volumes.
|
ITEM 1B.
|
Unresolved Staff Comments
|
ITEM 2.
|
Properties
|
ITEM 3.
|
Legal Proceedings
|
ITEM 4.
|
Mine Safety and Health Administration Safety Data
|
ITEM 5.
|
Market for Registrant's Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities
|
|
|
|
High
|
|
Low
|
|
Dividends
|
||||||
Year Period Ended December 31, 2016
|
|
|
|
|
|
|
|||||||
|
Quarter Ended March 31, 2016
|
|
$
|
12.42
|
|
|
$
|
4.54
|
|
|
$
|
0.0100
|
|
|
Quarter Ended June 30, 2016
|
|
$
|
16.40
|
|
|
$
|
10.53
|
|
|
$
|
—
|
|
|
Quarter Ended September 30, 2016
|
|
$
|
19.76
|
|
|
$
|
15.03
|
|
|
$
|
—
|
|
|
Quarter Ended December 31, 2016
|
|
$
|
22.34
|
|
|
$
|
16.14
|
|
|
$
|
—
|
|
Year Period Ended December 31, 2015
|
|
|
|
|
|
|
|||||||
|
Quarter Ended March 31, 2015
|
|
$
|
34.56
|
|
|
$
|
26.11
|
|
|
$
|
0.0625
|
|
|
Quarter Ended June 30, 2015
|
|
$
|
34.14
|
|
|
$
|
21.44
|
|
|
$
|
0.0625
|
|
|
Quarter Ended September 30, 2015
|
|
$
|
22.04
|
|
|
$
|
9.29
|
|
|
$
|
0.0100
|
|
|
Quarter Ended December 31, 2015
|
|
$
|
11.99
|
|
|
$
|
6.30
|
|
|
$
|
0.0100
|
|
|
|
2011
|
|
2012
|
|
2013
|
|
2014
|
|
2015
|
|
2016
|
||||||
CONSOL Energy Inc.
|
|
100.0
|
|
|
88.1
|
|
|
103.4
|
|
|
91.7
|
|
|
21.7
|
|
|
49.1
|
|
Peer Group
|
|
100.0
|
|
|
96.8
|
|
|
111.0
|
|
|
76.5
|
|
|
35.0
|
|
|
87.3
|
|
S&P 500 Stock Index
|
|
100.0
|
|
|
111.4
|
|
|
144.4
|
|
|
160.8
|
|
|
159.7
|
|
|
174.9
|
|
ITEM 6.
|
Selected Financial Data
|
(Dollars in thousands, except per share data)
|
|
For the Years Ended December 31,
|
||||||||||||||||||
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Operating revenues from Continuing Operations
|
|
$
|
1,839,571
|
|
|
$
|
2,474,815
|
|
|
$
|
2,953,365
|
|
|
$
|
2,400,187
|
|
|
$
|
2,387,093
|
|
(Loss) Income from Continuing Operations
|
|
$
|
(535,965
|
)
|
|
$
|
(350,266
|
)
|
|
$
|
164,947
|
|
|
$
|
(16,393
|
)
|
|
$
|
245,663
|
|
Net (Loss) Income Attributable to CONSOL Energy Inc. Shareholders
|
|
$
|
(848,102
|
)
|
|
$
|
(374,885
|
)
|
|
$
|
163,090
|
|
|
$
|
660,442
|
|
|
$
|
388,470
|
|
Earnings (Loss) per share:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
(Loss) Income from Continuing Operations
|
|
$
|
(2.38
|
)
|
|
$
|
(1.57
|
)
|
|
$
|
0.72
|
|
|
$
|
(0.07
|
)
|
|
$
|
1.08
|
|
(Loss) Income from Discontinued Operations
|
|
(1.32
|
)
|
|
(0.07
|
)
|
|
(0.01
|
)
|
|
2.96
|
|
|
0.63
|
|
|||||
Net (Loss) Income
|
|
$
|
(3.70
|
)
|
|
$
|
(1.64
|
)
|
|
$
|
0.71
|
|
|
$
|
2.89
|
|
|
$
|
1.71
|
|
Dilutive:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
(Loss) Income from Continuing Operations
|
|
$
|
(2.38
|
)
|
|
$
|
(1.57
|
)
|
|
$
|
0.71
|
|
|
$
|
(.07
|
)
|
|
$
|
1.07
|
|
(Loss) Income from Discontinued Operations
|
|
(1.32
|
)
|
|
(0.07
|
)
|
|
(0.01
|
)
|
|
2.94
|
|
|
0.63
|
|
|||||
Net (Loss) Income
|
|
$
|
(3.70
|
)
|
|
$
|
(1.64
|
)
|
|
$
|
0.70
|
|
|
$
|
2.87
|
|
|
$
|
1.70
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Assets from Continuing Operations
|
|
$
|
9,183,898
|
|
|
$
|
9,908,082
|
|
|
$
|
10,645,099
|
|
|
$
|
10,105,731
|
|
|
$
|
8,593,069
|
|
Assets from Discontinued Operations
|
|
83
|
|
|
1,021,820
|
|
|
1,009,546
|
|
|
1,042,204
|
|
|
3,770,061
|
|
|||||
Total Assets
|
|
$
|
9,183,981
|
|
|
$
|
10,929,902
|
|
|
$
|
11,654,645
|
|
|
$
|
11,147,935
|
|
|
$
|
12,363,130
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-Term Debt from Continuing Operations (including current portion)
|
|
$
|
2,774,069
|
|
|
$
|
3,700,192
|
|
|
$
|
3,247,407
|
|
|
$
|
3,137,522
|
|
|
$
|
3,140,656
|
|
Long-Term Debt from Discontinued Operations (including current portion)
|
|
—
|
|
|
6,665
|
|
|
3,171
|
|
|
3,063
|
|
|
5,640
|
|
|||||
Total Long-Term Debt (including current portion)
|
|
$
|
2,774,069
|
|
|
$
|
3,706,857
|
|
|
$
|
3,250,578
|
|
|
$
|
3,140,585
|
|
|
$
|
3,146,296
|
|
Cash Dividends Declared Per Share of Common Stock
|
|
$
|
0.010
|
|
|
$
|
0.145
|
|
|
$
|
0.250
|
|
|
$
|
0.375
|
|
|
$
|
0.625
|
|
|
|
Years Ended December 31,
|
||||||||||||||||||
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Gas:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales volumes produced (in Bcfe)
|
|
394.4
|
|
|
328.7
|
|
|
235.7
|
|
|
172.4
|
|
|
156.3
|
|
|||||
Average sales price ($ per Mcfe) (A)
|
|
$
|
2.63
|
|
|
$
|
2.81
|
|
|
$
|
4.37
|
|
|
$
|
4.30
|
|
|
$
|
4.22
|
|
Average cost ($ per Mcfe)
|
|
$
|
2.32
|
|
|
$
|
2.62
|
|
|
$
|
3.13
|
|
|
$
|
3.42
|
|
|
$
|
3.28
|
|
Proved reserves (in Bcfe) (B)
|
|
6,252
|
|
|
5,643
|
|
|
6,828
|
|
|
5,731
|
|
|
3,993
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Coal:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Tons sold from continuing operations (in thousands)
|
|
24,604
|
|
|
22,873
|
|
|
26,133
|
|
|
21,230
|
|
|
19,570
|
|
|||||
Tons produced from continuing operations (in thousands)
|
|
24,666
|
|
|
22,790
|
|
|
26,066
|
|
|
21,433
|
|
|
19,582
|
|
|||||
Average sales price of tons produced ($ per ton produced)
|
|
$
|
43.31
|
|
|
$
|
56.36
|
|
|
$
|
61.88
|
|
|
$
|
63.93
|
|
|
$
|
67.67
|
|
Average Cost of Goods Sold ($ per ton produced)
|
|
$
|
34.35
|
|
|
$
|
41.78
|
|
|
$
|
43.63
|
|
|
$
|
44.53
|
|
|
$
|
44.62
|
|
Recoverable coal reserves (tons in millions) (C)
|
|
2,361
|
|
|
3,047
|
|
|
3,238
|
|
|
3,032
|
|
|
4,229
|
|
|||||
Number of active mining complexes (at end of period)
|
|
1
|
|
|
1
|
|
|
1
|
|
|
1
|
|
|
1
|
|
(A)
|
Represents average net sales price including the effect of derivative transactions.
|
(B)
|
Represents proved developed and undeveloped gas reserves at period end.
|
(C)
|
Represents proven and probable coal reserves at period end, including discontinued operations and excluding equity affiliates.
|
ITEM 7.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
•
|
Record total gas production of
394.4
Bcfe in 2016,
20.0%
higher than 2015.
|
•
|
Record Marcellus Shale production of
212.5
Bcfe in 2016,
23.3%
higher than 2015.
|
•
|
Record Utica Shale production of
90.8
Bcfe in 2016,
61.6%
higher than 2015.
|
•
|
In March 2016, CONSOL Energy completed the sale of its membership interests in CONSOL Buchanan Mining Company, LLC (BMC), which owned and operated the Buchanan Mine located in Mavisdale, Virginia, various assets relating to the Amonate Mining Complex located in Amonate, Virginia; and various coal reserves. Cash proceeds of $402,799 were received at closing.
|
•
|
In August 2016, CONSOL Energy completed the sale of its Miller Creek Mining Complex and Fola Mining Complex subsidiaries. CONSOL Energy paid $28,271 of cash at closing. In addition, CONSOL Energy will pay a total of $
17,200
in installments over the next four years.
|
•
|
In November 2016, cash proceeds of $70,000 were received in connection with our equity affiliate CONE Midstream Partners LP acquiring an additional 25% interest in CONE Midstream DevCo I LP, commonly referred to as the “Anchor Systems.”
|
•
|
In December 2016, with an effective date of October 1, 2016, CONSOL Energy terminated the 50-50 Joint Venture that was formed in 2011, with Noble Energy, Inc., for the exploration, development, and operation of primarily Marcellus Shale properties in Pennsylvania and West Virginia. Highlights include: each party will own and operate a 100% interest in its properties and wells in two separate operating areas; each party will have independent control and flexibility with respect to the scope and timing of future development over its operating area; and all acreage operated by CONSOL Energy and Noble Energy, Inc. in their respective operating areas will remain fully dedicated to CONE Midstream Partners LP. Cash proceeds of $213,295 were received at closing.
|
•
|
Gas production costs continue to decline - for the year ended December 31, 2016, total gas production costs were $
2.32
per Mcfe, an
11.5%
decline from the prior year.
|
•
|
Made payments on the senior secured credit facility of $952,000, resulting in zero drawings at the end of 2016, increasing liquidity.
|
•
|
Our 2017 annual gas production is expected to increase to approximately 415 Bcfe.
|
•
|
Our 2017 E&P capital investment is expected to be approximately $555 million.
|
•
|
Our 2017 coal production is expected to be approximately 26.0 million tons.
|
•
|
Our 2017 coal capital investment is expected to be approximately $135 million.
|
|
For the Years Ended December 31,
|
||||||||||
(Dollars in thousands)
|
2016
|
|
2015
|
|
Variance
|
||||||
Loss from Continuing Operations
|
$
|
(535,965
|
)
|
|
$
|
(350,266
|
)
|
|
$
|
(185,699
|
)
|
Loss from Discontinued Operations
|
(303,183
|
)
|
|
(14,209
|
)
|
|
(288,974
|
)
|
|||
Net Loss
|
$
|
(839,148
|
)
|
|
$
|
(364,475
|
)
|
|
$
|
(474,673
|
)
|
Less: Net Income Attributable to Noncontrolling Interests
|
8,954
|
|
|
10,410
|
|
|
(1,456
|
)
|
|||
Net Loss Attributable to CONSOL Energy Shareholders
|
$
|
(848,102
|
)
|
|
$
|
(374,885
|
)
|
|
$
|
(473,217
|
)
|
|
|
For the Years Ended December 31,
|
|||||||||||||
in thousands (unless noted)
|
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change |
|||||||
LIQUIDS
|
|
|
|
|
|
|
|
|
|||||||
NGLs:
|
|
|
|
|
|
|
|
|
|||||||
Sales Volume (MMcfe)
|
|
40,260
|
|
|
33,180
|
|
|
7,080
|
|
|
21.3
|
%
|
|||
Sales Volume (Mbbls)
|
|
6,710
|
|
|
5,530
|
|
|
1,180
|
|
|
21.3
|
%
|
|||
Gross Price ($/Bbl)
|
|
$
|
14.52
|
|
|
$
|
12.30
|
|
|
$
|
2.22
|
|
|
18.0
|
%
|
Gross Revenue
|
|
$
|
97,580
|
|
|
$
|
68,057
|
|
|
$
|
29,523
|
|
|
43.4
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Oil:
|
|
|
|
|
|
|
|
|
|||||||
Sales Volume (MMcfe)
|
|
410
|
|
|
592
|
|
|
(182
|
)
|
|
(30.7
|
)%
|
|||
Sales Volume (Mbbls)
|
|
68
|
|
|
99
|
|
|
(31
|
)
|
|
(31.3
|
)%
|
|||
Gross Price ($/Bbl)
|
|
$
|
36.90
|
|
|
$
|
47.94
|
|
|
$
|
(11.04
|
)
|
|
(23.0
|
)%
|
Gross Revenue
|
|
$
|
2,521
|
|
|
$
|
4,736
|
|
|
$
|
(2,215
|
)
|
|
(46.8
|
)%
|
|
|
|
|
|
|
|
|
|
|||||||
Condensate:
|
|
|
|
|
|
|
|
|
|||||||
Sales Volume (MMcfe)
|
|
4,964
|
|
|
7,598
|
|
|
(2,634
|
)
|
|
(34.7
|
)%
|
|||
Sales Volume (Mbbls)
|
|
827
|
|
|
1,266
|
|
|
(439
|
)
|
|
(34.7
|
)%
|
|||
Gross Price ($/Bbl)
|
|
$
|
27.48
|
|
|
$
|
26.52
|
|
|
$
|
0.96
|
|
|
3.6
|
%
|
Gross Revenue
|
|
$
|
22,748
|
|
|
$
|
33,586
|
|
|
$
|
(10,838
|
)
|
|
(32.3
|
)%
|
|
|
|
|
|
|
|
|
|
|||||||
GAS
|
|
|
|
|
|
|
|
|
|||||||
Sales Volume (MMcf)
|
|
348,753
|
|
|
287,287
|
|
|
61,466
|
|
|
21.4
|
%
|
|||
Sales Price ($/Mcf)
|
|
$
|
1.92
|
|
|
$
|
2.17
|
|
|
$
|
(0.25
|
)
|
|
(11.5
|
)%
|
Gross Revenue
|
|
$
|
670,823
|
|
|
$
|
622,080
|
|
|
$
|
48,743
|
|
|
7.8
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Hedging Impact ($/Mcf)
|
|
$
|
0.70
|
|
|
$
|
0.68
|
|
|
$
|
0.02
|
|
|
2.9
|
%
|
Gain on Commodity Derivative Instruments - Cash Settlement
|
|
$
|
245,212
|
|
|
$
|
196,348
|
|
|
$
|
48,864
|
|
|
24.9
|
%
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
E&P Sales Volumes (Bcfe)
|
394.4
|
|
|
328.7
|
|
|
65.7
|
|
|
20.0
|
%
|
|||
|
|
|
|
|
|
|
|
|||||||
Average Sales Price (per Mcfe)
|
$
|
2.63
|
|
|
$
|
2.81
|
|
|
$
|
(0.18
|
)
|
|
(6.4
|
)%
|
Average Costs (per Mcfe)
|
2.32
|
|
|
2.62
|
|
|
(0.30
|
)
|
|
(11.5
|
)%
|
|||
Average Margin
|
$
|
0.31
|
|
|
$
|
0.19
|
|
|
$
|
0.12
|
|
|
63.2
|
%
|
•
|
The improvement in unit costs is primarily due to the continuing shift towards lower cost Marcellus and dry Utica Shale production, ongoing cost reduction efforts and the
20.0%
increase in total volumes sold in the period-to-period comparison. Marcellus production made up
53.9%
of E&P sales volumes in the year ended
December 31, 2016
, compared to
52.4%
in the year ended
December 31, 2015
. Utica production made up
23.0%
of E&P sales volumes in the year ended
December 31, 2016
, compared to
17.1%
in the year ended
December 31, 2015
.
|
•
|
Lifting costs per unit decreased in the period-to-period comparison primarily due to the increase in overall sales volumes, as well as a decrease in well site maintenance costs, employee related costs and costs related to wells operated by the Company's joint venture partners. The decrease was offset, in part, by an increase in total dollars relating to higher salt water disposal costs.
|
•
|
Transportation, gathering and compression expense decreased on a per unit basis in the period-to-period comparison due to the overall increase in E&P sales volumes, the shift towards dry Utica Shale production which has lower gathering costs since there are no associated processing fees and a decrease in pipeline and facility maintenance expense. The decrease in unit costs was partially offset by an increase in total dollars related to an increase in utilized firm transportation costs, increased processing fees associated with NGLs, and an increase in CONE gathering expense directly related to the increase in Marcellus production. See Note 25 - Related Party Transactions of the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional information.
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
Company Produced PA Mining Operations Tons sold (in millions)
|
24.6
|
|
|
22.9
|
|
|
1.7
|
|
|
7.4
|
%
|
|||
|
|
|
|
|
|
|
|
|||||||
Average Sales Price per ton sold
|
$
|
43.31
|
|
|
$
|
56.36
|
|
|
$
|
(13.05
|
)
|
|
(23.2
|
)%
|
Average Costs of Goods Sold per ton sold
|
34.35
|
|
|
41.78
|
|
|
(7.43
|
)
|
|
(17.8
|
)%
|
|||
Average Margin
|
$
|
8.96
|
|
|
$
|
14.58
|
|
|
$
|
(5.62
|
)
|
|
(38.5
|
)%
|
|
For the Years Ended December 31,
|
|||||||||||||
(in millions)
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
Short-Term Incentive Compensation
|
$
|
29
|
|
|
$
|
40
|
|
|
$
|
(11
|
)
|
|
(27.5
|
)%
|
Employee Wages and Related Expenses
|
54
|
|
|
62
|
|
|
(8
|
)
|
|
(12.9
|
)%
|
|||
Advertising and Promotion
|
5
|
|
|
7
|
|
|
(2
|
)
|
|
(28.6
|
)%
|
|||
Rent
|
8
|
|
|
8
|
|
|
—
|
|
|
—
|
%
|
|||
Consulting and Professional Services
|
15
|
|
|
15
|
|
|
—
|
|
|
—
|
%
|
|||
Contributions
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
%
|
|||
Stock-Based Compensation
|
31
|
|
|
25
|
|
|
6
|
|
|
24.0
|
%
|
|||
Other
|
10
|
|
|
—
|
|
|
10
|
|
|
100.0
|
%
|
|||
Total Company Selling, General and Administrative Expense
|
$
|
153
|
|
|
$
|
158
|
|
|
$
|
(5
|
)
|
|
(3.2
|
)%
|
•
|
The
decrease
in Short-Term Incentive Compensation was a result of lower payouts in the current year.
|
•
|
Employee Wages and Related Expenses
decreased
$8
million primarily due to the Company reorganization that occurred in the second half of 2015 and the first quarter of 2016, which resulted in an overall decrease in employees.
|
•
|
Stock-Based Compensation
increased
$6
million in the period-to-period comparison primarily due to additional non-cash amortization expense recorded in the current period for the Performance Share Unit (PSU) program.
|
•
|
Other
increased
$10
million in the period-to-period comparison primarily due to a 401(k) discretionary contribution in the current period.
|
|
For the Year Ended
|
|
Difference to Year Ended
|
||||||||||||||||||||||||||||||||||||
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||||||||||||||||||||||||||
(in millions)
|
Marcellus
|
|
Utica
|
|
CBM
|
|
Other
Gas
|
|
Total
E&P
|
|
Marcellus
|
|
Utica
|
|
CBM
|
|
Other
Gas
|
|
Total
E&P
|
||||||||||||||||||||
Natural Gas, NGLs and Oil Sales
|
$
|
415
|
|
|
$
|
163
|
|
|
$
|
175
|
|
|
$
|
41
|
|
|
$
|
794
|
|
|
$
|
36
|
|
|
$
|
70
|
|
|
$
|
(27
|
)
|
|
$
|
(14
|
)
|
|
$
|
65
|
|
Gain (Loss) on Commodity Derivative Instruments
|
147
|
|
|
29
|
|
|
52
|
|
|
(369
|
)
|
|
(141
|
)
|
|
46
|
|
|
23
|
|
|
(15
|
)
|
|
(588
|
)
|
|
(534
|
)
|
||||||||||
Purchased Gas Sales
|
—
|
|
|
—
|
|
|
—
|
|
|
43
|
|
|
43
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29
|
|
|
29
|
|
||||||||||
Miscellaneous Other Income
|
—
|
|
|
—
|
|
|
—
|
|
|
81
|
|
|
81
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19
|
|
|
19
|
|
||||||||||
Gain on Sale of Assets
|
—
|
|
|
—
|
|
|
—
|
|
|
14
|
|
|
14
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
||||||||||
Total Revenue and Other Income
|
562
|
|
|
192
|
|
|
227
|
|
|
(190
|
)
|
|
791
|
|
|
82
|
|
|
93
|
|
|
(42
|
)
|
|
(553
|
)
|
|
(420
|
)
|
||||||||||
Lease Operating Expense
|
34
|
|
|
22
|
|
|
25
|
|
|
15
|
|
|
96
|
|
|
(10
|
)
|
|
—
|
|
|
(8
|
)
|
|
(8
|
)
|
|
(26
|
)
|
||||||||||
Production, Ad Valorem, and Other Fees
|
17
|
|
|
5
|
|
|
6
|
|
|
3
|
|
|
31
|
|
|
(1
|
)
|
|
3
|
|
|
(1
|
)
|
|
—
|
|
|
1
|
|
||||||||||
Transportation, Gathering and Compression
|
228
|
|
|
51
|
|
|
72
|
|
|
23
|
|
|
374
|
|
|
28
|
|
|
16
|
|
|
(13
|
)
|
|
—
|
|
|
31
|
|
||||||||||
Depreciation, Depletion and Amortization
|
211
|
|
|
86
|
|
|
86
|
|
|
35
|
|
|
418
|
|
|
49
|
|
|
27
|
|
|
2
|
|
|
(31
|
)
|
|
47
|
|
||||||||||
Exploration and Production Related Other Costs
|
—
|
|
|
—
|
|
|
—
|
|
|
15
|
|
|
15
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
5
|
|
||||||||||
Purchased Gas Costs
|
—
|
|
|
—
|
|
|
—
|
|
|
43
|
|
|
43
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32
|
|
|
32
|
|
||||||||||
Other Corporate Expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
88
|
|
|
88
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22
|
|
|
22
|
|
||||||||||
Impairment of Exploration and Production Properties
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(829
|
)
|
|
(829
|
)
|
||||||||||
Selling, General and Administrative Costs
|
—
|
|
|
—
|
|
|
—
|
|
|
102
|
|
|
102
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
Total Exploration and Production Costs
|
490
|
|
|
164
|
|
|
189
|
|
|
324
|
|
|
1,167
|
|
|
66
|
|
|
46
|
|
|
(20
|
)
|
|
(809
|
)
|
|
(717
|
)
|
||||||||||
Interest Expense
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
(3
|
)
|
||||||||||
Total E&P Division Costs
|
490
|
|
|
164
|
|
|
189
|
|
|
327
|
|
|
1,170
|
|
|
66
|
|
|
46
|
|
|
(20
|
)
|
|
(812
|
)
|
|
(720
|
)
|
||||||||||
Earnings (Loss) Before Income Tax
|
$
|
72
|
|
|
$
|
28
|
|
|
$
|
38
|
|
|
$
|
(517
|
)
|
|
$
|
(379
|
)
|
|
$
|
16
|
|
|
$
|
47
|
|
|
$
|
(22
|
)
|
|
$
|
259
|
|
|
$
|
300
|
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
Marcellus Gas Sales Volumes (Bcf)
|
186.8
|
|
|
149.4
|
|
|
37.4
|
|
|
25.0
|
%
|
|||
NGLs Sales Volumes (Bcfe)*
|
23.5
|
|
|
19.0
|
|
|
4.5
|
|
|
23.7
|
%
|
|||
Condensate Sales Volumes (Bcfe)*
|
2.2
|
|
|
3.9
|
|
|
(1.7
|
)
|
|
(43.6
|
)%
|
|||
Total Marcellus Sales Volumes (Bcfe)*
|
212.5
|
|
|
172.3
|
|
|
40.2
|
|
|
23.3
|
%
|
|||
|
|
|
|
|
|
|
|
|||||||
Average Sales Price - Gas (Mcf)
|
$
|
1.87
|
|
|
$
|
2.09
|
|
|
$
|
(0.22
|
)
|
|
(10.5
|
)%
|
Gain on Commodity Derivative Instruments - Cash Settlement- Gas (Mcf)
|
$
|
0.79
|
|
|
$
|
0.67
|
|
|
$
|
0.12
|
|
|
17.9
|
%
|
Average Sales Price - NGLs (Mcfe)*
|
$
|
2.38
|
|
|
$
|
2.54
|
|
|
$
|
(0.16
|
)
|
|
(6.3
|
)%
|
Average Sales Price - Condensate (Mcfe)*
|
$
|
4.32
|
|
|
$
|
5.02
|
|
|
$
|
(0.70
|
)
|
|
(13.9
|
)%
|
|
|
|
|
|
|
|
|
|||||||
Total Average Marcellus Sales Price (per Mcfe)
|
$
|
2.64
|
|
|
$
|
2.79
|
|
|
$
|
(0.15
|
)
|
|
(5.4
|
)%
|
Average Marcellus Lease Operating Expenses (per Mcfe)
|
0.16
|
|
|
0.26
|
|
|
(0.10
|
)
|
|
(38.5
|
)%
|
|||
Average Marcellus Production, Ad Valorem, and Other Fees (per Mcfe)
|
0.08
|
|
|
0.10
|
|
|
(0.02
|
)
|
|
(20.0
|
)%
|
|||
Average Marcellus Transportation, Gathering and Compression Costs (per Mcfe)
|
1.07
|
|
|
1.16
|
|
|
(0.09
|
)
|
|
(7.8
|
)%
|
|||
Average Marcellus Depreciation, Depletion and Amortization Costs (per Mcfe)
|
0.99
|
|
|
0.94
|
|
|
0.05
|
|
|
5.3
|
%
|
|||
Total Average Marcellus Costs (per Mcfe)
|
$
|
2.30
|
|
|
$
|
2.46
|
|
|
$
|
(0.16
|
)
|
|
(6.5
|
)%
|
Average Margin for Marcellus (per Mcfe)
|
$
|
0.34
|
|
|
$
|
0.33
|
|
|
$
|
0.01
|
|
|
3.0
|
%
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
Utica Gas Sales Volumes (Bcf)
|
71.3
|
|
|
38.3
|
|
|
33.0
|
|
|
86.2
|
%
|
|||
NGLs Sales Volumes (Bcfe)*
|
16.7
|
|
|
14.1
|
|
|
2.6
|
|
|
18.4
|
%
|
|||
Oil Sales Volumes (Bcfe)*
|
—
|
|
|
0.1
|
|
|
(0.1
|
)
|
|
(100.0
|
)%
|
|||
Condensate Sales Volumes (Bcfe)*
|
2.8
|
|
|
3.7
|
|
|
(0.9
|
)
|
|
(24.3
|
)%
|
|||
Total Utica Sales Volumes (Bcfe)*
|
90.8
|
|
|
56.2
|
|
|
34.6
|
|
|
61.6
|
%
|
|||
|
|
|
|
|
|
|
|
|||||||
Average Sales Price - Gas (Mcf)
|
$
|
1.52
|
|
|
$
|
1.52
|
|
|
$
|
—
|
|
|
—
|
%
|
Gain on Commodity Derivative Instruments - Cash Settlement- Gas (Mcf)
|
$
|
0.41
|
|
|
$
|
0.17
|
|
|
$
|
0.24
|
|
|
141.2
|
%
|
Average Sales Price - NGLs (Mcfe)*
|
$
|
2.49
|
|
|
$
|
1.39
|
|
|
$
|
1.10
|
|
|
79.1
|
%
|
Average Sales Price - Oil (Mcfe)*
|
$
|
—
|
|
|
$
|
6.58
|
|
|
$
|
(6.58
|
)
|
|
(100.0
|
)%
|
Average Sales Price - Condensate (Mcfe)*
|
$
|
4.78
|
|
|
$
|
3.79
|
|
|
$
|
0.99
|
|
|
26.1
|
%
|
|
|
|
|
|
|
|
|
|||||||
Total Average Utica Sales Price (per Mcfe)
|
$
|
2.12
|
|
|
$
|
1.75
|
|
|
$
|
0.37
|
|
|
21.1
|
%
|
Average Utica Lease Operating Expenses (per Mcfe)
|
0.25
|
|
|
0.39
|
|
|
(0.14
|
)
|
|
(35.9
|
)%
|
|||
Average Utica Production, Ad Valorem, and Other Fees (per Mcfe)
|
0.05
|
|
|
0.04
|
|
|
0.01
|
|
|
25.0
|
%
|
|||
Average Utica Transportation, Gathering and Compression Costs (per Mcfe)
|
0.57
|
|
|
0.61
|
|
|
(0.04
|
)
|
|
(6.6
|
)%
|
|||
Average Utica Depreciation, Depletion and Amortization Costs (per Mcfe)
|
0.94
|
|
|
1.06
|
|
|
(0.12
|
)
|
|
(11.3
|
)%
|
|||
Total Average Utica Costs (per Mcfe)
|
$
|
1.81
|
|
|
$
|
2.10
|
|
|
$
|
(0.29
|
)
|
|
(13.8
|
)%
|
Average Margin for Utica (per Mcfe)
|
$
|
0.31
|
|
|
$
|
(0.35
|
)
|
|
$
|
0.66
|
|
|
188.6
|
%
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
CBM Gas Sales Volumes (Bcf)
|
69.0
|
|
|
74.9
|
|
|
(5.9
|
)
|
|
(7.9
|
)%
|
|||
|
|
|
|
|
|
|
|
|||||||
Average Sales Price - Gas (Mcf)
|
$
|
2.53
|
|
|
$
|
2.70
|
|
|
$
|
(0.17
|
)
|
|
(6.3
|
)%
|
Gain on Commodity Derivative Instruments - Cash Settlement- Gas (Mcf)
|
$
|
0.76
|
|
|
$
|
0.90
|
|
|
$
|
(0.14
|
)
|
|
(15.6
|
)%
|
|
|
|
|
|
|
|
|
|||||||
Total Average CBM Sales Price (per Mcf)
|
$
|
3.29
|
|
|
$
|
3.60
|
|
|
$
|
(0.31
|
)
|
|
(8.6
|
)%
|
Average CBM Lease Operating Expenses (per Mcf)
|
0.36
|
|
|
0.44
|
|
|
(0.08
|
)
|
|
(18.2
|
)%
|
|||
Average CBM Production, Ad Valorem, and Other Fees (per Mcf)
|
0.09
|
|
|
0.10
|
|
|
(0.01
|
)
|
|
(10.0
|
)%
|
|||
Average CBM Transportation, Gathering and Compression Costs (per Mcf)
|
1.04
|
|
|
1.13
|
|
|
(0.09
|
)
|
|
(8.0
|
)%
|
|||
Average CBM Depreciation, Depletion and Amortization Costs (per Mcf)
|
1.25
|
|
|
1.13
|
|
|
0.12
|
|
|
10.6
|
%
|
|||
Total Average CBM Costs (per Mcf)
|
$
|
2.74
|
|
|
$
|
2.80
|
|
|
$
|
(0.06
|
)
|
|
(2.1
|
)%
|
Average Margin for CBM (per Mcf)
|
$
|
0.55
|
|
|
$
|
0.80
|
|
|
$
|
(0.25
|
)
|
|
(31.3
|
)%
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change |
|||||||
Other Gas Sales Volumes (Bcf)
|
21.7
|
|
|
24.7
|
|
|
(3.0
|
)
|
|
(12.1
|
)%
|
|||
Oil Sales Volumes (Bcfe)*
|
0.4
|
|
|
0.5
|
|
|
(0.1
|
)
|
|
(20.0
|
)%
|
|||
Total Other Sales Volumes (Bcfe)*
|
22.1
|
|
|
25.2
|
|
|
(3.1
|
)
|
|
(12.3
|
)%
|
|||
|
|
|
|
|
|
|
|
|||||||
Average Sales Price - Gas (Mcf)
|
$
|
1.79
|
|
|
$
|
2.03
|
|
|
$
|
(0.24
|
)
|
|
(11.8
|
)%
|
Gain on Commodity Derivative Instruments - Cash Settlement- Gas (Mcf)
|
$
|
0.75
|
|
|
$
|
0.88
|
|
|
$
|
(0.13
|
)
|
|
(14.8
|
)%
|
Average Sales Price - Oil (Mcfe)*
|
$
|
6.23
|
|
|
$
|
8.15
|
|
|
$
|
(1.92
|
)
|
|
(23.6
|
)%
|
|
|
|
|
|
|
|
|
|||||||
Total Average Other Sales Price (per Mcfe)
|
$
|
2.61
|
|
|
$
|
3.03
|
|
|
$
|
(0.42
|
)
|
|
(13.9
|
)%
|
Average Other Lease Operating Expenses (per Mcfe)
|
0.69
|
|
|
0.90
|
|
|
(0.21
|
)
|
|
(23.3
|
)%
|
|||
Average Other Production, Ad Valorem, and Other Fees (per Mcfe)
|
0.12
|
|
|
0.14
|
|
|
(0.02
|
)
|
|
(14.3
|
)%
|
|||
Average Other Transportation, Gathering and Compression Costs (per Mcfe)
|
1.07
|
|
|
0.96
|
|
|
0.11
|
|
|
11.5
|
%
|
|||
Average Other Depreciation, Depletion and Amortization Costs (per Mcfe)
|
1.49
|
|
|
2.34
|
|
|
(0.85
|
)
|
|
(36.3
|
)%
|
|||
Total Average Other Costs (per Mcfe)
|
$
|
3.37
|
|
|
$
|
4.34
|
|
|
$
|
(0.97
|
)
|
|
(22.4
|
)%
|
Average Margin for Other (per Mcfe)
|
$
|
(0.76
|
)
|
|
$
|
(1.31
|
)
|
|
$
|
0.55
|
|
|
42.0
|
%
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
Purchased Gas Sales Volumes (in billion cubic feet)
|
21.7
|
|
|
6.8
|
|
|
14.9
|
|
|
219.1
|
%
|
|||
Average Sales Price (per Mcf)
|
$
|
1.99
|
|
|
$
|
2.14
|
|
|
$
|
(0.15
|
)
|
|
(7.0
|
)%
|
Average Cost (per Mcf)
|
$
|
1.97
|
|
|
$
|
1.59
|
|
|
$
|
0.38
|
|
|
23.9
|
%
|
|
For the Years Ended December 31,
|
|||||||||||||
(in millions)
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
Right of Way Sales
|
$
|
15
|
|
|
$
|
2
|
|
|
$
|
13
|
|
|
650.0
|
%
|
Equity in Earnings of Affiliates
|
52
|
|
|
47
|
|
|
5
|
|
|
10.6
|
%
|
|||
Gathering Revenue
|
11
|
|
|
10
|
|
|
1
|
|
|
10.0
|
%
|
|||
Other
|
3
|
|
|
3
|
|
|
—
|
|
|
—
|
%
|
|||
Total Miscellaneous Other Income
|
$
|
81
|
|
|
$
|
62
|
|
|
$
|
19
|
|
|
30.6
|
%
|
•
|
Right of Way Sales
increase
d
$13
million in the period-to-period comparison due to an initiative in the current year to generate additional revenue from our unutilized surface rights.
|
•
|
Equity in Earnings of Affiliates
increase
d
$5
million primarily due to an increase in earnings from CONE Midstream Partners LP and CONE Gathering LLC. See Note 25 - Related Party Transactions of the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional information.
|
|
For the Years Ended December 31,
|
|||||||||||||
(in millions)
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
Lease Expiration Costs
|
$
|
7
|
|
|
$
|
4
|
|
|
$
|
3
|
|
|
75.0
|
%
|
Permitting Expense
|
2
|
|
|
1
|
|
|
1
|
|
|
100.0
|
%
|
|||
Land Rentals
|
4
|
|
|
5
|
|
|
(1
|
)
|
|
(20.0
|
)%
|
|||
Other
|
2
|
|
|
—
|
|
|
2
|
|
|
100.0
|
%
|
|||
Total Exploration and Other Costs
|
$
|
15
|
|
|
$
|
10
|
|
|
$
|
5
|
|
|
50.0
|
%
|
•
|
Lease Expiration Costs
increase
d by
$3
million in the period-to-period comparison, primarily due to an increase in the number of leases allowed to expire in the year ended
December 31, 2016
as compared to the year ended
December 31, 2015
.
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
Severance Expense
|
$
|
1
|
|
|
$
|
5
|
|
|
$
|
(4
|
)
|
|
(80.0
|
)%
|
Litigation Settlements
|
1
|
|
|
2
|
|
|
(1
|
)
|
|
(50.0
|
)%
|
|||
Insurance Expense
|
3
|
|
|
3
|
|
|
—
|
|
|
—
|
%
|
|||
Unutilized Firm Transportation and Processing Fees
|
37
|
|
|
33
|
|
|
4
|
|
|
12.1
|
%
|
|||
Transaction Fees
|
4
|
|
|
—
|
|
|
4
|
|
|
100.0
|
%
|
|||
Idle Rig Expense
|
33
|
|
|
19
|
|
|
14
|
|
|
73.7
|
%
|
|||
Other
|
9
|
|
|
4
|
|
|
5
|
|
|
125.0
|
%
|
|||
Total Other Corporate Expenses
|
$
|
88
|
|
|
$
|
66
|
|
|
$
|
22
|
|
|
33.3
|
%
|
•
|
Severance Expense
decrease
d
$4
million in the period-to-period comparison primarily due to the Company reorganization that occurred in the third quarter of 2015. Amounts recorded in the current period are primarily due to the Company's first quarter 2016 reorganization.
|
•
|
Unutilized Firm Transportation and Processing Fees represent pipeline transportation capacity the E&P segment has obtained to enable gas production to flow uninterrupted as sales volumes increase, as well as additional processing capacity for natural gas liquids. The increase in the period-to-period comparison was primarily due to the decrease in the utilization of capacity. The Company attempts to minimize this expense by releasing (selling) unutilized firm transportation capacity to other parties when possible and when beneficial. The revenue received when this capacity is released (sold) is included in Gathering Revenue in miscellaneous other income above.
|
•
|
Transaction Fees of $
4
million are associated with the dissolution of the Noble Energy Marcellus Shale joint venture.
|
•
|
Idle Rig Expense related to temporary idling of some of the Company's natural gas rigs. The total idle rig expense increased in the period-to-period comparison due to unfavorable market conditions in the first half of the current period.
|
•
|
Other
increase
d
$5
million in the period-to-period comparison primarily due to a 401(k) discretionary contribution in the current period, as well as various transactions that occurred throughout both periods, none of which were individually material.
|
|
For the Years Ended December 31,
|
||||||||||
(in millions)
|
2016
|
|
2015
|
|
Variance
|
||||||
Sales:
|
|
|
|
|
|
||||||
Coal Sales
|
$
|
1,066
|
|
|
$
|
1,289
|
|
|
$
|
(223
|
)
|
Freight Revenue
|
46
|
|
|
20
|
|
|
26
|
|
|||
Miscellaneous Other Income
|
13
|
|
|
4
|
|
|
9
|
|
|||
Total Revenue and Other Income
|
1,125
|
|
|
1,313
|
|
|
(188
|
)
|
|||
Operating Costs and Expenses:
|
|
|
|
|
|
||||||
Operating Costs
|
691
|
|
|
789
|
|
|
(98
|
)
|
|||
Depreciation, Depletion and Amortization
|
154
|
|
|
167
|
|
|
(13
|
)
|
|||
Total Operating Costs and Expenses
|
845
|
|
|
956
|
|
|
(111
|
)
|
|||
Other Costs and Expenses:
|
|
|
|
|
|
|
|||||
Other Costs
|
42
|
|
|
(122
|
)
|
|
164
|
|
|||
Depreciation, Depletion and Amortization
|
14
|
|
|
10
|
|
|
4
|
|
|||
Total Other Costs and Expenses
|
56
|
|
|
(112
|
)
|
|
168
|
|
|||
Freight Expense
|
46
|
|
|
20
|
|
|
26
|
|
|||
Selling, General and Administrative Costs
|
38
|
|
|
41
|
|
|
(3
|
)
|
|||
Total PA Mining Operations Costs
|
985
|
|
|
905
|
|
|
80
|
|
|||
Interest Expense
|
9
|
|
|
3
|
|
|
6
|
|
|||
Total PA Mining Operations Division Expense
|
994
|
|
|
908
|
|
|
86
|
|
|||
Earnings Before Income Tax
|
$
|
131
|
|
|
$
|
405
|
|
|
$
|
(274
|
)
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
Company Produced PA Mining Operations Tons Sold (in millions)
|
24.6
|
|
|
22.9
|
|
|
1.7
|
|
|
7.4
|
%
|
|||
Average Sales Price Per PA Mining Operations Ton Sold
|
$
|
43.31
|
|
|
$
|
56.36
|
|
|
$
|
(13.05
|
)
|
|
(23.2
|
%)
|
|
|
|
|
|
|
|
|
|||||||
Total Operating Costs Per Ton Sold
|
$
|
28.09
|
|
|
$
|
34.47
|
|
|
$
|
(6.38
|
)
|
|
(18.5
|
%)
|
Total Depreciation, Depletion and Amortization Costs Per Ton Sold
|
6.26
|
|
|
7.31
|
|
|
(1.05
|
)
|
|
(14.4
|
%)
|
|||
Total Costs Per PA Mining Operations Ton Sold
|
$
|
34.35
|
|
|
$
|
41.78
|
|
|
$
|
(7.43
|
)
|
|
(17.8
|
%)
|
Average Margin Per PA Mining Operations Ton Sold
|
$
|
8.96
|
|
|
$
|
14.58
|
|
|
$
|
(5.62
|
)
|
|
(38.5
|
%)
|
|
|
For the Years Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
Variance
|
||||||
OPEB Plan Changes
|
|
$
|
—
|
|
|
$
|
(129
|
)
|
|
$
|
129
|
|
Idle Mine Costs
|
|
19
|
|
|
—
|
|
|
19
|
|
|||
Purchased Coal Costs
|
|
6
|
|
|
—
|
|
|
6
|
|
|||
Litigation Expense
|
|
4
|
|
|
—
|
|
|
4
|
|
|||
Severance Expense
|
|
1
|
|
|
—
|
|
|
1
|
|
|||
Amortization of Capitalized Interest
|
|
9
|
|
|
9
|
|
|
—
|
|
|||
Coal Reserve Holding Costs
|
|
4
|
|
|
5
|
|
|
(1
|
)
|
|||
Other
|
|
13
|
|
|
3
|
|
|
10
|
|
|||
Other Costs and Expenses
|
|
$
|
56
|
|
|
$
|
(112
|
)
|
|
$
|
168
|
|
•
|
Income of
$129
million related to OPEB plan changes made in May 2015 for retired employees. Refer to the discussion of total Company long-term liabilities contained in the section "Net Loss Attributable to CONSOL Energy Shareholders" of this annual report for a detailed cost explanation. No such transactions occurred during the year ended
December 31, 2016
.
|
•
|
Idle Mine Costs increased
$19
million, due to the temporary idling of one longwall at the PA Mining Operations complex for approximately 90 days in the first half of 2016 to optimize operating schedules.
|
•
|
Purchased Coal Costs increased
$6
million due to higher volumes of coal that needed to be purchased to fulfill various contracts.
|
•
|
Litigation expense relates to approximately $3 million of costs which were incurred during the year ended
December 31, 2016
related to the proposed consent decree with respect to the Bailey mine complex. See Note 22 - Commitments and Contingent Liabilities of the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional information. The remaining change was the result of various transactions that occurred, none of which were individually material.
|
•
|
Severance Expense of
$1
million was incurred during the year ended
December 31, 2016
in connection with the Company's ongoing cost reduction efforts. No such transactions occurred in the prior period.
|
•
|
Other increased $
10
million in the period-to-period comparison primarily due to a 401(k) discretionary contribution in the current period.
|
|
For the Years Ended December 31,
|
|||||||||||||
(in millions)
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
Other Outside Sales
|
$
|
32
|
|
|
$
|
31
|
|
|
$
|
1
|
|
|
3.2
|
%
|
Miscellaneous Other Income
|
73
|
|
|
78
|
|
|
(5
|
)
|
|
(6.4
|
)%
|
|||
Gain on Sale of Assets
|
5
|
|
|
61
|
|
|
(56
|
)
|
|
(91.8
|
)%
|
|||
Total Revenue
|
110
|
|
|
170
|
|
|
(60
|
)
|
|
(35.3
|
)%
|
|||
Miscellaneous Operating Expense
|
183
|
|
|
79
|
|
|
104
|
|
|
131.6
|
%
|
|||
Selling, General, and Administrative Costs
|
13
|
|
|
15
|
|
|
(2
|
)
|
|
(13.3
|
)%
|
|||
Depreciation, Depletion and Amortization
|
12
|
|
|
20
|
|
|
(8
|
)
|
|
(40.0
|
)%
|
|||
Loss on Debt Extinguishment
|
—
|
|
|
68
|
|
|
(68
|
)
|
|
(100.0
|
)%
|
|||
Interest Expense
|
179
|
|
|
190
|
|
|
(11
|
)
|
|
(5.8
|
)%
|
|||
Total Other Costs
|
387
|
|
|
372
|
|
|
15
|
|
|
4.0
|
%
|
|||
Loss Before Income Tax
|
(277
|
)
|
|
(202
|
)
|
|
(75
|
)
|
|
(37.1
|
)%
|
|||
Income Tax Expense (Benefit)
|
10
|
|
|
(125
|
)
|
|
135
|
|
|
108.0
|
%
|
|||
Net Loss
|
$
|
(287
|
)
|
|
$
|
(77
|
)
|
|
$
|
(210
|
)
|
|
(272.7
|
)%
|
|
|
For the Years Ended December 31,
|
||||||||||
(in millions)
|
|
2016
|
|
2015
|
|
Variance
|
||||||
Equity in Earnings of Affiliates
|
|
$
|
1
|
|
|
$
|
8
|
|
|
$
|
(7
|
)
|
Purchased Coal Sales
|
|
—
|
|
|
2
|
|
|
(2
|
)
|
|||
Rental Income
|
|
36
|
|
|
37
|
|
|
(1
|
)
|
|||
Interest Income
|
|
1
|
|
|
2
|
|
|
(1
|
)
|
|||
Right of Way Sales
|
|
12
|
|
|
8
|
|
|
4
|
|
|||
Royalty Income
|
|
20
|
|
|
15
|
|
|
5
|
|
|||
Other Income
|
|
3
|
|
|
6
|
|
|
(3
|
)
|
|||
Total Miscellaneous Other Income
|
|
$
|
73
|
|
|
$
|
78
|
|
|
$
|
(5
|
)
|
•
|
Equity in Earnings of Affiliates
decreased
$
7
million due to the sale of the Company's 49% interest in Western Allegheny Energy in September 2015. See Note 3 - Acquisitions and Dispositions in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional details.
|
•
|
Purchased Coal Sales
decreased
$2
million due to lower volumes of coal that needed to be purchased to fulfill various contracts in the current period.
|
•
|
Right of Way Sales increased
$4
million in the period-to-period comparison due to an initiative in the current year to generate additional revenue from the Company's unutilized surface rights.
|
•
|
Royalty Income
increased
$5
million primarily due to additional royalties received in the current year resulting from the sale of Buchanan Mine. See Note 2 - Discontinued Operations in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional details.
|
|
|
For the Years Ended December 31,
|
||||||||||
(in millions)
|
|
2016
|
|
2015
|
|
Variance
|
||||||
OPEB Plan Changes
|
|
$
|
—
|
|
|
$
|
(125
|
)
|
|
$
|
125
|
|
Coal Reserve Holding Costs
|
|
19
|
|
|
8
|
|
|
11
|
|
|||
Litigation Expense
|
|
5
|
|
|
—
|
|
|
5
|
|
|||
Pension Settlement
|
|
22
|
|
|
19
|
|
|
3
|
|
|||
Bank Fees
|
|
18
|
|
|
17
|
|
|
1
|
|
|||
Closed and Idle Mines
|
|
9
|
|
|
9
|
|
|
—
|
|
|||
Purchased Coal
|
|
—
|
|
|
1
|
|
|
(1
|
)
|
|||
UMWA Expenses
|
|
9
|
|
|
10
|
|
|
(1
|
)
|
|||
Workers' Compensation
|
|
6
|
|
|
7
|
|
|
(1
|
)
|
|||
Lease Rental Expense
|
|
30
|
|
|
31
|
|
|
(1
|
)
|
|||
Coal Terminal Operations
|
|
18
|
|
|
20
|
|
|
(2
|
)
|
|||
UMWA OPEB Expense
|
|
43
|
|
|
47
|
|
|
(4
|
)
|
|||
Severance Payments
|
|
1
|
|
|
6
|
|
|
(5
|
)
|
|||
Industrial Supplies Working Capital Settlement
|
|
—
|
|
|
6
|
|
|
(6
|
)
|
|||
Pension Expense
|
|
(14
|
)
|
|
6
|
|
|
(20
|
)
|
|||
Other
|
|
17
|
|
|
17
|
|
|
—
|
|
|||
Miscellaneous Operating Expense
|
|
$
|
183
|
|
|
$
|
79
|
|
|
$
|
104
|
|
•
|
Income of
$125
million was the result of modifications made to the OPEB plan in May 2015 for retired employees. Refer to the discussion of total Company long-term liabilities contained in the section "Net Loss Attributable to CONSOL Energy Shareholders" of this annual report and Note 14 - Pension and Other Postretirement Benefit Plans in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for more information. No such transactions occurred in the current period.
|
•
|
Coal Reserve Holding Costs
increased
$11
million in the period-to-period comparison, primarily as a result of the surrender of various leases in the current period.
|
•
|
Pension Settlement expense is required when lump sum distributions made for a given plan year exceed the total of the service and interest costs for that same plan year. Settlement accounting was triggered in both periods. See Note 14 - Pension and Other Postretirement Benefits Plans in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional information.
|
•
|
Purchased Coal
decreased
$1
million due to lower volumes of coal that needed to be purchased to fulfill various contracts.
|
•
|
Lease Rental Expense
decreased
$1
million primarily due to the buyout of certain leased equipment in the current period.
|
•
|
Coal Terminal Operations
decreased
$2
million due to a reduction in labor costs.
|
•
|
UMWA OPEB Expense
decreased
$4
million primarily due to a decrease in interest costs.
|
•
|
Severance Payments
decreased
$5
million in the period-to-period comparison, primarily related to the company reorganization that occurred in the year ended
December 31, 2015
.
|
•
|
Industrial Supplies Working Capital Settlement of
$6
million represents the settlement of working capital adjustments and other matters in the year ended
December 31, 2015
related to the divestiture of the Company's industrial supplies subsidiary in December 2014.
|
•
|
Pension Expense
decreased
$20
million in the period-to-period comparison due to a decrease in actuarially-calculated amortization related to modifications made to the pension plan in May 2015. See Note 14 - Pension and Other Postretirement Benefits Plans in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional information.
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2016
|
|
2015
|
|
Variance
|
|
Percent
Change
|
|||||||
Total Company Loss Before Income Tax excluding Noncontrolling Interest
|
$
|
(535
|
)
|
|
$
|
(476
|
)
|
|
$
|
(59
|
)
|
|
12.4
|
%
|
Income Tax Expense (Benefit)
|
$
|
10
|
|
|
$
|
(125
|
)
|
|
$
|
135
|
|
|
(108.0
|
)%
|
Effective Income Tax Rate
|
(1.9
|
)%
|
|
26.3
|
%
|
|
(28.2
|
)%
|
|
|
|
For the Years Ended December 31,
|
||||||||||
(Dollars in thousands)
|
2015
|
|
2014
|
|
Variance
|
||||||
(Loss) Income from Continuing Operations
|
$
|
(350,266
|
)
|
|
$
|
164,947
|
|
|
$
|
(515,213
|
)
|
Loss from Discontinued Operations
|
(14,209
|
)
|
|
(1,857
|
)
|
|
(12,352
|
)
|
|||
Net (Loss) Income
|
$
|
(364,475
|
)
|
|
$
|
163,090
|
|
|
$
|
(527,565
|
)
|
Less: Net Income Attributable to Noncontrolling Interests
|
10,410
|
|
|
—
|
|
|
10,410
|
|
|||
Net (Loss) Income Attributable to CONSOL Energy Shareholders
|
$
|
(374,885
|
)
|
|
$
|
163,090
|
|
|
$
|
(537,975
|
)
|
|
|
For the Years Ended December 31,
|
|||||||||||||
in thousands (unless noted)
|
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change |
|||||||
LIQUIDS
|
|
|
|
|
|
|
|
|
|
|
|||||
NGLs:
|
|
|
|
|
|
|
|
|
|
|
|||||
Sales Volume (MMcfe)
|
|
33,180
|
|
|
15,475
|
|
|
17,705
|
|
|
114.4
|
%
|
|||
Sales Volume (Mbbls)
|
|
5,530
|
|
|
2,579
|
|
|
2,951
|
|
|
114.4
|
%
|
|||
Gross Price ($/Bbl)
|
|
$
|
12.30
|
|
|
$
|
35.70
|
|
|
$
|
(23.40
|
)
|
|
(65.5
|
)%
|
Gross Revenue
|
|
$
|
68,057
|
|
|
$
|
92,136
|
|
|
$
|
(24,079
|
)
|
|
(26.1
|
)%
|
|
|
|
|
|
|
|
|
|
|||||||
Oil:
|
|
|
|
|
|
|
|
|
|||||||
Sales Volume (MMcfe)
|
|
592
|
|
|
681
|
|
|
(89
|
)
|
|
(13.1
|
)%
|
|||
Sales Volume (Mbbls)
|
|
99
|
|
|
114
|
|
|
(15
|
)
|
|
(13.2
|
)%
|
|||
Gross Price ($/Bbl)
|
|
$
|
47.94
|
|
|
$
|
89.10
|
|
|
$
|
(41.16
|
)
|
|
(46.2
|
)%
|
Gross Revenue
|
|
$
|
4,736
|
|
|
$
|
10,108
|
|
|
$
|
(5,372
|
)
|
|
(53.1
|
)%
|
|
|
|
|
|
|
|
|
|
|||||||
Condensate:
|
|
|
|
|
|
|
|
|
|||||||
Sales Volume (MMcfe)
|
|
7,598
|
|
|
3,298
|
|
|
4,300
|
|
|
130.4
|
%
|
|||
Sales Volume (Mbbls)
|
|
1,266
|
|
|
550
|
|
|
716
|
|
|
130.2
|
%
|
|||
Gross Price ($/Bbl)
|
|
$
|
26.52
|
|
|
$
|
66.96
|
|
|
$
|
(40.44
|
)
|
|
(60.4
|
)%
|
Gross Revenue
|
|
$
|
33,586
|
|
|
$
|
36,808
|
|
|
$
|
(3,222
|
)
|
|
(8.8
|
)%
|
|
|
|
|
|
|
|
|
|
|||||||
GAS
|
|
|
|
|
|
|
|
|
|||||||
Sales Volume (MMcf)
|
|
287,287
|
|
|
216,260
|
|
|
71,027
|
|
|
32.8
|
%
|
|||
Sales Price ($/Mcf)
|
|
$
|
2.17
|
|
|
$
|
4.02
|
|
|
$
|
(1.85
|
)
|
|
(46.0
|
)%
|
Gross Revenue
|
|
$
|
622,080
|
|
|
$
|
868,329
|
|
|
$
|
(246,249
|
)
|
|
(28.4
|
)%
|
|
|
|
|
|
|
|
|
|
|||||||
Hedging Impact ($/Mcf)
|
|
$
|
0.68
|
|
|
$
|
0.11
|
|
|
$
|
0.57
|
|
|
518.2
|
%
|
Gain on Commodity Derivative Instruments - Cash Settlement
|
|
$
|
196,348
|
|
|
$
|
23,193
|
|
|
$
|
173,155
|
|
|
746.6
|
%
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change
|
|||||||
E&P Sales Volumes (Bcfe)
|
328.7
|
|
|
235.7
|
|
|
93.0
|
|
|
39.5
|
%
|
|||
|
|
|
|
|
|
|
|
|||||||
Average Sales Price (per Mcfe)
|
$
|
2.81
|
|
|
$
|
4.37
|
|
|
$
|
(1.56
|
)
|
|
(35.7
|
)%
|
Average Costs (per Mcfe)
|
2.62
|
|
|
3.13
|
|
|
(0.51
|
)
|
|
(16.3
|
)%
|
|||
Average Margin
|
$
|
0.19
|
|
|
$
|
1.24
|
|
|
$
|
(1.05
|
)
|
|
(84.7
|
)%
|
•
|
The improvement in unit costs is primarily due to the continuing shift towards lower cost Marcellus and Utica Shale production, ongoing cost reduction efforts and the
39.5%
increase in total volumes sold in the period-to-period comparison. Marcellus production made up
52.4%
of E&P sales volumes in the year ended
December 31, 2015
, compared to
47.4%
in the year ended
December 31, 2014
. Utica production made up
17.1%
of E&P sales volumes in the year ended
December 31, 2015
, compared to
7.1%
in the year ended
December 31, 2014
.
|
•
|
Depreciation, depletion and amortization decreased on a per-unit basis primarily due to the adjustment to the Company's shallow oil and gas rates following the impairment in carrying value that was recognized in the second quarter of 2015 (see Note 9 - Property, Plant and Equipment in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for more information), as well as the increase in E&P sales volumes from the Company's lower cost Marcellus and Utica production. The decrease was offset, in part, by an overall increase in rates due to the reduction in the 2015 year-end reserves, as well as an increase in total dollars as production continued to grow.
|
•
|
Lease operating expenses decreased on a per-unit basis in the period-to-period comparison due to the overall increase in E&P sales volumes. The decrease in unit costs was partially offset by an increase in repairs and maintenance, salt water disposal costs, and contractual services related to well tending.
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change
|
|||||||
Company Produced PA Mining Operations Tons sold (in millions)
|
22.9
|
|
|
26.1
|
|
|
(3.2
|
)
|
|
(12.3
|
)%
|
|||
|
|
|
|
|
|
|
|
|||||||
Average Sales Price per ton sold
|
$
|
56.36
|
|
|
$
|
61.88
|
|
|
$
|
(5.52
|
)
|
|
(8.9
|
)%
|
Average Cost of Goods Sold per ton
|
41.78
|
|
|
43.63
|
|
|
(1.85
|
)
|
|
(4.2
|
)%
|
|||
Average Margin
|
$
|
14.58
|
|
|
$
|
18.25
|
|
|
$
|
(3.67
|
)
|
|
(20.1
|
)%
|
|
For the Years Ended December 31,
|
|||||||||||||
(in millions)
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change
|
|||||||
Short-Term Incentive Compensation
|
$
|
40
|
|
|
$
|
55
|
|
|
$
|
(15
|
)
|
|
(27.3
|
)%
|
Stock-Based Compensation
|
25
|
|
|
40
|
|
|
(15
|
)
|
|
(37.5
|
)%
|
|||
Contributions
|
1
|
|
|
9
|
|
|
(8
|
)
|
|
(88.9
|
)%
|
|||
Employee Wages and Related Expenses
|
62
|
|
|
70
|
|
|
(8
|
)
|
|
(11.4
|
)%
|
|||
Consulting and Professional Services
|
15
|
|
|
20
|
|
|
(5
|
)
|
|
(25.0
|
)%
|
|||
Advertising and Promotion
|
7
|
|
|
7
|
|
|
—
|
|
|
—
|
%
|
|||
Rent
|
8
|
|
|
8
|
|
|
—
|
|
|
—
|
%
|
|||
Other
|
—
|
|
|
2
|
|
|
(2
|
)
|
|
(100.0
|
)%
|
|||
Total Company Selling, General and Administrative Expense
|
$
|
158
|
|
|
$
|
211
|
|
|
$
|
(53
|
)
|
|
(25.1
|
)%
|
•
|
The
decrease
in Short-Term Incentive Compensation was a result of lower payouts in the current period.
|
•
|
Stock-Based Compensation
decreased
$15
million in the period-to-period comparison primarily due to accelerated non-cash amortization recorded in the prior period for employees who received awards under the Company's Equity Incentive Plan.
|
•
|
Contributions
decreased
$8
million primarily due to a charitable contribution of $6 million to the Boy Scouts of America that was recorded during the year ended
December 31, 2014
. The remaining $2 million decrease is due to various transactions that occurred throughout both periods, none of which were individually material.
|
•
|
Employee Wages and Related Expenses
decreased
$8
million primarily due to the Company reorganization that occurred in the year ended
December 31, 2015
.
|
•
|
Consulting and Professional Services
decreased
$5
million due to various transactions that occurred throughout both periods, none of which were individually material, including a general decrease in legal expenses during the year ended
December 31, 2015
.
|
|
For the Year Ended
|
|
Difference to Year Ended
|
||||||||||||||||||||||||||||||||||||
|
December 31, 2015
|
|
December 31, 2014
|
||||||||||||||||||||||||||||||||||||
(in millions)
|
Marcellus
|
|
Utica
|
|
CBM
|
|
Other
Gas
|
|
Total
E&P
|
|
Marcellus
|
|
Utica
|
|
CBM
|
|
Other
Gas
|
|
Total
E&P
|
||||||||||||||||||||
Natural Gas, NGLs and Oil Sales
|
$
|
379
|
|
|
$
|
93
|
|
|
$
|
202
|
|
|
$
|
55
|
|
|
$
|
729
|
|
|
$
|
(78
|
)
|
|
$
|
6
|
|
|
$
|
(141
|
)
|
|
$
|
(66
|
)
|
|
$
|
(279
|
)
|
Gain on Commodity Derivative Instruments
|
101
|
|
|
6
|
|
|
67
|
|
|
219
|
|
|
393
|
|
|
86
|
|
|
5
|
|
|
63
|
|
|
216
|
|
|
370
|
|
||||||||||
Purchased Gas Sales
|
—
|
|
|
—
|
|
|
—
|
|
|
14
|
|
|
14
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
5
|
|
||||||||||
Miscellaneous Other Income
|
—
|
|
|
—
|
|
|
—
|
|
|
62
|
|
|
62
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
2
|
|
||||||||||
Gain on Sale of Assets
|
—
|
|
|
—
|
|
|
—
|
|
|
13
|
|
|
13
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(33
|
)
|
|
(33
|
)
|
||||||||||
Total Revenue and Other Income
|
480
|
|
|
99
|
|
|
269
|
|
|
363
|
|
|
1,211
|
|
|
8
|
|
|
11
|
|
|
(78
|
)
|
|
124
|
|
|
65
|
|
||||||||||
Lease Operating Expense
|
44
|
|
|
22
|
|
|
33
|
|
|
23
|
|
|
122
|
|
|
(2
|
)
|
|
4
|
|
|
(9
|
)
|
|
(10
|
)
|
|
(17
|
)
|
||||||||||
Production, Ad Valorem, and Other Fees
|
18
|
|
|
2
|
|
|
7
|
|
|
3
|
|
|
30
|
|
|
—
|
|
|
1
|
|
|
(5
|
)
|
|
(5
|
)
|
|
(9
|
)
|
||||||||||
Transportation, Gathering and Compression
|
200
|
|
|
35
|
|
|
85
|
|
|
23
|
|
|
343
|
|
|
96
|
|
|
28
|
|
|
(11
|
)
|
|
(9
|
)
|
|
104
|
|
||||||||||
Depreciation, Depletion and Amortization
|
162
|
|
|
59
|
|
|
84
|
|
|
66
|
|
|
371
|
|
|
30
|
|
|
41
|
|
|
(5
|
)
|
|
(19
|
)
|
|
47
|
|
||||||||||
Exploration and Production Related Other Costs
|
—
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
10
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(13
|
)
|
|
(13
|
)
|
||||||||||
Purchased Gas Costs
|
—
|
|
|
—
|
|
|
—
|
|
|
11
|
|
|
11
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|
4
|
|
||||||||||
Other Corporate Expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
66
|
|
|
66
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19
|
|
|
19
|
|
||||||||||
Impairment of Exploration and Production Properties
|
—
|
|
|
—
|
|
|
—
|
|
|
829
|
|
|
829
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
829
|
|
|
829
|
|
||||||||||
Selling, General and Administrative Costs
|
—
|
|
|
—
|
|
|
—
|
|
|
102
|
|
|
102
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(27
|
)
|
|
(27
|
)
|
||||||||||
Total Exploration and Production Costs
|
424
|
|
|
118
|
|
|
209
|
|
|
1,133
|
|
|
1,884
|
|
|
124
|
|
|
74
|
|
|
(30
|
)
|
|
769
|
|
|
937
|
|
||||||||||
Interest Expense
|
—
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|
6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
(3
|
)
|
||||||||||
Total E&P Division Costs
|
424
|
|
|
118
|
|
|
209
|
|
|
1,139
|
|
|
1,890
|
|
|
124
|
|
|
74
|
|
|
(30
|
)
|
|
766
|
|
|
934
|
|
||||||||||
Earnings (Loss) Before Income Tax
|
$
|
56
|
|
|
$
|
(19
|
)
|
|
$
|
60
|
|
|
$
|
(776
|
)
|
|
$
|
(679
|
)
|
|
$
|
(116
|
)
|
|
$
|
(63
|
)
|
|
$
|
(48
|
)
|
|
$
|
(642
|
)
|
|
$
|
(869
|
)
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change
|
|||||||
Marcellus Gas Sales Volumes (Bcf)
|
149.4
|
|
|
99.4
|
|
|
50.0
|
|
|
50.3
|
%
|
|||
NGLs Sales Volumes (Bcfe)*
|
19.0
|
|
|
10.9
|
|
|
8.1
|
|
|
74.3
|
%
|
|||
Condensate Sales Volumes (Bcfe)*
|
3.9
|
|
|
1.4
|
|
|
2.5
|
|
|
178.6
|
%
|
|||
Total Marcellus Sales Volumes (Bcfe)*
|
172.3
|
|
|
111.7
|
|
|
60.6
|
|
|
54.3
|
%
|
|||
|
|
|
|
|
|
|
|
|||||||
Average Sales Price - Gas (Mcf)
|
$
|
2.09
|
|
|
$
|
3.82
|
|
|
$
|
(1.73
|
)
|
|
(45.3
|
)%
|
Gain on Commodity Derivative Instruments - Cash Settlement- Gas (Mcf)
|
$
|
0.67
|
|
|
$
|
0.15
|
|
|
$
|
0.52
|
|
|
346.7
|
%
|
Average Sales Price - NGLs (Mcfe)*
|
$
|
2.54
|
|
|
$
|
5.77
|
|
|
$
|
(3.23
|
)
|
|
(56.0
|
)%
|
Average Sales Price - Condensate (Mcfe)*
|
$
|
5.02
|
|
|
$
|
10.47
|
|
|
$
|
(5.45
|
)
|
|
(52.1
|
)%
|
|
|
|
|
|
|
|
|
|||||||
Total Average Marcellus Sales Price (per Mcfe)
|
$
|
2.79
|
|
|
$
|
4.23
|
|
|
$
|
(1.44
|
)
|
|
(34.0
|
)%
|
Average Marcellus Lease Operating Expenses (per Mcfe)
|
0.26
|
|
|
0.41
|
|
|
(0.15
|
)
|
|
(36.6
|
)%
|
|||
Average Marcellus Production, Ad Valorem, and Other Fees (per Mcfe)
|
0.10
|
|
|
0.16
|
|
|
(0.06
|
)
|
|
(37.5
|
)%
|
|||
Average Marcellus Transportation, Gathering and Compression Costs (per Mcfe)
|
1.16
|
|
|
0.93
|
|
|
0.23
|
|
|
24.7
|
%
|
|||
Average Marcellus Depreciation, Depletion and Amortization Costs (per Mcfe)
|
0.94
|
|
|
1.19
|
|
|
(0.25
|
)
|
|
(21.0
|
)%
|
|||
Total Average Marcellus Costs (per Mcfe)
|
$
|
2.46
|
|
|
$
|
2.69
|
|
|
$
|
(0.23
|
)
|
|
(8.6
|
)%
|
Average Margin for Marcellus (per Mcfe)
|
$
|
0.33
|
|
|
$
|
1.54
|
|
|
$
|
(1.21
|
)
|
|
(78.6
|
)%
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change |
|||||||
Utica Gas Sales Volumes (Bcf)
|
38.3
|
|
|
10.3
|
|
|
28.0
|
|
|
271.8
|
%
|
|||
NGLs Sales Volumes (Bcfe)*
|
14.1
|
|
|
4.6
|
|
|
9.5
|
|
|
206.5
|
%
|
|||
Oil Sales Volumes (Bcfe)*
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|
100.0
|
%
|
|||
Condensate Sales Volumes (Bcfe)*
|
3.7
|
|
|
1.8
|
|
|
1.9
|
|
|
105.6
|
%
|
|||
Total Utica Sales Volumes (Bcfe)*
|
56.2
|
|
|
16.7
|
|
|
39.5
|
|
|
236.5
|
%
|
|||
|
|
|
|
|
|
|
|
|||||||
Average Sales Price - Gas (Mcf)
|
$
|
1.52
|
|
|
$
|
3.46
|
|
|
$
|
(1.94
|
)
|
|
(56.1
|
)%
|
Gain on Commodity Derivative Instruments - Cash Settlement- Gas (Mcf)
|
$
|
0.17
|
|
|
$
|
0.12
|
|
|
$
|
0.05
|
|
|
41.7
|
%
|
Average Sales Price - NGLs (Mcfe)*
|
$
|
1.39
|
|
|
$
|
6.39
|
|
|
$
|
(5.00
|
)
|
|
(78.2
|
)%
|
Average Sales Price - Oil (Mcfe)*
|
$
|
6.58
|
|
|
$
|
—
|
|
|
$
|
6.58
|
|
|
100.0
|
%
|
Average Sales Price - Condensate (Mcfe)*
|
$
|
3.79
|
|
|
$
|
11.69
|
|
|
$
|
(7.90
|
)
|
|
(67.6
|
)%
|
|
|
|
|
|
|
|
|
|||||||
Total Average Utica Sales Price (per Mcfe)
|
$
|
1.75
|
|
|
$
|
5.27
|
|
|
$
|
(3.52
|
)
|
|
(66.8
|
)%
|
Average Utica Lease Operating Expenses (per Mcfe)
|
0.39
|
|
|
1.05
|
|
|
(0.66
|
)
|
|
(62.9
|
)%
|
|||
Average Utica Production, Ad Valorem, and Other Fees (per Mcfe)
|
0.04
|
|
|
0.08
|
|
|
(0.04
|
)
|
|
(50.0
|
)%
|
|||
Average Utica Transportation, Gathering and Compression Costs (per Mcfe)
|
0.61
|
|
|
0.42
|
|
|
0.19
|
|
|
45.2
|
%
|
|||
Average Utica Depreciation, Depletion and Amortization Costs (per Mcfe)
|
1.06
|
|
|
1.11
|
|
|
(0.05
|
)
|
|
(4.5
|
)%
|
|||
Total Average Utica Costs (per Mcfe)
|
$
|
2.10
|
|
|
$
|
2.66
|
|
|
$
|
(0.56
|
)
|
|
(21.1
|
)%
|
Average Margin for Utica (per Mcfe)
|
$
|
(0.35
|
)
|
|
$
|
2.61
|
|
|
$
|
(2.96
|
)
|
|
(113.4
|
)%
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change
|
|||||||
CBM Gas Sales Volumes (Bcf)
|
74.9
|
|
|
79.5
|
|
|
(4.6
|
)
|
|
(5.8
|
)%
|
|||
|
|
|
|
|
|
|
|
|||||||
Average Sales Price - Gas (Mcf)
|
$
|
2.70
|
|
|
$
|
4.32
|
|
|
$
|
(1.62
|
)
|
|
(37.5
|
)%
|
Gain on Commodity Derivative Instruments - Cash Settlement- Gas (Mcf)
|
$
|
0.90
|
|
|
$
|
0.05
|
|
|
$
|
0.85
|
|
|
1,700.0
|
%
|
|
|
|
|
|
|
|
|
|||||||
Total Average CBM Sales Price (per Mcf)
|
$
|
3.60
|
|
|
$
|
4.37
|
|
|
$
|
(0.77
|
)
|
|
(17.6
|
)%
|
Average CBM Lease Operating Expenses (per Mcf)
|
0.44
|
|
|
0.52
|
|
|
(0.08
|
)
|
|
(15.4
|
)%
|
|||
Average CBM Production, Ad Valorem, and Other Fees (per Mcf)
|
0.10
|
|
|
0.15
|
|
|
(0.05
|
)
|
|
(33.3
|
)%
|
|||
Average CBM Transportation, Gathering and Compression Costs (per Mcf)
|
1.13
|
|
|
1.20
|
|
|
(0.07
|
)
|
|
(5.8
|
)%
|
|||
Average CBM Depreciation, Depletion and Amortization Costs (per Mcf)
|
1.13
|
|
|
1.14
|
|
|
(0.01
|
)
|
|
(0.9
|
)%
|
|||
Total Average CBM Costs (per Mcf)
|
$
|
2.80
|
|
|
$
|
3.01
|
|
|
$
|
(0.21
|
)
|
|
(7.0
|
)%
|
Average Margin for CBM (per Mcf)
|
$
|
0.80
|
|
|
$
|
1.36
|
|
|
$
|
(0.56
|
)
|
|
(41.2
|
)%
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change |
|||||||
Other Gas Sales Volumes (Bcf)
|
24.8
|
|
|
27.1
|
|
|
(2.3
|
)
|
|
(8.5
|
)%
|
|||
Oil Sales Volumes (Bcfe)*
|
0.5
|
|
|
0.7
|
|
|
(0.2
|
)
|
|
(28.6
|
)%
|
|||
Total Other Sales Volumes (Bcfe)*
|
25.3
|
|
|
27.8
|
|
|
(2.5
|
)
|
|
(9.0
|
)%
|
|||
|
|
|
|
|
|
|
|
|||||||
Average Sales Price - Gas (Mcf)
|
$
|
2.03
|
|
|
$
|
4.04
|
|
|
$
|
(2.01
|
)
|
|
(49.8
|
)%
|
Gain on Commodity Derivative Instruments - Cash Settlement- Gas (Mcf)
|
$
|
0.88
|
|
|
$
|
0.11
|
|
|
$
|
0.77
|
|
|
700.0
|
%
|
Average Sales Price - Oil (Mcfe)*
|
$
|
8.15
|
|
|
$
|
14.81
|
|
|
$
|
(6.66
|
)
|
|
(45.0
|
)%
|
|
|
|
|
|
|
|
|
|||||||
Total Average Other Sales Price (per Mcfe)
|
$
|
3.03
|
|
|
$
|
4.40
|
|
|
$
|
(1.37
|
)
|
|
(31.1
|
)%
|
Average Other Lease Operating Expenses (per Mcfe)
|
0.90
|
|
|
1.24
|
|
|
(0.34
|
)
|
|
(27.4
|
)%
|
|||
Average Other Production, Ad Valorem, and Other Fees (per Mcfe)
|
0.14
|
|
|
0.27
|
|
|
(0.13
|
)
|
|
(48.1
|
)%
|
|||
Average Other Transportation, Gathering and Compression Costs (per Mcfe)
|
0.96
|
|
|
1.17
|
|
|
(0.21
|
)
|
|
(17.9
|
)%
|
|||
Average Other Depreciation, Depletion and Amortization Costs (per Mcfe)
|
2.34
|
|
|
2.85
|
|
|
(0.51
|
)
|
|
(17.9
|
)%
|
|||
Total Average Other Costs (per Mcfe)
|
$
|
4.34
|
|
|
$
|
5.53
|
|
|
$
|
(1.19
|
)
|
|
(21.5
|
)%
|
Average Margin for Other (per Mcfe)
|
$
|
(1.31
|
)
|
|
$
|
(1.13
|
)
|
|
$
|
(0.18
|
)
|
|
(15.9
|
)%
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change
|
|||||||
Purchased Gas Sales Volumes (in billion cubic feet)
|
6.8
|
|
|
1.9
|
|
|
4.9
|
|
|
257.9
|
%
|
|||
Average Sales Price (per Mcf)
|
$
|
2.14
|
|
|
$
|
4.65
|
|
|
$
|
(2.51
|
)
|
|
(54.0
|
)%
|
Average Cost (per Mcf)
|
$
|
1.59
|
|
|
$
|
3.75
|
|
|
$
|
(2.16
|
)
|
|
(57.6
|
)%
|
|
For the Years Ended December 31,
|
|||||||||||||
(in millions)
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change
|
|||||||
Equity in Earnings of Affiliates
|
$
|
47
|
|
|
$
|
32
|
|
|
$
|
15
|
|
|
46.9
|
%
|
Gathering Revenue
|
10
|
|
|
24
|
|
|
(14
|
)
|
|
(58.3
|
)%
|
|||
Other
|
5
|
|
|
4
|
|
|
1
|
|
|
25.0
|
%
|
|||
Total Miscellaneous Other Income
|
$
|
62
|
|
|
$
|
60
|
|
|
$
|
2
|
|
|
3.3
|
%
|
•
|
Equity in Earnings of Affiliates
increase
d
$15
million due to an increase in earnings from CONE Midstream Partners LP and CONE Gathering LLC. See Note 25 - Related Party Transactions of the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional information.
|
•
|
Gathering Revenue primarily relates to the release (sale) of unutilized firm transportation capacity when possible and when beneficial in order to minimize unutilized firm transportation expense. Gathering revenue
decrease
d
$14
million in the period-to-period comparison, primarily due to a decrease in the release of capacity.
|
|
For the Years Ended December 31,
|
|||||||||||||
(in millions)
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change
|
|||||||
Lease Expiration Costs
|
$
|
4
|
|
|
$
|
9
|
|
|
$
|
(5
|
)
|
|
(55.6
|
)%
|
Seismic Activity
|
—
|
|
|
5
|
|
|
(5
|
)
|
|
(100.0
|
)%
|
|||
Land Rentals
|
5
|
|
|
5
|
|
|
—
|
|
|
—
|
%
|
|||
Permitting Expense
|
1
|
|
|
1
|
|
|
—
|
|
|
—
|
%
|
|||
Other
|
—
|
|
|
3
|
|
|
(3
|
)
|
|
(100.0
|
)%
|
|||
Total Exploration and Other Costs
|
$
|
10
|
|
|
$
|
23
|
|
|
$
|
(13
|
)
|
|
(56.5
|
)%
|
•
|
Lease Expiration Costs
decrease
d by
$5
million in the period-to-period comparison, primarily due to a decreased number of leases expiring in the year ended
December 31, 2015
as compared to the year ended
December 31, 2014
.
|
•
|
Seismic Activity
decrease
d by
$5
million in the period-to-period comparison, primarily due to cost reduction efforts in the 2015 period.
|
|
For the Years Ended December 31,
|
|||||||||||||
(in millions)
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change
|
|||||||
Idle Rig Expense
|
$
|
19
|
|
|
$
|
—
|
|
|
$
|
19
|
|
|
100.0
|
%
|
Severance Expense
|
5
|
|
|
—
|
|
|
5
|
|
|
100.0
|
%
|
|||
Litigation Expense
|
2
|
|
|
—
|
|
|
2
|
|
|
100.0
|
%
|
|||
Insurance Expense
|
3
|
|
|
4
|
|
|
(1
|
)
|
|
(25.0
|
)%
|
|||
Bank Fees
|
—
|
|
|
4
|
|
|
(4
|
)
|
|
(100.0
|
)%
|
|||
Unutilized Firm Transportation and Processing Fees
|
33
|
|
|
38
|
|
|
(5
|
)
|
|
(13.2
|
)%
|
|||
Other
|
4
|
|
|
1
|
|
|
3
|
|
|
300.0
|
%
|
|||
Total Other Corporate Expenses
|
$
|
66
|
|
|
$
|
47
|
|
|
$
|
19
|
|
|
40.4
|
%
|
•
|
Idle rig fees are related to the temporary idling of some of the Company's natural gas rigs. The Company incurred
$19
million of idle rig fees during the year ended
December 31, 2015
in response to declining market conditions. No idle rig fees were incurred during the year ended
December 31, 2014
.
|
•
|
Severance Expense was a result of the Company reorganization that occurred in the 2015 period. There was no such expense in the 2014 period.
|
•
|
Bank Fees decreased
$4
million due to the termination of the CNX Gas Senior Secured Credit Agreement on June 18, 2014.
|
•
|
Unutilized firm transportation costs represent pipeline transportation capacity that the E&P division has obtained to enable gas production to flow uninterrupted as sales volumes increase, as well as additional processing capacity for natural gas liquids. Unutilized Firm Transportation and Processing Fees
decrease
d
$5
million in the period-to-period comparison due to an increase in the utilization of the capacity. The Company attempts to minimize this expense by releasing (selling) unutilized firm transportation capacity to other parties when possible and when beneficial. This revenue is included in Gathering Revenue in miscellaneous other income above.
|
|
For the Years Ended December 31,
|
||||||||||
(in millions)
|
2015
|
|
2014
|
|
Variance
|
||||||
Sales:
|
|
|
|
|
|
||||||
Coal Sales
|
$
|
1,289
|
|
|
$
|
1,617
|
|
|
$
|
(328
|
)
|
Freight Revenue
|
20
|
|
|
23
|
|
|
(3
|
)
|
|||
Miscellaneous Other Income
|
4
|
|
|
38
|
|
|
(34
|
)
|
|||
Gain on Sale of Assets
|
—
|
|
|
1
|
|
|
(1
|
)
|
|||
Total Revenue and Other Income
|
1,313
|
|
|
1,679
|
|
|
(366
|
)
|
|||
Operating Costs and Expenses:
|
|
|
|
|
|
||||||
Operating Costs
|
789
|
|
|
975
|
|
|
(186
|
)
|
|||
Depreciation, Depletion and Amortization
|
167
|
|
|
165
|
|
|
2
|
|
|||
Total Operating Costs and Expenses
|
956
|
|
|
1,140
|
|
|
(184
|
)
|
|||
Other Costs and Expenses:
|
|
|
|
|
|
||||||
Other Costs
|
(122
|
)
|
|
8
|
|
|
(130
|
)
|
|||
Depreciation, Depletion and Amortization
|
10
|
|
|
8
|
|
|
2
|
|
|||
Total Other Costs and Expenses
|
(112
|
)
|
|
16
|
|
|
(128
|
)
|
|||
Freight Expense
|
20
|
|
|
23
|
|
|
(3
|
)
|
|||
Selling, General and Administrative Costs
|
41
|
|
|
69
|
|
|
(28
|
)
|
|||
Total PA Mining Operations Costs
|
905
|
|
|
1,248
|
|
|
(343
|
)
|
|||
Interest Expense
|
3
|
|
|
—
|
|
|
3
|
|
|||
Total PA Mining Operations Division Expense
|
908
|
|
|
1,248
|
|
|
(340
|
)
|
|||
Earnings Before Income Tax
|
$
|
405
|
|
|
$
|
431
|
|
|
$
|
(26
|
)
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change
|
|||||||
Company Produced PA Mining Operations Tons Sold (in millions)
|
22.9
|
|
|
26.1
|
|
|
(3.2
|
)
|
|
(12.3
|
%)
|
|||
Average Sales Price Per PA Mining Operations Ton Sold
|
$
|
56.36
|
|
|
$
|
61.88
|
|
|
$
|
(5.52
|
)
|
|
(8.9
|
%)
|
|
|
|
|
|
|
|
|
|||||||
Total Operating Costs Per Ton Sold
|
$
|
34.47
|
|
|
$
|
37.29
|
|
|
$
|
(2.82
|
)
|
|
(7.6
|
%)
|
Total Depreciation, Depletion and Amortization Costs Per Ton Sold
|
7.31
|
|
|
6.34
|
|
|
0.97
|
|
|
15.3
|
%
|
|||
Total Costs Per PA Mining Operations Ton Sold
|
$
|
41.78
|
|
|
$
|
43.63
|
|
|
$
|
(1.85
|
)
|
|
(4.2
|
%)
|
Average Margin Per PA Mining Operations Ton Sold
|
$
|
14.58
|
|
|
$
|
18.25
|
|
|
$
|
(3.67
|
)
|
|
(20.1
|
%)
|
|
For the Years Ended December 31,
|
|||||||||||||
(in millions)
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change
|
|||||||
Other Outside Sales
|
$
|
31
|
|
|
$
|
276
|
|
|
$
|
(245
|
)
|
|
(88.8
|
)%
|
Miscellaneous Other Income
|
78
|
|
|
109
|
|
|
(31
|
)
|
|
(28.4
|
)%
|
|||
Gain (Loss) on Sale of Assets
|
61
|
|
|
(4
|
)
|
|
65
|
|
|
(1,625.0
|
)%
|
|||
Total Revenue
|
170
|
|
|
381
|
|
|
(211
|
)
|
|
(55.4
|
)%
|
|||
Miscellaneous Operating Expense
|
79
|
|
|
460
|
|
|
(381
|
)
|
|
(82.8
|
)%
|
|||
Selling, General and Administrative Costs
|
15
|
|
|
13
|
|
|
2
|
|
|
15.4
|
%
|
|||
Depreciation, Depletion and Amortization
|
20
|
|
|
36
|
|
|
(16
|
)
|
|
(44.4
|
)%
|
|||
Loss on Debt Extinguishment
|
68
|
|
|
95
|
|
|
(27
|
)
|
|
(28.4
|
)%
|
|||
Interest Expense
|
190
|
|
|
214
|
|
|
(24
|
)
|
|
(11.2
|
)%
|
|||
Total Other Costs
|
372
|
|
|
818
|
|
|
(446
|
)
|
|
(54.5
|
)%
|
|||
Loss Before Income Tax
|
(202
|
)
|
|
(437
|
)
|
|
235
|
|
|
(53.8
|
)%
|
|||
Income Tax (Benefit) Expense
|
(125
|
)
|
|
15
|
|
|
(140
|
)
|
|
(933.3
|
)%
|
|||
Net Loss
|
$
|
(77
|
)
|
|
$
|
(452
|
)
|
|
$
|
375
|
|
|
(83.0
|
)%
|
|
|
For the Years Ended December 31,
|
||||||||||
(in millions)
|
|
2015
|
|
2014
|
|
Variance
|
||||||
Equity in Earnings of Affiliates
|
|
$
|
8
|
|
|
$
|
18
|
|
|
$
|
(10
|
)
|
Purchased Coal Sales
|
|
2
|
|
|
9
|
|
|
(7
|
)
|
|||
Rental Income
|
|
37
|
|
|
43
|
|
|
(6
|
)
|
|||
Royalty Income
|
|
15
|
|
|
20
|
|
|
(5
|
)
|
|||
Interest Income
|
|
2
|
|
|
2
|
|
|
—
|
|
|||
Right of Way Sales
|
|
8
|
|
|
7
|
|
|
1
|
|
|||
Other Income
|
|
6
|
|
|
10
|
|
|
(4
|
)
|
|||
Total Miscellaneous Other Income
|
|
$
|
78
|
|
|
$
|
109
|
|
|
$
|
(31
|
)
|
•
|
Equity in Earnings of Affiliates
decreased
$10 million
due to the sale of the Company's 49% interest in Western Allegheny Energy in September 2015, and the sale of two equity affiliates during the year ended
December 31, 2014
. See Note 3 - Acquisitions and Dispositions in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional details.
|
•
|
Purchased Coal Sales
decreased
$7 million
due to lower volumes of coal that needed to be purchased to fulfill various contracts in the current period.
|
•
|
Rental Income
decreased
$6 million
due to a decrease in revenue received from the buyout of certain equipment that was leased by CONSOL Energy and then subleased to a third-party.
|
•
|
Royalty Income related to non-operated coal properties
decreased
$5 million
primarily due to the overall decrease in domestic coal pricing.
|
|
|
For the Years Ended December 31,
|
||||||||||
(in millions)
|
|
2015
|
|
2014
|
|
Variance
|
||||||
Industrial Supplies
|
|
$
|
—
|
|
|
$
|
231
|
|
|
$
|
(231
|
)
|
OPEB Plan Changes
|
|
(125
|
)
|
|
10
|
|
|
(135
|
)
|
|||
Purchased Coal
|
|
1
|
|
|
14
|
|
|
(13
|
)
|
|||
Closed and Idle Mines
|
|
9
|
|
|
20
|
|
|
(11
|
)
|
|||
Pension Settlement
|
|
19
|
|
|
29
|
|
|
(10
|
)
|
|||
Corporate Initiative Fees and Other Legal Charges
|
|
—
|
|
|
10
|
|
|
(10
|
)
|
|||
Coal Terminal Operations
|
|
20
|
|
|
26
|
|
|
(6
|
)
|
|||
Coal Reserve Holding Costs
|
|
8
|
|
|
11
|
|
|
(3
|
)
|
|||
Revolver Modification Fees
|
|
—
|
|
|
3
|
|
|
(3
|
)
|
|||
Litigation Expense
|
|
—
|
|
|
3
|
|
|
(3
|
)
|
|||
Bank Fees
|
|
17
|
|
|
19
|
|
|
(2
|
)
|
|||
Lease Rental Expense
|
|
31
|
|
|
33
|
|
|
(2
|
)
|
|||
UMWA Expenses
|
|
10
|
|
|
10
|
|
|
—
|
|
|||
Workers' Compensation
|
|
7
|
|
|
4
|
|
|
3
|
|
|||
Severance Payments
|
|
6
|
|
|
1
|
|
|
5
|
|
|||
Industrial Supplies Working Capital Settlement
|
|
6
|
|
|
—
|
|
|
6
|
|
|||
Pension Expense
|
|
6
|
|
|
—
|
|
|
6
|
|
|||
OPEB Expense
|
|
47
|
|
|
16
|
|
|
31
|
|
|||
Other
|
|
17
|
|
|
20
|
|
|
(3
|
)
|
|||
Miscellaneous Operating Expense
|
|
$
|
79
|
|
|
$
|
460
|
|
|
$
|
(381
|
)
|
•
|
The
decrease
in Industrial Supplies is due to the divestiture of the Company's industrial supplies subsidiary in December 2014. See Note 3 - Acquisitions and Dispositions in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional details.
|
•
|
Income of
$125
million was the result of modifications made to the OPEB plan in May 2015 for retired employees. Income of
$36
million was the result of changes made to the OPEB plan during the year ended
December 31, 2014
, offset by
$46 million
of expense for cash payments made to active employees. Refer to the discussion of total Company long-term liabilities contained in the section "Net (Loss) Income Attributable to CONSOL Energy Shareholders" of this annual report and Note 14—Pension and Other Postretirement Benefit Plans in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for more information.
|
•
|
Purchased Coal costs
decreased
$13
million due to lower volumes of coal that needed to be purchased to fulfill various contracts.
|
•
|
Closed and Idle Mines
decreased
$11
million, primarily due to a $7 million decrease in property taxes and a $5 million decrease in permitting and compliance costs. The remaining change was due to various transactions that occurred throughout both periods, none of which were individually material.
|
•
|
Pension Settlement expense is required when lump sum distributions made for a given plan year exceed the total of the service and interest costs for that same plan year. Settlement accounting was triggered in both periods. See Note 14 - Pension and Other Postretirement Benefit Plans in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional detail.
|
•
|
Corporate Initiative Fees and Other Legal Charges reflect various fees for services related to corporate initiatives to evaluate structure changes and various asset sales. These fees also include legal charges related to land title issues raised by the Company's joint venture partners in the prior period. See Note 9 - Property, Plant and Equipment and Note 22 - Commitments and Contingencies in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional information.
|
•
|
Coal Terminal Operations costs
decreased
$6
million due to decreased throughput volumes in the current period.
|
•
|
Revolver Modification Fees
decreased
$3
million due to an acceleration of previously deferred financing fees in the prior period.
|
•
|
Lease Rental Expense
decreased
$2
million primarily due to the buyout of certain leased equipment in the current period.
|
•
|
Workers' Compensation
increased
$3
million primarily due to a change in the allocation methodology in the current period. Refer to the discussion of total Company long-term liabilities contained in the section "Net (Loss) Income Attributable to CONSOL Energy Shareholders" of this Annual Report on Form 10-K for more information.
|
•
|
Severance Payments
increased
$5
million in the period-to-period comparison, primarily related to the company reorganization that occurred in the year ended
December 31, 2015
.
|
•
|
Industrial Supplies Working Capital Settlement of
$6
million represents the settlement of working capital adjustments and other matters in the
year
ended
December 31, 2015
related to the divestiture of the Company's industrial supplies subsidiary in December 2014.
|
•
|
Pension Expense
increased
$6
million in the period-to-period comparison primarily due to a change in the allocation methodology in 2015, offset in part, by modifications made to the Pension plan in September 2014. Refer to the discussion of total Company long-term liabilities contained in the section "Net (Loss) Income Attributable to CONSOL Energy Shareholders" of this Annual Report on Form 10-K for more information.
|
•
|
OPEB Expense
increased
$31
million primarily due to a change in the allocation methodology in 2015. Refer to the discussion of total Company long-term liabilities contained in the section "Net (Loss) Income Attributable to CONSOL Energy Shareholders" of this Annual Report on Form 10-K for more information.
|
|
For the Years Ended December 31,
|
|||||||||||||
|
2015
|
|
2014
|
|
Variance
|
|
Percent
Change
|
|||||||
Total Company (Loss) Earnings Before Income Tax excluding Noncontrolling Interest
|
$
|
(476
|
)
|
|
$
|
180
|
|
|
$
|
(656
|
)
|
|
(364.4
|
)%
|
Income Tax (Benefit) Expense
|
$
|
(125
|
)
|
|
$
|
15
|
|
|
$
|
(140
|
)
|
|
(933.3
|
)%
|
Effective Income Tax Rate
|
26.3
|
%
|
|
8.3
|
%
|
|
18.0
|
%
|
|
|
Plan
|
|
Estimated Liability as of December 31, 2016
|
|
Benefit Payments for the year ended December 31, 2016
|
OPEB
|
|
$700,085
|
|
$45,387
|
Pension
|
|
$115,447
|
|
$2,726
|
Workers’ Compensation
|
|
$79,693
|
|
$17,028
|
CWP
|
|
$118,836
|
|
$11,409
|
•
|
geological conditions;
|
•
|
historical production from the area compared with production from other producing areas;
|
•
|
the assumed effects of regulations and taxes by governmental agencies;
|
•
|
assumptions governing future prices; and
|
•
|
future operating costs.
|
|
For the Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
Change
|
||||||
Cash provided by operating activities
|
$
|
469
|
|
|
$
|
506
|
|
|
$
|
(37
|
)
|
Cash provided by (used in) investing activities
|
$
|
487
|
|
|
$
|
(996
|
)
|
|
$
|
1,483
|
|
Cash (used in) provided by financing activities
|
$
|
(969
|
)
|
|
$
|
386
|
|
|
$
|
(1,355
|
)
|
•
|
Net loss increased
$475 million
in the period-to-period comparison.
|
•
|
Adjustments to reconcile net income to cash provided by operating activities decreased $829 million due to the impairment of exploration and production properties recorded in 2015. (See Note 9 - Property, Plant, And Equipment, in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for more information). This adjustment was offset by an increase in the (gain) loss on commodity derivative instruments of $534 million, a net change in discontinued operations of $293 million (See Note 2 - Discontinued Operations in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for more information), an increase of $262 million in other post-employee benefits plan amendments recorded in 2015, and an increase of $261 million related to changes in deferred taxes.
|
•
|
Other changes in operating assets, operating liabilities, other assets and other liabilities which occurred throughout both periods also contributed to the decrease in operating cash flows.
|
•
|
Capital expenditures decreased $756 million in the period-to-period comparison due to the following:
|
◦
|
E&P division capital expenditures decreased $667 million due to decreased expenditures in both the Marcellus and Utica plays resulting from decreased drilling activity, as well as other various transactions that occurred throughout both periods none of which were individually material.
|
◦
|
PA Mining Operations division capital expenditures decreased $85 million primarily due to a $37 million decrease in equipment purchases and rebuilds, a $25 million decrease in land project expenditures, and various other items that occurred throughout both periods, none of which were individually material.
|
◦
|
Other capital expenditures decreased $4 million due to various transactions that occurred throughout both periods, none of which were individually material.
|
•
|
Proceeds from the sale of assets increased $163 million primarily due to the $213 million received in December 2016 related to the separation of the Marcellus Shale Joint Venture with Noble Energy. This was offset, in part, by the $76 million received in September 2015 related to the sale of CONSOL Energy's interest in its Western Allegheny Energy joint venture. See Note 3 - Acquisitions and Dispositions in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional details. The remaining change was due to various land and equipment asset sales that occurred throughout both periods, none of which were individually material.
|
•
|
Net investment in equity affiliates changed $158 million in the period-to-period comparison due to $70 million received in November 2016 in connection with equity affiliate CONE Midstream Partners, LP acquiring an additional 25% interest in CONE Midstream DevCo I LP, commonly referred to as the "Anchor Systems" (See Note 25 - Related Party Transactions in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional information), as well as the sale of the Company's 49% interest in Western Allegheny Energy in September 2015 discussed above.
|
•
|
Discontinued Operations increased $407 million primarily as a result of the sale of the Buchanan Mine and certain other metallurgical coal reserves and the sale of the Miller Creek and Fola mining complexes in the year ended December
|
•
|
In the year ended December 31, 2016, CONSOL Energy made payments on the senior secured credit facility of $952 million compared to proceeds from the senior secured credit facility of $952 million in the year ended December 31, 2015.
|
•
|
In the year ended December 31, 2015, CONSOL Energy made net payments of $771 million related to the partial extinguishment of the 2020 and 2021 bonds offset, in part, by the issuance of the 2023 bonds. No such transactions occurred in the 2016 period. (See Note 12 - Long-Term Debt in the Notes to the Audited Consolidated Financial Statements in Item 8 of this Form 10-K for additional details).
|
•
|
In the year ended December 31, 2016, there were $16 million of net proceeds under the CNX Coal Resources LP credit facility, compared with $185 million in the year ended December 31, 2015.
|
•
|
In the year ended December 31, 2015, CONSOL Energy received proceeds of $148 million from the IPO of CNX Coal Resources LP. No such transaction occurred in the 2016 period.
|
•
|
In the year ended December 31, 2015, CONSOL Energy repurchased $72 million of its common stock on the open market under the previously announced share repurchase program. No repurchases were made in the year ended December 31, 2016.
|
•
|
The remaining changes are due to various transactions that occurred throughout both periods.
|
|
Payments due by Year
|
||||||||||||||||||
|
Less Than
1 Year
|
|
1-3 Years
|
|
3-5 Years
|
|
More Than
5 Years
|
|
Total
|
||||||||||
Purchase Order Firm Commitments
|
$
|
62,680
|
|
|
$
|
31,989
|
|
|
$
|
1,542
|
|
|
$
|
—
|
|
|
$
|
96,211
|
|
Gas Firm Transportation and Processing
|
147,117
|
|
|
253,235
|
|
|
241,992
|
|
|
622,509
|
|
|
1,264,853
|
|
|||||
Long-Term Debt
|
1,677
|
|
|
920
|
|
|
296,565
|
|
|
2,453,209
|
|
|
2,752,371
|
|
|||||
Interest on Long-Term Debt
|
170,229
|
|
|
340,319
|
|
|
318,432
|
|
|
139,181
|
|
|
968,161
|
|
|||||
Capital (Finance) Lease Obligations
|
10,323
|
|
|
20,389
|
|
|
18,685
|
|
|
—
|
|
|
49,397
|
|
|||||
Interest on Capital (Finance) Lease Obligations
|
2,915
|
|
|
4,030
|
|
|
1,280
|
|
|
—
|
|
|
8,225
|
|
|||||
Operating Lease Obligations
|
103,325
|
|
|
101,792
|
|
|
54,537
|
|
|
80,693
|
|
|
340,347
|
|
|||||
Long-Term Liabilities—Employee Related (a)
|
67,655
|
|
|
133,280
|
|
|
130,222
|
|
|
586,601
|
|
|
917,758
|
|
|||||
Other Long-Term Liabilities (b)
|
532,174
|
|
|
93,028
|
|
|
57,140
|
|
|
340,999
|
|
|
1,023,341
|
|
|||||
Total Contractual Obligations (c)
|
$
|
1,098,095
|
|
|
$
|
978,982
|
|
|
$
|
1,120,395
|
|
|
$
|
4,223,192
|
|
|
$
|
7,420,664
|
|
(a)
|
Employee related long-term liabilities include other post-employment benefits, work-related injuries and illnesses. Estimated salaried retirement contributions required to meet minimum funding standards under ERISA are excluded from the pay-out table due to the uncertainty regarding amounts to be contributed. CONSOL Energy does not expect to contribute to the pension in 2017.
|
(b)
|
Other long-term liabilities include mine reclamation and closure and other long-term liability costs.
|
(c)
|
The significant obligation table does not include obligations to taxing authorities due to the uncertainty surrounding the ultimate settlement of amounts and timing of these obligations.
|
•
|
An aggregate principal amount of
$74 million
of
8.25%
senior unsecured notes due in April 2020. Interest on the notes is payable April 1 and October 1 of each year. Payment of the principal and interest on the notes is guaranteed by most of CONSOL Energy’s subsidiaries.
|
•
|
An aggregate principal amount of
$21 million
of
6.375%
senior unsecured notes due in March 2021. Interest on the notes is payable March 1 and September 1 of each year. Payment of the principal and interest on the notes is guaranteed by most of CONSOL Energy's subsidiaries.
|
•
|
An aggregate principal amount of
$1,850 million
of
5.875%
senior unsecured notes due in April 2022 plus
$5 million
of unamortized bond premium. Interest on the notes is payable April 15 and October 15 of each year. Payment of the principal and interest on the notes is guaranteed by most of CONSOL Energy's subsidiaries.
|
•
|
An aggregate principal amount of
$500 million
of
8.00%
senior unsecured notes due in April 2023 less
$6 million
of unamortized bond discount. Interest on the notes is payable April 1 and October 1 of each year. Payment of the principal and interest on the notes is guaranteed by most of CONSOL Energy's subsidiaries.
|
•
|
An aggregate principal amount of
$103 million
of industrial revenue bonds which were issued to finance the Baltimore port facility and bear interest at
5.75%
per annum and mature in September 2025. Interest on the industrial revenue bonds is payable March 1 and September 1 of each year. Payment of the principal and interest on the notes is guaranteed by CONSOL Energy.
|
•
|
Advance royalty commitments of
$3 million
with an average interest rate of
7.73%
per annum.
|
•
|
An aggregate principal amount of
$2 million
on a note maturing through March 2018.
|
•
|
An aggregate principal amount of
$49 million
of capital leases with a weighted average interest rate of
6.45%
per annum.
|
•
|
An aggregate principal amount of
$201 million
in outstanding borrowings under the revolver for CNXC. CONSOL Energy is not a guarantor of CNXC's revolving credit facility.
|
Declaration Date
|
|
Amount Per Share
|
|
Record Date
|
|
Payment Date
|
February 1, 2016
|
|
$0.0100
|
|
February 16, 2016
|
|
March 3, 2016
|
•
|
In March 2016, the FASB issued Update 2016-08 - Principal versus Agent Considerations (Reporting Revenue Gross versus Net), which clarifies how an entity determines whether it is a principal or an agent for goods or services promised to a customer as well as the nature of the goods or services promised to their customers.
|
•
|
In April 2016, the FASB issued Update 2016-10 - Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing, which seeks to address implementation issues in the areas of identifying performance obligations and licensing.
|
•
|
In May 2016, the FASB issued Update 2016-12 - Revenue from Contracts with Customers: Narrow Scope Improvements and Practical Expedients, which seeks to address implementation issues in the areas of collectibility, presentation of sales taxes, noncash consideration, and completed contracts and contract modifications at transition.
|
•
|
In December 2016, the FASB issued Update 2016-20 - Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers, which includes amendments related to loan guarantee fees, contract costs, provisions for losses on construction and production-type contracts, scope, disclosures, contract modification, contract asset versus receivable, refund liability and advertising costs.
|
ITEM 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
|
For the Three Months Ended
|
|
|
||||||||||||||||
|
March 31,
|
|
June 30,
|
|
September 30,
|
|
December 31,
|
|
Total Year
|
||||||||||
2017 Fixed Price Volumes
|
|
|
|
|
|
|
|
|
|
||||||||||
Hedged Bcf
|
73.3
|
|
|
76.0
|
|
|
81.0
|
|
|
81.0
|
|
|
311.3
|
|
|||||
Weighted Average Hedge Price per Mcf
|
$
|
2.67
|
|
|
$
|
2.62
|
|
|
$
|
2.59
|
|
|
$
|
2.61
|
|
|
$
|
2.61
|
|
2018 Fixed Price Volumes
|
|
|
|
|
|
|
|
|
|
||||||||||
Hedged Bcf
|
54.4
|
|
|
55.0
|
|
|
55.6
|
|
|
55.6
|
|
|
220.6
|
|
|||||
Weighted Average Hedge Price per Mcf
|
$
|
2.75
|
|
|
$
|
2.76
|
|
|
$
|
2.76
|
|
|
$
|
2.75
|
|
|
$
|
2.75
|
|
2019 Fixed Price Volumes
|
|
|
|
|
|
|
|
|
|
||||||||||
Hedged Bcf
|
39.9
|
|
|
40.3
|
|
|
40.7
|
|
|
40.8
|
|
|
161.7
|
|
|||||
Weighted Average Hedge Price per Mcf
|
$
|
2.75
|
|
|
$
|
2.75
|
|
|
$
|
2.75
|
|
|
$
|
2.75
|
|
|
$
|
2.76
|
|
2020 Fixed Price Volumes
|
|
|
|
|
|
|
|
|
|
||||||||||
Hedged Bcf
|
21.1
|
|
|
21.1
|
|
|
21.4
|
|
|
21.4
|
|
|
85.0
|
|
|||||
Weighted Average Hedge Price per Mcf
|
$
|
2.91
|
|
|
$
|
2.91
|
|
|
$
|
2.91
|
|
|
$
|
2.92
|
|
|
$
|
2.91
|
|
2021 Fixed Price Volumes
|
|
|
|
|
|
|
|
|
|
||||||||||
Hedged Bcf
|
1.7
|
|
|
1.7
|
|
|
1.7
|
|
|
1.7
|
|
|
6.8
|
|
|||||
Weighted Average Hedge Price per Mcf
|
$
|
3.08
|
|
|
$
|
3.08
|
|
|
$
|
3.08
|
|
|
$
|
3.08
|
|
|
$
|
3.08
|
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
|
||
|
|
Page
|
Report of Independent Registered Public Accounting Firm
|
||
Consolidated Statements of Income for the Years Ended December 31, 2016, 2015 and 2014
|
||
Consolidated Statements of Stockholders' Equity for the Years Ended December 31, 2016, 2015 and 2014
|
||
Consolidated Statements of Cash Flows for the Years Ended December 31, 2016, 2015, 2014
|
||
Notes to the Audited Consolidated Financial Statements
|
(Dollars in thousands, except per share data)
|
For the Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Revenues and Other Income:
|
|
|
|
|
|
||||||
Natural Gas, NGLs and Oil Sales
|
$
|
793,248
|
|
|
$
|
726,921
|
|
|
$
|
1,004,924
|
|
(Loss) Gain on Commodity Derivative Instruments
|
(141,021
|
)
|
|
392,942
|
|
|
23,193
|
|
|||
Coal Sales
|
1,065,582
|
|
|
1,289,036
|
|
|
1,616,874
|
|
|||
Other Outside Sales
|
32,038
|
|
|
30,967
|
|
|
276,242
|
|
|||
Purchased Gas Sales
|
43,256
|
|
|
14,450
|
|
|
8,999
|
|
|||
Freight-Outside Coal
|
46,468
|
|
|
20,499
|
|
|
23,133
|
|
|||
Miscellaneous Other Income (Note 4)
|
167,306
|
|
|
144,351
|
|
|
207,460
|
|
|||
Gain on Sale of Assets
|
19,498
|
|
|
74,173
|
|
|
43,198
|
|
|||
Total Revenue and Other Income
|
2,026,375
|
|
|
2,693,339
|
|
|
3,204,023
|
|
|||
Costs and Expenses:
|
|
|
|
|
|
||||||
Exploration and Production Costs
|
|
|
|
|
|
||||||
Lease Operating Expense
|
96,434
|
|
|
121,847
|
|
|
139,242
|
|
|||
Transportation, Gathering and Compression (Note 25)
|
374,350
|
|
|
343,403
|
|
|
239,579
|
|
|||
Production, Ad Valorem, and Other Fees
|
31,049
|
|
|
30,438
|
|
|
39,418
|
|
|||
Depreciation, Depletion and Amortization
|
417,853
|
|
|
370,374
|
|
|
323,600
|
|
|||
Exploration and Production Related Other Costs
|
14,519
|
|
|
10,120
|
|
|
23,355
|
|
|||
Purchased Gas Costs
|
42,717
|
|
|
10,721
|
|
|
7,251
|
|
|||
Other Corporate Expenses
|
87,913
|
|
|
65,939
|
|
|
46,838
|
|
|||
Impairment of Exploration and Production Properties
|
—
|
|
|
828,905
|
|
|
—
|
|
|||
Selling, General and Administrative Costs
|
102,503
|
|
|
102,229
|
|
|
128,731
|
|
|||
Total Exploration and Production Costs
|
1,167,338
|
|
|
1,883,976
|
|
|
948,014
|
|
|||
PA Mining Operations Costs
|
|
|
|
|
|
||||||
Operating and Other Costs
|
733,300
|
|
|
666,302
|
|
|
982,749
|
|
|||
Depreciation, Depletion and Amortization
|
168,195
|
|
|
176,864
|
|
|
173,316
|
|
|||
Freight Expense
|
46,468
|
|
|
20,499
|
|
|
23,133
|
|
|||
Selling, General and Administrative Costs
|
37,512
|
|
|
40,843
|
|
|
68,597
|
|
|||
Total PA Mining Operations Costs
|
985,475
|
|
|
904,508
|
|
|
1,247,795
|
|
|||
Other Costs
|
|
|
|
|
|
||||||
Miscellaneous Operating Expense
|
182,869
|
|
|
78,743
|
|
|
460,429
|
|
|||
Selling, General and Administrative Costs
|
12,717
|
|
|
14,918
|
|
|
13,307
|
|
|||
Depreciation, Depletion and Amortization
|
12,455
|
|
|
19,882
|
|
|
35,727
|
|
|||
Loss on Debt Extinguishment
|
—
|
|
|
67,751
|
|
|
95,267
|
|
|||
Interest Expense
|
191,476
|
|
|
199,266
|
|
|
223,333
|
|
|||
Total Other Costs
|
399,517
|
|
|
380,560
|
|
|
828,063
|
|
|||
Total Costs and Expenses
|
2,552,330
|
|
|
3,169,044
|
|
|
3,023,872
|
|
|||
(Loss) Earnings from Continuing Operations Before Income Tax
|
(525,955
|
)
|
|
(475,705
|
)
|
|
180,151
|
|
|||
Income Tax Expense (Benefit) (Note 6)
|
10,010
|
|
|
(125,439
|
)
|
|
15,204
|
|
|||
(Loss) Income from Continuing Operations
|
(535,965
|
)
|
|
(350,266
|
)
|
|
164,947
|
|
|||
Loss from Discontinued Operations, net
|
(303,183
|
)
|
|
(14,209
|
)
|
|
(1,857
|
)
|
|||
Net (Loss) Income
|
(839,148
|
)
|
|
(364,475
|
)
|
|
163,090
|
|
|||
Less: Net Income Attributable to Noncontrolling Interests
|
8,954
|
|
|
10,410
|
|
|
—
|
|
|||
Net (Loss) Income Attributable to CONSOL Energy Shareholders
|
$
|
(848,102
|
)
|
|
$
|
(374,885
|
)
|
|
$
|
163,090
|
|
|
For the Years Ended December 31,
|
||||||||||
(Dollars in thousands, except per share data)
|
2016
|
|
2015
|
|
2014
|
||||||
(Loss) Earnings Per Share
|
|
|
|
|
|
||||||
Basic
|
|
|
|
|
|
||||||
(Loss) Income from Continuing Operations
|
$
|
(2.38
|
)
|
|
$
|
(1.57
|
)
|
|
$
|
0.72
|
|
Loss from Discontinued Operations
|
(1.32
|
)
|
|
(0.07
|
)
|
|
(0.01
|
)
|
|||
Total Basic (Loss) Earnings Per Share
|
$
|
(3.70
|
)
|
|
$
|
(1.64
|
)
|
|
$
|
0.71
|
|
Dilutive
|
|
|
|
|
|
||||||
(Loss) Income from Continuing Operations
|
$
|
(2.38
|
)
|
|
$
|
(1.57
|
)
|
|
$
|
0.71
|
|
Loss from Discontinued Operations
|
(1.32
|
)
|
|
(0.07
|
)
|
|
(0.01
|
)
|
|||
Total Dilutive (Loss) Earnings Per Share
|
$
|
(3.70
|
)
|
|
$
|
(1.64
|
)
|
|
$
|
0.70
|
|
|
|
|
|
|
|
||||||
Dividends Declared Per Share
|
$
|
0.01
|
|
|
$
|
0.145
|
|
|
$
|
0.25
|
|
|
|
|
|
|
|
||||||
|
For the Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Net (Loss) Income
|
$
|
(839,148
|
)
|
|
$
|
(364,475
|
)
|
|
$
|
163,090
|
|
Other Comprehensive (Loss) Income:
|
|
|
|
|
|
||||||
Actuarially Determined Long-Term Liability Adjustments (Net of tax: $16,281, $53,252, ($56,304))
|
(33,226
|
)
|
|
(86,447
|
)
|
|
94,989
|
|
|||
Net Increase in the Value of Cash Flow Hedge (Net of tax: $-, $-, ($55,767))
|
—
|
|
|
—
|
|
|
97,316
|
|
|||
Reclassification of Cash Flow Hedges from Other Comprehensive Income to Earnings (Net of tax: $25,011, $45,054, $10,465)
|
(43,470
|
)
|
|
(78,051
|
)
|
|
(18,288
|
)
|
|||
|
|
|
|
|
|
||||||
Other Comprehensive (Loss) Income
|
(76,696
|
)
|
|
(164,498
|
)
|
|
174,017
|
|
|||
|
|
|
|
|
|
||||||
Comprehensive (Loss) Income
|
(915,844
|
)
|
|
(528,973
|
)
|
|
337,107
|
|
|||
|
|
|
|
|
|
||||||
Less: Comprehensive Income Attributable to Noncontrolling Interests
|
9,216
|
|
|
10,410
|
|
|
—
|
|
|||
|
|
|
|
|
|
||||||
Comprehensive (Loss) Income Attributable to CONSOL Energy Inc. Shareholders
|
$
|
(925,060
|
)
|
|
$
|
(539,383
|
)
|
|
$
|
337,107
|
|
|
|
|
|
||||
|
December 31,
2016 |
|
December 31,
2015 |
||||
ASSETS
|
|
|
|
||||
Current Assets:
|
|
|
|
||||
Cash and Cash Equivalents
|
$
|
60,475
|
|
|
$
|
72,574
|
|
Accounts and Notes Receivable:
|
|
|
|
||||
Trade
|
220,222
|
|
|
151,383
|
|
||
Other Receivables
|
69,901
|
|
|
121,735
|
|
||
Inventories (Note 8)
|
65,461
|
|
|
66,792
|
|
||
Recoverable Income Taxes
|
116,851
|
|
|
13,887
|
|
||
Prepaid Expenses
|
93,146
|
|
|
297,287
|
|
||
Current Assets of Discontinued Operations (Note 2)
|
83
|
|
|
81,105
|
|
||
Total Current Assets
|
626,139
|
|
|
804,763
|
|
||
Property, Plant and Equipment (Note 9):
|
|
|
|
||||
Property, Plant and Equipment
|
13,771,388
|
|
|
13,794,907
|
|
||
Less—Accumulated Depreciation, Depletion and Amortization
|
5,630,949
|
|
|
5,062,201
|
|
||
Property, Plant and Equipment of Discontinued Operations, Net (Note 2)
|
—
|
|
|
936,671
|
|
||
Total Property, Plant and Equipment—Net
|
8,140,439
|
|
|
9,669,377
|
|
||
Other Assets:
|
|
|
|
||||
Deferred Income Taxes (Note 6)
|
4,290
|
|
|
—
|
|
||
Investment in Affiliates
|
190,964
|
|
|
237,330
|
|
||
Other
|
222,149
|
|
|
214,388
|
|
||
Other Assets of Discontinued Operations (Note 2)
|
—
|
|
|
4,044
|
|
||
Total Other Assets
|
417,403
|
|
|
455,762
|
|
||
TOTAL ASSETS
|
$
|
9,183,981
|
|
|
$
|
10,929,902
|
|
|
December 31,
2016 |
|
December 31,
2015 |
||||
LIABILITIES AND EQUITY
|
|
|
|
||||
Current Liabilities:
|
|
|
|
||||
Accounts Payable
|
$
|
241,616
|
|
|
$
|
250,609
|
|
Current Portion of Long-Term Debt (Note 12 and Note 13)
|
12,000
|
|
|
9,409
|
|
||
Short-Term Notes Payable (Note 10)
|
—
|
|
|
952,000
|
|
||
Other Accrued Liabilities (Note 11)
|
680,348
|
|
|
421,827
|
|
||
Current Liabilities of Discontinued Operations (Note 2)
|
6,050
|
|
|
51,514
|
|
||
Total Current Liabilities
|
940,014
|
|
|
1,685,359
|
|
||
Long-Term Debt:
|
|
|
|
||||
Long-Term Debt (Note 12)
|
2,722,995
|
|
|
2,703,899
|
|
||
Capital Lease Obligations (Note 13)
|
39,074
|
|
|
34,884
|
|
||
Long-Term Debt of Discontinued Operations (Note 2)
|
—
|
|
|
5,001
|
|
||
Total Long-Term Debt
|
2,762,069
|
|
|
2,743,784
|
|
||
Deferred Credits and Other Liabilities:
|
|
|
|
||||
Deferred Income Taxes (Note 6)
|
—
|
|
|
74,629
|
|
||
Postretirement Benefits Other Than Pensions (Note 14)
|
659,474
|
|
|
630,892
|
|
||
Pneumoconiosis Benefits (Note 15)
|
108,073
|
|
|
111,903
|
|
||
Mine Closing (Note 7)
|
218,631
|
|
|
227,339
|
|
||
Gas Well Closing (Note 7)
|
223,352
|
|
|
163,842
|
|
||
Workers’ Compensation (Note 15)
|
67,277
|
|
|
69,812
|
|
||
Salary Retirement (Note 14)
|
112,543
|
|
|
91,596
|
|
||
Reclamation (Note 7)
|
—
|
|
|
25
|
|
||
Other
|
151,660
|
|
|
166,957
|
|
||
Deferred Credits and Other Liabilities of Discontinued Operations (Note 2)
|
—
|
|
|
107,988
|
|
||
Total Deferred Credits and Other Liabilities
|
1,541,010
|
|
|
1,644,983
|
|
||
TOTAL LIABILITIES
|
5,243,093
|
|
|
6,074,126
|
|
||
Stockholders’ Equity:
|
|
|
|
||||
Common Stock, $0.01 Par Value; 500,000,000 Shares Authorized, 229,443,008 Issued and Outstanding at December 31, 2016; 229,054,236 Issued and Outstanding at December 31, 2015
|
2,298
|
|
|
2,294
|
|
||
Capital in Excess of Par Value
|
2,460,864
|
|
|
2,435,497
|
|
||
Preferred Stock, 15,000,000 Shares Authorized, None Issued and Outstanding
|
—
|
|
|
—
|
|
||
Retained Earnings
|
1,727,789
|
|
|
2,579,834
|
|
||
Accumulated Other Comprehensive Loss
|
(392,556
|
)
|
|
(315,598
|
)
|
||
Common Stock in Treasury, at Cost—No Shares at December 31, 2016 and 2015
|
—
|
|
|
—
|
|
||
Total CONSOL Energy Inc. Stockholders’ Equity
|
3,798,395
|
|
|
4,702,027
|
|
||
Noncontrolling Interest
|
142,493
|
|
|
153,749
|
|
||
TOTAL EQUITY
|
3,940,888
|
|
|
4,855,776
|
|
||
TOTAL LIABILITIES AND EQUITY
|
$
|
9,183,981
|
|
|
$
|
10,929,902
|
|
|
Common
Stock
|
|
Capital in
Excess
of Par
Value
|
|
Retained
Earnings
(Deficit)
|
|
Accumulated
Other
Comprehensive
Income
(Loss)
|
|
Common
Stock in
Treasury
|
|
Total
CONSOL
Energy Inc.
Stockholders’
Equity
|
|
Non-
Controlling
Interest
|
|
Total
Equity
|
||||||||||||||||
December 31, 2013
|
$
|
2,294
|
|
|
$
|
2,364,592
|
|
|
$
|
2,964,520
|
|
|
$
|
(325,117
|
)
|
|
$
|
—
|
|
|
$
|
5,006,289
|
|
|
$
|
—
|
|
|
$
|
5,006,289
|
|
Net Income
|
—
|
|
|
—
|
|
|
163,090
|
|
|
—
|
|
|
—
|
|
|
163,090
|
|
|
—
|
|
|
163,090
|
|
||||||||
Gas Cash Flow Hedge (Net of ($45,302) Tax)
|
—
|
|
|
—
|
|
|
—
|
|
|
79,028
|
|
|
—
|
|
|
79,028
|
|
|
—
|
|
|
79,028
|
|
||||||||
Actuarially Determined Long-Term Liability Adjustments (Net of ($56,304) Tax)
|
—
|
|
|
—
|
|
|
—
|
|
|
94,989
|
|
|
—
|
|
|
94,989
|
|
|
—
|
|
|
94,989
|
|
||||||||
Comprehensive Income
|
—
|
|
|
—
|
|
|
163,090
|
|
|
174,017
|
|
|
—
|
|
|
337,107
|
|
|
—
|
|
|
337,107
|
|
||||||||
Issuance of Treasury Stock
|
—
|
|
|
—
|
|
|
(15,954
|
)
|
|
—
|
|
|
—
|
|
|
(15,954
|
)
|
|
—
|
|
|
(15,954
|
)
|
||||||||
Issuance of Common Stock
|
12
|
|
|
15,004
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,016
|
|
|
—
|
|
|
15,016
|
|
||||||||
Tax Benefit from Stock-Based Compensation
|
—
|
|
|
2,629
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,629
|
|
|
—
|
|
|
2,629
|
|
||||||||
Amortization of Stock-Based Compensation Awards
|
—
|
|
|
41,877
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
41,877
|
|
|
—
|
|
|
41,877
|
|
||||||||
Dividends ($0.25 per share)
|
—
|
|
|
—
|
|
|
(57,506
|
)
|
|
—
|
|
|
—
|
|
|
(57,506
|
)
|
|
—
|
|
|
(57,506
|
)
|
||||||||
December 31, 2014
|
2,306
|
|
|
2,424,102
|
|
|
3,054,150
|
|
|
(151,100
|
)
|
|
—
|
|
|
5,329,458
|
|
|
—
|
|
|
5,329,458
|
|
||||||||
Net (Loss) Income
|
—
|
|
|
—
|
|
|
(374,885
|
)
|
|
—
|
|
|
—
|
|
|
(374,885
|
)
|
|
10,410
|
|
|
(364,475
|
)
|
||||||||
Gas Cash Flow Hedge (Net of $45,054 Tax)
|
—
|
|
|
—
|
|
|
—
|
|
|
(78,051
|
)
|
|
—
|
|
|
(78,051
|
)
|
|
—
|
|
|
(78,051
|
)
|
||||||||
Actuarially Determined Long-Term Liability Adjustments (Net of $53,252 Tax)
|
—
|
|
|
—
|
|
|
—
|
|
|
(86,447
|
)
|
|
—
|
|
|
(86,447
|
)
|
|
—
|
|
|
(86,447
|
)
|
||||||||
Comprehensive (Loss) Income
|
—
|
|
|
—
|
|
|
(374,885
|
)
|
|
(164,498
|
)
|
|
—
|
|
|
(539,383
|
)
|
|
10,410
|
|
|
(528,973
|
)
|
||||||||
Treasury Stock Activity
|
—
|
|
|
—
|
|
|
(12,181
|
)
|
|
—
|
|
|
—
|
|
|
(12,181
|
)
|
|
—
|
|
|
(12,181
|
)
|
||||||||
Issuance of Common Stock
|
10
|
|
|
8,278
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,288
|
|
|
—
|
|
|
8,288
|
|
||||||||
Retirement of Common Stock (2,213,100 shares)
|
(22
|
)
|
|
(17,683
|
)
|
|
(53,969
|
)
|
|
—
|
|
|
—
|
|
|
(71,674
|
)
|
|
—
|
|
|
(71,674
|
)
|
||||||||
Tax Cost from Stock-Based Compensation
|
—
|
|
|
(3,706
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,706
|
)
|
|
—
|
|
|
(3,706
|
)
|
||||||||
Amortization of Stock-Based Compensation Awards
|
—
|
|
|
24,506
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24,506
|
|
|
—
|
|
|
24,506
|
|
||||||||
Distributions to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,060
|
)
|
|
(5,060
|
)
|
||||||||
Proceeds from Sale of MLP Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
148,399
|
|
|
148,399
|
|
||||||||
Dividends ($0.145 per share)
|
—
|
|
|
—
|
|
|
(33,281
|
)
|
|
—
|
|
|
—
|
|
|
(33,281
|
)
|
|
—
|
|
|
(33,281
|
)
|
||||||||
December 31, 2015
|
2,294
|
|
|
2,435,497
|
|
|
2,579,834
|
|
|
(315,598
|
)
|
|
—
|
|
|
4,702,027
|
|
|
153,749
|
|
|
4,855,776
|
|
||||||||
Net (Loss) Income
|
—
|
|
|
—
|
|
|
(848,102
|
)
|
|
—
|
|
|
—
|
|
|
(848,102
|
)
|
|
8,954
|
|
|
(839,148
|
)
|
||||||||
Gas Cash Flow Hedge (Net of $25,011 Tax)
|
—
|
|
|
—
|
|
|
—
|
|
|
(43,470
|
)
|
|
—
|
|
|
(43,470
|
)
|
|
—
|
|
|
(43,470
|
)
|
||||||||
Actuarially Determined Long-Term Liability Adjustments (Net of $16,281 Tax)
|
—
|
|
|
—
|
|
|
—
|
|
|
(33,488
|
)
|
|
—
|
|
|
(33,488
|
)
|
|
262
|
|
|
(33,226
|
)
|
||||||||
Comprehensive (Loss) Income
|
—
|
|
|
—
|
|
|
(848,102
|
)
|
|
(76,958
|
)
|
|
—
|
|
|
(925,060
|
)
|
|
9,216
|
|
|
(915,844
|
)
|
||||||||
Issuance of Common Stock
|
4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
4
|
|
||||||||
Treasury Stock Activity
|
—
|
|
|
—
|
|
|
(1,649
|
)
|
|
—
|
|
|
—
|
|
|
(1,649
|
)
|
|
—
|
|
|
(1,649
|
)
|
||||||||
Tax Cost From Stock-Based Compensation
|
—
|
|
|
(4,931
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,931
|
)
|
|
—
|
|
|
(4,931
|
)
|
||||||||
Amortization of Stock-Based Compensation Awards
|
—
|
|
|
30,298
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30,298
|
|
|
1,185
|
|
|
31,483
|
|
||||||||
Distributions to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,657
|
)
|
|
(21,657
|
)
|
||||||||
Dividends ($0.01 per share)
|
—
|
|
|
—
|
|
|
(2,294
|
)
|
|
—
|
|
|
—
|
|
|
(2,294
|
)
|
|
—
|
|
|
(2,294
|
)
|
||||||||
December 31, 2016
|
$
|
2,298
|
|
|
$
|
2,460,864
|
|
|
$
|
1,727,789
|
|
|
$
|
(392,556
|
)
|
|
$
|
—
|
|
|
$
|
3,798,395
|
|
|
$
|
142,493
|
|
|
$
|
3,940,888
|
|
(Dollars in thousands)
|
For the Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Cash Flows from Operating Activities:
|
|
|
|
|
|
||||||
Net (Loss) Income
|
$
|
(839,148
|
)
|
|
$
|
(364,475
|
)
|
|
$
|
163,090
|
|
Adjustments to Reconcile Net (Loss) Income to Net Cash Provided By Continuing Operating Activities:
|
|
|
|
|
|
||||||
Net Loss from Discontinued Operations
|
303,183
|
|
|
14,209
|
|
|
1,857
|
|
|||
Depreciation, Depletion and Amortization
|
598,503
|
|
|
567,120
|
|
|
532,643
|
|
|||
Impairment of Exploration and Production Properties
|
—
|
|
|
828,905
|
|
|
—
|
|
|||
Non-Cash Other Post-Employment Benefits
|
—
|
|
|
(261,750
|
)
|
|
(45,749
|
)
|
|||
Stock-Based Compensation
|
31,483
|
|
|
24,513
|
|
|
41,877
|
|
|||
Gain on Sale of Assets
|
(19,498
|
)
|
|
(74,173
|
)
|
|
(43,198
|
)
|
|||
Loss on Debt Extinguishment
|
—
|
|
|
67,751
|
|
|
95,267
|
|
|||
Loss (Gain) on Commodity Derivative Instruments
|
141,021
|
|
|
(392,942
|
)
|
|
(23,193
|
)
|
|||
Net Cash Received in Settlement of Commodity Derivative Instruments
|
245,212
|
|
|
196,348
|
|
|
19,025
|
|
|||
Deferred Income Taxes
|
120,305
|
|
|
(140,472
|
)
|
|
(7,319
|
)
|
|||
Return on Equity Investment
|
22,268
|
|
|
35,466
|
|
|
102,174
|
|
|||
Equity in Earnings of Affiliates
|
(53,078
|
)
|
|
(54,897
|
)
|
|
(49,791
|
)
|
|||
Changes in Operating Assets:
|
|
|
|
|
|
||||||
Accounts and Notes Receivable
|
(48,014
|
)
|
|
160,370
|
|
|
(89,928
|
)
|
|||
Inventories
|
1,330
|
|
|
5,573
|
|
|
49,443
|
|
|||
Prepaid Expenses
|
84,026
|
|
|
128,405
|
|
|
4,788
|
|
|||
Changes in Other Assets
|
(98,572
|
)
|
|
3,311
|
|
|
(16,242
|
)
|
|||
Changes in Operating Liabilities:
|
|
|
|
|
|
||||||
Accounts Payable
|
(27,371
|
)
|
|
(145,875
|
)
|
|
3,974
|
|
|||
Accrued Interest
|
(1,040
|
)
|
|
26,649
|
|
|
(9,868
|
)
|
|||
Other Operating Liabilities
|
(20,356
|
)
|
|
(147,110
|
)
|
|
227,467
|
|
|||
Changes in Other Liabilities
|
(9,724
|
)
|
|
(9,916
|
)
|
|
(161,024
|
)
|
|||
Other
|
28,820
|
|
|
32,667
|
|
|
45,093
|
|
|||
Net Cash Provided by Continuing Operating Activities
|
459,350
|
|
|
499,677
|
|
|
840,386
|
|
|||
Net Cash Provided by Discontinued Operating Activities
|
9,935
|
|
|
6,172
|
|
|
96,390
|
|
|||
Net Cash Provided by Operating Activities
|
469,285
|
|
|
505,849
|
|
|
936,776
|
|
|||
Cash Flows from Investing Activities:
|
|
|
|
|
|
||||||
Capital Expenditures
|
(226,820
|
)
|
|
(982,934
|
)
|
|
(1,459,452
|
)
|
|||
Proceeds from Noble Exchange Settlement
|
213,295
|
|
|
—
|
|
|
—
|
|
|||
Proceeds from Sales of Assets
|
59,902
|
|
|
110,571
|
|
|
356,836
|
|
|||
Net Investments in Equity Affiliates
|
73,743
|
|
|
(84,221
|
)
|
|
95,207
|
|
|||
Net Cash Provided by (Used in) Continuing Investing Activities
|
120,120
|
|
|
(956,584
|
)
|
|
(1,007,409
|
)
|
|||
Net Cash Provided by (Used in) Discontinued Investing Activities
|
367,251
|
|
|
(39,633
|
)
|
|
(33,973
|
)
|
|||
Net Cash Provided by (Used in) Investing Activities
|
487,371
|
|
|
(996,217
|
)
|
|
(1,041,382
|
)
|
|||
Cash Flows from Financing Activities:
|
|
|
|
|
|
||||||
(Payments on) Proceeds from Short-Term Borrowings
|
(952,000
|
)
|
|
952,000
|
|
|
(11,736
|
)
|
|||
Payments on Miscellaneous Borrowings
|
(8,312
|
)
|
|
(4,282
|
)
|
|
(10,286
|
)
|
|||
Payments on Long-Term Notes, including Redemption Premium
|
—
|
|
|
(1,263,719
|
)
|
|
(1,819,005
|
)
|
|||
Net Proceeds from Revolver - MLP
|
16,000
|
|
|
185,000
|
|
|
—
|
|
|||
Distributions to Noncontrolling Interest
|
(21,657
|
)
|
|
(5,060
|
)
|
|
—
|
|
|||
Proceeds from Sale of MLP Interest
|
—
|
|
|
148,359
|
|
|
—
|
|
|||
Proceeds from Issuance of Long-Term Notes
|
—
|
|
|
492,760
|
|
|
1,859,920
|
|
|||
Tax Benefit from Stock-Based Compensation
|
—
|
|
|
208
|
|
|
2,629
|
|
|||
Dividends Paid
|
(2,294
|
)
|
|
(33,281
|
)
|
|
(57,506
|
)
|
|||
Proceeds from Issuance of Common Stock
|
4
|
|
|
8,288
|
|
|
15,016
|
|
|||
Purchases of Treasury Stock
|
—
|
|
|
(71,674
|
)
|
|
—
|
|
|||
Debt Issuance and Financing Fees
|
(482
|
)
|
|
(22,586
|
)
|
|
(24,861
|
)
|
|||
Net Cash (Used in) Provided by Continuing Financing Activities
|
(968,741
|
)
|
|
386,013
|
|
|
(45,829
|
)
|
|||
Net Cash Used in Discontinued Financing Activities
|
(14
|
)
|
|
(56
|
)
|
|
—
|
|
|||
Net Cash (Used in) Provided by Financing Activities
|
(968,755
|
)
|
|
385,957
|
|
|
(45,829
|
)
|
|||
Net Decrease in Cash and Cash Equivalents
|
(12,099
|
)
|
|
(104,411
|
)
|
|
(150,435
|
)
|
|||
Cash and Cash Equivalents at Beginning of Period
|
72,574
|
|
|
176,985
|
|
|
327,420
|
|
|||
Cash and Cash Equivalents at End of Period
|
$
|
60,475
|
|
|
$
|
72,574
|
|
|
$
|
176,985
|
|
|
|
Years
|
Buildings and improvements
|
|
10 to 45
|
Machinery and equipment
|
|
3 to 25
|
Leasehold improvements
|
|
Life of Lease
|
|
For the Years Ended
|
|||||||
|
December 31,
|
|||||||
|
2016
|
|
2015
|
|
2014
|
|||
Anti-Dilutive Options
|
6,208,813
|
|
|
3,621,002
|
|
|
358,731
|
|
Anti-Dilutive Restricted Stock Units
|
663,003
|
|
|
1,375,659
|
|
|
—
|
|
Anti-Dilutive Performance Share Units
|
2,400,326
|
|
|
113,531
|
|
|
—
|
|
Anti-Dilutive Performance Share Options
|
802,804
|
|
|
802,804
|
|
|
—
|
|
|
10,074,946
|
|
|
5,912,996
|
|
|
358,731
|
|
|
For the Years Ended
|
||||||||||
|
December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Numerator:
|
|
|
|
|
|
||||||
(Loss) Income from Continuing Operations
|
$
|
(535,965
|
)
|
|
$
|
(350,266
|
)
|
|
$
|
164,947
|
|
Less: Net Income Attributable to Noncontrolling Interest
|
8,954
|
|
|
10,410
|
|
|
—
|
|
|||
Net (Loss) Income from Continuing Operations attributable to CONSOL Energy Shareholders
|
$
|
(544,919
|
)
|
|
$
|
(360,676
|
)
|
|
$
|
164,947
|
|
|
|
|
|
|
|
||||||
Loss from Discontinued Operations
|
$
|
(303,183
|
)
|
|
$
|
(14,209
|
)
|
|
$
|
(1,857
|
)
|
|
|
|
|
|
|
||||||
Net (Loss) Income Attributable to CONSOL Energy Shareholders
|
$
|
(848,102
|
)
|
|
$
|
(374,885
|
)
|
|
$
|
163,090
|
|
Denominator:
|
|
|
|
|
|
||||||
Weighted-average shares of common stock outstanding
|
229,387,403
|
|
|
229,186,125
|
|
|
229,994,407
|
|
|||
Effect of dilutive shares
|
—
|
|
|
—
|
|
|
1,585,871
|
|
|||
Weighted-average diluted shares of common stock outstanding
|
229,387,403
|
|
|
229,186,125
|
|
|
231,580,278
|
|
|||
(Loss) Earnings Per Share:
|
|
|
|
|
|
||||||
Basic (Continuing Operations)
|
$
|
(2.38
|
)
|
|
$
|
(1.57
|
)
|
|
$
|
0.72
|
|
Basic (Discontinued Operations)
|
(1.32
|
)
|
|
(0.07
|
)
|
|
(0.01
|
)
|
|||
Total Basic
|
$
|
(3.70
|
)
|
|
$
|
(1.64
|
)
|
|
$
|
0.71
|
|
|
|
|
|
|
|
||||||
Dilutive (Continuing Operations)
|
$
|
(2.38
|
)
|
|
$
|
(1.57
|
)
|
|
$
|
0.71
|
|
Dilutive (Discontinued Operations)
|
(1.32
|
)
|
|
(0.07
|
)
|
|
(0.01
|
)
|
|||
Total Dilutive
|
$
|
(3.70
|
)
|
|
$
|
(1.64
|
)
|
|
$
|
0.70
|
|
|
2016
|
|
2015
|
|
2014
|
|||
Balance, Beginning of Year
|
229,054,236
|
|
|
230,265,463
|
|
|
229,145,736
|
|
Issuance Related to Stock-Based Compensation (1)
|
388,772
|
|
|
1,001,873
|
|
|
1,119,727
|
|
Retirement of Common Stock (2)
|
—
|
|
|
(2,213,100
|
)
|
|
—
|
|
Balance, End of Year
|
229,443,008
|
|
|
229,054,236
|
|
|
230,265,463
|
|
|
Gains on Cash Flow Hedges
|
|
Postretirement Benefits
|
|
Total
|
||||||||||||
Balance at December 31, 2015
|
$
|
43,470
|
|
|
$
|
(359,068
|
)
|
|
$
|
(315,598
|
)
|
||||||
Other Comprehensive Loss before Reclassifications
|
—
|
|
|
(61,730
|
)
|
|
(61,730
|
)
|
|||||||||
Amounts Reclassified from Accumulated Other Comprehensive Loss
|
(43,470
|
)
|
|
28,504
|
|
|
(14,966
|
)
|
|||||||||
Current Period Other Comprehensive Loss
|
(43,470
|
)
|
|
(33,226
|
)
|
|
(76,696
|
)
|
|||||||||
Less: Other Comprehensive Income Attributable to Non-Controlling Interest
|
—
|
|
|
262
|
|
|
262
|
|
|||||||||
Balance at December 31, 2016
|
$
|
—
|
|
|
$
|
(392,556
|
)
|
|
$
|
(392,556
|
)
|
|
For the Years Ended December 31,
|
||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||||||||
Derivative Instruments (Note 21)
|
|
|
|
|
|
||||||||||||
Natural Gas Price Swaps and Options
|
$
|
(68,481
|
)
|
|
$
|
(123,105
|
)
|
|
$
|
(28,753
|
)
|
||||||
Tax Expense
|
25,011
|
|
|
45,054
|
|
|
10,465
|
|
|||||||||
Net of Tax
|
$
|
(43,470
|
)
|
|
$
|
(78,051
|
)
|
|
$
|
(18,288
|
)
|
||||||
Actuarially Determined Long-Term Liability Adjustments* (Note 14 and Note 15)
|
|
|
|
|
|
||||||||||||
Amortization of Prior Service Costs
|
$
|
(590
|
)
|
|
$
|
(336,993
|
)
|
|
$
|
(22,381
|
)
|
||||||
Recognized Net Actuarial Loss
|
23,857
|
|
|
119,222
|
|
|
46,155
|
|
|||||||||
Curtailment Loss (Gain)
|
—
|
|
|
5
|
|
|
(36,182
|
)
|
|||||||||
Settlement Loss
|
22,196
|
|
|
19,053
|
|
|
29,095
|
|
|||||||||
Total
|
45,463
|
|
|
(198,713
|
)
|
|
16,687
|
|
|||||||||
Tax (Benefit) Expense
|
(16,959
|
)
|
|
74,687
|
|
|
(6,139
|
)
|
|||||||||
Net of Tax
|
$
|
28,504
|
|
|
$
|
(124,026
|
)
|
|
$
|
10,548
|
|
•
|
In March 2016, the FASB issued Update 2016-08 - Principal versus Agent Considerations (Reporting Revenue Gross versus Net), which clarifies how an entity determines whether it is a principal or an agent for goods or services promised to a customer as well as the nature of the goods or services promised to their customers.
|
•
|
In April 2016, the FASB issued Update 2016-10 - Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing, which seeks to address implementation issues in the areas of identifying performance obligations and licensing.
|
•
|
In May 2016, the FASB issued Update 2016-12 - Revenue from Contracts with Customers: Narrow Scope Improvements and Practical Expedients, which seeks to address implementation issues in the areas of collectibility, presentation of sales taxes, noncash consideration, and completed contracts and contract modifications at transition.
|
•
|
In December 2016, the FASB issued Update 2016-20 - Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers, which includes amendments related to loan guarantee fees, contract costs, provisions for losses on construction and production-type contracts, scope, disclosures, contract modification, contract asset versus receivable, refund liability and advertising costs.
|
|
For the Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Coal Sales
|
$
|
102,904
|
|
|
$
|
367,234
|
|
|
$
|
426,263
|
|
Freight-Outside Coal
|
1,322
|
|
|
5,098
|
|
|
5,015
|
|
|||
Miscellaneous Other Income
|
740
|
|
|
51
|
|
|
2,635
|
|
|||
(Loss) Gain on Sale of Assets
|
(91,785
|
)
|
|
336
|
|
|
(6,640
|
)
|
|||
Total Revenue and Other Income
|
$
|
13,181
|
|
|
$
|
372,719
|
|
|
$
|
427,273
|
|
Total Costs
|
134,248
|
|
|
395,913
|
|
|
431,344
|
|
|||
Loss From Operations Before Income Taxes
|
$
|
(121,067
|
)
|
|
$
|
(23,194
|
)
|
|
$
|
(4,071
|
)
|
Impairment on Assets Held for Sale
|
355,681
|
|
|
—
|
|
|
—
|
|
|||
Income Tax Benefit
|
(173,565
|
)
|
|
(8,985
|
)
|
|
(2,214
|
)
|
|||
Loss From Discontinued Operations, net
|
$
|
(303,183
|
)
|
|
$
|
(14,209
|
)
|
|
$
|
(1,857
|
)
|
|
December 31,
2016 |
|
December 31,
2015 |
||||
Assets:
|
|
|
|
||||
Accounts Receivable - Trade
|
$
|
83
|
|
|
$
|
49,125
|
|
Inventories
|
—
|
|
|
30,646
|
|
||
Prepaid Expense
|
—
|
|
|
970
|
|
||
Other Current Assets
|
—
|
|
|
364
|
|
||
Total Current Assets
|
$
|
83
|
|
|
$
|
81,105
|
|
Property, Plant and Equipment, Net
|
—
|
|
|
936,671
|
|
||
Other Assets
|
—
|
|
|
4,044
|
|
||
Total Assets of Discontinued Operations
|
$
|
83
|
|
|
$
|
1,021,820
|
|
Liabilities:
|
|
|
|
||||
Accounts Payable
|
$
|
36
|
|
|
$
|
20,786
|
|
Other Current Liabilities
|
6,014
|
|
|
30,728
|
|
||
Total Current Liabilities
|
$
|
6,050
|
|
|
$
|
51,514
|
|
Long Term Debt
|
—
|
|
|
5,001
|
|
||
Pneumoconiosis Benefits
|
—
|
|
|
1,129
|
|
||
Mine Closing
|
—
|
|
|
71,941
|
|
||
Reclamation
|
—
|
|
|
34,126
|
|
||
Other liabilities
|
—
|
|
|
792
|
|
||
Total Liabilities of Discontinued Operations
|
$
|
6,050
|
|
|
$
|
164,503
|
|
|
|
For the Years Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Equity in Earnings of Affiliates - CONE
|
|
$
|
48,260
|
|
|
$
|
43,799
|
|
|
$
|
29,807
|
|
Rental Income
|
|
36,059
|
|
|
37,984
|
|
|
45,059
|
|
|||
Right of Way Issuance
|
|
27,343
|
|
|
13,289
|
|
|
7,333
|
|
|||
Royalty Income - Non-Operated Coal
|
|
20,083
|
|
|
15,402
|
|
|
19,653
|
|
|||
Gathering Revenue
|
|
10,834
|
|
|
9,530
|
|
|
23,520
|
|
|||
Coal Contract Buyout
|
|
6,288
|
|
|
—
|
|
|
30,000
|
|
|||
Purchased Coal Sales
|
|
5,757
|
|
|
1,596
|
|
|
9,029
|
|
|||
Equity in Earnings of Affiliates - Other
|
|
4,818
|
|
|
11,098
|
|
|
19,984
|
|
|||
Interest Income
|
|
1,507
|
|
|
2,299
|
|
|
2,303
|
|
|||
Other
|
|
6,357
|
|
|
9,354
|
|
|
20,772
|
|
|||
Miscellaneous Other Income
|
|
$
|
167,306
|
|
|
$
|
144,351
|
|
|
$
|
207,460
|
|
|
For The Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Current:
|
|
|
|
|
|
||||||
U.S. Federal
|
$
|
(103,562
|
)
|
|
$
|
19,726
|
|
|
$
|
18,388
|
|
U.S. State
|
(8,699
|
)
|
|
(5,657
|
)
|
|
2,724
|
|
|||
Non-U.S.
|
1,966
|
|
|
964
|
|
|
1,411
|
|
|||
|
(110,295
|
)
|
|
15,033
|
|
|
22,523
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
U.S. Federal
|
124,766
|
|
|
(181,859
|
)
|
|
(12,581
|
)
|
|||
U.S. State
|
(4,461
|
)
|
|
41,387
|
|
|
5,262
|
|
|||
|
120,305
|
|
|
(140,472
|
)
|
|
(7,319
|
)
|
|||
|
|
|
|
|
|
||||||
Total Income Tax Expense (Benefit)
|
$
|
10,010
|
|
|
$
|
(125,439
|
)
|
|
$
|
15,204
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Deferred Tax Assets:
|
|
|
|
||||
Postretirement benefits other than pensions
|
$
|
260,959
|
|
|
$
|
257,604
|
|
Alternative minimum tax
|
219,872
|
|
|
143,122
|
|
||
Net operating loss - Federal
|
144,450
|
|
|
165,951
|
|
||
Net operating loss - State
|
74,310
|
|
|
76,171
|
|
||
Gas derivatives
|
72,105
|
|
|
—
|
|
||
Gas well closing
|
68,585
|
|
|
79,246
|
|
||
Pneumoconiosis benefits
|
43,997
|
|
|
44,830
|
|
||
Salary retirement
|
42,393
|
|
|
30,177
|
|
||
Mine closing
|
39,860
|
|
|
63,399
|
|
||
Foreign tax credit
|
39,850
|
|
|
39,850
|
|
||
Workers' compensation
|
30,758
|
|
|
31,544
|
|
||
Mine subsidence
|
29,532
|
|
|
44,317
|
|
||
Capital lease
|
2,925
|
|
|
4,404
|
|
||
Equity Partnerships
|
—
|
|
|
45,746
|
|
||
Reclamation
|
—
|
|
|
14,122
|
|
||
Other
|
66,724
|
|
|
65,427
|
|
||
Total Deferred Tax Assets
|
1,136,320
|
|
|
1,105,910
|
|
||
Valuation Allowance
|
(282,778
|
)
|
|
(78,306
|
)
|
||
Net Deferred Tax Assets
|
853,542
|
|
|
1,027,604
|
|
||
|
|
|
|
||||
Deferred Tax Liabilities:
|
|
|
|
||||
Property, plant and equipment
|
(782,710
|
)
|
|
(946,778
|
)
|
||
Equity Partnerships
|
(40,200
|
)
|
|
—
|
|
||
Advance mining royalties
|
(22,326
|
)
|
|
(44,921
|
)
|
||
Gas derivatives
|
—
|
|
|
(105,864
|
)
|
||
Other
|
(4,016
|
)
|
|
(4,670
|
)
|
||
Total Deferred Tax Liabilities
|
(849,252
|
)
|
|
(1,102,233
|
)
|
||
|
|
|
|
||||
Net Deferred Tax Asset (Liability)
|
$
|
4,290
|
|
|
$
|
(74,629
|
)
|
|
For the Years Ended December 31,
|
|||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|||||||||||||||
|
Amount
|
|
Percent
|
|
Amount
|
|
Percent
|
|
Amount
|
|
Percent
|
|||||||||
Statutory U.S. federal income tax rate
|
$
|
(187,218
|
)
|
|
35.0
|
%
|
|
$
|
(166,497
|
)
|
|
35.0
|
%
|
|
$
|
63,053
|
|
|
35.0
|
%
|
Excess tax depletion
|
(18,960
|
)
|
|
3.5
|
|
|
(29,526
|
)
|
|
6.2
|
|
|
(42,302
|
)
|
|
(23.5
|
)
|
|||
Effect of domestic production activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,235
|
)
|
|
(0.7
|
)
|
|||
Federal tax accrual to tax return reconciliation
|
(6,789
|
)
|
|
1.3
|
|
|
13,576
|
|
|
(2.9
|
)
|
|
(8,331
|
)
|
|
(4.6
|
)
|
|||
IRS and state tax examination settlements
|
36,619
|
|
|
(6.8
|
)
|
|
(36
|
)
|
|
—
|
|
|
(5,248
|
)
|
|
(2.9
|
)
|
|||
Net effect of state income taxes
|
(25,629
|
)
|
|
4.8
|
|
|
(10,109
|
)
|
|
2.1
|
|
|
5,235
|
|
|
2.9
|
|
|||
Effect of change in federal valuation allowance
|
187,759
|
|
|
(35.1
|
)
|
|
25,903
|
|
|
(5.4
|
)
|
|
—
|
|
|
—
|
|
|||
Effect of change in state valuation allowance
|
20,047
|
|
|
(3.7
|
)
|
|
39,492
|
|
|
(8.3
|
)
|
|
(1,436
|
)
|
|
(0.8
|
)
|
|||
Effect of foreign tax
|
1,966
|
|
|
(0.4
|
)
|
|
964
|
|
|
(0.2
|
)
|
|
1,411
|
|
|
0.8
|
|
|||
Other
|
2,215
|
|
|
(0.5
|
)
|
|
794
|
|
|
(0.2
|
)
|
|
4,057
|
|
|
2.1
|
|
|||
Income Tax Expense (Benefit) / Effective Rate
|
$
|
10,010
|
|
|
(1.9
|
)%
|
|
$
|
(125,439
|
)
|
|
26.3
|
%
|
|
$
|
15,204
|
|
|
8.3
|
%
|
|
For the Years Ended
|
||||||
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Balance at beginning of period
|
$
|
12,702
|
|
|
$
|
4,265
|
|
Increase in unrecognized tax benefits resulting from tax positions taken during current period
|
666
|
|
|
—
|
|
||
Increase in unrecognized tax benefits resulting from tax positions taken during prior periods
|
—
|
|
|
8,437
|
|
||
Reduction of unrecognized tax benefits as a result of a settlement with taxing authorities
|
(4,265
|
)
|
|
—
|
|
||
Balance at end of period
|
$
|
9,103
|
|
|
$
|
12,702
|
|
|
|
As of December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
Balance at beginning of period
|
|
$
|
429,967
|
|
|
$
|
454,832
|
|
Accretion expense
|
|
23,924
|
|
|
32,438
|
|
||
Payments
|
|
(15,882
|
)
|
|
(18,033
|
)
|
||
Revisions in estimated cash flows
|
|
36,320
|
|
|
(33,984
|
)
|
||
Other
|
|
(785
|
)
|
|
(5,286
|
)
|
||
Balance at end of period
|
|
$
|
473,544
|
|
|
$
|
429,967
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Coal
|
$
|
7,800
|
|
|
$
|
4,660
|
|
Supplies
|
57,661
|
|
|
62,132
|
|
||
Total Inventories
|
$
|
65,461
|
|
|
$
|
66,792
|
|
|
December 31,
|
||||||
E&P Property, Plant and Equipment
|
2016
|
|
2015
|
||||
Intangible drilling cost
|
$
|
3,583,565
|
|
|
$
|
3,452,989
|
|
Proved gas properties
|
2,016,916
|
|
|
1,922,602
|
|
||
Unproved gas properties
|
1,116,282
|
|
|
1,421,083
|
|
||
Gas gathering equipment
|
1,138,299
|
|
|
1,147,173
|
|
||
Gas wells and related equipment
|
791,996
|
|
|
785,744
|
|
||
Other gas assets
|
190,406
|
|
|
125,691
|
|
||
Gas advance royalties
|
13,762
|
|
|
19,745
|
|
||
Total E&P Property, Plant and Equipment
|
$
|
8,851,226
|
|
|
$
|
8,875,027
|
|
Less: Accumulated Depreciation, Depletion and Amortization
|
3,106,296
|
|
|
2,695,674
|
|
||
Total E&P Property, Plant and Equipment - Net
|
$
|
5,744,930
|
|
|
$
|
6,179,353
|
|
|
|
|
|
||||
PA Mining Operations Property, Plant and Equipment
|
|
|
|
||||
Coal and other plant and equipment
|
$
|
2,307,668
|
|
|
$
|
2,284,103
|
|
Coal properties and surface lands
|
458,398
|
|
|
456,044
|
|
||
Airshafts
|
371,752
|
|
|
351,870
|
|
||
Mine development
|
326,152
|
|
|
326,225
|
|
||
Coal advance mining royalties
|
16,224
|
|
|
16,263
|
|
||
Leased coal lands
|
26,566
|
|
|
26,402
|
|
||
Total PA Mining Operations Property, Plant and Equipment
|
$
|
3,506,760
|
|
|
$
|
3,460,907
|
|
Less: Accumulated Depreciation, Depletion and Amortization
|
1,768,712
|
|
|
1,603,642
|
|
||
Total PA Mining Operations Property, Plant and Equipment - Net
|
$
|
1,738,048
|
|
|
$
|
1,857,265
|
|
|
|
|
|
||||
Other Property, Plant and Equipment
|
|
|
|
||||
Coal and other plant and equipment
|
$
|
532,919
|
|
|
$
|
569,333
|
|
Coal properties and surface lands
|
481,126
|
|
|
484,348
|
|
||
Airshafts
|
10,003
|
|
|
10,002
|
|
||
Mine development
|
17,988
|
|
|
18,073
|
|
||
Coal advance mining royalties
|
310,530
|
|
|
312,452
|
|
||
Leased coal lands
|
60,836
|
|
|
64,765
|
|
||
Total Other Property, Plant and Equipment
|
$
|
1,413,402
|
|
|
$
|
1,458,973
|
|
Less: Accumulated Depreciation, Depletion and Amortization
|
755,941
|
|
|
762,885
|
|
||
Total Other Property, Plant and Equipment - Net
|
$
|
657,461
|
|
|
$
|
696,088
|
|
|
|
|
|
||||
Total Company Property, Plant and Equipment
|
$
|
13,771,388
|
|
|
$
|
13,794,907
|
|
Less - Total Company Accumulated Depreciation, Depletion and Amortization
|
5,630,949
|
|
|
5,062,201
|
|
||
Total Company Property, Plant and Equipment - Net
|
$
|
8,140,439
|
|
|
$
|
8,732,706
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Unproved gas properties
|
$
|
1,116,282
|
|
|
$
|
1,421,083
|
|
Coal properties
|
195,354
|
|
|
258,099
|
|
||
Leased coal lands
|
36,788
|
|
|
44,805
|
|
||
Airshafts
|
19,693
|
|
|
24,674
|
|
||
Coal advance mining royalties
|
16,270
|
|
|
21,544
|
|
||
Gas advance royalties
|
13,762
|
|
|
19,745
|
|
||
Mine development
|
7,771
|
|
|
7,930
|
|
||
Total
|
$
|
1,405,920
|
|
|
$
|
1,797,880
|
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
Gas derivatives
|
|
$
|
231,573
|
|
|
$
|
12,206
|
|
Subsidence liability
|
|
104,437
|
|
|
86,860
|
|
||
Royalties
|
|
44,657
|
|
|
38,707
|
|
||
Accrued interest
|
|
37,366
|
|
|
38,406
|
|
||
Accrued payroll & benefits
|
|
24,649
|
|
|
24,952
|
|
||
Accrued other taxes
|
|
20,679
|
|
|
10,927
|
|
||
Short-term incentive compensation
|
|
19,497
|
|
|
6,802
|
|
||
Deferred Revenue
|
|
18,211
|
|
|
11,557
|
|
||
Equipment leases
|
|
15,286
|
|
|
15,286
|
|
||
Other
|
|
59,025
|
|
|
60,052
|
|
||
Current portion of long-term liabilities:
|
|
|
|
|
||||
Postretirement benefits other than pensions
|
|
42,001
|
|
|
46,105
|
|
||
Gas well closing
|
|
17,285
|
|
|
15,648
|
|
||
Mine closing
|
|
14,276
|
|
|
22,599
|
|
||
Workers' compensation
|
|
13,874
|
|
|
14,803
|
|
||
Pneumoconiosis benefits
|
|
10,763
|
|
|
9,382
|
|
||
Long-term disability
|
|
3,865
|
|
|
4,248
|
|
||
Salary retirement
|
|
2,904
|
|
|
2,772
|
|
||
Reclamation
|
|
—
|
|
|
515
|
|
||
Total Other Accrued Liabilities
|
|
$
|
680,348
|
|
|
$
|
421,827
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Debt:
|
|
|
|
||||
Senior Notes due April 2022 at 5.875% (Principal of $1,850,000 plus Unamortized Premium of $4,731 and $5,617, respectively)
|
$
|
1,854,731
|
|
|
$
|
1,855,617
|
|
Senior Notes due April 2023 at 8.00% (Principal of $500,000 less Unamortized Discount of $5,656 and $6,561, respectively)
|
494,344
|
|
|
493,439
|
|
||
Revolving Credit Facility - CNX Coal Resources LP
|
201,000
|
|
|
185,000
|
|
||
MEDCO Revenue Bonds in Series due September 2025 at 5.75%
|
102,865
|
|
|
102,865
|
|
||
Senior Notes due April 2020 at 8.25%, Issued at Par Value
|
74,470
|
|
|
74,470
|
|
||
Senior Notes due March 2021 at 6.375%, Issued at Par Value
|
20,611
|
|
|
20,611
|
|
||
Advance Royalty Commitments (7.73% and 16.35% Weighted Average Interest Rate, respectively)
|
2,678
|
|
|
3,964
|
|
||
Other Long-Term Note Maturing in 2018 (Principal of $1,789 and $3,096 less Unamortized Discount of $117 and $327, respectively)
|
1,672
|
|
|
2,769
|
|
||
Less: Unamortized Debt Issuance Costs
|
27,699
|
|
|
33,017
|
|
||
|
2,724,672
|
|
|
2,705,718
|
|
||
Less: Amounts Due in One Year*
|
1,677
|
|
|
1,819
|
|
||
Long-Term Debt
|
$
|
2,722,995
|
|
|
$
|
2,703,899
|
|
Year ended December 31,
|
Amount
|
||
2017
|
$
|
1,804
|
|
2018
|
672
|
|
|
2019
|
292
|
|
|
2020
|
275,740
|
|
|
2021
|
20,861
|
|
|
Thereafter
|
2,454,043
|
|
|
Total Long-Term Debt Maturities
|
$
|
2,753,412
|
|
|
|
Capital
|
|
Operating
|
||||
|
|
Leases
|
|
Leases
|
||||
Year Ended December 31,
|
|
|
|
|
||||
2017
|
|
$
|
13,237
|
|
|
$
|
103,325
|
|
2018
|
|
12,442
|
|
|
64,520
|
|
||
2019
|
|
11,977
|
|
|
37,272
|
|
||
2020
|
|
11,007
|
|
|
27,722
|
|
||
2021
|
|
8,959
|
|
|
26,816
|
|
||
Thereafter
|
|
—
|
|
|
80,692
|
|
||
Total minimum lease payments
|
|
$
|
57,622
|
|
|
$
|
340,347
|
|
Less amount representing interest (2.00% – 7.36%)
|
|
8,225
|
|
|
|
|||
Present value of minimum lease payments
|
|
49,397
|
|
|
|
|||
Less amount due in one year
|
|
10,323
|
|
|
|
|||
Total Long-Term Capital Lease Obligation
|
|
$
|
39,074
|
|
|
|
2017
|
2018
|
2019
|
2020
|
2021
|
Thereafter
|
Total
|
||||||||||||||||||||
$
|
3,699
|
|
|
$
|
3,699
|
|
|
$
|
3,699
|
|
|
$
|
3,699
|
|
|
$
|
2,157
|
|
|
$
|
—
|
|
|
$
|
16,953
|
|
2017
|
2018
|
2019
|
2020
|
2021
|
Thereafter
|
Total
|
||||||||||||||||||||
$
|
40,299
|
|
|
$
|
13,819
|
|
|
$
|
6,909
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
61,027
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
Total
|
||||||||||||||
$
|
4,496
|
|
|
$
|
2,992
|
|
|
$
|
1,701
|
|
|
$
|
627
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9,816
|
|
|
|
Pension Benefits
|
|
Other Postretirement Benefits
|
||||||||||||
|
|
at December 31,
|
|
at December 31,
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Change in benefit obligation:
|
|
|
|
|
|
|
|
|
||||||||
Benefit obligation at beginning of period
|
|
$
|
763,407
|
|
|
$
|
870,471
|
|
|
$
|
671,755
|
|
|
$
|
760,959
|
|
Service cost
|
|
1,927
|
|
|
8,653
|
|
|
—
|
|
|
—
|
|
||||
Interest cost
|
|
25,491
|
|
|
32,095
|
|
|
24,241
|
|
|
27,238
|
|
||||
Actuarial loss (gain)
|
|
46,962
|
|
|
(39,563
|
)
|
|
77,640
|
|
|
(9,224
|
)
|
||||
Plan amendments
|
|
—
|
|
|
—
|
|
|
(28,164
|
)
|
|
(43,598
|
)
|
||||
Plan transfer*
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,242
|
)
|
||||
Plan curtailments
|
|
—
|
|
|
(26,352
|
)
|
|
—
|
|
|
—
|
|
||||
Plan settlements
|
|
(54,197
|
)
|
|
(51,497
|
)
|
|
—
|
|
|
—
|
|
||||
Participant contributions
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,649
|
|
||||
Benefits and other payments
|
|
(35,709
|
)
|
|
(30,400
|
)
|
|
(45,387
|
)
|
|
(60,027
|
)
|
||||
Benefit obligation at end of period
|
|
$
|
747,881
|
|
|
$
|
763,407
|
|
|
$
|
700,085
|
|
|
$
|
671,755
|
|
|
|
|
|
|
|
|
|
|
||||||||
Change in plan assets:
|
|
|
|
|
|
|
|
|
||||||||
Fair value of plan assets at beginning of period
|
|
$
|
669,039
|
|
|
$
|
751,176
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Actual return (loss) on plan assets
|
|
50,575
|
|
|
(9,293
|
)
|
|
—
|
|
|
—
|
|
||||
Company contributions
|
|
2,726
|
|
|
9,053
|
|
|
45,387
|
|
|
58,378
|
|
||||
Participant contributions
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,649
|
|
||||
Benefits and other payments
|
|
(35,709
|
)
|
|
(30,400
|
)
|
|
(45,387
|
)
|
|
(60,027
|
)
|
||||
Plan settlements
|
|
(54,197
|
)
|
|
(51,497
|
)
|
|
—
|
|
|
—
|
|
||||
Fair value of plan assets at end of period
|
|
$
|
632,434
|
|
|
$
|
669,039
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||||
Funded status:
|
|
|
|
|
|
|
|
|
||||||||
Current liabilities
|
|
$
|
(2,904
|
)
|
|
$
|
(2,772
|
)
|
|
$
|
(40,611
|
)
|
|
$
|
(40,863
|
)
|
Noncurrent liabilities
|
|
(112,543
|
)
|
|
(91,596
|
)
|
|
(659,474
|
)
|
|
(630,892
|
)
|
||||
Net obligation recognized
|
|
$
|
(115,447
|
)
|
|
$
|
(94,368
|
)
|
|
$
|
(700,085
|
)
|
|
$
|
(671,755
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Amounts recognized in accumulated other comprehensive income consist of:
|
|
|
|
|
|
|
|
|
||||||||
Net actuarial loss
|
|
$
|
299,865
|
|
|
$
|
288,695
|
|
|
$
|
426,392
|
|
|
$
|
367,920
|
|
Prior service credit
|
|
(1,611
|
)
|
|
(2,201
|
)
|
|
(28,164
|
)
|
|
—
|
|
||||
Net amount recognized (before tax effect)
|
|
$
|
298,254
|
|
|
$
|
286,494
|
|
|
$
|
398,228
|
|
|
$
|
367,920
|
|
|
Pension Benefits
|
|
Other Postretirement Benefits
|
||||||||||||||||||||
|
For the Years Ended December 31,
|
|
For the Years Ended December 31,
|
||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||
Components of net periodic benefit cost:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Service cost
|
$
|
1,927
|
|
|
$
|
8,653
|
|
|
$
|
17,187
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
7,089
|
|
Interest cost
|
25,491
|
|
|
32,095
|
|
|
35,363
|
|
|
24,241
|
|
|
27,238
|
|
|
44,177
|
|
||||||
Expected return on plan assets
|
(46,674
|
)
|
|
(51,528
|
)
|
|
(51,400
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Amortization of prior service credits
|
(590
|
)
|
|
(666
|
)
|
|
(1,217
|
)
|
|
—
|
|
|
(336,327
|
)
|
|
(21,163
|
)
|
||||||
Recognized net actuarial loss
|
9,694
|
|
|
21,519
|
|
|
23,927
|
|
|
19,168
|
|
|
102,875
|
|
|
28,682
|
|
||||||
Curtailment loss (gain)
|
—
|
|
|
5
|
|
|
(549
|
)
|
|
—
|
|
|
—
|
|
|
(35,633
|
)
|
||||||
Settlement loss (gain)
|
22,196
|
|
|
19,053
|
|
|
29,095
|
|
|
—
|
|
|
(8,932
|
)
|
|
—
|
|
||||||
Net periodic benefit cost (credit)
|
$
|
12,044
|
|
|
$
|
29,131
|
|
|
$
|
52,406
|
|
|
$
|
43,409
|
|
|
$
|
(215,146
|
)
|
|
$
|
23,152
|
|
|
|
|
|
Other
|
||||
|
|
Pension
|
|
Postretirement
|
||||
|
|
Benefits
|
|
Benefits
|
||||
Prior service credit recognition
|
|
$
|
(590
|
)
|
|
$
|
(2,405
|
)
|
Actuarial loss recognition
|
|
$
|
9,403
|
|
|
$
|
23,112
|
|
|
|
As of December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
Projected benefit obligation
|
|
$
|
747,881
|
|
|
$
|
763,407
|
|
Accumulated benefit obligation
|
|
$
|
745,793
|
|
|
$
|
761,124
|
|
Fair value of plan assets
|
|
$
|
632,434
|
|
|
$
|
669,039
|
|
|
|
Pension Benefits
|
|
Other Postretirement Benefits
|
||||||||
|
|
For the Year Ended
|
|
For the Year Ended
|
||||||||
|
|
December 31,
|
|
December 31,
|
||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||
Discount rate
|
|
4.31
|
%
|
|
4.50
|
%
|
|
4.22
|
%
|
|
4.50
|
%
|
Rate of compensation increase
|
|
3.90
|
%
|
|
3.80
|
%
|
|
—
|
|
|
—
|
|
|
|
Pension Benefits at
|
|
Other Postretirement Benefits at
|
||||||||||||||
|
|
December 31,
|
|
December 31,
|
||||||||||||||
|
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
|
2014
|
||||||
Discount rate
|
|
4.52
|
%
|
|
4.07
|
%
|
|
4.87
|
%
|
|
4.50
|
%
|
|
4.03
|
%
|
|
4.88
|
%
|
Expected long-term return on plan assets
|
|
7.25
|
%
|
|
7.75
|
%
|
|
7.75
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
Rate of compensation increase
|
|
3.80
|
%
|
|
3.80
|
%
|
|
4.21
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
At December 31,
|
|||||||
|
|
2016
|
|
2015
|
|
2014
|
|||
Health care cost trend rate for next year
|
|
6.31
|
%
|
|
6.49
|
%
|
|
6.03
|
%
|
Rate to which the cost trend is assumed to decline (ultimate trend rate)
|
|
4.50
|
%
|
|
4.50
|
%
|
|
4.50
|
%
|
Year that the rate reaches ultimate trend rate
|
|
2038
|
|
|
2038
|
|
|
2026
|
|
|
|
1 Percentage
|
|
1 Percentage
|
||||
|
|
Point Increase
|
|
Point Decrease
|
||||
Effect on total of service and interest cost components
|
|
$
|
3,659
|
|
|
$
|
(3,053
|
)
|
Effect on accumulated postretirement benefit obligation
|
|
$
|
84,381
|
|
|
$
|
(71,751
|
)
|
|
|
Fair Value Measurements at December 31, 2016
|
|
Fair Value Measurements at December 31, 2015
|
||||||||||||||||||||||||||||
|
|
|
|
Quoted
|
|
|
|
|
|
|
|
Quoted
|
|
|
|
|
||||||||||||||||
|
|
|
|
Prices in
|
|
|
|
|
|
|
|
Prices in
|
|
|
|
|
||||||||||||||||
|
|
|
|
Active
|
|
|
|
|
|
|
|
Active
|
|
|
|
|
||||||||||||||||
|
|
|
|
Markets for
|
|
Significant
|
|
Significant
|
|
|
|
Markets for
|
|
Significant
|
|
Significant
|
||||||||||||||||
|
|
|
|
Identical
|
|
Observable
|
|
Unobservable
|
|
|
|
Identical
|
|
Observable
|
|
Unobservable
|
||||||||||||||||
|
|
|
|
Assets
|
|
Inputs
|
|
Inputs
|
|
|
|
Assets
|
|
Inputs
|
|
Inputs
|
||||||||||||||||
|
|
Total
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
|
Total
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
||||||||||||||||
Asset Category
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Cash/Accrued Income
|
|
$
|
639
|
|
|
$
|
639
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
631
|
|
|
$
|
631
|
|
|
$
|
—
|
|
|
$
|
—
|
|
US Equities (a)
|
|
11
|
|
|
11
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
10
|
|
|
—
|
|
|
—
|
|
||||||||
Mercer Common Collective Trusts (b)
|
|
631,784
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
668,398
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Total
|
|
$
|
632,434
|
|
|
$
|
650
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
669,039
|
|
|
$
|
641
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(a)
|
This category includes investments in US common stocks and corporate debt.
|
(b)
|
Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy but are included in the total.
|
|
|
|
|
Other
|
||||
|
|
Pension
|
|
Postretirement
|
||||
|
|
Benefits
|
|
Benefits
|
||||
2017
|
|
$
|
47,374
|
|
|
$
|
40,611
|
|
2018
|
|
$
|
47,100
|
|
|
$
|
43,829
|
|
2019
|
|
$
|
46,211
|
|
|
$
|
43,932
|
|
2020
|
|
$
|
45,773
|
|
|
$
|
44,136
|
|
2021
|
|
$
|
44,206
|
|
|
$
|
44,233
|
|
Year 2022-2026
|
|
$
|
223,745
|
|
|
$
|
215,248
|
|
|
|
CWP
|
|
Workers' Compensation
|
||||||||||||
|
|
at December 31,
|
|
at December 31,
|
||||||||||||
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Change in benefit obligation:
|
|
|
|
|
|
|
|
|
||||||||
Benefit obligation at beginning of period
|
|
$
|
122,503
|
|
|
$
|
126,098
|
|
|
$
|
83,165
|
|
|
$
|
89,741
|
|
State administrative fees and insurance bond premiums
|
|
—
|
|
|
—
|
|
|
3,265
|
|
|
3,581
|
|
||||
Service cost
|
|
4,327
|
|
|
6,491
|
|
|
7,618
|
|
|
9,389
|
|
||||
Interest cost
|
|
4,283
|
|
|
5,116
|
|
|
2,550
|
|
|
3,195
|
|
||||
Actuarial loss (gain)
|
|
439
|
|
|
(5,089
|
)
|
|
123
|
|
|
(4,089
|
)
|
||||
Benefits paid
|
|
(11,409
|
)
|
|
(10,113
|
)
|
|
(17,028
|
)
|
|
(18,999
|
)
|
||||
Curtailment gain
|
|
(1,307
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Settlements
|
|
—
|
|
|
—
|
|
|
—
|
|
|
347
|
|
||||
Benefit obligation at end of period
|
|
$
|
118,836
|
|
|
$
|
122,503
|
|
|
$
|
79,693
|
|
|
$
|
83,165
|
|
|
|
|
|
|
|
|
|
|
||||||||
Current assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,458
|
|
|
$
|
1,450
|
|
Current liabilities
|
|
(10,763
|
)
|
|
(9,471
|
)
|
|
(13,874
|
)
|
|
(14,803
|
)
|
||||
Noncurrent liabilities
|
|
(108,073
|
)
|
|
(113,032
|
)
|
|
(67,277
|
)
|
|
(69,812
|
)
|
||||
Net obligation recognized
|
|
$
|
(118,836
|
)
|
|
$
|
(122,503
|
)
|
|
$
|
(79,693
|
)
|
|
$
|
(83,165
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Amounts recognized in accumulated other comprehensive income consist of:
|
|
|
|
|
|
|
|
|
||||||||
Net actuarial gain
|
|
$
|
(62,714
|
)
|
|
$
|
(68,101
|
)
|
|
$
|
(12,914
|
)
|
|
$
|
(13,440
|
)
|
Net amount recognized (before tax effect)
|
|
$
|
(62,714
|
)
|
|
$
|
(68,101
|
)
|
|
$
|
(12,914
|
)
|
|
$
|
(13,440
|
)
|
|
CWP
|
|
Workers’ Compensation
|
||||||||||||||||||||
|
For the Years Ended
|
|
For the Years Ended
|
||||||||||||||||||||
|
December 31,
|
|
December 31,
|
||||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||
Service cost
|
$
|
4,327
|
|
|
$
|
6,491
|
|
|
$
|
5,674
|
|
|
$
|
7,618
|
|
|
$
|
9,389
|
|
|
$
|
9,781
|
|
Interest cost
|
4,283
|
|
|
5,116
|
|
|
5,537
|
|
|
2,550
|
|
|
3,195
|
|
|
3,577
|
|
||||||
Recognized net actuarial gain
|
(4,948
|
)
|
|
(5,576
|
)
|
|
(6,196
|
)
|
|
(403
|
)
|
|
(31
|
)
|
|
(382
|
)
|
||||||
State administrative fees and insurance bond premiums
|
—
|
|
|
—
|
|
|
—
|
|
|
3,265
|
|
|
3,581
|
|
|
3,352
|
|
||||||
Curtailment gain
|
(1,307
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Settlement gain
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net periodic cost
|
$
|
2,355
|
|
|
$
|
6,031
|
|
|
$
|
5,015
|
|
|
$
|
13,030
|
|
|
$
|
16,134
|
|
|
$
|
16,328
|
|
|
|
|
|
Workers'
|
||||
|
|
CWP
|
|
Compensation
|
||||
|
|
Benefits
|
|
Benefits
|
||||
Actuarial gain recognition
|
|
$
|
(7,631
|
)
|
|
$
|
(610
|
)
|
|
|
CWP
|
|
Workers' Compensation
|
||||||||||||||
|
|
For the Years Ended
|
|
For the Years Ended
|
||||||||||||||
|
|
December 31,
|
|
December 31,
|
||||||||||||||
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
Benefit obligations
|
|
4.40
|
%
|
|
4.60
|
%
|
|
4.21
|
%
|
|
4.05
|
%
|
|
4.26
|
%
|
|
3.84
|
%
|
Net periodic cost
|
|
4.60
|
%
|
|
4.21
|
%
|
|
4.75
|
%
|
|
4.26
|
%
|
|
3.84
|
%
|
|
4.57
|
%
|
|
|
|
|
Workers' Compensation
|
||||||||||||
|
|
CWP
|
|
Total
|
|
Actuarial
|
|
Other
|
||||||||
|
|
Benefits
|
|
Benefits
|
|
Benefits
|
|
Benefits
|
||||||||
2017
|
|
$
|
10,763
|
|
|
$
|
15,897
|
|
|
$
|
12,416
|
|
|
$
|
3,481
|
|
2018
|
|
$
|
8,417
|
|
|
$
|
15,193
|
|
|
$
|
11,625
|
|
|
$
|
3,568
|
|
2019
|
|
$
|
7,606
|
|
|
$
|
15,061
|
|
|
$
|
11,404
|
|
|
$
|
3,657
|
|
2020
|
|
$
|
7,137
|
|
|
$
|
15,044
|
|
|
$
|
11,295
|
|
|
$
|
3,749
|
|
2021
|
|
$
|
6,963
|
|
|
$
|
15,056
|
|
|
$
|
11,214
|
|
|
$
|
3,842
|
|
Year 2022-2026
|
|
$
|
35,714
|
|
|
$
|
76,577
|
|
|
$
|
55,876
|
|
|
$
|
20,701
|
|
|
|
For the Years Ended
|
||||||||||
|
|
December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Benefit cost
|
|
$
|
2,128
|
|
|
$
|
2,619
|
|
|
$
|
2,213
|
|
Discount rate assumption used to determine net periodic benefit costs
|
|
3.71
|
%
|
|
3.18
|
%
|
|
3.53
|
%
|
|
|
December 31,
|
||
|
|
2016
|
||
Weighted average fair value of grants
|
|
$
|
5.73
|
|
Risk-free interest rate
|
|
1.13
|
%
|
|
Expected dividend yield
|
|
0.27
|
%
|
|
Expected forfeiture rate
|
|
2.00
|
%
|
|
Expected volatility
|
|
61.09
|
%
|
|
Expected term in years
|
|
4.90
|
|
|
|
|
|
|
|
Weighted
|
|
|
||||
|
|
|
|
|
|
Average
|
|
|
||||
|
|
|
|
Weighted
|
|
Remaining
|
|
Aggregate
|
||||
|
|
|
|
Average
|
|
Contractual
|
|
Intrinsic
|
||||
|
|
|
|
Exercise
|
|
Term (in
|
|
Value (in
|
||||
|
|
Shares
|
|
Price
|
|
years)
|
|
thousands)
|
||||
Balance at December 31, 2015
|
|
3,621,002
|
|
|
$43.15
|
|
|
|
|
|||
Granted
|
|
3,369,197
|
|
|
$4.22
|
|
|
|
|
|||
Exercised
|
|
—
|
|
|
—
|
|
|
|
|
|||
Forfeited
|
|
(781,386
|
)
|
|
$36.32
|
|
|
|
|
|||
Balance at December 31, 2016
|
|
6,208,813
|
|
|
$22.88
|
|
6.02
|
|
|
$
|
—
|
|
Vested
|
|
2,990,263
|
|
|
$43.12
|
|
2.57
|
|
|
$
|
—
|
|
Exercisable at December 31, 2016
|
|
2,990,263
|
|
|
$43.12
|
|
2.57
|
|
|
$
|
—
|
|
|
|
Number of
|
|
Weighted Average
|
|
|
|
Shares
|
|
Grant Date Fair Value
|
|
Nonvested at December 31, 2015
|
|
1,303,573
|
|
|
$32.60
|
Granted
|
|
27,379
|
|
|
$17.99
|
Vested
|
|
(579,246
|
)
|
|
$32.97
|
Forfeited
|
|
(88,703
|
)
|
|
$30.42
|
Nonvested at December 31, 2016
|
|
663,003
|
|
|
$31.97
|
|
|
Number of
|
|
Weighted Average
|
|
|
|
Shares
|
|
Grant Date Fair Value
|
|
Nonvested at December 31, 2015
|
|
491,493
|
|
|
$27.83
|
Granted
|
|
950,404
|
|
|
$25.55
|
Vested
|
|
—
|
|
|
—
|
Forfeited
|
|
(17,346
|
)
|
|
$19.62
|
Nonvested at December 31, 2016
|
|
1,424,551
|
|
|
$26.41
|
|
|
|
|
|
|
Weighted
|
|
|
||||
|
|
|
|
|
|
Average
|
|
|
||||
|
|
|
|
Weighted
|
|
Remaining
|
|
Aggregate
|
||||
|
|
|
|
Average
|
|
Contractual
|
|
Intrinsic
|
||||
|
|
|
|
Exercise
|
|
Term (in
|
|
Value (in
|
||||
|
|
Shares
|
|
Price
|
|
years)
|
|
thousands)
|
||||
Balance at December 31, 2015
|
|
802,804
|
|
|
$45.05
|
|
|
|
|
|||
Granted
|
|
—
|
|
|
—
|
|
|
|
|
|||
Exercised
|
|
—
|
|
|
—
|
|
|
|
|
|||
Forfeited
|
|
—
|
|
|
—
|
|
|
|
|
|||
Balance at December 31, 2016
|
|
802,804
|
|
|
$45.05
|
|
3.42
|
|
|
$
|
—
|
|
Vested
|
|
802,804
|
|
|
$45.05
|
|
3.42
|
|
|
$
|
—
|
|
Exercisable at December 31, 2016
|
|
802,804
|
|
|
$45.05
|
|
3.42
|
|
|
$
|
—
|
|
|
|
Number of
|
|
Weighted Average
|
|
|
|
Shares
|
|
Grant Date Fair Value
|
|
Nonvested at December 31, 2015
|
|
803,998
|
|
|
$33.68
|
Granted
|
|
—
|
|
|
—
|
Forfeited
|
|
(803,998
|
)
|
|
$33.68
|
Nonvested at December 31, 2016
|
|
—
|
|
|
—
|
|
|
For the Years Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Interest (net of amounts capitalized)
|
|
$
|
186,924
|
|
|
$
|
207,094
|
|
|
$
|
233,631
|
|
Income taxes
|
|
$
|
(18,032
|
)
|
|
$
|
(59,584
|
)
|
|
$
|
(81,962
|
)
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
Gas wholesalers
|
|
$
|
124,509
|
|
|
$
|
72,664
|
|
Thermal coal utilities
|
|
62,525
|
|
|
58,281
|
|
||
Coal brokers and distributors
|
|
28,955
|
|
|
14,435
|
|
||
Other
|
|
4,233
|
|
|
6,003
|
|
||
Total Accounts Receivable Trade
|
|
$
|
220,222
|
|
|
$
|
151,383
|
|
|
Fair Value Measurements at
December 31, 2016 |
|
Fair Value Measurements at
December 31, 2015 |
||||||||||||||||||||
Description
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||
Gas Derivatives
|
$
|
—
|
|
|
$
|
(188,156
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
266,558
|
|
|
$
|
—
|
|
Murray Energy Guarantees
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(1,362
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(1,228
|
)
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||
|
Carrying
Amount
|
|
Fair
Value
|
|
Carrying
Amount
|
|
Fair
Value
|
||||||||
Cash and Cash Equivalents
|
$
|
60,475
|
|
|
$
|
60,475
|
|
|
$
|
72,574
|
|
|
$
|
72,574
|
|
Short-Term Notes Payable
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
952,000
|
|
|
$
|
952,000
|
|
Long-Term Debt
|
$
|
2,752,371
|
|
|
$
|
2,717,582
|
|
|
$
|
2,738,735
|
|
|
$
|
1,808,936
|
|
|
December 31,
|
|
Forecasted to
|
||||
|
2016
|
|
2015
|
|
Settle Through
|
||
Natural Gas Commodity Swaps (Bcf)
|
744.7
|
|
|
456.1
|
|
|
2021
|
Natural Gas Basis Swaps (Bcf)
|
482.0
|
|
|
124.4
|
|
|
2020
|
Propane Commodity Swaps (Mbbls)
|
126.0
|
|
|
—
|
|
|
2017
|
Asset Derivative Instruments
|
|
Liability Derivative Instruments
|
||||||||||||||
|
December 31,
|
|
|
December 31,
|
||||||||||||
|
2016
|
|
2015
|
|
|
2016
|
|
2015
|
||||||||
Commodity Swaps:
|
|
|
|
|
|
|
|
|||||||||
Prepaid Expense
|
$
|
16
|
|
|
$
|
234,409
|
|
|
Other Accrued Liabilities
|
$
|
209,980
|
|
|
$
|
—
|
|
Other Assets
|
29,596
|
|
|
44,539
|
|
|
Other Liabilities
|
67,139
|
|
|
5,137
|
|
||||
Total Asset
|
$
|
29,612
|
|
|
$
|
278,948
|
|
|
Total Liability
|
$
|
277,119
|
|
|
$
|
5,137
|
|
|
|
|
|
|
|
|
|
|
||||||||
Basis Only Swaps:
|
|
|
|
|
|
|
|
|
||||||||
Prepaid Expense
|
$
|
56,916
|
|
|
$
|
5,429
|
|
|
Other Accrued Liabilities
|
$
|
21,593
|
|
|
$
|
12,206
|
|
Other Assets
|
35,603
|
|
|
1,093
|
|
|
Other Liabilities
|
11,575
|
|
|
1,569
|
|
||||
Total Asset
|
$
|
92,519
|
|
|
$
|
6,522
|
|
|
Total Liability
|
$
|
33,168
|
|
|
$
|
13,775
|
|
|
Year Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Cash Received (Paid) in Settlement of Commodity Derivative Instruments:
|
|
|
|
|
|
||||||
Commodity Swaps:
|
|
|
|
|
|
||||||
Natural Gas
|
$
|
225,797
|
|
|
$
|
193,976
|
|
|
$
|
19,025
|
|
Propane
|
(650
|
)
|
|
—
|
|
|
—
|
|
|||
Natural Gas Basis Swaps
|
20,065
|
|
|
2,372
|
|
|
—
|
|
|||
Total Cash Received in Settlement of Commodity Derivative Instruments
|
245,212
|
|
|
196,348
|
|
|
19,025
|
|
|||
|
|
|
|
|
|
||||||
Unrealized (Loss) Gain on Commodity Derivative Instruments:
|
|
|
|
|
|
||||||
Commodity Swaps:
|
|
|
|
|
|
||||||
Natural Gas
|
(520,170
|
)
|
|
81,142
|
|
|
—
|
|
|||
Propane
|
(1,148
|
)
|
|
—
|
|
|
—
|
|
|||
Natural Gas Basis Swaps
|
66,604
|
|
|
(7,653
|
)
|
|
—
|
|
|||
Reclassified from Accumulated OCI
|
68,481
|
|
|
123,105
|
|
|
—
|
|
|||
Gain Recognized for Ineffectiveness*
|
—
|
|
|
—
|
|
|
4,168
|
|
|||
Total Unrealized (Loss) Gain on Commodity Derivative Instruments
|
(386,233
|
)
|
|
196,594
|
|
|
4,168
|
|
|||
|
|
|
|
|
|
||||||
(Loss) Gain on Commodity Derivative Instruments:
|
|
|
|
|
|
||||||
Commodity Swaps:
|
|
|
|
|
|
||||||
Natural Gas
|
$
|
(294,373
|
)
|
|
$
|
275,118
|
|
|
$
|
19,025
|
|
Propane
|
(1,798
|
)
|
|
—
|
|
|
—
|
|
|||
Natural Gas Basis Swaps
|
86,669
|
|
|
(5,281
|
)
|
|
—
|
|
|||
Reclassified from Accumulated OCI
|
68,481
|
|
|
123,105
|
|
|
—
|
|
|||
Gain Recognized for Ineffectiveness*
|
—
|
|
|
—
|
|
|
4,168
|
|
|||
Total (Loss) Gain on Commodity Derivative Instruments
|
$
|
(141,021
|
)
|
|
$
|
392,942
|
|
|
$
|
23,193
|
|
|
|
|
Year Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||||
Beginning Balance – Accumulated OCI
|
$
|
43,470
|
|
|
$
|
121,521
|
|
|
$
|
42,493
|
|
||
Gain Recognized in Accumulated OCI
|
—
|
|
|
—
|
|
|
97,316
|
|
|||||
Gain Reclassified from Accumulated OCI (Net of tax: $25,011, $45,054, $10,465)
|
(43,470
|
)
|
|
(78,051
|
)
|
|
(18,288
|
)
|
|||||
Ending Balance – Accumulated OCI
|
$
|
—
|
|
|
$
|
43,470
|
|
|
$
|
121,521
|
|
|
Amount of Commitment Expiration Per Period
|
||||||||||||||||||
|
Total
Amounts
Committed
|
|
Less Than
1 Year
|
|
1-3 Years
|
|
3-5 Years
|
|
Beyond
5 Years
|
||||||||||
Letters of Credit:
|
|
|
|
|
|
|
|
|
|
||||||||||
Employee-Related
|
$
|
82,273
|
|
|
$
|
67,871
|
|
|
$
|
14,402
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Environmental
|
998
|
|
|
600
|
|
|
398
|
|
|
—
|
|
|
—
|
|
|||||
Other
|
242,405
|
|
|
228,313
|
|
|
14,092
|
|
|
—
|
|
|
—
|
|
|||||
Total Letters of Credit
|
325,676
|
|
|
296,784
|
|
|
28,892
|
|
|
—
|
|
|
—
|
|
|||||
Surety Bonds:
|
|
|
|
|
|
|
|
|
|
||||||||||
Employee-Related
|
112,810
|
|
|
111,510
|
|
|
1,300
|
|
|
—
|
|
|
—
|
|
|||||
Environmental
|
514,851
|
|
|
483,604
|
|
|
31,247
|
|
|
—
|
|
|
—
|
|
|||||
Other
|
22,417
|
|
|
21,591
|
|
|
824
|
|
|
2
|
|
|
—
|
|
|||||
Total Surety Bonds
|
650,078
|
|
|
616,705
|
|
|
33,371
|
|
|
2
|
|
|
—
|
|
|||||
Guarantees:
|
|
|
|
|
|
|
|
|
|
||||||||||
Other
|
74,203
|
|
|
41,285
|
|
|
17,767
|
|
|
13,401
|
|
|
1,750
|
|
|||||
Total Guarantees
|
74,203
|
|
|
41,285
|
|
|
17,767
|
|
|
13,401
|
|
|
1,750
|
|
|||||
Total Commitments
|
$
|
1,049,957
|
|
|
$
|
954,774
|
|
|
$
|
80,030
|
|
|
$
|
13,403
|
|
|
$
|
1,750
|
|
Obligations Due
|
Amount
|
||
Less than 1 year
|
$
|
209,797
|
|
1 - 3 years
|
285,224
|
|
|
3 - 5 years
|
243,534
|
|
|
More than 5 years
|
622,509
|
|
|
Total Purchase Obligations
|
$
|
1,361,064
|
|
|
Marcellus
Shale
|
|
Utica Shale
|
|
Coalbed
Methane
|
|
Other
Gas
|
|
Total
E&P
|
|
PA Mining Operations
|
|
Other
|
|
Adjustments
and
Eliminations
|
|
Consolidated
|
|
||||||||||||||||||
Sales—Outside
|
$
|
414,484
|
|
|
$
|
163,112
|
|
|
$
|
174,323
|
|
|
$
|
41,329
|
|
|
$
|
793,248
|
|
|
$
|
1,065,582
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,858,830
|
|
|
Gain (Loss) on Commodity Derivative Instruments
|
147,282
|
|
|
29,285
|
|
|
52,396
|
|
|
(369,984
|
)
|
|
(141,021
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(141,021
|
)
|
|
|||||||||
Other Outside Sales
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32,038
|
|
|
—
|
|
|
32,038
|
|
|
|||||||||
Sales—Purchased Gas
|
—
|
|
|
—
|
|
|
—
|
|
|
43,256
|
|
|
43,256
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
43,256
|
|
|
|||||||||
Freight—Outside
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
46,468
|
|
|
—
|
|
|
—
|
|
|
46,468
|
|
|
|||||||||
Intersegment Transfers
|
—
|
|
|
—
|
|
|
424
|
|
|
—
|
|
|
424
|
|
|
—
|
|
|
—
|
|
|
(424
|
)
|
|
—
|
|
|
|||||||||
Total Sales and Freight
|
$
|
561,766
|
|
|
$
|
192,397
|
|
|
$
|
227,143
|
|
|
$
|
(285,399
|
)
|
|
$
|
695,907
|
|
|
$
|
1,112,050
|
|
|
$
|
32,038
|
|
|
$
|
(424
|
)
|
|
$
|
1,839,571
|
|
|
Earnings (Loss) From Continuing Operations
Before Income Tax |
$
|
72,141
|
|
|
$
|
28,390
|
|
|
$
|
37,999
|
|
|
$
|
(517,370
|
)
|
|
$
|
(378,840
|
)
|
|
$
|
130,708
|
|
|
$
|
(277,399
|
)
|
|
$
|
(424
|
)
|
|
$
|
(525,955
|
)
|
(A)
|
Segment Assets
|
|
|
|
|
|
|
|
|
$
|
6,235,568
|
|
|
$
|
1,982,206
|
|
|
$
|
966,124
|
|
|
$
|
83
|
|
|
$
|
9,183,981
|
|
(B)
|
||||||||
Depreciation, Depletion and Amortization
|
|
|
|
|
|
|
|
|
$
|
417,853
|
|
|
$
|
168,195
|
|
|
$
|
12,455
|
|
|
$
|
—
|
|
|
$
|
598,503
|
|
|
||||||||
Capital Expenditures
|
|
|
|
|
|
|
|
|
$
|
165,101
|
|
|
$
|
50,809
|
|
|
$
|
10,910
|
|
|
$
|
—
|
|
|
$
|
226,820
|
|
|
(A)
|
Includes equity in earnings of unconsolidated affiliates of
$51,742
and
$1,336
for Total E&P and Other, respectively.
|
(B)
|
Includes investments in unconsolidated equity affiliates of
$188,376
and
$2,588
for Total E&P and Other, respectively.
|
|
Marcellus
Shale
|
|
Utica Shale
|
|
Coalbed
Methane
|
|
Other
Gas
|
|
Total
E&P
|
|
PA Mining Operations
|
|
Other
|
|
Adjustments
and
Eliminations
|
|
Consolidated
|
|
||||||||||||||||||
Sales—Outside
|
$
|
379,453
|
|
|
$
|
92,223
|
|
|
$
|
200,645
|
|
|
$
|
54,600
|
|
|
$
|
726,921
|
|
|
$
|
1,289,036
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,015,957
|
|
(C)
|
Gain on Commodity Derivative Instruments
|
100,785
|
|
|
6,430
|
|
|
67,281
|
|
|
218,446
|
|
|
392,942
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
392,942
|
|
|
|||||||||
Other Outside Sales
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30,967
|
|
|
—
|
|
|
30,967
|
|
|
|||||||||
Sales—Purchased Gas
|
—
|
|
|
—
|
|
|
—
|
|
|
14,450
|
|
|
14,450
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,450
|
|
|
|||||||||
Freight—Outside
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,499
|
|
|
—
|
|
|
—
|
|
|
20,499
|
|
|
|||||||||
Intersegment Transfers
|
—
|
|
|
—
|
|
|
1,538
|
|
|
—
|
|
|
1,538
|
|
|
—
|
|
|
—
|
|
|
(1,538
|
)
|
|
—
|
|
|
|||||||||
Total Sales and Freight
|
$
|
480,238
|
|
|
$
|
98,653
|
|
|
$
|
269,464
|
|
|
$
|
287,496
|
|
|
$
|
1,135,851
|
|
|
$
|
1,309,535
|
|
|
$
|
30,967
|
|
|
$
|
(1,538
|
)
|
|
$
|
2,474,815
|
|
|
Earnings (Loss) From Continuing Operations
Before Income Tax |
$
|
56,116
|
|
|
$
|
(19,428
|
)
|
|
$
|
59,662
|
|
|
$
|
(775,207
|
)
|
|
$
|
(678,857
|
)
|
|
$
|
404,994
|
|
|
$
|
(200,304
|
)
|
|
$
|
(1,538
|
)
|
|
$
|
(475,705
|
)
|
(D)
|
Segment Assets
|
|
|
|
|
|
|
|
|
$
|
6,892,284
|
|
|
$
|
2,076,301
|
|
|
$
|
939,497
|
|
|
$
|
1,021,820
|
|
|
$
|
10,929,902
|
|
(E)
|
||||||||
Depreciation, Depletion and Amortization
|
|
|
|
|
|
|
|
|
$
|
370,374
|
|
|
$
|
176,864
|
|
|
$
|
19,882
|
|
|
$
|
—
|
|
|
$
|
567,120
|
|
|
||||||||
Capital Expenditures
|
|
|
|
|
|
|
|
|
$
|
832,446
|
|
|
$
|
136,291
|
|
|
$
|
14,197
|
|
|
$
|
—
|
|
|
$
|
982,934
|
|
|
(C)
|
Included in the PA Mining Operations segment are sales of
$242,020
to Duke Energy, which comprises over 10% of sales.
|
(D)
|
Includes equity in earnings of unconsolidated affiliates of
$46,614
and
$8,283
for Total E&P and Other, respectively.
|
(E)
|
Includes investments in unconsolidated equity affiliates of
$234,803
and
$2,527
for Total E&P and Other, respectively.
|
|
Marcellus
Shale
|
|
Utica Shale
|
|
Coalbed
Methane
|
|
Other
Gas
|
|
Total
E&P
|
|
PA Mining Operations
|
|
Other
|
|
Adjustments
and
Eliminations
|
|
Consolidated
|
|
||||||||||||||||||
Sales—Outside
|
$
|
457,679
|
|
|
$
|
86,948
|
|
|
$
|
340,739
|
|
|
$
|
119,558
|
|
|
$
|
1,004,924
|
|
|
$
|
1,616,874
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,621,798
|
|
(F)
|
Gain on Commodity Derivative Instruments
|
14,764
|
|
|
1,247
|
|
|
4,103
|
|
|
3,079
|
|
|
23,193
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
23,193
|
|
|
|||||||||
Other Outside Sales
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
276,242
|
|
|
—
|
|
|
276,242
|
|
|
|||||||||
Sales—Purchased Gas
|
—
|
|
|
—
|
|
|
—
|
|
|
8,999
|
|
|
8,999
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,999
|
|
|
|||||||||
Freight—Outside
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
23,133
|
|
|
—
|
|
|
—
|
|
|
23,133
|
|
|
|||||||||
Intersegment Transfers
|
—
|
|
|
—
|
|
|
2,458
|
|
|
—
|
|
|
2,458
|
|
|
—
|
|
|
78,229
|
|
|
(80,687
|
)
|
|
—
|
|
|
|||||||||
Total Sales and Freight
|
$
|
472,443
|
|
|
$
|
88,195
|
|
|
$
|
347,300
|
|
|
$
|
131,636
|
|
|
$
|
1,039,574
|
|
|
$
|
1,640,007
|
|
|
$
|
354,471
|
|
|
$
|
(80,687
|
)
|
|
$
|
2,953,365
|
|
|
Earnings (Loss) From Continuing Operations
Before Income Tax |
$
|
171,902
|
|
|
$
|
43,645
|
|
|
$
|
108,107
|
|
|
$
|
(133,940
|
)
|
|
$
|
189,714
|
|
|
$
|
430,968
|
|
|
$
|
(438,073
|
)
|
|
$
|
(2,458
|
)
|
|
$
|
180,151
|
|
(G)
|
Segment Assets
|
|
|
|
|
|
|
|
|
$
|
7,364,185
|
|
|
$
|
2,094,041
|
|
|
$
|
1,186,874
|
|
|
$
|
1,009,546
|
|
|
$
|
11,654,646
|
|
(H)
|
||||||||
Depreciation, Depletion and Amortization
|
|
|
|
|
|
|
|
|
$
|
323,600
|
|
|
$
|
173,316
|
|
|
$
|
35,727
|
|
|
$
|
—
|
|
|
$
|
532,643
|
|
|
||||||||
Capital Expenditures
|
|
|
|
|
|
|
|
|
$
|
1,103,656
|
|
|
$
|
341,229
|
|
|
$
|
14,567
|
|
|
$
|
—
|
|
|
$
|
1,459,452
|
|
|
|
|
For the Years Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Total Segment Sales and Freight from External Customers
|
|
$
|
1,980,592
|
|
|
$
|
2,081,873
|
|
|
$
|
2,930,172
|
|
(Loss) Gain on Commodity Derivative Instruments
|
|
(141,021
|
)
|
|
392,942
|
|
|
23,193
|
|
|||
Other Income not Allocated to Segments (Note 4)
|
|
167,306
|
|
|
144,351
|
|
|
207,460
|
|
|||
Gain on Sale of Assets
|
|
19,498
|
|
|
74,173
|
|
|
43,198
|
|
|||
Total Consolidated Revenue and Other Income
|
|
$
|
2,026,375
|
|
|
$
|
2,693,339
|
|
|
$
|
3,204,023
|
|
|
|
For the Years Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Segment (Loss) Income Before Income Taxes for reportable business segments
|
|
$
|
(248,132
|
)
|
|
$
|
(273,863
|
)
|
|
$
|
620,682
|
|
Segment (Loss) Income Before Income Taxes for all other business segments
|
|
(85,923
|
)
|
|
66,713
|
|
|
(119,473
|
)
|
|||
Interest expense
|
|
(191,476
|
)
|
|
(199,266
|
)
|
|
(223,333
|
)
|
|||
Eliminations
|
|
(424
|
)
|
|
(1,538
|
)
|
|
(2,458
|
)
|
|||
Loss on debt extinguishment
|
|
—
|
|
|
(67,751
|
)
|
|
(95,267
|
)
|
|||
(Loss) Earnings From Continuing Operations Before Income Tax
|
|
$
|
(525,955
|
)
|
|
$
|
(475,705
|
)
|
|
$
|
180,151
|
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
|||||
Segment assets for total reportable business segments
|
|
$
|
8,217,774
|
|
|
$
|
8,968,585
|
|
Segment assets for all other business segments
|
|
797,830
|
|
|
859,675
|
|
||
Items excluded from segment assets:
|
|
|
|
|
||||
Cash and other investments
|
|
47,153
|
|
|
65,935
|
|
||
Recoverable income taxes
|
|
116,851
|
|
|
13,887
|
|
||
Deferred tax assets
|
|
4,290
|
|
|
—
|
|
||
Discontinued Operations
|
|
83
|
|
|
1,021,820
|
|
||
Total Consolidated Assets
|
|
$
|
9,183,981
|
|
|
$
|
10,929,902
|
|
|
|
For the Years Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
United States
|
|
$
|
1,799,336
|
|
|
$
|
1,822,452
|
|
|
$
|
2,713,833
|
|
Asia
|
|
109,312
|
|
|
106,954
|
|
|
66,912
|
|
|||
Europe
|
|
40,704
|
|
|
112,844
|
|
|
121,909
|
|
|||
South America
|
|
25,406
|
|
|
28,060
|
|
|
19,013
|
|
|||
Canada
|
|
5,834
|
|
|
11,563
|
|
|
8,505
|
|
|||
Total Revenues and Freight from External Customers (J)
|
|
$
|
1,980,592
|
|
|
$
|
2,081,873
|
|
|
$
|
2,930,172
|
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
United States
|
|
$
|
8,129,415
|
|
|
$
|
8,721,682
|
|
Canada
|
|
11,024
|
|
|
11,024
|
|
||
Discontinued Operations
|
|
—
|
|
|
936,671
|
|
||
Total Property, Plant and Equipment, net
|
|
$
|
8,140,439
|
|
|
$
|
9,669,377
|
|
|
Parent
Issuer
|
|
CNX Gas
Guarantor
|
|
Other
Subsidiary
Guarantors
|
|
CNXC Non-Guarantor
|
|
Other
Subsidiary
Non-
Guarantors
|
|
Elimination
|
|
Consolidated
|
||||||||||||||
Revenues and Other Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Natural Gas, NGLs and Oil Sales
|
$
|
—
|
|
|
$
|
793,672
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(424
|
)
|
|
$
|
793,248
|
|
Loss on Commodity Derivative Instruments
|
—
|
|
|
(141,021
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(141,021
|
)
|
|||||||
Coal Sales
|
—
|
|
|
—
|
|
|
799,187
|
|
|
266,395
|
|
|
—
|
|
|
—
|
|
|
1,065,582
|
|
|||||||
Other Outside Sales
|
—
|
|
|
—
|
|
|
32,038
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32,038
|
|
|||||||
Purchased Gas Sales
|
—
|
|
|
43,256
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
43,256
|
|
|||||||
Freight-Outside Coal
|
—
|
|
|
—
|
|
|
34,865
|
|
|
11,603
|
|
|
—
|
|
|
—
|
|
|
46,468
|
|
|||||||
Miscellaneous Other Income
|
(712,927
|
)
|
|
80,444
|
|
|
83,735
|
|
|
3,128
|
|
|
—
|
|
|
712,926
|
|
|
167,306
|
|
|||||||
Gain (Loss) on Sale of Assets
|
—
|
|
|
14,870
|
|
|
4,637
|
|
|
(9
|
)
|
|
—
|
|
|
—
|
|
|
19,498
|
|
|||||||
Total Revenue and Other Income
|
(712,927
|
)
|
|
791,221
|
|
|
954,462
|
|
|
281,117
|
|
|
—
|
|
|
712,502
|
|
|
2,026,375
|
|
|||||||
Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Exploration and Production Costs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Lease Operating Expense
|
—
|
|
|
96,434
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
96,434
|
|
|||||||
Transportation, Gathering and Compression
|
—
|
|
|
374,350
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
374,350
|
|
|||||||
Production, Ad Valorem, and Other Fees
|
—
|
|
|
31,049
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31,049
|
|
|||||||
Depreciation, Depletion and Amortization
|
—
|
|
|
417,853
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
417,853
|
|
|||||||
Exploration and Production Related Other Costs
|
—
|
|
|
14,519
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,519
|
|
|||||||
Purchased Gas Costs
|
—
|
|
|
42,717
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
42,717
|
|
|||||||
Other Corporate Expenses
|
—
|
|
|
87,913
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
87,913
|
|
|||||||
Selling, General and Administrative Costs
|
—
|
|
|
102,503
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
102,503
|
|
|||||||
Total Exploration and Production Costs
|
—
|
|
|
1,167,338
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,167,338
|
|
|||||||
PA Mining Operations Costs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Operating and Other Costs
|
—
|
|
|
—
|
|
|
550,299
|
|
|
183,001
|
|
|
—
|
|
|
—
|
|
|
733,300
|
|
|||||||
Depreciation, Depletion and Amortization
|
—
|
|
|
—
|
|
|
126,201
|
|
|
41,994
|
|
|
—
|
|
|
—
|
|
|
168,195
|
|
|||||||
Freight Expense
|
—
|
|
|
—
|
|
|
34,865
|
|
|
11,603
|
|
|
—
|
|
|
—
|
|
|
46,468
|
|
|||||||
Selling, General and Administrative Costs
|
—
|
|
|
—
|
|
|
27,563
|
|
|
9,949
|
|
|
—
|
|
|
—
|
|
|
37,512
|
|
|||||||
Total PA Mining Operations Costs
|
—
|
|
|
—
|
|
|
738,928
|
|
|
246,547
|
|
|
—
|
|
|
—
|
|
|
985,475
|
|
|||||||
Other Costs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Miscellaneous Operating Expense
|
43,533
|
|
|
—
|
|
|
139,289
|
|
|
—
|
|
|
47
|
|
|
—
|
|
|
182,869
|
|
|||||||
Selling, General and Administrative Costs
|
—
|
|
|
—
|
|
|
12,717
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,717
|
|
|||||||
Depreciation, Depletion and Amortization
|
568
|
|
|
—
|
|
|
11,887
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,455
|
|
|||||||
Interest Expense
|
173,327
|
|
|
2,723
|
|
|
6,707
|
|
|
8,719
|
|
|
—
|
|
|
—
|
|
|
191,476
|
|
|||||||
Total Other Costs
|
217,428
|
|
|
2,723
|
|
|
170,600
|
|
|
8,719
|
|
|
47
|
|
|
—
|
|
|
399,517
|
|
|||||||
Total Costs And Expenses
|
217,428
|
|
|
1,170,061
|
|
|
909,528
|
|
|
255,266
|
|
|
47
|
|
|
—
|
|
|
2,552,330
|
|
|||||||
(Loss) Earnings from Continuing Operations Before Income Tax
|
(930,355
|
)
|
|
(378,840
|
)
|
|
44,934
|
|
|
25,851
|
|
|
(47
|
)
|
|
712,502
|
|
|
(525,955
|
)
|
|||||||
Income Tax (Benefit) Expense
|
(82,253
|
)
|
|
(150,551
|
)
|
|
242,832
|
|
|
—
|
|
|
(18
|
)
|
|
—
|
|
|
10,010
|
|
|||||||
(Loss) Income From Continuing Operations
|
(848,102
|
)
|
|
(228,289
|
)
|
|
(197,898
|
)
|
|
25,851
|
|
|
(29
|
)
|
|
712,502
|
|
|
(535,965
|
)
|
|||||||
Loss From Discontinued Operations, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(303,183
|
)
|
|
—
|
|
|
(303,183
|
)
|
|||||||
Net (Loss) Income
|
(848,102
|
)
|
|
(228,289
|
)
|
|
(197,898
|
)
|
|
25,851
|
|
|
(303,212
|
)
|
|
712,502
|
|
|
(839,148
|
)
|
|||||||
Less: Net Income Attributable to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,954
|
|
|
8,954
|
|
|||||||
Net (Loss) Income Attributable to CONSOL Energy Shareholders
|
$
|
(848,102
|
)
|
|
$
|
(228,289
|
)
|
|
$
|
(197,898
|
)
|
|
$
|
25,851
|
|
|
$
|
(303,212
|
)
|
|
$
|
703,548
|
|
|
$
|
(848,102
|
)
|
|
Parent
Issuer
|
|
CNX Gas
Guarantor
|
|
Other
Subsidiary
Guarantors
|
|
CNXC
Non-Guarantor |
|
Other Subsidiary
Non-Guarantors |
|
Elimination
|
|
Consolidated
|
||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Current Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Cash and Cash Equivalents
|
$
|
49,722
|
|
|
$
|
83
|
|
|
$
|
—
|
|
|
$
|
9,785
|
|
|
$
|
885
|
|
|
$
|
—
|
|
|
$
|
60,475
|
|
Accounts and Notes Receivable:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Trade
|
—
|
|
|
124,509
|
|
|
72,295
|
|
|
23,418
|
|
|
—
|
|
|
—
|
|
|
220,222
|
|
|||||||
Other Receivables
|
20,097
|
|
|
34,773
|
|
|
14,516
|
|
|
515
|
|
|
—
|
|
|
—
|
|
|
69,901
|
|
|||||||
Inventories
|
—
|
|
|
15,301
|
|
|
38,669
|
|
|
11,491
|
|
|
—
|
|
|
—
|
|
|
65,461
|
|
|||||||
Recoverable Income Taxes
|
175,877
|
|
|
(59,026
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
116,851
|
|
|||||||
Prepaid Expenses
|
12,828
|
|
|
60,500
|
|
|
16,306
|
|
|
3,512
|
|
|
—
|
|
|
—
|
|
|
93,146
|
|
|||||||
Current Assets of Discontinued Operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
83
|
|
|
—
|
|
|
83
|
|
|||||||
Total Current Assets
|
258,524
|
|
|
176,140
|
|
|
141,786
|
|
|
48,721
|
|
|
968
|
|
|
—
|
|
|
626,139
|
|
|||||||
Property, Plant and Equipment:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Property, Plant and Equipment
|
114,611
|
|
|
8,851,226
|
|
|
3,928,861
|
|
|
876,690
|
|
|
—
|
|
|
—
|
|
|
13,771,388
|
|
|||||||
Less-Accumulated Depreciation, Depletion and Amortization
|
84,788
|
|
|
3,106,296
|
|
|
1,997,687
|
|
|
442,178
|
|
|
—
|
|
|
—
|
|
|
5,630,949
|
|
|||||||
Total Property, Plant and Equipment-Net
|
29,823
|
|
|
5,744,930
|
|
|
1,931,174
|
|
|
434,512
|
|
|
—
|
|
|
—
|
|
|
8,140,439
|
|
|||||||
Other Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Deferred Income Taxes
|
25,904
|
|
|
(21,614
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,290
|
|
|||||||
Investment in Affiliates
|
7,974,260
|
|
|
188,376
|
|
|
27,269
|
|
|
—
|
|
|
—
|
|
|
(7,998,941
|
)
|
|
190,964
|
|
|||||||
Other
|
19,960
|
|
|
67,096
|
|
|
114,030
|
|
|
21,063
|
|
|
—
|
|
|
—
|
|
|
222,149
|
|
|||||||
Total Other Assets
|
8,020,124
|
|
|
233,858
|
|
|
141,299
|
|
|
21,063
|
|
|
—
|
|
|
(7,998,941
|
)
|
|
417,403
|
|
|||||||
Total Assets
|
$
|
8,308,471
|
|
|
$
|
6,154,928
|
|
|
$
|
2,214,259
|
|
|
$
|
504,296
|
|
|
$
|
968
|
|
|
$
|
(7,998,941
|
)
|
|
$
|
9,183,981
|
|
Liabilities and Equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Current Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Accounts Payable
|
$
|
48,666
|
|
|
$
|
127,309
|
|
|
$
|
36,039
|
|
|
$
|
18,797
|
|
|
$
|
—
|
|
|
$
|
10,805
|
|
|
$
|
241,616
|
|
Accounts Payable (Recoverable)-Related Parties
|
1,832,908
|
|
|
1,034,138
|
|
|
(2,648,416
|
)
|
|
1,666
|
|
|
(209,491
|
)
|
|
(10,805
|
)
|
|
—
|
|
|||||||
Current Portion of Long-Term Debt
|
1,533
|
|
|
6,369
|
|
|
4,010
|
|
|
88
|
|
|
—
|
|
|
—
|
|
|
12,000
|
|
|||||||
Other Accrued Liabilities
|
75,039
|
|
|
337,374
|
|
|
223,705
|
|
|
44,230
|
|
|
—
|
|
|
—
|
|
|
680,348
|
|
|||||||
Current Liabilities of Discontinued Operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,050
|
|
|
—
|
|
|
6,050
|
|
|||||||
Total Current Liabilities
|
1,958,146
|
|
|
1,505,190
|
|
|
(2,384,662
|
)
|
|
64,781
|
|
|
(203,441
|
)
|
|
—
|
|
|
940,014
|
|
|||||||
Long-Term Debt:
|
2,421,511
|
|
|
26,884
|
|
|
115,685
|
|
|
197,989
|
|
|
—
|
|
|
—
|
|
|
2,762,069
|
|
|||||||
Deferred Credits and Other Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Postretirement Benefits Other Than Pensions
|
—
|
|
|
—
|
|
|
659,474
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
659,474
|
|
|||||||
Pneumoconiosis Benefits
|
—
|
|
|
—
|
|
|
106,016
|
|
|
2,057
|
|
|
—
|
|
|
—
|
|
|
108,073
|
|
|||||||
Mine Closing
|
—
|
|
|
—
|
|
|
209,384
|
|
|
9,247
|
|
|
—
|
|
|
—
|
|
|
218,631
|
|
|||||||
Gas Well Closing
|
—
|
|
|
195,704
|
|
|
27,549
|
|
|
99
|
|
|
—
|
|
|
—
|
|
|
223,352
|
|
|||||||
Workers’ Compensation
|
—
|
|
|
—
|
|
|
64,187
|
|
|
3,090
|
|
|
—
|
|
|
—
|
|
|
67,277
|
|
|||||||
Salary Retirement
|
112,543
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
112,543
|
|
|||||||
Other
|
17,876
|
|
|
117,658
|
|
|
15,663
|
|
|
463
|
|
|
—
|
|
|
—
|
|
|
151,660
|
|
|||||||
Total Deferred Credits and Other Liabilities
|
130,419
|
|
|
313,362
|
|
|
1,082,273
|
|
|
14,956
|
|
|
—
|
|
|
—
|
|
|
1,541,010
|
|
|||||||
Total CONSOL Energy Inc. Stockholders’ Equity
|
3,798,395
|
|
|
4,309,492
|
|
|
3,400,963
|
|
|
226,570
|
|
|
204,409
|
|
|
(8,141,434
|
)
|
|
3,798,395
|
|
|||||||
Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
142,493
|
|
|
142,493
|
|
|||||||
Total Liabilities and Equity
|
$
|
8,308,471
|
|
|
$
|
6,154,928
|
|
|
$
|
2,214,259
|
|
|
$
|
504,296
|
|
|
$
|
968
|
|
|
$
|
(7,998,941
|
)
|
|
$
|
9,183,981
|
|
|
Parent Issuer
|
|
CNX Gas
Guarantor
|
|
Other Subsidiary Guarantors
|
|
CNXC Non-Guarantor
|
|
Other
Subsidiary Non-Guarantors
|
|
Elimination
|
|
Consolidated
|
||||||||||||||
Net Cash Provided by (Used in) Continuing Operating Activities
|
$
|
943,652
|
|
|
$
|
(165,861
|
)
|
|
$
|
58,648
|
|
|
$
|
73,098
|
|
|
$
|
(377,257
|
)
|
|
$
|
(72,930
|
)
|
|
$
|
459,350
|
|
Net Cash Provided by Discontinued Operating Activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,935
|
|
|
—
|
|
|
9,935
|
|
|||||||
Net Cash Provided by (Used in) Operating Activities
|
$
|
943,652
|
|
|
$
|
(165,861
|
)
|
|
$
|
58,648
|
|
|
$
|
73,098
|
|
|
$
|
(367,322
|
)
|
|
$
|
(72,930
|
)
|
|
$
|
469,285
|
|
Cash Flows from Investing Activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Capital Expenditures
|
$
|
(2,990
|
)
|
|
$
|
(165,101
|
)
|
|
$
|
(46,025
|
)
|
|
$
|
(12,704
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(226,820
|
)
|
CNXC Acquisition of 5% Pennsylvania Mining Complex
|
—
|
|
|
—
|
|
|
21,500
|
|
|
(21,500
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Proceeds from Noble Exchange Settlement
|
—
|
|
|
213,295
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
213,295
|
|
|||||||
Proceeds From Sales of Assets
|
—
|
|
|
44,710
|
|
|
15,169
|
|
|
23
|
|
|
—
|
|
|
—
|
|
|
59,902
|
|
|||||||
Net Investments in Equity Affiliates
|
—
|
|
|
79,103
|
|
|
(5,360
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
73,743
|
|
|||||||
Net Cash (Used in) Provided by Continuing Investing Activities
|
(2,990
|
)
|
|
172,007
|
|
|
(14,716
|
)
|
|
(34,181
|
)
|
|
—
|
|
|
—
|
|
|
120,120
|
|
|||||||
Net Cash Provided by Discontinued Investing Activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
367,251
|
|
|
—
|
|
|
367,251
|
|
|||||||
Net Cash (Used in) Provided by Investing Activities
|
$
|
(2,990
|
)
|
|
$
|
172,007
|
|
|
$
|
(14,716
|
)
|
|
$
|
(34,181
|
)
|
|
$
|
367,251
|
|
|
$
|
—
|
|
|
$
|
487,371
|
|
Cash Flows from Financing Activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Payments on Short-Term Borrowings
|
$
|
(952,000
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(952,000
|
)
|
Payments on Miscellaneous Borrowings
|
(1,645
|
)
|
|
(6,138
|
)
|
|
(450
|
)
|
|
(79
|
)
|
|
—
|
|
|
—
|
|
|
(8,312
|
)
|
|||||||
Proceeds from Revolver - MLP
|
—
|
|
|
—
|
|
|
—
|
|
|
16,000
|
|
|
—
|
|
|
—
|
|
|
16,000
|
|
|||||||
Distributions of Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
(42,634
|
)
|
|
—
|
|
|
20,977
|
|
|
(21,657
|
)
|
|||||||
Net Change in Parent Advancements
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,953
|
)
|
|
—
|
|
|
8,953
|
|
|
—
|
|
|||||||
Dividends Paid
|
(2,294
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,294
|
)
|
|||||||
Proceeds from Issuance of Common Stock
|
4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|||||||
Debt Issuance and Financing Fees
|
—
|
|
|
—
|
|
|
(482
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(482
|
)
|
|||||||
Net Cash (Used in) Provided by Continuing Financing Activities
|
(955,935
|
)
|
|
(6,138
|
)
|
|
(932
|
)
|
|
(35,666
|
)
|
|
—
|
|
|
29,930
|
|
|
(968,741
|
)
|
|||||||
Net Cash Used in Discontinued Financing Activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14
|
)
|
|
—
|
|
|
(14
|
)
|
|||||||
Net Cash (Used in) Provided by Financing Activities
|
$
|
(955,935
|
)
|
|
$
|
(6,138
|
)
|
|
$
|
(932
|
)
|
|
$
|
(35,666
|
)
|
|
$
|
(14
|
)
|
|
$
|
29,930
|
|
|
$
|
(968,755
|
)
|
|
Parent Issuer
|
|
CNX Gas
Guarantor
|
|
Other Subsidiary Guarantors
|
|
CNXC Non-
Guarantor |
|
Other Subsidiary Non-
Guarantors
|
|
Elimination
|
|
Consolidated
|
||||||||||||||
Net (Loss) Income
|
$
|
(848,102
|
)
|
|
$
|
(228,289
|
)
|
|
$
|
(197,898
|
)
|
|
$
|
25,851
|
|
|
$
|
(303,212
|
)
|
|
$
|
712,502
|
|
|
$
|
(839,148
|
)
|
Other Comprehensive (Loss) Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Actuarially Determined Long-Term Liability Adjustments
|
(33,226
|
)
|
|
—
|
|
|
(34,044
|
)
|
|
818
|
|
|
—
|
|
|
33,226
|
|
|
(33,226
|
)
|
|||||||
Reclassification of Cash Flow Hedge from OCI to Earnings
|
(43,470
|
)
|
|
(43,470
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
43,470
|
|
|
(43,470
|
)
|
|||||||
Other Comprehensive (Loss) Income:
|
(76,696
|
)
|
|
(43,470
|
)
|
|
(34,044
|
)
|
|
818
|
|
|
—
|
|
|
76,696
|
|
|
(76,696
|
)
|
|||||||
Comprehensive (Loss) Income
|
(924,798
|
)
|
|
(271,759
|
)
|
|
(231,942
|
)
|
|
26,669
|
|
|
(303,212
|
)
|
|
789,198
|
|
|
(915,844
|
)
|
|||||||
Less: Comprehensive Income Attributable to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,216
|
|
|
9,216
|
|
|||||||
Comprehensive (Loss) Income Attributable to CONSOL Energy Inc. Shareholders
|
$
|
(924,798
|
)
|
|
$
|
(271,759
|
)
|
|
$
|
(231,942
|
)
|
|
$
|
26,669
|
|
|
$
|
(303,212
|
)
|
|
$
|
779,982
|
|
|
$
|
(925,060
|
)
|
|
Parent
Issuer
|
|
CNX Gas
Guarantor
|
|
Other
Subsidiary
Guarantors
|
|
CNXC Non-Guarantor
|
|
Other
Subsidiary
Non-
Guarantors
|
|
Elimination
|
|
Consolidated
|
||||||||||||||
Revenues and Other Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Natural Gas, NGLs and Oil Sales
|
$
|
—
|
|
|
$
|
728,458
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(1,537
|
)
|
|
$
|
726,921
|
|
Gain on Commodity Derivative Instruments
|
—
|
|
|
392,942
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
392,942
|
|
|||||||
Coal Sales
|
—
|
|
|
—
|
|
|
966,775
|
|
|
322,261
|
|
|
—
|
|
|
—
|
|
|
1,289,036
|
|
|||||||
Other Outside Sales
|
—
|
|
|
—
|
|
|
30,967
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30,967
|
|
|||||||
Purchased Gas Sales
|
—
|
|
|
14,450
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,450
|
|
|||||||
Freight-Outside Coal
|
—
|
|
|
—
|
|
|
16,690
|
|
|
3,809
|
|
|
—
|
|
|
—
|
|
|
20,499
|
|
|||||||
Miscellaneous Other Income
|
(172,450
|
)
|
|
62,340
|
|
|
82,690
|
|
|
880
|
|
|
4,105
|
|
|
166,786
|
|
|
144,351
|
|
|||||||
Gain on Sale of Assets
|
—
|
|
|
12,540
|
|
|
61,572
|
|
|
61
|
|
|
—
|
|
|
—
|
|
|
74,173
|
|
|||||||
Total Revenue and Other Income
|
(172,450
|
)
|
|
1,210,730
|
|
|
1,158,694
|
|
|
327,011
|
|
|
4,105
|
|
|
165,249
|
|
|
2,693,339
|
|
|||||||
Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Exploration and Production Costs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Lease Operating Expense
|
—
|
|
|
121,847
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
121,847
|
|
|||||||
Transportation, Gathering and Compression
|
—
|
|
|
343,403
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
343,403
|
|
|||||||
Production, Ad Valorem, and Other Fees
|
—
|
|
|
30,438
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30,438
|
|
|||||||
Depreciation, Depletion and Amortization
|
—
|
|
|
370,374
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
370,374
|
|
|||||||
Exploration and Production Related Other Costs
|
—
|
|
|
10,120
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
(9
|
)
|
|
10,120
|
|
|||||||
Purchased Gas Costs
|
—
|
|
|
10,721
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,721
|
|
|||||||
Other Corporate Expenses
|
—
|
|
|
65,939
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
65,939
|
|
|||||||
Impairment of Exploration and Production Properties
|
—
|
|
|
828,905
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
828,905
|
|
|||||||
Selling, General and Administrative Costs
|
—
|
|
|
102,229
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
102,229
|
|
|||||||
Total Exploration and Production Costs
|
—
|
|
|
1,883,976
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
(9
|
)
|
|
1,883,976
|
|
|||||||
PA Mining Operations Costs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Operating and Other Costs
|
—
|
|
|
—
|
|
|
472,341
|
|
|
193,961
|
|
|
—
|
|
|
—
|
|
|
666,302
|
|
|||||||
Depreciation, Depletion and Amortization
|
—
|
|
|
—
|
|
|
132,728
|
|
|
44,136
|
|
|
—
|
|
|
—
|
|
|
176,864
|
|
|||||||
Freight Expense
|
—
|
|
|
—
|
|
|
16,690
|
|
|
3,809
|
|
|
—
|
|
|
—
|
|
|
20,499
|
|
|||||||
Selling, General and Administrative Costs
|
—
|
|
|
—
|
|
|
29,912
|
|
|
10,931
|
|
|
—
|
|
|
—
|
|
|
40,843
|
|
|||||||
Total PA Mining Operations Costs
|
—
|
|
|
—
|
|
|
651,671
|
|
|
252,837
|
|
|
—
|
|
|
—
|
|
|
904,508
|
|
|||||||
Other Costs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Miscellaneous Operating Expense
|
69,059
|
|
|
—
|
|
|
9,176
|
|
|
—
|
|
|
508
|
|
|
—
|
|
|
78,743
|
|
|||||||
Selling, General and Administrative Costs
|
—
|
|
|
—
|
|
|
14,918
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,918
|
|
|||||||
Depreciation, Depletion and Amortization
|
604
|
|
|
—
|
|
|
19,278
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19,882
|
|
|||||||
Loss on Debt Extinguishment
|
67,751
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
67,751
|
|
|||||||
Interest Expense
|
186,291
|
|
|
5,613
|
|
|
6,453
|
|
|
9,636
|
|
|
76
|
|
|
(8,803
|
)
|
|
199,266
|
|
|||||||
Total Other Costs
|
323,705
|
|
|
5,613
|
|
|
49,825
|
|
|
9,636
|
|
|
584
|
|
|
(8,803
|
)
|
|
380,560
|
|
|||||||
Total Costs And Expenses
|
323,705
|
|
|
1,889,589
|
|
|
701,496
|
|
|
262,473
|
|
|
593
|
|
|
(8,812
|
)
|
|
3,169,044
|
|
|||||||
(Loss) Earnings from Continuing Operations Before Income Tax
|
(496,155
|
)
|
|
(678,859
|
)
|
|
457,198
|
|
|
64,538
|
|
|
3,512
|
|
|
174,061
|
|
|
(475,705
|
)
|
|||||||
Income Tax (Benefit) Expense
|
(121,270
|
)
|
|
(257,056
|
)
|
|
251,558
|
|
|
—
|
|
|
1,329
|
|
|
—
|
|
|
(125,439
|
)
|
|||||||
(Loss) Income From Continuing Operations
|
(374,885
|
)
|
|
(421,803
|
)
|
|
205,640
|
|
|
64,538
|
|
|
2,183
|
|
|
174,061
|
|
|
(350,266
|
)
|
|||||||
Loss From Discontinued Operations, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14,209
|
)
|
|
—
|
|
|
(14,209
|
)
|
|||||||
Net (Loss) Income
|
(374,885
|
)
|
|
(421,803
|
)
|
|
205,640
|
|
|
64,538
|
|
|
(12,026
|
)
|
|
174,061
|
|
|
(364,475
|
)
|
|||||||
Less: Net Income Attributable to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,410
|
|
|
10,410
|
|
|||||||
Net (Loss) Income Attributable to CONSOL Energy Shareholders
|
$
|
(374,885
|
)
|
|
$
|
(421,803
|
)
|
|
$
|
205,640
|
|
|
$
|
64,538
|
|
|
$
|
(12,026
|
)
|
|
$
|
163,651
|
|
|
$
|
(374,885
|
)
|
|
Parent
Issuer
|
|
CNX Gas
Guarantor
|
|
Other
Subsidiary
Guarantors
|
|
CNXC
Non-Guarantor |
|
Other Subsidiary
Non-Guarantors |
|
Elimination
|
|
Consolidated
|
||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Current Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Cash and Cash Equivalents
|
$
|
64,995
|
|
|
$
|
75
|
|
|
$
|
—
|
|
|
$
|
6,534
|
|
|
$
|
970
|
|
|
$
|
—
|
|
|
$
|
72,574
|
|
Accounts and Notes Receivable:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Trade
|
—
|
|
|
72,664
|
|
|
59,321
|
|
|
19,398
|
|
|
—
|
|
|
—
|
|
|
151,383
|
|
|||||||
Other Receivables
|
18,933
|
|
|
99,001
|
|
|
3,330
|
|
|
471
|
|
|
—
|
|
|
—
|
|
|
121,735
|
|
|||||||
Inventories
|
—
|
|
|
13,815
|
|
|
40,739
|
|
|
12,238
|
|
|
—
|
|
|
—
|
|
|
66,792
|
|
|||||||
Recoverable Income Taxes
|
72,913
|
|
|
(59,026
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,887
|
|
|||||||
Prepaid Expenses
|
27,245
|
|
|
244,680
|
|
|
20,273
|
|
|
5,089
|
|
|
—
|
|
|
—
|
|
|
297,287
|
|
|||||||
Current Assets of Discontinued Operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
81,105
|
|
|
—
|
|
|
81,105
|
|
|||||||
Total Current Assets
|
184,086
|
|
|
371,209
|
|
|
123,663
|
|
|
43,730
|
|
|
82,075
|
|
|
—
|
|
|
804,763
|
|
|||||||
Property, Plant and Equipment:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Property, Plant and Equipment
|
156,348
|
|
|
8,875,027
|
|
|
3,898,005
|
|
|
865,527
|
|
|
—
|
|
|
—
|
|
|
13,794,907
|
|
|||||||
Less-Accumulated Depreciation, Depletion and Amortization
|
111,367
|
|
|
2,695,674
|
|
|
1,854,249
|
|
|
400,911
|
|
|
—
|
|
|
—
|
|
|
5,062,201
|
|
|||||||
Property, Plant and Equipment of Discontinued Operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
936,671
|
|
|
—
|
|
|
936,671
|
|
|||||||
Total Property, Plant and Equipment-Net
|
44,981
|
|
|
6,179,353
|
|
|
2,043,756
|
|
|
464,616
|
|
|
936,671
|
|
|
—
|
|
|
9,669,377
|
|
|||||||
Other Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Investment in Affiliates
|
10,563,985
|
|
|
234,803
|
|
|
6,293
|
|
|
—
|
|
|
—
|
|
|
(10,567,751
|
)
|
|
237,330
|
|
|||||||
Other
|
53,529
|
|
|
47,892
|
|
|
95,369
|
|
|
17,598
|
|
|
—
|
|
|
—
|
|
|
214,388
|
|
|||||||
Other Assets of Discontinued Operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,044
|
|
|
—
|
|
|
4,044
|
|
|||||||
Total Other Assets
|
10,617,514
|
|
|
282,695
|
|
|
101,662
|
|
|
17,598
|
|
|
4,044
|
|
|
(10,567,751
|
)
|
|
455,762
|
|
|||||||
Total Assets
|
$
|
10,846,581
|
|
|
$
|
6,833,257
|
|
|
$
|
2,269,081
|
|
|
$
|
525,944
|
|
|
$
|
1,022,790
|
|
|
$
|
(10,567,751
|
)
|
|
$
|
10,929,902
|
|
Liabilities and Equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Current Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Accounts Payable
|
$
|
32,245
|
|
|
$
|
149,930
|
|
|
$
|
37,212
|
|
|
$
|
17,405
|
|
|
$
|
—
|
|
|
$
|
13,817
|
|
|
$
|
250,609
|
|
Accounts Payable (Recoverable)-Related Parties
|
2,650,732
|
|
|
1,521,442
|
|
|
(3,953,215
|
)
|
|
4,310
|
|
|
(209,452
|
)
|
|
(13,817
|
)
|
|
—
|
|
|||||||
Current Portion of Long-Term Debt
|
1,509
|
|
|
6,798
|
|
|
1,041
|
|
|
61
|
|
|
—
|
|
|
—
|
|
|
9,409
|
|
|||||||
Short-Term Notes Payable
|
952,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
952,000
|
|
|||||||
Other Accrued Liabilities
|
63,668
|
|
|
102,753
|
|
|
218,186
|
|
|
37,220
|
|
|
—
|
|
|
—
|
|
|
421,827
|
|
|||||||
Current Liabilities of Discontinued Operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
51,514
|
|
|
—
|
|
|
51,514
|
|
|||||||
Total Current Liabilities
|
3,700,154
|
|
|
1,780,923
|
|
|
(3,696,776
|
)
|
|
58,996
|
|
|
(157,938
|
)
|
|
—
|
|
|
1,685,359
|
|
|||||||
Long-Term Debt:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Long-Term Debt
|
2,418,961
|
|
|
33,141
|
|
|
105,611
|
|
|
181,070
|
|
|
—
|
|
|
—
|
|
|
2,738,783
|
|
|||||||
Long-Term Debt of Discontinued Operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,001
|
|
|
—
|
|
|
5,001
|
|
|||||||
Total Long-Term Debt
|
2,418,961
|
|
|
33,141
|
|
|
105,611
|
|
|
181,070
|
|
|
5,001
|
|
|
—
|
|
|
2,743,784
|
|
|||||||
Deferred Credits and Other Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Deferred Income Taxes
|
(122,547
|
)
|
|
197,176
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
74,629
|
|
|||||||
Postretirement Benefits Other Than Pensions
|
—
|
|
|
—
|
|
|
630,892
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
630,892
|
|
|||||||
Pneumoconiosis Benefits
|
—
|
|
|
—
|
|
|
109,969
|
|
|
1,934
|
|
|
—
|
|
|
—
|
|
|
111,903
|
|
|||||||
Mine Closing
|
—
|
|
|
—
|
|
|
218,936
|
|
|
8,403
|
|
|
—
|
|
|
—
|
|
|
227,339
|
|
|||||||
Gas Well Closing
|
—
|
|
|
135,174
|
|
|
28,572
|
|
|
96
|
|
|
—
|
|
|
—
|
|
|
163,842
|
|
|||||||
Workers’ Compensation
|
—
|
|
|
—
|
|
|
66,883
|
|
|
2,929
|
|
|
—
|
|
|
—
|
|
|
69,812
|
|
|||||||
Salary Retirement
|
91,596
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
91,596
|
|
|||||||
Reclamation
|
—
|
|
|
—
|
|
|
25
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25
|
|
|||||||
Other
|
56,390
|
|
|
105,588
|
|
|
4,266
|
|
|
713
|
|
|
—
|
|
|
—
|
|
|
166,957
|
|
|||||||
Deferred Credits and Other Liabilities of Discontinued Operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
107,988
|
|
|
—
|
|
|
107,988
|
|
|||||||
Total Deferred Credits and Other Liabilities
|
25,439
|
|
|
437,938
|
|
|
1,059,543
|
|
|
14,075
|
|
|
107,988
|
|
|
—
|
|
|
1,644,983
|
|
|||||||
Total CONSOL Energy Inc. Stockholders’ Equity
|
4,702,027
|
|
|
4,581,255
|
|
|
4,800,703
|
|
|
271,803
|
|
|
1,067,739
|
|
|
(10,721,500
|
)
|
|
4,702,027
|
|
|||||||
Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
153,749
|
|
|
153,749
|
|
|||||||
Total Liabilities and Equity
|
$
|
10,846,581
|
|
|
$
|
6,833,257
|
|
|
$
|
2,269,081
|
|
|
$
|
525,944
|
|
|
$
|
1,022,790
|
|
|
$
|
(10,567,751
|
)
|
|
$
|
10,929,902
|
|
|
Parent Issuer
|
|
CNX Gas
Guarantor
|
|
Other Subsidiary Guarantors
|
|
CNXC Non-Guarantor
|
|
Other
Subsidiary Non-Guarantors
|
|
Elimination
|
|
Consolidated
|
||||||||||||||
Net Cash (Used in) Provided by Continuing Operating Activities
|
$
|
(153,930
|
)
|
|
$
|
624,788
|
|
|
$
|
21,906
|
|
|
$
|
76,908
|
|
|
$
|
33,422
|
|
|
$
|
(103,417
|
)
|
|
$
|
499,677
|
|
Net Cash Provided by Discontinued Operating Activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,172
|
|
|
—
|
|
|
6,172
|
|
|||||||
Net Cash (Used in) Provided by Operating Activities
|
$
|
(153,930
|
)
|
|
$
|
624,788
|
|
|
$
|
21,906
|
|
|
$
|
76,908
|
|
|
$
|
39,594
|
|
|
$
|
(103,417
|
)
|
|
$
|
505,849
|
|
Cash Flows from Investing Activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Capital Expenditures
|
$
|
(9,752
|
)
|
|
$
|
(832,446
|
)
|
|
$
|
(106,663
|
)
|
|
$
|
(34,073
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(982,934
|
)
|
Proceeds From Sales of Assets
|
142
|
|
|
10,298
|
|
|
100,060
|
|
|
71
|
|
|
—
|
|
|
—
|
|
|
110,571
|
|
|||||||
Net Investments in Equity Affiliates
|
—
|
|
|
(79,756
|
)
|
|
(4,465
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(84,221
|
)
|
|||||||
Net Cash Used in Continuing Investing Activities
|
(9,610
|
)
|
|
(901,904
|
)
|
|
(11,068
|
)
|
|
(34,002
|
)
|
|
—
|
|
|
—
|
|
|
(956,584
|
)
|
|||||||
Net Cash Used in Discontinued Investing Activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(39,633
|
)
|
|
—
|
|
|
(39,633
|
)
|
|||||||
Net Cash Used in Investing Activities
|
$
|
(9,610
|
)
|
|
$
|
(901,904
|
)
|
|
$
|
(11,068
|
)
|
|
$
|
(34,002
|
)
|
|
$
|
(39,633
|
)
|
|
$
|
—
|
|
|
$
|
(996,217
|
)
|
Cash Flows from Financing Activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Proceeds from (Payments on) Short-Term Borrowings
|
$
|
952,000
|
|
|
$
|
252,900
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(252,900
|
)
|
|
$
|
952,000
|
|
(Payments on) Proceeds from Miscellaneous Borrowings
|
(1,281
|
)
|
|
(6,391
|
)
|
|
3,443
|
|
|
(53
|
)
|
|
—
|
|
|
—
|
|
|
(4,282
|
)
|
|||||||
Payments on Long-Term Notes, including Redemption Premium
|
(1,263,719
|
)
|
|
—
|
|
|
—
|
|
|
(10,951
|
)
|
|
—
|
|
|
10,951
|
|
|
(1,263,719
|
)
|
|||||||
Proceeds from Revolver - MLP
|
—
|
|
|
—
|
|
|
—
|
|
|
185,000
|
|
|
—
|
|
|
—
|
|
|
185,000
|
|
|||||||
Distributions to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
(11,353
|
)
|
|
—
|
|
|
6,293
|
|
|
(5,060
|
)
|
|||||||
Proceeds from Sale of MLP Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
148,359
|
|
|
—
|
|
|
—
|
|
|
148,359
|
|
|||||||
Proceeds from Issuance of Long-Term Notes
|
492,760
|
|
|
—
|
|
|
—
|
|
|
16,990
|
|
|
—
|
|
|
(16,990
|
)
|
|
492,760
|
|
|||||||
Net Distributions from Offering to Parent
|
—
|
|
|
—
|
|
|
—
|
|
|
(342,711
|
)
|
|
—
|
|
|
342,711
|
|
|
—
|
|
|||||||
Net Change in Parent Advancements
|
—
|
|
|
—
|
|
|
—
|
|
|
(17,328
|
)
|
|
—
|
|
|
17,328
|
|
|
—
|
|
|||||||
Tax Benefit from Stock-Based Compensation
|
208
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
208
|
|
|||||||
Dividends Paid
|
(33,281
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(33,281
|
)
|
|||||||
Proceeds from Issuance of Common Stock
|
8,288
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,288
|
|
|||||||
Purchases of Treasury Stock
|
(71,674
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(71,674
|
)
|
|||||||
Debt Issuance and Financing Fees
|
—
|
|
|
—
|
|
|
(14,281
|
)
|
|
(4,329
|
)
|
|
—
|
|
|
(3,976
|
)
|
|
(22,586
|
)
|
|||||||
Net Cash Provided by (Used in) Continuing Financing Activities
|
83,301
|
|
|
246,509
|
|
|
(10,838
|
)
|
|
(36,376
|
)
|
|
—
|
|
|
103,417
|
|
|
386,013
|
|
|||||||
Net Cash Used in Discontinued Financing Activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(56
|
)
|
|
—
|
|
|
(56
|
)
|
|||||||
Net Cash Provided by (Used in) Financing Activities
|
$
|
83,301
|
|
|
$
|
246,509
|
|
|
$
|
(10,838
|
)
|
|
$
|
(36,376
|
)
|
|
$
|
(56
|
)
|
|
$
|
103,417
|
|
|
$
|
385,957
|
|
|
Parent Issuer
|
|
CNX Gas
Guarantor
|
|
Other Subsidiary Guarantors
|
|
CNXC Non-
Guarantor |
|
Other Subsidiary Non-
Guarantors
|
|
Elimination
|
|
Consolidated
|
||||||||||||||
Net (Loss) Income
|
$
|
(374,885
|
)
|
|
$
|
(421,803
|
)
|
|
$
|
205,640
|
|
|
$
|
64,538
|
|
|
$
|
(12,026
|
)
|
|
$
|
174,061
|
|
|
$
|
(364,475
|
)
|
Other Comprehensive (Loss) Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Actuarially Determined Long-Term Liability Adjustments
|
(86,447
|
)
|
|
—
|
|
|
(84,607
|
)
|
|
(1,840
|
)
|
|
—
|
|
|
86,447
|
|
|
(86,447
|
)
|
|||||||
Reclassification of Cash Flow Hedge from OCI to Earnings
|
(78,051
|
)
|
|
(78,051
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
78,051
|
|
|
(78,051
|
)
|
|||||||
Other Comprehensive (Loss) Income:
|
(164,498
|
)
|
|
(78,051
|
)
|
|
(84,607
|
)
|
|
(1,840
|
)
|
|
—
|
|
|
164,498
|
|
|
(164,498
|
)
|
|||||||
Comprehensive (Loss) Income
|
(539,383
|
)
|
|
(499,854
|
)
|
|
121,033
|
|
|
62,698
|
|
|
(12,026
|
)
|
|
338,559
|
|
|
(528,973
|
)
|
|||||||
Less: Comprehensive Income Attributable to Noncontrolling Interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,410
|
|
|
10,410
|
|
|||||||
Comprehensive (Loss) Income Attributable to CONSOL Energy Inc. Shareholders
|
$
|
(539,383
|
)
|
|
$
|
(499,854
|
)
|
|
$
|
121,033
|
|
|
$
|
62,698
|
|
|
$
|
(12,026
|
)
|
|
$
|
328,149
|
|
|
$
|
(539,383
|
)
|
|
Parent
Issuer
|
|
CNX Gas
Guarantor
|
|
Other
Subsidiary
Guarantors
|
|
CNXC Non-Guarantor
|
|
Other
Subsidiary
Non-
Guarantors
|
|
Elimination
|
|
Consolidated
|
||||||||||||||
Revenues and Other Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Natural Gas, NGLs and Oil Sales
|
$
|
—
|
|
|
$
|
1,007,381
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(2,457
|
)
|
|
$
|
1,004,924
|
|
Gain on Commodity Derivative Instruments
|
—
|
|
|
23,193
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
23,193
|
|
|||||||
Coal Sales
|
—
|
|
|
—
|
|
|
1,212,627
|
|
|
404,247
|
|
|
—
|
|
|
—
|
|
|
1,616,874
|
|
|||||||
Other Outside Sales
|
—
|
|
|
—
|
|
|
41,255
|
|
|
—
|
|
|
234,987
|
|
|
—
|
|
|
276,242
|
|
|||||||
Purchased Gas Sales
|
—
|
|
|
8,999
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,999
|
|
|||||||
Freight-Outside Coal
|
—
|
|
|
—
|
|
|
18,941
|
|
|
4,192
|
|
|
—
|
|
|
—
|
|
|
23,133
|
|
|||||||
Miscellaneous Other Income
|
420,030
|
|
|
60,634
|
|
|
138,201
|
|
|
9,475
|
|
|
10,305
|
|
|
(431,185
|
)
|
|
207,460
|
|
|||||||
Gain (Loss) on Sale of Assets
|
—
|
|
|
45,917
|
|
|
(2,926
|
)
|
|
185
|
|
|
22
|
|
|
—
|
|
|
43,198
|
|
|||||||
Total Revenue and Other Income
|
420,030
|
|
|
1,146,124
|
|
|
1,408,098
|
|
|
418,099
|
|
|
245,314
|
|
|
(433,642
|
)
|
|
3,204,023
|
|
|||||||
Costs and Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Exploration and Production Costs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Lease Operating Expense
|
—
|
|
|
139,242
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
139,242
|
|
|||||||
Transportation, Gathering and Compression
|
—
|
|
|
239,591
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(12
|
)
|
|
239,579
|
|
|||||||
Production, Ad Valorem, and Other Fees
|
—
|
|
|
39,418
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
39,418
|
|
|||||||
Depreciation, Depletion and Amortization
|
—
|
|
|
323,600
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
323,600
|
|
|||||||
Exploration and Production Related Other Costs
|
—
|
|
|
22,718
|
|
|
637
|
|
|
—
|
|
|
119
|
|
|
(119
|
)
|
|
23,355
|
|
|||||||
Purchased Gas Costs
|
—
|
|
|
7,251
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,251
|
|
|||||||
Other Corporate Expenses
|
—
|
|
|
46,838
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
46,838
|
|
|||||||
Selling, General and Administrative Costs
|
—
|
|
|
128,731
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
128,731
|
|
|||||||
Total Exploration and Production Costs
|
—
|
|
|
947,389
|
|
|
637
|
|
|
—
|
|
|
119
|
|
|
(131
|
)
|
|
948,014
|
|
|||||||
PA Mining Operations Costs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Operating and Other Costs
|
—
|
|
|
—
|
|
|
742,886
|
|
|
239,863
|
|
|
—
|
|
|
—
|
|
|
982,749
|
|
|||||||
Depreciation, Depletion and Amortization
|
—
|
|
|
—
|
|
|
129,979
|
|
|
43,337
|
|
|
—
|
|
|
—
|
|
|
173,316
|
|
|||||||
Freight Expense
|
—
|
|
|
—
|
|
|
12,575
|
|
|
4,192
|
|
|
6,366
|
|
|
—
|
|
|
23,133
|
|
|||||||
Selling, General and Administrative Costs
|
—
|
|
|
—
|
|
|
57,814
|
|
|
17,149
|
|
|
(6,366
|
)
|
|
—
|
|
|
68,597
|
|
|||||||
Total PA Mining Operations Costs
|
—
|
|
|
—
|
|
|
943,254
|
|
|
304,541
|
|
|
—
|
|
|
—
|
|
|
1,247,795
|
|
|||||||
Other Costs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Miscellaneous Operating Expense
|
99,273
|
|
|
—
|
|
|
129,257
|
|
|
—
|
|
|
231,899
|
|
|
—
|
|
|
460,429
|
|
|||||||
Selling, General and Administrative Costs
|
788
|
|
|
—
|
|
|
12,519
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,307
|
|
|||||||
Depreciation, Depletion and Amortization
|
640
|
|
|
—
|
|
|
33,273
|
|
|
—
|
|
|
1,814
|
|
|
—
|
|
|
35,727
|
|
|||||||
Loss on Debt Extinguishment
|
95,267
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
95,267
|
|
|||||||
Interest Expense
|
213,384
|
|
|
9,021
|
|
|
9,608
|
|
|
8,683
|
|
|
245
|
|
|
(17,608
|
)
|
|
223,333
|
|
|||||||
Total Other Costs
|
409,352
|
|
|
9,021
|
|
|
184,657
|
|
|
8,683
|
|
|
233,958
|
|
|
(17,608
|
)
|
|
828,063
|
|
|||||||
Total Costs And Expenses
|
409,352
|
|
|
956,410
|
|
|
1,128,548
|
|
|
313,224
|
|
|
234,077
|
|
|
(17,739
|
)
|
|
3,023,872
|
|
|||||||
Earnings (Loss) from Continuing Operations Before Income Tax
|
10,678
|
|
|
189,714
|
|
|
279,550
|
|
|
104,875
|
|
|
11,237
|
|
|
(415,903
|
)
|
|
180,151
|
|
|||||||
Income Tax (Benefit) Expense
|
(152,412
|
)
|
|
66,441
|
|
|
96,926
|
|
|
—
|
|
|
4,249
|
|
|
—
|
|
|
15,204
|
|
|||||||
Income (Loss) From Continuing Operations
|
163,090
|
|
|
123,273
|
|
|
182,624
|
|
|
104,875
|
|
|
6,988
|
|
|
(415,903
|
)
|
|
164,947
|
|
|||||||
Loss From Discontinued Operations, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,857
|
)
|
|
—
|
|
|
(1,857
|
)
|
|||||||
Net Income (Loss) Attributable to CONSOL Energy Shareholders
|
$
|
163,090
|
|
|
$
|
123,273
|
|
|
$
|
182,624
|
|
|
$
|
104,875
|
|
|
$
|
5,131
|
|
|
$
|
(415,903
|
)
|
|
$
|
163,090
|
|
|
Parent Issuer
|
|
CNX Gas
Guarantor
|
|
Other Subsidiary Guarantors
|
|
CNXC Non-Guarantor
|
|
Other
Subsidiary Non-Guarantors
|
|
Elimination
|
|
Consolidated
|
||||||||||||||
Net Cash (Used in) Provided by Continuing Operating Activities
|
$
|
(178,921
|
)
|
|
$
|
567,851
|
|
|
$
|
(4,086
|
)
|
|
$
|
142,636
|
|
|
$
|
(59,441
|
)
|
|
$
|
372,347
|
|
|
$
|
840,386
|
|
Net Cash Provided by Discontinued Operating Activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
96,390
|
|
|
—
|
|
|
96,390
|
|
|||||||
Net Cash (Used in) Provided by Operating Activities
|
$
|
(178,921
|
)
|
|
$
|
567,851
|
|
|
$
|
(4,086
|
)
|
|
$
|
142,636
|
|
|
$
|
36,949
|
|
|
$
|
372,347
|
|
|
$
|
936,776
|
|
Cash Flows from Investing Activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Capital Expenditures
|
$
|
(4,420
|
)
|
|
$
|
(1,103,656
|
)
|
|
$
|
(266,300
|
)
|
|
$
|
(85,076
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(1,459,452
|
)
|
Proceeds From Sales of Assets
|
44,049
|
|
|
92,507
|
|
|
201,221
|
|
|
19,046
|
|
|
13
|
|
|
—
|
|
|
356,836
|
|
|||||||
Net Investments in Equity Affiliates
|
—
|
|
|
85,248
|
|
|
9,959
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
95,207
|
|
|||||||
Net Cash Provided by (Used in) Continuing Investing Activities
|
39,629
|
|
|
(925,901
|
)
|
|
(55,120
|
)
|
|
(66,030
|
)
|
|
13
|
|
|
—
|
|
|
(1,007,409
|
)
|
|||||||
Net Cash Used in Discontinued Investing Activities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(33,973
|
)
|
|
—
|
|
|
(33,973
|
)
|
|||||||
Net Cash Provided by (Used in) Investing Activities
|
$
|
39,629
|
|
|
$
|
(925,901
|
)
|
|
$
|
(55,120
|
)
|
|
$
|
(66,030
|
)
|
|
$
|
(33,960
|
)
|
|
$
|
—
|
|
|
$
|
(1,041,382
|
)
|
Cash Flows from Financing Activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Payments on Short-Term Borrowings
|
$
|
(11,736
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(11,736
|
)
|
(Payments on) Proceeds from Miscellaneous Borrowings
|
(399
|
)
|
|
387,663
|
|
|
(7,233
|
)
|
|
(24
|
)
|
|
(2,630
|
)
|
|
(387,663
|
)
|
|
(10,286
|
)
|
|||||||
Payments on Long-Term Notes, including Redemption Premium
|
(1,819,005
|
)
|
|
—
|
|
|
—
|
|
|
(2,311
|
)
|
|
—
|
|
|
2,311
|
|
|
(1,819,005
|
)
|
|||||||
Proceeds from Issuance of Long-Term Notes
|
1,859,920
|
|
|
—
|
|
|
—
|
|
|
14,214
|
|
|
—
|
|
|
(14,214
|
)
|
|
1,859,920
|
|
|||||||
Net Change in Parent Advancements
|
—
|
|
|
—
|
|
|
—
|
|
|
(88,485
|
)
|
|
—
|
|
|
88,485
|
|
|
—
|
|
|||||||
Tax Benefit from Stock-Based Compensation
|
2,629
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,629
|
|
|||||||
Dividends Paid
|
(57,506
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(57,506
|
)
|
|||||||
Proceeds from Issuance of Common Stock
|
15,016
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,016
|
|
|||||||
Debt Issuance and Financing Fees
|
(24,861
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(24,861
|
)
|
|||||||
Other Financing Activities
|
—
|
|
|
(5,169
|
)
|
|
5,169
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Net Cash (Used in) Provided by Financing Activities
|
$
|
(35,942
|
)
|
|
$
|
382,494
|
|
|
$
|
(2,064
|
)
|
|
$
|
(76,606
|
)
|
|
$
|
(2,630
|
)
|
|
$
|
(311,081
|
)
|
|
$
|
(45,829
|
)
|
|
Parent Issuer
|
|
CNX Gas
Guarantor
|
|
Other Subsidiary Guarantors
|
|
CNXC Non-
Guarantor |
|
Other Subsidiary Non-
Guarantors
|
|
Elimination
|
|
Consolidated
|
||||||||||||||
Net Income (Loss)
|
$
|
163,090
|
|
|
$
|
123,273
|
|
|
$
|
182,624
|
|
|
$
|
104,875
|
|
|
$
|
5,131
|
|
|
$
|
(415,903
|
)
|
|
$
|
163,090
|
|
Other Comprehensive Income (Loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Actuarially Determined Long-Term Liability Adjustments
|
94,989
|
|
|
—
|
|
|
53,190
|
|
|
41,799
|
|
|
—
|
|
|
(94,989
|
)
|
|
94,989
|
|
|||||||
Net Increase (Decrease) in the Value of Cash Flow Hedge
|
97,316
|
|
|
97,316
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(97,316
|
)
|
|
97,316
|
|
|||||||
Reclassification of Cash Flow Hedge from OCI to Earnings
|
(18,288
|
)
|
|
(18,288
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
18,288
|
|
|
(18,288
|
)
|
|||||||
Other Comprehensive Income (Loss):
|
174,017
|
|
|
79,028
|
|
|
53,190
|
|
|
41,799
|
|
|
—
|
|
|
(174,017
|
)
|
|
174,017
|
|
|||||||
Comprehensive Income (Loss) Attributable to CONSOL Energy Inc. Shareholders
|
$
|
337,107
|
|
|
$
|
202,301
|
|
|
$
|
235,814
|
|
|
$
|
146,674
|
|
|
$
|
5,131
|
|
|
$
|
(589,920
|
)
|
|
$
|
337,107
|
|
|
CONE
|
|
The Partnership
|
|
Total
|
||||||
Balance at December 31, 2014
|
$
|
94,467
|
|
|
$
|
4,883
|
|
|
$
|
99,350
|
|
Equity in Earnings
|
20,916
|
|
|
22,883
|
|
|
43,799
|
|
|||
Additional Contributions
|
87,187
|
|
|
—
|
|
|
87,187
|
|
|||
Distribution of Earnings
|
—
|
|
|
(16,719
|
)
|
|
(16,719
|
)
|
|||
Balance at December 31, 2015
|
202,570
|
|
|
11,047
|
|
|
213,617
|
|
|||
Equity in Earnings
|
17,112
|
|
|
31,148
|
|
|
48,260
|
|
|||
Additional Contributions
|
4,621
|
|
|
—
|
|
|
4,621
|
|
|||
Distribution of Earnings
|
(8,224
|
)
|
|
(19,066
|
)
|
|
(27,290
|
)
|
|||
Funds received on dropdown transaction
|
(70,000
|
)
|
|
—
|
|
|
(70,000
|
)
|
|||
Basis differential
|
4,996
|
|
|
(4,996
|
)
|
|
—
|
|
|||
Balance at December 31, 2016
|
$
|
151,075
|
|
|
$
|
18,133
|
|
|
$
|
169,208
|
|
|
For the Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Miscellaneous Other Income:
|
|
|
|
|
|
||||||
Equity in Earnings of Affiliates - CONE
|
$
|
17,112
|
|
|
$
|
20,916
|
|
|
$
|
25,521
|
|
Equity in Earnings of Affiliates - the Partnership
|
$
|
31,148
|
|
|
$
|
22,883
|
|
|
$
|
4,286
|
|
|
|
|
|
|
|
||||||
Transportation, Gathering and Compression:
|
|
|
|
|
|
||||||
Gathering Services - CONE
|
$
|
706
|
|
|
$
|
1,077
|
|
|
$
|
219
|
|
Gathering Services - the Partnership
|
$
|
123,020
|
|
|
$
|
104,291
|
|
|
$
|
65,365
|
|
|
For the Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Operating and Other Costs
|
$
|
4,251
|
|
|
$
|
6,793
|
|
|
$
|
6,707
|
|
Selling, General and Administrative Expenses
|
3,826
|
|
|
8,926
|
|
|
11,384
|
|
|||
Total Services from CONSOL Energy
|
$
|
8,077
|
|
|
$
|
15,719
|
|
|
$
|
18,091
|
|
|
|
As of December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
Proved gas properties
|
|
$
|
2,016,916
|
|
|
$
|
1,922,602
|
|
Unproved gas properties
|
|
1,116,282
|
|
|
1,421,083
|
|
||
Intangible drilling costs
|
|
3,583,565
|
|
|
3,452,989
|
|
||
Gas wells and related equipment
|
|
791,996
|
|
|
785,744
|
|
||
Gas gathering assets
|
|
1,138,299
|
|
|
1,147,173
|
|
||
Gas well plugging
|
|
176,961
|
|
|
115,121
|
|
||
Total Property, Plant and Equipment
|
|
8,824,019
|
|
|
8,844,712
|
|
||
Accumulated Depreciation, Depletion and Amortization
|
|
(3,099,622
|
)
|
|
(2,691,005
|
)
|
||
Net Capitalized Costs
|
|
$
|
5,724,397
|
|
|
$
|
6,153,707
|
|
|
|
For the Years Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Property acquisitions
|
|
|
|
|
|
|
||||||
Proved properties
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Unproved properties
|
|
1,537
|
|
|
76,676
|
|
|
119,597
|
|
|||
Development
|
|
138,813
|
|
|
666,315
|
|
|
952,733
|
|
|||
Exploration
|
|
32,259
|
|
|
95,371
|
|
|
45,006
|
|
|||
Total
|
|
$
|
172,609
|
|
|
$
|
838,362
|
|
|
$
|
1,117,336
|
|
(*)
|
Includes costs incurred whether capitalized or expensed.
|
|
|
For the Years Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Natural Gas, NGLs and Oil Sales
|
|
$
|
793,673
|
|
|
$
|
728,458
|
|
|
$
|
1,007,381
|
|
(Loss) Gain on Commodity Derivative Instruments
|
|
(141,021
|
)
|
|
392,942
|
|
|
23,193
|
|
|||
Purchased Gas Sales
|
|
43,256
|
|
|
14,450
|
|
|
8,999
|
|
|||
Total Revenue
|
|
695,908
|
|
|
1,135,850
|
|
|
1,039,573
|
|
|||
Lease Operating Expense
|
|
96,434
|
|
|
121,847
|
|
|
139,242
|
|
|||
Production, Ad Valorem, and Other Fees
|
|
31,049
|
|
|
30,438
|
|
|
39,418
|
|
|||
Transportation, Gathering and Compression
|
|
374,350
|
|
|
343,403
|
|
|
239,591
|
|
|||
Purchased Gas Costs
|
|
42,717
|
|
|
10,721
|
|
|
7,251
|
|
|||
Impairment of Exploration and Production Properties
|
|
—
|
|
|
828,905
|
|
|
—
|
|
|||
Other Costs
|
|
14,519
|
|
|
10,120
|
|
|
22,718
|
|
|||
DD&A
|
|
417,853
|
|
|
370,374
|
|
|
323,600
|
|
|||
Total Costs
|
|
976,922
|
|
|
1,715,808
|
|
|
771,820
|
|
|||
Pre-tax Operating Income / (Loss)
|
|
(281,014
|
)
|
|
(579,958
|
)
|
|
267,753
|
|
|||
Income Taxes / (Benefit)
|
|
(69,308
|
)
|
|
(250,220
|
)
|
|
45,162
|
|
|||
Results of Operations for Producing Activities excluding Corporate and Interest Costs
|
|
$
|
(211,706
|
)
|
|
$
|
(329,738
|
)
|
|
$
|
222,591
|
|
|
|
For the Years Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Production (MMcfe)
|
|
394,387
|
|
|
328,657
|
|
|
235,714
|
|
|||
Total average sales price before effects of financial settlements (per Mcfe)
|
|
$
|
2.01
|
|
|
$
|
2.22
|
|
|
$
|
4.27
|
|
Average effects of financial settlements (per Mcfe)
|
|
$
|
0.62
|
|
|
$
|
0.60
|
|
|
$
|
0.10
|
|
Total average sales price including effects of financial settlements (per Mcfe)
|
|
$
|
2.63
|
|
|
$
|
2.82
|
|
|
$
|
4.37
|
|
Average lifting costs, excluding ad valorem and severance taxes (per Mcfe)
|
|
$
|
0.24
|
|
|
$
|
0.37
|
|
|
$
|
0.59
|
|
|
|
Gross
|
|
Net(1)
|
||
Producing Gas Wells (including gob wells)
|
|
17,314
|
|
|
12,846
|
|
Producing Oil Wells
|
|
189
|
|
|
30
|
|
Acreage Position:
|
|
|
|
|
||
Proved Developed Acreage
|
|
549,816
|
|
|
541,282
|
|
Proved Undeveloped Acreage
|
|
34,467
|
|
|
30,038
|
|
Unproved Acreage
|
|
4,804,804
|
|
|
3,745,533
|
|
Total Acreage
|
|
5,389,087
|
|
|
4,316,853
|
|
(1)
|
Net acres include acreage attributable to our working interests of the properties. Additional adjustments (either increases or decreases) may be required as we further develop title to and further confirm our rights with respect to our various properties in anticipation of development. We believe that our assumptions and methodology in this regard are reasonable.
|
|
|
|
|
|
|
Condensate
|
|
Consolidated
|
||||
|
|
Natural Gas
|
|
NGLs
|
|
& Crude Oil
|
|
Operations
|
||||
|
|
(MMcf)
|
|
(Mbbls)
|
|
(Mbbls)
|
|
(MMcfe)
|
||||
Balance December 31, 2013 (a)
|
|
5,585,107
|
|
|
21,546
|
|
|
2,806
|
|
|
5,731,214
|
|
Revisions (b)
|
|
(46,560
|
)
|
|
40,363
|
|
|
3,756
|
|
|
218,168
|
|
Price Changes
|
|
15,512
|
|
|
—
|
|
|
—
|
|
|
15,512
|
|
Extensions and Discoveries (c)
|
|
979,801
|
|
|
18,459
|
|
|
1,314
|
|
|
1,098,436
|
|
Production
|
|
(216,260
|
)
|
|
(2,578
|
)
|
|
(664
|
)
|
|
(235,714
|
)
|
Balance December 31, 2014 (a)
|
|
6,317,600
|
|
|
77,790
|
|
|
7,212
|
|
|
6,827,616
|
|
Revisions (d)
|
|
1,052,978
|
|
|
45,993
|
|
|
6,662
|
|
|
1,368,909
|
|
Price Changes
|
|
(2,866,123
|
)
|
|
(45,675
|
)
|
|
(3,208
|
)
|
|
(3,159,421
|
)
|
Extensions and Discoveries (e)
|
|
840,800
|
|
|
13,916
|
|
|
1,707
|
|
|
934,542
|
|
Production
|
|
(285,041
|
)
|
|
(5,812
|
)
|
|
(1,458
|
)
|
|
(328,657
|
)
|
Balance December 31, 2015 (a)
|
|
5,060,214
|
|
|
86,212
|
|
|
10,915
|
|
|
5,642,989
|
|
Revisions (f)
|
|
21,280
|
|
|
(20,669
|
)
|
|
481
|
|
|
(99,849
|
)
|
Price Changes
|
|
(179,914
|
)
|
|
(1,647
|
)
|
|
(35
|
)
|
|
(190,009
|
)
|
Extensions and Discoveries (g)
|
|
643,688
|
|
|
10,960
|
|
|
1,783
|
|
|
720,146
|
|
Production
|
|
(358,474
|
)
|
|
(5,119
|
)
|
|
(867
|
)
|
|
(394,387
|
)
|
Purchases of Reserves In-Place (h)
|
|
1,352,759
|
|
|
13,177
|
|
|
1,970
|
|
|
1,443,642
|
|
Sales of Reserves In-Place (h)
|
|
(711,155
|
)
|
|
(22,382
|
)
|
|
(4,240
|
)
|
|
(870,884
|
)
|
Balance December 31, 2016 (a)
|
|
5,828,398
|
|
|
60,532
|
|
|
10,007
|
|
|
6,251,648
|
|
|
|
|
|
|
|
|
|
|
||||
Proved developed reserves (i):
|
|
|
|
|
|
|
|
|
||||
December 31, 2014
|
|
2,979,906
|
|
|
32,405
|
|
|
4,061
|
|
|
3,198,706
|
|
December 31, 2015
|
|
3,310,894
|
|
|
59,196
|
|
|
5,180
|
|
|
3,697,152
|
|
December 31, 2016
|
|
3,478,464
|
|
|
30,666
|
|
|
3,474
|
|
|
3,683,302
|
|
|
|
|
|
|
|
|
|
|
||||
Proved undeveloped reserves:
|
|
|
|
|
|
|
|
|
||||
December 31, 2014
|
|
3,337,694
|
|
|
45,385
|
|
|
3,151
|
|
|
3,628,910
|
|
December 31, 2015
|
|
1,749,320
|
|
|
27,016
|
|
|
5,736
|
|
|
1,945,837
|
|
December 31, 2016
|
|
2,349,934
|
|
|
29,866
|
|
|
6,536
|
|
|
2,568,346
|
|
(a)
|
Proved developed and proved undeveloped gas reserves are defined by SEC Rule 4.10(a) of Regulation S-X. Generally, these reserves would be commercially recovered under current economic conditions, operating methods and government regulations. CONSOL Energy cautions that there are many inherent uncertainties in estimating proved reserve quantities, projecting future production rates and timing of development expenditures. Proved oil and gas reserves are estimated quantities of natural gas which geological and engineering data demonstrate with reasonable certainty to be recoverable in future years from known reservoirs under existing economic and operating conditions and government regulations. Proved developed reserves are reserves expected to be recovered through existing wells, with existing equipment and operating methods.
|
(b)
|
Revisions for 2014 are primarily due to efficiencies in operations and
well optimization and had the total effect of positive revisions. Additionally, the 2014 revisions include a reclassification of ethane volumes from natural gas to NGLs.
|
(c)
|
Extensions and Discoveries in 2014 are primarily due to the addition of wells on our Marcellus and Utica Shale acreage. We also included Marcellus Shale wells which are more than one offset location away due to continued use of reliable technology.
|
(d)
|
The upward revisions in 2015 are attributable to efficiencies in operations and well performance.
|
(e)
|
Extensions and Discoveries in 2015 are due mainly to the high grading of locations which resulted in the addition of wells on our Marcellus and Utica Shale acreage more than one offset location away with continued use of reliable technology.
|
(f)
|
The net downward revisions for 2016 are primarily due to changes in plans related to future locations.
|
(g)
|
Extensions and Discoveries in 2016 are due to the addition of wells on our Marcellus and Utica Shale acreage more than one offset location away with continued use of reliable technology.
|
(h)
|
Purchases and Sales of Reserves In-Place in 2016 is the result of our fourth quarter realignment of the Marcellus Shale properties as part of dissolving our joint venture with Noble Energy.
|
(i)
|
Included in our proved developed reserves at December 31, 2016 are producing wells with negative undiscounted cash flows that represent 199.3 Bcfe of natural gas and equivalents which represents 3.2% of our total reserves quantities. These consist primarily of conventional wells and the company includes these wells in our reserves as we continue to produce the properties.
|
|
|
For the Year
|
|
|
|
Ended
|
|
|
|
December 31,
|
|
|
|
2016
|
|
Proved Undeveloped Reserves (MMcfe)
|
|
|
|
Beginning proved undeveloped reserves
|
|
1,945,837
|
|
Undeveloped reserves transferred to developed(a)
|
|
(211,876
|
)
|
Disposition of reserves in place
|
|
(199,401
|
)
|
Acquisition of reserves in place
|
|
547,680
|
|
Price Changes
|
|
(188,066
|
)
|
Plan and other revisions (b)
|
|
4,906
|
|
Extension and discoveries (c)
|
|
669,266
|
|
Ending proved undeveloped reserves(d)(e)
|
|
2,568,346
|
|
(a)
|
During
2016
, various exploration and development drilling and evaluations were completed. Approximately, $
58,694
of
capital was spent in the year ended December 31,
2016
related to undeveloped reserves that were transferred to developed.
|
(c)
|
Extensions and discoveries are due mainly to the high grading of locations which resulted in the addition of wells on our Marcellus and Utica Shale acreage more than one offset location away with continued use of reliable technology.
|
(d)
|
Included in proved undeveloped reserves at December 31,
2016
are approximately 215,861 MMcfe of reserves that have been reported for more than five years. These reserves specifically relate to GOB (a rubble zone formed in the cavity created by the extraction of coal) production due to a complex fracture being generated in the overburden strata above the mined seam. Mining operations take a significant amount of time and our GOB forecasts are consistent with the future plans of the Buchanan Mine that was sold in March 2016 to Coronado IV LLC (See Note 2 - Discontinued Operations for more information) with the rights to this gas being retained by the Company. Evidence also exists that supports the continual operation of the mine beyond the current plan, unless there was an extreme circumstance resulting from an external factor. These reasons constitute the specific circumstances that exist to continue recognizing these reserves for CONSOL Energy.
|
(e)
|
Included in proved undeveloped reserves at December 31,
2016
are 175 gross proved undeveloped locations that generate positive future net revenue but have negative present worth discounted at 10 percent as of December 31,
2016
, representing 58.9% of our total proved undeveloped reserves. Additionally, the 1,511.8
Bcfe of natural gas and equivalents attributable to these locations represent approximately 24.2% of our total proved reserves. The Company includes these well sites in its current drilling plans and currently intends to drill these sites as our economic modeling of these well locations generate positive future cash flows.
|
|
|
December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Costs reclassified to wells, equipment and facilities based on the determination of proved reserves
|
|
$
|
40,917
|
|
|
$
|
17,179
|
|
|
$
|
27,453
|
|
Costs expensed due to determination of dry hole or abandonment of project
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,041
|
|
|
|
December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Future Cash Flows (a)
|
|
|
|
|
|
|
||||||
Revenues
|
|
$
|
11,303,409
|
|
|
$
|
11,837,732
|
|
|
$
|
28,502,852
|
|
Production costs
|
|
(5,850,941
|
)
|
|
(6,584,947
|
)
|
|
(10,100,868
|
)
|
|||
Development costs
|
|
(1,550,294
|
)
|
|
(1,220,010
|
)
|
|
(3,368,621
|
)
|
|||
Income tax expense
|
|
(1,482,826
|
)
|
|
(1,532,454
|
)
|
|
(5,711,989
|
)
|
|||
Future Net Cash Flows
|
|
2,419,348
|
|
|
2,500,321
|
|
|
9,321,374
|
|
|||
Discounted to present value at a 10% annual rate
|
|
(1,464,231
|
)
|
|
(1,481,017
|
)
|
|
(6,337,216
|
)
|
|||
Total standardized measure of discounted net cash flows
|
|
$
|
955,117
|
|
|
$
|
1,019,304
|
|
|
$
|
2,984,158
|
|
(a)
|
For 2016, the reserves were computed using unweighted arithmetic averages of the closing prices on the first day of each month during 2016, adjusted for energy content and a regional price differential. For 2016, this adjusted natural gas price was $1.73 per mcf, the adjusted oil price was $25.04 per barrel and the adjusted NGL price was $15.77 per barrel.
|
|
|
December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Balance at beginning of period
|
|
$
|
1,019,304
|
|
|
$
|
2,984,158
|
|
|
$
|
1,680,811
|
|
Net changes in sales prices and production costs
|
|
(172,812
|
)
|
|
(4,151,684
|
)
|
|
517,731
|
|
|||
Sales net of production costs
|
|
(150,819
|
)
|
|
(589,533
|
)
|
|
(559,563
|
)
|
|||
Net change due to revisions in quantity estimates
|
|
(35,502
|
)
|
|
408,006
|
|
|
151,233
|
|
|||
Net change due to extensions, discoveries and improved recovery
|
|
(54,628
|
)
|
|
157,016
|
|
|
418,775
|
|
|||
Development costs incurred during the period
|
|
138,813
|
|
|
666,315
|
|
|
952,733
|
|
|||
Difference in previously estimated development costs compared to actual costs incurred during the period
|
|
(39,821
|
)
|
|
8,911
|
|
|
(102,949
|
)
|
|||
Purchase of Reserves In-Place
|
|
238,819
|
|
|
—
|
|
|
—
|
|
|||
Sales of Reserves In-Place
|
|
(137,998
|
)
|
|
—
|
|
|
—
|
|
|||
Changes in estimated future development costs
|
|
(158,000
|
)
|
|
374,982
|
|
|
595,221
|
|
|||
Net change in future income taxes
|
|
36,513
|
|
|
1,259,744
|
|
|
(798,470
|
)
|
|||
Accretion of discount and other
|
|
271,248
|
|
|
(98,611
|
)
|
|
128,636
|
|
|||
Total discounted cash flow at end of period
|
|
$
|
955,117
|
|
|
$
|
1,019,304
|
|
|
$
|
2,984,158
|
|
|
|
Millions of Tons
|
|||||||||||||
|
|
For the Year Ended December 31,
|
|||||||||||||
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|||||
Proven and probable coal reserves at beginning of period
|
|
3,047
|
|
|
3,238
|
|
|
3,032
|
|
|
4,229
|
|
|
4,314
|
|
Purchased reserves
|
|
—
|
|
|
24
|
|
|
—
|
|
|
1
|
|
|
—
|
|
Reserves sold in place
|
|
(601
|
)
|
|
(43
|
)
|
|
(233
|
)
|
|
(1,199
|
)
|
|
(155
|
)
|
Production
|
|
(26
|
)
|
|
(29
|
)
|
|
(32
|
)
|
|
(55
|
)
|
|
(55
|
)
|
Revisions and other changes
|
|
(59
|
)
|
|
(143
|
)
|
|
471
|
|
|
56
|
|
|
125
|
|
Consolidated proven and probable coal reserves at end of period* (1)
|
|
2,361
|
|
|
3,047
|
|
|
3,238
|
|
|
3,032
|
|
|
4,229
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Proportionate share of proven and probable coal reserves of unconsolidated equity affiliates (excluded from the table above)*
|
|
—
|
|
|
—
|
|
|
55
|
|
|
57
|
|
|
41
|
|
|
|
Three Months Ended
|
||||||||||||||
|
|
March 31,
|
|
June 30,
|
|
September 30,
|
|
December 31,
|
||||||||
|
|
2016
|
|
2016
|
|
2016
|
|
2016
|
||||||||
Sales (A)
|
|
$
|
478,864
|
|
|
$
|
235,251
|
|
|
$
|
688,590
|
|
|
$
|
390,398
|
|
Freight Revenue
|
|
$
|
13,110
|
|
|
$
|
11,447
|
|
|
$
|
9,392
|
|
|
$
|
12,519
|
|
Costs and Expenses (B)
|
|
$
|
329,071
|
|
|
$
|
369,392
|
|
|
$
|
361,551
|
|
|
$
|
415,224
|
|
Freight Expense
|
|
$
|
13,110
|
|
|
$
|
11,447
|
|
|
$
|
9,392
|
|
|
$
|
12,519
|
|
(Loss) Income from Continuing Operations
|
|
$
|
(43,291
|
)
|
|
$
|
(234,044
|
)
|
|
$
|
62,568
|
|
|
$
|
(321,198
|
)
|
(Loss) Income from Discontinued Operations
|
|
$
|
(53,167
|
)
|
|
$
|
(234,605
|
)
|
|
$
|
(34,975
|
)
|
|
$
|
19,564
|
|
Net (Loss) Income Attributable to CONSOL Energy Shareholders
|
|
$
|
(97,572
|
)
|
|
$
|
(469,828
|
)
|
|
$
|
25,345
|
|
|
$
|
(306,047
|
)
|
Earnings Per Share
|
|
|
|
|
|
|
|
|
||||||||
Basic:
|
|
|
|
|
|
|
|
|
||||||||
(Loss) Income from Continuing Operations
|
|
$
|
(0.19
|
)
|
|
$
|
(1.03
|
)
|
|
$
|
0.26
|
|
|
$
|
(1.42
|
)
|
(Loss) Income from Discontinued Operations
|
|
$
|
(0.24
|
)
|
|
$
|
(1.02
|
)
|
|
$
|
(0.15
|
)
|
|
$
|
0.09
|
|
Net (Loss) Income
|
|
$
|
(0.43
|
)
|
|
$
|
(2.05
|
)
|
|
$
|
0.11
|
|
|
$
|
(1.33
|
)
|
Dilutive:
|
|
|
|
|
|
|
|
|
||||||||
(Loss) Income from Continuing Operations
|
|
$
|
(0.19
|
)
|
|
$
|
(1.03
|
)
|
|
$
|
0.26
|
|
|
$
|
(1.42
|
)
|
(Loss) Income from Discontinued Operations
|
|
$
|
(0.24
|
)
|
|
$
|
(1.02
|
)
|
|
$
|
(0.15
|
)
|
|
$
|
0.09
|
|
Net (Loss) Income
|
|
$
|
(0.43
|
)
|
|
$
|
(2.05
|
)
|
|
$
|
0.11
|
|
|
$
|
(1.33
|
)
|
|
|
Three Months Ended
|
||||||||||||||
|
|
March 31,
|
|
June 30,
|
|
September 30,
|
|
December 31,
|
||||||||
|
|
2015
|
|
2015
|
|
2015
|
|
2015
|
||||||||
Sales (A)
|
|
$
|
715,740
|
|
|
$
|
503,825
|
|
|
$
|
631,979
|
|
|
$
|
602,772
|
|
Freight Revenue
|
|
$
|
5,018
|
|
|
$
|
2,750
|
|
|
$
|
2,436
|
|
|
$
|
10,295
|
|
Costs and Expenses (B)
|
|
$
|
399,281
|
|
|
$
|
351,200
|
|
|
$
|
267,826
|
|
|
$
|
243,267
|
|
Freight Expense
|
|
$
|
5,018
|
|
|
$
|
2,750
|
|
|
$
|
2,436
|
|
|
$
|
10,295
|
|
Income (Loss) from Continuing Operations (C)
|
|
$
|
52,964
|
|
|
$
|
(577,884
|
)
|
|
$
|
129,312
|
|
|
$
|
45,342
|
|
Income (Loss) from Discontinued Operations
|
|
$
|
26,067
|
|
|
$
|
(25,417
|
)
|
|
$
|
(3,842
|
)
|
|
$
|
(11,017
|
)
|
Net Income (Loss) Attributable to CONSOL Energy Shareholders
|
|
$
|
79,031
|
|
|
$
|
(603,301
|
)
|
|
$
|
118,980
|
|
|
$
|
30,405
|
|
Earnings Per Share
|
|
|
|
|
|
|
|
|
||||||||
Basic:
|
|
|
|
|
|
|
|
|
||||||||
Income (Loss) from Continuing Operations
|
|
$
|
0.23
|
|
|
$
|
(2.52
|
)
|
|
$
|
0.54
|
|
|
$
|
0.18
|
|
Income (Loss) from Discontinued Operations
|
|
$
|
0.11
|
|
|
$
|
(0.12
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
(0.05
|
)
|
Net Income (Loss)
|
|
$
|
0.34
|
|
|
$
|
(2.64
|
)
|
|
$
|
0.52
|
|
|
$
|
0.13
|
|
Dilutive:
|
|
|
|
|
|
|
|
|
||||||||
Income (Loss) from Continuing Operations
|
|
$
|
0.23
|
|
|
$
|
(2.52
|
)
|
|
$
|
0.54
|
|
|
$
|
0.18
|
|
Income (Loss) from Discontinued Operations
|
|
$
|
0.11
|
|
|
$
|
(0.12
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
(0.05
|
)
|
Net Income (Loss)
|
|
$
|
0.34
|
|
|
$
|
(2.64
|
)
|
|
$
|
0.52
|
|
|
$
|
0.13
|
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
ITEM 9B.
|
OTHER INFORMATION
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
Name
|
|
Age
|
|
Position
|
Nicholas J. DeIuliis
|
|
48
|
|
President and Chief Executive Officer
|
Stephen W. Johnson
|
|
58
|
|
Executive Vice President - Chief Administrative Officer
|
David M. Khani
|
|
53
|
|
Executive Vice President and Chief Financial Officer
|
Timothy C. Dugan
|
|
55
|
|
Executive Vice President and Chief Operating Officer - Exploration and Production
|
James A. Brock
|
|
60
|
|
Executive Vice President and Chief Operating Officer - Coal
|
ITEM 11.
|
EXECUTIVE COMPENSATION
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
ITEM 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
|
ITEM 14.
|
PRINCIPAL ACCOUNTING FEES AND SERVICES
|
ITEM 15.
|
EXHIBIT INDEX
|
(A)(1)
|
|
Financial Statements Contained in Item 8 hereof.
|
(A)(2)
|
|
Financial Statement Schedule-Schedule II Valuation and qualifying accounts.
|
2.1
|
|
Asset Acquisition Agreement dated August 17, 2011 between CNX Gas Company LLC and Noble Energy, Inc., incorporated by reference to Exhibit 2.1 to Form 8-K (file no. 001-14901) filed on August 18, 2011.
|
2.2
|
|
Joint Development Agreement by and among CNX Gas Company LLC and Noble Energy, Inc. dated as of September 30, 2011, incorporated by reference to Exhibit 2.2 to Form 10-Q (file no. 001-14901) for the quarter ended September 30, 2011, filed on October 31, 2011.
|
2.3
|
|
Stock Purchase Agreement, dated October 25, 2013, among CONSOL Energy Inc., Consolidation Coal Company, Ohio Valley Resources, Inc., and, as to certain provisions of the Purchase Agreement, Murray Energy Corporation, incorporated by reference to Exhibit 2.1 to Form 8-K (file no. 001-14901) filed on December 11, 2013.
|
2.4
|
|
Membership Interest and Asset Purchase Agreement dated February 26, 2016 among CONSOL Energy Inc., CONSOL Mining Holding Company LLC, CONSOL Buchanan Mining Company LLC, CONSOL Amonate Mining Company LLC CONSOL Mining Company LLC, CNX Land LLC, CNX Marine Terminals Inc., CNX RCPC LLC, CONSOL Pennsylvania Coal Company LLC and CONSOL Amonate Facility LLC and Coronado IV LLC which is incorporated by reference to Exhibit 2.1 to Form 8-K (file no. 001-14901) filed on February 29, 2016.
|
2.5
|
|
Exchange Agreement dated October 29, 2016, by and between CNX Gas Company LLC and Noble Energy, Inc. including Appendix I (Definitions) thereto, incorporated by reference to Exhibit 2.1 to Form 8-K (file no. 001-14901) filed on October 31, 2016.
|
2.6
|
|
First Amendment to Exchange Agreement dated as of December 1, 2016, by and between CNX Gas Company LLC and Noble Energy, Inc. Exhibits and Schedules identified in the First Amendment to Exchange Agreement are not being filed but will be furnished supplementally to the Securities and Exchange Commission upon request.
|
3.1
|
|
Restated Certificate of Incorporation of CONSOL Energy Inc., incorporated by reference to Exhibit 3.1 to Form 8-K (file no. 001-14901) filed on May 8, 2006.
|
3.2
|
|
CONSOL Energy Inc. Bylaws (Amended and Restated on September 20, 2016), incorporated by reference to Exhibit 3.1 to Form 8-K (file no. 001-14901) filed on September 26, 2016.
|
4.1
|
|
Supplemental Indenture, dated as of April 30, 2010, among Dominion Exploration & Production, Inc., Dominion Reserves, Inc., Dominion Coalbed Methane, Inc., Dominion Appalachian Development, LLC, Dominion Appalachian Development Properties, LLC, CONSOL Energy Inc. and The Bank of Nova Scotia Trust Company of New York, as trustee, with respect to the 8.25% Senior Notes due 2020, incorporated by reference to Exhibit 4.6 to Form 8-K/A (file no. 001-14901) filed on August 6, 2010.
|
4.2
|
|
Supplemental Indenture No. 2, dated as of June 16, 2010, among Cardinal States Gathering Company, CNX Gas Company LLC, CNX Gas Corporation, Coalfield Pipeline Company, Knox Energy, LLC, MOB Corporation, CONSOL Energy Inc. and The Bank of Nova Scotia Trust Company of New York, as trustee, with respect to the 8.25% Senior Notes due 2020, incorporated by reference to Exhibit 4.7 to Form 8-K/A (file no. 001-14901) filed on August 6, 2010.
|
4.3
|
|
Supplemental Indenture No. 3, dated as of August 24, 2011, to Indenture dated as of April 1, 2010 among CONSOL Energy Inc., certain subsidiaries of CONSOL Energy Inc. and The Bank of Nova Scotia Trust Company of New York, as trustee, with respect to the 8.25% Senior Notes due 2020, incorporated by reference to Exhibit 4.2 to Form 8-K (file no. 001-14901) filed on August 29, 2011.
|
4.4
|
|
Supplemental Indenture No. 4, dated as of September 10, 2013, to Indenture dated as of April 1, 2010, by and among CONSOL Energy Inc., certain subsidiaries of CONSOL Energy Inc. and Wells Fargo Bank, National Association, as successor trustee to The Bank of Nova Scotia Trust Company of New York, with respect to the 8.25% Senior Notes due 2020, incorporated by reference to Exhibit 4.2 of Form 10-Q (file no. 001-14901) filed on November 1, 2013.
|
4.5
|
|
Supplemental Indenture No. 5, dated as of March 23, 2015, to the Indenture dated as of April 1, 2010 by and among CONSOL Energy Inc., the Subsidiary Guarantors listed on the signature pages thereof and Wells Fargo Bank, National Association, a national banking association, as successor trustee, with respect to the 8.25% Senior Notes due 2020, incorporated by reference to Exhibit 4.4 of Form 10-Q (file no. 001-14901) filed on May 5, 2015.
|
4.6
|
|
Indenture, dated as of March 9, 2011, among CONSOL Energy Inc., the Subsidiaries named therein and The Bank of Nova Scotia Trust Company of New York, as trustee, with respect to the 6.375% Senior Notes due 2021, incorporated by reference to Exhibit 4.1 to Form 8-K (file no. 001-14901) filed on March 11, 2011.
|
4.7
|
|
Supplemental Indenture No. 1, dated as of August 24, 2011, to Indenture dated as of March 9, 2011 among CONSOL Energy Inc., certain subsidiaries of CONSOL Energy Inc. and The Bank of Nova Scotia Trust Company of New York, as trustee, with respect to the 6.375% Senior Notes due 2021, incorporated by reference to Exhibit 4.3 to Form 8-K (file no. 001-14901) filed on August 29, 2011.
|
4.8
|
|
Supplemental Indenture No. 2, dated as of September 10, 2013, to Indenture dated as of March 9, 2011, by and among CONSOL Energy Inc., certain subsidiaries of CONSOL Energy Inc. and Wells Fargo Bank, National Association, as successor trustee to The Bank of Nova Scotia Trust Company of New York, with respect to the 6.375 % Senior Notes due 2021, incorporated by reference to Exhibit 4.3 of Form 10-Q (file no. 001-14901) filed on November 1, 2013.
|
4.9
|
|
Supplemental Indenture No. 3, dated as of March 23, 2015, to the Indenture dated as of March 9, 2011 by and among CONSOL Energy Inc., the Subsidiary Guarantors listed on the signature pages thereof and Wells Fargo Bank, National Association, a national banking association, as successor trustee, with respect to the 6.375% Senior Notes due 2021, incorporated by reference to Exhibit 4.3 of Form 10-Q (file no. 001-14901) filed on May 5, 2015.
|
4.10
|
|
Indenture, dated as of April 16, 2014, among CONSOL Energy Inc., the Subsidiary Guarantors named therein and Wells Fargo Bank, National Association, a national banking association, as trustee, with respect to the 5.875% Senior Notes due 2022, incorporated by reference to Exhibit 4.1 to Form 8-K (file no. 001-14901) filed on April 16, 2014.
|
4.11
|
|
Indenture, dated as of March 30, 2015, among CONSOL Energy Inc., the subsidiary guarantors party thereto and Well Fargo, National Association, as Trustee, incorporated by reference to Exhibit 4.1 to Form 8-K (file no. 001-14901) filed on March 30, 2015.
|
4.12
|
|
Registration Rights Agreement, dated as of April 16, 2014, by and among CONSOL Energy Inc., the guarantors signatory thereto and J.P. Morgan Securities LLC and Credit Suisse Securities (USA) LLC, as representatives of the several initial purchasers, incorporated by reference to Exhibit 4.2 to Form 8-K (file no. 001-14901) filed on April 16, 2014.
|
4.13
|
|
Registration Rights Agreement, dated as of August 12, 2014, by and among CONSOL Energy Inc., the guarantors signatory thereto and Goldman, Sachs & Co., as the initial purchasers, incorporated by reference to Exhibit 4.2 to Form 8-K (file no. 001-14901) filed on August 12, 2014.
|
4.14
|
|
Registration Rights Agreement, dated as of March 30, 2015, among CONSOL Energy Inc., the subsidiary guarantors party thereto and Goldman, Sachs & Co. as the initial purchaser named therein, incorporated by reference to Exhibit 4.2 to Form 8-K (file no. 001-14901) filed on March 30, 2015.
|
4.15
|
|
Agreement of Resignation, Appointment and Acceptance, dated July 22, 2013, by and among CONSOL Energy Inc., certain subsidiaries of CONSOL Energy Inc. signatory thereto, Wells Fargo Bank, National Association, as Successor Trustee to The Bank of Nova Scotia Trust Company of New York, and The Bank of Nova Scotia Trust Company of New York, as Resigning Trustee (related to the Indenture dated as of April 1, 2010 with respect to the 8.00% Senior Notes due 2017, the Indenture dated as of April 1, 2010 with respect to the 8.25% Senior Notes due 2020, and the Indenture dated as of March 9, 2011 with respect to the 6.375% Senior Notes due 2021), incorporated by reference to Exhibit 4.4 of Form 10-Q (file no. 001-14901) filed on November 1, 2013.
|
10.1
|
|
Purchase and Sale Agreement, dated as of April 30, 2003, by and among CONSOL Energy Inc., CONSOL Sales Company, CONSOL of Kentucky Inc., CONSOL Pennsylvania Coal Company, Consolidation Coal Company, Island Creek Coal Company, Windsor Coal Company, McElroy Coal Company, Keystone Coal Mining Corporation, Eighty-Four Mining Company, CNX Gas Company LLC, CNX Marine Terminals Inc. and CNX Funding Corporation, incorporated by reference to Exhibit 10.30 to Form 10-Q (file no. 001-14901) for the quarter ended June 30, 2003, filed on August 13, 2003.
|
10.2
|
|
First Amendment to Purchase and Sale Agreement dated as of April 30, 2007, entered into among CONSOL Energy Inc., CONSOL Energy Sales Company, CONSOL of Kentucky Inc., CONSOL Pennsylvania Coal Company, Consolidation Coal Company, Island Creek Coal Company, Windsor Coal Company, McElroy Coal Company, Keystone Coal Mining Corporation, Eighty-Four Mining Company and CNX Marine Terminals Inc., each an “Originator” and CNX Funding Corporation, incorporated by reference to Exhibit 10.31 to Form 10-K for the year ended December 31, 2007 (file no. 001-14901), filed on February 19, 2008.
|
10.3
|
|
Second Amendment to Purchase and Sale Agreement dated as of November 16, 2007, entered into among CONSOL Energy Inc. (“CONSOL Energy”), CONSOL Energy Sales Company, CONSOL of Kentucky Inc., Consol Pennsylvania Coal Company LLC, Consolidation Coal Company, Island Creek Coal Company, McElroy Coal Company, Keystone Coal Mining Corporation, Eighty-Four Mining Company and CNX Marine Terminals Inc. (each an “Existing Originator”) and collectively the “Existing Originators”), Fola Coal Company, LLC., Little Eagle Coal Company, LLC., Mon River Towing, Inc., Terry Eagle Coal Company, LLC., Tri-River Fleeting Harbor Service, Inc., and Twin Rivers Towing Company (each, a “New Originator” and collectively the “New Originators”; the Existing Originators and the New Originators, each an “Originator” and collectively, the “Originators”), Windsor Coal Company (the “Released Originator”) and CNX Funding Corporation, incorporated by reference to Exhibit 10.32 to Form 10-K for the year ended December 31, 2007 (file no. 001-14901), filed on February 19, 2008.
|
10.4
|
|
Third Amendment to the Purchase and Sale Agreement, dated as of March 12, 2010, among CNX Marine Terminals Inc., CONSOL Energy Inc., CONSOL Energy Sales Company, CONSOL of Kentucky Inc., CONSOL Pennsylvania Coal Company LLC, Consolidated Coal Company, Eighty-Four Mining Company, Fola Coal Company, L.L.C., Island Creek Coal Company, Keystone Coal Mining Corporation, Little Eagle Coal Company, L.L.C., McElroy Coal Company, Mon River Towing, Inc., Terry Eagle Coal Company, L.L.C., Twin Rivers Towing Company and CNX Funding Corporation, incorporated by reference to Exhibit 10.6 to Form 8-K (file no. 001-14901) filed on March 16, 2010.
|
10.5
|
|
Purchase and Sale Agreement dated July 19, 2016, among CONSOL of Kentucky Inc., Island Creek Coal Company, Laurel Run Mining Company, and CNX Land LLC and Southeastern Land, LLC, incorporated by reference to Exhibit 2.1 to Form 8-K (file no. 001-14901) filed on July 25, 2016.
|
10.6
|
|
Purchase and Sale Agreement dated July 19, 2016, among AMVEST West Virginia Coal, L.L.C., Braxton-Clay Land & Mineral, Inc., Nicholas-Clay Land & Mineral, Inc., Peters Creek Mineral Services, Inc., Terry Eagle Limited Partnership, Terry Eagle Coal Company, L.L.C., Fola Coal Company, L.L.C., Little Eagle Coal Company, L.L.C., and Vaughan Railroad Company and Southeastern Land, LLC, incorporated by reference to Exhibit 2.2 to Form 8-K (file no. 001-14901) filed on July 25, 2016.
|
10.7
|
|
Contribution Agreement dated as of November 15, 2016, by and among CONE Gathering LLC, CONE Midstream GP LLC, CONE Midstream Partners LP, CONE Midstream Operating Company LLC and certain other signatories thereto, incorporated by reference to Exhibit 10.1 to Form 8-K (file no. 001-14901) filed on November 16, 2016.
|
10.8
|
|
Amended and Restated Receivable Purchase Agreement, dated as of April 30, 2007, by and among CNX Funding Corporation, CONSOL Energy Inc., CONSOL Energy Sales Company, CONSOL of Kentucky Inc., CONSOL Pennsylvania Coal Company, Consolidation Coal Company, Island Creek Coal Company, Windsor Coal Company, McElroy Coal Company, Keystone Coal Mining Corporation, Eighty-Four Mining Company, CNX Marine Terminals Inc., Market Street Funding LLC, Liberty Street Funding LLC, PNC Bank, National Association, and the Bank of Nova Scotia, incorporated by reference to Exhibit 10.33 to Form 10-K for the year ended December 31, 2007 (file no. 001-14901), filed on February 19, 2008.
|
10.9
|
|
First Amendment to Amended and Restated Receivables Purchase Agreement, dated as of May 9, 2007, entered into among CNX Funding Corporation, CONSOL Energy Inc., as the initial Servicer, the Conduit Purchasers listed on the signature pages thereto, the Purchaser Agents listed on the signature pages thereto, the LC Participants listed on the signature pages thereto and PNC Bank, National Association, as Administrator and as LC Bank, incorporated by reference to Exhibit 10.34 to Form 10-K for the year ended December 31, 2007 (file no. 001-14901), filed on February 19, 2008.
|
10.10
|
|
Second Amendment to Amended and Restated Receivables Purchase Agreement, dated as of July 27, 2007, entered into among CNX Funding Corporation, CONSOL Energy Inc., as the initial Servicer (in such capacity, the “Servicer”), the Conduit Purchasers listed on the signature pages thereto, the Purchaser Agents listed on the signature pages thereto, the LC Participants listed on the signature pages thereto and PNC Bank, National Association, as Administrator and as LC Bank, incorporated by reference to Exhibit 10.35 to Form 10-K for the year ended December 31, 2007 (file no. 001-14901), filed on February 19, 2008.
|
10.11
|
|
Third Amendment to Amended and Restated Receivables Purchase Agreement, dated as of November 16, 2007, entered into among CNX Funding Corporation, CONSOL Energy Inc., as the initial Servicer, the various new sub-servicers listed on the signature pages thereto, the Conduit Purchasers listed on the signature pages thereto, the Purchaser Agents listed on the signature pages thereto, the LC Participants listed on the signature pages thereto and PNC Bank, National Association, as Administrator and as LC Bank, incorporated by reference to Exhibit 10.36 to Form 10-K for the year ended December 31, 2007 (file no. 001-14901), filed on February 19, 2008.
|
10.12
|
|
Fourth Amendment to Amended and Restated Receivables Purchase Agreement, dated as of April 27, 2009, among CNX Funding Corporation, CONSOL Energy Inc., as the initial Servicer, the various Sub-Servicers listed on the signature pages thereto, the Conduit Purchasers listed on the signature pages thereto, the Purchaser Agents listed on the signature pages thereto, the LC Participants listed on the signature pages thereto, and PNC Bank, National Association, as Administrator and as LC Bank, incorporated by reference to Exhibit 10.4 to Form 8-K (file no. 001-14901) filed on March 16, 2010.
|
10.13
|
|
Fifth Amendment to Amended and Restated Receivables Purchase Agreement and Waiver, dated as of March 12, 2010, among CNX Funding Corporation, CONSOL Energy Inc., as the initial Servicer, the various Sub-Servicers listed on the signature pages thereto, the Conduit Purchasers listed on the signature pages thereto, the Purchaser Agents listed on the signature pages thereto, the LC Participants listed on the signature pages thereto, and PNC Bank, National Association, as Administrator and as LC Bank, incorporated by reference to Exhibit 10.5 to Form 8-K (file no. 001-14901) filed on March 16, 2010.
|
10.14
|
|
Sixth Amendment to Amended and Restated Receivables Purchase Agreement, dated as of April 23, 2010, among CNX Funding Corporation, CONSOL Energy Inc., as the initial Servicer, the various Sub-Servicers listed on the signature pages of the Amendment, the Conduit Purchasers listed on the signature pages of the Amendment, the Purchaser Agents listed on the signature pages of the Amendment, the LC Participants listed on the signature pages of the Amendment and PNC Bank, National Association, as Administrator and as LC Bank, incorporated by reference to Exhibit 10.13 to Form 10-K for the year ended December 31, 2010 (file no. 001-14901), filed on February 10, 2011.
|
10.15
|
|
Seventh Amendment to Amended and Restated Receivables Purchase Agreement, dated as of March 30, 2012, among CNX Funding Corporation, CONSOL Energy Inc., as the initial Servicer, the various Sub-Servicers listed on the signature pages of the Amendment, the Conduit Purchasers listed on the signature pages of the Amendment, the Purchaser Agents listed on the signature pages of the Amendment, the LC Participants listed on the signature pages of the Amendment and PNC Bank, National Association, as Administrator and as LC Bank, incorporated by reference to Exhibit 10.5 to Form 10-Q for the quarter ended March 31, 2012 (file no. 001-14901), filed on April 30, 2012.
|
10.16
|
|
Eighth Amendment to Amended and Restated Receivables Purchase Agreement, dated as of November 8, 2012, by and among CNX Funding Corporation, CONSOL Energy Inc., as the initial Servicer, the Sub-Servicers listed on the signature pages thereto, the Conduit Purchasers listed on the signature pages thereto, the Purchaser Agents listed on the signature pages thereto, the LC Participants listed on the signature pages thereto, and PNC Bank, National Association, as Administrator, and as LC Bank, incorporated by reference to Exhibit 10.1 of Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2014, filed on May 6, 2014.
|
10.17
|
|
Ninth Amendment to Amended and Restated Receivables Purchase Agreement, dated September 23, 2013, by and among CNX Funding Corporation, CONSOL Energy Inc., as the initial Servicer, the Sub-Servicers listed on the signature pages thereto, the Conduit Purchasers listed on the signature pages thereto, the Purchaser Agents listed on the signature pages thereto, the LC Participants listed on the signature pages thereto, Market Street Funding LLC, as Assignor, and PNC Bank, National Association, as Administrator, as LC Bank and as Assignee, incorporated by reference to Exhibit 10.1 of Form 10-Q (file no. 001-14901) for the quarter ended September 30, 2013, filed on November 1, 2013.
|
10.18
|
|
Tenth Amendment to Amended and Restated Receivables Purchase Agreement, dated as of March 28, 2014, by and among CNX Funding Corporation, as seller, CONSOL Energy Inc., as the initial Servicer, the Sub-Servicers listed on the signature pages thereto, the Conduit Purchasers listed on the signature pages thereto, the Purchaser Agents listed on the signature pages thereto, the LC Participants listed on the signature pages thereto, and PNC Bank, National Association, as Administrator, and as LC Bank, incorporated by reference to Exhibit 10.2 of Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2014, filed on May 6, 2014.
|
10.19
|
|
Eleventh Amendment to Amended and Restated Receivables Purchase Agreement, dated as of May 23, 2014, by and among CNX Funding Corporation, as seller, CONSOL Energy Inc., as the initial Servicer, the Sub-Servicers listed on the signature pages thereto, the Conduit Purchasers listed on the signature pages thereto, the Purchaser Agents listed on the signature pages thereto, the LC Participants listed on the signature pages thereto, and PNC Bank, National Association, as Administrator, and as LC Bank, incorporated by reference to Exhibit 10.2 of Form 10-Q (file no. 001-14901) filed on May 5, 2015.
|
10.20
|
|
Twelfth Amendment to Amended and Restated Receivables Purchase Agreement, dated as of March 27, 2015, by and among CNX Funding Corporation, as seller, CONSOL Energy Inc., as the initial Servicer, the Sub-Servicers listed on the signature pages thereto, the Conduit Purchasers listed on the signature pages thereto, the Purchaser Agents listed on the signature pages thereto, the LC Participants listed on the signature pages thereto, and PNC Bank, National Association, as Administrator, and as LC Bank, incorporated by reference to Exhibit 10.3 of Form 10-Q (file no. 001-14901) filed on May 5, 2015..
|
10.21
|
|
Letter Agreement re: Receivables Purchase Agreement - Dilution Ratio, dated June 21, 2012, incorporated by reference to Exhibit 10.1 to Form 10-Q for the quarter ended June 30, 2012 (file no. 001-14901), filed on August 1, 2012.
|
10.22
|
|
Letter Agreement Re: Receivables Purchase Agreement - Delinquency Ratio and Default Ratio, dated April 18, 2014, incorporated by reference to Exhibit 10.1 of Form 10-Q (file no. 001-14901) filed on May 5, 2015.
|
10.23
|
|
Payoff and Termination Letter re: Amended and Restated Receivables Purchase Agreement, dated as of July 7, 2015, by and among CNX Funding Corporation, as seller, CONSOL Energy Inc., as the Servicer, the Sub-Servicers listed on the signature pages thereto, the Conduit Purchasers listed on the signature pages thereto, the Purchaser Agents listed on the signature pages thereto, the LC Participants listed on the signature pages thereto, and PNC Bank, National Association, as Administrator, and as LC Bank, incorporated by reference to Exhibit 10.2 of Form 10-Q (file no. 001-14901) filed on July 31, 2015.
|
10.24
|
|
Amended and Restated Credit Agreement, dated as of April 12, 2011, by and among CONSOL Energy Inc., the Guarantors Party thereto, the Lenders Party thereto, PNC Bank, National Association, as the Administrative Agent, Bank of America, N.A., as the Syndication Agent, The Bank of Nova Scotia, The Royal Bank of Scotland PLC and Sovereign Bank, as the Co-Documentation Agents, and PNC Capital Markets LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Joint Lead Arrangers, incorporated by reference to Exhibit 10.1 to Form 8-K (file no. 001-14901) filed on April 18, 2011.
|
10.25
|
|
Amendment No. 1 to Credit Agreement, dated as of December 5, 2013, to the Amended and Restated Credit Agreement, dated as of April 12, 2011, by and among CONSOL Energy Inc., the lenders and agents party thereto and PNC Bank, National Association, as administrative agent, incorporated by reference to Exhibit 10.1 to Form 8-K (file no. 001-14901) filed on December 11, 2013.
|
10.26
|
|
Amended and Restated Credit Agreement, dated as of June 18, 2014, by and among CONSOL Energy Inc., the lenders and agents party thereto and PNC Bank, National Association, as administrative agent, incorporated by reference to Exhibit 10.1 to Form 8-K/A (file no. 001-14901) filed on June 25, 2014.
|
10.27
|
|
Amendment No. 1, dated as of May 22, 2015, to the Amended and Restated Credit Agreement, dated as of June 18, 2014, by and among CONSOL Energy Inc., the subsidiary guarantors party thereto and certain lenders and PNC Bank, National Association as administrative agent, incorporated by reference to Exhibit 10.1 to Form 8-K (file no. 001-14901) filed on May 26, 2015.
|
10.28
|
|
Amendment No. 2, dated as of April 20, 2016, to the Amended and Restated Credit Agreement, dated as of June 18, 2014, and the Amended and Restated Security Agreement, dated as of June 18, 2014, by and among CONSOL Energy Inc., the subsidiary guarantors party thereto, certain lenders and PNC Bank, National Association as administrative agent and as collateral agent, incorporated by reference to Exhibit 10.1 to the Form 8-K (file no. 001-14901) filed on April 26, 2016.
|
10.29
|
|
Resignation, Consent and Appointment Agreement entered into as of September 12, 2016, by and among Bank of America, N.A., as the resigning Syndication Agent under that certain Amended and Restated Credit Agreement, dated as of June 18, 2014, JPMorgan Chase Bank, N.A., as the successor Syndication Agent, and CONSOL Energy Inc., a Delaware corporation, as the Borrower, incorporated by reference to Exhibit 10.3 to the Form 10-Q (file no. 001-14901) for the quarter ended September 30, 2016, filed on November 1, 2016.
|
10.30
|
|
Amended and Restated Collateral Trust Agreement, dated as of May 7, 2010, by and among CONSOL Energy Inc. and its Designated Subsidiaries, Wilmington Trust Company, as Corporate Trustee and David A. Vanaskey, as Individual Trustee, incorporated by reference to Exhibit 2.2 to Form 8-K (file no. 001-14901) filed on May 13, 2010.
|
10.31
|
|
Amended and Restated Pledge Agreement, dated as of May 7, 2010, made and entered into by each of the pledgors listed on the signature pages thereto and each other persons and entities that become bound thereto from time to time by joinder, assumption, or otherwise and Wilmington Trust Company, as Collateral Trustee, incorporated by reference to Exhibit 2.3 to Form 8-K (file no. 001-14901) filed on May 13, 2010.
|
10.32
|
|
Amended and Restated Security Agreement, dated as of May 7, 2010, by and among CONSOL Energy Inc., each of the parties listed on the signature pages thereto and each other persons and entities that become bound thereto from time to time by joinder, assumption, or otherwise and Wilmington Trust Company, as Collateral Trustee, incorporated by reference to Exhibit 2.4 to Form 8-K (file no. 001-14901) filed on May 13, 2010.
|
10.33
|
|
Patent, Trademark and Copyright Security Agreement, dated as of June 27, 2007, by and among each of the pledgors listed on the signature pages thereto and each of the other persons and entities that become bound thereby from time to time by joinder, assumption, or otherwise and Wilmington Trust Company, as Collateral Trustee, incorporated by reference to Exhibit 10.20 to Form 10-K for the year ended December 31, 2010 (file no. 001-14901), filed on February 10, 2011.
|
10.34
|
|
First Amendment to Amended and Restated Patent, Trademark and Copyright Security Agreement, dated as of May 7, 2010, by and among each of the pledgors listed on the signature pages thereto and each other persons and entities that become bound thereto from time to time by joinder, assumption, or otherwise and Wilmington Trust Company, as Collateral Trustee, incorporated by reference to Exhibit 2.5 to Form 8-K (file no. 001-14901) filed on May 13, 2010.
|
10.35
|
|
Patent, Trademark and Copyright Assignment and Assumption, dated as of April 12, 2011, between Wilmington Trust Company as assignor and PNC Bank, National Association as assignee, incorporated by reference to Exhibit 2.1 to Form 8-K (file no. 001-14901) filed on April 18, 2011.
|
10.36
|
|
Guaranty and Suretyship Agreement, dated as of April 30, 2003, by CONSOL Energy Inc., as guarantor in favor of CNX Funding Corporation, incorporated by reference to Exhibit 10.6 to Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2011, filed on May 3, 2011.
|
10.37
|
|
Amended and Restated Continuing Agreement of Guaranty and Suretyship, dated as of May 7, 2010, jointly and severally given by each of the undersigned thereto and each of the other persons which become Guarantors thereunder from time to time in favor of PNC Bank, National Association, in its capacity as the administrative agent for the Lenders, in connection with that certain Amended and Restated Credit Agreement, as defined therein, incorporated by reference to Exhibit 10.22 to Form 10-K for the year ended December 31, 2010 (file no. 001-14901), filed on February 10, 2011.
|
10.38
|
|
CNX Gas Continuing Agreement of Guaranty and Suretyship, dated as of April 12, 2011, by CNX Gas Corporation and certain of its subsidiaries, incorporated by reference to Exhibit 10.2 to Form 8-K (file no. 001-14901) filed on April 18, 2011.
|
10.39
|
|
Successor Agent Agreement, dated as of April 12, 2011, by and among among Wilmington Trust Company and David A. Varansky as existing agents, PNC Bank, National Association as Collateral Trustee and CONSOL Energy Inc. and certain of its subsidiaries, incorporated by reference to Exhibit 2.2 to Form 8-K (file no. 001-14901) filed on April 18, 2011.
|
10.40
|
|
Amended and Restated Credit Agreement, dated as of April 12, 2011, by and among CNX Gas Corporation, the Guarantors Party thereto, the Lenders Party thereto, PNC Bank, National Association, as the Administrative Agent, Bank of America, N.A., as the Syndication Agent, The Bank of Nova Scotia, The Royal Bank of Scotland PLC and Wells Fargo Bank, N.A., as the Co-Documentation Agents, and PNC Capital Markets LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Bookrunners and Joint Lead Arrangers, incorporated by reference to Exhibit 10.3 to Form 8-K (file no. 001-14901) filed on April 18, 2011.
|
10.41
|
|
Amendment No. 1 to Credit Agreement, dated as of December 14, 2011, by and among CNX Gas Corporation, the lenders and agents party thereto and PNC Bank, National Association, as Administrative Agent, incorporated by reference to Exhibit 10.29 to Form 10-K for the year ended December 31, 2012 (file no. 01-14901), filed on February 7, 2013.
|
10.42
|
|
Amendment No. 2 to Credit Agreement, dated as of March 12, 2013, to the Amended and Restated Credit Agreement, dated as of April 12, 2011, as amended by Amendment No. 1, dated December 14, 2011, by and among CNX Gas Corporation, the lenders and agents party thereto and PNC Bank, National Association, as administrative agent, incorporated by reference to Exhibit 10.1 of Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2013, filed on May 7, 2013.
|
10.43
|
|
Collateral Trust Agreement, dated as of May 7, 2010, by and among CNX Gas Corporation, its Designated Subsidiaries, Wilmington Trust Company, as Corporate Trustee and David A. Vanaskey, as Individual Trustee, incorporated by reference to Exhibit 2.1 to the CNX Gas Corporation Form 8-K (file no. 001-32723) filed on May 13, 2010.
|
10.44
|
|
Pledge Agreement, dated as of May 7, 2010, by each of the pledgors listed on the signature pages thereto and each of the other persons and entities that become bound thereby from time to time by joinder, assumption or otherwise and Wilmington Trust Company, as Collateral Trustee, incorporated by reference to Exhibit 2.2 to the CNX Gas Corporation Form 8-K (file no. 001-32723) filed on May 13, 2010.
|
10.45
|
|
Security Agreement, dated as of May 7, 2010, by and among CNX Gas Corporation and each of the undersigned parties thereto and each of the other persons and entities that become bound thereby from time to time by joinder, assumption or otherwise and Wilmington Trust Company, as Collateral Trustee, incorporated by reference to Exhibit 2.3 to the CNX Gas Corporation Form 8-K (file no. 001-32723) filed on May 13, 2010.
|
10.46
|
|
CONSOL Amended and Restated Continuing Agreement of Guaranty and Suretyship, dated as of April 12, 2011, by CONSOL Energy and certain of its subsidiaries, incorporated by reference to Exhibit 10.4 to Form 8-K (file no. 001-14901) filed on April 18, 2011.
|
10.47
|
|
Amended and Restated Continuing Agreement of Guaranty and Suretyship, dated as of April 12, 2011, among CNX Gas Company LLC and certain of its subsidiaries, incorporated by reference to Exhibit 10.5 to Form 8-K (file no. 001-14901) filed on April 18, 2011.
|
10.48
|
|
Successor Agent Agreement, dated as of April 12, 2011, by and among Wilmington Trust Company and David A. Vanaskey as existing agents, PNC Bank, National Association as Collateral Trustee and CNX Gas Corporation and certain of its subsidiaries, incorporated by reference to Exhibit 2.3 to Form 8-K (file no. 001-14901) filed on April 18, 2011.
|
10.49
|
|
Closing Agreement by and between CNX Gas Company LLC and Noble Energy, Inc. dated as of September 30, 2011, incorporated by reference to Exhibit 10.2 to Form 10-Q (file no. 001-14901) for the quarter ended September 30, 2011, filed on October 31, 2011.
|
10.50
|
|
Stipulation and Agreement of Compromise and Settlement, dated May 8, 2013, between and among (i) plaintiffs Harold L. Hurwitz and James R. Gummel, on their own behalf and on behalf of the Class (as defined therein) and (ii) defendants CNX Gas Corporation, CONSOL Energy Inc. and certain individual defendants, incorporated by reference to Exhibit 10.1 of Form 10-Q (file no. 001-14901) for the quarter ended June 30, 2013, filed on August 5, 2013.
|
10.51
|
|
Amendment No. 1, dated April 19, 2013, to the Asset Acquisition Agreement, dated August 17, 2011, between CNX Gas Company LLC and Noble Energy, Inc, incorporated by reference to Exhibit 10.2 of Form 10-Q (file no. 001-14901) for the quarter ended June 30, 2013, filed on August 5, 2013.
|
10.52
|
|
Purchase Agreement, dated as of April 10, 2014, among CONSOL Energy Inc., the subsidiary guarantors party thereto and J.P. Morgan Securities LLC and Credit Suisse Securities (USA) LLC, as representatives of the several initial purchasers named therein, incorporated by reference to Exhibit 1.1 to Form 8-K (file no. 001-14901) filed on April 16, 2014.
|
10.53*
|
|
Amended and Restated Employment Agreement, dated March 21, 2014, between CONSOL Energy Inc. and J. Brett Harvey incorporated by reference to Exhibit 10.1 to Form 8-K (file no. 001-14901) filed on March 26, 2014.
|
10.54*
|
|
Letter Agreement, dated August 24, 2007, by and between CONSOL Energy Inc. and Nicholas J. DeIuliis, incorporated by reference to Exhibit 10.1 to Form 8-K (file no. 001-14901) filed on August 24, 2007.
|
10.55*
|
|
Change in Control Agreement by and between CONSOL Energy Inc. and Nicholas J. DeIuliis, incorporated by reference to Exhibit 10.7 to Form 10-K for the year ended December 31, 2008 (file no. 001-14901), filed on February 17, 2009.
|
10.56*
|
|
Amended and Restated Change in Control Severance Agreement, dated as of April 10, 2014, between CONSOL Energy Inc. and David M. Khani, incorporated by reference to Exhibit 10.8 to Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2014, filed on May 6, 2014.
|
10.57*
|
|
Amended and Restated Change in Control Severance Agreement, dated as of October 9, 2015, between CONSOL Energy Inc., and David M. Khani, incorporated by reference to Exhibit 10.1 to Form 10-Q (file no. 001-14901) for the quarter ended September 30, 2015, filed on November 3, 2015.
|
10.58*
|
|
Amended and Restated Change in Control Severance Agreement, dated as of April 10, 2014, between CONSOL Energy Inc. and James Grech, incorporated by reference to Exhibit 10.9 to Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2014, filed on May 6, 2014.
|
10.59*
|
|
Change in Control Agreement by and among CNX Gas Corporation, CONSOL Energy Inc. and Stephen W. Johnson, incorporated by reference to Exhibit 10.4 to Form 10-K for the year ended December 31, 2008 of CNX Gas Corporation (file no. 001-32723) filed on February 17, 2009.
|
10.60*
|
|
Amended and Restated Change in Control Severance Agreement, dated as of August 24, 2015, between CONSOL Energy Inc., and James A. Brock, incorporated by reference to Exhibit 10.3 to Form 10-Q (file no. 001-14901) for the quarter ended September 30, 2015, filed on November 3, 2015
|
10.61*
|
|
Amended and Restated Change in Control Severance Agreement, dated as of February 7, 2017, between CNX Coal Resources GP LLC, and James A. Brock.
|
10.62*
|
|
Amended and Restated Change in Control Severance Agreement, dated as of August 24, 2015, between CONSOL Energy Inc., and Timothy Dugan, incorporated by reference to Exhibit 10.3 to Form 10-Q (file no. 001-14901) for the quarter ended September 30, 2015, filed on November 3, 2015.
|
10.63*
|
|
Agreement, dated as of April 28, 2016, between CONSOL Energy Inc. and James C. Grech, incorporated by reference to Exhibit 10.1 to the Form 8-K (file no. 001-14901) filed on May 4, 2016.
|
10.64*
|
|
Form of Indemnification Agreement for Directors and Executive Officers of CONSOL Energy Inc., incorporated by reference to Exhibit 10.6 to Form 10-Q (file no. 001-14901) for the quarter ended June 30, 2009, filed on August 3, 2009.
|
10.65*
|
|
Form of Indemnification Agreement for Directors and Executive Officers of CNX Gas Corporation, incorporated by reference to Exhibit 10.7 to Form 10-Q (file no. 001-14901) for the quarter ended June 30, 2009, filed on August 3, 2009.
|
10.66*
|
|
CONSOL Energy Inc. Equity Incentive Plan, as amended and restated effective May 11, 2016, incorporated by reference to Exhibit 99.1 to the Form S-8 (file no. 333-211286) filed on May 4, 2016.
|
10.67*
|
|
Amended and Restated CONSOL Energy Inc. Executive Annual Incentive Plan, incorporated by reference to Appendix A to the Form DEF 14A (file no. 001-14901) filed on March 29, 2013.
|
10.68*
|
|
Form of Non-Qualified Stock Option Award Agreement For Employees, incorporated by reference to Exhibit 10.26 to the Registration Statement on Form S-4 (file no. 333-149442) filed on February 28, 2008.
|
10.69*
|
|
Form of Non-Qualified Stock Option Award Agreement for Employees (February 17, 2009 and through 2012), incorporated by reference to Exhibit 10.28 to Form S-4 (file no. 333-157894) filed on June 26, 2009.
|
10.70*
|
|
Form of Non-Qualified Performance Stock Option Agreement for Employees, incorporated by reference to Exhibit 10.1 to Form 8-K (file no. 001-14901) filed on June 21, 2010.
|
10.71*
|
|
Form of Non-Qualified Stock Option Award for Employees (January 27, 2016), incorporated by reference to Exhibit 10.72 to Form 10-K (file no. 001-14901) for the year ended December 31, 2015, filed on February 5, 2016.
|
10.72*
|
|
Form of Employee Nonqualified Stock Option Agreement (May 26, 2016), incorporated by reference to Exhibit 10.4 to Form 10-Q (file no. 001-14901) for the quarter ended June 30, 2016, filed on July 29, 2016.
|
10.73*
|
|
Form of Restricted Stock Unit Award for Employees (February 17, 2009 through 2014), incorporated by reference to Exhibit 10.31 to Amendment No. 1 to Form S-4 (file no. 333-157894) filed on June 26, 2009.
|
10.74*
|
|
Form of 5-Year Restricted Stock Unit Award Agreement for Employees, incorporated by reference to Exhibit 10.4 to Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2014, filed on May 6, 2014.
|
10.75*
|
|
Form of Restricted Stock Unit Award Agreement for Directors, incorporated by reference to Exhibit 10.30 to the Registration Statement on Form S-4 (file no. 333-149442) filed on February 28, 2008.
|
10.76*
|
|
Form of Restricted Stock Unit Award Agreement for Employees (for 2015 awards), incorporated by reference to Exhibit 10.67 to Form 10-K for the year ended December 31, 2014 (file no. 001-14901), filed on February 6, 2015.
|
10.77*
|
|
Form of Restricted Stock Unit Award Agreement for Employees (With Deferral Election) (for 2017 awards).
|
10.78*
|
|
Form of Performance Share Unit Award Agreement (for 2014 awards), incorporated by reference to Exhibit 10.3 to Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2014, filed on May 6, 2014.
|
10.79*
|
|
Form of Performance Share Unit Award Agreement (for 2015 awards), incorporated by reference to Exhibit 10.69 to Form 10-K for the year ended December 31, 2014 (file no. 001-14901), filed on February 6, 2015.
|
10.80*
|
|
Form of Performance Share Unit Award Agreement (for 2016 awards), incorporated by reference to Exhibit 10.79 to Form 10-K (file no. 001-14901) for the year ended December 31, 2015, filed on February 5, 2016.
|
10.81*
|
|
Form of Performance Share Unit Award Agreement (for 2017 awards).
|
10.82*
|
|
Summary of Non-Employee Director Compensation, incorporated by reference to Exhibit 10.69 to Form 10-K (file no. 001-14901) for the year ended December 31, 2013, filed on February 7, 2014.
|
10.83*
|
|
Directors Deferred Compensation Plan (1999 Plan), incorporated by reference to Exhibit 10.1 to Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2008, filed on April 30, 2008.
|
10.84*
|
|
Directors' Deferred Fee Plan (2004 Plan) (Amended and Restated on December 4, 2007), incorporated by reference to Exhibit 10.3 to Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2008, filed on April 30, 2008.
|
10.85*
|
|
Hypothetical Investment Election Form Relating to Directors' Deferred Fee Plan (2004 Plan), incorporated by reference to Exhibit 10.50 to Form 10-K for the year ended December 31, 2007 (file no. 001-14901), filed on February 19, 2008.
|
10.86*
|
|
Form of Director Deferred Stock Unit Grant Agreement, incorporated by reference to Exhibit 10.95 to the Form 8-K (file no. 001-14901) filed on May 8, 2006.
|
10.87*
|
|
Trust Agreement (Amended and Restated on March 20, 2008) (1999 Directors Deferred Compensation Plan), incorporated by reference to Exhibit 10.2 to Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2008, filed on April 30, 2008.
|
10.88*
|
|
Trust Agreement (Amended and Restated on March 20, 2008) (Directors' Deferred Fee Plan (2004 Plan)), incorporated by reference to Exhibit 10.4 to Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2008, filed on April 30, 2008.
|
10.89*
|
|
Amended and Restated Retirement Restoration Plan of CONSOL Energy Inc., incorporated reference to Exhibit 10.30 to Form 10-K for the year ended December 31, 2008 (file no. 001-14901), filed on February 17, 2009.
|
10.90*
|
|
Amended and Restated Supplemental Retirement Plan of CONSOL Energy Inc. effective January 1, 2007, as amended and restated on September 8, 2009, incorporated by reference to Exhibit 10.1 to Form 8-K (file no. 001-14901) filed on September 11, 2009.
|
10.91*
|
|
Amendment to CONSOL Energy Inc. Supplemental Retirement Plan, dated as of October 17, 2011, incorporated by reference to Exhibit 10.3 to Form 10-Q (file no. 001-14901), for the quarter ended September 30, 2011, filed on October 31, 2011.
|
10.92*
|
|
CONSOL Energy Inc. Defined Contribution Restoration Plan, effective January 1, 2012, incorporated by reference to Exhibit 10.12 of Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2014, filed on May 6, 2014.
|
10.93*
|
|
Executive Compensation Clawback Policy of CONSOL Energy Inc., dated as of January 28, 2014, incorporated by reference to Exhibit 10.11 of Form 10-Q (file no. 001-14901) for the quarter ended March 31, 2014, filed on May 6, 2014.
|
12
|
|
Computation of Ratio of Earnings to Fixed Charges.
|
14.1
|
|
Code of Employee Business Conduct and Ethics
|
21
|
|
Subsidiaries of CONSOL Energy Inc.
|
23.1
|
|
Consent of Ernst & Young LLP
|
23.2
|
|
Consent of Netherland Sewell & Associates, Inc.
|
31.1
|
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
31.2
|
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
32.1
|
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
32.2
|
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
95
|
|
Mine Safety Disclosure Exhibit
|
99
|
|
Engineers' Audit Letter
|
101
|
|
Interactive Data File (Form 10-K for the year ended December 31, 2016 furnished in XBRL).
|
|
CONSOL ENERGY INC.
|
||
|
|
|
|
|
By:
|
|
/s/ N
ICHOLAS
J. D
E
I
ULIIS
|
|
|
|
Nicholas J. DeIuliis
|
|
|
|
Director, Chief Executive Officer and President
|
|
|
|
(Duly Authorized Officer and Principal Executive Officer)
|
Signature
|
|
Title
|
|
|
|
/s/ N
ICHOLAS
J. D
E
I
ULIIS
|
|
Director, Chief Executive Officer and President
|
Nicholas J. DeIuliis
|
|
(Duly Authorized Officer and Principal Executive Officer)
|
|
|
|
/s/ D
AVID
M. K
HANI
|
|
Chief Financial Officer and Executive Vice President
|
David M. Khani
|
|
(Duly Authorized Officer and Principal Financial Officer)
|
|
|
|
/s/ C. K
RISTOPHER
H
AGEDORN
|
|
Controller and Vice President
|
C. Kristopher Hagedorn
|
|
(Duly Authorized Officer and Principal Accounting Officer)
|
|
|
|
/s/
W
ILLIAM
N.
T
HORNDIKE
|
|
Director and Chairman of the Board
|
William N. Thorndike
|
|
|
|
|
|
/s/ A
LVIN
R. C
ARPENTER
|
|
Director
|
Alvin R. Carpenter
|
|
|
|
|
|
/s/ W
ILLIAM
E. D
AVIS
|
|
Director
|
William E. Davis
|
|
|
|
|
|
/s/ M
AUREEN
E. L
ALLY
-G
REEN
|
|
Director
|
Maureen E. Lally-Green
|
|
|
|
|
|
/s/ G
REGORY
A. L
ANHAM
|
|
Director
|
Gregory A. Lanham
|
|
|
|
|
|
/s/ B
ERNARD
L
ANIGAN
JR.
|
|
Director
|
Bernard Lanigan Jr.
|
|
|
|
|
|
/s/ J
OHN
T. M
ILLS
|
|
Director
|
John T. Mills
|
|
|
|
|
|
/s/
J
OSEPH
P.
P
LATT
|
|
Director
|
Joseph P. Platt
|
|
|
|
|
|
/s/ W
ILLIAM
P. P
OWELL
|
|
Director
|
William P. Powell
|
|
|
|
|
|
/s/ E
DWIN
S.
R
OBERSON
|
|
Director
|
Edwin S. Roberson
|
|
|
|
|
|
|
Additions
|
|
Deductions
|
|
|
||||||||||||
|
|
Balance at
|
|
|
|
Release of
|
|
|
|
Balance at
|
||||||||||
|
|
Beginning
|
|
Charged to
|
|
Valuation
|
|
Charged to
|
|
End
|
||||||||||
|
|
of Period
|
|
Expense
|
|
Allowance
|
|
Expense
|
|
of Period
|
||||||||||
Year Ended December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||
State operating loss carry-forwards
|
|
$
|
42,983
|
|
|
$
|
17,505
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
60,488
|
|
Deferred deductible temporary differences
|
|
9,420
|
|
|
1,170
|
|
|
—
|
|
|
—
|
|
|
10,590
|
|
|||||
Charitable Contributions
|
|
—
|
|
|
5,052
|
|
|
—
|
|
|
—
|
|
|
5,052
|
|
|||||
AMT Credit
|
|
—
|
|
|
166,798
|
|
|
—
|
|
|
—
|
|
|
166,798
|
|
|||||
Foreign Tax Credits
|
|
25,903
|
|
|
13,947
|
|
|
—
|
|
|
—
|
|
|
39,850
|
|
|||||
Total
|
|
$
|
78,306
|
|
|
$
|
204,472
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
282,778
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Year Ended December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
||||||||||
State operating loss carry-forwards
|
|
$
|
6,080
|
|
|
$
|
31,578
|
|
|
$
|
5,325
|
|
|
$
|
—
|
|
|
$
|
42,983
|
|
Deferred deductible temporary differences
|
|
16
|
|
|
7,914
|
|
|
1,490
|
|
|
—
|
|
|
9,420
|
|
|||||
Foreign Tax Credits
|
|
—
|
|
|
25,903
|
|
|
—
|
|
|
—
|
|
|
25,903
|
|
|||||
Total
|
|
$
|
6,096
|
|
|
$
|
65,395
|
|
|
$
|
6,815
|
|
|
$
|
—
|
|
|
$
|
78,306
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Year Ended December 31, 2014
|
|
|
|
|
|
|
|
|
|
|
||||||||||
State operating loss carry-forwards
|
|
$
|
7,527
|
|
|
$
|
157
|
|
|
$
|
(1,323
|
)
|
|
$
|
(281
|
)
|
|
$
|
6,080
|
|
Deferred deductible temporary differences
|
|
5
|
|
|
11
|
|
|
—
|
|
|
—
|
|
|
16
|
|
|||||
Total
|
|
$
|
7,532
|
|
|
$
|
168
|
|
|
$
|
(1,323
|
)
|
|
$
|
(281
|
)
|
|
$
|
6,096
|
|
CASE NAME
|
DOCKET NUMBER and
JURISDICTION
|
SUMMARY
|
Hall, Earl v. CNX Gas Company LLC
|
Case No. GD 10-21633 (Court of Common Pleas, Allegheny County, PA)
|
Plaintiff alleges that CNX improperly calculated royalties by allocating deductions for lost and used gas, failed to pay an oil royalty, and improperly took post-production deductions. Seeks breach of contract damages and an accounting.
|
Agreement Number
|
Parent Agmt Name
|
Original Lessee Agmt Lvl
|
Agreement Type
|
County
|
State
|
Q100188000
|
CHEVRON APPALACHIA, LLC, RELIANCE MARCELLUS, LLC
|
NOBLE ENERGY INC
|
Joint Operating Agreement
|
GREENE
|
PA
|
QLS #
|
Legacy #
|
Type of Agreement
|
Grantor
|
Grantee
|
Agreement Date
|
County
|
State
|
156993004
|
|
Lease - Split
|
WRAY PAUL, EXECUTOR OF ESTATE BY DELILAH PAUL
|
CNX Gas COMPANY LLC
|
10/30/2010
|
Greene
|
Pennsylvania
|
Agreement Type
|
Full/Partial Assignment
|
Counterparty
|
Name/Location
|
Contract Number
|
Start Date
|
End Date
|
Gas Processing
|
Partial
|
MarkWest Liberty Midstream & Resources, LLC
|
Majorsville BPCR
|
N/A
|
11/25/2013
|
4/1/2022
|
Gas Gathering
|
Full
|
MarkWest Liberty Midstream & Resources, LLC
|
ACAA Gathering/Cibus Ranch
|
N/A
|
6/1/2016
|
5/29/2028
|
Gas Processing
|
Full
|
MarkWest Liberty Midstream & Resources, LLC
|
Mobley
|
N/A
|
4/1/2014
|
3/31/2026
|
Gas Processing
|
Full
|
MarkWest Liberty Midstream & Resources, LLC
|
Sherwood
|
N/A
|
7/1/2014
|
6/30/2026
|
Condensate Gathering
|
Full
|
MarkWest Liberty Midstream & Resources, LLC
|
ACAA Gathering/Cibus Ranch
|
N/A
|
7/1/2016
|
6/30/2028
|
Name of Recipient:
|
______________________________________________________
|
|
Award Date:
|
__________________ ____, 20____
|
|
Number of Shares Subject to Award
:
|
_________ shares of the Company’s common stock
|
|
Vesting Schedule
:
|
Except as otherwise provided in the Terms and Conditions attached to this Letter, three (3) successive equal annual installments upon your completion of each year of continuous employment with the Company and its Affiliates (as such term is defined in the Plan) over the three (3)-year period measured from the Award Date.
|
|
Issuance Schedule
:
|
The shares which vest each year under your restricted stock units will be issued to you on the vesting date or if the vesting date is not a business day, on the immediately following business day (or as soon as reasonably practicable but in no event later than the 15th day of the third month following such date), subject to (i) your satisfaction of all applicable income and employment withholding taxes, and (ii) any deferral election you may have made with respect to the payment of such shares.
|
|
Deferral Election
|
To the extent you have elected to defer the issuance and receipt of shares (in accordance with the procedures established by the Company), such shares shall be issued to you in accordance with the terms of the election form executed by you. Further information concerning such deferral may be found by referring to a copy of your election form and/or the Summary Plan Description for the Equity Incentive Plan attached as Exhibit I.
|
|
||||||||||||||||||||
|
|
Twelve Months Ended December 31,
|
||||||||||||||||||
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
Earnings:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
(Loss) Income from Continuing Operations Before
Income Taxes
|
|
$
|
(525,955
|
)
|
|
$
|
(475,705
|
)
|
|
$
|
180,151
|
|
|
$
|
(9,529
|
)
|
|
$
|
314,227
|
|
Fixed Charges, as Shown Below
|
|
229,176
|
|
|
238,371
|
|
|
273,992
|
|
|
287,235
|
|
|
279,802
|
|
|||||
Amortization of Capitalized Interest
|
|
8,689
|
|
|
8,669
|
|
|
7,904
|
|
|
6,520
|
|
|
4,978
|
|
|||||
Equity in Income of Investees, Net of Distributions
|
|
(19,013
|
)
|
|
(19,898
|
)
|
|
(39,821
|
)
|
|
(20,095
|
)
|
|
(11,548
|
)
|
|||||
Interest Capitalized
|
|
(1,467
|
)
|
|
(2,509
|
)
|
|
(13,573
|
)
|
|
(43,666
|
)
|
|
(38,054
|
)
|
|||||
Noncontrolling Interest
|
|
(8,954
|
)
|
|
(10,410
|
)
|
|
—
|
|
|
1,386
|
|
|
397
|
|
|||||
Adjusted Earnings
|
|
$
|
(317,524
|
)
|
|
$
|
(261,482
|
)
|
|
$
|
408,653
|
|
|
$
|
221,851
|
|
|
$
|
549,802
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fixed Charges:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest on Indebtedness, Expensed or Capitalized
|
|
$
|
192,943
|
|
|
$
|
201,775
|
|
|
$
|
236,906
|
|
|
$
|
262,672
|
|
|
$
|
257,566
|
|
Interest within Rent Expense
|
|
36,233
|
|
|
36,596
|
|
|
37,086
|
|
|
24,563
|
|
|
22,236
|
|
|||||
Total Fixed Charges
|
|
$
|
229,176
|
|
|
$
|
238,371
|
|
|
$
|
273,992
|
|
|
$
|
287,235
|
|
|
$
|
279,802
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Ratio of Earnings to Fixed Charges
|
|
(1.39
|
)
|
|
(1.10
|
)
|
|
1.49
|
|
|
0.77
|
|
|
1.96
|
|
AMVEST Coal & Rail, L.L.C. (a Virginia limited liability company)
|
|
CONSOL Mining Holding Company LLC (a Delaware limited
|
AMVEST Coal Sales, Inc. (a Virginia corporation)
|
|
liability company)
|
AMVEST Corporation (a Virginia corporation)
|
|
CONSOL of Canada Inc. (a Delaware corporation)
|
AMVEST Gas Resources, Inc. (a Virginia corporation)
|
|
CONSOL of Central Pennsylvania LLC (a Pennsylvania limited
|
AMVEST Mineral Services, Inc. (a Virginia corporation)
|
|
liability company)
|
AMVEST Minerals Company, L.L.C. (a Virginia limited liability
|
|
CONSOL of Kentucky Inc. (a Delaware corporation)
|
company)
|
|
CONSOL of Ohio LLC (an Ohio limited liability company)
|
AMVEST Oil & Gas, Inc. (a Virginia corporation)
|
|
Consol Pennsylvania Coal Company LLC (formerly CONSOL
|
AMVEST West Virginia Coal, L.L.C. (a West Virginia limited
|
|
Pennsylvania Coal Company) (a Delaware limited liability
|
liability company)
|
|
company)
|
Braxton-Clay Land & Mineral, Inc. (a West Virginia corporation)
|
|
Fola Coal Company, L.L.C. d/b/a Powellton Coal Company (a West
|
Cardinal States Gathering Company (a Virginia general partnership)
|
|
Virginia limited liability company)
|
CNX Coal Resources GP LLC (a Delaware limited liability
|
|
Glamorgan Coal Company, L.L.C. (a Virginia limited liability
|
company)
|
|
company)
|
CNX Coal Resources LP (a Delaware limited partnership)
|
|
Helvetia Coal Company (a Pennsylvania corporation)
|
CNX Funding Corporation (a Delaware corporation)
|
|
Island Creek Coal Company (a Delaware corporation)
|
CNX Gas Company LLC (a Virginia limited liability company)
|
|
Knox Energy, LLC (a Tennessee limited liability company)
|
CNX Gas Corporation (a Delaware corporation)
|
|
Laurel Run Mining Company (a Virginia corporation)
|
CNX Land LLC (a Delaware limited liability company)
|
|
Leatherwood, Inc. (a Pennsylvania corporation)
|
CNX Marine Terminals Inc. (formerly Consolidation
|
|
Little Eagle Coal Company, L.L.C. (a West Virginia limited liability
|
Coal Sales Company) (a Delaware corporation)
|
|
company)
|
CNX Operating LLC (a Delaware limited liability company)
|
|
MOB Corporation (a Pennsylvania corporation)
|
CNX RCPC LLC (a Delaware limited liability company)
|
|
Mon-View, LLC (a West Virginia limited liability company)
|
CNX Thermal Holdings LLC (a Delaware limited liability
|
|
MTB LLC (a Delaware limited liability company)
|
company)
|
|
Nicholas-Clay Land & Mineral, Inc. (a Virginia corporation)
|
CNX Water Assets LLC (formerly CONSOL of WV LLC) (d/b/a
|
|
Panda Bamboo Holdings, Inc. (a Delaware corporation)
|
CONVEY Water Systems) (a West Virginia limited liability
|
|
Paros Corp. (a Delaware corporation)
|
company)
|
|
Peters Creek Mineral Services, Inc. (a Virginia corporation)
|
Coalfield Pipeline Company (a Tennessee corporation)
|
|
R&PCC LLC (a Pennsylvania limited liability company)
|
Conrhein Coal Company (a Pennsylvania general partnership)
|
|
TEAGLE Company, L.L.C. (a Virginia limited liability company)
|
CONSOL Amonate Facility LLC (a Delaware limited liability
|
|
TECPART Corporation (a Delaware corporation)
|
company)
|
|
Terra Firma Company (a West Virginia corporation)
|
CONSOL Amonate Mining Company LLC (a Delaware limited
|
|
Terry Eagle Coal Company, L.L.C. (a West Virginia limited liability
|
liability company)
|
|
company)
|
CONSOL Energy Canada Ltd. (a Canadian corporation)
|
|
Terry Eagle Limited Partnership (a West Virginia limited
|
CONSOL Energy Holdings LLC VI (a Delaware limited liability
|
|
partnership)
|
company)
|
|
Vaughan Railroad Company (a West Virginia corporation)
|
CONSOL Energy Sales Company (formerly CONSOL Sales
|
|
Windsor Coal Company (a West Virginia corporation)
|
Company) (a Delaware corporation)
|
|
Wolfpen Knob Development Company (a Virginia corporation)
|
CONSOL Financial Inc. (a Delaware corporation)
|
|
|
CONSOL Mining Company LLC (a Delaware limited liability company)
|
|
|
NETHERLAND, SEWELL & ASSOCIATES, INC.
|
|
|
|
By:
|
/s/ DANNY D. SIMMONS, P.E.
|
|
Danny D. Simmons, P.E.
|
|
President and Chief Operating Officer
|
1.
|
I have reviewed this annual report on Form 10-K of CONSOL Energy Inc.;
|
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(s) 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(s) 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.
|
Date:
|
February 8, 2017
|
|
|
|
|
/s/ Nicholas J. DeIuliis
|
|
|
Nicholas J. DeIuliis
|
|
|
Director, Chief Executive Officer and President
|
|
|
(Principal Executive Officer)
|
|
1.
|
I have reviewed this annual report on Form 10-K of CONSOL Energy Inc.;
|
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(s) 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(s) 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 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;
|
(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.
|
Date:
|
February 8, 2017
|
|
|
|
|
/s/ David M. Khani
|
|
|
David M. Khani
|
|
|
Chief Financial Officer and Executive Vice President
(Principal Financial Officer)
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
|
Date:
|
February 8, 2017
|
|
|
|
|
/s/ Nicholas J. DeIuliis
|
|
|
Nicholas J. DeIuliis
|
|
|
Director, Chief Executive Officer and President
|
|
|
(Principal Executive Officer)
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
|
Date:
|
February 8, 2017
|
|
|
|
|
/s/ David M. Khani
|
|
|
David M. Khani
|
|
|
Chief Financial Officer and Executive Vice President
(Principal Financial Officer)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Received
|
|
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notice
|
|
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Received
|
|
of
|
|
Legal
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Dollar
|
|
Total
|
|
Notice of
|
|
Potential
|
|
Actions
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
Section
|
|
|
|
|
|
Value of
|
|
Number
|
|
Pattern of
|
|
to have
|
|
Pending
|
|
Legal
|
|
Legal
|
|||||||||||
|
|
|
|
Section
|
|
|
|
104(d)
|
|
|
|
|
|
MSHA
|
|
of
|
|
Violations
|
|
Pattern
|
|
as of
|
|
Actions
|
|
Actions
|
|||||||||||
Mine or Operating
|
|
104
|
|
Section
|
|
Citations
|
|
Section
|
|
Section
|
|
Assessments
|
|
Mining
|
|
Under
|
|
Under
|
|
Last
|
|
Initiated
|
|
Resolved
|
|||||||||||||
Name/MSHA
|
|
S&S
|
|
104(b)
|
|
and
|
|
110(b)(2)
|
|
107(a)
|
|
Proposed (in
|
|
Related
|
|
Section
|
|
Section
|
|
Day of
|
|
During
|
|
During
|
|||||||||||||
Identification Number
|
|
Citations
|
|
Orders
|
|
Orders
|
|
Violations
|
|
Orders
|
|
dollars)
|
|
Fatalities
|
|
104(e)
|
|
104(e)
|
|
Period (1)
|
|
Period
|
|
Period
|
|||||||||||||
Active Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Bailey
|
|
36-07230
|
|
83
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
135,633
|
|
|
—
|
|
|
No
|
|
No
|
|
24
|
|
|
18
|
|
|
10
|
|
Buchanan
|
|
44-04856
|
|
16
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
46,754
|
|
|
—
|
|
|
No
|
|
No
|
|
—
|
|
|
7
|
|
|
2
|
|
Enlow Fork
|
|
36-07416
|
|
139
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
$
|
265,438
|
|
|
—
|
|
|
No
|
|
No
|
|
21
|
|
|
13
|
|
|
14
|
|
Harvey
|
|
36-10045
|
|
40
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
48,108
|
|
|
—
|
|
|
No
|
|
No
|
|
13
|
|
|
12
|
|
|
10
|
|
Miller Creek PP #1
|
|
46-05890
|
|
3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
2,095
|
|
|
—
|
|
|
No
|
|
No
|
|
—
|
|
|
—
|
|
|
—
|
|
Twin Branch Surface
|
|
46-09075
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
1,788
|
|
|
—
|
|
|
No
|
|
No
|
|
—
|
|
|
1
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Inactive Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Alma No. 1 Deep Mine
|
|
46-09277
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
363
|
|
|
—
|
|
|
No
|
|
No
|
|
—
|
|
|
1
|
|
|
1
|
|
Prep Plant No. 1
|
|
46-02295
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
100
|
|
|
—
|
|
|
No
|
|
No
|
|
—
|
|
|
—
|
|
|
—
|
|
Surface Mine No. 2
|
|
46-08377
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
263
|
|
|
—
|
|
|
No
|
|
No
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
283
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
$
|
500,542
|
|
|
—
|
|
|
|
|
|
|
58
|
|
|
52
|
|
|
39
|
|
Mine or Operating Name/MSHA Identification Number
|
|
Contests of Citations, Orders
(as of 12.31.16)
(a)
|
|
Contests of Proposed Penalties
(as of 12.31.16)
(b)
|
|
Complaints for Compensation
(as of 12.31.16)
(c)
|
|
Complaints of Discharge, Discrimination or Interference
(as of 12.31.16)
(d)
|
|
Applications for Temporary Relief
(as of 12.31.16)
(e)
|
|
Appeals of Judges' Decisions or Order
(as of 12.31.16)
(f)
|
|||||||||||
|
|
|
|||||||||||||||||||||
|
|
Dockets
|
|
Citations
|
|
|
|
|
|||||||||||||||
Active Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Bailey
|
|
36-07230
|
|
—
|
|
|
24
|
|
|
154
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Enlow Fork
|
|
36-07416
|
|
—
|
|
|
21
|
|
|
184
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
Harvey
|
|
36-10045
|
|
—
|
|
|
13
|
|
|
45
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
|
|
|
—
|
|
|
58
|
|
|
383
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
|
Net Reserves
|
|
Future Net Revenue (M$)
|
|||||||||||
|
|
Oil
|
|
NGL
|
|
Gas
|
|
|
|
Present Worth
|
|||||
Category
|
|
(MBBL)
|
|
(MBBL)
|
|
(MMCF)
|
|
Total
|
|
at 10%
|
|||||
Proved Developed Producing
|
|
3,137.254
|
|
|
29,625.230
|
|
|
3,368,900.750
|
|
|
2,750,608.598
|
|
|
1,495,044.244
|
|
Proved Developed Non-Producing
|
|
336.829
|
|
|
1,040.492
|
|
|
109,562.758
|
|
|
90,793.820
|
|
|
58,056.922
|
|
Proved Undeveloped
|
|
6,536.200
|
|
|
29,865.701
|
|
|
2,349,935.000
|
|
|
1,060,771.125
|
|
|
5,752.768
|
|
Total Proved
|
|
10,010.283
|
|
|
60,531.422
|
|
|
5,828,398.000
|
|
|
3,902,173.500
|
|
|
1,558,853.750
|
|
|
|
|
NETHERLAND, SEWELL & ASSOCIATES, INC.
|
|
|
|
|
Texas Registered Engineering Firm F-2699
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ C.H. (Scott) Rees III
|
|
|
|
|
C.H. (Scott) Rees III, P.E.
|
|
|
|
|
Chairman and Chief Executive Officer
|
|
|
|
|
|
By:
|
/s/ Richard B. Talley, Jr.
|
|
By:
|
/s/ Edward C. Roy III
|
|
Richard B. Talley, Jr., P.E. 102425
|
|
|
Edward C. Roy III, P.G. 2364
|
|
Senior Vice President
|
|
|
Vice President
|
|
|
|
|
|
Date Signed: February 1, 2017
|
|
Date Signed: February 1, 2017
|
||
|
|
|
|
|
RBT:TTS
|
|
|
|
SUMMARY OF NET RESERVES AND FUTURE REVENUE
|
|||||||||||||||||||||||||||
CONSOL ENERGY INC. INTEREST
|
|||||||||||||||||||||||||||
AS OF DECEMBER 31, 2016
|
|||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment
|
|
|
|
|
|||||||||
|
|
Net Reserves
|
|
Future
|
|
Operating
|
|
|
|
Including
|
|
Future Net Revenue (M$)
|
|||||||||||||||
|
|
Oil
|
|
NGL
|
|
Gas
|
|
Gross Revenue
|
|
Expense
|
|
Taxes
|
|
Abandonment
|
|
|
|
Discounted
|
|||||||||
Category
|
|
(MBBL)
|
|
(MBBL)
|
|
(MMCF)
|
|
(M$)
|
|
(M$)
|
|
(M$)
|
|
(M$)
|
|
Total
|
|
At 10%
|
|||||||||
Proved Developed Producing
|
|
3,137.254
|
|
|
29,625.230
|
|
|
3,368,900.750
|
|
|
6,153,946.000
|
|
|
3,320,052.250
|
|
|
198,050.375
|
|
|
351,571.406
|
|
|
2,284,271.500
|
|
|
1,083,307.750
|
|
Other Revenue and Costs
(1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
502,007.969
|
|
|
35,670.871
|
|
|
—
|
|
|
—
|
|
|
466,337.098
|
|
|
411,736.494
|
|
Total Proved Developed Producing
|
|
3,137.254
|
|
|
29,625.230
|
|
|
3,368,900.750
|
|
|
6,655,953.969
|
|
|
3,355,723.121
|
|
|
198,050.375
|
|
|
351,571.406
|
|
|
2,750,608.598
|
|
|
1,495,044.244
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Proved Developed Non-Producing
|
|
336.829
|
|
|
1,040.492
|
|
|
109,562.758
|
|
|
203,093.250
|
|
|
100,422.953
|
|
|
4,926.664
|
|
|
6,949.825
|
|
|
90,793.820
|
|
|
58,056.922
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Proved Undeveloped
|
|
6,536.200
|
|
|
29,865.701
|
|
|
2,349,935.000
|
|
|
4,444,360.500
|
|
|
2,065,231.125
|
|
|
126,586.375
|
|
|
1,191,772.500
|
|
|
1,060,771.125
|
|
|
5,752.768
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total Proved
|
|
10,010.283
|
|
|
60,531.422
|
|
|
5,828,398.000
|
|
|
11,303,409.000
|
|
|
5,521,378.000
|
|
|
329,563.406
|
|
|
1,550,294.000
|
|
|
3,902,173.500
|
|
|
1,558,853.750
|
|