[X]
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
[ ]
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
41-0747868
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
Title of each class
|
|
Name of each exchange
on which registered
|
Common Stock, $0.625 par value
|
|
New York Stock Exchange, Chicago Stock Exchange
and NASDAQ Global Select Market
|
7.75% Notes Due 2029
(assumed by Apache Corporation in 2017
pursuant to notes issued by a subsidiary
and guaranteed by Apache Corporation)
|
|
New York Stock Exchange
|
Aggregate market value of the voting and non-voting common equity held by non-affiliates of registrant as of June 30, 2017
|
$
|
18,257,879,903
|
|
Number of shares of registrant’s common stock outstanding as of January 31, 2018
|
381,447,822
|
|
Item
|
|
Page
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.
|
||
|
|
|
|
|
|
|
|
|
•
|
the market prices of oil, natural gas, NGLs, and other products or services;
|
•
|
our commodity hedging arrangements;
|
•
|
the supply and demand for oil, natural gas, NGLs, and other products or services;
|
•
|
production and reserve levels;
|
•
|
drilling risks;
|
•
|
economic and competitive conditions;
|
•
|
the availability of capital resources;
|
•
|
capital expenditure and other contractual obligations;
|
•
|
currency exchange rates;
|
•
|
weather conditions;
|
•
|
inflation rates;
|
•
|
the availability of goods and services;
|
•
|
legislative, regulatory, or policy changes;
|
•
|
terrorism or cyber attacks;
|
•
|
occurrence of property acquisitions or divestitures;
|
•
|
the integration of acquisitions;
|
•
|
the securities or capital markets and related risks such as general credit, liquidity, market, and interest-rate risks; and
|
•
|
other factors disclosed under Items 1 and 2—Business and Properties—Estimated Proved Reserves and Future Net Cash Flows, Item 1A—Risk Factors, Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations, Item 7A—Quantitative and Qualitative Disclosures About Market Risk and elsewhere in this Form 10-K.
|
ITEMS 1 and 2.
|
BUSINESS AND PROPERTIES
|
•
|
optimization of returns
|
•
|
disciplined financial structure
|
•
|
rigorous portfolio management
|
|
|
Production
|
|
Percentage
of Total
Production
|
|
Production
Revenue
|
|
Year-End
Estimated
Proved
Reserves
|
|
Percentage
of Total
Estimated
Proved
Reserves
|
|
Gross
Wells
Drilled
|
|
Gross
Productive
Wells
Drilled
|
||||||||
|
|
(In MMboe)
|
|
|
|
(In millions)
|
|
(In MMboe)
|
|
|
|
|
|
|
||||||||
United States
|
|
75.2
|
|
|
45
|
%
|
|
$
|
2,271
|
|
|
811
|
|
|
69
|
%
|
|
242
|
|
|
234
|
|
Canada
(1)
|
|
11.4
|
|
|
7
|
|
|
231
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
1
|
|
|
Total North America
|
|
86.6
|
|
|
52
|
|
|
2,502
|
|
|
811
|
|
|
69
|
|
|
244
|
|
|
235
|
|
|
Egypt
(2)
|
|
59.3
|
|
|
35
|
|
|
2,307
|
|
|
239
|
|
|
20
|
|
|
94
|
|
|
78
|
|
|
North Sea
(3)
|
|
21.0
|
|
|
13
|
|
|
1,078
|
|
|
125
|
|
|
11
|
|
|
14
|
|
|
10
|
|
|
Other International
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
Total International
|
|
80.3
|
|
|
48
|
|
|
3,385
|
|
|
364
|
|
|
31
|
|
|
109
|
|
|
88
|
|
|
Total
|
|
166.9
|
|
|
100
|
%
|
|
$
|
5,887
|
|
|
1,175
|
|
|
100
|
%
|
|
353
|
|
|
323
|
|
(1)
|
During the third quarter of 2017, Apache completed the sale of its Canadian operations.
|
(2)
|
Apache’s operations in Egypt, excluding a one-third noncontrolling interest, contributed
27 percent
of
2017
production and accounted for
15 percent
of year-end estimated proved reserves.
|
(3)
|
Sales volumes from the North Sea for
2017
were
21.2
MMboe. Sales volumes may vary from production volumes as a result of the timing of liftings in the Beryl field.
|
•
|
The Permian region located in west Texas and New Mexico includes the Permian sub-basins, the Midland Basin, Central Basin Platform/Northwest Shelf, and Delaware Basin. Examples of shale plays within this region include the Woodford, Barnett, Pennsylvanian, Cline, Wolfcamp, Bone Spring, and Spraberry.
|
•
|
The Midcontinent/Gulf Coast region includes the Granite Wash, Tonkawa, Marmaton, Cleveland, and other formations of the West Anadarko Basin, the Canyon Lime formation in the Texas panhandle, the Woodford-SCOOP and Stack plays located in central Oklahoma, and the Eagle Ford shale in east Texas.
|
•
|
Over 2.8 million gross acres with exposure to numerous plays focused primarily in the Midland Basin, the Central Basin Platform/Northwest Shelf, and the Delaware Basin.
|
•
|
Estimated proved reserves of 681 MMboe at year-end 2017, representing 58 percent of the Company’s worldwide proved reserves.
|
•
|
Annual production of
157.8
Mboe/d declined only
2 percent
from 2016. Fourth-quarter 2017 production increased 10 percent from the prior sequential quarter, a reflection of the success of the Midland Basin drilling program and the continued production ramp up at Alpine High, which first came online in May 2017.
|
•
|
In 2017, the Permian region averaged 16 rigs and drilled or participated in 215 wells, 158 of which were horizontal, with a 97 percent success rate.
|
•
|
The Egypt region includes onshore conventional assets in Egypt’s Western Desert.
|
•
|
The North Sea region includes offshore assets based in the United Kingdom.
|
|
|
For the Year Ended December 31,
|
|||||||
|
|
2017
|
|
2016
|
|
2015
|
|||
BP plc
|
|
12
|
%
|
|
9
|
%
|
|
8
|
%
|
China Petroleum & Chemical Corporation
|
|
16
|
%
|
|
21
|
%
|
|
12
|
%
|
Egyptian General Petroleum Corporation
|
|
11
|
%
|
|
12
|
%
|
|
11
|
%
|
Royal Dutch Shell plc
|
|
6
|
%
|
|
5
|
%
|
|
11
|
%
|
|
|
Net Exploratory
|
|
Net Development
|
|
Total Net Wells
|
|||||||||||||||||||||
|
|
Productive
|
|
Dry
|
|
Total
|
|
Productive
|
|
Dry
|
|
Total
|
|
Productive
|
|
Dry
|
|
Total
|
|||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
United States
|
|
42.9
|
|
|
4.3
|
|
|
47.2
|
|
|
101.5
|
|
|
1.0
|
|
|
102.5
|
|
|
144.4
|
|
|
5.3
|
|
|
149.7
|
|
Canada
|
|
—
|
|
|
1.0
|
|
|
1.0
|
|
|
0.2
|
|
|
—
|
|
|
0.2
|
|
|
0.2
|
|
|
1.0
|
|
|
1.2
|
|
Egypt
|
|
13.7
|
|
|
12.0
|
|
|
25.7
|
|
|
59.3
|
|
|
3.0
|
|
|
62.3
|
|
|
73.0
|
|
|
15.0
|
|
|
88.0
|
|
North Sea
|
|
0.6
|
|
|
1.9
|
|
|
2.5
|
|
|
6.4
|
|
|
1.0
|
|
|
7.4
|
|
|
7.0
|
|
|
2.9
|
|
|
9.9
|
|
Other International
|
|
—
|
|
|
0.5
|
|
|
0.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.5
|
|
|
0.5
|
|
Total
|
|
57.2
|
|
|
19.7
|
|
|
76.9
|
|
|
167.4
|
|
|
5.0
|
|
|
172.4
|
|
|
224.6
|
|
|
24.7
|
|
|
249.3
|
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
United States
|
|
18.9
|
|
|
5.0
|
|
|
23.9
|
|
|
79.5
|
|
|
1.9
|
|
|
81.4
|
|
|
98.4
|
|
|
6.9
|
|
|
105.3
|
|
Canada
|
|
—
|
|
|
2.0
|
|
|
2.0
|
|
|
10.2
|
|
|
—
|
|
|
10.2
|
|
|
10.2
|
|
|
2.0
|
|
|
12.2
|
|
Egypt
|
|
7.3
|
|
|
5.1
|
|
|
12.4
|
|
|
40.5
|
|
|
1.0
|
|
|
41.5
|
|
|
47.8
|
|
|
6.1
|
|
|
53.9
|
|
North Sea
|
|
—
|
|
|
0.9
|
|
|
0.9
|
|
|
8.2
|
|
|
1.6
|
|
|
9.8
|
|
|
8.2
|
|
|
2.5
|
|
|
10.7
|
|
Total
|
|
26.2
|
|
|
13.0
|
|
|
39.2
|
|
|
138.4
|
|
|
4.5
|
|
|
142.9
|
|
|
164.6
|
|
|
17.5
|
|
|
182.1
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
United States
|
|
14.7
|
|
|
8.0
|
|
|
22.7
|
|
|
289.0
|
|
|
5.3
|
|
|
294.3
|
|
|
303.7
|
|
|
13.3
|
|
|
317.0
|
|
Canada
|
|
4.0
|
|
|
—
|
|
|
4.0
|
|
|
16.7
|
|
|
—
|
|
|
16.7
|
|
|
20.7
|
|
|
—
|
|
|
20.7
|
|
Egypt
|
|
13.4
|
|
|
8.6
|
|
|
22.0
|
|
|
82.3
|
|
|
3.0
|
|
|
85.3
|
|
|
95.7
|
|
|
11.6
|
|
|
107.3
|
|
North Sea
|
|
1.6
|
|
|
0.7
|
|
|
2.3
|
|
|
15.9
|
|
|
3.5
|
|
|
19.4
|
|
|
17.5
|
|
|
4.2
|
|
|
21.7
|
|
Other International
|
|
—
|
|
|
0.5
|
|
|
0.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.5
|
|
|
0.5
|
|
Total
|
|
33.7
|
|
|
17.8
|
|
|
51.5
|
|
|
403.9
|
|
|
11.8
|
|
|
415.7
|
|
|
437.6
|
|
|
29.6
|
|
|
467.2
|
|
|
|
Oil
|
|
Gas
|
|
Total
|
||||||||||||
|
|
Gross
|
|
Net
|
|
Gross
|
|
Net
|
|
Gross
|
|
Net
|
||||||
United States
|
|
13,260
|
|
|
8,600
|
|
|
3,090
|
|
|
1,555
|
|
|
16,350
|
|
|
10,155
|
|
Egypt
|
|
1,145
|
|
|
1,075
|
|
|
130
|
|
|
120
|
|
|
1,275
|
|
|
1,195
|
|
North Sea
|
|
165
|
|
|
123
|
|
|
20
|
|
|
12
|
|
|
185
|
|
|
135
|
|
Total
|
|
14,570
|
|
|
9,798
|
|
|
3,240
|
|
|
1,687
|
|
|
17,810
|
|
|
11,485
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Domestic
|
|
13,260
|
|
|
8,600
|
|
|
3,090
|
|
|
1,555
|
|
|
16,350
|
|
|
10,155
|
|
Foreign
|
|
1,310
|
|
|
1,198
|
|
|
150
|
|
|
132
|
|
|
1,460
|
|
|
1,330
|
|
Total
|
|
14,570
|
|
|
9,798
|
|
|
3,240
|
|
|
1,687
|
|
|
17,810
|
|
|
11,485
|
|
|
|
Production
|
|
Average Lease
Operating
Cost per Boe
|
|
Average Sales Price
|
|||||||||||||||||||
|
|
Oil
|
|
NGL
|
|
Gas
|
|
Oil
|
|
NGL
|
|
Gas
|
|||||||||||||
Year Ended December 31,
|
|
(MMbbls)
|
|
(MMbbls)
|
|
(Bcf)
|
|
(Per bbl)
|
|
(Per bbl)
|
|
(Per Mcf)
|
|||||||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
United States
|
|
33.4
|
|
|
17.8
|
|
|
143.9
|
|
|
$
|
8.92
|
|
|
$
|
48.40
|
|
|
$
|
16.14
|
|
|
$
|
2.56
|
|
Canada
(1)
|
|
2.4
|
|
|
1.0
|
|
|
48.0
|
|
|
12.01
|
|
|
45.25
|
|
|
16.39
|
|
|
2.17
|
|
||||
Egypt
(2)
|
|
35.5
|
|
|
0.3
|
|
|
141.0
|
|
|
6.85
|
|
|
53.57
|
|
|
36.79
|
|
|
2.80
|
|
||||
North Sea
(3)
|
|
17.9
|
|
|
0.4
|
|
|
16.6
|
|
|
17.21
|
|
|
53.81
|
|
|
36.22
|
|
|
5.54
|
|
||||
Total
|
|
89.2
|
|
|
19.5
|
|
|
349.5
|
|
|
9.45
|
|
|
51.46
|
|
|
16.90
|
|
|
2.74
|
|
||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
United States
|
|
38.0
|
|
|
19.8
|
|
|
145.0
|
|
|
$
|
7.72
|
|
|
$
|
39.43
|
|
|
$
|
9.28
|
|
|
$
|
2.17
|
|
Canada
|
|
4.8
|
|
|
2.1
|
|
|
88.8
|
|
|
11.52
|
|
|
37.62
|
|
|
8.15
|
|
|
1.64
|
|
||||
Egypt
(2)
|
|
37.9
|
|
|
0.4
|
|
|
143.4
|
|
|
7.86
|
|
|
43.66
|
|
|
28.68
|
|
|
2.71
|
|
||||
North Sea
(3)
|
|
20.0
|
|
|
0.6
|
|
|
26.3
|
|
|
13.14
|
|
|
42.93
|
|
|
24.20
|
|
|
4.51
|
|
||||
Total
|
|
100.7
|
|
|
22.9
|
|
|
403.5
|
|
|
8.90
|
|
|
41.63
|
|
|
9.92
|
|
|
2.40
|
|
||||
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
United States
|
|
45.1
|
|
|
19.7
|
|
|
160.6
|
|
|
$
|
8.81
|
|
|
$
|
45.71
|
|
|
$
|
9.72
|
|
|
$
|
2.38
|
|
Canada
|
|
5.8
|
|
|
2.2
|
|
|
100.3
|
|
|
13.46
|
|
|
42.33
|
|
|
5.52
|
|
|
2.41
|
|
||||
Egypt
(2)
|
|
33.1
|
|
|
0.4
|
|
|
134.8
|
|
|
10.11
|
|
|
50.97
|
|
|
30.97
|
|
|
2.91
|
|
||||
North Sea
|
|
21.7
|
|
|
0.4
|
|
|
23.7
|
|
|
13.74
|
|
|
51.26
|
|
|
26.53
|
|
|
6.73
|
|
||||
Total
|
|
105.7
|
|
|
22.7
|
|
|
419.4
|
|
|
10.40
|
|
|
48.31
|
|
|
9.98
|
|
|
2.80
|
|
(1)
|
During the third quarter of 2017, Apache completed the sale of its Canadian operations.
|
(2)
|
Includes production volumes attributable to a one-third noncontrolling interest in Egypt.
|
(3)
|
Sales volumes from the North Sea for
2017
and
2016
were
21.2
MMboe and
24.5
MMboe, respectively. Sales volumes may vary from production volumes as a result of the timing of liftings in the Beryl field.
|
|
|
Undeveloped Acreage
|
|
Developed Acreage
|
||||||||
|
|
Gross Acres
|
|
Net Acres
|
|
Gross Acres
|
|
Net Acres
|
||||
|
|
(in thousands)
|
||||||||||
United States
|
|
4,734
|
|
|
2,341
|
|
|
1,935
|
|
|
1,095
|
|
Egypt
|
|
3,842
|
|
|
3,450
|
|
|
1,756
|
|
|
1,655
|
|
North Sea
|
|
209
|
|
|
118
|
|
|
153
|
|
|
117
|
|
Other International
|
|
2,308
|
|
|
1,831
|
|
|
—
|
|
|
—
|
|
Total
|
|
11,093
|
|
|
7,740
|
|
|
3,844
|
|
|
2,867
|
|
|
|
Oil
|
|
NGL
|
|
Gas
|
|
Total
|
||||
|
|
(MMbbls)
|
|
(MMbbls)
|
|
(Bcf)
|
|
(MMboe)
|
||||
Proved Developed:
|
|
|
|
|
|
|
|
|
||||
United States
|
|
304
|
|
|
171
|
|
|
1,347
|
|
|
700
|
|
Egypt
(1)
|
|
124
|
|
|
1
|
|
|
541
|
|
|
215
|
|
North Sea
|
|
93
|
|
|
2
|
|
|
83
|
|
|
109
|
|
Total Proved Developed
|
|
521
|
|
|
174
|
|
|
1,971
|
|
|
1,024
|
|
Proved Undeveloped:
|
|
|
|
|
|
|
|
|
||||
United States
|
|
32
|
|
|
30
|
|
|
297
|
|
|
111
|
|
Egypt
(1)
|
|
16
|
|
|
—
|
|
|
47
|
|
|
24
|
|
North Sea
|
|
14
|
|
|
—
|
|
|
11
|
|
|
16
|
|
Total Proved Undeveloped
|
|
62
|
|
|
30
|
|
|
355
|
|
|
151
|
|
TOTAL PROVED
|
|
583
|
|
|
204
|
|
|
2,326
|
|
|
1,175
|
|
(1)
|
Includes total proved developed and total proved undeveloped reserves of
72
MMboe and
8
MMboe, respectively, attributable to a one-third noncontrolling interest in Egypt.
|
ITEM 1A.
|
RISK FACTORS
|
•
|
worldwide and domestic supplies of crude oil, natural gas, and NGLs;
|
•
|
actions taken by foreign oil and gas producing nations, including the Organization of the Petroleum Exporting Countries (OPEC);
|
•
|
political conditions and events (including instability, changes in governments, or armed conflict) in oil and gas producing regions;
|
•
|
the level of global crude oil and natural gas inventories;
|
•
|
the price and level of imported foreign crude oil, natural gas, and NGLs;
|
•
|
the price and availability of alternative fuels, including coal and biofuels;
|
•
|
the availability of pipeline capacity and infrastructure;
|
•
|
the availability of crude oil transportation and refining capacity;
|
•
|
weather conditions;
|
•
|
domestic and foreign governmental regulations and taxes; and
|
•
|
the overall economic environment.
|
•
|
limiting our financial condition, liquidity, and/or ability to fund planned capital expenditures and operations;
|
•
|
reducing the amount of crude oil, natural gas, and NGLs that we can produce economically;
|
•
|
causing us to delay or postpone some of our capital projects;
|
•
|
reducing our revenues, operating income, and cash flows;
|
•
|
limiting our access to sources of capital, such as equity and long-term debt;
|
•
|
reducing the carrying value of our oil and gas properties, resulting in additional non-cash impairments;
|
•
|
reducing the carrying value of our gathering, transmission, and processing facilities, resulting in additional impairments; or
|
•
|
reducing the carrying value of goodwill.
|
•
|
well blowouts, explosions, and cratering;
|
•
|
pipeline or other facility ruptures and spills;
|
•
|
fires;
|
•
|
formations with abnormal pressures;
|
•
|
equipment malfunctions;
|
•
|
hurricanes, storms, and/or cyclones, which could affect our operations in areas such as on and offshore the Gulf Coast and North Sea and other natural disasters and weather conditions; and
|
•
|
surface spillage and surface or ground water contamination from petroleum constituents, saltwater, or hydraulic fracturing chemical additives.
|
•
|
our production falls short of the hedged volumes;
|
•
|
there is a widening of price-basis differentials between delivery points for our production and the delivery point assumed in the hedge arrangement;
|
•
|
the counterparties to our hedging or other price risk management contracts fail to perform under those arrangements; or
|
•
|
an unexpected event materially impacts commodity prices.
|
•
|
unexpected drilling conditions;
|
•
|
pressure or irregularities in formations;
|
•
|
equipment failures or accidents;
|
•
|
fires, explosions, blowouts, and surface cratering;
|
•
|
marine risks such as capsizing, collisions, and hurricanes;
|
•
|
other adverse weather conditions; and
|
•
|
increases in the cost of, or shortages or delays in the availability of, drilling rigs and equipment.
|
•
|
historical production from the area compared with production from other areas;
|
•
|
the effects of regulations by governmental agencies, including changes to severance and excise taxes;
|
•
|
future operating costs and capital expenditures; and
|
•
|
workover and remediation costs.
|
•
|
general strikes and civil unrest;
|
•
|
the risk of war, acts of terrorism, expropriation and resource nationalization, forced renegotiation or modification of existing contracts;
|
•
|
import and export regulations;
|
•
|
taxation policies, including royalty and tax increases and retroactive tax claims, and investment restrictions;
|
•
|
price control;
|
•
|
transportation regulations and tariffs;
|
•
|
constrained natural gas markets dependent on demand in a single or limited geographical area;
|
•
|
exchange controls, currency fluctuations, devaluation, or other activities that limit or disrupt markets and restrict payments or the movement of funds;
|
•
|
laws and policies of the United States affecting foreign trade, including trade sanctions;
|
•
|
the possibility of being subject to exclusive jurisdiction of foreign courts in connection with legal disputes relating to licenses to operate and concession rights in countries where we currently operate;
|
•
|
the possible inability to subject foreign persons, especially foreign oil ministries and national oil companies, to the jurisdiction of courts in the United States; and
|
•
|
difficulties in enforcing our rights against a governmental agency because of the doctrine of sovereign immunity and foreign sovereignty over international operations.
|
ITEM 1B.
|
UNRESOLVED STAFF COMMENTS
|
ITEM 3.
|
LEGAL PROCEEDINGS
|
ITEM 4.
|
MINE SAFETY DISCLOSURES
|
ITEM 5.
|
MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
|
|
|
2017
|
|
2016
|
||||||||||||||||||||||||||||
|
|
Price Range
|
|
Dividends Per Share
|
|
Price Range
|
|
Dividends Per Share
|
||||||||||||||||||||||||
|
|
High
|
|
Low
|
|
Declared
|
|
Paid
|
|
High
|
|
Low
|
|
Declared
|
|
Paid
|
||||||||||||||||
First Quarter
|
|
$
|
63.78
|
|
|
$
|
49.41
|
|
|
$
|
0.25
|
|
|
$
|
0.25
|
|
|
$
|
51.02
|
|
|
$
|
34.38
|
|
|
$
|
0.25
|
|
|
$
|
0.25
|
|
Second Quarter
|
|
53.99
|
|
|
45.63
|
|
|
0.25
|
|
|
0.25
|
|
|
58.29
|
|
|
46.82
|
|
|
0.25
|
|
|
0.25
|
|
||||||||
Third Quarter
|
|
50.22
|
|
|
38.37
|
|
|
0.25
|
|
|
0.25
|
|
|
63.87
|
|
|
48.78
|
|
|
0.25
|
|
|
0.25
|
|
||||||||
Fourth Quarter
|
|
45.85
|
|
|
39.42
|
|
|
0.25
|
|
|
0.25
|
|
|
67.35
|
|
|
55.52
|
|
|
0.25
|
|
|
0.25
|
|
|
|
2012
|
|
2013
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
||||||||||||
Apache Corporation
|
|
$
|
100.00
|
|
|
$
|
110.52
|
|
|
$
|
81.51
|
|
|
$
|
58.90
|
|
|
$
|
85.78
|
|
|
$
|
58.22
|
|
S & P’s Composite 500 Stock Index
|
|
100.00
|
|
|
132.39
|
|
|
150.51
|
|
|
152.59
|
|
|
170.84
|
|
|
208.14
|
|
||||||
DJ US Expl & Prod Index
|
|
100.00
|
|
|
131.84
|
|
|
117.64
|
|
|
89.72
|
|
|
111.69
|
|
|
113.14
|
|
ITEM 6.
|
SELECTED FINANCIAL DATA
|
|
|
As of or for the Year Ended December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
|
(In millions, except per share amounts)
|
||||||||||||||||||
Income Statement Data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Oil and gas production revenues
|
|
$
|
5,887
|
|
|
$
|
5,367
|
|
|
$
|
6,510
|
|
|
$
|
12,795
|
|
|
$
|
14,825
|
|
Net income (loss) from continuing operations attributable to common shareholders
|
|
1,304
|
|
|
(1,372
|
)
|
|
(10,844
|
)
|
|
(6,653
|
)
|
|
(94
|
)
|
|||||
Net income (loss) from continuing operations per share:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
3.42
|
|
|
(3.62
|
)
|
|
(28.70
|
)
|
|
(17.32
|
)
|
|
(0.24
|
)
|
|||||
Diluted
|
|
3.41
|
|
|
(3.62
|
)
|
|
(28.70
|
)
|
|
(17.32
|
)
|
|
(0.24
|
)
|
|||||
Cash dividends declared per common share
|
|
1.00
|
|
|
1.00
|
|
|
1.00
|
|
|
1.00
|
|
|
0.80
|
|
|||||
Balance Sheet Data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
|
|
$
|
21,922
|
|
|
$
|
22,519
|
|
|
$
|
25,500
|
|
|
$
|
44,264
|
|
|
$
|
54,828
|
|
Long-term debt
|
|
7,934
|
|
|
8,544
|
|
|
8,716
|
|
|
11,178
|
|
|
9,600
|
|
|||||
Total equity
|
|
8,791
|
|
|
7,679
|
|
|
9,490
|
|
|
20,541
|
|
|
30,756
|
|
|||||
Common shares outstanding
|
|
381
|
|
|
379
|
|
|
378
|
|
|
377
|
|
|
396
|
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
North America onshore production averaged 231 Mboe/d, down
16 percent
relative to 2016, reflecting Apache’s exit from Canada. Excluding Canada, Apache’s onshore equivalent production decreased
8 percent
, in line with the Company’s expectations given the significant reduction in capital investments over the preceding two years and the allocation of a significant portion of our 2017 capital investments to infrastructure at Alpine High.
|
•
|
The Permian region averaged 16 operated rigs during the year, drilling 215 gross wells, 145 net wells. Approximately half of the region’s production is crude oil and 23 percent is NGLs. Combined, this represents more than a third of Apache’s worldwide liquids production for 2017. The region averaged
158
Mboe/d and contributed $1.8 billion of revenues during 2017. Fourth-quarter 2017 production increased 19 percent from the comparative 2016 quarter, a reflection of the success of the Midland Basin drilling program and the continued production ramp at Alpine High.
|
•
|
Drilling and infrastructure development activities continue at Alpine High; specifically:
|
◦
|
First production from the Alpine High play was achieved in early May 2017. Net production averaged approximately 19.8 Mboe/d during the fourth quarter of 2017 and achieved a rate of 25 Mboe/d in December prior to shutting down a facility at year-end for capacity expansion.
|
◦
|
Five processing facilities are currently operating with a combined gross inlet capacity of 330 million cubic feet of natural gas per day (MMcf/d).
|
◦
|
During 2017, Apache invested $550 million in midstream facilities at Alpine High, with development ongoing. Inception-to-date midstream investment as of year-end was $706 million.
|
•
|
The Egypt region averaged 12 rigs and drilled 94 gross wells. During 2017, Egypt’s gross production and net equivalent production averaged
334
Mboe/d and
162
Mboe/d, respectively. Egypt’s gross production and net equivalent production decreased
4 percent
and
5 percent
, respectively, from 2016, primarily the result of natural well decline. In August 2017, the Company received final award of two new concessions totaling 1.6 million net acres, increasing Apache’s acreage position in the Western Desert by 40 percent. Subsequently, the Company began acquiring high resolution 3-D seismic program across its new and existing acreage, which will provide significantly enhanced imaging of deeper formations.
|
•
|
The North Sea region averaged 3 rigs during 2017, drilling 14 gross wells, 10 net wells. During the year, the region averaged production of
58
Mboe/d and contributed $1.1 billion of revenues. Production declined
16 percent
from 2016,
primarily the result of extended turnaround activities, a third-party pipeline system outage at the Forties field and natural well decline impacted by exploration dry holes on long-standing obligation wells. The overall decline has been partially offset by the Callater discovery, which came online in late May 2017.
|
•
|
Canadian Operations
On June 30, 2017, Apache completed the sale of its Canadian assets at Midale and House Mountain for total cash proceeds of approximately $228 million. In August of 2017, Apache completed the sale of its remaining Canadian operations for cash proceeds of approximately $478 million.
|
•
|
U.S. Divestitures
During 2017, Apache completed the sale of certain non-core assets, primarily leasehold acreage in the Permian and Midcontinent/Gulf Coast regions, in multiple transactions for total cash proceeds of
$798 million
.
|
•
|
North Sea Gathering Transportation and Processing (GTP) Facility
In November 2017, Apache completed the sale of its 30.28 percent interest in the SAGE gas plant and its 60.56 percent interest in the Beryl pipeline in the North Sea to Ancala Midstream Acquisitions Limited. A refundable deposit of
$134 million
was received in the fourth quarter of 2016 in connection with this transaction, and was recorded in “Other current liabilities” on the consolidated balance sheet as of December 31, 2016. In November 2017, Apache completed the sale and the liability related to the refundable deposit was released. No additional proceeds were received.
|
•
|
Australia Operations
On June 5, 2015, Apache’s subsidiaries completed the sale of the Company’s Australian subsidiary Apache Energy Limited (AEL) to a consortium of private equity funds managed by Macquarie Capital Group Limited and Brookfield Asset Management Inc. for total proceeds of $1.9 billion. Additionally, in October 2015, Apache’s subsidiaries completed the sale of its 49 percent interest in Yara Pilbara Holdings Pty Ltd (YPHPL), to Yara International for total proceeds of $391 million.
|
•
|
LNG Projects
On April 2, 2015 and April 10, 2015, Apache subsidiaries completed the sale of its interest in the Wheatstone LNG and Kitimat LNG projects, respectively, along with accompanying upstream oil and gas reserves to Woodside Petroleum Limited (Woodside) for a total cash consideration of $3.7 billion.
|
|
|
For the Year Ended December 31,
|
|||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|||||||||||||||
|
|
$ Value
|
|
% Contribution
|
|
$ Value
|
|
% Contribution
|
|
$ Value
|
|
% Contribution
|
|||||||||
|
|
($ in millions)
|
|||||||||||||||||||
Total Oil Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
United States
|
|
$
|
1,616
|
|
|
35
|
%
|
|
$
|
1,499
|
|
|
36
|
%
|
|
$
|
2,063
|
|
|
40
|
%
|
Canada
|
|
110
|
|
|
3
|
%
|
|
180
|
|
|
4
|
%
|
|
244
|
|
|
5
|
%
|
|||
North America
|
|
1,726
|
|
|
38
|
%
|
|
1,679
|
|
|
40
|
%
|
|
2,307
|
|
|
45
|
%
|
|||
Egypt
(1)
|
|
1,901
|
|
|
41
|
%
|
|
1,657
|
|
|
40
|
%
|
|
1,690
|
|
|
33
|
%
|
|||
North Sea
|
|
971
|
|
|
21
|
%
|
|
836
|
|
|
20
|
%
|
|
1,110
|
|
|
22
|
%
|
|||
International
(1)
|
|
2,872
|
|
|
62
|
%
|
|
2,493
|
|
|
60
|
%
|
|
2,800
|
|
|
55
|
%
|
|||
Total
(1)
|
|
$
|
4,598
|
|
|
100
|
%
|
|
$
|
4,172
|
|
|
100
|
%
|
|
$
|
5,107
|
|
|
100
|
%
|
Total Natural Gas Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
United States
|
|
$
|
368
|
|
|
38
|
%
|
|
$
|
314
|
|
|
33
|
%
|
|
$
|
382
|
|
|
32
|
%
|
Canada
|
|
104
|
|
|
11
|
%
|
|
146
|
|
|
15
|
%
|
|
242
|
|
|
21
|
%
|
|||
North America
|
|
472
|
|
|
49
|
%
|
|
460
|
|
|
48
|
%
|
|
624
|
|
|
53
|
%
|
|||
Egypt
(1)
|
|
395
|
|
|
41
|
%
|
|
389
|
|
|
40
|
%
|
|
393
|
|
|
33
|
%
|
|||
North Sea
|
|
92
|
|
|
10
|
%
|
|
118
|
|
|
12
|
%
|
|
159
|
|
|
14
|
%
|
|||
International
(1)
|
|
487
|
|
|
51
|
%
|
|
507
|
|
|
52
|
%
|
|
552
|
|
|
47
|
%
|
|||
Total
(1)
|
|
$
|
959
|
|
|
100
|
%
|
|
$
|
967
|
|
|
100
|
%
|
|
$
|
1,176
|
|
|
100
|
%
|
Total NGL Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
United States
|
|
$
|
287
|
|
|
87
|
%
|
|
$
|
184
|
|
|
81
|
%
|
|
$
|
191
|
|
|
84
|
%
|
Canada
|
|
17
|
|
|
5
|
%
|
|
17
|
|
|
7
|
%
|
|
12
|
|
|
5
|
%
|
|||
North America
|
|
304
|
|
|
92
|
%
|
|
201
|
|
|
88
|
%
|
|
203
|
|
|
89
|
%
|
|||
Egypt
(1)
|
|
11
|
|
|
3
|
%
|
|
11
|
|
|
5
|
%
|
|
13
|
|
|
6
|
%
|
|||
North Sea
|
|
15
|
|
|
5
|
%
|
|
16
|
|
|
7
|
%
|
|
11
|
|
|
5
|
%
|
|||
International
(1)
|
|
26
|
|
|
8
|
%
|
|
27
|
|
|
12
|
%
|
|
24
|
|
|
11
|
%
|
|||
Total
(1)
|
|
$
|
330
|
|
|
100
|
%
|
|
$
|
228
|
|
|
100
|
%
|
|
$
|
227
|
|
|
100
|
%
|
Total Oil and Gas Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
United States
|
|
$
|
2,271
|
|
|
39
|
%
|
|
$
|
1,997
|
|
|
37
|
%
|
|
$
|
2,636
|
|
|
40
|
%
|
Canada
|
|
231
|
|
|
4
|
%
|
|
343
|
|
|
7
|
%
|
|
498
|
|
|
8
|
%
|
|||
North America
|
|
2,502
|
|
|
43
|
%
|
|
2,340
|
|
|
44
|
%
|
|
3,134
|
|
|
48
|
%
|
|||
Egypt
(1)
|
|
2,307
|
|
|
39
|
%
|
|
2,057
|
|
|
38
|
%
|
|
2,096
|
|
|
32
|
%
|
|||
North Sea
|
|
1,078
|
|
|
18
|
%
|
|
970
|
|
|
18
|
%
|
|
1,280
|
|
|
20
|
%
|
|||
International
(1)
|
|
3,385
|
|
|
57
|
%
|
|
3,027
|
|
|
56
|
%
|
|
3,376
|
|
|
52
|
%
|
|||
Total
(1)
|
|
$
|
5,887
|
|
|
100
|
%
|
|
$
|
5,367
|
|
|
100
|
%
|
|
$
|
6,510
|
|
|
100
|
%
|
Discontinued Operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Oil Revenue
|
|
$
|
—
|
|
|
|
|
$
|
—
|
|
|
|
|
$
|
138
|
|
|
|
|||
Natural Gas Revenue
|
|
—
|
|
|
|
|
—
|
|
|
|
|
140
|
|
|
|
||||||
Total
|
|
$
|
—
|
|
|
|
|
$
|
—
|
|
|
|
|
$
|
278
|
|
|
|
(1)
|
Amounts include revenue attributable to a noncontrolling interest in Egypt.
|
|
|
For the Year Ended December 31,
|
|||||||||||
|
|
2017
|
|
Increase
(Decrease)
|
|
2016
|
|
Increase
(Decrease)
|
|
2015
|
|||
Oil Volume – b/d:
|
|
|
|
|
|
|
|
|
|
|
|||
United States
|
|
91,489
|
|
|
(12)%
|
|
103,827
|
|
|
(16)%
|
|
123,666
|
|
Canada
|
|
6,643
|
|
|
(49)%
|
|
13,081
|
|
|
(17)%
|
|
15,768
|
|
North America
|
|
98,132
|
|
|
(16)%
|
|
116,908
|
|
|
(16)%
|
|
139,434
|
|
Egypt
(1)(2)
|
|
97,242
|
|
|
(6)%
|
|
103,719
|
|
|
14%
|
|
90,857
|
|
North Sea
|
|
48,889
|
|
|
(11)%
|
|
54,630
|
|
|
(8)%
|
|
59,334
|
|
International
|
|
146,131
|
|
|
(8)%
|
|
158,349
|
|
|
5%
|
|
150,191
|
|
Total
|
|
244,263
|
|
|
(11)%
|
|
275,257
|
|
|
(5)%
|
|
289,625
|
|
Natural Gas Volume – Mcf/d:
|
|
|
|
|
|
|
|
|
|
|
|||
United States
|
|
394,366
|
|
|
—
|
|
396,227
|
|
|
(10)%
|
|
440,037
|
|
Canada
|
|
131,479
|
|
|
(46)%
|
|
242,602
|
|
|
(12)%
|
|
274,764
|
|
North America
|
|
525,845
|
|
|
(18)%
|
|
638,829
|
|
|
(11)%
|
|
714,801
|
|
Egypt
(1)(2)
|
|
386,194
|
|
|
(1)%
|
|
391,968
|
|
|
6%
|
|
369,507
|
|
North Sea
|
|
45,521
|
|
|
(37)%
|
|
71,751
|
|
|
11%
|
|
64,787
|
|
International
|
|
431,715
|
|
|
(7)%
|
|
463,719
|
|
|
7%
|
|
434,294
|
|
Total
|
|
957,560
|
|
|
(13)%
|
|
1,102,548
|
|
|
(4)%
|
|
1,149,095
|
|
NGL Volume – b/d:
|
|
|
|
|
|
|
|
|
|
|
|||
United States
|
|
48,674
|
|
|
(10)%
|
|
54,165
|
|
|
—
|
|
53,928
|
|
Canada
|
|
2,827
|
|
|
(51)%
|
|
5,731
|
|
|
(6)%
|
|
6,126
|
|
North America
|
|
51,501
|
|
|
(14)%
|
|
59,896
|
|
|
—
|
|
60,054
|
|
Egypt
(1)(2)
|
|
816
|
|
|
(25)%
|
|
1,084
|
|
|
2%
|
|
1,064
|
|
North Sea
|
|
1,149
|
|
|
(33)%
|
|
1,703
|
|
|
51%
|
|
1,131
|
|
International
|
|
1,965
|
|
|
(29)%
|
|
2,787
|
|
|
27%
|
|
2,195
|
|
Total
|
|
53,466
|
|
|
(15)%
|
|
62,683
|
|
|
1%
|
|
62,249
|
|
BOE per day:
(3)
|
|
|
|
|
|
|
|
|
|
|
|||
United States
|
|
205,891
|
|
|
(8)%
|
|
224,029
|
|
|
(11)%
|
|
250,934
|
|
Canada
|
|
31,383
|
|
|
(47)%
|
|
59,246
|
|
|
(12)%
|
|
67,688
|
|
North America
|
|
237,274
|
|
|
(16)%
|
|
283,275
|
|
|
(11)%
|
|
318,622
|
|
Egypt
(1)(2)
|
|
162,424
|
|
|
(5)%
|
|
170,131
|
|
|
11%
|
|
153,506
|
|
North Sea
(4)
|
|
57,624
|
|
|
(16)%
|
|
68,292
|
|
|
(4)%
|
|
71,262
|
|
International
|
|
220,048
|
|
|
(8)%
|
|
238,423
|
|
|
6%
|
|
224,768
|
|
Total
|
|
457,322
|
|
|
(12)%
|
|
521,698
|
|
|
(4)%
|
|
543,390
|
|
Discontinued Operations:
|
|
|
|
|
|
|
|
|
|
|
|||
Oil (b/d)
|
|
—
|
|
|
|
|
—
|
|
|
|
|
7,610
|
|
Natural Gas (Mcf/d)
|
|
—
|
|
|
|
|
—
|
|
|
|
|
94,114
|
|
BOE/d
|
|
—
|
|
|
|
|
—
|
|
|
|
|
23,296
|
|
(1)
|
Gross oil, natural gas, and NGL production in Egypt were as follows:
|
|
|
2017
|
|
|
|
2016
|
|
|
|
2015
|
|||
Oil (b/d)
|
|
198,335
|
|
|
|
|
209,659
|
|
|
|
|
206,501
|
|
Natural Gas (Mcf/d)
|
|
805,478
|
|
|
|
|
827,202
|
|
|
|
|
856,950
|
|
NGL (b/d)
|
|
1,353
|
|
|
|
|
1,861
|
|
|
|
|
2,459
|
|
(2)
|
Includes net production volumes per day attributable to a noncontrolling interest in Egypt of:
|
Oil (b/d)
|
|
32,461
|
|
|
|
|
34,530
|
|
|
|
|
30,224
|
|
Natural Gas (Mcf/d)
|
|
128,756
|
|
|
|
|
130,856
|
|
|
|
|
122,985
|
|
NGL (b/d)
|
|
272
|
|
|
|
|
361
|
|
|
|
|
363
|
|
(3)
|
The table shows production on a barrel of oil equivalent basis (boe) in which natural gas is converted to an equivalent barrel of oil based on a ratio of 6 Mcf to 1 bbl. This ratio is not reflective of the price ratio between the two products.
|
(4)
|
Average sales volumes from the North Sea were
58,177
boe/d and
66,872
boe/d for
2017
and
2016
, respectively. Sales volumes may vary from production volumes as a result of the timing of liftings in the Beryl field.
|
|
|
For the Year Ended December 31,
|
||||||||||||||
|
|
2017
|
|
Increase
(Decrease)
|
|
2016
|
|
Increase
(Decrease)
|
|
2015
|
||||||
Average Oil Price - Per barrel:
|
|
|
|
|
|
|
|
|
|
|
||||||
United States
|
|
$
|
48.40
|
|
|
23%
|
|
$
|
39.43
|
|
|
(14)%
|
|
$
|
45.71
|
|
Canada
|
|
45.25
|
|
|
20%
|
|
37.62
|
|
|
(11)%
|
|
42.33
|
|
|||
North America
|
|
48.18
|
|
|
23%
|
|
39.23
|
|
|
(13)%
|
|
45.33
|
|
|||
Egypt
|
|
53.57
|
|
|
23%
|
|
43.66
|
|
|
(14)%
|
|
50.97
|
|
|||
North Sea
|
|
53.81
|
|
|
25%
|
|
42.93
|
|
|
(16)%
|
|
51.26
|
|
|||
International
|
|
53.65
|
|
|
24%
|
|
43.41
|
|
|
(15)%
|
|
51.09
|
|
|||
Total
|
|
51.46
|
|
|
24%
|
|
41.63
|
|
|
(14)%
|
|
48.31
|
|
|||
Average Natural Gas Price - Per Mcf:
|
|
|
|
|
|
|
|
|
|
|
||||||
United States
|
|
$
|
2.56
|
|
|
18%
|
|
$
|
2.17
|
|
|
(9)%
|
|
$
|
2.38
|
|
Canada
|
|
2.17
|
|
|
32%
|
|
1.64
|
|
|
(32)%
|
|
2.41
|
|
|||
North America
|
|
2.46
|
|
|
25%
|
|
1.97
|
|
|
(18)%
|
|
2.39
|
|
|||
Egypt
|
|
2.80
|
|
|
3%
|
|
2.71
|
|
|
(7)%
|
|
2.91
|
|
|||
North Sea
|
|
5.54
|
|
|
23%
|
|
4.51
|
|
|
(33)%
|
|
6.73
|
|
|||
International
|
|
3.09
|
|
|
3%
|
|
2.99
|
|
|
(14)%
|
|
3.48
|
|
|||
Total
|
|
2.74
|
|
|
14%
|
|
2.40
|
|
|
(14)%
|
|
2.80
|
|
|||
Average NGL Price - Per barrel:
|
|
|
|
|
|
|
|
|
|
|
||||||
United States
|
|
$
|
16.14
|
|
|
74%
|
|
$
|
9.28
|
|
|
(5)%
|
|
$
|
9.72
|
|
Canada
|
|
16.39
|
|
|
101%
|
|
8.15
|
|
|
48%
|
|
5.52
|
|
|||
North America
|
|
16.15
|
|
|
76%
|
|
9.17
|
|
|
(1)%
|
|
9.29
|
|
|||
Egypt
|
|
36.79
|
|
|
28%
|
|
28.68
|
|
|
(7)%
|
|
30.97
|
|
|||
North Sea
|
|
36.22
|
|
|
50%
|
|
24.20
|
|
|
(9)%
|
|
26.53
|
|
|||
International
|
|
36.46
|
|
|
41%
|
|
25.94
|
|
|
(10)%
|
|
28.68
|
|
|||
Total
|
|
16.90
|
|
|
70%
|
|
9.92
|
|
|
(1)%
|
|
9.98
|
|
|||
Discontinued Operations:
|
|
|
|
|
|
|
|
|
|
|
||||||
Oil price ($/Bbl)
|
|
$
|
—
|
|
|
|
|
$
|
—
|
|
|
|
|
$
|
49.76
|
|
Natural Gas price ($/Mcf)
|
|
—
|
|
|
|
|
—
|
|
|
|
|
4.07
|
|
•
|
North America has a common market; most of our gas is sold on a monthly or daily basis at either monthly or daily market prices. Our North American regions averaged
$2.46
per Mcf in
2017
,
up
from
$1.97
per Mcf in
2016
.
|
•
|
In Egypt, our gas is sold to Egyptian General Petroleum Corporation (EGPC), primarily under an industry pricing formula indexed to Dated Brent crude oil with a minimum gas price of $1.50 per MMBtu and a maximum gas price of $2.65 per MMBtu, plus an upward adjustment for liquids content. Overall, the region averaged
$2.80
per Mcf in
2017
,
up
3 percent
from the prior year.
|
•
|
Natural gas from the North Sea Beryl field is processed through the SAGE gas plant. The gas is sold to a third party at the St. Fergus entry point of the national grid on a National Balancing Point index price basis. The region averaged
$5.54
per Mcf in
2017
, a
23 percent
increase
from an average of
$4.51
per Mcf in
2016
.
|
|
|
For the Year Ended December 31,
|
||||||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||
|
|
(In millions)
|
|
(Per boe)
|
||||||||||||||||||||
Lease operating expenses
(1)
|
|
$
|
1,400
|
|
|
$
|
1,494
|
|
|
$
|
1,854
|
|
|
$
|
8.38
|
|
|
$
|
7.85
|
|
|
$
|
9.35
|
|
Gathering and transportation
(1)
|
|
179
|
|
|
200
|
|
|
211
|
|
|
1.07
|
|
|
1.05
|
|
|
1.05
|
|
||||||
Taxes other than income
|
|
151
|
|
|
126
|
|
|
282
|
|
|
0.90
|
|
|
0.66
|
|
|
1.42
|
|
||||||
Exploration
|
|
549
|
|
|
473
|
|
|
2,771
|
|
|
3.29
|
|
|
2.48
|
|
|
13.97
|
|
||||||
General and administrative
|
|
395
|
|
|
410
|
|
|
380
|
|
|
2.37
|
|
|
2.15
|
|
|
1.92
|
|
||||||
Transaction, reorganization, and separation
|
|
16
|
|
|
39
|
|
|
132
|
|
|
0.10
|
|
|
0.20
|
|
|
0.67
|
|
||||||
Depreciation, depletion and amortization:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Oil and gas property and equipment
(1)
|
|
2,136
|
|
|
2,460
|
|
|
2,976
|
|
|
12.78
|
|
|
12.92
|
|
|
15.01
|
|
||||||
Other assets
|
|
144
|
|
|
158
|
|
|
324
|
|
|
0.86
|
|
|
0.83
|
|
|
1.63
|
|
||||||
Asset retirement obligation accretion
|
|
130
|
|
|
156
|
|
|
145
|
|
|
0.78
|
|
|
0.82
|
|
|
0.73
|
|
||||||
Impairments
|
|
8
|
|
|
1,103
|
|
|
9,472
|
|
|
0.05
|
|
|
5.78
|
|
|
47.75
|
|
||||||
Financing costs, net
|
|
397
|
|
|
417
|
|
|
511
|
|
|
2.38
|
|
|
2.18
|
|
|
2.58
|
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Unproved leasehold impairments
|
|
$
|
246
|
|
|
$
|
272
|
|
|
$
|
2,462
|
|
Dry hole expense
|
|
183
|
|
|
81
|
|
|
133
|
|
|||
Geological and geophysical expense
|
|
47
|
|
|
44
|
|
|
89
|
|
|||
Exploration overhead and other
|
|
73
|
|
|
76
|
|
|
87
|
|
|||
|
|
$
|
549
|
|
|
$
|
473
|
|
|
$
|
2,771
|
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Oil and gas proved property
|
|
$
|
—
|
|
|
$
|
427
|
|
|
$
|
7,389
|
|
GTP facilities
|
|
—
|
|
|
135
|
|
|
1,717
|
|
|||
Equity method investment
|
|
—
|
|
|
—
|
|
|
148
|
|
|||
Goodwill
|
|
—
|
|
|
—
|
|
|
163
|
|
|||
PRT decommissioning asset
|
|
8
|
|
|
486
|
|
|
—
|
|
|||
Inventory
|
|
—
|
|
|
55
|
|
|
55
|
|
|||
Total impairments
|
|
$
|
8
|
|
|
$
|
1,103
|
|
|
$
|
9,472
|
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Interest expense
|
|
$
|
457
|
|
|
$
|
464
|
|
|
$
|
486
|
|
Amortization of deferred loan costs
|
|
9
|
|
|
8
|
|
|
11
|
|
|||
Capitalized interest
|
|
(51
|
)
|
|
(48
|
)
|
|
(15
|
)
|
|||
Loss on extinguishment of debt
|
|
1
|
|
|
1
|
|
|
39
|
|
|||
Interest income
|
|
(19
|
)
|
|
(8
|
)
|
|
(10
|
)
|
|||
Total Financing costs, net
|
|
$
|
397
|
|
|
$
|
417
|
|
|
$
|
511
|
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Sources of Cash and Cash Equivalents:
|
|
|
|
|
|
|
||||||
Net cash provided by continuing operating activities
|
|
$
|
2,428
|
|
|
$
|
2,453
|
|
|
$
|
2,554
|
|
Proceeds from Australian divestitures
|
|
—
|
|
|
—
|
|
|
4,693
|
|
|||
Proceeds from asset divestitures, net of cash divested
|
|
1,419
|
|
|
134
|
|
|
1,513
|
|
|||
Other
|
|
—
|
|
|
148
|
|
|
59
|
|
|||
|
|
3,847
|
|
|
2,735
|
|
|
8,819
|
|
|||
Uses of Cash and Cash Equivalents:
|
|
|
|
|
|
|
||||||
Capital expenditures
(1)
|
|
$
|
2,582
|
|
|
$
|
1,768
|
|
|
$
|
4,441
|
|
Leasehold and property acquisitions
|
|
178
|
|
|
181
|
|
|
367
|
|
|||
Net cash used by Australia discontinued operations
|
|
—
|
|
|
23
|
|
|
208
|
|
|||
Commercial paper, credit facility and bank loan repayments, net
|
|
—
|
|
|
—
|
|
|
1,570
|
|
|||
Payments on fixed-rate debt
|
|
70
|
|
|
181
|
|
|
939
|
|
|||
Dividends paid
|
|
380
|
|
|
379
|
|
|
377
|
|
|||
Distributions to noncontrolling interest
|
|
265
|
|
|
293
|
|
|
129
|
|
|||
Other
|
|
81
|
|
|
—
|
|
|
—
|
|
|||
|
|
3,556
|
|
|
2,825
|
|
|
8,031
|
|
|||
Increase (decrease) in cash and cash equivalents
|
|
$
|
291
|
|
|
$
|
(90
|
)
|
|
$
|
788
|
|
(1)
|
The table presents capital expenditures on a cash basis; therefore, the amounts may differ from those discussed elsewhere in this document, which include accruals.
|
|
|
At December 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
|
(In millions)
|
||||||
Cash and cash equivalents
|
|
$
|
1,668
|
|
|
$
|
1,377
|
|
Total debt
|
|
8,484
|
|
|
8,544
|
|
||
Equity
|
|
8,791
|
|
|
7,679
|
|
||
Available committed borrowing capacity
|
|
3,500
|
|
|
3,500
|
|
Contractual Obligations
(1)
|
|
Note
Reference
|
|
Total
|
|
2018
|
|
2019-2020
|
|
2021-2022
|
|
2023 & Beyond
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||||
On-Balance Sheet:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Debt, at face value
|
|
Note 7
|
|
$
|
8,580
|
|
|
$
|
550
|
|
|
$
|
150
|
|
|
$
|
1,307
|
|
|
$
|
6,573
|
|
Interest payments
|
|
Note 7
|
|
8,147
|
|
|
432
|
|
|
787
|
|
|
736
|
|
|
6,192
|
|
|||||
Capital lease
(2)
|
|
Note 9
|
|
41
|
|
|
1
|
|
|
3
|
|
|
3
|
|
|
34
|
|
|||||
Off-Balance Sheet:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Drilling rigs
(3)
|
|
Note 9
|
|
85
|
|
|
20
|
|
|
65
|
|
|
—
|
|
|
—
|
|
|||||
Purchase obligations
(4)
|
|
Note 9
|
|
1,275
|
|
|
183
|
|
|
296
|
|
|
214
|
|
|
582
|
|
|||||
Operating lease obligations
(5)
|
|
Note 9
|
|
233
|
|
|
54
|
|
|
81
|
|
|
57
|
|
|
41
|
|
|||||
Total Contractual Obligations
|
|
|
|
$
|
18,361
|
|
|
$
|
1,240
|
|
|
$
|
1,382
|
|
|
$
|
2,317
|
|
|
$
|
13,422
|
|
(1)
|
This table does not include the Company’s liability for dismantlement, abandonment, and restoration costs of oil and gas properties or pension or postretirement benefit obligations. For additional information regarding these liabilities, please see Notes 6 and 10, respectively, in the Notes to Consolidated Financial Statements set forth in Part IV, Item 15 of this Form 10-K.
|
(2)
|
This represents our capital lease obligation related to our Midland, Texas office building. The imputed interest rate necessary to reduce the net minimum lease payments to present value of the lease term is
4.4 percent
or
$18 million
as of December 31, 2017.
|
(3)
|
Payments associated with the drilling of exploratory wells and development wells net of amounts billed to partners will be capitalized as a component of oil and gas properties, and either depreciated, impaired, or written off as exploration expense.
|
(4)
|
Amounts represent any agreements to purchase goods or services that are enforceable and legally binding and that specify all significant terms. These include minimum commitments associated with take-or-pay contracts, NGL processing agreements, drilling work program commitments, and agreements to secure capacity rights on third-party pipelines. Includes amounts related to firm transportation capacity on the Gulf Coast Express Pipeline Project (GCX Project), expected to be in service in October 2019. Amounts exclude certain product purchase obligations related to marketing and trading activities for which there are no minimum purchase requirements or the amounts are not fixed or determinable.
|
(5)
|
Amounts include long-term lease payments for office space, aircraft, supply and standby vessels, land leases, and equipment related to exploration, development, and production activities. The Company expects to receive
$1 million
in sublease income associated with these leases.
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
ITEM 9B.
|
OTHER INFORMATION
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
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.
|
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
|
(a)
|
Documents included in this report:
|
1.
|
Financial Statements
|
Report of management on internal control over financial reporting
|
F-1
|
Report of independent registered public accounting firm
|
F-2
|
Report of independent registered public accounting firm
|
F-3
|
Statement of consolidated operations for each of the three years in the period ended December 31, 2017
|
F-4
|
Statement of consolidated comprehensive income (loss) for each of the three years in the period ended December 31, 2017
|
F-5
|
Statement of consolidated cash flows for each of the three years in the period ended December 31, 2017
|
F-6
|
Consolidated balance sheet as of December 31, 2017 and 2016
|
F-7
|
Statement of consolidated changes in equity for each of the three years in the period ended December 31, 2017
|
F-8
|
Notes to consolidated financial statements
|
F-9
|
2.
|
Financial Statement Schedules
|
|
Financial statement schedules have been omitted because they are either not required, not applicable or the information required to be presented is included in the Company’s financial statements and related notes.
|
3.
|
Exhibits
|
ITEM 16.
|
FORM 10-K SUMMARY
|
Name
|
|
Title
|
|
Date
|
/s/ John J. Christmann IV
John J. Christmann IV
|
|
Director, Chief Executive Officer, and President
(principal executive officer)
|
|
February 22, 2018
|
/s/ Stephen J. Riney
Stephen J. Riney
|
|
Executive Vice President and Chief Financial Officer (principal financial officer)
|
|
February 22, 2018
|
/s/ Rebecca A. Hoyt
Rebecca A. Hoyt
|
|
Senior Vice President, Chief Accounting Officer, and Controller
(principal accounting officer)
|
|
February 22, 2018
|
/s/ Annell R. Bay
Annell R. Bay
|
|
Director
|
|
February 22, 2018
|
/s/ Chansoo Joung
Chansoo Joung |
|
Director
|
|
February 22, 2018
|
/s/ Rene R. Joyce
Rene R. Joyce |
|
Director
|
|
February 22, 2018
|
/s/ George D. Lawrence
George D. Lawrence
|
|
Director
|
|
February 22, 2018
|
/s/ John E. Lowe
John E. Lowe
|
|
Director, Non-Executive Chairman of the Board
|
|
February 22, 2018
|
/s/ William C. Montgomery
William C. Montgomery
|
|
Director
|
|
February 22, 2018
|
/s/ Amy H. Nelson
Amy H. Nelson
|
|
Director
|
|
February 22, 2018
|
/s/ Rodman D. Patton
Rodman D. Patton
|
|
Director
|
|
February 22, 2018
|
/s/ Daniel W. Rabun
Daniel W. Rabun
|
|
Director
|
|
February 22, 2018
|
/s/ Peter A. Ragauss
Peter A. Ragauss
|
|
Director
|
|
February 22, 2018
|
/s/ John J. Christmann IV
|
Chief Executive Officer and President
|
(principal executive officer)
|
|
/s/ Stephen J. Riney
|
Executive Vice President and Chief Financial Officer
|
(principal financial officer)
|
|
/s/ Rebecca A. Hoyt
|
Senior Vice President, Chief Accounting Officer and Controller
|
(principal accounting officer)
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions, except per common share data)
|
||||||||||
REVENUES AND OTHER:
|
|
|
|
|
|
|
||||||
Oil and gas production revenues:
|
|
|
|
|
|
|
||||||
Oil revenues
|
|
$
|
4,598
|
|
|
$
|
4,172
|
|
|
$
|
5,107
|
|
Natural gas revenues
|
|
959
|
|
|
967
|
|
|
1,176
|
|
|||
Natural gas liquids revenues
|
|
330
|
|
|
228
|
|
|
227
|
|
|||
|
|
5,887
|
|
|
5,367
|
|
|
6,510
|
|
|||
Derivative instrument gains (losses), net
|
|
(135
|
)
|
|
—
|
|
|
—
|
|
|||
Other
|
|
44
|
|
|
(34
|
)
|
|
98
|
|
|||
Gain on divestiture
|
|
627
|
|
|
21
|
|
|
281
|
|
|||
|
|
6,423
|
|
|
5,354
|
|
|
6,889
|
|
|||
OPERATING EXPENSES:
|
|
|
|
|
|
|
||||||
Lease operating expenses
|
|
1,400
|
|
|
1,494
|
|
|
1,854
|
|
|||
Gathering and transportation
|
|
179
|
|
|
200
|
|
|
211
|
|
|||
Taxes other than income
|
|
151
|
|
|
126
|
|
|
282
|
|
|||
Exploration
|
|
549
|
|
|
473
|
|
|
2,771
|
|
|||
General and administrative
|
|
395
|
|
|
410
|
|
|
380
|
|
|||
Transaction, reorganization, and separation
|
|
16
|
|
|
39
|
|
|
132
|
|
|||
Depreciation, depletion, and amortization:
|
|
|
|
|
|
|
||||||
Oil and gas property and equipment
|
|
2,136
|
|
|
2,460
|
|
|
2,976
|
|
|||
Other assets
|
|
144
|
|
|
158
|
|
|
324
|
|
|||
Asset retirement obligation accretion
|
|
130
|
|
|
156
|
|
|
145
|
|
|||
Impairments
|
|
8
|
|
|
1,103
|
|
|
9,472
|
|
|||
Financing costs, net
|
|
397
|
|
|
417
|
|
|
511
|
|
|||
|
|
5,505
|
|
|
7,036
|
|
|
19,058
|
|
|||
NET INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
|
|
918
|
|
|
(1,682
|
)
|
|
(12,169
|
)
|
|||
Current income tax provision
|
|
595
|
|
|
391
|
|
|
435
|
|
|||
Deferred income tax benefit
|
|
(1,180
|
)
|
|
(833
|
)
|
|
(1,445
|
)
|
|||
NET INCOME (LOSS) FROM CONTINUING OPERATIONS INCLUDING NONCONTROLLING INTEREST
|
|
1,503
|
|
|
(1,240
|
)
|
|
(11,159
|
)
|
|||
Net income (loss) from discontinued operations, net of tax
|
|
—
|
|
|
(33
|
)
|
|
492
|
|
|||
NET INCOME (LOSS) INCLUDING NONCONTROLLING INTEREST
|
|
1,503
|
|
|
(1,273
|
)
|
|
(10,667
|
)
|
|||
Net income (loss) attributable to noncontrolling interest
|
|
199
|
|
|
132
|
|
|
(315
|
)
|
|||
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCK
|
|
$
|
1,304
|
|
|
$
|
(1,405
|
)
|
|
$
|
(10,352
|
)
|
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS:
|
|
|
|
|
|
|
||||||
Net income (loss) from continuing operations attributable to common shareholders
|
|
$
|
1,304
|
|
|
$
|
(1,372
|
)
|
|
$
|
(10,844
|
)
|
Net income (loss) from discontinued operations
|
|
—
|
|
|
(33
|
)
|
|
492
|
|
|||
Net income (loss) attributable to common shareholders
|
|
$
|
1,304
|
|
|
$
|
(1,405
|
)
|
|
$
|
(10,352
|
)
|
NET INCOME (LOSS) PER COMMON SHARE:
|
|
|
|
|
|
|
||||||
Basic net income (loss) from continuing operations per share
|
|
$
|
3.42
|
|
|
$
|
(3.62
|
)
|
|
$
|
(28.70
|
)
|
Basic net income (loss) from discontinued operations per share
|
|
—
|
|
|
(0.09
|
)
|
|
1.30
|
|
|||
Basic net income (loss) per share
|
|
$
|
3.42
|
|
|
$
|
(3.71
|
)
|
|
$
|
(27.40
|
)
|
DILUTED NET INCOME (LOSS) PER COMMON SHARE:
|
|
|
|
|
|
|
||||||
Diluted net income (loss) from continuing operations per share
|
|
$
|
3.41
|
|
|
$
|
(3.62
|
)
|
|
$
|
(28.70
|
)
|
Diluted net income (loss) from discontinued operations per share
|
|
—
|
|
|
(0.09
|
)
|
|
1.30
|
|
|||
Diluted net income (loss) per share
|
|
$
|
3.41
|
|
|
$
|
(3.71
|
)
|
|
$
|
(27.40
|
)
|
WEIGHTED-AVERAGE NUMBER OF COMMON SHARES OUTSTANDING:
|
|
|
|
|
|
|
||||||
Basic
|
|
381
|
|
|
379
|
|
|
378
|
|
|||
Diluted
|
|
383
|
|
|
379
|
|
|
378
|
|
|||
DIVIDENDS DECLARED PER COMMON SHARE
|
|
$
|
1.00
|
|
|
$
|
1.00
|
|
|
$
|
1.00
|
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
NET INCOME (LOSS) INCLUDING NONCONTROLLING INTEREST
|
|
$
|
1,503
|
|
|
$
|
(1,273
|
)
|
|
$
|
(10,667
|
)
|
OTHER COMPREHENSIVE INCOME (LOSS):
|
|
|
|
|
|
|
||||||
Pension and postretirement benefit plan, net of tax
|
|
7
|
|
|
7
|
|
|
(3
|
)
|
|||
Currency translation adjustment
|
|
109
|
|
|
—
|
|
|
—
|
|
|||
|
|
116
|
|
|
7
|
|
|
(3
|
)
|
|||
COMPREHENSIVE INCOME (LOSS) INCLUDING NONCONTROLLING INTEREST
|
|
1,619
|
|
|
(1,266
|
)
|
|
(10,670
|
)
|
|||
Comprehensive income (loss) attributable to noncontrolling interest
|
|
199
|
|
|
132
|
|
|
(315
|
)
|
|||
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCK
|
|
$
|
1,420
|
|
|
$
|
(1,398
|
)
|
|
$
|
(10,355
|
)
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
|
||||||
Net income (loss) including noncontrolling interest
|
|
$
|
1,503
|
|
|
$
|
(1,273
|
)
|
|
$
|
(10,667
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
|
|
|
||||||
Loss (income) from discontinued operations
|
|
—
|
|
|
33
|
|
|
(492
|
)
|
|||
Unrealized derivative instrument losses, net
|
|
59
|
|
|
—
|
|
|
—
|
|
|||
Gain on divestitures
|
|
(627
|
)
|
|
(21
|
)
|
|
(281
|
)
|
|||
Exploratory dry hole expense and unproved leasehold impairments
|
|
429
|
|
|
353
|
|
|
2,595
|
|
|||
Depreciation, depletion, and amortization
|
|
2,280
|
|
|
2,618
|
|
|
3,300
|
|
|||
Asset retirement obligation accretion
|
|
130
|
|
|
156
|
|
|
145
|
|
|||
Impairments
|
|
8
|
|
|
1,103
|
|
|
9,472
|
|
|||
Benefit from deferred income taxes
|
|
(1,180
|
)
|
|
(833
|
)
|
|
(1,445
|
)
|
|||
Other
|
|
146
|
|
|
164
|
|
|
7
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
||||||
Receivables
|
|
(270
|
)
|
|
126
|
|
|
663
|
|
|||
Inventories
|
|
32
|
|
|
(27
|
)
|
|
21
|
|
|||
Drilling advances
|
|
(128
|
)
|
|
91
|
|
|
138
|
|
|||
Deferred charges and other
|
|
(58
|
)
|
|
115
|
|
|
(345
|
)
|
|||
Accounts payable
|
|
63
|
|
|
(63
|
)
|
|
(489
|
)
|
|||
Accrued expenses
|
|
4
|
|
|
(9
|
)
|
|
(156
|
)
|
|||
Deferred credits and noncurrent liabilities
|
|
37
|
|
|
(80
|
)
|
|
88
|
|
|||
NET CASH PROVIDED BY CONTINUING OPERATING ACTIVITIES
|
|
2,428
|
|
|
2,453
|
|
|
2,554
|
|
|||
NET CASH PROVIDED BY (USED IN) DISCONTINUED OPERATIONS
|
|
—
|
|
|
(23
|
)
|
|
113
|
|
|||
NET CASH PROVIDED BY OPERATING ACTIVITIES
|
|
2,428
|
|
|
2,430
|
|
|
2,667
|
|
|||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
|
||||||
Additions to oil and gas property
|
|
(2,052
|
)
|
|
(1,610
|
)
|
|
(4,208
|
)
|
|||
Additions to gas gathering, transmission, and processing facilities
|
|
(530
|
)
|
|
(158
|
)
|
|
(233
|
)
|
|||
Leasehold and property acquisitions
|
|
(178
|
)
|
|
(181
|
)
|
|
(367
|
)
|
|||
Proceeds from sale of Kitimat LNG
|
|
—
|
|
|
—
|
|
|
854
|
|
|||
Proceeds from sale of Yara Pilbara
|
|
—
|
|
|
—
|
|
|
391
|
|
|||
Proceeds from sale of Canadian assets, net of cash divested
|
|
661
|
|
|
—
|
|
|
—
|
|
|||
Proceeds from sale of oil and gas properties, other
|
|
758
|
|
|
134
|
|
|
268
|
|
|||
Other, net
|
|
(75
|
)
|
|
155
|
|
|
6
|
|
|||
NET CASH USED IN CONTINUING INVESTING ACTIVITIES
|
|
(1,416
|
)
|
|
(1,660
|
)
|
|
(3,289
|
)
|
|||
NET CASH PROVIDED BY DISCONTINUED OPERATIONS
|
|
—
|
|
|
—
|
|
|
4,372
|
|
|||
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
|
|
(1,416
|
)
|
|
(1,660
|
)
|
|
1,083
|
|
|||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
|
||||||
Commercial paper, credit facilities and bank notes, net
|
|
—
|
|
|
—
|
|
|
(1,570
|
)
|
|||
Payments on fixed-rate debt
|
|
(70
|
)
|
|
(181
|
)
|
|
(939
|
)
|
|||
Distributions to noncontrolling interest
|
|
(265
|
)
|
|
(293
|
)
|
|
(129
|
)
|
|||
Dividends paid
|
|
(380
|
)
|
|
(379
|
)
|
|
(377
|
)
|
|||
Other
|
|
(6
|
)
|
|
(7
|
)
|
|
53
|
|
|||
NET CASH USED IN FINANCING ACTIVITIES
|
|
(721
|
)
|
|
(860
|
)
|
|
(2,962
|
)
|
|||
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
|
|
291
|
|
|
(90
|
)
|
|
788
|
|
|||
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR
|
|
1,377
|
|
|
1,467
|
|
|
679
|
|
|||
CASH AND CASH EQUIVALENTS AT END OF PERIOD
|
|
$
|
1,668
|
|
|
$
|
1,377
|
|
|
$
|
1,467
|
|
SUPPLEMENTARY CASH FLOW DATA:
|
|
|
|
|
|
|
||||||
Interest paid, net of capitalized interest
|
|
$
|
405
|
|
|
$
|
413
|
|
|
$
|
461
|
|
Income taxes paid, net of refunds
|
|
516
|
|
|
305
|
|
|
573
|
|
|
|
December 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
|
(In millions)
|
||||||
ASSETS
|
|
|
|
|
||||
CURRENT ASSETS:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
1,668
|
|
|
$
|
1,377
|
|
Receivables, net of allowance
|
|
1,345
|
|
|
1,128
|
|
||
Inventories
|
|
368
|
|
|
476
|
|
||
Drilling advances
|
|
207
|
|
|
81
|
|
||
Prepaid assets and other
|
|
137
|
|
|
179
|
|
||
|
|
3,725
|
|
|
3,241
|
|
||
PROPERTY AND EQUIPMENT:
|
|
|
|
|
||||
Oil and gas, on the basis of successful efforts accounting:
|
|
|
|
|
||||
Proved properties
|
|
39,197
|
|
|
42,693
|
|
||
Unproved properties and properties under development
|
|
1,783
|
|
|
1,969
|
|
||
Gathering, transmission, and processing facilities
|
|
1,376
|
|
|
976
|
|
||
Other
|
|
1,046
|
|
|
1,111
|
|
||
|
|
43,402
|
|
|
46,749
|
|
||
Less: Accumulated depreciation, depletion, and amortization
|
|
(25,643
|
)
|
|
(27,882
|
)
|
||
|
|
17,759
|
|
|
18,867
|
|
||
OTHER ASSETS:
|
|
|
|
|
||||
Deferred charges and other
|
|
438
|
|
|
411
|
|
||
|
|
$
|
21,922
|
|
|
$
|
22,519
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
||||
CURRENT LIABILITIES:
|
|
|
|
|
||||
Accounts payable
|
|
$
|
641
|
|
|
$
|
585
|
|
Current debt
|
|
550
|
|
|
—
|
|
||
Other current liabilities (Note 5)
|
|
1,373
|
|
|
1,258
|
|
||
|
|
2,564
|
|
|
1,843
|
|
||
LONG-TERM DEBT
|
|
7,934
|
|
|
8,544
|
|
||
DEFERRED CREDITS AND OTHER NONCURRENT LIABILITIES:
|
|
|
|
|
||||
Income taxes
|
|
545
|
|
|
1,710
|
|
||
Asset retirement obligation
|
|
1,792
|
|
|
2,432
|
|
||
Other
|
|
296
|
|
|
311
|
|
||
|
|
2,633
|
|
|
4,453
|
|
||
COMMITMENTS AND CONTINGENCIES (Note 9)
|
|
|
|
|
||||
EQUITY:
|
|
|
|
|
||||
Common stock, $0.625 par, 860,000,000 shares authorized, 414,125,879 and 412,612,102 shares issued, respectively
|
|
259
|
|
|
258
|
|
||
Paid-in capital
|
|
12,128
|
|
|
12,364
|
|
||
Accumulated deficit
|
|
(2,088
|
)
|
|
(3,385
|
)
|
||
Treasury stock, at cost, 33,171,015 and 33,172,426 shares, respectively
|
|
(2,887
|
)
|
|
(2,887
|
)
|
||
Accumulated other comprehensive income (loss)
|
|
4
|
|
|
(112
|
)
|
||
APACHE SHAREHOLDERS’ EQUITY
|
|
7,416
|
|
|
6,238
|
|
||
Noncontrolling interest
|
|
1,375
|
|
|
1,441
|
|
||
TOTAL EQUITY
|
|
8,791
|
|
|
7,679
|
|
||
|
|
$
|
21,922
|
|
|
$
|
22,519
|
|
|
Common
Stock
|
|
Paid-In
Capital
|
|
Retained
Earnings
(Accumulated
Deficit)
|
|
Treasury
Stock
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
APACHE
SHAREHOLDERS’
EQUITY
|
|
Noncontrolling
Interest
|
|
TOTAL
EQUITY
|
||||||||||||||||
|
(In millions)
|
||||||||||||||||||||||||||||||
BALANCE AT DECEMBER 31, 2014
|
$
|
256
|
|
|
$
|
12,590
|
|
|
$
|
8,655
|
|
|
$
|
(2,890
|
)
|
|
$
|
(116
|
)
|
|
$
|
18,495
|
|
|
$
|
2,046
|
|
|
$
|
20,541
|
|
Net loss
|
—
|
|
|
—
|
|
|
(10,352
|
)
|
|
—
|
|
|
—
|
|
|
(10,352
|
)
|
|
(315
|
)
|
|
(10,667
|
)
|
||||||||
Distributions to noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(129
|
)
|
|
(129
|
)
|
||||||||
Pension & Postretirement benefit plans, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
(3
|
)
|
|
—
|
|
|
(3
|
)
|
||||||||
Common dividends ($1.00 per share)
|
—
|
|
|
(95
|
)
|
|
(283
|
)
|
|
—
|
|
|
—
|
|
|
(378
|
)
|
|
—
|
|
|
(378
|
)
|
||||||||
Common stock activity, net
|
1
|
|
|
(15
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14
|
)
|
|
—
|
|
|
(14
|
)
|
||||||||
Treasury stock activity, net
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Compensation expense
|
—
|
|
|
140
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
140
|
|
|
—
|
|
|
140
|
|
||||||||
BALANCE AT DECEMBER 31, 2015
|
$
|
257
|
|
|
$
|
12,619
|
|
|
$
|
(1,980
|
)
|
|
$
|
(2,889
|
)
|
|
$
|
(119
|
)
|
|
$
|
7,888
|
|
|
$
|
1,602
|
|
|
$
|
9,490
|
|
Net income (loss)
|
—
|
|
|
—
|
|
|
(1,405
|
)
|
|
—
|
|
|
—
|
|
|
(1,405
|
)
|
|
132
|
|
|
(1,273
|
)
|
||||||||
Distributions to noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(293
|
)
|
|
(293
|
)
|
||||||||
Pension & Postretirement benefit plans, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7
|
|
|
7
|
|
|
—
|
|
|
7
|
|
||||||||
Common dividends ($1.00 per share)
|
—
|
|
|
(379
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(379
|
)
|
|
—
|
|
|
(379
|
)
|
||||||||
Common stock activity, net
|
1
|
|
|
(39
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(38
|
)
|
|
—
|
|
|
(38
|
)
|
||||||||
Treasury stock activity, net
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
2
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
||||||||
Compensation expense
|
—
|
|
|
164
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
164
|
|
|
—
|
|
|
164
|
|
||||||||
BALANCE AT DECEMBER 31, 2016
|
$
|
258
|
|
|
$
|
12,364
|
|
|
$
|
(3,385
|
)
|
|
$
|
(2,887
|
)
|
|
$
|
(112
|
)
|
|
$
|
6,238
|
|
|
$
|
1,441
|
|
|
$
|
7,679
|
|
Net income
|
—
|
|
|
—
|
|
|
1,304
|
|
|
—
|
|
|
—
|
|
|
1,304
|
|
|
199
|
|
|
1,503
|
|
||||||||
Distributions to noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(265
|
)
|
|
(265
|
)
|
||||||||
Pension & Postretirement benefit plans, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7
|
|
|
7
|
|
|
—
|
|
|
7
|
|
||||||||
Common dividends ($1.00 per share)
|
—
|
|
|
(381
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(381
|
)
|
|
—
|
|
|
(381
|
)
|
||||||||
Common stock activity, net
|
1
|
|
|
(40
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(39
|
)
|
|
—
|
|
|
(39
|
)
|
||||||||
Compensation expense
|
—
|
|
|
174
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
174
|
|
|
—
|
|
|
174
|
|
||||||||
Other
|
—
|
|
|
11
|
|
|
(7
|
)
|
|
—
|
|
|
109
|
|
|
113
|
|
|
—
|
|
|
113
|
|
||||||||
BALANCE AT DECEMBER 31, 2017
|
$
|
259
|
|
|
$
|
12,128
|
|
|
$
|
(2,088
|
)
|
|
$
|
(2,887
|
)
|
|
$
|
4
|
|
|
$
|
7,416
|
|
|
$
|
1,375
|
|
|
$
|
8,791
|
|
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Allowance for doubtful accounts at beginning of year
|
|
$
|
93
|
|
|
$
|
103
|
|
|
$
|
98
|
|
Additional provisions for the year
|
|
4
|
|
|
14
|
|
|
40
|
|
|||
Uncollectible accounts written off net of recoveries
|
|
(13
|
)
|
|
(24
|
)
|
|
(35
|
)
|
|||
Allowance for doubtful accounts at end of year
|
|
$
|
84
|
|
|
$
|
93
|
|
|
$
|
103
|
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Oil and Gas Property:
|
|
|
|
|
|
|
||||||
Proved
|
|
$
|
—
|
|
|
$
|
427
|
|
|
$
|
7,389
|
|
Unproved
|
|
246
|
|
|
272
|
|
|
2,462
|
|
|
|
Egypt
|
|
North Sea
|
|
Total
|
||||||
|
|
(In millions)
|
||||||||||
Goodwill at December 31, 2014
|
|
$
|
87
|
|
|
$
|
163
|
|
|
$
|
250
|
|
Impairments
|
|
—
|
|
|
(163
|
)
|
|
(163
|
)
|
|||
Goodwill at December 31, 2015
|
|
87
|
|
|
—
|
|
|
87
|
|
|||
Impairments
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Goodwill at December 31, 2016
|
|
87
|
|
|
—
|
|
|
87
|
|
|||
Impairments
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Goodwill at December 31, 2017
|
|
$
|
87
|
|
|
$
|
—
|
|
|
$
|
87
|
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Revenues and other from discontinued operations
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
288
|
|
|
|
|
|
|
|
|
||||||
Impairment on Woodside sale
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(49
|
)
|
Loss on Woodside sale
|
|
—
|
|
|
(23
|
)
|
|
—
|
|
|||
Loss on Consortium sale
|
|
—
|
|
|
—
|
|
|
(139
|
)
|
|||
Income from divested Australian operations
|
|
—
|
|
|
—
|
|
|
28
|
|
|||
Loss from Argentina divestiture
|
|
—
|
|
|
(10
|
)
|
|
—
|
|
|||
Income tax benefit
|
|
—
|
|
|
—
|
|
|
652
|
|
|||
Income (loss) from discontinued operations, net of tax
|
|
$
|
—
|
|
|
$
|
(33
|
)
|
|
$
|
492
|
|
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Balance at January 1
|
|
$
|
264
|
|
|
$
|
245
|
|
|
$
|
849
|
|
Additions pending determination of proved reserves
|
|
477
|
|
|
249
|
|
|
382
|
|
|||
Divestitures and other
|
|
(3
|
)
|
|
—
|
|
|
(557
|
)
|
|||
Reclassifications to proved properties
|
|
(373
|
)
|
|
(211
|
)
|
|
(369
|
)
|
|||
Charged to exploration expense
|
|
(15
|
)
|
|
(19
|
)
|
|
(60
|
)
|
|||
Balance at December 31
(1)
|
|
$
|
350
|
|
|
$
|
264
|
|
|
$
|
245
|
|
(1)
|
Includes
$2 million
of assets related to the Canada divestiture at December 31, 2015.
|
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Exploratory well costs capitalized for a period of one year or less
|
|
$
|
160
|
|
|
$
|
119
|
|
|
$
|
184
|
|
Exploratory well costs capitalized for a period greater than one year
|
|
190
|
|
|
145
|
|
|
61
|
|
|||
Balance at December 31
|
|
$
|
350
|
|
|
$
|
264
|
|
|
$
|
245
|
|
|
|
|
|
|
|
|
||||||
Number of projects with exploratory well costs capitalized for a period greater than one year
|
|
4
|
|
|
3
|
|
|
2
|
|
|
|
|
|
|
|
|
|
2014 and
|
||||||||
|
|
Total
|
|
2016
|
|
2015
|
|
Prior
|
||||||||
|
|
|||||||||||||||
North Sea
|
|
$
|
160
|
|
|
$
|
47
|
|
|
$
|
53
|
|
|
$
|
60
|
|
Other International
|
|
30
|
|
|
—
|
|
|
28
|
|
|
2
|
|
||||
|
|
$
|
190
|
|
|
$
|
47
|
|
|
$
|
81
|
|
|
$
|
62
|
|
|
|
|
|
Put Options
(1)(2)
|
|||
Production Period
|
|
Settlement Index
|
|
Mbbls
|
|
Weighted Average Strike Price
|
|
January—December 2018
|
|
Dated Brent
|
|
3,650
|
|
|
$50.00
|
(1)
|
The remaining unamortized premium paid as of
December 31, 2017
, was
$9 million
.
|
(2)
|
Subsequent to
December 31, 2017
, the Company entered into put option contracts settling against NYMEX WTI totaling
5,520
Mbbls with a strike price of
$53.00
for the second half of 2018 and Dated Brent totaling
5,520
Mbbls with a strike price of
$58.00
for the second half of 2018. Apache paid total premiums of
$9 million
and
$11 million
for the NYMEX WTI and Dated Brent put contracts, respectively.
|
|
|
|
|
Fixed-Price Swaps
|
|
Collars
|
|
Call Options
(3)
|
|||||||||||
Production Period
|
|
Settlement Index
|
|
Mbbls
|
|
Weighted Average Fixed Price
|
|
Mbbls
|
|
Weighted Average Floor Price
|
|
Weighted Average Ceiling Price
|
|
Mbbls
|
|
Strike Price
|
|||
January—June 2018
|
|
NYMEX WTI
|
|
2,715
|
|
|
$51.23
|
|
2,715
|
|
|
$45.00
|
|
$56.45
|
|
—
|
|
|
—
|
January—June 2018
|
|
Dated Brent
|
|
2,172
|
|
|
$54.57
|
|
2,172
|
|
|
$50.00
|
|
$58.77
|
|
—
|
|
|
—
|
January—December 2018
|
|
NYMEX WTI
|
|
—
|
|
|
—
|
|
6,753
|
|
|
$45.00
|
|
$57.00
|
|
6,753
|
|
|
$60.03
|
(3)
|
The remaining unamortized premium paid as of
December 31, 2017
, was
$10 million
.
|
|
|
|
|
Fixed-Price Swaps
|
|||
Production Period
|
|
Settlement Index
|
|
MMBtu
(in 000’s)
|
|
Weighted Average Fixed Price
|
|
January—March 2018
|
|
NYMEX Henry Hub
|
|
13,500
|
|
|
$3.39
|
January—June 2018
|
|
NYMEX Henry Hub
|
|
22,625
|
|
|
$3.17
|
April—June 2018
|
|
NYMEX Henry Hub
|
|
16,835
|
|
|
$2.92
|
July—December 2018
|
|
NYMEX Henry Hub
|
|
33,580
|
|
|
$2.96
|
Production Period
|
|
Settlement Index
|
|
MMBtu
(in 000’s)
|
|
Weighted Average Price Differential
|
|
January—March 2018
|
|
NYMEX Henry Hub/Waha
|
|
9,450
|
|
|
$(0.43)
|
July—December 2018
|
|
NYMEX Henry Hub/Waha
|
|
33,120
|
|
|
$(0.53)
|
October—December 2018
|
|
NYMEX Henry Hub/Waha
|
|
1,380
|
|
|
$(0.51)
|
January—March 2019
|
|
NYMEX Henry Hub/Waha
|
|
1,350
|
|
|
$(0.54)
|
January—June 2019
|
|
NYMEX Henry Hub/Waha
|
|
32,580
|
|
|
$(0.53)
|
January—December 2019
|
|
NYMEX Henry Hub/Waha
|
|
14,600
|
|
|
$(0.45)
|
|
|
Fair Value Measurements Using
|
|
|
|
|
|
|
||||||||||||||||
|
|
Quoted Price in Active Markets (Level 1)
|
|
Significant Other Inputs (Level 2)
|
|
Significant Unobservable Inputs
(Level 3)
|
|
Total Fair Value
|
|
Netting
(1)
|
|
Carrying Amount
|
||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity Derivative Instruments
|
|
$
|
—
|
|
|
$
|
67
|
|
|
$
|
—
|
|
|
$
|
67
|
|
|
$
|
(43
|
)
|
|
$
|
24
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity Derivative Instruments
|
|
—
|
|
|
107
|
|
|
—
|
|
|
107
|
|
|
(43
|
)
|
|
64
|
|
||||||
December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity Derivative Instruments
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commodity Derivative Instruments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
(1)
|
The derivative fair values are based on analysis of each contract on a gross basis, excluding the impact of netting agreements with counterparties.
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||
|
|
(In millions)
|
||||||
Current Assets: Prepaid assets and other
|
|
$
|
8
|
|
|
$
|
—
|
|
Other Assets: Deferred charges and other
|
|
16
|
|
|
—
|
|
||
Total Assets
|
|
$
|
24
|
|
|
$
|
—
|
|
|
|
|
|
|
||||
Current Liabilities: Other current liabilities
|
|
$
|
64
|
|
|
$
|
—
|
|
Total Liabilities
|
|
$
|
64
|
|
|
$
|
—
|
|
|
|
For the Year Ended December 31,
|
||||||||||
2017
|
|
2016
|
|
2015
|
||||||||
|
|
(In millions)
|
||||||||||
Realized gain (loss):
|
|
|
|
|
|
|
||||||
Derivative settlements, realized gain
|
|
$
|
24
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Amortization of put premium, realized loss
|
|
(100
|
)
|
|
—
|
|
|
—
|
|
|||
Unrealized loss
|
|
(59
|
)
|
|
—
|
|
|
—
|
|
|||
Derivative instrument gain (losses), net
|
|
$
|
(135
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
December 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
|
(In millions)
|
||||||
Accrued operating expenses
|
|
$
|
72
|
|
|
$
|
110
|
|
Accrued exploration and development
|
|
802
|
|
|
463
|
|
||
Accrued compensation and benefits
|
|
115
|
|
|
201
|
|
||
Accrued interest
|
|
145
|
|
|
145
|
|
||
Accrued income taxes
|
|
55
|
|
|
22
|
|
||
Current asset retirement obligation
|
|
43
|
|
|
66
|
|
||
Refundable deposits
|
|
—
|
|
|
174
|
|
||
Other
|
|
141
|
|
|
77
|
|
||
Total Other current liabilities
|
|
$
|
1,373
|
|
|
$
|
1,258
|
|
|
|
2017
|
|
2016
|
||||
|
|
(In millions)
|
||||||
Asset retirement obligation at beginning of year
|
|
$
|
2,498
|
|
|
$
|
2,598
|
|
Liabilities incurred
|
|
58
|
|
|
41
|
|
||
Liabilities divested
|
|
(818
|
)
|
|
(7
|
)
|
||
Liabilities settled
|
|
(45
|
)
|
|
(57
|
)
|
||
Accretion expense
|
|
130
|
|
|
156
|
|
||
Revisions in estimated liabilities
|
|
12
|
|
|
(233
|
)
|
||
Asset retirement obligation at end of year
|
|
1,835
|
|
|
2,498
|
|
||
Less current portion
|
|
(43
|
)
|
|
(66
|
)
|
||
Asset retirement obligation, long-term
|
|
$
|
1,792
|
|
|
$
|
2,432
|
|
|
|
December 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
|
(In millions)
|
||||||
Commercial paper
|
|
$
|
—
|
|
|
$
|
—
|
|
6.9% notes due 2018
(1)
|
|
400
|
|
|
400
|
|
||
7.0% notes due 2018
(2)
|
|
150
|
|
|
150
|
|
||
7.625% notes due 2019
|
|
150
|
|
|
150
|
|
||
3.625% notes due 2021
(1)
|
|
493
|
|
|
493
|
|
||
3.25% notes due 2022
(1)
|
|
814
|
|
|
857
|
|
||
2.625% notes due 2023
(1)
|
|
528
|
|
|
528
|
|
||
7.7% notes due 2026
|
|
100
|
|
|
100
|
|
||
7.95% notes due 2026
|
|
180
|
|
|
180
|
|
||
7.75% notes due 2029
(3)
|
|
300
|
|
|
300
|
|
||
6.0% notes due 2037
(1)
|
|
1,000
|
|
|
1,000
|
|
||
5.1% notes due 2040
(1)
|
|
1,499
|
|
|
1,499
|
|
||
5.25% notes due 2042
(1)
|
|
500
|
|
|
500
|
|
||
4.75% notes due 2043
(1)
|
|
1,413
|
|
|
1,413
|
|
||
4.25% notes due 2044
(1)
|
|
753
|
|
|
780
|
|
||
7.375% debentures due 2047
|
|
150
|
|
|
150
|
|
||
7.625% debentures due 2096
|
|
150
|
|
|
150
|
|
||
Debt before unamortized discount and deferred loan costs
|
|
8,580
|
|
|
8,650
|
|
||
Unamortized discount
|
|
(47
|
)
|
|
(50
|
)
|
||
Deferred loan costs
|
|
(49
|
)
|
|
(56
|
)
|
||
Total debt
|
|
8,484
|
|
|
8,544
|
|
||
Current maturities
|
|
(550
|
)
|
|
—
|
|
||
Long-term debt
|
|
$
|
7,934
|
|
|
$
|
8,544
|
|
(1)
|
These notes are redeemable, as a whole or in part, at Apache’s option, subject to a make-whole premium. The remaining notes and debentures are not redeemable.
|
(2)
|
On February 1, 2018, Apache’s
7.0%
notes due 2018 in original principal amount of
$150 million
matured and were repaid.
|
(3)
|
Assumed in August 2017 as permitted by terms of these notes originally issued by a subsidiary and guaranteed by Apache. Since these notes historically have been included in Apache’s long-term debt, the assumption did not change Apache’s long-term debt or total debt.
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||
|
|
Carrying
Amount
|
|
Fair
Value
|
|
Carrying
Amount
|
|
Fair
Value
|
||||||||
|
|
(In millions)
|
||||||||||||||
Commercial paper
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Notes and debentures
|
|
8,484
|
|
|
9,244
|
|
|
8,544
|
|
|
9,183
|
|
||||
Total Debt
|
|
$
|
8,484
|
|
|
$
|
9,244
|
|
|
$
|
8,544
|
|
|
$
|
9,183
|
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Interest expense
|
|
$
|
457
|
|
|
$
|
464
|
|
|
$
|
486
|
|
Amortization of deferred loan costs
|
|
9
|
|
|
8
|
|
|
11
|
|
|||
Capitalized interest
|
|
(51
|
)
|
|
(48
|
)
|
|
(15
|
)
|
|||
Loss on extinguishment of debt
|
|
1
|
|
|
1
|
|
|
39
|
|
|||
Interest income
|
|
(19
|
)
|
|
(8
|
)
|
|
(10
|
)
|
|||
Financing costs, net
|
|
$
|
397
|
|
|
$
|
417
|
|
|
$
|
511
|
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
U.S.
|
|
$
|
(3,620
|
)
|
|
$
|
(997
|
)
|
|
$
|
(9,386
|
)
|
Foreign
|
|
4,538
|
|
|
(685
|
)
|
|
(2,783
|
)
|
|||
Total
|
|
$
|
918
|
|
|
$
|
(1,682
|
)
|
|
$
|
(12,169
|
)
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Current income taxes:
|
|
|
|
|
|
|
||||||
Federal
|
|
$
|
(38
|
)
|
|
$
|
(14
|
)
|
|
$
|
363
|
|
State
|
|
(8
|
)
|
|
(30
|
)
|
|
41
|
|
|||
Foreign
|
|
641
|
|
|
435
|
|
|
31
|
|
|||
|
|
595
|
|
|
391
|
|
|
435
|
|
|||
Deferred income taxes:
|
|
|
|
|
|
|
||||||
Federal
|
|
(1,010
|
)
|
|
(257
|
)
|
|
(1,123
|
)
|
|||
State
|
|
—
|
|
|
—
|
|
|
(51
|
)
|
|||
Foreign
|
|
(170
|
)
|
|
(576
|
)
|
|
(271
|
)
|
|||
|
|
(1,180
|
)
|
|
(833
|
)
|
|
(1,445
|
)
|
|||
Total
|
|
$
|
(585
|
)
|
|
$
|
(442
|
)
|
|
$
|
(1,010
|
)
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Income tax expense (benefit) at U.S. statutory rate
|
|
$
|
321
|
|
|
$
|
(589
|
)
|
|
$
|
(4,259
|
)
|
State income tax, less federal effect
(1)
|
|
(6
|
)
|
|
(19
|
)
|
|
(7
|
)
|
|||
Taxes related to foreign operations
|
|
(105
|
)
|
|
303
|
|
|
(662
|
)
|
|||
Tax credits
|
|
(33
|
)
|
|
(1
|
)
|
|
(6
|
)
|
|||
Tax on distributed foreign earnings
|
|
—
|
|
|
80
|
|
|
726
|
|
|||
Tax on deemed repatriation of foreign earnings
|
|
419
|
|
|
—
|
|
|
—
|
|
|||
Foreign tax credits
|
|
(201
|
)
|
|
(136
|
)
|
|
(2,090
|
)
|
|||
Deferred tax on undistributed foreign earnings
|
|
(1,872
|
)
|
|
(31
|
)
|
|
1,903
|
|
|||
Tax impact of goodwill adjustments
|
|
—
|
|
|
—
|
|
|
82
|
|
|||
Change in U.K. tax rate
|
|
—
|
|
|
(238
|
)
|
|
(414
|
)
|
|||
Change in U.S. tax rate
|
|
516
|
|
|
—
|
|
|
—
|
|
|||
Net change in tax contingencies
|
|
(1
|
)
|
|
(19
|
)
|
|
20
|
|
|||
Canadian USD functional currency election
|
|
—
|
|
|
158
|
|
|
—
|
|
|||
Sale of Canadian assets
|
|
279
|
|
|
—
|
|
|
—
|
|
|||
Sale of North Sea GTP assets
|
|
(48
|
)
|
|
—
|
|
|
—
|
|
|||
Valuation allowances
(1)
|
|
161
|
|
|
10
|
|
|
3,746
|
|
|||
All other, net
|
|
(15
|
)
|
|
40
|
|
|
(49
|
)
|
|||
|
|
$
|
(585
|
)
|
|
$
|
(442
|
)
|
|
$
|
(1,010
|
)
|
(1)
|
The change in state valuation allowance is included as a component of state income tax.
|
|
|
December 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
|
(In millions)
|
||||||
Deferred tax assets:
|
|
|
|
|
||||
Deferred income
|
|
$
|
13
|
|
|
$
|
105
|
|
U.S. and state net operating losses
|
|
1,230
|
|
|
1,095
|
|
||
Capital losses
|
|
620
|
|
|
—
|
|
||
Foreign net operating losses
|
|
6
|
|
|
1,424
|
|
||
Tax credits and other tax incentives
|
|
28
|
|
|
62
|
|
||
Foreign tax credits
|
|
2,427
|
|
|
2,226
|
|
||
Accrued expenses and liabilities
|
|
110
|
|
|
153
|
|
||
Asset retirement obligation
|
|
629
|
|
|
875
|
|
||
Property and equipment
|
|
—
|
|
|
1,189
|
|
||
Other
|
|
42
|
|
|
—
|
|
||
Total deferred tax assets
|
|
5,105
|
|
|
7,129
|
|
||
Valuation allowance
|
|
(3,816
|
)
|
|
(5,401
|
)
|
||
Net deferred tax assets
|
|
1,289
|
|
|
1,728
|
|
||
Deferred tax liabilities:
|
|
|
|
|
||||
Investment in foreign subsidiaries
|
|
—
|
|
|
1,872
|
|
||
Equity investments
|
|
18
|
|
|
23
|
|
||
Property and equipment
|
|
1,798
|
|
|
1,533
|
|
||
Other
|
|
—
|
|
|
5
|
|
||
Total deferred tax liabilities
|
|
1,816
|
|
|
3,433
|
|
||
Net deferred income tax liability
|
|
$
|
527
|
|
|
$
|
1,705
|
|
|
|
December 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
|
(In millions)
|
||||||
Assets:
|
|
|
|
|
||||
Deferred charges and other
|
|
$
|
18
|
|
|
$
|
5
|
|
Liabilities:
|
|
|
|
|
||||
Deferred income taxes
|
|
545
|
|
|
1,710
|
|
||
Net deferred income tax liability
|
|
$
|
527
|
|
|
$
|
1,705
|
|
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Balance at beginning of year
|
|
$
|
5,401
|
|
|
$
|
5,434
|
|
|
$
|
1,564
|
|
State
(1)
|
|
139
|
|
|
(43
|
)
|
|
151
|
|
|||
U.S.
|
|
905
|
|
|
139
|
|
|
2,159
|
|
|||
Foreign
(2)
|
|
(2,629
|
)
|
|
(129
|
)
|
|
1,560
|
|
|||
Balance at end of year
|
|
$
|
3,816
|
|
|
$
|
5,401
|
|
|
$
|
5,434
|
|
(1)
|
Reported as a component of state income taxes.
|
(2)
|
In 2017, the Company completed the sale of its Canadian assets. As such, except for capital losses incurred on the sale, the deferred tax assets, liabilities, and valuation allowance related to these assets were removed for 2017. In 2015, Apache's subsidiaries completed the sale of its interest in the Kitimat LNG project. As such, the deferred tax assets, liabilities, and valuation allowance related to the project were removed for 2015.
|
|
|
Amount
|
|
Expiration
|
||
|
|
(In millions)
|
|
|
||
Net operating losses:
|
|
|
|
|
||
U.S.
|
|
$
|
4,037
|
|
|
2018 - 2038
|
State
|
|
5,301
|
|
|
Various
|
|
|
Amount
|
|
Expiration
|
||
|
|
(In millions)
|
|
|
||
Foreign tax credits
|
|
$
|
2,427
|
|
|
2025-2026
|
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Balance at beginning of year
|
|
$
|
15
|
|
|
$
|
19
|
|
|
$
|
—
|
|
Additions based on tax positions related to the current year
|
|
12
|
|
|
15
|
|
|
19
|
|
|||
Reductions for tax positions of prior years
|
|
(1
|
)
|
|
(19
|
)
|
|
—
|
|
|||
Balance at end of year
|
|
$
|
26
|
|
|
$
|
15
|
|
|
$
|
19
|
|
|
|
U.S.
|
2012
|
Egypt
|
1998
|
U.K.
|
2016
|
Net Minimum Commitments
|
|
Total
|
|
2018
|
|
2019-2020
|
|
2021-2022
|
|
2023 & Beyond
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
Drilling rigs
(1)
|
|
$
|
85
|
|
|
$
|
20
|
|
|
$
|
65
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Purchase obligations
(2)
|
|
1,275
|
|
|
183
|
|
|
296
|
|
|
214
|
|
|
582
|
|
|||||
Operating lease obligations
(3)
|
|
233
|
|
|
54
|
|
|
81
|
|
|
57
|
|
|
41
|
|
|||||
Capital lease obligations
(4)
|
|
$
|
41
|
|
|
$
|
1
|
|
|
$
|
3
|
|
|
$
|
3
|
|
|
$
|
34
|
|
Total Net Minimum Commitments
(5)
|
|
$
|
1,634
|
|
|
$
|
258
|
|
|
$
|
445
|
|
|
$
|
274
|
|
|
$
|
657
|
|
(1)
|
Payments associated with the drilling of exploratory wells and development wells net of amounts billed to partners will be capitalized as a component of oil and gas properties, and either depreciated, impaired, or written off as exploration expense.
|
(2)
|
Amounts represent any agreements to purchase goods or services that are enforceable and legally binding and that specify all significant terms. These include minimum commitments associated with take-or-pay contracts, NGL processing agreements, drilling work program commitments, and agreements to secure capacity rights on third-party pipelines. Includes amounts related to firm transportation capacity on the Gulf Coast Express Pipeline Project (GCX Project), expected to be in service in October 2019. Amounts exclude certain product purchase obligations related to marketing and trading activities for which there are no minimum purchase requirements or the amounts are not fixed or determinable.
|
(3)
|
Amounts include long-term lease payments for office space, aircraft, supply and standby vessels, land leases, and equipment related to exploration, development, and production activities. The Company expects to receive
$1 million
in sublease income associated with these leases.
|
(4)
|
This represents our capital lease obligation related to our Midland, Texas office building. The imputed interest rate necessary to reduce the net minimum lease payments to present value of the lease term is
4.4 percent
or
$18 million
as of December 31, 2017.
|
(5)
|
Excludes purchase commitments for jointly owned fields and facilities for which the Company is not the operator.
|
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||||||||
|
|
Pension
Benefits
|
|
Postretirement
Benefits
|
|
Pension
Benefits
|
|
Postretirement
Benefits
|
|
Pension
Benefits
|
|
Postretirement
Benefits
|
||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||
Change in Projected Benefit Obligation
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Projected benefit obligation beginning of year
|
|
$
|
202
|
|
|
$
|
26
|
|
|
$
|
202
|
|
|
$
|
26
|
|
|
$
|
216
|
|
|
$
|
22
|
|
Service cost
|
|
4
|
|
|
2
|
|
|
4
|
|
|
2
|
|
|
5
|
|
|
2
|
|
||||||
Interest cost
|
|
6
|
|
|
1
|
|
|
7
|
|
|
1
|
|
|
8
|
|
|
1
|
|
||||||
Foreign currency exchange rate changes
|
|
20
|
|
|
—
|
|
|
(39
|
)
|
|
—
|
|
|
(10
|
)
|
|
—
|
|
||||||
Actuarial losses (gains)
|
|
(4
|
)
|
|
1
|
|
|
32
|
|
|
(2
|
)
|
|
(10
|
)
|
|
—
|
|
||||||
Effect of curtailment and settlements
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
||||||
Benefits paid
|
|
(12
|
)
|
|
(4
|
)
|
|
(4
|
)
|
|
(3
|
)
|
|
(7
|
)
|
|
(2
|
)
|
||||||
Retiree contributions
|
|
—
|
|
|
1
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
1
|
|
||||||
Projected benefit obligation at end of year
|
|
216
|
|
|
27
|
|
|
202
|
|
|
26
|
|
|
202
|
|
|
26
|
|
||||||
Change in Plan Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Fair value of plan assets at beginning of year
|
|
206
|
|
|
—
|
|
|
197
|
|
|
—
|
|
|
206
|
|
|
—
|
|
||||||
Actual return on plan assets
|
|
17
|
|
|
—
|
|
|
46
|
|
|
—
|
|
|
1
|
|
|
—
|
|
||||||
Foreign currency exchange rates
|
|
22
|
|
|
—
|
|
|
(39
|
)
|
|
—
|
|
|
(10
|
)
|
|
—
|
|
||||||
Employer contributions
|
|
5
|
|
|
3
|
|
|
6
|
|
|
1
|
|
|
7
|
|
|
1
|
|
||||||
Benefits paid
|
|
(12
|
)
|
|
(4
|
)
|
|
(4
|
)
|
|
(3
|
)
|
|
(7
|
)
|
|
(2
|
)
|
||||||
Retiree contributions
|
|
—
|
|
|
1
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
1
|
|
||||||
Fair value of plan assets at end of year
|
|
238
|
|
|
—
|
|
|
206
|
|
|
—
|
|
|
197
|
|
|
—
|
|
||||||
Funded status at end of year
|
|
$
|
22
|
|
|
$
|
(27
|
)
|
|
$
|
4
|
|
|
$
|
(26
|
)
|
|
$
|
(5
|
)
|
|
$
|
(26
|
)
|
Amounts recognized in Consolidated Balance Sheet
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current liability
|
|
$
|
—
|
|
|
$
|
(2
|
)
|
|
$
|
—
|
|
|
$
|
(2
|
)
|
|
$
|
—
|
|
|
$
|
(2
|
)
|
Non-current asset (liability)
|
|
22
|
|
|
(25
|
)
|
|
4
|
|
|
(24
|
)
|
|
(5
|
)
|
|
(24
|
)
|
||||||
|
|
$
|
22
|
|
|
$
|
(27
|
)
|
|
$
|
4
|
|
|
$
|
(26
|
)
|
|
$
|
(5
|
)
|
|
$
|
(26
|
)
|
Pre-tax Amounts Recognized in Accumulated Other Comprehensive Income (Loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Accumulated gain (loss)
|
|
$
|
(11
|
)
|
|
$
|
8
|
|
|
$
|
(25
|
)
|
|
$
|
9
|
|
|
$
|
(32
|
)
|
|
$
|
9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Weighted Average Assumptions used as of December 31
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Discount rate
|
|
2.60
|
%
|
|
3.44
|
%
|
|
2.70
|
%
|
|
3.76
|
%
|
|
3.90
|
%
|
|
3.95
|
%
|
||||||
Salary increases
|
|
4.70
|
%
|
|
N/A
|
|
|
4.80
|
%
|
|
N/A
|
|
|
4.60
|
%
|
|
N/A
|
|
||||||
Expected return on assets
|
|
2.90
|
%
|
|
N/A
|
|
|
3.40
|
%
|
|
N/A
|
|
|
4.10
|
%
|
|
N/A
|
|
||||||
Healthcare cost trend
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Initial
|
|
N/A
|
|
|
6.75
|
%
|
|
N/A
|
|
|
7.00
|
%
|
|
N/A
|
|
|
7.00
|
%
|
||||||
Ultimate in 2025
|
|
N/A
|
|
|
5.00
|
%
|
|
N/A
|
|
|
5.00
|
%
|
|
N/A
|
|
|
5.00
|
%
|
|
|
Target
Allocation
|
|
Percentage of
Plan Assets at
Year-End
|
|||||
|
|
2017
|
|
2017
|
|
2016
|
|||
Asset Category
|
|
|
|
|
|
|
|||
Equity securities:
|
|
|
|
|
|
|
|||
U.K. quoted equities
|
|
—
|
|
|
—
|
|
|
14
|
%
|
Overseas quoted equities
|
|
26
|
%
|
|
26
|
%
|
|
26
|
%
|
Total equity securities
|
|
26
|
%
|
|
26
|
%
|
|
40
|
%
|
Debt securities:
|
|
|
|
|
|
|
|||
U.K. Government bonds
|
|
59
|
%
|
|
58
|
%
|
|
47
|
%
|
U.K. corporate bonds
|
|
15
|
%
|
|
14
|
%
|
|
12
|
%
|
Debt securities
|
|
74
|
%
|
|
72
|
%
|
|
59
|
%
|
Cash
|
|
—
|
|
|
2
|
%
|
|
1
|
%
|
Total
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
|
Fair Value Measurements Using:
|
|
|
||||||||||||
|
|
Quoted Price
in Active
Markets
(Level 1)
|
|
Significant
Other Inputs
(Level 2)
|
|
Unobservable
Inputs
(Level 3)
|
|
Total Fair
Value
|
||||||||
|
|
(In millions)
|
||||||||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
||||||||
Equity securities:
|
|
|
|
|
|
|
|
|
||||||||
Overseas quoted equities
(1)
|
|
$
|
61
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
61
|
|
Total equity securities
|
|
61
|
|
|
—
|
|
|
—
|
|
|
61
|
|
||||
Debt securities:
|
|
|
|
|
|
|
|
|
||||||||
U.K. Government bonds
(2)
|
|
138
|
|
|
—
|
|
|
—
|
|
|
138
|
|
||||
U.K. corporate bonds
(3)
|
|
33
|
|
|
—
|
|
|
—
|
|
|
33
|
|
||||
Total debt securities
|
|
171
|
|
|
—
|
|
|
—
|
|
|
171
|
|
||||
Cash
|
|
6
|
|
|
—
|
|
|
—
|
|
|
6
|
|
||||
Fair value of plan assets
|
|
$
|
238
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
238
|
|
December 31, 2016
|
|
|
|
|
|
|
|
|
||||||||
Equity securities:
|
|
|
|
|
|
|
|
|
||||||||
U.K. quoted equities
(4)
|
|
$
|
28
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
28
|
|
Overseas quoted equities
(1)
|
|
54
|
|
|
—
|
|
|
—
|
|
|
54
|
|
||||
Total equity securities
|
|
82
|
|
|
—
|
|
|
—
|
|
|
82
|
|
||||
Debt securities:
|
|
|
|
|
|
|
|
|
||||||||
U.K. Government bonds
(2)
|
|
97
|
|
|
—
|
|
|
—
|
|
|
97
|
|
||||
U.K. corporate bonds
(3)
|
|
25
|
|
|
—
|
|
|
—
|
|
|
25
|
|
||||
Total debt securities
|
|
122
|
|
|
—
|
|
|
—
|
|
|
122
|
|
||||
Cash
|
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
||||
Fair value of plan assets
|
|
$
|
206
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
206
|
|
(1)
|
This category includes overseas equities, which comprises
20 percent
passive global equities benchmarked against the MSCI World (NDR) Index,
25 percent
passive global equities (hedged) benchmarked against the MSCI World (NDR) Hedged Index,
20 percent
fundamental indexation global equities benchmarked against the FTSE RAFI Developed 1000 index,
25 percent
fundamental indexation global equities (hedged) benchmarked against the FTSE RAFI Developed 1000 Hedge Index, and
10 percent
emerging markets benchmarked against the MSCI Emerging Markets (NDR) Index, which has a performance target of
2 percent
per annum over the benchmark over a rolling
three
-year period.
|
(2)
|
This category includes U.K. Government bonds, which comprises
47 percent
index-linked gilts benchmarked against the FTSE Actuaries Government Securities Index-Linked Over
5
Years Index,
38 percent
sterling nominal LDI bonds, and
15 percent
sterling inflation linked LDI bonds, both benchmarked against ILIM Custom Benchmark index.
|
(3)
|
This category comprises U.K. corporate bonds benchmarked against the BofAML Sterling Corporate & Collaterlised (excluding Subordinated) Index.
|
(4)
|
This category comprises U.K. passive equities, which are benchmarked against the FTSE 350 Index.
|
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||||||||
|
|
Pension
Benefits
|
|
Postretirement
Benefits
|
|
Pension
Benefits
|
|
Postretirement
Benefits
|
|
Pension
Benefits
|
|
Postretirement
Benefits
|
||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||
Components of Net Periodic Benefit Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Service cost
|
|
$
|
4
|
|
|
$
|
2
|
|
|
$
|
4
|
|
|
$
|
2
|
|
|
$
|
5
|
|
|
$
|
2
|
|
Interest cost
|
|
6
|
|
|
1
|
|
|
7
|
|
|
1
|
|
|
8
|
|
|
1
|
|
||||||
Expected return on assets
|
|
(8
|
)
|
|
—
|
|
|
(7
|
)
|
|
—
|
|
|
(8
|
)
|
|
—
|
|
||||||
Amortization of actuarial (gain) loss
|
|
—
|
|
|
(1
|
)
|
|
1
|
|
|
(1
|
)
|
|
2
|
|
|
—
|
|
||||||
Net periodic benefit cost
|
|
$
|
2
|
|
|
$
|
2
|
|
|
$
|
5
|
|
|
$
|
2
|
|
|
$
|
7
|
|
|
$
|
3
|
|
Weighted Average Assumptions Used to Determine Net Periodic Benefit Cost for the Years Ended December 31
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Discount rate
|
|
2.70
|
%
|
|
3.76
|
%
|
|
3.90
|
%
|
|
3.95
|
%
|
|
3.70
|
%
|
|
3.62
|
%
|
||||||
Salary increases
|
|
4.80
|
%
|
|
N/A
|
|
|
4.60
|
%
|
|
N/A
|
|
|
4.60
|
%
|
|
N/A
|
|
||||||
Expected return on assets
|
|
3.40
|
%
|
|
N/A
|
|
|
4.10
|
%
|
|
N/A
|
|
|
3.90
|
%
|
|
N/A
|
|
||||||
Healthcare cost trend
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Initial
|
|
N/A
|
|
|
7.00
|
%
|
|
N/A
|
|
|
7.00
|
%
|
|
N/A
|
|
|
7.00
|
%
|
||||||
Ultimate in 2025
|
|
N/A
|
|
|
5.00
|
%
|
|
N/A
|
|
|
5.00
|
%
|
|
N/A
|
|
|
5.00
|
%
|
|
|
Postretirement Benefits
|
||||||
|
|
1% Increase
|
|
1% Decrease
|
||||
|
|
(In millions)
|
||||||
Effect on service and interest cost components
|
|
$
|
1
|
|
|
$
|
(1
|
)
|
Effect on postretirement benefit obligation
|
|
5
|
|
|
(4
|
)
|
|
|
Pension
Benefits
|
|
Postretirement
Benefits
|
||||
|
|
(In millions)
|
||||||
2018
|
|
$
|
3
|
|
|
$
|
2
|
|
2019
|
|
3
|
|
|
2
|
|
||
2020
|
|
4
|
|
|
2
|
|
||
2021
|
|
4
|
|
|
2
|
|
||
2022
|
|
4
|
|
|
2
|
|
||
Years 2023-2027
|
|
21
|
|
|
8
|
|
|
|
2017
|
|
2016
|
|
2015
|
|||
Balance, beginning of year
|
|
379,439,676
|
|
|
378,034,175
|
|
|
376,504,892
|
|
Shares issued for stock-based compensation plans:
|
|
|
|
|
|
|
|||
Treasury shares issued
|
|
1,411
|
|
|
11,504
|
|
|
17,525
|
|
Common shares issued
|
|
1,513,777
|
|
|
1,393,997
|
|
|
1,511,758
|
|
Balance, end of year
|
|
380,954,864
|
|
|
379,439,676
|
|
|
378,034,175
|
|
|
|
2017
|
|
2016
|
|
2015
|
|||||||||||||||||||||||||||
|
|
Income
|
|
Shares
|
|
Per Share
|
|
Loss
|
|
Shares
|
|
Per Share
|
|
Income (Loss)
|
|
Shares
|
|
Per Share
|
|||||||||||||||
|
|
(In millions, except per share amounts)
|
|||||||||||||||||||||||||||||||
Basic:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Income (loss) from continuing operations
|
|
$
|
1,304
|
|
|
381
|
|
|
$
|
3.42
|
|
|
$
|
(1,372
|
)
|
|
379
|
|
|
$
|
(3.62
|
)
|
|
$
|
(10,844
|
)
|
|
378
|
|
|
$
|
(28.70
|
)
|
Income (loss) from discontinued operations
|
|
—
|
|
|
381
|
|
|
—
|
|
|
(33
|
)
|
|
379
|
|
|
(0.09
|
)
|
|
492
|
|
|
378
|
|
|
1.30
|
|
||||||
Income (loss) attributable to common stock
|
|
$
|
1,304
|
|
|
381
|
|
|
$
|
3.42
|
|
|
$
|
(1,405
|
)
|
|
379
|
|
|
$
|
(3.71
|
)
|
|
$
|
(10,352
|
)
|
|
378
|
|
|
$
|
(27.40
|
)
|
Effect of Dilutive Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Stock options and other
|
|
$
|
—
|
|
|
2
|
|
|
$
|
(0.01
|
)
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
Diluted:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Income (loss) from continuing operations
|
|
$
|
1,304
|
|
|
383
|
|
|
$
|
3.41
|
|
|
$
|
(1,372
|
)
|
|
379
|
|
|
$
|
(3.62
|
)
|
|
$
|
(10,844
|
)
|
|
378
|
|
|
$
|
(28.70
|
)
|
Income (loss) from discontinued operations
|
|
—
|
|
|
383
|
|
|
—
|
|
|
(33
|
)
|
|
379
|
|
|
(0.09
|
)
|
|
492
|
|
|
378
|
|
|
1.30
|
|
||||||
Income (loss) attributable to common stock
|
|
$
|
1,304
|
|
|
383
|
|
|
$
|
3.41
|
|
|
$
|
(1,405
|
)
|
|
379
|
|
|
$
|
(3.71
|
)
|
|
$
|
(10,352
|
)
|
|
378
|
|
|
$
|
(27.40
|
)
|
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Stock-based compensation expensed
|
|
$
|
142
|
|
|
$
|
131
|
|
|
$
|
100
|
|
Stock-based compensation capitalized
|
|
41
|
|
|
40
|
|
|
53
|
|
|||
Total stock-based compensation costs
|
|
$
|
183
|
|
|
$
|
171
|
|
|
$
|
153
|
|
|
|
2017
|
|||||
|
|
Shares
Under Option
|
|
Weighted Average
Exercise Price
|
|||
|
|
(In thousands)
|
|
|
|||
Outstanding, beginning of year
|
|
5,113
|
|
|
$
|
84.89
|
|
Granted
|
|
490
|
|
|
63.25
|
|
|
Exercised
|
|
(15
|
)
|
|
41.24
|
|
|
Forfeited or expired
|
|
(995
|
)
|
|
82.03
|
|
|
Outstanding, end of year
(1)
|
|
4,593
|
|
|
83.37
|
|
|
Expected to vest
(2)
|
|
947
|
|
|
51.83
|
|
|
Exercisable, end of year
(3)
|
|
3,646
|
|
|
91.56
|
|
(1)
|
As of
December 31, 2017
, options outstanding had a weighted average remaining contractual life of
4.7
years and aggregate intrinsic value of
$0.7 million
.
|
(2)
|
As of
December 31, 2017
, options expected to vest had a weighted average remaining contractual life of
8.5
years and aggregate intrinsic value of
$0.5 million
.
|
(3)
|
As of
December 31, 2017
, options exercisable had a weighted average remaining contractual life of
3.7
years and aggregate intrinsic value of
$0.2 million
.
|
|
|
2017
|
|
2016
|
|
2015
|
||||
Expected volatility
|
|
34.58
|
%
|
|
32.72
|
%
|
|
N/A
|
||
Expected dividend yields
|
|
1.58
|
%
|
|
2.42
|
%
|
|
N/A
|
||
Expected term (in years)
|
|
6
|
|
|
6
|
|
|
N/A
|
||
Risk-free rate
|
|
2.02
|
%
|
|
1.44
|
%
|
|
N/A
|
||
Weighted-average grant-date fair value
|
|
$
|
19.38
|
|
|
$
|
10.38
|
|
|
N/A
|
|
|
Shares
|
|
Weighted-
Average Grant-
Date Fair Value
|
|||
|
|
(In thousands)
|
|
|
|||
Non-vested at January 1, 2017
|
|
6,062
|
|
|
$
|
55.11
|
|
Granted
|
|
1,948
|
|
|
62.74
|
|
|
Vested
|
|
(2,288
|
)
|
|
58.77
|
|
|
Forfeited
|
|
(802
|
)
|
|
55.54
|
|
|
Non-vested at December 31, 2017
|
|
4,920
|
|
|
56.34
|
|
•
|
In February 2015, the Company’s Board of Directors approved the 2015 Performance Program, pursuant to the 2011 Plan. Eligible employees received initial conditional restricted stock unit awards totaling
602,304
units. The results for the performance period ending December 31, 2017, yielded a payout of
100 percent
of target. A total of
384,967
units were outstanding as of
December 31, 2017
.
|
•
|
In January 2016, the Company’s Board of Directors approved the 2016 Performance Program, pursuant to the 2011 Plan. Eligible employees received initial conditional restricted stock unit awards totaling
871,369
. The actual amount of shares awarded will be between
zero
and
200 percent
of target. A total of
749,334
units were outstanding as of
December 31, 2017
, from which a minimum of
zero
and a maximum of
1,498,668
units could be awarded.
|
•
|
In January 2017, the Company’s Board of Directors approved the 2017 Performance Program, pursuant to the 2016 Plan. Eligible employees received initial conditional restricted stock unit awards totaling
620,885
units. The actual amount of shares awarded will be between
zero
and
200 percent
of target. A total of
559,336
units were outstanding as of
December 31, 2017
, from which a minimum of
zero
to a maximum of
1,118,672
units could be awarded.
|
|
|
Shares
|
|
Weighted
Average Grant-
Date Fair
Value
(1)
|
|||
|
|
(In thousands)
|
|
|
|||
Non-vested at January 1, 2017
|
|
1,225
|
|
|
$
|
45.62
|
|
Granted
|
|
621
|
|
|
66.97
|
|
|
Forfeited
|
|
(152
|
)
|
|
52.90
|
|
|
Non-vested at December 31, 2017
|
|
1,694
|
|
|
52.39
|
|
(1)
|
The fair value of each conditional restricted stock unit award is estimated as of the date of grant using a Monte Carlo simulation with the following assumptions used for all grants made under the plan: (i) a three-year continuous risk-free interest rate; (ii) a constant volatility assumption based on the historical realized stock price volatility of the Company and the designated peer group; and (iii) the historical stock prices and expected dividends of the common stock of the Company and its designated peer group.
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Currency translation adjustment
(1)
|
|
$
|
—
|
|
|
$
|
(109
|
)
|
|
$
|
(109
|
)
|
Pension and postretirement benefit plan (Note 10)
|
|
4
|
|
|
(3
|
)
|
|
(10
|
)
|
|||
Accumulated other comprehensive income (loss)
|
|
$
|
4
|
|
|
$
|
(112
|
)
|
|
$
|
(119
|
)
|
(1)
|
Currency translation adjustments resulting from translating Apache’s Canadian subsidiaries’ financial statements into U.S. dollar equivalents, prior to adoption of the U.S. dollar as their functional currency, were reported separately and accumulated in other comprehensive loss. This currency translation loss was recognized as a reduction of the net gain on divestiture during the third quarter of 2017 in connection with the Canada divestitures. For more information regarding these divestitures, please refer to Note 2—Acquisitions and Divestitures.
|
|
|
For the Year Ended December 31,
|
|||||||
|
|
2017
|
|
2016
|
|
2015
|
|||
BP plc
|
|
12
|
%
|
|
9
|
%
|
|
8
|
%
|
China Petroleum & Chemical Corporation
|
|
16
|
%
|
|
21
|
%
|
|
12
|
%
|
Egyptian General Petroleum Corporation
|
|
11
|
%
|
|
12
|
%
|
|
11
|
%
|
Royal Dutch Shell plc
|
|
6
|
%
|
|
5
|
%
|
|
11
|
%
|
|
|
United
States |
|
Canada
(1)
|
|
Egypt
(2)
|
|
North Sea
|
|
Other
International |
|
Total
(2)
|
||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Oil and gas production revenues
|
|
$
|
2,271
|
|
|
$
|
231
|
|
|
$
|
2,307
|
|
|
$
|
1,078
|
|
|
$
|
—
|
|
|
$
|
5,887
|
|
Operating Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Lease operating expenses
|
|
600
|
|
|
103
|
|
|
362
|
|
|
335
|
|
|
—
|
|
|
1,400
|
|
||||||
Gathering and transportation
|
|
71
|
|
|
34
|
|
|
44
|
|
|
30
|
|
|
—
|
|
|
179
|
|
||||||
Taxes other than income
|
|
153
|
|
|
12
|
|
|
—
|
|
|
(14
|
)
|
|
—
|
|
|
151
|
|
||||||
Depreciation, depletion, and amortization
|
|
1,000
|
|
|
76
|
|
|
758
|
|
|
446
|
|
|
—
|
|
|
2,280
|
|
||||||
Exploration
|
|
363
|
|
|
11
|
|
|
62
|
|
|
86
|
|
|
27
|
|
|
549
|
|
||||||
Asset retirement obligation accretion
|
|
31
|
|
|
27
|
|
|
—
|
|
|
72
|
|
|
—
|
|
|
130
|
|
||||||
Impairments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
8
|
|
||||||
Operating Income (Loss)
|
|
$
|
53
|
|
|
$
|
(32
|
)
|
|
$
|
1,081
|
|
|
$
|
115
|
|
|
$
|
(27
|
)
|
|
1,190
|
|
|
Other Income (Expense):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Gain on divestitures, net
|
|
|
|
|
|
|
|
|
|
|
|
627
|
|
|||||||||||
Derivative instrument gains (losses), net
|
|
|
|
|
|
|
|
|
|
|
|
(135
|
)
|
|||||||||||
Other
|
|
|
|
|
|
|
|
|
|
|
|
44
|
|
|||||||||||
General and administrative
|
|
|
|
|
|
|
|
|
|
|
|
(395
|
)
|
|||||||||||
Transaction, reorganization, and separation
|
|
|
|
|
|
|
|
|
|
|
|
(16
|
)
|
|||||||||||
Financing costs, net
|
|
|
|
|
|
|
|
|
|
|
|
(397
|
)
|
|||||||||||
Income Before Income Taxes
|
|
|
|
|
|
|
|
|
|
|
|
$
|
918
|
|
||||||||||
Net Property and Equipment
|
|
$
|
12,070
|
|
|
$
|
—
|
|
|
$
|
3,099
|
|
|
$
|
2,553
|
|
|
$
|
37
|
|
|
$
|
17,759
|
|
Total Assets
|
|
$
|
14,228
|
|
|
$
|
—
|
|
|
$
|
4,658
|
|
|
$
|
2,977
|
|
|
$
|
59
|
|
|
$
|
21,922
|
|
Additions to Net Property and Equipment
|
|
$
|
2,397
|
|
|
$
|
—
|
|
|
$
|
517
|
|
|
$
|
374
|
|
|
$
|
14
|
|
|
$
|
3,302
|
|
|
|
United
States |
|
Canada
|
|
Egypt
(2)
|
|
North Sea
|
|
Other
International |
|
Total
(2)
|
||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Oil and gas production revenues
|
|
$
|
1,997
|
|
|
$
|
343
|
|
|
$
|
2,057
|
|
|
$
|
970
|
|
|
$
|
—
|
|
|
$
|
5,367
|
|
Operating Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Lease operating expenses
|
|
553
|
|
|
181
|
|
|
446
|
|
|
314
|
|
|
—
|
|
|
1,494
|
|
||||||
Gathering and transportation
|
|
80
|
|
|
68
|
|
|
44
|
|
|
8
|
|
|
—
|
|
|
200
|
|
||||||
Taxes other than income
|
|
139
|
|
|
20
|
|
|
—
|
|
|
(33
|
)
|
|
—
|
|
|
126
|
|
||||||
Depreciation, depletion, and amortization
|
|
1,138
|
|
|
183
|
|
|
778
|
|
|
519
|
|
|
—
|
|
|
2,618
|
|
||||||
Exploration
|
|
285
|
|
|
88
|
|
|
48
|
|
|
37
|
|
|
15
|
|
|
473
|
|
||||||
Asset retirement obligation accretion
|
|
34
|
|
|
47
|
|
|
—
|
|
|
75
|
|
|
—
|
|
|
156
|
|
||||||
Impairments
|
|
80
|
|
|
367
|
|
|
1
|
|
|
655
|
|
|
—
|
|
|
1,103
|
|
||||||
Operating Income (Loss)
|
|
$
|
(312
|
)
|
|
$
|
(611
|
)
|
|
$
|
740
|
|
|
$
|
(605
|
)
|
|
$
|
(15
|
)
|
|
(803
|
)
|
|
Other Income (Expense):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Gain on divestitures, net
|
|
|
|
|
|
|
|
|
|
|
|
21
|
|
|||||||||||
Other
|
|
|
|
|
|
|
|
|
|
|
|
(34
|
)
|
|||||||||||
General and administrative
|
|
|
|
|
|
|
|
|
|
|
|
(410
|
)
|
|||||||||||
Transaction, reorganization, and separation
|
|
|
|
|
|
|
|
|
|
|
|
(39
|
)
|
|||||||||||
Financing costs, net
|
|
|
|
|
|
|
|
|
|
|
|
(417
|
)
|
|||||||||||
Net Loss From Continuing Operations Before Income Taxes
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(1,682
|
)
|
||||||||||
Net Property and Equipment
|
|
$
|
11,168
|
|
|
$
|
1,464
|
|
|
$
|
3,362
|
|
|
$
|
2,834
|
|
|
$
|
39
|
|
|
$
|
18,867
|
|
Total Assets
|
|
$
|
12,403
|
|
|
$
|
1,591
|
|
|
$
|
4,893
|
|
|
$
|
3,584
|
|
|
$
|
48
|
|
|
$
|
22,519
|
|
Additions to Net Property and Equipment
|
|
$
|
926
|
|
|
$
|
34
|
|
|
$
|
459
|
|
|
$
|
260
|
|
|
$
|
2
|
|
|
$
|
1,681
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Oil and gas production revenues
|
|
$
|
2,637
|
|
|
$
|
498
|
|
|
$
|
2,095
|
|
|
$
|
1,280
|
|
|
$
|
—
|
|
|
$
|
6,510
|
|
Operating Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Lease operating expenses
|
|
739
|
|
|
244
|
|
|
522
|
|
|
349
|
|
|
—
|
|
|
1,854
|
|
||||||
Gathering and transportation
|
|
68
|
|
|
89
|
|
|
45
|
|
|
9
|
|
|
—
|
|
|
211
|
|
||||||
Taxes other than income
|
|
184
|
|
|
26
|
|
|
9
|
|
|
63
|
|
|
—
|
|
|
282
|
|
||||||
Depreciation, depletion, and amortization
|
|
1,558
|
|
|
301
|
|
|
927
|
|
|
514
|
|
|
—
|
|
|
3,300
|
|
||||||
Exploration
|
|
2,145
|
|
|
231
|
|
|
154
|
|
|
237
|
|
|
4
|
|
|
2,771
|
|
||||||
Asset retirement obligation accretion
|
|
28
|
|
|
43
|
|
|
—
|
|
|
74
|
|
|
—
|
|
|
145
|
|
||||||
Impairments
|
|
6,266
|
|
|
1,593
|
|
|
1,255
|
|
|
211
|
|
|
147
|
|
|
9,472
|
|
||||||
Operating Loss
|
|
$
|
(8,351
|
)
|
|
$
|
(2,029
|
)
|
|
$
|
(817
|
)
|
|
$
|
(177
|
)
|
|
$
|
(151
|
)
|
|
(11,525
|
)
|
|
Other Income (Expense):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Gain on divestitures, net
|
|
|
|
|
|
|
|
|
|
|
|
281
|
|
|||||||||||
Other
|
|
|
|
|
|
|
|
|
|
|
|
98
|
|
|||||||||||
General and administrative
|
|
|
|
|
|
|
|
|
|
|
|
(380
|
)
|
|||||||||||
Transaction, reorganization, and separation
|
|
|
|
|
|
|
|
|
|
|
|
(132
|
)
|
|||||||||||
Financing costs, net
|
|
|
|
|
|
|
|
|
|
|
|
(511
|
)
|
|||||||||||
Net Loss From Continuing Operations Before Income Taxes
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(12,169
|
)
|
||||||||||
Net Property and Equipment
|
|
$
|
11,753
|
|
|
$
|
2,074
|
|
|
$
|
3,712
|
|
|
$
|
3,263
|
|
|
$
|
36
|
|
|
$
|
20,838
|
|
Total Assets
|
|
$
|
12,782
|
|
|
$
|
2,225
|
|
|
$
|
6,165
|
|
|
$
|
4,280
|
|
|
$
|
48
|
|
|
$
|
25,500
|
|
Additions to Net Property and Equipment
|
|
$
|
2,099
|
|
|
$
|
403
|
|
|
$
|
862
|
|
|
$
|
715
|
|
|
$
|
27
|
|
|
$
|
4,106
|
|
(1)
|
During the third quarter of 2017, Apache completed the sale of its Canadian operations. For more information regarding this divestiture, please refer to Note 2—Acquisitions and Divestitures.
|
(2)
|
Includes a noncontrolling interest in Egypt.
|
|
|
United
States
|
|
Canada
(3)
|
|
Egypt
(4)
|
|
North Sea
|
|
Other
International
|
|
Total
(4)(5)
|
||||||||||||
|
|
(In millions, except per boe)
|
||||||||||||||||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Oil and gas production revenues
|
|
$
|
2,271
|
|
|
$
|
231
|
|
|
$
|
2,307
|
|
|
$
|
1,078
|
|
|
$
|
—
|
|
|
$
|
5,887
|
|
Operating cost:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Depreciation, depletion, and amortization
(1)
|
|
924
|
|
|
72
|
|
|
707
|
|
|
433
|
|
|
—
|
|
|
2,136
|
|
||||||
Asset retirement obligation accretion
|
|
31
|
|
|
27
|
|
|
—
|
|
|
72
|
|
|
—
|
|
|
130
|
|
||||||
Lease operating expenses
|
|
600
|
|
|
103
|
|
|
362
|
|
|
335
|
|
|
—
|
|
|
1,400
|
|
||||||
Gathering and transportation
|
|
71
|
|
|
34
|
|
|
44
|
|
|
30
|
|
|
—
|
|
|
179
|
|
||||||
Exploration expenses
|
|
363
|
|
|
11
|
|
|
62
|
|
|
86
|
|
|
27
|
|
|
549
|
|
||||||
Production taxes
(2)
|
|
153
|
|
|
11
|
|
|
—
|
|
|
(14
|
)
|
|
—
|
|
|
150
|
|
||||||
Income tax
|
|
45
|
|
|
(7
|
)
|
|
509
|
|
|
54
|
|
|
—
|
|
|
601
|
|
||||||
|
|
2,187
|
|
|
251
|
|
|
1,684
|
|
|
996
|
|
|
27
|
|
|
5,145
|
|
||||||
Results of operation
|
|
$
|
84
|
|
|
$
|
(20
|
)
|
|
$
|
623
|
|
|
$
|
82
|
|
|
$
|
(27
|
)
|
|
$
|
742
|
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Oil and gas production revenues
|
|
$
|
1,997
|
|
|
$
|
343
|
|
|
$
|
2,057
|
|
|
$
|
970
|
|
|
$
|
—
|
|
|
$
|
5,367
|
|
Operating cost:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Depreciation, depletion, and amortization
(1)
|
|
1,055
|
|
|
174
|
|
|
733
|
|
|
498
|
|
|
—
|
|
|
2,460
|
|
||||||
Asset retirement obligation accretion
|
|
34
|
|
|
47
|
|
|
—
|
|
|
75
|
|
|
—
|
|
|
156
|
|
||||||
Lease operating expenses
|
|
553
|
|
|
181
|
|
|
446
|
|
|
314
|
|
|
—
|
|
|
1,494
|
|
||||||
Gathering and transportation
|
|
80
|
|
|
68
|
|
|
44
|
|
|
8
|
|
|
—
|
|
|
200
|
|
||||||
Exploration expenses
|
|
285
|
|
|
88
|
|
|
48
|
|
|
37
|
|
|
15
|
|
|
473
|
|
||||||
Impairments related to oil and gas properties
|
|
61
|
|
|
366
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
427
|
|
||||||
Production taxes
(2)
|
|
135
|
|
|
18
|
|
|
—
|
|
|
(33
|
)
|
|
—
|
|
|
120
|
|
||||||
Income tax
|
|
(72
|
)
|
|
(162
|
)
|
|
354
|
|
|
28
|
|
|
—
|
|
|
148
|
|
||||||
|
|
2,131
|
|
|
780
|
|
|
1,625
|
|
|
927
|
|
|
15
|
|
|
5,478
|
|
||||||
Results of operation
|
|
$
|
(134
|
)
|
|
$
|
(437
|
)
|
|
$
|
432
|
|
|
$
|
43
|
|
|
$
|
(15
|
)
|
|
$
|
(111
|
)
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Oil and gas production revenues
|
|
$
|
2,637
|
|
|
$
|
498
|
|
|
$
|
2,095
|
|
|
$
|
1,280
|
|
|
$
|
—
|
|
|
$
|
6,510
|
|
Operating cost:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Depreciation, depletion, and amortization
(1)
|
|
1,455
|
|
|
251
|
|
|
780
|
|
|
490
|
|
|
—
|
|
|
2,976
|
|
||||||
Asset retirement obligation accretion
|
|
28
|
|
|
43
|
|
|
—
|
|
|
74
|
|
|
—
|
|
|
145
|
|
||||||
Lease operating expenses
|
|
739
|
|
|
244
|
|
|
522
|
|
|
349
|
|
|
—
|
|
|
1,854
|
|
||||||
Gathering and transportation
|
|
68
|
|
|
89
|
|
|
45
|
|
|
9
|
|
|
—
|
|
|
211
|
|
||||||
Exploration expenses
|
|
2,145
|
|
|
231
|
|
|
154
|
|
|
237
|
|
|
4
|
|
|
2,771
|
|
||||||
Impairments related to oil and gas properties
|
|
6,154
|
|
|
1,031
|
|
|
193
|
|
|
11
|
|
|
—
|
|
|
7,389
|
|
||||||
Production taxes
(2)
|
|
178
|
|
|
23
|
|
|
—
|
|
|
58
|
|
|
—
|
|
|
259
|
|
||||||
Income tax
|
|
(2,886
|
)
|
|
(369
|
)
|
|
180
|
|
|
26
|
|
|
—
|
|
|
(3,049
|
)
|
||||||
|
|
7,881
|
|
|
1,543
|
|
|
1,874
|
|
|
1,254
|
|
|
4
|
|
|
12,556
|
|
||||||
Results of operation
|
|
$
|
(5,244
|
)
|
|
$
|
(1,045
|
)
|
|
$
|
221
|
|
|
$
|
26
|
|
|
$
|
(4
|
)
|
|
$
|
(6,046
|
)
|
(1)
|
This amount only reflects DD&A of capitalized costs of oil and gas properties and, therefore, does not agree with DD&A reflected on Note 14—Business Segment Information.
|
(2)
|
Only reflects amounts directly related to oil and gas producing properties and, therefore, does not agree with taxes other than income reflected on Note 14—Business Segment Information.
|
(3)
|
During the third quarter of 2017, Apache completed the sale of its Canadian operations. For more information regarding this divestiture, please refer to Note 2—Acquisitions and Divestitures
|
(4)
|
Includes noncontrolling interest in Egypt.
|
(5)
|
Prior year amounts have been recast to exclude discontinued operations.
|
|
|
United
States
|
|
Canada
|
|
Egypt
(1)
|
|
North
Sea
|
|
Other
International
|
|
Total
(1)
|
||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Proved properties
|
|
$
|
20,408
|
|
|
$
|
—
|
|
|
$
|
10,590
|
|
|
$
|
8,199
|
|
|
$
|
—
|
|
|
$
|
39,197
|
|
Unproved properties
|
|
1,312
|
|
|
—
|
|
|
137
|
|
|
297
|
|
|
37
|
|
|
1,783
|
|
||||||
|
|
21,720
|
|
|
—
|
|
|
10,727
|
|
|
8,496
|
|
|
37
|
|
|
40,980
|
|
||||||
Accumulated DD&A
|
|
(10,766
|
)
|
|
—
|
|
|
(7,985
|
)
|
|
(5,960
|
)
|
|
—
|
|
|
(24,711
|
)
|
||||||
|
|
$
|
10,954
|
|
|
$
|
—
|
|
|
$
|
2,742
|
|
|
$
|
2,536
|
|
|
$
|
37
|
|
|
$
|
16,269
|
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Proved properties
|
|
$
|
19,170
|
|
|
$
|
5,434
|
|
|
$
|
10,169
|
|
|
$
|
7,920
|
|
|
$
|
—
|
|
|
$
|
42,693
|
|
Unproved properties
|
|
1,465
|
|
|
109
|
|
|
76
|
|
|
280
|
|
|
39
|
|
|
1,969
|
|
||||||
|
|
20,635
|
|
|
5,543
|
|
|
10,245
|
|
|
8,200
|
|
|
39
|
|
|
44,662
|
|
||||||
Accumulated DD&A
|
|
(10,034
|
)
|
|
(4,120
|
)
|
|
(7,287
|
)
|
|
(5,531
|
)
|
|
—
|
|
|
(26,972
|
)
|
||||||
|
|
$
|
10,601
|
|
|
$
|
1,423
|
|
|
$
|
2,958
|
|
|
$
|
2,669
|
|
|
$
|
39
|
|
|
$
|
17,690
|
|
(1)
Includes a noncontrolling interest in Egypt.
|
|
|
|
|
|
|
Crude Oil and Condensate
|
||||||||||||||||
|
|
(Thousands of barrels)
|
||||||||||||||||
|
|
United
States
|
|
Canada
|
|
Egypt
(1)
|
|
Australia
|
|
North
Sea
|
|
Total
(1)
|
||||||
Proved developed reserves:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2014
|
|
444,440
|
|
|
75,876
|
|
|
128,712
|
|
|
29,996
|
|
|
105,746
|
|
|
784,770
|
|
December 31, 2015
|
|
348,797
|
|
|
67,847
|
|
|
144,164
|
|
|
—
|
|
|
104,255
|
|
|
665,063
|
|
December 31, 2016
|
|
300,900
|
|
|
51,508
|
|
|
138,771
|
|
|
—
|
|
|
91,138
|
|
|
582,317
|
|
December 31, 2017
|
|
304,279
|
|
|
—
|
|
|
124,568
|
|
|
—
|
|
|
92,598
|
|
|
521,445
|
|
Proved undeveloped reserves:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2014
|
|
170,125
|
|
|
59,923
|
|
|
14,617
|
|
|
25,775
|
|
|
19,059
|
|
|
289,499
|
|
December 31, 2015
|
|
60,505
|
|
|
38,326
|
|
|
17,856
|
|
|
—
|
|
|
11,309
|
|
|
127,996
|
|
December 31, 2016
|
|
21,088
|
|
|
7,906
|
|
|
20,187
|
|
|
—
|
|
|
10,784
|
|
|
59,965
|
|
December 31, 2017
|
|
31,904
|
|
|
—
|
|
|
16,198
|
|
|
—
|
|
|
14,013
|
|
|
62,115
|
|
Total proved reserves:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Balance December 31, 2014
|
|
614,565
|
|
|
135,799
|
|
|
143,329
|
|
|
55,771
|
|
|
124,805
|
|
|
1,074,269
|
|
Extensions, discoveries and other additions
|
|
13,903
|
|
|
4,550
|
|
|
24,524
|
|
|
—
|
|
|
16,579
|
|
|
59,556
|
|
Purchases of minerals in-place
|
|
—
|
|
|
1,763
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,763
|
|
Revisions of previous estimates
|
|
(173,907
|
)
|
|
(27,966
|
)
|
|
27,330
|
|
|
11,189
|
|
|
(2,255
|
)
|
|
(165,609
|
)
|
Production
|
|
(45,138
|
)
|
|
(5,755
|
)
|
|
(33,163
|
)
|
|
(2,778
|
)
|
|
(21,657
|
)
|
|
(108,491
|
)
|
Sales of minerals in-place
|
|
(121
|
)
|
|
(2,218
|
)
|
|
—
|
|
|
(64,182
|
)
|
|
(1,908
|
)
|
|
(68,429
|
)
|
Balance December 31, 2015
|
|
409,302
|
|
|
106,173
|
|
|
162,020
|
|
|
—
|
|
|
115,564
|
|
|
793,059
|
|
Extensions, discoveries and other additions
|
|
9,614
|
|
|
3,372
|
|
|
17,599
|
|
|
—
|
|
|
9,766
|
|
|
40,351
|
|
Purchases of minerals in-place
|
|
21
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
438
|
|
|
459
|
|
Revisions of previous estimates
|
|
(58,882
|
)
|
|
(43,282
|
)
|
|
17,301
|
|
|
—
|
|
|
(3,851
|
)
|
|
(88,714
|
)
|
Production
|
|
(38,000
|
)
|
|
(4,787
|
)
|
|
(37,962
|
)
|
|
—
|
|
|
(19,995
|
)
|
|
(100,744
|
)
|
Sales of minerals in-place
|
|
(67
|
)
|
|
(2,062
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,129
|
)
|
Balance December 31, 2016
|
|
321,988
|
|
|
59,414
|
|
|
158,958
|
|
|
—
|
|
|
101,922
|
|
|
642,282
|
|
Extensions, discoveries and other additions
|
|
48,391
|
|
|
14,025
|
|
|
27,140
|
|
|
—
|
|
|
16,023
|
|
|
105,579
|
|
Purchases of minerals in-place
|
|
46
|
|
|
375
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
421
|
|
Revisions of previous estimates
|
|
825
|
|
|
1,829
|
|
|
(9,839
|
)
|
|
—
|
|
|
6,510
|
|
|
(675
|
)
|
Production
|
|
(33,394
|
)
|
|
(2,425
|
)
|
|
(35,493
|
)
|
|
—
|
|
|
(17,844
|
)
|
|
(89,156
|
)
|
Sales of minerals in-place
|
|
(1,673
|
)
|
|
(73,218
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(74,891
|
)
|
Balance December 31, 2017
|
|
336,183
|
|
|
—
|
|
|
140,766
|
|
|
—
|
|
|
106,611
|
|
|
583,560
|
|
(1)
|
2017
,
2016
,
2015
, and
2014
includes proved reserves of
47
MMbbls,
53
MMbbls,
54
MMbbls, and
48
MMbbls, respectively, attributable to a noncontrolling interest in Egypt.
|
|
|
Natural Gas Liquids
|
|||||||||||||
|
|
(Thousands of barrels)
|
|||||||||||||
|
|
United
States
|
|
Canada
|
|
Egypt
(1)
|
|
North
Sea
|
|
Total
(1)
|
|||||
Proved developed reserves:
|
|
|
|
|
|
|
|
|
|
|
|||||
December 31, 2014
|
|
183,565
|
|
|
17,947
|
|
|
1,346
|
|
|
1,770
|
|
|
204,628
|
|
December 31, 2015
|
|
150,265
|
|
|
15,246
|
|
|
1,491
|
|
|
1,784
|
|
|
168,786
|
|
December 31, 2016
|
|
155,124
|
|
|
13,866
|
|
|
1,266
|
|
|
1,627
|
|
|
171,883
|
|
December 31, 2017
|
|
171,005
|
|
|
—
|
|
|
685
|
|
|
2,025
|
|
|
173,715
|
|
Proved undeveloped reserves:
|
|
|
|
|
|
|
|
|
|
|
|||||
December 31, 2014
|
|
69,828
|
|
|
7,168
|
|
|
212
|
|
|
371
|
|
|
77,579
|
|
December 31, 2015
|
|
24,939
|
|
|
4,839
|
|
|
78
|
|
|
295
|
|
|
30,151
|
|
December 31, 2016
|
|
17,311
|
|
|
2,473
|
|
|
131
|
|
|
646
|
|
|
20,561
|
|
December 31, 2017
|
|
29,559
|
|
|
—
|
|
|
39
|
|
|
353
|
|
|
29,951
|
|
Total proved reserves:
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance December 31, 2014
|
|
253,393
|
|
|
25,115
|
|
|
1,558
|
|
|
2,141
|
|
|
282,207
|
|
Extensions, discoveries and other additions
|
|
5,768
|
|
|
1,473
|
|
|
144
|
|
|
689
|
|
|
8,074
|
|
Purchases of minerals in-place
|
|
—
|
|
|
976
|
|
|
—
|
|
|
—
|
|
|
976
|
|
Revisions of previous estimates
|
|
(64,226
|
)
|
|
(4,886
|
)
|
|
255
|
|
|
(321
|
)
|
|
(69,178
|
)
|
Production
|
|
(19,684
|
)
|
|
(2,236
|
)
|
|
(388
|
)
|
|
(413
|
)
|
|
(22,721
|
)
|
Sales of minerals in-place
|
|
(47
|
)
|
|
(357
|
)
|
|
—
|
|
|
(17
|
)
|
|
(421
|
)
|
Balance December 31, 2015
|
|
175,204
|
|
|
20,085
|
|
|
1,569
|
|
|
2,079
|
|
|
198,937
|
|
Extensions, discoveries and other additions
|
|
10,238
|
|
|
755
|
|
|
208
|
|
|
671
|
|
|
11,872
|
|
Purchases of minerals in-place
|
|
2
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
7
|
|
Revisions of previous estimates
|
|
6,824
|
|
|
(1,355
|
)
|
|
17
|
|
|
141
|
|
|
5,627
|
|
Production
|
|
(19,824
|
)
|
|
(2,098
|
)
|
|
(397
|
)
|
|
(623
|
)
|
|
(22,942
|
)
|
Sales of minerals in-place
|
|
(9
|
)
|
|
(1,048
|
)
|
|
—
|
|
|
—
|
|
|
(1,057
|
)
|
Balance December 31, 2016
|
|
172,435
|
|
|
16,339
|
|
|
1,397
|
|
|
2,273
|
|
|
192,444
|
|
Extensions, discoveries and other additions
|
|
33,806
|
|
|
1,794
|
|
|
50
|
|
|
845
|
|
|
36,495
|
|
Purchases of minerals in-place
|
|
206
|
|
|
199
|
|
|
—
|
|
|
—
|
|
|
405
|
|
Revisions of previous estimates
|
|
12,982
|
|
|
(1,060
|
)
|
|
(425
|
)
|
|
(321
|
)
|
|
11,176
|
|
Production
|
|
(17,766
|
)
|
|
(1,032
|
)
|
|
(298
|
)
|
|
(419
|
)
|
|
(19,515
|
)
|
Sales of minerals in-place
|
|
(1,099
|
)
|
|
(16,240
|
)
|
|
—
|
|
|
—
|
|
|
(17,339
|
)
|
Balance December 31, 2017
|
|
200,564
|
|
|
—
|
|
|
724
|
|
|
2,378
|
|
|
203,666
|
|
|
|
Natural Gas
|
||||||||||||||||
|
|
(Millions of cubic feet)
|
||||||||||||||||
|
|
United
States
|
|
Canada
|
|
Egypt
(1)
|
|
Australia
|
|
North
Sea
|
|
Total
(1)
|
||||||
Proved developed reserves:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2014
|
|
1,616,504
|
|
|
990,145
|
|
|
637,187
|
|
|
640,265
|
|
|
87,259
|
|
|
3,971,360
|
|
December 31, 2015
|
|
1,364,174
|
|
|
759,321
|
|
|
776,263
|
|
|
—
|
|
|
85,532
|
|
|
2,985,290
|
|
December 31, 2016
|
|
1,200,379
|
|
|
553,724
|
|
|
675,559
|
|
|
—
|
|
|
86,948
|
|
|
2,516,610
|
|
December 31, 2017
|
|
1,347,009
|
|
|
—
|
|
|
540,667
|
|
|
—
|
|
|
83,342
|
|
|
1,971,018
|
|
Proved undeveloped reserves:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2014
|
|
580,299
|
|
|
527,623
|
|
|
171,696
|
|
|
964,554
|
|
|
23,228
|
|
|
2,267,400
|
|
December 31, 2015
|
|
208,594
|
|
|
162,809
|
|
|
53,969
|
|
|
—
|
|
|
19,760
|
|
|
445,132
|
|
December 31, 2016
|
|
231,304
|
|
|
45,312
|
|
|
42,109
|
|
|
—
|
|
|
23,813
|
|
|
342,538
|
|
December 31, 2017
|
|
297,226
|
|
|
—
|
|
|
47,255
|
|
|
—
|
|
|
11,063
|
|
|
355,544
|
|
Total proved reserves:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Balance December 31, 2014
|
|
2,196,803
|
|
|
1,517,768
|
|
|
808,883
|
|
|
1,604,819
|
|
|
110,487
|
|
|
6,238,760
|
|
Extensions, discoveries and other additions
|
|
40,901
|
|
|
121,216
|
|
|
94,777
|
|
|
—
|
|
|
41,755
|
|
|
298,649
|
|
Purchases of minerals in-place
|
|
—
|
|
|
24,727
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24,727
|
|
Revisions of previous estimates
|
|
(503,939
|
)
|
|
(325,375
|
)
|
|
61,442
|
|
|
8,162
|
|
|
(22,373
|
)
|
|
(782,083
|
)
|
Production
|
|
(160,614
|
)
|
|
(100,289
|
)
|
|
(134,870
|
)
|
|
(34,352
|
)
|
|
(23,647
|
)
|
|
(453,772
|
)
|
Sales of minerals in-place
|
|
(383
|
)
|
|
(315,917
|
)
|
|
—
|
|
|
(1,578,629
|
)
|
|
(930
|
)
|
|
(1,895,859
|
)
|
Balance December 31, 2015
|
|
1,572,768
|
|
|
922,130
|
|
|
830,232
|
|
|
—
|
|
|
105,292
|
|
|
3,430,422
|
|
Extensions, discoveries and other additions
|
|
219,633
|
|
|
30,234
|
|
|
35,202
|
|
|
—
|
|
|
20,814
|
|
|
305,883
|
|
Purchases of minerals in-place
|
|
7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,677
|
|
|
6,684
|
|
Revisions of previous estimates
|
|
(215,378
|
)
|
|
(242,080
|
)
|
|
(4,305
|
)
|
|
—
|
|
|
4,239
|
|
|
(457,524
|
)
|
Production
|
|
(145,019
|
)
|
|
(88,792
|
)
|
|
(143,461
|
)
|
|
—
|
|
|
(26,261
|
)
|
|
(403,533
|
)
|
Sales of minerals in-place
|
|
(328
|
)
|
|
(22,456
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(22,784
|
)
|
Balance December 31, 2016
|
|
1,431,683
|
|
|
599,036
|
|
|
717,668
|
|
|
—
|
|
|
110,761
|
|
|
2,859,148
|
|
Extensions, discoveries and other additions
|
|
378,747
|
|
|
49,780
|
|
|
81,245
|
|
|
—
|
|
|
17,646
|
|
|
527,418
|
|
Purchases of minerals in-place
|
|
4,434
|
|
|
4,319
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,753
|
|
Revisions of previous estimates
|
|
(5,431
|
)
|
|
92,207
|
|
|
(70,030
|
)
|
|
—
|
|
|
(17,387
|
)
|
|
(641
|
)
|
Production
|
|
(143,943
|
)
|
|
(47,990
|
)
|
|
(140,961
|
)
|
|
—
|
|
|
(16,615
|
)
|
|
(349,509
|
)
|
Sales of minerals in-place
|
|
(21,255
|
)
|
|
(697,352
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(718,607
|
)
|
Balance December 31, 2017
|
|
1,644,235
|
|
|
—
|
|
|
587,922
|
|
|
—
|
|
|
94,405
|
|
|
2,326,562
|
|
|
|
Total Equivalent Reserves
|
||||||||||||||||
|
|
(Thousands barrels of oil equivalent)
|
||||||||||||||||
|
|
United
States
|
|
Canada
|
|
Egypt
(1)
|
|
Australia
|
|
North
Sea
|
|
Total
(1)
|
||||||
Proved developed reserves:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2014
|
|
897,422
|
|
|
258,848
|
|
|
236,256
|
|
|
136,707
|
|
|
122,058
|
|
|
1,651,291
|
|
December 31, 2015
|
|
726,424
|
|
|
209,647
|
|
|
275,033
|
|
|
—
|
|
|
120,293
|
|
|
1,331,397
|
|
December 31, 2016
|
|
656,087
|
|
|
157,662
|
|
|
252,630
|
|
|
—
|
|
|
107,256
|
|
|
1,173,635
|
|
December 31, 2017
|
|
699,786
|
|
|
—
|
|
|
215,364
|
|
|
—
|
|
|
108,513
|
|
|
1,023,663
|
|
Proved undeveloped reserves:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2014
|
|
336,670
|
|
|
155,028
|
|
|
43,446
|
|
|
186,534
|
|
|
23,301
|
|
|
744,979
|
|
December 31, 2015
|
|
120,210
|
|
|
70,300
|
|
|
26,929
|
|
|
—
|
|
|
14,897
|
|
|
232,336
|
|
December 31, 2016
|
|
76,950
|
|
|
17,931
|
|
|
27,336
|
|
|
—
|
|
|
15,399
|
|
|
137,616
|
|
December 31, 2017
|
|
111,001
|
|
|
—
|
|
|
24,112
|
|
|
—
|
|
|
16,210
|
|
|
151,323
|
|
Total proved reserves:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Balance December 31, 2014
|
|
1,234,092
|
|
|
413,876
|
|
|
279,702
|
|
|
323,241
|
|
|
145,359
|
|
|
2,396,270
|
|
Extensions, discoveries and other additions
|
|
26,488
|
|
|
26,226
|
|
|
40,464
|
|
|
—
|
|
|
24,227
|
|
|
117,405
|
|
Purchases of minerals in-place
|
|
—
|
|
|
6,860
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,860
|
|
Revisions of previous estimates
|
|
(322,123
|
)
|
|
(87,081
|
)
|
|
37,825
|
|
|
12,549
|
|
|
(6,305
|
)
|
|
(365,135
|
)
|
Production
|
|
(91,591
|
)
|
|
(24,706
|
)
|
|
(56,029
|
)
|
|
(8,503
|
)
|
|
(26,011
|
)
|
|
(206,840
|
)
|
Sales of minerals in-place
|
|
(232
|
)
|
|
(55,228
|
)
|
|
—
|
|
|
(327,287
|
)
|
|
(2,080
|
)
|
|
(384,827
|
)
|
Balance December 31, 2015
|
|
846,634
|
|
|
279,947
|
|
|
301,962
|
|
|
—
|
|
|
135,190
|
|
|
1,563,733
|
|
Extensions, discoveries and other additions
|
|
56,458
|
|
|
9,166
|
|
|
23,674
|
|
|
—
|
|
|
13,906
|
|
|
103,204
|
|
Purchases of minerals in-place
|
|
24
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,556
|
|
|
1,580
|
|
Revisions of previous estimates
|
|
(87,954
|
)
|
|
(84,984
|
)
|
|
16,599
|
|
|
—
|
|
|
(3,002
|
)
|
|
(159,341
|
)
|
Production
|
|
(81,994
|
)
|
|
(21,684
|
)
|
|
(62,269
|
)
|
|
—
|
|
|
(24,995
|
)
|
|
(190,942
|
)
|
Sales of minerals in-place
|
|
(131
|
)
|
|
(6,852
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,983
|
)
|
Balance December 31, 2016
|
|
733,037
|
|
|
175,593
|
|
|
279,966
|
|
|
—
|
|
|
122,655
|
|
|
1,311,251
|
|
Extensions, discoveries and other additions
|
|
145,322
|
|
|
24,115
|
|
|
40,731
|
|
|
—
|
|
|
19,809
|
|
|
229,977
|
|
Purchases of minerals in-place
|
|
991
|
|
|
1,294
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,285
|
|
Revisions of previous estimates
|
|
12,903
|
|
|
16,136
|
|
|
(21,936
|
)
|
|
—
|
|
|
3,291
|
|
|
10,394
|
|
Production
|
|
(75,151
|
)
|
|
(11,455
|
)
|
|
(59,285
|
)
|
|
—
|
|
|
(21,032
|
)
|
|
(166,923
|
)
|
Sales of minerals in-place
|
|
(6,315
|
)
|
|
(205,683
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(211,998
|
)
|
Balance December 31, 2017
|
|
810,787
|
|
|
—
|
|
|
239,476
|
|
|
—
|
|
|
124,723
|
|
|
1,174,986
|
|
|
|
United
States
|
|
Canada
|
|
Egypt
(2)
|
|
North
Sea
|
|
Total
(2)
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash inflows
|
|
$
|
24,271
|
|
|
$
|
—
|
|
|
$
|
9,254
|
|
|
$
|
6,230
|
|
|
$
|
39,755
|
|
Production costs
|
|
(10,618
|
)
|
|
—
|
|
|
(1,749
|
)
|
|
(2,459
|
)
|
|
(14,826
|
)
|
|||||
Development costs
|
|
(1,659
|
)
|
|
—
|
|
|
(1,052
|
)
|
|
(2,795
|
)
|
|
(5,506
|
)
|
|||||
Income tax expense
|
|
(42
|
)
|
|
—
|
|
|
(2,078
|
)
|
|
(353
|
)
|
|
(2,473
|
)
|
|||||
Net cash flows
|
|
11,952
|
|
|
—
|
|
|
4,375
|
|
|
623
|
|
|
16,950
|
|
|||||
10 percent discount rate
|
|
(6,080
|
)
|
|
—
|
|
|
(1,034
|
)
|
|
247
|
|
|
(6,867
|
)
|
|||||
Discounted future net cash flows
(1)
|
|
$
|
5,872
|
|
|
$
|
—
|
|
|
$
|
3,341
|
|
|
$
|
870
|
|
|
$
|
10,083
|
|
2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash inflows
|
|
$
|
20,067
|
|
|
$
|
3,625
|
|
|
$
|
8,778
|
|
|
$
|
4,734
|
|
|
$
|
37,204
|
|
Production costs
|
|
(8,858
|
)
|
|
(2,582
|
)
|
|
(1,967
|
)
|
|
(2,255
|
)
|
|
(15,662
|
)
|
|||||
Development costs
|
|
(1,653
|
)
|
|
(1,565
|
)
|
|
(1,111
|
)
|
|
(2,410
|
)
|
|
(6,739
|
)
|
|||||
Income tax expense
|
|
(32
|
)
|
|
—
|
|
|
(1,775
|
)
|
|
(8
|
)
|
|
(1,815
|
)
|
|||||
Net cash flows
|
|
9,524
|
|
|
(522
|
)
|
|
3,925
|
|
|
61
|
|
|
12,988
|
|
|||||
10 percent discount rate
|
|
(5,319
|
)
|
|
549
|
|
|
(956
|
)
|
|
798
|
|
|
(4,928
|
)
|
|||||
Discounted future net cash flows
(1)
|
|
$
|
4,205
|
|
|
$
|
27
|
|
|
$
|
2,969
|
|
|
$
|
859
|
|
|
$
|
8,060
|
|
(1)
|
Estimated future net cash flows before income tax expense, discounted at
10 percent
per annum, totaled approximately
$12.2 billion
and
$9.5 billion
as of
December 31, 2017
and
2016
, respectively.
|
(2)
|
Includes discounted future net cash flows of approximately
$1.1 billion
and
$1.0 billion
in
2017
and
2016
, respectively, attributable to a noncontrolling interest in Egypt.
|
|
|
For the Year Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(In millions)
|
||||||||||
Sales, net of production costs
|
|
$
|
(4,158
|
)
|
|
$
|
(3,479
|
)
|
|
$
|
(4,056
|
)
|
Net change in prices and production costs
|
|
3,651
|
|
|
(3,835
|
)
|
|
(21,710
|
)
|
|||
Discoveries and improved recovery, net of related costs
|
|
2,273
|
|
|
1,153
|
|
|
1,953
|
|
|||
Change in future development costs
|
|
(279
|
)
|
|
309
|
|
|
705
|
|
|||
Previously estimated development costs incurred during the period
|
|
719
|
|
|
986
|
|
|
1,991
|
|
|||
Revision of quantities
|
|
(344
|
)
|
|
(574
|
)
|
|
(2,292
|
)
|
|||
Purchases of minerals in-place
|
|
9
|
|
|
8
|
|
|
22
|
|
|||
Accretion of discount
|
|
952
|
|
|
1,313
|
|
|
3,642
|
|
|||
Change in income taxes
|
|
(617
|
)
|
|
1,070
|
|
|
7,264
|
|
|||
Sales of minerals in-place
|
|
(809
|
)
|
|
(52
|
)
|
|
(5,240
|
)
|
|||
Change in production rates and other
|
|
626
|
|
|
567
|
|
|
(3,343
|
)
|
|||
|
|
$
|
2,023
|
|
|
$
|
(2,534
|
)
|
|
$
|
(21,064
|
)
|
|
|
First
|
|
Second
|
|
Third
|
|
Fourth
|
||||||||
|
|
(In millions, except per share amounts)
|
||||||||||||||
2017
|
|
|
|
|
|
|
|
|
||||||||
Oil and gas production revenues
|
|
$
|
1,512
|
|
|
$
|
1,346
|
|
|
$
|
1,389
|
|
|
$
|
1,640
|
|
Gain (loss) on divestitures
|
|
341
|
|
|
(21
|
)
|
|
296
|
|
|
11
|
|
||||
Net income including noncontrolling interest
(1)
|
|
267
|
|
|
613
|
|
|
105
|
|
|
518
|
|
||||
Net income attributable to common stock
|
|
213
|
|
|
572
|
|
|
63
|
|
|
456
|
|
||||
Net income per common share
(2)
:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
0.56
|
|
|
1.50
|
|
|
0.16
|
|
|
1.20
|
|
||||
Diluted
|
|
0.56
|
|
|
1.50
|
|
|
0.16
|
|
|
1.19
|
|
||||
2016
|
|
|
|
|
|
|
|
|
||||||||
Oil and gas production revenues
|
|
$
|
1,087
|
|
|
$
|
1,386
|
|
|
$
|
1,439
|
|
|
$
|
1,455
|
|
Gain (loss) on divestitures
|
|
(1
|
)
|
|
17
|
|
|
5
|
|
|
—
|
|
||||
Net loss including noncontrolling interest
(1)
|
|
(371
|
)
|
|
(200
|
)
|
|
(559
|
)
|
|
(143
|
)
|
||||
Net loss attributable to common stock
|
|
(372
|
)
|
|
(244
|
)
|
|
(607
|
)
|
|
(182
|
)
|
||||
Basic and diluted net loss per common share
(2)
|
|
(0.98
|
)
|
|
(0.65
|
)
|
|
(1.60
|
)
|
|
(0.48
|
)
|
(1)
|
Operating expenses for
2017
include asset and leasehold impairments totaling
$23 million
,
$39 million
,
$160 million
, and
$32 million
in the first, second, third, and fourth quarters of
2017
, respectively. Continuing operating expenses for
2016
include asset and leasehold impairments totaling
$42 million
,
$238 million
,
$951 million
, and
$144 million
in the first, second, third, and fourth quarters of
2016
, respectively.
|
(2)
|
The sum of the individual quarterly net income (loss) per common share amounts may not agree with full-year net income (loss) per common share as each quarterly computation is based on the weighted-average number of common shares outstanding during that period.
|
EXHIBIT
NO.
|
|
DESCRIPTION
|
3.1
|
–
|
|
3.2
|
–
|
|
3.3
|
–
|
|
4.1
|
–
|
|
4.2
|
–
|
|
4.3
|
–
|
|
4.4
|
–
|
|
4.5
|
–
|
|
4.6
|
–
|
|
4.7
|
–
|
|
4.8
|
–
|
|
4.9
|
–
|
|
4.10
|
–
|
|
4.11
|
–
|
|
4.12
|
–
|
|
4.13
|
–
|
|
4.14
|
–
|
|
4.15
|
–
|
EXHIBIT
NO.
|
|
DESCRIPTION
|
4.16
|
–
|
|
4.17
|
–
|
|
†4.18
|
–
|
|
†4.19
|
–
|
|
†4.20
|
–
|
|
10.1
|
–
|
|
10.2
|
–
|
|
10.3
|
–
|
|
10.4
|
–
|
|
†10.5
|
–
|
|
†10.6
|
–
|
|
†10.7
|
–
|
|
†10.8
|
–
|
|
†10.9
|
–
|
EXHIBIT
NO.
|
|
DESCRIPTION
|
†10.10
|
–
|
|
†10.11
|
–
|
|
†10.12
|
–
|
|
†10.13
|
–
|
|
†10.14
|
–
|
|
†10.15
|
–
|
|
†10.16
|
–
|
|
†10.17
|
–
|
|
†10.18
|
–
|
|
†10.19
|
–
|
|
†10.20
|
–
|
|
†10.21
|
–
|
|
†10.22
|
–
|
|
†10.23
|
–
|
|
†10.24
|
–
|
|
†10.25
|
–
|
|
†10.26
|
–
|
|
†10.27
|
–
|
|
†10.28
|
–
|
EXHIBIT
NO.
|
|
DESCRIPTION
|
†10.29
|
–
|
|
†10.30
|
–
|
|
†10.31
|
–
|
|
†10.32
|
–
|
|
†10.33
|
–
|
|
†10.34
|
–
|
|
†10.35
|
–
|
|
†10.36
|
–
|
|
†10.37
|
–
|
|
†10.38
|
–
|
|
†10.39
|
–
|
|
†10.40
|
–
|
|
†10.41
|
–
|
|
†10.42
|
–
|
|
*†10.43
|
–
|
|
*†10.44
|
–
|
|
†10.45
|
–
|
|
†10.46
|
–
|
|
†10.47
|
–
|
|
†10.48
|
–
|
EXHIBIT
NO.
|
|
DESCRIPTION
|
†10.49
|
–
|
|
†10.50
|
–
|
|
†10.51
|
–
|
|
†10.52
|
–
|
|
†10.53
|
–
|
|
†10.54
|
–
|
|
*12.1
|
–
|
|
*21.1
|
–
|
|
*23.1
|
–
|
|
*23.2
|
–
|
|
*24.1
|
–
|
|
*31.1
|
–
|
|
*31.2
|
–
|
|
*32.1
|
–
|
|
*99.1
|
–
|
|
*101.INS
|
–
|
XBRL Instance Document.
|
*101.SCH
|
–
|
XBRL Taxonomy Schema Document.
|
*101.CAL
|
–
|
XBRL Calculation Linkbase Document.
|
*101.DEF
|
–
|
XBRL Definition Linkbase Document.
|
*101.LAB
|
–
|
XBRL Label Linkbase Document.
|
*101.PRE
|
–
|
XBRL Presentation Linkbase Document.
|
* Filed herewith.
|
† Management contracts or compensatory plans or arrangements required to be filed herewith pursuant to Item 15 hereof.
|
Notice:
|
A summary of the terms of your grant of Restricted Stock Units (“RSUs”) is set out in this notice (the “Grant Notice”) but subject always to the terms of the Apache Corporation 2016 Omnibus Compensation Plan (the “Plan”) and the Restricted Stock Unit Award Agreement (the “Agreement”). In the event of any inconsistency between the terms of this Grant Notice, the terms of the Plan and the Agreement, the terms of the Plan and the Agreement shall prevail.
|
Type of Award:
|
Restricted Stock Unit(s)
|
Restricted Stock Unit:
|
A Restricted Stock Unit (“RSU”) as defined in the Plan and meaning the right granted to the Recipient to receive one share of Stock for each RSU at the end of the specified Vesting Period.
|
Stock:
|
The $0.625 par value common stock of the Company or as otherwise defined in the Plan.
|
Grant:
|
A Grant related to ______ Restricted Stock Units
|
Conditions:
|
The Recipient may elect, at the time of the grant, to have his or her RSUs deferred into the Deferred Delivery Plan (the "DDP") when the RSUs vest, in which case the Recipient will receive the value of the RSUs at the times specified pursuant to the DDP. For RSUs that are not deferred, once the RSU vests, the Recipient shall be paid the
|
Vesting Period:
|
RSUs granted shall vest (i.e., restrictions shall lapse) in accordance with the following schedule (the "Vesting Period"), provided that the Recipient remains employed as an Eligible Person as of such vesting date:
|
Withholding:
|
The Company and the Recipient will comply with all federal and state laws and regulations respecting the required withholding, deposit, and payment of any income, employment, or other taxes relating to the Grant.
|
Dividends:
|
The Company will credit each of the Recipient's RSUs with Dividend Equivalents. For purposes of this Grant, a Dividend Equivalent is an amount equal to the cash dividend payable per share of Stock multiplied by the number of shares of Stock then underlying such outstanding RSUs. Such amount will be credited to a book entry account on Recipient's behalf at the time the Company pays any cash dividend on its Stock. The Recipient's rights in any such Dividend Equivalents will vest at the same time as, and only to the extent that, the underlying RSUs vest and will be distributed at the same time in cash (subject to applicable withholdings), and only to the extent, as the related RSUs are to be distributed to the Recipient as provided in the Agreement and to which such Dividend Equivalents apply.
|
Acceptance:
|
Please complete the on-line grant acceptance as promptly as possible to accept or reject your Grant. You can access this through your account at netbenefits.fidelity.com. By accepting your Grant, you will have agreed to the terms and conditions set forth in the Agreement, including, but not limited to, the non-compete and non-disparagement provisions set forth in sections 5 and 6 of the Agreement, and the terms and conditions of the Plan. If you do not accept your Grant, your RSUs will not vest and you will be unable to receive your RSUs.
|
(a)
|
There is a material diminution in the Recipient’s base compensation, compared to his rate of base compensation on the date of the 409A Change of Control.
|
(b)
|
There is a material diminution in the Recipient’s authority, duties or responsibilities.
|
(c)
|
There is a material diminution in the authority, duties or responsibilities of the Recipient’s supervisor, such as a requirement that the Recipient (or his supervisor) report to a corporate officer or employee instead of reporting directly to the board of directors.
|
(d)
|
There is a material diminution in the budget over which the Recipient retains authority.
|
(e)
|
There is a material change in the geographic location at which the Recipient must perform his service, including, for example the assignment of the Recipient to a regular workplace that is more than 50 miles from his regular workplace on the date of the 409A Change of Control.
|
Age
|
|
Advance Written Notice
|
65 or older
|
|
3 months
|
between (and including) 55 and 64
|
|
6 months
|
Notice:
|
A summary of the terms of your grant of Restricted Stock Units (“RSUs”) is set out in this notice (the “Grant Notice”) but subject always to the terms of the Apache Corporation 2016 Omnibus Compensation Plan (the “Plan”) and the Restricted Stock Unit Award Agreement (the “Agreement”). In the event of any inconsistency between the terms of this Grant Notice, the terms of the Plan and the Agreement, the terms of the Plan and the Agreement shall prevail. The Grant is a Cash-Based Award under Section 10 of the Plan and is subject to the provisions of the Plan governing RSUs.
|
Type of Award:
|
Restricted Stock Unit(s)
|
Restricted Stock Unit:
|
A Restricted Stock Unit (“RSU”) as defined in the Plan and meaning the right granted to the Recipient to receive one share of Stock or the cash equivalent thereof for each RSU at the end of the specified Vesting Period.
|
Stock:
|
The $0.625 par value common stock of the Company or as otherwise defined in the Plan.
|
Grant:
|
A Grant related to ______ Restricted Stock Units
|
Conditions:
|
The Recipient may elect, at the time of the grant, to have his or her RSUs deferred into the Deferred Delivery Plan (the "DDP") when
|
Vesting Period:
|
RSUs granted shall vest (i.e., restrictions shall lapse) in accordance with the following schedule (the "Vesting Period"), provided that the Recipient remains employed as an Eligible Person as of such vesting date:
|
Withholding:
|
The Company and the Recipient will comply with all federal and state laws and regulations respecting the required withholding, deposit, and payment of any income, employment, or other taxes relating to the Grant.
|
Dividends:
|
The Company will credit each of the Recipient's RSUs with Dividend Equivalents. For purposes of this Grant, a Dividend Equivalent is an amount equal to the cash dividend payable per share of Stock multiplied by the number of shares of Stock then underlying such outstanding RSUs. Such amount will be credited to a book entry account on Recipient's behalf at the time the Company pays any cash dividend on its Stock. The Recipient's rights in any such Dividend Equivalents will vest at the same time as, and only to the extent that, the underlying RSUs vest and will be distributed at the same time in cash (subject to applicable withholdings), and only to the extent, as the related RSUs are to be distributed to the Recipient as provided in the Agreement and to which such Dividend Equivalents apply.
|
Acceptance:
|
Please complete the on-line grant acceptance as promptly as possible to accept or reject your Grant. You can access this through your account at netbenefits.fidelity.com. By accepting your Grant, you will have agreed to the terms and conditions set forth in the Agreement, including, but not limited to, the non-compete and non-disparagement provisions set forth in sections 5 and 6 of the Agreement, and the terms and conditions of the Plan. If you do not accept your Grant, your RSUs will not vest and you will be unable to receive your RSUs.
|
(a)
|
There is a material diminution in the Recipient’s base compensation, compared to his rate of base compensation on the date of the 409A Change of Control.
|
(b)
|
There is a material diminution in the Recipient’s authority, duties or responsibilities.
|
(c)
|
There is a material diminution in the authority, duties or responsibilities of the Recipient’s supervisor, such as a requirement that the Recipient (or his supervisor) report to a corporate officer or employee instead of reporting directly to the board of directors.
|
(d)
|
There is a material diminution in the budget over which the Recipient retains authority.
|
(e)
|
There is a material change in the geographic location at which the Recipient must perform his service, including, for example the assignment of the Recipient to a regular workplace that is more than 50 miles from his regular workplace on the date of the 409A Change of Control.
|
Age
|
|
Advance Written Notice
|
65 or older
|
|
3 months
|
between (and including) 55 and 64
|
|
6 months
|
(1)
|
Interest expense related to the provisions for uncertainty in income taxes under ASC Topic 740, “Income Taxes” is not included in the computation of ratios of earnings to fixed charges and combined fixed charges and preferred stock dividends.
|
(2)
|
Represents one-third of rental expense, which is considered to be a reasonable approximation of interest factors.
|
(3)
|
The Company does not receive a tax benefit for its preferred stock dividends. This amount represents the pre-tax earnings, which is calculated using the effective tax rate, that would be required to cover its preferred stock dividends.
|
(4)
|
The Company’s 2016, 2015, and 2014 earnings are inadequate to cover fixed charges, with a deficit of $1.7 billion, $12.2 billion, and $6.9 billion, respectively.
|
(5)
|
The Company’s 2016, 2015, and 2014 earnings are inadequate to cover fixed charges and noncontrolling interest, with a deficit of $1.9 billion, $11.9 billion, and $7.3 billion, respectively.
|
(6)
|
The Company's 2013 earnings are inadequate to cover fixed charges, preferred stock dividend requirements, and noncontrolling interest, with a deficit of $5.7 billion.
|
|
|
Exhibit 21.1
|
|
|
|
Apache Corporation (a Delaware corporation)
|
||
Listing of Subsidiaries as of December 31, 2017
|
||
|
|
|
Exact Name of Subsidiary and Name
|
|
Jurisdiction of
|
under which Subsidiary does Business
|
|
Incorporation or Organization
|
Alta Vista Oil Corporation
|
|
Delaware
|
Apache Alaska Corporation
|
|
Delaware
|
Apache Corporation (New Jersey)
|
|
New Jersey
|
Apache Crude Oil Marketing, Inc.
|
|
Delaware
|
Apache Deepwater LLC
|
|
Delaware
|
Apache Fertilizer Holdings II Corporation LDC
|
|
Cayman Islands
|
Apache Finance Louisiana Corporation
|
|
Delaware
|
Apache Foundation
|
|
Minnesota
|
Apache Gathering Company
|
|
Delaware
|
Apache Holdings, Inc.
|
|
Delaware
|
Apache International Employment Inc.
|
|
Delaware
|
Apache Louisiana Holdings LLC
|
|
Delaware
|
Apache Louisiana Minerals LLC
|
|
Delaware
|
Apache Marketing, Inc.
|
|
Delaware
|
Apache Midstream LLC
|
|
Delaware
|
Alpine High Gathering LLC
|
|
Delaware
|
Alpine High NGL Pipeline LLC
|
|
Delaware
|
Alpine High Oil Pipeline LLC
|
|
Delaware
|
Alpine High Pipeline LLC
|
|
Delaware
|
Alpine High Processing LLC
|
|
Delaware
|
Apache Natural Gas Transportation Fuels LLC
|
|
Delaware
|
Apache North America LLC
|
|
Delaware
|
Apache Finance Australia Pty Limited
|
|
Australian Capital Territory
|
Apache Oil Corporation
|
|
Texas
|
Apache Overseas LLC
|
|
Delaware
|
Apache Asia Pacific Corporation LDC
|
|
Cayman Islands
|
Apache East Ras Budran Corporation LDC
|
|
Cayman Islands
|
Apache Egypt Investment Corporation LDC
|
|
Cayman Islands
|
Apache Egypt Holdings I Corporation LDC
|
|
Cayman Islands
|
Apache Egypt Holdings IV Corporation LDC
|
|
Cayman Islands
|
Apache Egypt Holdings III Corporation LDC
|
|
Cayman Islands
|
Apache Egypt GP Corporation LDC
|
|
Cayman Islands
|
Apache Egypt Holdings II Corporation LDC
|
|
Cayman Islands
|
Apache Abu Gharadig Corporation LDC
|
|
Cayman Islands
|
Apache East Bahariya Corporation LDC
|
|
Cayman Islands
|
Apache El Diyur Corporation LDC
|
|
Cayman Islands
|
Apache Faiyum Corporation LDC
|
|
Cayman Islands
|
Apache Khalda Corporation LDC
|
|
Cayman Islands
|
Apache Egypt Midstream Holdings I LDC
|
|
Cayman Islands
|
Apache Khalda II Corporation LDC
|
|
Cayman Islands
|
Apache Matruh Corporation LDC
|
|
Cayman Islands
|
Apache Mediterranean Corporation LDC
|
|
Cayman Islands
|
Apache North Bahariya Corporation LDC
|
|
Cayman Islands
|
|
|
Exhibit 21.1
|
|
|
|
Apache Corporation (a Delaware corporation)
|
||
Listing of Subsidiaries as of December 31, 2017
|
||
|
|
|
Exact Name of Subsidiary and Name
|
|
Jurisdiction of
|
under which Subsidiary does Business
|
|
Incorporation or Organization
|
Apache North El Diyur Corporation LDC
|
|
Cayman Islands
|
Apache North Tarek Corporation LDC
|
|
Cayman Islands
|
Apache Qarun Corporation LDC
|
|
Cayman Islands
|
Apache Qarun Exploration Company LDC
|
|
Cayman Islands
|
Apache Shushan Corporation LDC
|
|
Cayman Islands
|
Apache South Umbarka Corporation LDC
|
|
Cayman Islands
|
Apache Umbarka Corporation LDC
|
|
Cayman Islands
|
Apache West Kalabsha Corporation LDC
|
|
Cayman Islands
|
Apache West Kanayis Corporation LDC
|
|
Cayman Islands
|
Apache UK Corporation LDC
|
|
Cayman Islands
|
Apache International Finance III S.a.r.l.
|
|
Luxembourg
|
Apache North Sea Limited
|
|
England and Wales
|
Apache North Sea Production Limited
|
|
England and Wales
|
Apache UK Investment Limited
|
|
England and Wales
|
Apache Beryl I Limited
|
|
Cayman Islands
|
Apache EMEA Corporation LDC
|
|
Cayman Islands
|
Apache Exploration LDC
|
|
Cayman Islands
|
Apache Fertilizer Holdings Corporation LDC
|
|
Cayman Islands
|
Apache International Finance S.a.r.l.
|
|
Luxembourg
|
Apache International Finance II S.a.r.l.
|
|
Luxembourg
|
Apache Finance Pty Limited
|
|
Australian Capital Territory
|
Apache Ravensworth Corporation LDC
|
|
Cayman Islands
|
Apache Latin America II Corporation LDC
|
|
Cayman Islands
|
Apache Netherlands Investment B.V.
|
|
The Netherlands
|
Apache Suriname Corporation LDC
|
|
Cayman Islands
|
Apache Netherlands Investment II B.V.
|
|
The Netherlands
|
Apache Suriname 58 Corporation LDC
|
|
Cayman Islands
|
Apache Overseas Holdings LLC
|
|
Delaware
|
Apache Switzerland Holdings AG
|
|
Switzerland
|
Apache Kenya Holdings LLC
|
|
Delaware
|
Apache Kenya Limited
|
|
Kenya
|
Apache Overseas Holdings II, Inc.
|
|
Delaware
|
Apache Permian Basin Investment Corporation
|
|
Delaware
|
Apache Permian Basin Corporation
|
|
Delaware
|
Apache Permian Exploration and Production LLC
|
|
Delaware
|
LeaCo New Mexico Exploration and Production LLC
|
|
Delaware
|
Permian Basin Joint Venture LLC (95%)
|
|
Delaware
|
ZPZ Delaware I LLC
|
|
Delaware
|
Apache Shady Lane Ranch Inc.
|
|
Delaware
|
Apache Shelf Exploration LLC
|
|
Delaware
|
Apache Shelf, Inc.
|
|
Delaware
|
Apache Texas Property Holding Company LLC
|
|
Delaware
|
Apache UK Limited
|
|
England and Wales
|
|
|
Exhibit 21.1
|
|
|
|
Apache Corporation (a Delaware corporation)
|
||
Listing of Subsidiaries as of December 31, 2017
|
||
|
|
|
Exact Name of Subsidiary and Name
|
|
Jurisdiction of
|
under which Subsidiary does Business
|
|
Incorporation or Organization
|
Apache Well Containment LLC
|
|
Delaware
|
Apache Western Exploration LLC
|
|
Delaware
|
BLPL Holdings LLC
|
|
Delaware
|
Clear Creek Hunting Preserve, Inc.
|
|
Wyoming
|
Cordillera Energy Partners III, LLC
|
|
Colorado
|
Cottonwood Aviation, Inc.
|
|
Delaware
|
CV Energy Corporation
|
|
Delaware
|
DEK Energy LLC
|
|
Delaware
|
Apache Finance Canada LLC
|
|
Delaware
|
Apache Canada Management LLC
|
|
Delaware
|
Apache Canada Holdings LLC
|
|
Delaware
|
Apache Canada Management II LLC
|
|
Delaware
|
Apache Finance Canada III LLC
|
|
Delaware
|
Apache Finance Canada IV LLC
|
|
Delaware
|
Stallion Canada Holdings LLC
|
|
Delaware
|
Edge Petroleum Exploration Company
|
|
Delaware
|
Granite Operating Company
|
|
Texas
|
Phoenix Exploration Resources, Ltd.
|
|
Delaware
|
Texas International Company
|
|
Delaware
|
Texas and New Mexico Exploration LLC
|
|
Delaware
|
ZPZ Acquisitions, Inc.
|
|
Delaware
|
ZPZ Delaware II LLC
|
|
Delaware
|
Phoenix Exploration Louisiana C LLC (75%)
|
|
Delaware
|
ZPZ Delaware III LLC
|
|
Delaware
|
(1)
|
Registration Statements (Form S-3 Nos. 333-57785, 333-75633, 333-32580, 333-105536, 333-155884, 333-174429, 333-197491, and 333-219345) of Apache Corporation and in the related Prospectuses,
|
(2)
|
Registration Statements (Form S-4 Nos. 333-107934 and 333-166964) of Apache Corporation and in the related Prospectuses, and
|
(3)
|
Registration Statements (Form S-8 Nos. 33-59721, 33-63817, 333-26255, 333-32557, 333-36131, 333-31092, 333-48758, 333-97403, 333-102330, 333-103758, 333-106213, 333-125232, 333-125233, 333-135044, 333-143115, 333-170533, 333-175250, 333-178672, 333-190619, and 333-212237) of Apache Corporation;
|
1.
|
I have reviewed this annual report on Form 10-K of Apache Corporation;
|
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ John J. Christmann IV
|
|
John J. Christmann IV
|
|
Chief Executive Officer and President
|
|
(principal executive officer)
|
|
1.
|
I have reviewed this annual report on Form 10-K of Apache Corporation;
|
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
/s/ Stephen J. Riney
|
|
Stephen J. Riney
|
|
Executive Vice President and Chief Financial Officer
|
|
(principal financial officer)
|
|
/s/ John J. Christmann IV
|
|
||
By:
|
|
John J. Christmann IV
|
|
Title:
|
|
Chief Executive Officer and President
|
|
|
|
(principal executive officer)
|
|
/s/ Stephen J. Riney
|
|
||
By:
|
|
Stephen J. Riney
|
|
Title:
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
(principal financial officer)
|
|
/s/ Ali A. Porbandarwala
|
Ali A. Porbandarwala, P.E.
|
TBPE License No. 107652
|
Senior Vice President
|
As of December 31, 2017
|
|
% Crude
Oil &
Condensate
Reserves
Reviewed
|
% Natural
Gas
Liquids
Reserves
Reviewed
|
% Gas
Reserves
Reviewed
|
Reviewed by Ryder Scott
|
Not Reviewed
|
Total
|
||||||
Crude Oil &
Condensate
MBarrels
|
Natural
Gas
Liquids
MBarrels
|
Sales
Gas
MMCF
|
Crude Oil &
Condensate
MBarrels
|
Natural
Gas
Liquids
MBarrels
|
Sales
Gas
MMCF
|
Crude Oil &
Condensate
MBarrels
|
Natural
Gas
Liquids
MBarrels
|
Sales
Gas
MMCF
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Developed
|
88.9
|
90.7
|
87.5
|
463,577
|
157,581
|
1,724,287
|
57,868
|
16,134
|
246,731
|
521,445
|
173,715
|
1,971,018
|
Undeveloped
|
49.5
|
50.3
|
51.9
|
30,744
|
15,063
|
184,385
|
31,371
|
14,889
|
171,160
|
62,115
|
29,952
|
355,545
|
Total Proved
|
84.7
|
84.8
|
82.0
|
494,321
|
172,644
|
1,908,672
|
89,239
|
31,023
|
417,891
|
583,560
|
203,667
|
2,326,563
|
As of December 31, 2017
|
|
% Crude
Oil &
Condensate
Reserves
Reviewed
|
% Natural
Gas
Liquids
Reserves
Reviewed
|
% Gas
Reserves
Reviewed
|
Reviewed by Ryder Scott
|
Not Reviewed
|
Total
|
||||||
Crude Oil &
Condensate
MBarrels
|
Natural
Gas
Liquids
MBarrels
|
Sales
Gas
MMCF
|
Crude Oil &
Condensate
MBarrels
|
Natural
Gas
Liquids
MBarrels
|
Sales
Gas
MMCF
|
Crude Oil &
Condensate
MBarrels
|
Natural
Gas
Liquids
MBarrels
|
Sales
Gas
MMCF
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
USA
|
|
|
|
|
|
|
|
|
|
|
|
|
Developed
|
91.2
|
90.8
|
86.0
|
277,368
|
155,311
|
1,157,793
|
26,911
|
15,694
|
189,216
|
304,279
|
171,005
|
1,347,009
|
Undeveloped
|
52.7
|
51.0
|
47.3
|
16,809
|
15,063
|
140,633
|
15,095
|
14,497
|
156,593
|
31,904
|
29,560
|
297,226
|
Total Proved
|
87.5
|
84.9
|
79.0
|
294,177
|
170,374
|
1,298,426
|
42,006
|
30,191
|
345,809
|
336,183
|
200,565
|
1,644,235
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Egypt
|
|
|
|
|
|
|
|
|
|
|
|
|
Developed
|
86.1
|
88.6
|
91.9
|
107,242
|
607
|
497,087
|
17,326
|
78
|
43,580
|
124,568
|
685
|
540,667
|
Undeveloped
|
34.8
|
0
|
90.8
|
5,642
|
0
|
42,885
|
10,556
|
39
|
4,371
|
16,198
|
39
|
47,256
|
Total Proved
|
80.2
|
83.8
|
91.8
|
112,884
|
607
|
539,972
|
27,882
|
117
|
47,951
|
140,766
|
724
|
587,923
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United Kingdom
|
|
|
|
|
|
|
|
|
|
|
|
|
Developed
|
85.3
|
82.1
|
83.3
|
78,967
|
1,663
|
69,407
|
13,631
|
362
|
13,935
|
92,598
|
2,025
|
83,342
|
Undeveloped
|
59.2
|
0
|
7.8
|
8,293
|
0
|
867
|
5,720
|
353
|
10,196
|
14,013
|
353
|
11,063
|
Total Proved
|
81.8
|
69.9
|
74.4
|
87,260
|
1,663
|
70,274
|
19,351
|
715
|
24,131
|
106,611
|
2,378
|
94,405
|
Geographic Area
|
Product
|
Price
Reference
|
Average
Benchmark
Prices
|
Average Realized
Prices
|
North America
|
|
|
|
|
United States
|
Oil/Condensate
|
WTI Cushing
|
$51.34/Bbl
|
$48.05/Bbl
|
|
NGLs
|
Mt. Belvieu Non-Tet Propane
|
$31.82/Bbl
|
$17.45/Bbl
|
|
Gas
|
Henry Hub
|
$2.98/MMBTU
|
$2.43/MCF
|
|
|
|
|
|
Egypt
|
Oil/Condensate
|
Brent
|
$54.38/Bbl
|
$53.28/Bbl
|
|
NGLs
|
Brent
|
$54.38/Bbl
|
$33.12/Bbl
|
|
Gas
|
Contracts
|
Contract
|
$2.95/MCF
|
|
|
|
|
|
United Kingdom
|
Oil/Condensate
|
Brent
|
$54.38/Bbl
|
$52.39/Bbl
|
|
NGLs
|
Brent
|
$54.38/Bbl
|
$28.45/Bbl
|
|
Gas
|
NBP
|
$5.77/MMBTU
|
$6.02/MCF
|
(1)
|
completion intervals which are open at the time of the estimate, but which have not started producing;
|
(2)
|
wells which were shut-in for market conditions or pipeline connections; or
|
(3)
|
wells not capable of production for mechanical reasons.
|
(i)
|
Reserves on undrilled acreage shall be limited to those directly offsetting development spacing areas that are reasonably certain of production when drilled, unless evidence using reliable technology exists that establishes reasonable certainty of economic producibility at greater distances.
|