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In December 1999, the Company reduced
the exercise price of certain warrants originally issued to affiliates
of Enron Corp. in January 1998. There were 250,000 of these warrants
that expire in January 2005 to purchase the Company's common stock
at $4.00 per share outstanding as of December 31, 2002 and 2003.
Steven A. Webster, Chairman of the Board of the Company, is also
a managing director of Credit Suisse First Boston Private Equity
and is therefore a related party to the Pinnacle transaction.
The Company entered into a transition
services agreement with Pinnacle pursuant to which the Company provided
certain accounting, treasury, tax, insurance and financial reporting
functions to Pinnacle for a monthly fee equal to the Company's actual
cost to provide such services.
13. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITY
The Company's operations involve managing
market risks related to changes in commodity prices. Derivative
financial instruments, specifically swaps, futures, options and
other contracts, are used to reduce and manage those risks. The
Company addresses market risk by selecting instruments whose value
fluctuations correlate strongly with the underlying commodity being
hedged. The Company enters into swaps, options, collars and other
derivative contracts to hedge the price risks associated with a
portion of anticipated future oil and natural gas production. While
the use of hedging arrangements limits the downside risk of adverse
price movements, it may also limit future gains from favorable movements.
Under these agreements, payments are received or made based on the
differential between a fixed and a variable product price. These
agreements are settled in cash at expiration or exchanged for physical
delivery contracts. The Company enters into the majority of its
hedging transactions with two counterparties and a netting agreement
is in place with those counterparties. The Company does not obtain
collateral to support the agreements but monitors the financial
viability of counterparties and believes its credit risk is minimal
on these transactions. In the event of nonperformance, the Company
would be exposed to price risk. The Company has some risk of accounting
loss since the price received for the product at the actual physical
delivery point may differ from the prevailing price at the delivery
point required for settlement of the hedging transaction.
In November 2001, the Company had no-cost
collars with an affiliate of Enron Corp., designated as hedges,
covering 2,553,000 MMBtu of natural gas production from December
2001 through December 2002. The value of these derivatives at that
time was $0.8 million. Because of Enron's financial condition, the
Company concluded that the derivatives contracts were no longer
effective and thus did not qualify for hedge accounting treatment.
As required by SFAS No. 133, the value of these derivative instruments
as of November 2001 $(0.8 million) was recorded in accumulated other
comprehensive income and will be reclassified into earnings over
the original term of the derivative instruments. An allowance for
the related asset totalling $0.8 million, net of tax of $0.4 million,
was charged to other expense. At December 31, 2001, $0.7 million,
net of tax of $0.4 million, remained in accumulated other comprehensive
income related to the deferred gains on these derivatives. The remaining
balance in other comprehensive income was reported as oil and natural
gas revenues in 2002 as the terms of the original derivative expired.
As of December 31, 2003, $0.2 million,
net of tax of $0.1 million, remained in accumulated other comprehensive
income related to the valuation of the Company's hedging positions.
Total oil purchased and sold under swaps
and collars during 2001, 2002 and 2003 were 18,000 Bbls, 131,300
Bbls and 193,600 Bbls, respectively. Total natural gas purchased
and sold under swaps and collars in 2001, 2002 and 2003 were 3,087,000
MMBtu, 2,314,000 MMBtu and 2,739,000 MMBtu respectively. The net
gains and (losses) realized by the Company under such hedging arrangements
were $2.0 million, $(0.9 million) and $(1.8 million) for 2001, 2002
and 2003, respectively, and are included in oil and natural gas
revenues.
At December 31, 2002 and 2003 the Company
had the following outstanding hedge positions:
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