Directors of Basic Services, Inc. It is management's opinion that the transactions with both of these entitities were performed at prevailing market rates.

At December 31, 2004, the Company had outstanding related-party accounts receivable and payable balances of $0.3 million and $0.7 million, respectively. At December 31, 2003, the Company had outstanding related party accounts payable balances of $0.9 million.

During the year ended 2004, Goodrich Petroleum ("Goodrich") participated in the drilling of one well operated by the Company. During the year ended December 31, 2004, the Company incurred land and drilling expenses of $0.6 million with the Company. Mr. Webster is a member of the Board of Directors of Goodrich. The terms of the operating agreements between the Company and Goodrich are consistent with standard industry practices.

See Notes 4, 7 and 9 for a discussion of the investment in Pinnacle, Subordinated Notes and Series B Preferred Stock with parties that include members of the Company's Board of Directors or their affiliates.

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. No such services were provided during 2004.

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 termination, 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.

As of December 31, 2003 and 2004, the unrealized gain/(loss), net of tax, of $0.2 million and $59,000, respectively, (net of tax of $0.1 million and $34,000, respectively) 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 2002, 2003 and 2004 were 131,300 Bbls, 193,600 Bbls and 121,700 Bbls, respectively. Total natural gas purchased and sold under swaps and collars in 2002, 2003 and 2004 were 2,314,000 MMBtu, 2,739,000 MMBtu and 3,936,000 MMBtu, respectively. The net losses realized by the Company under such hedging arrangements were $(0.9) million, $(1.8) million and $(1.0) million for 2002, 2003 and 2004, respectively, and are included in oil and natural gas revenues.

 
 

 

 

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