Future interest payable - current

^[1]

$ 129,667

$ 105,188

Future interest payable - long-term

$ 2,923,378

$ 2,979,086

Stockholders' equity

Preferred stock, par value

$ 0.001

Preferred stock, shares authorized

25,000,000

Preferred stock, shares issued

0

Preferred stock, shares outstanding

0

Common stock, par value

$ 0.001

Common stock, shares authorized

600,000,000

Common stock, shares issued

402,927,941

402,549,346

Treasury stock, shares

787,867

457,041

Future interest payable on senior secured and convertible senior notes

Future interest payable - current

$ 100,083

$ 75,347

Future interest payable - long-term

$ 256,140

$ 241,472

[1]

Future interest payable represents most of the interest due over the terms of our 9% Senior Secured Second Lien Notes due 2021, 9¼% Senior Secured Second Lien Notes due 2022 (the “2022 Senior Secured Notes”), 5% Convertible Senior Notes due 2023 (the “2023 Convertible Senior Notes”), and 2024 Convertible Senior Notes and has been accounted for as debt in accordance with FASC 470-60, Troubled Debt Restructuring by Debtors. Our current maturities of long-term debt as of March 31, 2018 include $100.1 million of future interest payable related to these notes that is due within the next twelve months. See January 2018 Note Exchanges below for further discussion.

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenues and other income
Oil, natural gas, and related product sales	$ 340,021	$ 266,178
CO2 sales and transportation fees	7,552	5,388
Interest income and other income	5,661	3,888
Total revenues and other income	353,234	275,454
Expenses
Lease operating expenses	118,356	113,840
Marketing and plant operating expenses	12,424	14,065
CO2 discovery and operating expenses	462	593
Taxes other than income	27,319	22,440
General and administrative expenses	20,232	28,241
Interest, net of amounts capitalized of $8,452 and $4,654, respectively	17,239	27,178
Depletion, depreciation, and amortization	52,451	51,195
Commodity derivatives expense (income)	48,825	(24,602)
Other expenses	2,328	0
Total expenses	299,636	232,950
Income before income taxes	53,598	42,504
Income tax provision	14,020	20,974
Net income	$ 39,578	$ 21,530
Net income per common share
Basic	$ 0.10	$ 0.06
Diluted	$ 0.09	$ 0.05
Weighted average common shares outstanding
Basic	392,742	389,397
Diluted	451,543	392,997

Condensed Consolidated Statements of Operations (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Expenses
Capitalized interest	$ 8,452	$ 4,654

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Cash flows from operating activities
Net income	$ 39,578	$ 21,530
Adjustments to reconcile net income to cash flows from operating activities
Depletion, depreciation, and amortization	52,451	51,195
Deferred income taxes	15,052	34,909
Stock-based compensation	2,592	4,106
Commodity derivatives expense (income)	48,825	(24,602)
Payment on settlements of commodity derivatives	(33,357)	(26,940)
Debt issuance costs and discounts	1,137	1,901
Other, net	(838)	(344)
Changes in assets and liabilities, net of effects from acquisitions
Accrued production receivable	(11,510)	6,453
Trade and other receivables	348	(12,185)
Other current and long-term assets	(1,886)	643
Accounts payable and accrued liabilities	(19,817)	(23,890)
Oil and natural gas production payable	(673)	(7,335)
Other liabilities	(275)	(1,179)
Net cash provided by operating activities	91,627	24,262
Cash flows from investing activities
Oil and natural gas capital expenditures	(56,669)	(52,152)
Acquisitions of oil and natural gas properties	(35)	(16,222)
Pipelines and plants capital expenditures	(156)	(246)
Net proceeds from sales of oil and natural gas properties and equipment	1,522	415
Other	4,542	792
Net cash used in investing activities	(50,796)	(67,413)
Cash flows from financing activities
Bank repayments	(571,653)	(343,000)
Bank borrowings	546,653	397,000
Pipeline financing and capital lease debt repayments	(6,287)	(7,055)
Other	(9,291)	(3,469)
Net cash provided by (used in) financing activities	(40,578)	43,476
Net increase in cash, cash equivalents, and restricted cash	253	325
Cash, cash equivalents, and restricted cash at beginning of period	40,614	40,905
Cash, cash equivalents, and restricted cash at end of period	$ 40,867	$ 41,230

Basis of Presentation

3 Months Ended

Mar. 31, 2018

Accounting Policies [Abstract]

Basis of Presentation and Significant Accounting Policies

Note 1. Basis of Presentation

Organization and Nature of Operations

Denbury Resources Inc., a Delaware corporation, is an independent oil and natural gas company with operations focused in two key operating areas: the Gulf Coast and Rocky Mountain regions. Our goal is to increase the value of our properties through a combination of exploitation, drilling and proven engineering extraction practices, with the most significant emphasis relating to CO₂ enhanced oil recovery operations.

Interim Financial Statements

The accompanying unaudited condensed consolidated financial statements of Denbury Resources Inc. and its subsidiaries have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) and do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. These financial statements and the notes thereto should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2017 (the “Form 10-K”). Unless indicated otherwise or the context requires, the terms “we,” “our,” “us,” “Company” or “Denbury,” refer to Denbury Resources Inc. and its subsidiaries.

Accounting measurements at interim dates inherently involve greater reliance on estimates than at year end, and the results of operations for the interim periods shown in this report are not necessarily indicative of results to be expected for the year. In management’s opinion, the accompanying unaudited condensed consolidated financial statements include all adjustments of a normal recurring nature necessary for a fair statement of our consolidated financial position as of March 31, 2018, our consolidated results of operations for the three months ended March 31, 2018 and 2017, and our consolidated cash flows for the three months ended March 31, 2018 and 2017.

Reclassifications

Certain prior period amounts have been reclassified to conform to the current year presentation. Such reclassifications had no impact on our reported net income, current assets, total assets, current liabilities, total liabilities or stockholders’ equity.

Cash, Cash Equivalents, and Restricted Cash

The following table provides a reconciliation of cash, cash equivalents, and restricted cash as reported within the Unaudited Condensed Consolidated Balance Sheets to “Cash, cash equivalents, and restricted cash at end of period” as reported within the Unaudited Condensed Consolidated Statements of Cash Flows:



	Three Months Ended
	March 31,
In thousands	2018		2017
Cash and cash equivalents	$	85	$	1,747
Restricted cash included in Other assets	40,782		39,483
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows	$	40,867	$	41,230

Amounts included in restricted cash included in “Other assets” in the accompanying Unaudited Condensed Consolidated Balance Sheets represent escrow accounts that are legally restricted for certain of our asset retirement obligations.

Net Income per Common Share

Basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted net income per common share is calculated in the same manner, but includes the impact of potentially dilutive securities. Potentially dilutive securities consist of nonvested restricted stock, nonvested performance-based equity awards, and shares into which our convertible senior notes are convertible.

The following table sets forth the reconciliations of net income and weighted average shares used for purposes of calculating the basic and diluted net income per common share for the periods indicated:



	Three Months Ended
	March 31,
In thousands	2018		2017
Numerator
Net income – basic	$	39,578	$	21,530
Effect of potentially dilutive securities
Interest on convertible senior notes	501		—
Net income – diluted	$	40,079	$	21,530

Denominator
Weighted average common shares outstanding – basic	392,742		389,397
Effect of potentially dilutive securities
Restricted stock and performance-based equity awards	5,169		3,600
Convertible senior notes	53,632		—
Weighted average common shares outstanding – diluted	451,543		392,997

Basic weighted average common shares exclude shares of nonvested restricted stock. As these restricted shares vest, they will be included in the shares outstanding used to calculate basic net income per common share (although time-vesting restricted stock is issued and outstanding upon grant). For purposes of calculating diluted weighted average common shares during the three months ended March 31, 2018 and 2017, the nonvested restricted stock and performance-based equity awards are included in the computation using the treasury stock method, with the deemed proceeds equal to the average unrecognized compensation during the period, and for the shares underlying the convertible senior notes as if the convertible senior notes were converted at the beginning of the 2018 period. In April 2018, our 3½% Convertible Senior Notes due 2024 (the “2024 Convertible Senior Notes”) converted into shares of Denbury common stock, resulting in the issuance of 38.5 million shares of our common stock upon conversion. These shares will be included in basic weighted average common shares outstanding beginning the date of conversion. See Note 4, Long-Term Debt, for further discussion.

The following securities could potentially dilute earnings per share in the future, but were excluded from the computation of diluted net income per share, as their effect would have been antidilutive:



	Three Months Ended
	March 31,
In thousands	2018	2017
Stock appreciation rights	2,954	5,044
Restricted stock and performance-based equity awards	431	1,229

Recent Accounting Pronouncements

Recently Adopted

Cash Flows. In November 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-18, Statement of Cash Flows (“ASU 2016-18”). ASU 2016-18 addresses the diversity that exists in the classification and presentation of changes in restricted cash on the statement of cash flows, and requires that a statement of cash flows explain the change in total cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, entities will no longer present transfers between cash and cash equivalents and restricted cash and restricted cash equivalents in the statement of cash flows. Effective January 1, 2018, we adopted ASU 2016-18, which has been applied retrospectively for all comparative periods presented. Accordingly, restricted cash associated with our escrow accounts of $40.6 million and $39.3 million for the three-month periods ended March 31, 2018 and 2017, respectively, have been included in “Cash, cash equivalents, and restricted cash at beginning of period” on our Unaudited Condensed Consolidated Statements of Cash Flows and $39.5 million included in “Cash, cash equivalents, and restricted cash at end of period” for the three-month period ended March 31, 2017. The adoption of ASU 2016-18 did not have an impact on our consolidated balance sheets or results of operations.

Revenue Recognition. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). ASU 2014-09 amends the guidance for revenue recognition to replace numerous, industry-specific requirements. The core principle of the ASU is that an entity should recognize revenue for the transfer of goods or services equal to the amount that it expects to be entitled to receive for those goods or services. The ASU implements a five-step process for customer contract revenue recognition that focuses on transfer of control, as opposed to transfer of risk and rewards. The amendment also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows arising from contracts with customers. In March, April and May 2016, the FASB issued four additional ASUs which primarily clarified the implementation guidance on principal versus agent considerations, performance obligations and licensing, collectibility, presentation of sales taxes and other similar taxes collected from customers, and non-cash consideration. Effective January 1, 2018, we adopted ASU 2014-09 using the modified retrospective method. The adoption of ASU 2014-09 did not have an impact on our consolidated financial statements, but required enhanced footnote disclosures. See Note 2, Revenue Recognition, for additional information.

Not Yet Adopted

Leases. In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”). ASU 2016-02 amends the guidance for lease accounting to require lease assets and liabilities to be recognized on the balance sheet, along with additional disclosures regarding key leasing arrangements. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, and early adoption is permitted. Entities must adopt the standard using a modified retrospective transition and apply the guidance to the earliest comparative period presented, with certain practical expedients that entities may elect to apply. In January 2018, the FASB issued ASU 2018-01, Leases (Topic 842) – Land Easement Practical Expedient for Transition to Topic 842, which provides an optional practical expedient to existing or expired land easements that were not previously accounted for as leases under Topic 842, which permits a company to evaluate only new or modified land easements under the new guidance. Management is currently assessing the impact the adoption of ASU 2016-02 and ASU 2018-01 will have on our consolidated financial statements.

Revenue Recognition

3 Months Ended

Mar. 31, 2018

Revenue from Contract with Customer [Abstract]

Revenue Recognition

Note 2. Revenue Recognition

The Company records revenue in accordance with FASB Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers, which the Company adopted on January 1, 2018, and applied to all existing contracts using the modified retrospective method. The core principle of FASB ASC Topic 606 is that an entity should recognize revenue for the transfer of goods or services equal to the amount of consideration that it expects to be entitled to receive for those goods or services. This principle is achieved through applying a five-step process for customer contract revenue recognition:

•Identify the contract or contracts with a customer – We derive the majority of our revenues from oil and natural gas sales contracts and CO₂ sales and transportation contracts. The contracts specify each party’s rights regarding the goods or services to be transferred and contain commercial substance as they impact the Company’s financial statements. A high percentage of the Company’s receivables balance is current, and we have not historically entered into contracts with counterparties that pose a credit risk without requiring adequate economic protection to ensure collection.

•Identify the performance obligations in the contract – Each of our revenue contracts specify a volume per day, or production from a lease designated in the contract (a distinct good), to be delivered at the delivery point over the term of the contract (the identified performance obligation). The customer takes delivery and physical possession of the product at the delivery point, which generally is also the point at which title transfers and the customer obtains the risks and rewards of ownership (the identified performance obligation is satisfied).

•Determine the transaction price – Typically, our oil and natural gas contracts define the price as a formula price based on the average market price, as specified on set dates each month, for the specific commodity during the month of delivery. Certain of Denbury’s CO₂ contracts define the price as a fixed contractual price adjusted to an inflation index to reflect market pricing. Given the industry practice to invoice customers the month following the month of delivery and our high probability of collection of payment, no significant financing component is included in our contracts.

•Allocate the transaction price to the performance obligations in the contract – The majority of our revenue contracts are short-term, with terms of one year or less, to which we have applied the practical expedient permitted under the standard eliminating the requirement to disclose the transaction price allocated to remaining performance obligations. In limited instances, we have revenue contracts with terms greater than one year; however, the future delivery volumes are wholly unsatisfied as they represent separate performance obligations with variable consideration. We utilized the practical expedient which eliminates the requirement to disclose the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to wholly unsatisfied performance obligations. As there is only one performance obligation associated with our contracts, no allocation of the transaction price is necessary.

•Recognize revenue when, or as, we satisfy a performance obligation – Once we have delivered the volume of commodity to the delivery point and the customer takes delivery and possession, we are entitled to payment and we invoice the customer for such delivered production. Payment under most oil and CO₂ contracts is made within a month following product delivery and for natural gas and NGL contracts is generally made within two months following delivery. Timing of revenue recognition may differ from the timing of invoicing to customers; however, as the right to consideration after delivery is unconditional based on only the passage of time before payment of the consideration is due, upon delivery we record a receivable in “Accrued production receivable” in our Unaudited Condensed Consolidated Balance Sheets, which was $157.8 million and $146.3 million as of March 31, 2018 and December 31, 2017, respectively.

Disaggregation of Revenue

The following table summarizes our revenues by product type for the three months ended March 31, 2018 and 2017:



	Three Months Ended
	March 31,
In thousands	2018		2017
Oil sales	$	337,406	$	263,974
Natural gas sales	2,615		2,204
CO₂ sales and transportation fees	7,552		5,388
Total revenues	$	347,573	$	271,566

Assets Held for Sale	3 Months Ended
Assets Held for Sale	Mar. 31, 2018
Assets Held-for-sale, Not Part of Disposal Group [Abstract]
Assets Held for Sale	Note 3. Assets Held for Sale We began actively marketing for sale certain non-productive surface acreage in the Houston area during July 2017. As of March 31, 2018, the carrying value of the land held for sale was $33.1 million, which is included in “Other property and equipment” on our Unaudited Condensed Consolidated Balance Sheets.

Long-Term Debt

3 Months Ended

Mar. 31, 2018

Debt Disclosure [Abstract]

Long-Term Debt

Note 4. Long-Term Debt

The table below reflects long-term debt and capital lease obligations outstanding as of the dates indicated. In April 2018, all $84.7 million of our outstanding 3½% Convertible Senior Notes due 2024 was extinguished as a result of conversion into common stock (see April 2018 Conversion of 2024 Convertible Senior Notes below):



	March 31,			December 31,
In thousands	2018			2017
Senior Secured Bank Credit Agreement	$	450,000		$	475,000
9% Senior Secured Second Lien Notes due 2021	614,919			614,919
9¼% Senior Secured Second Lien Notes due 2022	455,668			381,568
5% Convertible Senior Notes due 2023	59,439			—
3½% Convertible Senior Notes due 2024	84,650			84,650
6⅜% Senior Subordinated Notes due 2021	203,545			215,144
5½% Senior Subordinated Notes due 2022	314,662			408,882
4⅝% Senior Subordinated Notes due 2023	307,978			376,501
Pipeline financings	189,547			192,429
Capital lease obligations	22,585			26,298
Total debt principal balance	2,702,993			2,775,391
Future interest payable⁽¹⁾	356,223			316,818
Debt issuance costs	(6,171		)	(7,935		)
Total debt, net of debt issuance costs	3,053,045			3,084,274
Less: current maturities of long-term debt⁽¹⁾	(129,667		)	(105,188		)
Long-term debt and capital lease obligations	$	2,923,378		$	2,979,086

(1)

Future interest payable represents most of the interest due over the terms of our 9% Senior Secured Second Lien Notes due 2021, 9¼% Senior Secured Second Lien Notes due 2022 (the “2022 Senior Secured Notes”), 5% Convertible Senior Notes due 2023 (the “2023 Convertible Senior Notes”), and 2024 Convertible Senior Notes and has been accounted for as debt in accordance with FASC 470-60, Troubled Debt Restructuring by Debtors. Our current maturities of long-term debt as of March 31, 2018 include $100.1 million of future interest payable related to these notes that is due within the next twelve months. See January 2018 Note Exchanges below for further discussion.

The ultimate parent company in our corporate structure, Denbury Resources Inc. (“DRI”), is the sole issuer of all of our outstanding senior secured, convertible senior, and senior subordinated notes. DRI has no independent assets or operations. Each of the subsidiary guarantors of such notes is 100% owned, directly or indirectly, by DRI, and the guarantees of the notes are full and unconditional and joint and several; any subsidiaries of DRI that are not subsidiary guarantors of such notes are minor subsidiaries.

Senior Secured Bank Credit Facility

In December 2014, we entered into an Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, and other lenders party thereto (as amended, the “Bank Credit Agreement”). The Bank Credit Agreement is a senior secured revolving credit facility with a maturity date of December 9, 2019 and semiannual borrowing base redeterminations in May and November of each year. As part of our spring 2018 semiannual borrowing base redetermination, the borrowing base and lender commitments for our Bank Credit Agreement were reaffirmed at $1.05 billion, with the next such redetermination being scheduled for November 2018. If our outstanding debt under the Bank Credit Agreement were to ever exceed the borrowing base, we would be required to repay the excess amount over a period not to exceed six months. The weighted average interest rate on borrowings outstanding under the Bank Credit Agreement was 4.5% as of March 31, 2018. We incur a commitment fee of 0.50% on the undrawn portion of the aggregate lender commitments under the Bank Credit Agreement.

The Bank Credit Agreement contains certain financial performance covenants through the maturity of the facility, including the following:


•	A consolidated senior secured debt to consolidated EBITDAX covenant, with such ratio not to exceed 3.0 to 1.0 through the first quarter of 2018, and thereafter not to exceed 2.5 to 1.0. Currently, only debt under our Bank Credit Agreement is considered consolidated senior secured debt for purposes of this ratio;


•	A minimum permitted ratio of consolidated EBITDAX to consolidated interest charges of 1.25 to 1.0; and


•	A requirement to maintain a current ratio of 1.0 to 1.0.

The above description of our Bank Credit Agreement is qualified by the express language and defined terms contained in the Bank Credit Agreement and the amendments thereto, each of which are filed as exhibits to our periodic reports filed with the SEC.

January 2018 Note Exchanges

During January 2018, we closed transactions to exchange a total of $174.3 million aggregate principal amount of our then existing senior subordinated notes for $74.1 million aggregate principal amount of new 2022 Senior Secured Notes and $59.4 million aggregate principal amount of new 2023 Convertible Senior Notes, resulting in a net reduction in our debt principal from these exchanges of $40.8 million. The exchanged notes consisted of $11.6 million aggregate principal amount of our 6⅜% Senior Subordinated Notes due 2021 (the “2021 Notes”), $94.2 million aggregate principal amount of our 5½% Senior Subordinated Notes due 2022 (the “2022 Notes”) and $68.5 million aggregate principal amount of our 4⅝% Senior Subordinated Notes due 2023 (the “2023 Notes”).

In accordance with FASC 470-60, the exchange was accounted for as a troubled debt restructuring due to the level of concession provided by our senior subordinated note holders. Under this guidance, future interest applicable to the new 2022 Senior Secured Notes and 2023 Convertible Senior Notes is recorded as debt up to the point that the principal and future interest of the new notes is equal to the principal amount of the extinguished notes, rather than recognizing a gain on extinguishment for this amount. As of March 31, 2018, $37.6 million of future interest on the new 2022 Senior Secured Notes and 2023 Convertible Senior Notes was recorded as debt, which will be reduced as semiannual interest payments are made, with the remaining $6.8 million of future interest to be recognized as interest expense over the term of these notes. Therefore, future interest expense reflected in our Unaudited Condensed Consolidated Statements of Operations on the new 2022 Senior Secured Notes and 2023 Convertible Senior Notes will be significantly lower than the actual cash interest payments.

9¼% Senior Secured Second Lien Notes due 2022

In January 2018, we issued $74.1 million of principal amount of 2022 Senior Secured Notes, which principal amount is in addition to the $381.6 million of 2022 Senior Secured Notes issued during December 2017. The 2022 Senior Secured Notes, which bear interest at a rate of 9.25% per annum, were issued at par in connection with exchanges with a limited number of holders of existing senior subordinated notes in December 2017 and January 2018 (see January 2018 Note Exchanges above). The 2022 Senior Secured Notes mature on March 31, 2022, and interest is payable semiannually in arrears on March 31 and September 30 of each year. We may redeem the 2022 Senior Secured Notes in whole or in part at our option beginning March 31, 2019, at a redemption price of 109.25% of the principal amount, and at declining redemption prices thereafter, as specified in the indenture governing the 2022 Senior Secured Notes. Prior to March 31, 2019, we may at our option redeem up to an aggregate of 35% of the principal amount of the 2022 Senior Secured Notes at a price of 109.25% of par with the proceeds of certain equity offerings. In addition, at any time prior to March 31, 2019, we may redeem the 2022 Senior Secured Notes in whole or in part at a price equal to 100% of the principal amount plus a “make-whole” premium and accrued and unpaid interest. The 2022 Senior Secured Notes are not subject to any sinking fund requirements.

The 2022 Senior Secured Notes are guaranteed jointly and severally by our subsidiaries representing substantially all of our assets, operations and income and are secured by second-priority liens on substantially all of the assets that secure the Bank Credit Agreement, which second-priority liens are contractually subordinated to liens that secure our Bank Credit Agreement and any future additional priority lien debt.

5% Convertible Senior Notes due 2023

In January 2018, we issued $59.4 million of 2023 Convertible Senior Notes. The 2023 Convertible Senior Notes, which bear interest at a rate of 5% per annum, were issued at par in exchange offers with a limited number of holders of existing senior subordinated notes (see January 2018 Note Exchanges above). The 2023 Convertible Senior Notes mature on December 15, 2023, and interest is payable semiannually in arrears on June 15 and December 15 of each year, beginning in June 2018. We do not have the right to redeem the 2023 Convertible Senior Notes prior to their maturity. The 2023 Convertible Senior Notes are convertible into shares of our common stock at any time, at the option of the holders, at a rate of 281.69 shares of common stock per $1,000 principal amount of 2023 Convertible Senior Notes, subject to customary adjustments to the conversion rate and threshold price with respect to, among other things, stock dividends and distributions, mergers and reclassifications. The 2023 Convertible Senior Notes will be automatically converted into shares of common stock at this rate if the volume weighted average trading price of the Company’s common stock equals or exceeds the threshold price, which initially is $3.55 per share, for 10 trading days in any period of 15 consecutive trading days, subject to satisfaction of certain other conditions. Additionally, the Company may, based on a determination of its Board of Directors that such changes are in the best interests of the Company, and subject to certain limitations, increase the conversion rate (which increase in conversion rate is limited until January 9, 2019 to no greater than 393.55 shares of common stock per $1,000 principal amount of 2023 Convertible Senior Notes). Any such conversion rate increase would cause a proportional decrease in the threshold price for mandatory conversions, and thereby would enable the Company to require a mandatory conversion into common stock at a lower price than the initial or then-prevailing threshold price.

April 2018 Conversion of 2024 Convertible Senior Notes

In April 2018, holders of all $84.7 million aggregate outstanding principal amount of our 2024 Convertible Senior Notes converted their notes into shares of Denbury common stock, at rates specified in the indenture for the notes, resulting in the issuance of 38.5 million shares of our common stock upon conversion. As of April 18, 2018, there were no remaining 2024 Convertible Notes outstanding.

Commodity Derivative Contracts

3 Months Ended

Mar. 31, 2018

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Commodity Derivative Contracts

Note 5. Commodity Derivative Contracts

We do not apply hedge accounting treatment to our oil and natural gas derivative contracts; therefore, the changes in the fair values of these instruments are recognized in income in the period of change. These fair value changes, along with the settlements of expired contracts, are shown under “Commodity derivatives expense (income)” in our Unaudited Condensed Consolidated Statements of Operations.

Historically, we have entered into various oil and natural gas derivative contracts to provide an economic hedge of our exposure to commodity price risk associated with anticipated future oil and natural gas production and to provide more certainty to our future cash flows. We do not hold or issue derivative financial instruments for trading purposes. Generally, these contracts have consisted of various combinations of price floors, collars, three-way collars, fixed-price swaps, fixed-price swaps enhanced with a sold put, and basis swaps. The production that we hedge has varied from year to year depending on our levels of debt, financial strength and expectation of future commodity prices.

We manage and control market and counterparty credit risk through established internal control procedures that are reviewed on an ongoing basis. We attempt to minimize credit risk exposure to counterparties through formal credit policies, monitoring procedures and diversification, and all of our commodity derivative contracts are with parties that are lenders under our Bank Credit Agreement (or affiliates of such lenders). As of March 31, 2018, all of our outstanding derivative contracts were subject to enforceable master netting arrangements whereby payables on those contracts can be offset against receivables from separate derivative contracts with the same counterparty. It is our policy to classify derivative assets and liabilities on a gross basis on our balance sheets, even if the contracts are subject to enforceable master netting arrangements.

The following table summarizes our commodity derivative contracts as of March 31, 2018, none of which are classified as hedging instruments in accordance with the FASC Derivatives and Hedging topic:



Months	Index Price	Volume (Barrels per day)	Contract Prices ($/Bbl)
			Range⁽¹⁾				Weighted Average Price
			Range⁽¹⁾				Swap		Sold Put		Floor		Ceiling
Oil Contracts:
2018 Basis Swaps⁽²⁾
Apr – June	Argus LLS	20,000	$	3.13	–	4.63	$	4.17	$	—	$	—	$	—
2018 Fixed-Price Swaps
Apr – Dec	NYMEX	20,500	$	50.00	–	56.65	$	51.69	$	—	$	—	$	—
Apr – Dec	Argus LLS	5,000		60.10	–	60.25	60.18		—		—		—
2018 Three-Way Collars⁽³⁾
Apr – Dec	NYMEX	15,000	$	45.00	–	56.60	$	—	$	36.50	$	46.50	$	53.88
2019 Fixed-Price Swaps
Jan – June	NYMEX	3,500	$	59.00	–	59.10	$	59.05	$	—	$	—	$	—
2019 Three-Way Collars⁽³⁾
Jan – June	NYMEX	6,500	$	55.00	–	66.20	$	—	$	47.00	$	55.00	$	65.54
July – Dec	NYMEX	10,000		55.00	–	65.60	—		47.00		55.00		65.37


(1)	Ranges presented for fixed-price swaps and basis swaps represent the lowest and highest fixed prices of all open contracts for the period presented. For three-way collars, ranges represent the lowest floor price and highest ceiling price for all open contracts for the period presented.


(2)	The basis swap contracts establish a fixed amount for the differential between Argus WTI and Argus LLS prices on a trade-month basis for the period indicated.

(3)

A three-way collar is a costless collar contract combined with a sold put feature (at a lower price) with the same counterparty. The value received for the sold put is used to enhance the contracted floor and ceiling price of the related collar. At the contract settlement date, (1) if the index price is higher than the ceiling price, we pay the counterparty the difference between the index price and ceiling price for the contracted volumes, (2) if the index price is between the floor and ceiling price, no settlements occur, (3) if the index price is lower than the floor price but at or above the sold put price, the counterparty pays us the difference between the index price and the floor price for the contracted volumes and (4) if the index price is lower than the sold put price, the counterparty pays us the difference between the floor price and the sold put price for the contracted volumes.

Fair Value Measurements

3 Months Ended

Mar. 31, 2018

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 6. Fair Value Measurements

The FASC Fair Value Measurement topic defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (often referred to as the “exit price”). We utilize market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated or generally unobservable. We primarily apply the income approach for recurring fair value measurements and endeavor to utilize the best available information. Accordingly, we utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. We are able to classify fair value balances based on the observability of those inputs. The FASC establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The three levels of the fair value hierarchy are as follows:


•	Level 1 – Quoted prices in active markets for identical assets or liabilities as of the reporting date.

•

Level 2 – Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. Instruments in this category include non-exchange-traded oil derivatives that are based on NYMEX pricing and fixed-price swaps and basis swaps that are based on regional pricing other than NYMEX (e.g., Light Louisiana Sweet). Our costless collars and the sold put features of our three-way collars are valued using the Black-Scholes model, an industry standard option valuation model that takes into account inputs such as contractual prices for the underlying instruments, maturity, quoted forward prices for commodities, interest rates, volatility factors and credit worthiness, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace.

•

Level 3 – Pricing inputs include significant inputs that are generally less observable. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. As of March 31, 2018, we had no Level 3 recurring fair value measurements. Previous instruments in this category included non-exchange-traded three-way collars that are based on regional pricing other than NYMEX (e.g., Light Louisiana Sweet). The valuation models utilized for costless collars and three-way collars are consistent with the methodologies described above; however, the implied volatilities utilized in the valuation of Level 3 instruments were developed using a benchmark, which was considered a significant unobservable input.

We adjust the valuations from the valuation model for nonperformance risk, using our estimate of the counterparty’s credit quality for asset positions and our credit quality for liability positions. We use multiple sources of third-party credit data in determining counterparty nonperformance risk, including credit default swaps.

The following table sets forth, by level within the fair value hierarchy, our financial assets and liabilities that were accounted for at fair value on a recurring basis as of the periods indicated:



	Fair Value Measurements Using:
In thousands	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total
March 31, 2018
Assets
Oil derivative contracts – current	$	—	$	1,859		$	—	$	1,859
Total Assets	$	—	$	1,859		$	—	$	1,859

Liabilities
Oil derivative contracts – current	$	—	$	(114,512	)	$	—	$	(114,512	)
Oil derivative contracts – long-term	—		(1,876		)	—		(1,876		)
Total Liabilities	$	—	$	(116,388	)	$	—	$	(116,388	)

December 31, 2017
Liabilities
Oil derivative contracts – current	$	—	$	(99,061	)	$	—	$	(99,061	)
Total Liabilities	$	—	$	(99,061	)	$	—	$	(99,061	)

Since we do not apply hedge accounting for our commodity derivative contracts, any gains and losses on our assets and liabilities are included in “Commodity derivatives expense (income)” in the accompanying Unaudited Condensed Consolidated Statements of Operations.

Level 3 Fair Value Measurements

The following table summarizes the changes in the fair value of our Level 3 assets and liabilities for the three months ended March 31, 2018 and 2017:



	Three Months Ended
	March 31,
In thousands	2018		2017
Fair value of Level 3 instruments, beginning of period	$	—	$	(526	)
Fair value gains on commodity derivatives	—		617
Payments on settlements of commodity derivatives	—		—
Fair value of Level 3 instruments, end of period	$	—	$	91

The amount of total gains for the period included in earnings attributable to the change in unrealized gains relating to assets or liabilities still held at the reporting date	$	—	$	236

Other Fair Value Measurements

The carrying value of our loans under our Bank Credit Agreement approximate fair value, as they are subject to short-term floating interest rates that approximate the rates available to us for those periods. We use a market approach to determine the fair value of our fixed-rate long-term debt using observable market data. The fair values of our senior secured second lien notes, convertible senior notes, and senior subordinated notes are based on quoted market prices, which are considered Level 1 measurements under the fair value hierarchy. The estimated fair value of the principal amount of our debt as of March 31, 2018 and December 31, 2017, excluding pipeline financing and capital lease obligations, was $2,350.8 million and $2,260.6 million, respectively. We have other financial instruments consisting primarily of cash, cash equivalents, short-term receivables and payables that approximate fair value due to the nature of the instrument and the relatively short maturities.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 31, 2018
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 7. Commitments and Contingencies Litigation We are involved in various lawsuits, claims and regulatory proceedings incidental to our businesses. We are also subject to audits for various taxes (income, sales and use, and severance) in the various states in which we operate, and from time to time receive assessments for potential taxes that we may owe. While we currently believe that the ultimate outcome of these proceedings, individually and in the aggregate, will not have a material adverse effect on our financial position, results of operations or cash flows, litigation is subject to inherent uncertainties. Although a single or multiple adverse rulings or settlements could possibly have a material adverse effect on our finances, we only accrue for losses from litigation and claims if we determine that a loss is probable and the amount can be reasonably estimated. Riley Ridge Helium Supply Contract Claim As part of our 2010 and 2011 acquisitions of the Riley Ridge Unit and associated gas processing facility that was under construction, the Company assumed a 20-year helium supply contract under which we agreed to supply the helium separated from the full well stream by operation of the gas processing facility to a third-party purchaser, APMTG Helium, LLC. The helium supply contract provides for the delivery of a minimum contracted quantity of helium, subject to adjustment after startup of the Riley Ridge gas processing facility, with liquidated damages payable if specified quantities of helium are not supplied in accordance with the terms of the contract. The liquidated damages are specified in the contract at up to $8.0 million per contract year and are capped at an aggregate of $46.0 million over the term of the contract. As the gas processing facility has been shut-in since mid-2014, we have not been able to supply helium under the helium supply contract. APMTG Helium, LLC filed a case in November 2014 in the Ninth Judicial District Court of Sublette County, Wyoming, claiming multiple years of liquidated damages for non-delivery of volumes of helium specified under the helium supply contract. The Company’s position is that our contractual obligations are excused by virtue of events that fall within the force majeure provisions in the helium supply contract. The evidentiary phase of the trial closed on November 29, 2017. The parties submitted written closing briefs and rebuttal briefs to the District Court during February and April of 2018. We currently expect a ruling from the District Court to be made in the second or third quarter of 2018. The Company plans to continue to vigorously defend its position, but we are unable to predict at this time the outcome of this dispute.

Basis of Presentation (Policies)

3 Months Ended

Mar. 31, 2018

Accounting Policies [Abstract]

Organization and Nature of Operations

Denbury Resources Inc., a Delaware corporation, is an independent oil and natural gas company with operations focused in two key operating areas: the Gulf Coast and Rocky Mountain regions. Our goal is to increase the value of our properties through a combination of exploitation, drilling and proven engineering extraction practices, with the most significant emphasis relating to CO₂ enhanced oil recovery operations.

Interim Financial Statements - Basis of Accounting, Policy

Interim Financial Statements

The accompanying unaudited condensed consolidated financial statements of Denbury Resources Inc. and its subsidiaries have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) and do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. These financial statements and the notes thereto should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2017 (the “Form 10-K”). Unless indicated otherwise or the context requires, the terms “we,” “our,” “us,” “Company” or “Denbury,” refer to Denbury Resources Inc. and its subsidiaries.

Interim Financial Statements - Use of Estimates

Accounting measurements at interim dates inherently involve greater reliance on estimates than at year end, and the results of operations for the interim periods shown in this report are not necessarily indicative of results to be expected for the year. In management’s opinion, the accompanying unaudited condensed consolidated financial statements include all adjustments of a normal recurring nature necessary for a fair statement of our consolidated financial position as of March 31, 2018, our consolidated results of operations for the three months ended March 31, 2018 and 2017, and our consolidated cash flows for the three months ended March 31, 2018 and 2017

Reclassifications

Certain prior period amounts have been reclassified to conform to the current year presentation. Such reclassifications had no impact on our reported net income, current assets, total assets, current liabilities, total liabilities or stockholders’ equity.

Cash, Cash Equivalents, and Restricted Cash

The following table provides a reconciliation of cash, cash equivalents, and restricted cash as reported within the Unaudited Condensed Consolidated Balance Sheets to “Cash, cash equivalents, and restricted cash at end of period” as reported within the Unaudited Condensed Consolidated Statements of Cash Flows:



	Three Months Ended
	March 31,
In thousands	2018		2017
Cash and cash equivalents	$	85	$	1,747
Restricted cash included in Other assets	40,782		39,483
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows	$	40,867	$	41,230

Amounts included in restricted cash included in “Other assets” in the accompanying Unaudited Condensed Consolidated Balance Sheets represent escrow accounts that are legally restricted for certain of our asset retirement obligations.

Net Income per Common Share

Basic net income per common share is computed by dividing the net income attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted net income per common share is calculated in the same manner, but includes the impact of potentially dilutive securities. Potentially dilutive securities consist of nonvested restricted stock, nonvested performance-based equity awards, and shares into which our convertible senior notes are convertible.

The following table sets forth the reconciliations of net income and weighted average shares used for purposes of calculating the basic and diluted net income per common share for the periods indicated:



	Three Months Ended
	March 31,
In thousands	2018		2017
Numerator
Net income – basic	$	39,578	$	21,530
Effect of potentially dilutive securities
Interest on convertible senior notes	501		—
Net income – diluted	$	40,079	$	21,530

Denominator
Weighted average common shares outstanding – basic	392,742		389,397
Effect of potentially dilutive securities
Restricted stock and performance-based equity awards	5,169		3,600
Convertible senior notes	53,632		—
Weighted average common shares outstanding – diluted	451,543		392,997

Basic weighted average common shares exclude shares of nonvested restricted stock. As these restricted shares vest, they will be included in the shares outstanding used to calculate basic net income per common share (although time-vesting restricted stock is issued and outstanding upon grant). For purposes of calculating diluted weighted average common shares during the three months ended March 31, 2018 and 2017, the nonvested restricted stock and performance-based equity awards are included in the computation using the treasury stock method, with the deemed proceeds equal to the average unrecognized compensation during the period, and for the shares underlying the convertible senior notes as if the convertible senior notes were converted at the beginning of the 2018 period. In April 2018, our 3½% Convertible Senior Notes due 2024 (the “2024 Convertible Senior Notes”) converted into shares of Denbury common stock, resulting in the issuance of 38.5 million shares of our common stock upon conversion. These shares will be included in basic weighted average common shares outstanding beginning the date of conversion. See Note 4, Long-Term Debt, for further discussion.

The following securities could potentially dilute earnings per share in the future, but were excluded from the computation of diluted net income per share, as their effect would have been antidilutive:



	Three Months Ended
	March 31,
In thousands	2018	2017
Stock appreciation rights	2,954	5,044
Restricted stock and performance-based equity awards	431	1,229

Recent Accounting Pronouncements

Recently Adopted

Cash Flows. In November 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-18, Statement of Cash Flows (“ASU 2016-18”). ASU 2016-18 addresses the diversity that exists in the classification and presentation of changes in restricted cash on the statement of cash flows, and requires that a statement of cash flows explain the change in total cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, entities will no longer present transfers between cash and cash equivalents and restricted cash and restricted cash equivalents in the statement of cash flows. Effective January 1, 2018, we adopted ASU 2016-18, which has been applied retrospectively for all comparative periods presented. Accordingly, restricted cash associated with our escrow accounts of $40.6 million and $39.3 million for the three-month periods ended March 31, 2018 and 2017, respectively, have been included in “Cash, cash equivalents, and restricted cash at beginning of period” on our Unaudited Condensed Consolidated Statements of Cash Flows and $39.5 million included in “Cash, cash equivalents, and restricted cash at end of period” for the three-month period ended March 31, 2017. The adoption of ASU 2016-18 did not have an impact on our consolidated balance sheets or results of operations.

Revenue Recognition. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). ASU 2014-09 amends the guidance for revenue recognition to replace numerous, industry-specific requirements. The core principle of the ASU is that an entity should recognize revenue for the transfer of goods or services equal to the amount that it expects to be entitled to receive for those goods or services. The ASU implements a five-step process for customer contract revenue recognition that focuses on transfer of control, as opposed to transfer of risk and rewards. The amendment also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows arising from contracts with customers. In March, April and May 2016, the FASB issued four additional ASUs which primarily clarified the implementation guidance on principal versus agent considerations, performance obligations and licensing, collectibility, presentation of sales taxes and other similar taxes collected from customers, and non-cash consideration. Effective January 1, 2018, we adopted ASU 2014-09 using the modified retrospective method. The adoption of ASU 2014-09 did not have an impact on our consolidated financial statements, but required enhanced footnote disclosures. See Note 2, Revenue Recognition, for additional information.

Not Yet Adopted

Leases. In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”). ASU 2016-02 amends the guidance for lease accounting to require lease assets and liabilities to be recognized on the balance sheet, along with additional disclosures regarding key leasing arrangements. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, and early adoption is permitted. Entities must adopt the standard using a modified retrospective transition and apply the guidance to the earliest comparative period presented, with certain practical expedients that entities may elect to apply. In January 2018, the FASB issued ASU 2018-01, Leases (Topic 842) – Land Easement Practical Expedient for Transition to Topic 842, which provides an optional practical expedient to existing or expired land easements that were not previously accounted for as leases under Topic 842, which permits a company to evaluate only new or modified land easements under the new guidance. Management is currently assessing the impact the adoption of ASU 2016-02 and ASU 2018-01 will have on our consolidated financial statements.

Revenue Recognition

The Company records revenue in accordance with FASB Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers, which the Company adopted on January 1, 2018, and applied to all existing contracts using the modified retrospective method. The core principle of FASB ASC Topic 606 is that an entity should recognize revenue for the transfer of goods or services equal to the amount of consideration that it expects to be entitled to receive for those goods or services. This principle is achieved through applying a five-step process for customer contract revenue recognition:

•Identify the contract or contracts with a customer – We derive the majority of our revenues from oil and natural gas sales contracts and CO₂ sales and transportation contracts. The contracts specify each party’s rights regarding the goods or services to be transferred and contain commercial substance as they impact the Company’s financial statements. A high percentage of the Company’s receivables balance is current, and we have not historically entered into contracts with counterparties that pose a credit risk without requiring adequate economic protection to ensure collection.

•Identify the performance obligations in the contract – Each of our revenue contracts specify a volume per day, or production from a lease designated in the contract (a distinct good), to be delivered at the delivery point over the term of the contract (the identified performance obligation). The customer takes delivery and physical possession of the product at the delivery point, which generally is also the point at which title transfers and the customer obtains the risks and rewards of ownership (the identified performance obligation is satisfied).

•Determine the transaction price – Typically, our oil and natural gas contracts define the price as a formula price based on the average market price, as specified on set dates each month, for the specific commodity during the month of delivery. Certain of Denbury’s CO₂ contracts define the price as a fixed contractual price adjusted to an inflation index to reflect market pricing. Given the industry practice to invoice customers the month following the month of delivery and our high probability of collection of payment, no significant financing component is included in our contracts.

•Allocate the transaction price to the performance obligations in the contract – The majority of our revenue contracts are short-term, with terms of one year or less, to which we have applied the practical expedient permitted under the standard eliminating the requirement to disclose the transaction price allocated to remaining performance obligations. In limited instances, we have revenue contracts with terms greater than one year; however, the future delivery volumes are wholly unsatisfied as they represent separate performance obligations with variable consideration. We utilized the practical expedient which eliminates the requirement to disclose the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to wholly unsatisfied performance obligations. As there is only one performance obligation associated with our contracts, no allocation of the transaction price is necessary.

•Recognize revenue when, or as, we satisfy a performance obligation – Once we have delivered the volume of commodity to the delivery point and the customer takes delivery and possession, we are entitled to payment and we invoice the customer for such delivered production. Payment under most oil and CO₂ contracts is made within a month following product delivery and for natural gas and NGL contracts is generally made within two months following delivery. Timing of revenue recognition may differ from the timing of invoicing to customers; however, as the right to consideration after delivery is unconditional based on only the passage of time before payment of the consideration is due, upon delivery we record a receivable in “Accrued production receivable” in our Unaudited Condensed Consolidated Balance Sheets, which was $157.8 million and $146.3 million as of March 31, 2018 and December 31, 2017, respectively.

Commodity Derivative Contracts

We do not apply hedge accounting treatment to our oil and natural gas derivative contracts; therefore, the changes in the fair values of these instruments are recognized in income in the period of change. These fair value changes, along with the settlements of expired contracts, are shown under “Commodity derivatives expense (income)” in our Unaudited Condensed Consolidated Statements of Operations.

Historically, we have entered into various oil and natural gas derivative contracts to provide an economic hedge of our exposure to commodity price risk associated with anticipated future oil and natural gas production and to provide more certainty to our future cash flows. We do not hold or issue derivative financial instruments for trading purposes. Generally, these contracts have consisted of various combinations of price floors, collars, three-way collars, fixed-price swaps, fixed-price swaps enhanced with a sold put, and basis swaps. The production that we hedge has varied from year to year depending on our levels of debt, financial strength and expectation of future commodity prices.

We manage and control market and counterparty credit risk through established internal control procedures that are reviewed on an ongoing basis. We attempt to minimize credit risk exposure to counterparties through formal credit policies, monitoring procedures and diversification, and all of our commodity derivative contracts are with parties that are lenders under our Bank Credit Agreement (or affiliates of such lenders). As of March 31, 2018, all of our outstanding derivative contracts were subject to enforceable master netting arrangements whereby payables on those contracts can be offset against receivables from separate derivative contracts with the same counterparty. It is our policy to classify derivative assets and liabilities on a gross basis on our balance sheets, even if the contracts are subject to enforceable master netting arrangements.

Fair Value Measurements

The FASC Fair Value Measurement topic defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (often referred to as the “exit price”). We utilize market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated or generally unobservable. We primarily apply the income approach for recurring fair value measurements and endeavor to utilize the best available information. Accordingly, we utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. We are able to classify fair value balances based on the observability of those inputs. The FASC establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The three levels of the fair value hierarchy are as follows:


•	Level 1 – Quoted prices in active markets for identical assets or liabilities as of the reporting date.

•

Level 2 – Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reported date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. Instruments in this category include non-exchange-traded oil derivatives that are based on NYMEX pricing and fixed-price swaps and basis swaps that are based on regional pricing other than NYMEX (e.g., Light Louisiana Sweet). Our costless collars and the sold put features of our three-way collars are valued using the Black-Scholes model, an industry standard option valuation model that takes into account inputs such as contractual prices for the underlying instruments, maturity, quoted forward prices for commodities, interest rates, volatility factors and credit worthiness, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace.

•

Level 3 – Pricing inputs include significant inputs that are generally less observable. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value. As of March 31, 2018, we had no Level 3 recurring fair value measurements. Previous instruments in this category included non-exchange-traded three-way collars that are based on regional pricing other than NYMEX (e.g., Light Louisiana Sweet). The valuation models utilized for costless collars and three-way collars are consistent with the methodologies described above; however, the implied volatilities utilized in the valuation of Level 3 instruments were developed using a benchmark, which was considered a significant unobservable input.

We adjust the valuations from the valuation model for nonperformance risk, using our estimate of the counterparty’s credit quality for asset positions and our credit quality for liability positions. We use multiple sources of third-party credit data in determining counterparty nonperformance risk, including credit default swaps.

Basis of Presentation (Tables)

3 Months Ended

Mar. 31, 2018

Accounting Policies [Abstract]

Schedule of cash, cash equivalents, and restricted cash

The following table provides a reconciliation of cash, cash equivalents, and restricted cash as reported within the Unaudited Condensed Consolidated Balance Sheets to “Cash, cash equivalents, and restricted cash at end of period” as reported within the Unaudited Condensed Consolidated Statements of Cash Flows:



	Three Months Ended
	March 31,
In thousands	2018		2017
Cash and cash equivalents	$	85	$	1,747
Restricted cash included in Other assets	40,782		39,483
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows	$	40,867	$	41,230

Schedule of earnings per share, basic and diluted reconciliation

The following table sets forth the reconciliations of net income and weighted average shares used for purposes of calculating the basic and diluted net income per common share for the periods indicated:



	Three Months Ended
	March 31,
In thousands	2018		2017
Numerator
Net income – basic	$	39,578	$	21,530
Effect of potentially dilutive securities
Interest on convertible senior notes	501		—
Net income – diluted	$	40,079	$	21,530

Denominator
Weighted average common shares outstanding – basic	392,742		389,397
Effect of potentially dilutive securities
Restricted stock and performance-based equity awards	5,169		3,600
Convertible senior notes	53,632		—
Weighted average common shares outstanding – diluted	451,543		392,997

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

The following securities could potentially dilute earnings per share in the future, but were excluded from the computation of diluted net income per share, as their effect would have been antidilutive:



	Three Months Ended
	March 31,
In thousands	2018	2017
Stock appreciation rights	2,954	5,044
Restricted stock and performance-based equity awards	431	1,229

Revenue Recognition (Tables)

3 Months Ended

Mar. 31, 2018

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The following table summarizes our revenues by product type for the three months ended March 31, 2018 and 2017:



	Three Months Ended
	March 31,
In thousands	2018		2017
Oil sales	$	337,406	$	263,974
Natural gas sales	2,615		2,204
CO₂ sales and transportation fees	7,552		5,388
Total revenues	$	347,573	$	271,566

Long-Term Debt (Tables)

3 Months Ended

Mar. 31, 2018

Debt Disclosure [Abstract]

Components of Long-Term Debt

The table below reflects long-term debt and capital lease obligations outstanding as of the dates indicated. In April 2018, all $84.7 million of our outstanding 3½% Convertible Senior Notes due 2024 was extinguished as a result of conversion into common stock (see April 2018 Conversion of 2024 Convertible Senior Notes below):



	March 31,			December 31,
In thousands	2018			2017
Senior Secured Bank Credit Agreement	$	450,000		$	475,000
9% Senior Secured Second Lien Notes due 2021	614,919			614,919
9¼% Senior Secured Second Lien Notes due 2022	455,668			381,568
5% Convertible Senior Notes due 2023	59,439			—
3½% Convertible Senior Notes due 2024	84,650			84,650
6⅜% Senior Subordinated Notes due 2021	203,545			215,144
5½% Senior Subordinated Notes due 2022	314,662			408,882
4⅝% Senior Subordinated Notes due 2023	307,978			376,501
Pipeline financings	189,547			192,429
Capital lease obligations	22,585			26,298
Total debt principal balance	2,702,993			2,775,391
Future interest payable⁽¹⁾	356,223			316,818
Debt issuance costs	(6,171		)	(7,935		)
Total debt, net of debt issuance costs	3,053,045			3,084,274
Less: current maturities of long-term debt⁽¹⁾	(129,667		)	(105,188		)
Long-term debt and capital lease obligations	$	2,923,378		$	2,979,086

(1)

Future interest payable represents most of the interest due over the terms of our 9% Senior Secured Second Lien Notes due 2021, 9¼% Senior Secured Second Lien Notes due 2022 (the “2022 Senior Secured Notes”), 5% Convertible Senior Notes due 2023 (the “2023 Convertible Senior Notes”), and 2024 Convertible Senior Notes and has been accounted for as debt in accordance with FASC 470-60, Troubled Debt Restructuring by Debtors. Our current maturities of long-term debt as of March 31, 2018 include $100.1 million of future interest payable related to these notes that is due within the next twelve months. See January 2018 Note Exchanges below for further discussion.

Commodity Derivative Contracts (Tables)

3 Months Ended

Mar. 31, 2018

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Commodity derivative contracts not classified as hedging instruments

The following table summarizes our commodity derivative contracts as of March 31, 2018, none of which are classified as hedging instruments in accordance with the FASC Derivatives and Hedging topic:



Months	Index Price	Volume (Barrels per day)	Contract Prices ($/Bbl)
			Range⁽¹⁾				Weighted Average Price
			Range⁽¹⁾				Swap		Sold Put		Floor		Ceiling
Oil Contracts:
2018 Basis Swaps⁽²⁾
Apr – June	Argus LLS	20,000	$	3.13	–	4.63	$	4.17	$	—	$	—	$	—
2018 Fixed-Price Swaps
Apr – Dec	NYMEX	20,500	$	50.00	–	56.65	$	51.69	$	—	$	—	$	—
Apr – Dec	Argus LLS	5,000		60.10	–	60.25	60.18		—		—		—
2018 Three-Way Collars⁽³⁾
Apr – Dec	NYMEX	15,000	$	45.00	–	56.60	$	—	$	36.50	$	46.50	$	53.88
2019 Fixed-Price Swaps
Jan – June	NYMEX	3,500	$	59.00	–	59.10	$	59.05	$	—	$	—	$	—
2019 Three-Way Collars⁽³⁾
Jan – June	NYMEX	6,500	$	55.00	–	66.20	$	—	$	47.00	$	55.00	$	65.54
July – Dec	NYMEX	10,000		55.00	–	65.60	—		47.00		55.00		65.37


(1)	Ranges presented for fixed-price swaps and basis swaps represent the lowest and highest fixed prices of all open contracts for the period presented. For three-way collars, ranges represent the lowest floor price and highest ceiling price for all open contracts for the period presented.


(2)	The basis swap contracts establish a fixed amount for the differential between Argus WTI and Argus LLS prices on a trade-month basis for the period indicated.

(3)

A three-way collar is a costless collar contract combined with a sold put feature (at a lower price) with the same counterparty. The value received for the sold put is used to enhance the contracted floor and ceiling price of the related collar. At the contract settlement date, (1) if the index price is higher than the ceiling price, we pay the counterparty the difference between the index price and ceiling price for the contracted volumes, (2) if the index price is between the floor and ceiling price, no settlements occur, (3) if the index price is lower than the floor price but at or above the sold put price, the counterparty pays us the difference between the index price and the floor price for the contracted volumes and (4) if the index price is lower than the sold put price, the counterparty pays us the difference between the floor price and the sold put price for the contracted volumes.

- Definition

Tabular disclosure of pertinent information about a derivative or group of derivatives on a disaggregated basis, such as for individual instruments, or small groups of similar instruments. May include a combination of the type of instrument, risks being hedged, notional amount, hedge designation, related hedged item, inception date, maturity date, or other relevant item.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=84234895&loc=d3e41641-113959

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 10
-Section 50
-Paragraph 4B
-URI http://asc.fasb.org/extlink&oid=84234895&loc=SL5624163-113959

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=84234895&loc=d3e41678-113959

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=84234895&loc=d3e41638-113959

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 10
-Section 50
-Paragraph 1B
-URI http://asc.fasb.org/extlink&oid=84234895&loc=SL5580258-113959

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 10
-Section 50
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=84234895&loc=SL5579245-113959

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 10
-Section 50
-Paragraph 4C
-URI http://asc.fasb.org/extlink&oid=84234895&loc=SL5624171-113959

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 10
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=84234895&loc=SL5579240-113959

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=84234895&loc=d3e41620-113959

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(n)(2))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

+ Details

Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2018

Fair Value Disclosures [Abstract]

Fair value hierarchy of financial assets and liabilities

The following table sets forth, by level within the fair value hierarchy, our financial assets and liabilities that were accounted for at fair value on a recurring basis as of the periods indicated:



	Fair Value Measurements Using:
In thousands	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total
March 31, 2018
Assets
Oil derivative contracts – current	$	—	$	1,859		$	—	$	1,859
Total Assets	$	—	$	1,859		$	—	$	1,859

Liabilities
Oil derivative contracts – current	$	—	$	(114,512	)	$	—	$	(114,512	)
Oil derivative contracts – long-term	—		(1,876		)	—		(1,876		)
Total Liabilities	$	—	$	(116,388	)	$	—	$	(116,388	)

December 31, 2017
Liabilities
Oil derivative contracts – current	$	—	$	(99,061	)	$	—	$	(99,061	)
Total Liabilities	$	—	$	(99,061	)	$	—	$	(99,061	)

Changes in fair value of Level 3 assets and liabilities

The following table summarizes the changes in the fair value of our Level 3 assets and liabilities for the three months ended March 31, 2018 and 2017:



	Three Months Ended
	March 31,
In thousands	2018		2017
Fair value of Level 3 instruments, beginning of period	$	—	$	(526	)
Fair value gains on commodity derivatives	—		617
Payments on settlements of commodity derivatives	—		—
Fair value of Level 3 instruments, end of period	$	—	$	91

The amount of total gains for the period included in earnings attributable to the change in unrealized gains relating to assets or liabilities still held at the reporting date	$	—	$	236

Basis of Presentation Basis of Presentation (Cash, Cash Equivalents, and Restricted Cash) (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract]
Cash and cash equivalents	$ 85	$ 58	$ 1,747
Restricted cash included in Other assets	40,782	40,600	39,483	$ 39,300
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows	$ 40,867	$ 40,614	$ 41,230	$ 40,905

Basis of Presentation (Reconciliation of Weighted Average Shares Table) (Details) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Numerator
Net income - basic	$ 39,578	$ 21,530
Interest on convertible senior notes	501	0
Net income - diluted	$ 40,079	$ 21,530
Denominator
Weighted average common shares outstanding - basic	392,742	389,397
Restricted stock and performance-based equity awards	5,169	3,600
Convertible senior notes	53,632	0
Weighted average common shares outstanding - diluted	451,543	392,997

Basis of Presentation (Antidilutive Securities) (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Stock appreciation rights
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	2,954	5,044
Restricted stock and performance-based equity awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	431	1,229

Basis of Presentation Basis of Presentation (Details Textuals) - USD ($) $ in Thousands, shares in Millions	1 Months Ended
	Apr. 17, 2018	Mar. 31, 2018	Dec. 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Accounting Policies [Abstract]
Restricted cash		$ 40,782	$ 40,600	$ 39,483	$ 39,300
Convertible Debt \| 3 1/2% Convertible Senior Notes Due 2024 \| Subsequent Event
Subsequent Event [Line Items]
Debt Conversion, Converted Instrument, Shares Issued	38.5

Revenue Recognition (Disaggregation of Revenue) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Disaggregation of Revenue [Line Items]
Revenues	$ 347,573	$ 271,566
Oil sales
Disaggregation of Revenue [Line Items]
Revenues	337,406	263,974
Natural gas sales
Disaggregation of Revenue [Line Items]
Revenues	2,615	2,204
CO2 sales and transportation fees
Disaggregation of Revenue [Line Items]
Revenues	$ 7,552	$ 5,388

Revenue Recognition (Details Textuals) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Revenue from Contract with Customer [Abstract]
Accrued production receivable	$ 157,845	$ 146,334

Assets Held for Sale (Details Textuals) $ in Millions	Mar. 31, 2018 USD ($)
Assets Held-for-sale, Not Part of Disposal Group [Abstract]
Land available for sale	$ 33.1

Long-Term Debt (Components of Long-Term Debt) (Details) - USD ($)
$ in Thousands

1 Months Ended

Apr. 17, 2018

Mar. 31, 2018

Dec. 31, 2017

Senior Secured Bank Credit Agreement

$ 450,000

$ 475,000

Pipeline financings

189,547

192,429

Capital lease obligations

22,585

26,298

Total debt principal balance

2,702,993

2,775,391

Future interest payable

^[1]

356,223

316,818

Debt issuance costs

(6,171)

(7,935)

Total debt, net of debt issuance costs

3,053,045

3,084,274

Less: current maturities of long-term debt

^[1]

(129,667)

(105,188)

Long-term Debt and Capital Lease Obligations

2,923,378

2,979,086

Secured Debt | 9% Senior Secured Second Lien Notes Due 2021

Senior Secured Second Lien Notes

$ 614,919

614,919

Secured Debt | 9 1/4% Senior Secured Second Lien Notes Due 2022

9.00%

Senior Secured Second Lien Notes

$ 455,668

381,568

Convertible Debt | 5% Convertible Senior Notes Due 2023

9.25%

Convertible Senior Notes

$ 59,439

0

Convertible Debt | 3 1/2% Convertible Senior Notes Due 2024

5.00%

Convertible Senior Notes

$ 84,650

84,650

Senior Subordinated Notes | 6 3/8% Senior Subordinated Notes due 2021

3.50%

$ 203,545

215,144

Senior Subordinated Notes | 5 1/2% Senior Subordinated Notes due 2022

6.375%

$ 314,662

408,882

Senior Subordinated Notes | 4 5/8% Senior Subordinated Notes due 2023

5.50%

$ 307,978

376,501

Future interest payable on senior secured and convertible senior notes

4.625%

Less: current maturities of long-term debt

$ (100,083)

(75,347)

Long-term Debt and Capital Lease Obligations

$ 256,140

$ 241,472

Subsequent Event | Convertible Debt | 3 1/2% Convertible Senior Notes Due 2024

Debt Conversion, Original Debt, Amount

$ 84,700

[1]

Future interest payable represents most of the interest due over the terms of our 9% Senior Secured Second Lien Notes due 2021, 9¼% Senior Secured Second Lien Notes due 2022 (the “2022 Senior Secured Notes”), 5% Convertible Senior Notes due 2023 (the “2023 Convertible Senior Notes”), and 2024 Convertible Senior Notes and has been accounted for as debt in accordance with FASC 470-60, Troubled Debt Restructuring by Debtors. Our current maturities of long-term debt as of March 31, 2018 include $100.1 million of future interest payable related to these notes that is due within the next twelve months. See January 2018 Note Exchanges below for further discussion.

Long-Term Debt (Details Textuals)
$ / shares in Units, shares in Millions

1 Months Ended

3 Months Ended

Apr. 17, 2018

USD ($)

shares

Jan. 31, 2018

USD ($)

D

$ / shares

Mar. 31, 2018

USD ($)

Dec. 31, 2017

USD ($)

Interest in guarantor subsidiaries

100.00%

Extinguishment of Debt, Amount

$ 40,800,000

Future Interest Payable on Senior Secured Notes And Convertible Notes

^[1]

$ 356,223,000

$ 316,818,000

Line of Credit, Borrowing Base

1,050,000,000.00

Line of Credit Facility, Current Borrowing Capacity

$ 1,050,000,000.00

Weighted average interest rate on Bank Credit Facility

4.50%

Line of Credit Facility, Unused Capacity, Commitment Fee Percentage

0.50%

Consolidated EBITDAX to Consolidated Interest Charges

1.25

Current Ratio Requirement

1.0

Senior Subordinated Notes | 6 3/8% Senior Subordinated Notes due 2021

174,300,000

6.375%

Senior Subordinated Notes | 5 1/2% Senior Subordinated Notes due 2022

11,600,000

5.50%

Senior Subordinated Notes | 4 5/8% Senior Subordinated Notes due 2023

94,200,000

4.625%

Secured Debt | 9 1/4% Senior Secured Second Lien Notes Due 2022

68,500,000

Face value of notes

$ 74,100,000

$ 381,600,000

Selling Price Of Debt Instrument

9.25%

100.00%

Secured Debt | Debt Instrument, Redemption, Period One | 9 1/4% Senior Secured Second Lien Notes Due 2022

Debt Instrument, Redemption Price, Percentage

109.25%

Secured Debt | Initial Redemption Period With Proceeds From Equity Offering Member | 9 1/4% Senior Secured Second Lien Notes Due 2022

Debt Instrument, Redemption Price, Percentage

109.25%

Debt Instrument, Percentage of Principal Amount Available To Be Redeemed

35.00%

Secured Debt | Initial Redemption Period With Make Whole Premium | 9 1/4% Senior Secured Second Lien Notes Due 2022

Debt Instrument, Redemption Price, Percentage

100.00%

Convertible Debt | 5% Convertible Senior Notes Due 2023 [Member]

Face value of notes

$ 59,400,000

Selling Price Of Debt Instrument

5.00%

100.00%

Convertible Debt [Abstract]

Share conversion rate per $1,000 principal

281.69

Volume weighted average stock price for automatic conversion | $ / shares

$ 3.55

Threshold trading days for automatic debt conversion | D

10

Consecutive trading days threshold for automatic debt conversion | D

15

Convertible Debt | 3 1/2% Convertible Senior Notes Due 2024

Convertible Debt | 3 1/2% Convertible Senior Notes Due 2024 | Subsequent Event

3.50%

Convertible Debt [Abstract]

Debt Conversion, Original Debt, Amount

$ 84,700,000

Debt Conversion, Converted Instrument, Shares Issued | shares

38.5

Convertible Debt | Board of Directors Conversion Increase Option | 5% Convertible Senior Notes Due 2023 [Member]

Convertible Debt [Abstract]

Share conversion rate per $1,000 principal

393.55

Notes Exchange

Future Interest Payable on Senior Secured Notes And Convertible Notes

$ 37,600,000

Interest Payable

$ 6,800,000

Year 2018 | Q1

3.0

Year 2018 | Q2

2.5

Year 2018 | Q3

2.5

Year 2018 | Q4

2.5

Year 2019 | Q1

2.5

Year 2019 | Q2

2.5

Year 2019 | Q3