ERIN ENERGY CORP., 10-Q filed on 5/10/2017
Quarterly Report
Document And Entity Information
3 Months Ended
Mar. 31, 2017
May 1, 2017
Document And Entity Information [Abstract]
 
 
Entity Registrant Name
Erin Energy Corp. 
 
Entity Central Index Key
0001402281 
 
Current Fiscal Year End Date
--12-31 
 
Entity Filer Category
Accelerated Filer 
 
Document Type
10-Q 
 
Document Period End Date
Mar. 31, 2017 
 
Document Fiscal Year Focus
2017 
 
Document Fiscal Period Focus
Q1 
 
Amendment Flag
false 
 
Entity Common Stock, Shares Outstanding
 
213,407,011 
CONSOLIDATED BALANCE SHEETS (Unaudited) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Current assets:
 
 
Cash and cash equivalents
$ 8,538 
$ 7,177 
Restricted cash
20,000 
2,600 
Accounts receivable - trade
5,153 
Accounts receivable - partners
1,103 
674 
Accounts receivable - related party
2,354 
1,956 
Accounts receivable - other
29 
Crude oil inventory
3,900 
9,398 
Prepaids and other current assets
2,498 
872 
Total current assets
43,600 
22,706 
Property, plant and equipment:
 
 
Oil and gas properties (successful efforts method of accounting), net
243,064 
265,713 
Other property, plant and equipment, net
711 
716 
Total property, plant and equipment, net
243,775 
266,429 
Other non-current assets
66 
66 
Total assets
287,402 
289,201 
Current liabilities:
 
 
Accounts payable and accrued liabilities
247,224 
244,963 
Accounts payable and accrued liabilities - related party
31,019 
29,513 
Current portion of long-term debt, net
41,994 
12,627 
Derivative liability
807 
Total current liabilities
321,044 
287,103 
Long-term notes payable - related party, net
129,800 
129,796 
Long-term debt, net
64,444 
74,446 
Asset retirement obligations
22,944 
22,476 
Total liabilities
538,236 
513,821 
Commitments and contingencies (Note 9)
   
   
Capital deficiency:
 
 
Preferred stock $0.001 par value - 50,000,000 shares authorized; none issued and outstanding as of March 31, 2017 and December 31, 2016, respectively
Common stock $0.001 par value - 416,666,667 shares authorized; 213,351,764 and 212,622,218 shares issued as of March 31, 2017 and December 31, 2016, respectively
213 
213 
Additional paid-in capital
793,933 
792,972 
Accumulated deficit
(1,044,798)
(1,018,292)
Treasury stock at cost, 270,846 and 99,932 shares as of March 31, 2017 and December 31, 2016, respectively
(877)
(228)
Total deficit - Erin Energy Corporation
(251,529)
(225,335)
Non-controlling interest
695 
715 
Total capital deficiency
(250,834)
(224,620)
Total liabilities and capital deficiency
$ 287,402 
$ 289,201 
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) (USD $)
Mar. 31, 2017
Dec. 31, 2016
Statement of Financial Position [Abstract]
 
 
Preferred stock par value (in dollars per share)
$ 0.001 
$ 0.001 
Preferred stock, authorized shares
50,000,000 
50,000,000 
Preferred stock, issued shares
Preferred stock, outstanding shares
Common stock, par value (in dollars per share)
$ 0.001 
$ 0.001 
Common stock, authorized shares
416,666,667 
416,666,667 
Common stock, issued shares
213,351,764 
212,622,218 
Treasury stock, shares
270,846 
99,932 
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Revenues:
 
 
Crude oil sales, net of royalties
$ 31,278 
$ 4,929 
Operating costs and expenses:
 
 
Production costs
22,555 
22,564 
Crude oil inventory (increase) decrease
2,948 
(831)
Exploratory expenses
1,596 
2,062 
Depreciation, depletion and amortization
25,411 
4,812 
Accretion of asset retirement obligations
468 
452 
Loss on settlement of asset retirement obligations
205 
General and administrative expenses
3,392 
3,958 
Total operating costs and expenses
56,370 
33,222 
Operating loss
(25,092)
(28,293)
Other income (expense):
 
 
Currency transaction gain
2,135 
863 
Interest expense
(3,966)
(5,425)
Total other expense, net
(1,831)
(4,562)
Loss before income taxes
(26,923)
(32,855)
Income tax expense
Net loss before non-controlling interest
(26,923)
(32,855)
Net loss attributable to non-controlling interest
417 
444 
Net loss attributable to Erin Energy Corporation
$ (26,506)
$ (32,411)
Net loss attributable to Erin Energy Corporation per common share:
 
 
Basic (in dollars per share)
$ (0.12)
$ (0.15)
Diluted (in dollars per share)
$ (0.12)
$ (0.15)
Weighted average common shares outstanding:
 
 
Basic (in shares)
212,841 
211,844 
Diluted (in shares)
212,841 
211,844 
CONSOLIDATED STATEMENTS OF CAPITAL DEFIENCY (Unaudited) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 3 Months Ended
Mar. 31, 2017
Mar. 31, 2017
Common Stock
Dec. 31, 2016
Common Stock
Mar. 31, 2017
Additional Paid-in Capital
Mar. 31, 2017
Accumulated Deficit
Mar. 31, 2017
Treasury Stock
Mar. 31, 2017
Non-controlling Interest
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Balance at December 31, 2016
$ (224,620)
$ 213 
$ 213 
$ 792,972 
$ (1,018,292)
$ (228)
$ 715 
Stock-based compensation
961 
 
 
961 
 
 
 
Transfer to treasury arising from withholding taxes upon vesting of restricted stock and exercise of stock options
(649)
 
 
 
 
(649)
 
Non-controlling interest
397 
 
 
 
 
 
397 
Net loss
(26,923)
 
 
 
(26,506)
 
(417)
Balance at March 31, 2017
$ (250,834)
$ 213 
$ 213 
$ 793,933 
$ (1,044,798)
$ (877)
$ 695 
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Cash flows from operating activities
 
 
Net loss
$ (26,923)
$ (32,855)
Adjustments to reconcile net loss to cash provided by (used in) operating activities:
 
 
Depreciation, depletion and amortization
25,411 
4,812 
Accretion of asset retirement obligations
468 
452 
Amortization of debt discount and debt issuance costs
242 
878 
Foreign currency transaction gain
(2,135)
(863)
Share-based compensation
961 
888 
Change in operating assets and liabilities:
 
 
Decrease (increase) in accounts receivable
(5,563)
782 
Decrease (increase) in crude oil inventory
2,948 
(831)
Increase in prepaids and other current assets
(1,626)
(4,539)
Increase in accounts payable and accrued liabilities
6,889 
21,123 
Net cash provided by (used in) operating activities
672 
(10,153)
Cash flows from investing activities
 
 
Capital expenditures
(3,092)
(3,554)
Net cash used in investing activities
(3,092)
(3,554)
Cash flows from financing activities
 
 
Proceeds from exercise of stock options and warrants
145 
Payments for treasury stock arising from withholding taxes upon restricted stock vesting and exercise of stock options
(649)
(200)
Proceeds from MCB Finance Facility
28,237 
Repayments of term loan facility
(5,981)
Proceeds from notes payable - related party, net
3,000 
Debt issuance costs
(8,197)
Funds restricted in relation to the MCB Finance Facility drawdowns
(7,406)
Funds restricted for debt service
(10,000)
8,121 
Net cash provided by financing activities
1,985 
5,096 
Effect of exchange rate changes on cash and cash equivalents
1,796 
946 
Net increase (decrease) in cash and cash equivalents
1,361 
(7,665)
Cash and cash equivalents at beginning of period
7,177 
8,363 
Cash and cash equivalents at end of period
8,538 
698 
Cash paid for:
 
 
Interest, net
4,487 
5,280 
Supplemental disclosure of non-cash investing and financing activities:
 
 
Discount on notes payable pursuant to derivative liability
$ 807 
$ 0 
Company Description
Company Description
Company Description

Erin Energy Corporation (NYSE MKT: ERN; JSE: ERN) is an independent oil and gas exploration and production company engaged in the acquisition and development of energy resources in Africa. The Company’s asset portfolio consists of seven licenses across four countries covering an area of approximately 5 million acres (approximately 19,000 square kilometers). The Company owns producing properties and conducts exploration activities offshore Nigeria, conducts exploration activities offshore Ghana and The Gambia, and onshore Kenya.
The Company is headquartered in Houston, Texas and has offices in Lagos, Nigeria, Nairobi, Kenya, Banjul, The Gambia, Accra, Ghana and Johannesburg, South Africa.
The Company’s operating subsidiaries include Erin Petroleum Nigeria Limited (“EPNL”), Erin Energy Kenya Limited, Erin Energy Gambia Ltd., and Erin Energy Ghana Limited. The terms “we,” “us,” “our,” “the Company,” and “our Company” refer to Erin Energy Corporation and its subsidiaries.
The Company also conducts certain business transactions with its majority shareholder, CAMAC Energy Holdings Limited (“CEHL”), and its affiliates, which include Allied Energy Plc. (“Allied”). See Note 8 - Related Party Transactions for further information.
On February 16, 2017, Babatunde (Segun) Omidele informed the Company that he would resign from service as a member of the Board of Directors and as the Chief Executive Officer of the Company. The Board accepted his resignation effective as of February 22, 2017. The Board has appointed Jean-Michel Malek, the Company’s Senior Vice President, General Counsel and Secretary, to serve as Interim Chief Executive Officer effective February 22, 2017 while the Board conducts a search for a permanent replacement for Mr. Omidele.
Basis of Presentation and Recently Issued Accounting Standards
Basis of Presentation and Recently Issued Accounting Standards
Basis of Presentation and Recently Issued Accounting Standards

The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly-owned and majority-owned direct and indirect subsidiaries, and have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). All significant intercompany transactions and balances have been eliminated in consolidation. The unaudited consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the consolidated financial position and results of operations for the indicated periods. All such adjustments are of a normal recurring nature. This Form 10-Q should be read in conjunction with our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2016, filed with the SEC on March 16, 2017.

Use of Estimates
 
The preparation of the Company's consolidated financial statements in conformity with U.S. GAAP requires management to make estimates based on certain assumptions. Estimates affect the reported amounts of assets and liabilities, disclosure of contingent liabilities, and the reported amounts of revenues and expenses attributable to the reporting periods. Accordingly, accounting estimates in conformity with U.S. GAAP require the exercise of judgment. These estimates and assumptions used in the preparation of the Company’s consolidated financial statements are based on information available as of the date of the consolidated financial statements, and while management believes that the estimates and assumptions are appropriate, actual results could differ from management's estimates.
 
Estimates that may have a significant effect on the Company’s financial position and results from operations include share-based compensation assumptions, oil and natural gas reserve quantities, impairments, depletion and amortization relating to oil and natural gas properties, asset retirement obligation assumptions, and income taxes. The accounting estimates used in the preparation of the Company's consolidated financial statements may change as new events occur, more experience is acquired, additional information is obtained and our operating environment changes.

Restricted Cash

Restricted cash consists of cash deposits that are contractually restricted for withdrawal or required to be maintained in a reserve bank account for a specific period of time, as provided for under certain agreements with third parties.

Restricted cash as of March 31, 2017 totaling $20.0 million consists of $2.6 million held in a debt service reserve account to secure certain interest and principal repayments pursuant to the Term Loan Facility in Nigeria, $7.4 million restricted in relation to the MCB Finance Facility drawdowns, and $10.0 million held in a debt service reserve account as required under the MCB Finance Facility. Restricted cash as of December 31, 2016 consists of $2.6 million held in a debt service reserve account to secure certain interest and principal repayments pursuant to the Term Loan Facility in Nigeria.

Capitalized Interest

The Company capitalizes interest costs for qualifying oil and gas properties. The capitalization period begins when expenditures are incurred on qualified properties, activities begin which are necessary to prepare the property for production, and interest costs have been incurred. The capitalization period continues as long as these events occur. Capitalized interest is added to the cost of the underlying assets and is depleted using the unit-of-production method in the same manner as the underlying assets.
During the three months ended March 31, 2017 and 2016, the Company had no amounts of interest costs capitalized as additions to property, plant and equipment.

Treasury Stock

Treasury stock is reported at cost and is included in the accompanying consolidated balance sheets. Pursuant to the Company’s withholding tax policy with respect to vested restricted stock awards, the Company may withhold, on a cashless basis, a number of shares needed to settle statutory withholding tax requirements. During the three months ended March 31, 2017, 170,914 shares were withheld for taxes at a total cost of $0.6 million. During the three months ended March 31, 2016, 83,113 shares were withheld for taxes at a total cost of $0.2 million.

The following table sets forth certain information with respect to the withholding and related repurchases of our common stock during the three months ended March 31, 2017.

 
Total Number of
Shares Purchased (1)
 
Average Price
Paid Per Share
January 1 - January 31, 2017
12,650

 
$
3.55

February 1 - February 28, 2017
158,264

 
3.82

March 1 - March 31, 2017

 

Total
170,914

 
$
3.80


(1)
All shares repurchased were surrendered by employees to settle tax withholding obligations upon the vesting of restricted stock awards and the exercise of stock options.


Net Loss Per Common Share

Basic net earnings or loss per common share is computed by dividing net earnings or loss by the weighted average number of shares of common stock outstanding at the end of the reporting period. Diluted net earnings or loss per share is computed by dividing net earnings or loss by the fully dilutive common stock equivalent, which consists of shares outstanding, augmented by potentially dilutive shares issuable upon the exercise of the Company's stock options, stock warrants, non-vested restricted stock awards, as well as the conversions of the 2011 Promissory Note, the 2014 Convertible Subordinated Note and the 2016 Promissory Note (collectively, the "Convertible Notes"), calculated using the treasury stock method.

The table below sets forth the number of stock options, stock warrants, non-vested restricted stock, and shares issuable upon conversion of the Convertible Notes that were excluded from dilutive shares outstanding during the three months ended March 31, 2017 and 2016, as these securities are anti-dilutive because the Company was in a loss position during each period.

 
Three Months Ended March 31,
(In thousands)
2017
 
2016
Stock options
279

 
328

Stock warrants
391

 

Unvested restricted stock awards
2,116

 
1,546

 
2,786

 
1,874


Upon the occurrence of certain events, the Company is also contingently liable to make additional payments to Allied, under a Transfer Agreement entered into in November 2013 by the Company, its affiliates and Allied (the “Transfer Agreement”), up to an additional amount totaling $50.0 million in cash, or the equivalent in shares of the Company’s common stock, at Allied’s option. See Note 9 - Commitments and Contingencies for further information.

Fair Value Measurements

Fair value is defined as the amount at which an asset (or liability) could be bought (or incurred) or sold (or settled) in an orderly transaction between market participants at the measurement date. The established framework for measuring fair value establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and includes certain disclosure requirements. Fair value estimates are based on either (i) actual market data or (ii) assumptions that other market participants would use in pricing an asset or liability, including estimates of risk.

There are three levels of valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy categorizes assets and liabilities measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. The three levels are defined as follows:

Level 1 -
Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. The Company considers active markets as those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an on-going basis.

Level 2 -
Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. Substantially all of these inputs are observable in the marketplace throughout the term, can be derived from observable data, or supported by observable levels at which transactions are executed in the marketplace.

Level 3 -
Inputs that are unobservable and significant to the fair value measurement (including the Company’s own assumptions in determining fair value).

The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability.

Fair Value on a Recurring Basis

As discussed under Note 7 - Debt, the Company recognized a derivative liability relating to the portion of the amount drawn from the MCB Financing Facility as of March 31, 2017 in which issuance of stock warrants is expected on the day the Company receives funds under the MCB Finance Facility. The Company utilized a combination of a lattice-binomial option-pricing model and the Black-Scholes valuation model to determine the estimated fair value of this derivative liability.

The following table sets forth the Company’s financial liability that is accounted for at fair value using Level 3 assumptions on a recurring basis as of March 31, 2017 and December 31, 2016:

 
Level 3
(in thousands)
March 31, 2017
 
December 31, 2016
Derivative liability
$
807

 
$



The fair value of the derivative liability is estimated using a combination of a lattice-binomial option-pricing model and the Black-Scholes valuation model with the following assumptions as of March 31, 2017:

 
March 31, 2017
Estimated market value of common stock on measurement date
$
2.67

Estimated exercise price
$
2.67

Risk-free interest rate (1)
1.5
%
Expected warrant term (years)
3

Expected volatilities (2)
10.0% - 43.7%

Expected annual dividend yield

(1
)
The risk-free rate for periods within the contractual life of the warrants is based on the U.S. Treasury yield curve in effect at the time of grant.
(2
)
Expected volatilities are based on historical volatility of the Oil & Gas Exploration & Production Select Industries Index, among other factors.

Fair Value of Financial Instruments

The carrying amounts of the Company’s financial instruments, which include cash and cash equivalents, restricted cash, accounts receivable, inventory, deposits, accounts payable and accrued liabilities, and debts at floating interest rates, approximate their fair values at March 31, 2017 and December 31, 2016, respectively, principally due to the short-term nature, maturities or nature of interest rates of the above listed items.

Recently Issued Accounting Standards

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). ASU 2016-02 is aimed at making leasing activities more transparent and comparable, and requires substantially all leases be recognized by lessees on their balance sheet as a right-of-use asset and corresponding lease liability, including leases currently accounted for as operating leases. ASU 2016-02 is effective for the Company in the fiscal year beginning after December 15, 2018, and interim periods within those fiscal years with early adoption permitted. The Company is still evaluating the impact of this standard. However, due to the nature of its operations, the adoption of this standard could have a material impact on its consolidated financial statements.

In January 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business (“ASU 2017-01”). This ASU clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This guidance is to be applied using a prospective method and is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the provisions of this guidance and assessing its potential impact on its consolidated financial statements and disclosures.

In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment. ASU 2017-04 eliminates step 2 of the goodwill impairment test. An entity no longer will determine goodwill impairment by calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. ASU 2017-04 is effective for annual reporting periods and interim reporting periods within those annual reporting periods, beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements.

In February 2017, the FASB issued ASU 2017-05, Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets. This ASU clarifies the scope and application of ASC 610-20 on the sale or transfer of nonfinancial assets and in substance nonfinancial assets to noncustomers, including partial sales. The Company is required to adopt this guidance at the same time that it adopts the guidance in ASU 2014-09. The adoption of this standards update is not expected to have a material impact on the Company’s consolidated financial statements.

In March 2017, the FASB has issued ASU 2017-08, Receivables-Nonrefundable Fees and Other Costs (Subtopic 310-20), Premium Amortization on Purchased Callable Debt Securities. This ASU shortens the amortization period for certain callable debt securities held at a premium to the earliest call date. However, the amendments do not require an accounting change for securities held at a discount; the discount continues to be amortized to maturity. ASU 2017-08 is effective for the Company in the fiscal year beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements.
Liquidity Matters and Going Concern
Liquidity Matters and Going Concern
Liquidity Matters and Going Concern

The Company incurred losses from operations for the three months ended March 31, 2017. As of March 31, 2017, the Company's total current liabilities of $321.0 million exceeded its total current assets of $43.6 million, resulting in a working capital deficit of $277.5 million. As a result of the current low commodity prices, the Company has not been able to generate sufficient cash from operations to satisfy certain obligations as they became due.

Well Oyo-7 is currently shut-in as a result of an emergency shut-in of the Oyo field production that occurred in early July 2016. This has resulted in a loss of approximately 1,400 BOPD. The Company is currently working on relocating an existing gaslift line to well Oyo-7 to enable continuous gaslift operation to assist in restoring lost production volumes. For cost effectiveness, the relocation of the gaslift line to well Oyo-7 is now planned to be combined with the Oyo-9 subsea equipment installation scheduled for the second half of 2017.

The Company is currently pursuing a number of actions, including (i) obtaining additional funds through public or private financing sources, (ii) restructuring existing debts from lenders, (iii) obtaining forbearance of debt from trade creditors, (iv) reducing ongoing operating costs, (v) minimizing projected capital costs for the 2017 exploration and development campaign, (vi) farming-out a portion of its rights to certain of its oil and gas properties and (vii) exploring potential business combination transactions. There can be no assurances that sufficient liquidity can be raised from one or more of these actions or that these actions can be consummated within the period needed to meet certain obligations.


The Company's consolidated financial statements have been prepared under the assumption that it will continue as a going concern, which assumes the continuity of operations, the realization of assets and the satisfaction of liabilities as they come due in the normal course of business. Although the Company believes that it will be able to generate sufficient liquidity from the measures described above, its current circumstances raise substantial doubt about its ability to continue to operate as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Property, Plant and Equipment
Property, Plant and Equipment
Property, Plant and Equipment
Property, plant and equipment were comprised of the following:
(In thousands)
March 31, 
 2017
 
December 31, 2016
Wells and production facilities
$
318,739

 
$
318,739

Proved properties
386,196

 
386,196

Work in progress and exploration inventory
34,839

 
34,712

Oilfield assets
739,774

 
739,647

Accumulated depletion
(506,530
)
 
(483,754
)
Oilfield assets, net
233,244

 
255,893

Unevaluated leaseholds
9,820

 
9,820

Oil and gas properties, net
243,064

 
265,713

 
 
 
 
Other property and equipment
3,120

 
3,040

Accumulated depreciation
(2,409
)
 
(2,324
)
Other property and equipment, net
711

 
716

 
 
 
 
Total property, plant and equipment, net
$
243,775

 
$
266,429



All of the Company’s oilfield assets are located offshore Nigeria in the Oil Mining Leases 120 and 121 (the "OMLs"). “Work-in-progress and exploration inventory” includes warehouse inventory items purchased as part of the redevelopment plan of the Oyo field.

The Company’s unevaluated leasehold costs include costs to acquire the rights to the exploration acreage in its various oil and gas properties.

Gambia Farm-Out Agreement

In March 2017, the Company entered into a definitive farm-out agreement with FAR Ltd. ("FAR"), an Australian Securities Exchange listed oil and gas company (the "Farm-Out Agreement"), whereby FAR will acquire an 80% interest and operatorship of Erin Energy’s offshore A2 and A5 blocks in The Gambia. The Company will retain a 20% working interest in both blocks.

Under the terms of the Farm-Out Agreement, which is subject to approval by the Government of the Republic of The Gambia, upon closing of the transaction, FAR will pay Erin Energy a purchase price of $5.2 million and will carry $8.0 million of the Company’s share of costs in a planned exploration well to be drilled in late 2018. In addition, if Erin Energy’s share of the exploration well is less than $8.0 million, the balance is to be paid in cash to the Company. There is no assurance that the necessary approvals will be obtained from the Government of the Republic of the Gambia.
Accounts Payable and Accrued Liabilities
Accounts Payable and Accrued Liabilities
Accounts Payable and Accrued Liabilities
 
The table below sets forth a summary of the Company’s accounts payable and accrued liabilities at March 31, 2017 and December 31, 2016:
(In thousands)
March 31, 2017
 
December 31, 2016
Accounts payable - vendors
$
173,997

 
$
173,306

Amounts due to government entities
71,109

 
66,573

Accrued payroll and benefits
1,805

 
3,074

Accrued interest
313

 
1,204

Other liabilities

 
806

 
$
247,224

 
$
244,963

Asset Retirement Obligations
Asset Retirement Obligations
Asset Retirement Obligations

The Company’s asset retirement obligations primarily represent the estimated fair value of the amounts that will be incurred to plug, abandon and remediate its producing properties at the end of their productive lives. Significant inputs used in determining such obligations include, but are not limited to, estimates of plugging and abandonment costs, estimated future inflation rates and changes in property lives. The inputs used in the fair value determination were based on Level 3 inputs, which were essentially management's assumptions.
On a quarterly basis, the Company reviews the assumptions used to estimate the expected cash flows required to settle the asset retirement obligations, including changes in estimated probabilities, amounts and timing of the settlement of the asset retirement obligations, as well as changes in the legal obligation for each of its properties. Changes in any one or more of these assumptions may cause revisions in the estimated liabilities for the corresponding assets. The following summarizes changes in the Company’s asset retirement obligations during the three months ended March 31, 2017 (in thousands):

Balance at January 1, 2017
$
22,476

Accretion expense
468

Balance at March 31, 2017
$
22,944

Debt
Debt
Debt

Short-Term Debt:

Short-Term Borrowing - Glencore Advance

In February 2017, the Company received $13.6 million as an advance (the “February Advance”) under a stand-alone spot oil sales contract with Glencore Energy UK Ltd. ("Glencore"). Interest accrued on the February Advance at the rate of LIBOR plus 6.5%. Repayment of the February Advance was made from the February 2017 crude oil lifting.

Long-Term Debt:

Term Loan Facility

In September 2014, the Company, through its wholly owned subsidiary EPNL, entered into the Term Loan Facility (as amended or modified, the “Term Loan Facility”) with Zenith Bank PLC ("Zenith") for five-year senior secured term loan providing initial borrowing capacity of up to$100.0 million. Of the total commitment provided, 90.0% of the Term Loan Facility was available in U.S. dollars, while the remaining 10% was available in Nigerian Naira. U.S. dollar borrowings under the Term Loan Facility currently bear interest at the rate of 9.0%. The obligations under the Term Loan Facility include a legal charge over the OMLs and an assignment of proceeds from oil sales. The obligations of EPNL have been guaranteed by the Company and rank in priority with all its other obligations, subject to the provisions under the Override Deed. Proceeds from the Term Loan Facility were used for the further expansion and development of the Oyo field offshore Nigeria.

In June 2016, the Term Loan Facility was modified contingent upon the signing of a loan agreement, which was signed in August 2016. The modification put in place a twelve month moratorium on principal payments and extended the term of the Term Loan Facility until February 2021. Additionally, it reduced the funding requirement of the debt service reserve account (“DSRA”) to an amount equal to one quarter of interest until the price of oil exceeds $55 per barrel, at which time an amount equal to two quarters of interest will then be required.

Upon executing the Term Loan Facility, the Company paid fees totaling $2.6 million. Upon modification of the Term Loan Facility, additional fees of $1.4 million were incurred. These fees were recorded as debt issuance cost and are being amortized over the life of the Term Loan Facility using the effective interest method. As of March 31, 2017, $2.1 million of the debt issuance costs remained unamortized.

Under the Term Loan Facility, the following events, among others, constitute events of default: EPNL failing to pay any amounts due within thirty days of the due date; bankruptcy, insolvency, liquidation or dissolution of EPNL; a material breach of the Term Loan Facility by EPNL that remains unremedied within thirty days of written notice by EPNL; or a representation or warranty of EPNL proves to have been incorrect or materially inaccurate when made. Upon any event of default, all outstanding principal and interest under any loans will become immediately due and payable. Further, Zenith has the right to review the terms and conditions of the Term Loan Facility.

During the three months ended March 31, 2017, the Company made no payments for the principal repayment of neither the Naira portion of the loan nor for the U.S. dollar principal.

As of March 31, 2017, the Company recognized an unrealized foreign currency gain of $4.4 million on the Naira portion of the loan, reducing the balance under the Term Loan Facility to $87.2 million, net of debt discount. Of this amount, $69.7 million was classified as long-term and $17.5 million as short-term. Accrued interest for the Term Loan Facility was nil as of March 31, 2017.

MCB Finance Facility and Related Agreements

On February 6, 2017, the Company and its subsidiary, EPNL, entered into a Pre-export Finance Facility Agreement (the “MCB Finance Facility”) with The Mauritius Commercial Bank Limited, as mandated lead arranger, agent, security agent, original lender and issuing bank ( “MCB”). The MCB Finance Facility provides for a total commitment of $100.0 million and is supported by a guarantee from The Standard Bank of South Africa Limited (“SBSA”), as named guarantor, which guarantee is facilitated by the South African Public Investment Corporation (SOC) Limited ("PIC"), the Company’s second largest shareholder. The PIC guarantee is made with recourse to the Company pursuant to the Company’s entry into the Financing Support Agreement with PIC (the "Financing Support Agreement").

In connection with the MCB Finance Facility, and as a condition precedent to the initial drawdown thereunder, EPNL entered into an exclusive off-take contract with Glencore dated January 18, 2017 (the “Off-take Contract”) for EPNL’s entire volumes of oil produced from the OMLs located offshore Nigeria. Pursuant to the MCB Finance Facility, EPNL is required to comply with the terms of the Off-take Contract, ensure payments and deliveries of oil and notify MCB of any failures under such contract and ensure that it receives a fair market price for delivered oil.

The MCB Finance Facility is supported by the SBSA guarantee as facilitated by PIC, the assignment of the Off-take Contract and the assignment by way of security of certain accounts, including a debt service reserve account, as set forth in the MCB Finance Facility. EPNL is required to deposit $10.0 million at the closing of the MCB Finance Facility into the debt service reserve account with MCB and maintain that balance for so long as borrowings are outstanding under the MCB Finance Facility. The aforementioned guarantee and security agreements were entered into by the parties thereto before the initial drawdown on the MCB Finance Facility.

EPNL may make drawdowns under the MCB Finance Facility by way of loans and/or letters of credit until June 30, 2017 after which the remaining balance of MCB's commitment as of that date may be drawn and deposited into a capital expenditure reserve account for payment of invoices expected to be payable within six months after June 30, 2017. Borrowings under the MCB Finance Facility bear interest at three-month LIBOR plus a 6% margin. After a grace period that ends on June 30, 2017, the MCB Finance Facility will be repaid over a period starting from June 30, 2017 and ending on December 31, 2019.

The MCB Finance Facility includes customary fees, including a commitment fee, structuring fee, underwriting fee, management fee, fees payable in respect of utilization of the MCB Finance Facility by way of letter of credit and other fees, and subjects EPNL to certain covenants under the terms of the MCB Finance Facility, and is subject to customary events of default.

The Company made its initial drawdown under the MCB Finance Facility in March 2017 (the "March 2017 drawdown"). As part of the March 2017 drawdown, the Company paid debt issuance costs amounting to $9.0 million, which is shown as a discount to Long-term debt under the consolidated balance sheet. As of March 31, 2017 , the amount drawn under the MBC Finance Facility reached $28.2 million. Accrued interest under the MCB Finance Facility was $0.3 million as of March 31, 2017.

Under the MCB Finance Facility, the Company is required to maintain specified financial ratios. Maintenance of these financial ratios (the "cover ratios"), including a debt service cover ratio and a life cover ratio, commenced during the quarter after the initial drawdown. As of March 31, 2017, the Company is in compliance with the cover ratios.

Also on February 6, 2017, the Company and PIC also entered into the Financing Support Agreement. Pursuant to the Financing Support Agreement, PIC agrees to apply for, request and authorize SBSA, or any other reputable commercial bank acceptable to MCB, to issue a bank guarantee in favor of MCB in the amount of $100.0 million. The issuance of a guarantee in favor of MCB by SBSA or another reputable commercial bank was a condition precedent to the closing of the MCB Finance Facility.

In consideration for this undertaking, the Company has agreed to pay PIC an upfront fee equal to 250 basis points on the guarantee amount and issue to PIC warrants to purchase a number of shares of the Company’s common stock in an amount equal to the guarantee amount multiplied by 20% divided by the closing market price of the Company’s common stock on the day that EPNL receives the funds available under the MCB Finance Facility (the "warrants issuance date), with an exercise price equal to such closing market price. The Company recognized a derivative liability for the warrants that are expected to be issued for the portion of the amount drawn under the MCB Finance Facility at March 31, 2017. See Note 2 – Fair Value Measurements for further information. The Company also has agreed to indemnify PIC from and against certain claims and losses. The amount of any and all indemnifiable losses suffered by PIC agreed or otherwise required to be paid by the Company will be paid in cash or, at the option of PIC, may be paid in newly issued shares of the Company’s common stock. In March 2017, the Company paid $2.8 million to PIC in fees under the Financing Support Agreement which is recorded as debt issuance costs and is being amortized to interest expense over the life of the MCB Financing Facility.

On February 8, 2017, and in connection with the MCB Finance Facility, the Company, EPNL, MCB and Zenith, the Company’s existing secured lender, also entered into an Override Deed (the “Override Deed”). The Override Deed establishes, inter alia, pro-rata rights of MCB and Zenith in respect of the proceeds from the Off-take Contract, governs the mechanics of any enforcement action by the creditors and sets out pro-rata sharing of enforcement proceeds between MCB and Zenith. The Override Deed also grants the necessary consents to EPNL’s entry into the MCB Finance Facility and related documents.

Long-Term Debt Maturities

Scheduled principal repayments on the outstanding balance on the Term Loan Facility and the MCB Finance Facility are as follows (in thousands):

Scheduled payments by year
Principal
2017
$
33,898

2018
27,389

2019
21,437

2020
26,796

2021 and thereafter
8,036

Total principal payments
117,556

Less: Unamortized debt issuance costs
(11,118
)
Total Term Loan Facility, net
$
106,438



Long-Term Debt – Related Party:

As of March 31, 2017, the Company’s long-term related party debt was $129.8 million, consisting of $24.9 million owed under a 2011 Promissory Note, $50.0 million owed under a 2014 Convertible Subordinated Note, $48.5 million, net of discount, owed under a 2015 Convertible Note, and $6.4 million owed under a 2016 Promissory Note.

Allied, a related party, is the holder of each of the 2011 Promissory Note, the 2014 Convertible Subordinated Note, and the 2015 Convertible Note (collectively the "Allied Notes"). Each of the Allied Notes contains certain default and cross-default provisions, including failure to pay interest and principal amounts when due and default under other indebtedness. As of March 31, 2017, the Company was not in compliance with certain default provisions of the Allied Notes with respect to the payment of quarterly interest. Further, the risk of cross-default exists for each of the Allied Notes if the holder of the Term Loan Facility exercises its right to terminate the Term Loan Facility and accelerate its maturity. Allied has agreed to waive its rights under all default provisions of each of the Allied Notes through April 2018.

2011 Promissory Note

EPNL, the Company's wholly owned subsidiary, has a $25.0 million borrowing facility under the 2011 Promissory Note with Allied. Interest accrues on the outstanding principal under the 2011 Promissory Note at a rate of the 30-day LIBOR plus 2% per annum, payable quarterly. In March 2017, the Promissory Note was amended to extend the maturity date to April 2018. As consideration for the extension, the 2011 Promissory Note became convertible, at the sole option of the holder, into shares of the Company’s common stock at a conversion price of $3.415 per share. The entire $25.0 million facility amount can be utilized for general corporate purposes. The stock of the Company’s subsidiary that holds the exploration licenses in The Gambia and Kenya were pledged as collateral to secure the 2011 Promissory Note, pursuant to an Equitable Share Mortgage arrangement. As of March 31, 2017, the outstanding principal and accrued interest under the 2011 Promissory Note were $24.9 million and $1.8 million, respectively.

2014 Convertible Subordinated Note

As partial consideration in connection with the February 2014 acquisition of the Allied Assets, the Company issued a $50.0 million Convertible Subordinated Note in favor of Allied (the “2014 Convertible Subordinated Note”). Interest on the 2014 Convertible Subordinated Note accrues at a rate per annum of one-month LIBOR plus 5%, payable quarterly in cash until the maturity of the 2014 Convertible Subordinated Note five years from the closing of the Allied Transaction.

At the election of the holder, the 2014 Convertible Subordinated Note is convertible into shares of the Company’s common stock at an initial conversion price of $4.2984 per share, subject to anti-dilution adjustments. The 2014 Convertible Subordinated Note is subordinated to the Company’s existing and future senior indebtedness and is subject to acceleration upon an Event of Default (as defined in the 2014 Convertible Subordinated Note). The following events, among others, constitute an Event of Default under the 2014 Convertible Subordinated Note: the Company failing to pay interest within thirty days of the due date; the Company failing to pay principal when due; bankruptcy, insolvency, liquidation or dissolution of the Company; a material breach of the 2014 Convertible Subordinated Note by the Company that remains unremedied within ten days of such material breach; or a representation or warranty of the Company proves to have been incorrect or materially inaccurate when made. Upon any event of default, all outstanding principal and interest under any loans will become immediately due and payable. As of March 31, 2017, the Company owed $8.8 million in accrued interest under the 2014 Convertible Subordinated Note.

The Company may, at its option, prepay the 2014 Convertible Subordinated Note in whole or in part, at any time, without premium or penalty. Further, the 2014 Convertible Subordinated Note is subject to mandatory prepayment upon (i) the Company’s issuance of capital stock or incurrence of indebtedness, the proceeds of which the Company does not apply to repayment of senior indebtedness or (ii) any capital markets debt issuance to the extent the net proceeds of such issuance exceed $250.0 million. Allied may assign all or any part of its rights and obligations under the 2014 Convertible Subordinated Note to any person upon written notice to the Company. As of March 31, 2017, the outstanding principal under the 2014 Convertible Subordinated Note was $50.0 million.

2015 Convertible Note

In March 2015, the Company entered into a new borrowing facility with Allied in the form of a Convertible Note (the “2015 Convertible Note”), allowing the Company to borrow up to $50.0 million for general corporate purposes. In March 2017, the maturity date of the 2015 Convertible Note was extended to April 2018. Interest accrues at the rate of LIBOR plus 5%, and is payable quarterly. 

The 2015 Convertible Note is convertible into shares of the Company’s common stock upon the occurrence and continuation of an event of default, at the sole option of the holder. The number of shares issuable upon conversion is equal to the sum of the principal amount and the accrued and unpaid interest divided by the conversion price, defined as the volume weighted average of the closing sales prices on the NYSE MKT for a share of common stock for the five complete trading days immediately preceding the conversion date.

As of March 31, 2017, the Company had borrowed $48.5 million under the note and issued to Allied warrants to purchase approximately 2.7 million shares of the Company’s common stock at prices ranging from $2.00 to $7.85 per share. The total fair market value of the warrants amounting to $5.0 million based on the Black-Scholes option pricing model was recorded as a debt discount, and is being amortized using the effective interest method over the life of the note. As of March 31, 2017, the unamortized balance of the discount was nil.

Additional warrants are issuable in connection with future borrowings, with the per share price for those warrants determined based on the market price of the Company’s common stock at the time of such future borrowings. As of March 31, 2017, the outstanding balance of the 2015 Convertible Note, net of discount, was $48.5 million. Accrued interest on the 2015 Convertible Note was $5.7 million as of March 31, 2017.

2016 Promissory Note

In March 2016, the Company borrowed $3.0 million under a short-term Promissory Note agreement entered into with an entity related to the Company's majority shareholder, which accrued interest at a rate of the 30-day LIBOR plus 7% per annum.

In April 2016, the Company borrowed an additional sum of $1.0 million from the same lender, under another short-term Promissory Note, which also accrued interest at a rate of the 30-day LIBOR plus 7% per annum.

In May 2016, the Lender of the two Promissory Notes agreed to combine both notes into a $10.0 million borrowing facility (the "2016 Promissory Note"). Interest accrues at a rate of the 30-day LIBOR plus 7% per annum.

Subsequent to the combination of both notes into the 2016 Promissory Note, the Company had additional drawings under the 2016 Promissory Note totaling $2.4 million.

As of March 31, 2017, the outstanding balance under the 2016 Promissory Note was $6.4 million. Accrued interest on the 2016 Promissory Note was $0.5 million as of March 31, 2017. In March 2017, the maturity date of the 2016 Promissory Note was extended to April 2018. As consideration for the extension, the 2016 Promissory Note became convertible, at the sole option of the holder, into shares of the Company’s common stock at a conversion price of $3.415 per share.
Related Party Transactions
Related Party Transactions
Related Party Transactions

Assets and Liabilities

The Company has transactions in the normal course of business with its shareholders, CEHL and their affiliates. The following table sets forth the related party assets and liabilities as of March 31, 2017 and December 31, 2016:
(In thousands)
March 31, 
 2017
 
December 31, 2016
Accounts receivable, CEHL
$
2,354

 
$
1,956

Accounts payable and accrued liabilities, CEHL
$
31,019

 
$
29,513

Long-term notes payable - related party, CEHL
$
129,804

 
$
129,796


As of March 31, 2017 and December 31, 2016, the related party receivable balances of $2.4 million and $2.0 million, respectively, were for advance payments made for certain transactions on behalf of affiliates.
As of March 31, 2017 and December 31, 2016, the Company owed $31.0 million and $29.5 million, respectively, to affiliates primarily for logistical and support services in relation to the Company's oilfield operations in Nigeria, as well as accrued interest on the various related party notes payable. As of March 31, 2017 and December 31, 2016, accrued and unpaid interest on the various related party notes payable was $17.1 million and $15.2 million, respectively.
As of March 31, 2017, the Company had a combined note payable balance of $129.8 million owed to affiliates, consisting of a $50.0 million 2014 Convertible Subordinated Note, $24.9 million in borrowings under the 2011 Promissory Note, a $48.5 million borrowing under the 2015 Convertible Note, net of discount, and $6.4 million under the 2016 Promissory Note. As of December 31, 2016, the Company had a combined note payable balance of $129.8 million owed to an affiliate, consisting of the $50.0 million 2014 Convertible Subordinated Note, $24.9 million in borrowings under the 2011 Promissory Note, $48.5 million borrowing under the 2015 Convertible Note, net of discount, and $6.4 million under the 2016 Promissory Note. See Note 7 – Debt for further information relating to the notes payable transactions.

Results from Operations

The table below sets forth a summary of transactions included in the Company's results of operations that were incurred with affiliates during the three months ended March 31, 2017 and 2016:
 
Three Months Ended March 31,
(In thousands)
2017
 
2016
Total operating expenses, CEHL
$
2,513

 
$
1,683

Interest expense, CEHL
$
1,937

 
$
1,676



Certain affiliates of the Company provide procurement and logistical support services to the Company’s operations. In connection therewith, during the three months ended March 31, 2017 and 2016, the Company incurred operating costs amounting to approximately $2.5 million and $1.7 million, respectively.

During the three months ended March 31, 2017 and 2016, the Company incurred interest expense, excluding debt discount amortization, totaling approximately $1.9 million and $1.7 million, respectively, in relation to related party notes payable.
Commitments and Contingencies
Commitments and Contingencies
Commitments and Contingencies

Commitments

In February 2014, a long-term contract was signed for the floating, production, storage, and offloading vessel (“FPSO”) Armada Perdana, which is the vessel currently connected to the Company’s productive wells, Oyo-7 and Oyo-8, offshore Nigeria. The contract provides for an initial term of seven years beginning January 1, 2014, with an automatic extension for an additional term of two years unless terminated by the Company with prior notice. The FPSO can process up to 40,000 barrels of liquid per day, with a storage capacity of approximately one million barrels. The annual minimum contractual commitment per the terms of the agreement is approximately $48.4 million per year through 2020.

The Company also has commitments related to four production sharing contracts with the Government of the Republic of Kenya (the “Kenya PSCs”), two Petroleum Exploration, Development & Production Licenses with the Republic of The Gambia (the “Gambia Licenses”), and one Petroleum Agreement with the Republic of Ghana (the "Ghana Petroleum Agreement"). In all cases, the Company entered into these commitments through a subsidiary. To maintain compliance and ownership, the Company is required to fulfill certain minimum work obligations and to make certain payments as stated in each of the Kenya PSCs, the Gambia Licenses, and the Ghana Petroleum Agreement. Among the Kenya PSCs in which the Company have remaining obligations, production sharing contracts related to offshore blocks L27 and L28 expired in February 2017, with the Company having no intension to renew or extend these leases.

In March 2017, the Company entered into a drilling services contract with Pacific Drilling using the Pacific Bora drilling rig. The Company plans to use this rig to drill well Oyo-9 on the Oyo field in the deepwater offshore Nigeria. Under the contract, the Company has the option to drill up to two additional wells. The option to extend the contract, if exercised, would be used to drill two of its offshore Nigeria exploration prospects in the prolific Miocene geological zone. The Pacific Bora is a highly efficient sixth generation double-hulled drillship currently in Nigeria and expected to be mobilized to the Oyo field and on site in June 2017. The contract provides for a base operating rate of $195,000 per day. The rig can be used for both drilling and well completion.

Contingencies

Legal Contingencies and Proceedings

From time to time, the Company may be involved in various legal proceedings and claims in the ordinary course of business. As of March 31, 2017, and through the filing date of this report, the Company does not believe the ultimate resolution of such actions or potential actions of which the Company is currently aware will have a material effect on its consolidated financial position or results of operations.

On January 22, 2016, a request for arbitration was filed with the London Court of International Arbitration by Transocean Offshore Gulf of Guinea VII Limited and Indigo Drilling Limited, as Claimants, against the Company and its Nigerian subsidiary, EPNL, as Respondents (the “Arbitration”). The Arbitration is in relation to a drilling contract entered into by the Claimants and EPNL, and a parent company guarantee provided by the Company in relation thereto. The Claimants are seeking an order that the Respondents pay the sum of approximately $20.2 million together with interest and costs. The Company filed its Statement of Defense on October 4, 2016. The London Court of International Arbitration has set the Arbitration hearing to begin on June 7, 2017.

On February 5, 2016, a class action and derivative complaint was filed in the Delaware Chancery Court purportedly on behalf of the Company and on behalf of a putative class of persons who were stockholders as of the date the Company (1) acquired the Allied Assets pursuant to the Transfer Agreement and (2) issued shares to PIC in a private placement (collectively the “February 2014 Transactions”). The complaint alleges the February 2014 Transactions were unfair to the Company and purports to assert derivative claims against (1) the seven individuals who served on our Board at the time of the February 2014 Transactions and (2) our majority shareholder, CEHL. The complaint also purports to assert a direct breach of fiduciary duty claim on behalf of the putative class against the seven individuals who served on our Board at the time of the February 2014 Transactions on the grounds that they purportedly caused the Company to disseminate a false and misleading proxy statement in connection with the February 2014 Transactions, and a direct claim for aiding and abetting against Dr. Kase Lawal, the former Executive Chairman of the Board of Directors and Chief Executive Officer of the Company. The plaintiff is seeking, on behalf of the Company and the putative class, an undisclosed amount of compensatory damages. The Company is named solely as a nominal defendant against whom the plaintiff seeks no recovery.  On March 3, 2016, all of the defendants, including the Company, filed motions to dismiss the complaint, which motions were heard on January 18, 2017.

Unrecognized Loss Contingency

As of March 31, 2017, the Company has not accrued penalty and interest related to certain outstanding transactional tax obligations in Nigeria, including withholding taxes, value-added taxes, Nigerian Oil and Gas Industry Content Development Act (NCD) tax, Cabotage taxes, and Niger Delta Development Corporation taxes (NDDC). As of the date of this report, the Company believes that, based on its experience with local practices in Nigeria, the likelihood of being assessed penalty and interest is reasonably possible, with an estimated liability up to $18.7 million.

Contingency under the Allied Transfer Agreement

As provided for under the Transfer Agreement with Allied, the Company is required to make the following additional payments upon the occurrence of certain future events: (i) $25.0 million cash or the equivalent in shares of the Company’s common stock within fifteen days following the approval of a development plan by the Nigerian Department of Petroleum Resources ("DPR") with respect to a first new discovery of hydrocarbons in a non-Oyo field area; and (ii) $25.0 million cash or the equivalent in shares of the Company’s common stock within fifteen days starting from the commencement of the first hydrocarbon production in commercial quantities in a non-Oyo field area. The number of shares to be issued shall be determined by calculating the average closing price of the Company’s common stock over a period of thirty days, counted back from the first business day immediately prior to the approval of a development plan by DPR or the date of the first hydrocarbon production in commercial quantities, as applicable.

Contingency under the 2015 Convertible Note

As part of the condition to the extension of the maturity date of the 2015 Convertible Note, which extension was entered into in March 2016, the Company is required to (i) pay to Allied an amount equal to ten percent (10%) of any successful debt fundraising event completed during the remaining term of the 2015 Convertible Note; and (ii) pay to Allied an amount equal to twenty percent (20%) of any successful equity fundraising event completed during the remaining term of the 2015 Convertible Note.
Stock-Based Compensation
Stock-Based Compensation
Stock-Based Compensation

Stock Options

The table below sets forth a summary of stock option activity for the three months ended March 31, 2017.

 
  Shares
Underlying
Options
(In Thousands)
 
Weighted-Average
Exercise Price
 
Weighted-Average
Remaining
Contractual Term
(Years)
Outstanding at December 31, 2016
1,147

 
$2.54
 
2.0
Granted

 
$—
 
Exercised
(154
)
 
$1.99
 
Forfeited

 
$—
 
Expired

 
$—
 
Outstanding at March 31, 2017
993

 
$2.63
 
2.0
Expected to vest
809

 
$2.34
 
1.7
Exercisable at March 31, 2017
184

 
$3.90
 
3.5


During the three months ended March 31, 2017, the Company issued 59,169 shares of common stock as a result of the exercise of stock options, all of which were issued as a result of the cashless exercise of 154,204 options. Also, during the three months ended March 31, 2017, no options to purchase shares of common stock expired, and no options to purchase shares were forfeited.

Stock Warrants

The table below sets forth a summary of stock warrant activity for the three months ended March 31, 2017.

 
  Shares
Underlying
Warrants
(In Thousands)
 
Weighted-Average
Exercise Price
 
Weighted-Average
Remaining
Contractual Term
(Years)
Outstanding at December 31, 2016
2,983

 
$3.59
 
3.2
Granted

 
$—
 
Exercised

 
$—
 
Forfeited

 
$—
 
Expired

 
$—
 
Outstanding at March 31, 2017
2,983

 
$3.59
 
3.0
Expected to vest

 
$—
 
Exercisable at March 31, 2017
2,983

 
$3.59
 
3.0


Restricted Stock Awards

The table below sets forth a summary of restricted stock awards (“RSAs”) activity for the three months ended March 31, 2017.

 
 Shares
(In Thousands)
 
Weighted-Average
Grant Date Price Per Share
Non-vested at December 31, 2016
2,072

 
$
2.25

Granted
650

 
$
3.86

Vested
(571
)
 
$
2.47

Forfeited
(11
)
 
$
2.25

Non-vested as of March 31, 2017
2,140

 
$
2.68



During the three months ended March 31, 2017, the Company granted officers, directors, and employees a total of approximately 0.6 million shares of restricted common stock, including 0.2 million performance-based restricted stock awards ("PBRSA"), with vesting periods varying from immediate vesting to 36 months. During the same period, 11,395 shares of restricted common stock were forfeited.

With regards to the PBRSA, each grant will vest if the individuals remain employed three years from the date of grant and the Company achieves specific performance objectives at the end of the designated performance period. Up to 50% additional shares may be awarded if performance objectives are exceeded. None of the PBRSAs will vest if certain minimum performance goals are not met. The performance conditions are based on the Company’s total shareholder return over the performance period compared to an industry peer group of companies. Total estimated compensation expense is $0.7 million over three years.
Segment Information
Segment Information
Segment Information
The Company’s current operations are based in Nigeria, Kenya, The Gambia, and Ghana. Management reviews and evaluates the operations of each geographic segment separately. Operations include exploration for and production of hydrocarbons where commercial reserves have been found and developed. Revenues and expenditures are recognized at the relevant geographical location. The Company evaluates each segment based on operating income (loss). 

Segment activity for the three months ended March 31, 2017 and 2016 are as follows:

(In thousands
Nigeria
 
Kenya
 
The Gambia
 
Ghana
 
Corporate and Other
 
Total
Three months ended March 31,
 
 
 
 
 
 
 
 
 
 
 
2017
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
31,278

 
$

 
$

 
$

 
$

 
$
31,278

Operating loss
$
(20,672
)
 
$
(320
)
 
$
(329
)
 
$
(837
)
 
$
(2,934
)
 
$
(25,092
)
2016
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
4,929

 
$

 
$

 
$

 
$

 
$
4,929

Operating loss
$
(23,160
)
 
$
(542
)
 
$
(274
)
 
$
(886
)
 
$
(3,431
)
 
$
(28,293
)
Total assets by segment as of March 31, 2017 and December 31, 2016, are as follows:
(In thousands)
Nigeria
 
Kenya
 
The Gambia
 
Ghana
 
Corporate and Other
 
Total
Total Assets
 
 
 
 
 
 
 
 
 
 
 
As of March 31, 2017
$
276,672

 
$
688

 
$
3,017

 
$
4,528

 
$
2,497

 
$
287,402

As of December 31, 2016
$
281,050

 
$
698

 
$
3,034

 
$
3,648

 
$
771

 
$
289,201

Subsequent Events
Subsequent Events
Subsequent Events
 
In April 2017, the Company issued 55,247 shares of common stock upon the cashless exercise of stock options.

In April 2017, the Company granted to certain officers approximately 0.6 million stock options with a three year vesting period.
Basis of Presentation and Recently Issued Accounting Standards (Policies)
The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly-owned and majority-owned direct and indirect subsidiaries, and have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). All significant intercompany transactions and balances have been eliminated in consolidation. The unaudited consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the consolidated financial position and results of operations for the indicated periods. All such adjustments are of a normal recurring nature. This Form 10-Q should be read in conjunction with our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2016, filed with the SEC on March 16, 2017.
The preparation of the Company's consolidated financial statements in conformity with U.S. GAAP requires management to make estimates based on certain assumptions. Estimates affect the reported amounts of assets and liabilities, disclosure of contingent liabilities, and the reported amounts of revenues and expenses attributable to the reporting periods. Accordingly, accounting estimates in conformity with U.S. GAAP require the exercise of judgment. These estimates and assumptions used in the preparation of the Company’s consolidated financial statements are based on information available as of the date of the consolidated financial statements, and while management believes that the estimates and assumptions are appropriate, actual results could differ from management's estimates.
 
Estimates that may have a significant effect on the Company’s financial position and results from operations include share-based compensation assumptions, oil and natural gas reserve quantities, impairments, depletion and amortization relating to oil and natural gas properties, asset retirement obligation assumptions, and income taxes. The accounting estimates used in the preparation of the Company's consolidated financial statements may change as new events occur, more experience is acquired, additional information is obtained and our operating environment changes.
Restricted cash consists of cash deposits that are contractually restricted for withdrawal or required to be maintained in a reserve bank account for a specific period of time, as provided for under certain agreements with third parties.
The Company capitalizes interest costs for qualifying oil and gas properties. The capitalization period begins when expenditures are incurred on qualified properties, activities begin which are necessary to prepare the property for production, and interest costs have been incurred. The capitalization period continues as long as these events occur. Capitalized interest is added to the cost of the underlying assets and is depleted using the unit-of-production method in the same manner as the underlying assets.
Basic net earnings or loss per common share is computed by dividing net earnings or loss by the weighted average number of shares of common stock outstanding at the end of the reporting period. Diluted net earnings or loss per share is computed by dividing net earnings or loss by the fully dilutive common stock equivalent, which consists of shares outstanding, augmented by potentially dilutive shares issuable upon the exercise of the Company's stock options, stock warrants, non-vested restricted stock awards, as well as the conversions of the 2011 Promissory Note, the 2014 Convertible Subordinated Note and the 2016 Promissory Note (collectively, the "Convertible Notes"), calculated using the treasury stock method.
Fair value is defined as the amount at which an asset (or liability) could be bought (or incurred) or sold (or settled) in an orderly transaction between market participants at the measurement date. The established framework for measuring fair value establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and includes certain disclosure requirements. Fair value estimates are based on either (i) actual market data or (ii) assumptions that other market participants would use in pricing an asset or liability, including estimates of risk.

There are three levels of valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy categorizes assets and liabilities measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. The three levels are defined as follows:

Level 1 -
Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. The Company considers active markets as those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an on-going basis.

Level 2 -
Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. Substantially all of these inputs are observable in the marketplace throughout the term, can be derived from observable data, or supported by observable levels at which transactions are executed in the marketplace.

Level 3 -
Inputs that are unobservable and significant to the fair value measurement (including the Company’s own assumptions in determining fair value).

The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability.

Fair Value on a Recurring Basis

As discussed under Note 7 - Debt, the Company recognized a derivative liability relating to the portion of the amount drawn from the MCB Financing Facility as of March 31, 2017 in which issuance of stock warrants is expected on the day the Company receives funds under the MCB Finance Facility. The Company utilized a combination of a lattice-binomial option-pricing model and the Black-Scholes valuation model to determine the estimated fair value of this derivative liability.
In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). ASU 2016-02 is aimed at making leasing activities more transparent and comparable, and requires substantially all leases be recognized by lessees on their balance sheet as a right-of-use asset and corresponding lease liability, including leases currently accounted for as operating leases. ASU 2016-02 is effective for the Company in the fiscal year beginning after December 15, 2018, and interim periods within those fiscal years with early adoption permitted. The Company is still evaluating the impact of this standard. However, due to the nature of its operations, the adoption of this standard could have a material impact on its consolidated financial statements.

In January 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business (“ASU 2017-01”). This ASU clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This guidance is to be applied using a prospective method and is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the provisions of this guidance and assessing its potential impact on its consolidated financial statements and disclosures.

In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment. ASU 2017-04 eliminates step 2 of the goodwill impairment test. An entity no longer will determine goodwill impairment by calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. ASU 2017-04 is effective for annual reporting periods and interim reporting periods within those annual reporting periods, beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements.

In February 2017, the FASB issued ASU 2017-05, Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets. This ASU clarifies the scope and application of ASC 610-20 on the sale or transfer of nonfinancial assets and in substance nonfinancial assets to noncustomers, including partial sales. The Company is required to adopt this guidance at the same time that it adopts the guidance in ASU 2014-09. The adoption of this standards update is not expected to have a material impact on the Company’s consolidated financial statements.

In March 2017, the FASB has issued ASU 2017-08, Receivables-Nonrefundable Fees and Other Costs (Subtopic 310-20), Premium Amortization on Purchased Callable Debt Securities. This ASU shortens the amortization period for certain callable debt securities held at a premium to the earliest call date. However, the amendments do not require an accounting change for securities held at a discount; the discount continues to be amortized to maturity. ASU 2017-08 is effective for the Company in the fiscal year beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements.
Basis of Presentation and Recently Issued Accounting Standards (Tables)
The following table sets forth certain information with respect to the withholding and related repurchases of our common stock during the three months ended March 31, 2017.

 
Total Number of
Shares Purchased (1)
 
Average Price
Paid Per Share
January 1 - January 31, 2017
12,650

 
$
3.55

February 1 - February 28, 2017
158,264

 
3.82

March 1 - March 31, 2017

 

Total
170,914

 
$
3.80


(1)
All shares repurchased were surrendered by employees to settle tax withholding obligations upon the vesting of restricted stock awards and the exercise of stock options.
The table below sets forth the number of stock options, stock warrants, non-vested restricted stock, and shares issuable upon conversion of the Convertible Notes that were excluded from dilutive shares outstanding during the three months ended March 31, 2017 and 2016, as these securities are anti-dilutive because the Company was in a loss position during each period.

 
Three Months Ended March 31,
(In thousands)
2017
 
2016
Stock options
279

 
328

Stock warrants
391

 

Unvested restricted stock awards
2,116

 
1,546

 
2,786

 
1,874

The following table sets forth the Company’s financial liability that is accounted for at fair value using Level 3 assumptions on a recurring basis as of March 31, 2017 and December 31, 2016:

 
Level 3
(in thousands)
March 31, 2017
 
December 31, 2016
Derivative liability
$
807

 
$

The fair value of the derivative liability is estimated using a combination of a lattice-binomial option-pricing model and the Black-Scholes valuation model with the following assumptions as of March 31, 2017:

 
March 31, 2017
Estimated market value of common stock on measurement date
$
2.67

Estimated exercise price
$
2.67

Risk-free interest rate (1)
1.5
%
Expected warrant term (years)
3

Expected volatilities (2)
10.0% - 43.7%

Expected annual dividend yield

(1
)
The risk-free rate for periods within the contractual life of the warrants is based on the U.S. Treasury yield curve in effect at the time of grant.
(2
)
Expected volatilities are based on historical volatility of the Oil & Gas Exploration & Production Select Industries Index, among other factors.

Property, Plant and Equipment (Tables)
Property, Plant and Equipment
Property, plant and equipment were comprised of the following:
(In thousands)
March 31, 
 2017
 
December 31, 2016
Wells and production facilities
$
318,739

 
$
318,739

Proved properties
386,196

 
386,196

Work in progress and exploration inventory
34,839

 
34,712

Oilfield assets
739,774

 
739,647

Accumulated depletion
(506,530
)
 
(483,754
)
Oilfield assets, net
233,244

 
255,893

Unevaluated leaseholds
9,820

 
9,820

Oil and gas properties, net
243,064

 
265,713

 
 
 
 
Other property and equipment
3,120

 
3,040

Accumulated depreciation
(2,409
)
 
(2,324
)
Other property and equipment, net
711

 
716

 
 
 
 
Total property, plant and equipment, net
$
243,775

 
$
266,429

Accounts Payable and Accrued Liabilities (Tables)
Schedule of Accounts Payable and Accrued Liabilities
The table below sets forth a summary of the Company’s accounts payable and accrued liabilities at March 31, 2017 and December 31, 2016:
(In thousands)
March 31, 2017
 
December 31, 2016
Accounts payable - vendors
$
173,997

 
$
173,306

Amounts due to government entities
71,109

 
66,573

Accrued payroll and benefits
1,805

 
3,074

Accrued interest
313

 
1,204

Other liabilities

 
806

 
$
247,224

 
$
244,963

Asset Retirement Obligations (Tables)
Summary of Changes in Asset Retirement Obligations
The following summarizes changes in the Company’s asset retirement obligations during the three months ended March 31, 2017 (in thousands):

Balance at January 1, 2017
$
22,476

Accretion expense
468

Balance at March 31, 2017
$
22,944

Debt Debt (Tables)
Schedule of Maturities of Long-term Debt
Scheduled principal repayments on the outstanding balance on the Term Loan Facility and the MCB Finance Facility are as follows (in thousands):

Scheduled payments by year
Principal
2017
$
33,898

2018
27,389

2019
21,437

2020
26,796

2021 and thereafter
8,036

Total principal payments
117,556

Less: Unamortized debt issuance costs
(11,118
)
Total Term Loan Facility, net
$
106,438

Related Party Transactions (Tables)
Summary of Related Party Transactions and Balances
The following table sets forth the related party assets and liabilities as of March 31, 2017 and December 31, 2016:
(In thousands)
March 31, 
 2017
 
December 31, 2016
Accounts receivable, CEHL
$
2,354

 
$
1,956

Accounts payable and accrued liabilities, CEHL
$
31,019

 
$
29,513

Long-term notes payable - related party, CEHL
$
129,804

 
$
129,796

The table below sets forth a summary of transactions included in the Company's results of operations that were incurred with affiliates during the three months ended March 31, 2017 and 2016:
 
Three Months Ended March 31,
(In thousands)
2017
 
2016
Total operating expenses, CEHL
$
2,513

 
$
1,683

Interest expense, CEHL
$
1,937

 
$
1,676

Stock-Based Compensation (Tables)
The table below sets forth a summary of restricted stock awards (“RSAs”) activity for the three months ended March 31, 2017.

 
 Shares
(In Thousands)
 
Weighted-Average
Grant Date Price Per Share
Non-vested at December 31, 2016
2,072

 
$
2.25

Granted
650

 
$
3.86

Vested
(571
)
 
$
2.47

Forfeited
(11
)
 
$
2.25

Non-vested as of March 31, 2017
2,140

 
$
2.68

The table below sets forth a summary of stock warrant activity for the three months ended March 31, 2017.

 
  Shares
Underlying
Warrants
(In Thousands)
 
Weighted-Average
Exercise Price
 
Weighted-Average
Remaining
Contractual Term
(Years)
Outstanding at December 31, 2016
2,983

 
$3.59
 
3.2
Granted

 
$—
 
Exercised

 
$—
 
Forfeited

 
$—
 
Expired

 
$—
 
Outstanding at March 31, 2017
2,983

 
$3.59
 
3.0
Expected to vest

 
$—
 
Exercisable at March 31, 2017
2,983

 
$3.59
 
3.0
The table below sets forth a summary of stock option activity for the three months ended March 31, 2017.

 
  Shares
Underlying
Options
(In Thousands)
 
Weighted-Average
Exercise Price
 
Weighted-Average
Remaining
Contractual Term
(Years)
Outstanding at December 31, 2016
1,147

 
$2.54
 
2.0
Granted

 
$—
 
Exercised
(154
)
 
$1.99
 
Forfeited

 
$—
 
Expired

 
$—
 
Outstanding at March 31, 2017
993

 
$2.63
 
2.0
Expected to vest
809

 
$2.34
 
1.7
Exercisable at March 31, 2017
184

 
$3.90
 
3.5
Segment Information (Tables)
Schedule of Segment Activity
Segment activity for the three months ended March 31, 2017 and 2016 are as follows:

(In thousands
Nigeria
 
Kenya
 
The Gambia
 
Ghana
 
Corporate and Other
 
Total
Three months ended March 31,
 
 
 
 
 
 
 
 
 
 
 
2017
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
31,278

 
$

 
$

 
$

 
$

 
$
31,278

Operating loss
$
(20,672
)
 
$
(320
)
 
$
(329
)
 
$
(837
)
 
$
(2,934
)
 
$
(25,092
)
2016
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
4,929

 
$

 
$

 
$

 
$

 
$
4,929

Operating loss
$
(23,160
)
 
$
(542
)
 
$
(274
)
 
$
(886
)
 
$
(3,431
)
 
$
(28,293
)
Total assets by segment as of March 31, 2017 and December 31, 2016, are as follows:
(In thousands)
Nigeria
 
Kenya
 
The Gambia
 
Ghana
 
Corporate and Other
 
Total
Total Assets
 
 
 
 
 
 
 
 
 
 
 
As of March 31, 2017
$
276,672

 
$
688

 
$
3,017

 
$
4,528

 
$
2,497

 
$
287,402

As of December 31, 2016
$
281,050

 
$
698

 
$
3,034

 
$
3,648

 
$
771

 
$
289,201

Company Description (Details)
Mar. 31, 2017
acre
Mar. 31, 2017
sqkm
license
country
Organization, Consolidation and Presentation of Financial Statements [Abstract]
 
 
Number of exploration and production licenses
Number of countries company operates in Africa
Area of land held for exploration activities (in acres and square kilometers)
5,000,000 
19,000 
Basis of Presentation and Recently Issued Accounting Standards - Narrative (Details) (USD $)
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Dec. 31, 2016
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
 
 
 
Restricted cash
$ 20,000,000 
 
$ 2,600,000 
Interest costs capitalized
 
Shares withheld for taxes (in shares)
170,914 
83,113 
 
Payments for treasury stock arising from withholding taxes
649,000 
200,000 
 
Allied
 
 
 
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
 
 
 
Contingent additional payment under transfer agreement (up to)
50,000,000 
 
 
Term Loan Facility
 
 
 
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
 
 
 
Restricted cash
2,600,000 
 
2,600,000 
MCB Finance Facility, Drawdowns
 
 
 
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
 
 
 
Restricted cash
7,400,000 
 
 
MCB Finance Facility, Debt Service Reserve
 
 
 
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
 
 
 
Restricted cash
$ 10,000,000 
 
 
Basis of Presentation and Recently Issued Accounting Standards - Shares Withholding and Repurchases of Common Stock (Details) (USD $)
3 Months Ended 1 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Jan. 31, 2016
January 1 - January 31, 2017
Feb. 29, 2016
February 1 - February 28, 2017
Mar. 31, 2016
March 1 - March 31, 2017
Mar. 31, 2017
March 1 - March 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
Total number of shares purchased (in shares)
170,914 
83,113 
12,650 
158,264 
 
Average price paid per share (in dollars per share)
$ 3.80 
 
$ 3.55 
$ 3.82 
 
$ 0.00 
Basis of Presentation and Recently Issued Accounting Standards - Antidilutive Shares (Details)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
 
 
Antidilutive securities
2,786 
1,874 
Stock options
 
 
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
 
 
Antidilutive securities
279 
328 
Stock warrants
 
 
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
 
 
Antidilutive securities
391 
Unvested restricted stock awards
 
 
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
 
 
Antidilutive securities
2,116 
1,546 
Basis of Presentation and Recently Issued Accounting Standards - Schedule of Liabilities on Recurring Basis (Details) (Level 3, Recurring, USD $)
In Thousands, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Level 3 |
Recurring
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative liability
$ 807 
$ 0 
Basis of Presentation and Recently Issued Accounting Standards - Schedule of Fair Value Liability Assumptions (Details) (Recurring, Level 3, USD $)
3 Months Ended
Mar. 31, 2017
Fair Value Inputs, Liabilities, Quantitative Information [Line Items]
 
Estimated market value of common stock on measurement date (usd per share)
$ 2.67 
Estimated exercise price (usd per share)
$ 2.67 
Risk-free interest rate
1.50% 
Expected warrant term (years)
3 years 
Expected annual dividend yield
0.00% 
Minimum
 
Fair Value Inputs, Liabilities, Quantitative Information [Line Items]
 
Expected volatilities
10.00% 
Maximum
 
Fair Value Inputs, Liabilities, Quantitative Information [Line Items]
 
Expected volatilities
43.70% 
Liquidity Matters and Going Concern - Narrative (Details) (USD $)
3 Months Ended
Mar. 31, 2017
bbl
Dec. 31, 2016
Liquidity Matters [Abstract]
 
 
Current liabilities
$ 321,044,000 
$ 287,103,000 
Current assets
43,600,000 
22,706,000 
Working capital deficit
$ (277,500,000)
 
Emergency shut-in, barrels of oil lost per day
1,400 
 
Property, Plant and Equipment - Summary of Property, Plant and Equipment (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Property, Plant and Equipment [Abstract]
 
 
Wells and production facilities
$ 318,739 
$ 318,739 
Proved properties
386,196 
386,196 
Work in progress and exploration inventory
34,839 
34,712 
Oilfield assets
739,774 
739,647 
Accumulated depletion
(506,530)
(483,754)
Oilfield assets, net
233,244 
255,893 
Unevaluated leaseholds
9,820 
9,820 
Oil and gas properties, net
243,064 
265,713 
Other property and equipment
3,120 
3,040 
Accumulated depreciation
(2,409)
(2,324)
Other property and equipment, net
711 
716 
Total property, plant and equipment, net
$ 243,775 
$ 266,429 
Property, Plant and Equipment - Narrative (Details) (Disposal Group, Held-for-sale, Not Discontinued Operations, FAR, Gambia Farm-Out Agreement, USD $)
In Millions, unless otherwise specified
1 Months Ended
Mar. 31, 2017
Disposal Group, Held-for-sale, Not Discontinued Operations |
FAR |
Gambia Farm-Out Agreement
 
Projects with Exploratory Well Costs Capitalized for More than One Year [Line Items]
 
Project interest sold
80.00% 
Project interest retained
20.00% 
Sale and operatorship transfer of offshore blocks, subject to approval
$ 5.2 
Projected exploration costs
$ 8.0 
Accounts Payable and Accrued Liabilities (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Payables and Accruals [Abstract]
 
 
Accounts payable - vendors
$ 173,997 
$ 173,306 
Amounts due to government entities
71,109 
66,573 
Accrued interest
1,805 
3,074 
Accrued interest
313 
1,204 
Other liabilities
806 
Accounts payable and accrued liabilities
$ 247,224 
$ 244,963 
Asset Retirement Obligations - Summary of Change in Asset Retirement Obligations (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward]
 
 
Asset retirement obligations beginning balance
$ 22,476 
 
Accretion expense
468 
452 
Asset retirement obligations ending balance
$ 22,944 
 
Debt - Short-Term Debt (Details) (Glencore Energy UK Ltd., USD $)
In Millions, unless otherwise specified
1 Months Ended
Feb. 28, 2017
Short-term Debt [Line Items]
 
Proceeds from collection of advance to affiliate
$ 13.6 
London Interbank Offered Rate (LIBOR)
 
Short-term Debt [Line Items]
 
Advance from affiliate, basis spread on variable rate
6.50% 
Debt - Long-Term Debt (Details) (USD $)
3 Months Ended 1 Months Ended 3 Months Ended 1 Months Ended 3 Months Ended 0 Months Ended 1 Months Ended 3 Months Ended 3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Dec. 31, 2016
Aug. 31, 2016
Term Loan Facility
Jun. 30, 2016
Term Loan Facility
Sep. 30, 2014
Term Loan Facility
Mar. 31, 2017
Term Loan Facility
Sep. 30, 2014
Term Loan Facility
London Interbank Offered Rate (LIBOR)
Mar. 31, 2017
Term Loan Facility, Naira Portion
Mar. 31, 2017
Term Loan Facility, U.S. Dollar Portion
Mar. 31, 2017
Line of Credit
Promissory Note To Allied
Feb. 6, 2017
Line of Credit
MCB Finance Facility
Feb. 6, 2017
Line of Credit
MCB Finance Facility
Mar. 6, 2017
Line of Credit
MCB Finance Facility
60-Day London Interbank Offered Rate (LIBOR)
Mar. 31, 2017
EPNL
Line of Credit
MCB Finance Facility
Feb. 6, 2017
EPNL
Line of Credit
MCB Finance Facility
Mar. 31, 2017
Financial Guarantee
South African Public Investment Corporation
Line of Credit
MCB Finance Facility
Feb. 6, 2017
Financial Guarantee
South African Public Investment Corporation
Line of Credit
MCB Finance Facility
Dec. 31, 2016
Allied
Promissory Note To Allied
Line of Credit Facility [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt term
 
 
 
 
 
5 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum borrowing capacity
 
 
 
 
 
$ 100,000,000.0 
 
 
 
 
$ 25,000,000.0 
 
$ 100,000,000.0 
 
 
 
 
 
$ 25,000,000.0 
Percent of maximum borrowing capacity available in USD
 
 
 
 
 
90.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percent of maximum borrowing capacity available in Naira
 
 
 
 
 
10.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basis spread on variable rate
 
 
 
 
 
 
 
9.00% 
 
 
 
 
 
6.00% 
 
 
 
 
 
Principal payment moratorium period
 
 
 
12 months 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Price of oil per barrel, initial threshold (USD per barrel)
 
 
 
55 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Line of credit facility, commitment fee amount
 
 
 
1,400,000 
2,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unamortized debt issuance costs
11,118,000 
 
 
 
 
 
2,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, unremedied material breach, maximum time period
 
 
 
 
 
 
30 days 
 
 
 
 
 
 
 
 
 
 
 
 
Line of credit facility, annual principal payment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Foreign currency transaction gain
2,135,000 
863,000 
 
 
 
 
4,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
Total Term Loan Facility, net
106,438,000 
 
 
 
 
 
87,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt, net
64,444,000 
 
74,446,000 
 
 
 
69,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
Current portion of long-term debt, net
41,994,000 
 
12,627,000 
 
 
 
17,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
Interest payable
 
 
 
 
 
 
 
 
 
1,800,000 
 
 
 
300,000 
 
 
 
 
Deposit requirement
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10,000,000 
 
 
 
Payments of debt issuance costs
8,197,000 
 
 
 
 
 
 
 
 
 
 
 
 
9,000,000 
 
2,800,000 
 
 
Proceeds from MCB finance facility
28,237,000 
 
 
 
 
 
 
 
 
 
 
 
 
28,200,000 
 
 
 
 
Bank guarantee, maximum
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 100,000,000 
 
Debt instrument, upfront fee, percentage of bank guarantee
 
 
 
 
 
 
 
 
 
 
 
2.50% 
 
 
 
 
 
 
 
Debt instrument, upfront fee, dividend multiplier of warrants issued
 
 
 
 
 
 
 
 
 
 
 
20.00% 
 
 
 
 
 
 
 
Debt - Schedule of Maturities of Long-term Debt (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2017
Principal
 
2017
$ 33,898 
2018
27,389 
2019
21,437 
2020
26,796 
2021 and thereafter
8,036 
Total principal payments
117,556 
Less: Unamortized debt issuance costs
(11,118)
Total Term Loan Facility, net
$ 106,438 
Debt - Promissory Note (Details) (USD $)
3 Months Ended
Mar. 31, 2017
Dec. 31, 2016
Mar. 31, 2017
Convertible Debt
2015 Convertible Note
Mar. 31, 2015
Convertible Debt
2015 Convertible Note
Mar. 31, 2017
Line of Credit
Promissory Note To Allied
Dec. 31, 2016
Line of Credit
Promissory Note To Allied
Mar. 31, 2017
Line of Credit
Promissory Note To Allied
30-Day London Interbank Offered Rate (LIBOR)
Mar. 15, 2017
Allied
Promissory Note To Allied
Dec. 31, 2016
Allied
Promissory Note To Allied
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
Maximum borrowing capacity
 
 
 
$ 50,000,000.0 
$ 25,000,000.0 
 
 
 
$ 25,000,000.0 
Basis spread on variable rate
 
 
 
 
 
 
2.00% 
 
 
Convertible debt conversion price (dollars per share)
 
 
 
 
 
 
 
$ 3.415 
 
Long-term notes payable - related party, net
129,800,000 
129,796,000 
48,500,000 
 
24,900,000 
24,900,000 
 
 
 
Interest payable
 
 
$ 5,700,000 
 
$ 1,800,000 
 
 
 
 
Debt - Convertible Subordinated Note (Details) (USD $)
1 Months Ended
Feb. 28, 2014
Mar. 31, 2017
Dec. 31, 2016
Debt Instrument [Line Items]
 
 
 
Convertible subordinate note issued
 
$ 50,000,000 
 
Long-term notes payable - related party, net
 
129,800,000 
129,796,000 
Convertible Subordinated Debt
 
 
 
Debt Instrument [Line Items]
 
 
 
Convertible subordinate note issued
50,000,000.0 
 
 
Debt term
5 years 
 
 
Convertible debt conversion price (dollars per share)
$ 4.2984 
 
 
Interest payable
 
8,800,000 
 
Minimum proceeds from capital market debt issuance for mandatory prepayment option
250,000,000.0 
 
 
Long-term notes payable - related party, net
 
$ 50,000,000 
$ 50,000,000 
Convertible Subordinated Debt |
30-Day London Interbank Offered Rate (LIBOR)
 
 
 
Debt Instrument [Line Items]
 
 
 
Basis spread on variable rate
5.00% 
 
 
Debt - Convertible Note (Details) (USD $)
Share data in Millions, except Per Share data, unless otherwise specified
3 Months Ended 1 Months Ended
Mar. 31, 2017
Dec. 31, 2016
Mar. 31, 2017
Convertible Debt
2015 Convertible Note
Mar. 31, 2015
Convertible Debt
2015 Convertible Note
Mar. 31, 2015
Convertible Debt
2015 Convertible Note
London Interbank Offered Rate (LIBOR)
Mar. 31, 2017
Minimum
Mar. 31, 2017
Maximum
Line of Credit Facility [Line Items]
 
 
 
 
 
 
 
Maximum borrowing capacity
 
 
 
$ 50,000,000 
 
 
 
Basis spread on variable rate
 
 
 
 
5.00% 
 
 
Threshold consecutive trading days
 
 
5 days 
 
 
 
 
Long term debt, gross
117,556,000 
 
48,500,000 
 
 
 
 
Number of shares called by warrants issued (in shares)
2.7 
 
 
 
 
 
 
Warrants exercise price (in dollars per share)
 
 
 
 
 
$ 2.00 
$ 7.85 
Warrants issued with debt
 
 
5,000,000 
 
 
 
 
Debt issuance, unamortized discount
 
 
 
 
 
 
Long-term notes payable - related party, net
129,800,000 
129,796,000 
48,500,000 
 
 
 
 
Interest payable
 
 
$ 5,700,000 
 
 
 
 
Debt - 2016 Promissory Note (Details) (USD $)
1 Months Ended 10 Months Ended 1 Months Ended
Mar. 31, 2017
Dec. 31, 2016
Mar. 31, 2017
Promissory Note to Majority Shareholder Related Party
Line of Credit
Dec. 31, 2016
Promissory Note to Majority Shareholder Related Party
Line of Credit
Mar. 31, 2017
Promissory Note to Majority Shareholder Related Party
Majority Shareholder
Line of Credit
May 31, 2016
Promissory Note to Majority Shareholder Related Party
Majority Shareholder
Line of Credit
note_payable
Apr. 30, 2016
Promissory Note to Majority Shareholder Related Party
Majority Shareholder
Line of Credit
Mar. 31, 2016
Promissory Note to Majority Shareholder Related Party
Majority Shareholder
Line of Credit
Apr. 30, 2016
Promissory Note to Majority Shareholder Related Party
Majority Shareholder
Line of Credit
30-Day London Interbank Offered Rate (LIBOR)
Mar. 31, 2016
Promissory Note to Majority Shareholder Related Party
Majority Shareholder
Line of Credit
30-Day London Interbank Offered Rate (LIBOR)
Mar. 31, 2017
Promissory Note to Majority Shareholder Related Party
Majority Shareholder
Line of Credit
May 31, 2016
Promissory Note to Majority Shareholder Related Party
Majority Shareholder
Line of Credit
May 31, 2016
Promissory Note to Majority Shareholder Related Party
Majority Shareholder
Line of Credit
30-Day London Interbank Offered Rate (LIBOR)
Short-term Debt [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
Notes payable, related parties
 
 
 
 
 
 
$ 1,000,000 
$ 3,000,000 
 
 
 
 
 
Basis spread on variable rate
 
 
 
 
 
 
 
 
7.00% 
7.00% 
 
 
7.00% 
Number of outstanding notes payable
 
 
 
 
 
 
 
 
 
 
 
 
Maximum borrowing capacity
 
 
 
 
 
 
 
 
 
 
 
10,000,000 
 
Proceeds from notes payable
 
 
 
 
 
 
 
 
 
 
2,400,000 
 
 
Long-term notes payable - related party, net
129,800,000 
129,796,000 
6,400,000 
6,400,000 
6,400,000 
 
 
 
 
 
 
 
 
Interest payable
 
 
 
 
$ 500,000 
 
 
 
 
 
 
 
 
Convertible debt conversion price (dollars per share)
 
 
 
 
$ 3.415 
 
 
 
 
 
 
 
 
Related Party Transactions - Summary of Assets and Liabilities (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Related Party Transactions [Abstract]
 
 
Accounts receivable, CEHL
$ 2,354 
$ 1,956 
Accounts payable and accrued liabilities, CEHL
31,019 
29,513 
Long-term notes payable - related party, CEHL
$ 129,800 
$ 129,796 
Related Party Transactions - Narrative (Details) (USD $)
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Dec. 31, 2016
Related Party Transaction [Line Items]
 
 
 
Accounts receivable, CEHL
$ 2,354,000 
 
$ 1,956,000 
Accounts payable and accrued expenses
31,019,000 
 
29,513,000 
Accrued and unpaid interest on notes payable
17,100,000 
 
15,200,000 
Long-term notes payable - related party, net
129,800,000 
 
129,796,000 
Total operating expenses, CEHL
2,513,000 
1,683,000 
 
Interest expense, CEHL
1,937,000 
1,676,000 
 
Convertible Subordinated Debt
 
 
 
Related Party Transaction [Line Items]
 
 
 
Long-term notes payable - related party, net
50,000,000 
 
50,000,000 
Convertible Subordinated Debt |
2015 Convertible Note
 
 
 
Related Party Transaction [Line Items]
 
 
 
Long-term notes payable - related party, net
 
 
48,500,000 
Line of Credit |
Promissory Note to Majority Shareholder Related Party
 
 
 
Related Party Transaction [Line Items]
 
 
 
Long-term notes payable - related party, net
6,400,000 
 
6,400,000 
Line of Credit |
Promissory Note To Allied
 
 
 
Related Party Transaction [Line Items]
 
 
 
Long-term notes payable - related party, net
24,900,000 
 
24,900,000 
Convertible Debt |
2015 Convertible Note
 
 
 
Related Party Transaction [Line Items]
 
 
 
Long-term notes payable - related party, net
48,500,000 
 
 
Line of Credit |
Majority Shareholder |
Promissory Note to Majority Shareholder Related Party
 
 
 
Related Party Transaction [Line Items]
 
 
 
Long-term notes payable - related party, net
$ 6,400,000 
 
 
Related Party Transactions - Summary of Results of Operations (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Related Party Transactions [Abstract]
 
 
Total operating expenses, CEHL
$ 2,513 
$ 1,683 
Interest expense, CEHL
$ 1,937 
$ 1,676 
Commitments and Contingencies - Narrative (Details) (USD $)
3 Months Ended 3 Months Ended 1 Months Ended 0 Months Ended 1 Months Ended
Mar. 31, 2017
Kenya PSCs
contract
Mar. 31, 2017
The Gambia
license
Mar. 31, 2017
NIGERIA
Mar. 31, 2017
Approval by Nigerian Department of Petroleum Resources
Feb. 28, 2014
Long-term Floating Production Storage and Offloading System Contract
bbl
Mar. 31, 2017
Long-term Floating Production Storage and Offloading System Contract
Jan. 22, 2016
TransOcean Offshore Gulf of Guinea VII Limited and Indigo Drilling Limited
Feb. 5, 2016
February 2014 Transactions
people
Mar. 31, 2016
Convertible Debt
2015 Convertible Note
Mar. 31, 2017
Pacific Bora Drilling Rig
well
Mar. 31, 2017
Pacific Bora Drilling Rig
NIGERIA
well
Other Commitments [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Initial contract term
 
 
 
 
7 years 
 
 
 
 
 
 
Additional contract term
 
 
 
 
2 years 
 
 
 
 
 
 
Barrels processing capacity (up to)
 
 
 
 
40,000 
 
 
 
 
 
 
Maximum storage capacity for the FPSO
 
 
 
 
1,000,000 
 
 
 
 
 
 
Contractual annual minimum commitment
 
 
 
 
 
$ 48,400,000 
 
 
 
 
 
Production sharing contracts
 
 
 
 
 
 
 
 
 
 
Development and production licenses
 
 
 
 
 
 
 
 
 
 
Exploratory wells drilled, option
 
 
 
 
 
 
 
 
 
Base operating rate per day
 
 
 
 
 
 
 
 
 
195,000 
 
Loss contingency, estimate of possible loss
 
 
18,700,000 
 
 
 
20,200,000 
 
 
 
 
Loss contingency, number of plaintiffs
 
 
 
 
 
 
 
 
 
 
Payment of cash or the equivalent in shares
 
 
 
$ 25,000,000 
 
 
 
 
 
 
 
Payment of cash or the equivalent of shares in period
 
 
 
15 days 
 
 
 
 
 
 
 
Number of shares to be issued in period
 
 
 
30 days 
 
 
 
 
 
 
 
Debt instrument, convertible, percent owed on debt fundraising event
 
 
 
 
 
 
 
 
10.00% 
 
 
Debt instrument, convertible, percent owed on equity fundraising event
 
 
 
 
 
 
 
 
20.00% 
 
 
Stock Based Compensation - Summary of Stock Option Activity (Details) (USD $)
3 Months Ended 12 Months Ended
Mar. 31, 2017
Dec. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
 
 
Forfeited (in shares)
 
Expired (in shares)
 
Employee Stock Option
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
 
 
Beginning balance (in shares)
1,147,000 
 
Granted (in shares)
 
Exercised (in shares)
(154,000)
 
Forfeited (in shares)
 
Expired (in shares)
 
Ending balance (in shares)
993,000 
1,147,000 
Expected to vest (in shares)
809,000 
 
Ending balance (in shares)
184,000 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]
 
 
Beginning balance (dollars per share)
$ 2.54 
 
Granted (dollars per share)
$ 0.00 
 
Exercised (dollars per share)
$ 1.99 
 
Forfeited (dollars per share)
$ 0.00 
 
Expired (dollars per share)
$ 0.00 
 
Ending balance (dollars per share)
$ 2.63 
$ 2.54 
Expected to vest (dollars per share)
$ 2.34 
 
Exercisable at period end (dollars per share)
$ 3.90 
 
Options Outstanding, Weighted-Average Remaining Contractual Term (Years)
2 years 
2 years 
Expected to vest
1 year 8 months 12 days 
 
Exercisable at period end, Weighted-Average Remaining Contractual Term (Years)
3 years 6 months 
 
Stock-Based Compensation - Narrative (Details) (USD $)
In Millions, except Share data, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Common stock expired in period (in shares)
Options forfeited (in shares)
Cashless Stock Option
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Common stock exercised in period (in shares)
154,204 
Employee Stock Option
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Common stock issued during period (in shares)
59,169 
Common stock exercised in period (in shares)
154,000 
Common stock expired in period (in shares)
Options forfeited (in shares)
Restricted Stock
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Number of grants in period (in shares)
650,000 
Number forfeited in period
11,395 
Restricted Stock |
Maximum
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Award vesting period
36 months 
Stock warrants
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Number of grants in period (in shares)
Number forfeited in period
Senior Officer |
Performance-Based Restricted Stock
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Number of grants in period (in shares)
200,000 
Award vesting period
3 years 
Maximum percentage of additional shares awarded (up to)
50.00% 
Estimated compensation expense
$ 0.7 
Estimated compensation cost not yet recognized, period of recognition
3 years 
Officers, Directors, and Employees |
Restricted Stock
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Number of grants in period (in shares)
600,000 
Stock-Based Compensation - Summary of Stock Warrants Activity (Details) (Stock warrants, USD $)
3 Months Ended 12 Months Ended
Mar. 31, 2017
Dec. 31, 2016
Stock warrants
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
 
 
Beginning balance (in shares)
2,983,000 
 
Granted (in shares)
 
Exercised (in shares)
 
Forfeited (in shares)
 
Expired (in shares)
 
Ending balance (in shares)
2,983,000 
2,983,000 
Expected to vest (in shares)
 
Outstanding at period end (in shares)
2,983,000 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
 
 
Beginning balance (in dollars per share)
$ 3.59 
 
Granted (in dollars per share)
$ 0.00 
 
Exercised (in dollars per share)
$ 0.00 
 
Forfeited (in dollars per share)
$ 0.00 
 
Expired (in dollars per share)
$ 0.00 
 
Ending balance (in dollars per share)
$ 3.59 
$ 3.59 
Expected to vest (in dollars per share)
$ 0.00 
 
Exercisable at period end (in dollars per share)
$ 3.59 
 
Shares outstanding, weighted average remaining contractual terms
3 years 
3 years 2 months 12 days 
Exercisable at period end, weighted-average remaining contractual term (years)
3 years 
 
Stock-Based Compensation - Summary of Restricted Stock Activity (Details) (Restricted Stock, USD $)
3 Months Ended
Mar. 31, 2017
Restricted Stock
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
 
Beginning balance (in shares)
2,072,000 
Granted (in shares)
650,000 
Vested (in shares)
(571,000)
Forfeited (in shares)
(11,395)
Ending balance (in shares)
2,140,000 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
 
Beginning balance (in dollars per share)
$ 2.25 
Granted (in dollars per share)
$ 3.86 
Vested (in dollars per share)
$ 2.47 
Forfeited (in dollars per share)
$ 2.25 
Ending balance (in dollars per share)
$ 2.68 
Segment Information - Segment Activity (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Mar. 31, 2016
Segment Reporting Information [Line Items]
 
 
Revenues
$ 31,278 
$ 4,929 
Operating loss
(25,092)
(28,293)
Operating Segments |
Nigeria
 
 
Segment Reporting Information [Line Items]
 
 
Revenues
31,278 
4,929 
Operating loss
(20,672)
(23,160)
Operating Segments |
Kenya
 
 
Segment Reporting Information [Line Items]
 
 
Revenues
Operating loss
(320)
(542)
Operating Segments |
The Gambia
 
 
Segment Reporting Information [Line Items]
 
 
Revenues
Operating loss
(329)
(274)
Operating Segments |
Ghana
 
 
Segment Reporting Information [Line Items]
 
 
Revenues
Operating loss
(837)
(886)
Corporate and Other
 
 
Segment Reporting Information [Line Items]
 
 
Revenues
Operating loss
$ (2,934)
$ (3,431)
Segment Information - Segment Assets (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2017
Dec. 31, 2016
Segment Reporting Information [Line Items]
 
 
Assets
$ 287,402 
$ 289,201 
Operating Segments |
Nigeria
 
 
Segment Reporting Information [Line Items]
 
 
Assets
276,672 
281,050 
Operating Segments |
Kenya
 
 
Segment Reporting Information [Line Items]
 
 
Assets
688 
698 
Operating Segments |
The Gambia
 
 
Segment Reporting Information [Line Items]
 
 
Assets
3,017 
3,034 
Operating Segments |
Ghana
 
 
Segment Reporting Information [Line Items]
 
 
Assets
4,528 
3,648 
Corporate and Other
 
 
Segment Reporting Information [Line Items]
 
 
Assets
$ 2,497 
$ 771 
Subsequent Events - Narrative (Details)
3 Months Ended 1 Months Ended
Mar. 31, 2017
Employee Stock Option
Apr. 30, 2017
Employee Stock Option
Subsequent Event
Apr. 30, 2017
Senior Officer
Subsequent Event
Apr. 30, 2017
Senior Officer
Employee Stock Option
Subsequent Event
Subsequent Event [Line Items]
 
 
 
 
Exercises (in shares)
 
55,247 
 
 
Granted (in shares)
 
600,000 
 
Award vesting period
 
 
 
3 years