XML 36 R16.htm IDEA: XBRL DOCUMENT
v3.20.4

Indebtedness | 12 Months Ended
--- | ---
Dec. 31, 2020
Debt Disclosure [Abstract] |
Indebtedness | (8) Indebtedness We had the following debt outstanding as of the dates shown below (in thousands) (bank debt interest rate at December 31, 2020 is shown parenthetically). The expenses of issuing debt are capitalized and included as a reduction to debt in the accompanying consolidated balance sheets. These costs are amortized over the expected life of the related instruments. When debt is retired before maturity, or modifications significantly change the cash flows, the related unamortized costs are expensed. No interest was capitalized in the three-year period ended December 31, 2020.
|  | December 31, 2020 |  |  |  | December 31, 2019 |
Bank debt (2.2%) | $ | 702,000 |  |  | $ | 477,000 |
Senior notes |  |  |  |  |  |  |
4.875% senior notes due 2025 |  | 750,000 |  |  |  | 750,000 |
5.00% senior notes due 2022 |  | 169,589 |  |  |  | 511,886 |
5.00% senior notes due 2023 |  | 532,335 |  |  |  | 741,531 |
5.75% senior notes due 2021 |  | 25,496 |  |  |  | 374,139 |
5.875% senior notes due 2022 |  | 48,528 |  |  |  | 297,617 |
9.25% senior notes due 2026 |  | 850,000 |  |  |  | — |
Other senior notes due 2022 |  | 490 |  |  |  | 590 |
Total senior notes |  | 2,376,438 |  |  |  | 2,675,763 |
Senior subordinated notes |  |  |  |  |  |  |
5.00% senior subordinated notes due 2022 |  | 9,730 |  |  |  | 19,054 |
5.00% senior subordinated notes due 2023 |  | 7,712 |  |  |  | 7,712 |
5.75% senior subordinated notes due 2021 |  | 19,896 |  |  |  | 22,214 |
Total senior subordinated notes |  | 37,338 |  |  |  | 48,980 |
Total debt |  | 3,115,776 |  |  |  | 3,201,743 |
Unamortized premium |  | 456 |  |  |  | 3,013 |
Unamortized debt issuance costs |  | (30,625 | ) |  |  | (31,819 | )
Total debt (net of debt issuance costs) | $ | 3,085,607 |  |  | $ | 3,172,937 |
Bank Debt In April 2018, we entered into an amended and restated revolving bank facility, which we refer to as our bank debt or our bank credit facility, which is secured by substantially all of our assets and has a maturity date of April 13, 2023. The bank credit facility provides for a maximum facility amount of $4.0 billion and an initial borrowing base of $3.0 billion. The bank credit facility provides for a borrowing base subject to redeterminations and for event-driven unscheduled redeterminations. Our current bank group is composed of twenty-six financial institutions, with no one bank holding more than 7.0% of the total facility. The borrowing base may be increased or decreased based on our request and sufficient proved reserves, as determined by the bank group. The commitment amount may be increased to the borrowing base, subject to payment of a mutually acceptable commitment fee to those banks agreeing to participate in the facility increase. Borrowings under the bank facility can either be at the alternate base rate (“ABR,” as defined in the bank credit agreement) plus a spread ranging from 0.25% to 1.25% or at the LIBOR Rate (as defined in the bank credit agreement) plus a spread ranging from 1.25% to 2.25%. The applicable spread is dependent upon borrowings relative to the borrowing base. We may elect, from time to time, to convert all or any part of our LIBOR loans to ABR loans or to convert all or any part of our ABR loans to LIBOR loans. The weighted average interest rate was 2.6% for the year ended December 31, 20 20 compared to 3.8% for the year ended December 31, 20 19 and 3.7% for the year ended December 31, 201 8. A commitment fee is paid on the undrawn balance based on an annual rate of 0.30% to 0.375%. At December 31, 20 20, the commitment fee was 0.3%, the interest rate margin was 2.0% on our LIBOR loans and 1.0% on our ABR loans. On December 31, 2020, bank commitments totaled $2.4 billion and the outstanding balance under our bank credit facility was $702.0 million, before deducting debt issuance costs. Additionally, we had $334.6 million of undrawn letters of credit leaving $1.4 billion of committed borrowing capacity available under the facility. As part of our redetermination completed in September 2020, our borrowing base was reaffirmed for $3.0 billion and our bank commitment was also reaffirmed at $2.4 billion. As part of our redetermination completed in March 2020, we agreed to return to a semi-annual borrowing base redetermination, an increase in the applicable margin of 50 basis points on drawn facility balances and an increase to the letter of credit sublimit. As of February 19, 2021, we have sufficient available borrowing capacity under our credit facility to satisfy any requests for additional collateral our transportation counterparties may request in the event of a credit rating downgrade. New Senior Notes In January 2020, we issued $550.0 million aggregate principal amount of 9.25% senior notes due 2026 (the “9.25% Notes”) for an estimated net proceeds of $541.4 million after underwriting discounts and commissions of $8.6 million. The notes were issued at par. The 9.25% Notes were offered to qualified institutional buyers and to non-U.S. persons outside the United States in compliance with Rule 144A and Regulation S under the Securities Act. Interest due on the 9.25% Notes is payable semi-annually in February and August and is unconditionally guaranteed on a senior unsecured basis by all of our subsidiary guarantors. On or after February 1, 2025, we may redeem the 9.25% Notes, in whole or in part and from time to time, at 100% of the principal amounts plus accrued and unpaid interest. We may redeem the notes prior to their maturity at redemption prices based on a premium, plus accrued and unpaid interest as described in the indenture governing the 9.25% Notes. Upon occurrence of certain changes in control, we must offer to repurchase the 9.25% Notes. The 9.25% Notes are unsecured and are subordinated to all of our existing and future secured debt, rank equally with all of our existing and future unsecured debt and rank senior to all of our existing and future subordinated debt. On the closing of the 9.25% Notes, we used the proceeds to redeem $500.0 million of our senior notes due 2021 and 2022 with the remainder applied to our borrowings under our bank credit facility. In September 2020, we issued an additional $300.0 million aggregate principal amount of our 9.25% Notes (the “Additional 9.25% Notes”) for an estimated net proceeds of $295.0 million after underwriting expenses and commissions of $5.0 million. On the closing of the issuance of the Additional 9.25% Notes, we used these proceeds, along with proceeds from our credit facility, to redeem $500.0 million of various senior and senior subordinated notes. In November 2020, our 9.25% Notes and our Additional 9.25% Notes were exchanged for an equal principal amount of registered notes pursuant to an effective registration statement on Form S-4 filed with the SEC on November 5, 2020 under the Securities Act (the “New Notes”). The New Notes are identical to the 9.25% Notes and the Additional 9.25% Notes except the New Notes are registered under the Securities Act and do not have restrictions on transfer, registration rights or provisions for additional interest. In January 2021, we issued $600.0 million aggregate principal amount of 8.25% senior notes due 2029 (the “8.25% Notes”) for an estimated net proceeds of $590.8 million after underwriting discounts and commissions of $9.2 million. The notes were issued at par. The 8.25% Notes were offered to qualified institutional buyers and to non-U.S. persons outside the United States in compliance with Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). Interest due on the 8.25% Notes is payable semi-annually in January and July and is unconditionally guaranteed on a senior unsecured basis by all of our subsidiary guarantors. On or after January 15, 2027, we may redeem the 8.25% Notes in whole or in part from time to time, at 100% of the principal amounts plus accrued and unpaid interest. We may redeem the notes prior to their maturity at redemption prices based on a premium, plus accrued and unpaid interest as described in the indenture governing the 8.25% Notes. Upon occurrence of certain changes in control, we must offer to repurchase the 8.25% Notes. The 8.25% Notes are unsecured and are subordinated to all of our existing and future secured debt, rank equally with all of our existing and future unsecured debt and rank senior to all of our existing and future subordinated debt. Upon closing of the 8.25% Notes, we used the proceeds to repay borrowings under our bank credit facility. Early Extinguishment of Debt In September 2020, we purchased for cash $500.0 million aggregate principal amount of our 5.75% senior notes due 2021, 5.00% senior notes due 2022, 5.875% senior notes due 2022, 5.00% senior notes due 2023, 5.75% senior subordinated notes due 2021 and 5.00% senior subordinated note due 2022. An early cash tender of $5.3 million was paid to note holders who tendered their notes within the ten business day early offer period. We recorded a loss on early extinguishment of debt in third quarter 2020 of $8.0 million, net of transaction call premium costs and the expensing of the remaining deferred financing costs on the repurchased debt. The cash tender offer and the early cash tender premium were financed from the issuance of the Additional 9.25% Notes (see New Senior Notes above) and proceeds from our credit facility. In August, the proceeds received from the sale of our North Louisiana assets were used to reduce borrowings under our credit facility. In January 2020, we purchased for cash $500.0 million aggregate principal amount of our 5.75% senior notes due 2021 and our 5.875% senior notes due 2022. An early cash tender of $15.1 million was paid to note holders who tendered their notes within the ten business day early offer period. We recorded a loss on early extinguishment of debt in first quarter 2020 of $17.5 million, net of transaction call premium costs and the expens ing of the remaining deferred financing costs on the repurchased debt. The cash tender offer and early cash tender premium were financed from the issuance of the 9.25% Notes. (s ee New Senior Notes above). In 2020, we purchased in the open market $1.1 million principal amount of our 5.75% senior subordinated notes due 2021, $1.0 million principal amount of our 5.00% senior subordinated notes due 2022, $12.5 million principal amount of our 5.75% senior notes due 2021, $8.1 million principal amount of our 5.875% senior notes due 2022, $51.3 million principal amount of our 5.00% senior notes due 2022 and $86.9 million principal amount of our 5.00% senior notes due 2023. We recognized a gain on early extinguishment of debt of $39.6 million, net of transaction costs and the expensing of the remaining deferred financing costs on the repurchased debt. In 2019, we purchased in the open market $101.8 million principal amount of our 5.75% senior notes due 2021, $31.6 million principal amount of our 5.875% senior notes due 2022 and $68.1 million principal amount of our 5.00% senior notes due 2022. We recognized a gain of $5.4 million on early extinguishment of debt, including transaction costs and the expensing of the remaining deferred financing costs on the repurchased debt. Senior Notes and Senior Subordinated Notes If we experience a change of control, noteholders may require us to repurchase all or a portion of our senior subordinated notes and our senior notes at 101% of the principal amount plus accrued and unpaid interest, if any. All of the senior subordinated notes and the guarantees by our subsidiary guarantors are general, unsecured obligations and are subordinated to our bank debt and are subordinated to existing and future senior debt that we or our subsidiary guarantors are permitted to incur. Guarantees Range Resources Corporation is a holding company which owns no operating assets and has no significant operations independent of its subsidiaries. The guarantees by our wholly-owned subsidiaries, which are directly or indirectly owned by Range, of our senior notes, our senior subordinated notes and our bank credit facility are full and unconditional and joint and several, subject to certain customary release provisions. A subsidiary guarantor may be released from its obligations under the guarantee:
| • | in the event of a sale or other disposition of all or substantially all of the assets of the subsidiary guarantor or a sale or other disposition of all the capital stock of the subsidiary guarantor, to any corporation or other person (including an unrestricted subsidiary of Range) by way of merger, consolidation, or otherwise; or |
| • | if Range designates any restricted subsidiary that is a guarantor to be an unrestricted subsidiary in accordance with the terms of the indenture. |
Debt Covenants and Maturity Our bank credit facility contains negative covenants that limit our ability, among other things, to pay cash dividends, incur additional indebtedness, sell assets, enter into certain hedging contracts, change the nature of our business or operations, merge, consolidate, or make certain investments. In addition, we are required to maintain a ratio of EBITDAX (as defined in the credit agreement) to cash interest expense of equal to or greater than 2.5 and a current ratio (as defined in the credit agreement) of no less than 1.0. In addition, the ratio of the present value of proved reserves (as defined in the credit agreement) to total debt must be equal to or greater than 1.5 until Range has two investment grade ratings. We were in compliance with applicable covenants under the bank credit facility at December 31, 2020. The following is the principal maturity schedule for our long-term debt outstanding as of December 31, 2020 (in thousands):
| Year Ended December 31, |
2021 | $ | 45,392 |
2022 |  | 228,337 |
2023 |  | 1,242,047 |
2024 |  | — |
2025 |  | 750,000 |
Thereafter |  | 850,000 |
| $ | 3,115,776 |

X
- References No definition available. + Details
Name: | us-gaap_DebtDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 + Details
Name: | us-gaap_DebtDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration