Divestitures and Assets Held for Sale

On June 25, 2018, the Company announced the signing of two separate purchase and sale agreements to sell certain non-core assets in the Williston Basin for total cash proceeds of $282.5 million. The assets to be divested consisted of certain non-operated oil and gas properties in the Williston Basin (the “Williston Non-Op Divestiture”) and oil and gas properties primarily located in the Foreman Butte area of the Williston Basin (the “Foreman Butte Divestiture,” and, together with the Williston Non-Op Divestiture, the “2018 Divestitures”).

Assets and liabilities held for sale represent the assets that are expected to be sold and the liabilities that are expected to be assumed by the purchaser, respectively. As of June 30, 2018, the assets and liabilities expected to be sold in the 2018 Divestitures were classified as held for sale. The assets and liabilities held for sale are primarily in the Company’s exploration and production segment with certain assets and liabilities held for sale included in the Foreman Butte Divestiture in the Company’s midstream segment. The Company did not have any assets or liabilities classified as held for sale as of December 31, 2017.

Williston Non-Op Divestiture. On July 10, 2018, the Company completed the initial closing for the Williston Non-Op Divestiture. The transaction had an effective date of March 1, 2018, and the final closing statement will be completed in the fourth quarter of 2018. Upon the initial closing, the Company recognized a $33.2 million net gain on sale of properties, which is subject to customary closing adjustments, subsequent to the quarter ended June 30, 2018.

The following table presents balance sheet data related to the assets and liabilities held for sale related to the Williston Non-Op Divestiture as of June 30, 2018:



	June 30, 2018
	(in thousands)
Assets:
Accounts receivable, net	$	273
Oil and gas properties (successful efforts method)	179,921
Less: accumulated depreciation, depletion, amortization and impairment	(61,652		)
Total assets held for sale, net	$	118,542
Liabilities:
Asset retirement obligations	1,605
Total liabilities held for sale	$	1,605

Foreman Butte Divestiture. In July 2018, the Company completed the initial closing for the Foreman Butte Divestiture. The transaction had an effective date of March 1, 2018, and the final closing statement will be completed in the first quarter of 2019.

During the second quarter of 2018, the Company recorded an impairment loss of $383.4 million, which was included in impairment on the Company’s Condensed Consolidated Statements of Operations, to adjust the carrying value of these assets to their estimated fair value, determined based on the expected sales price as negotiated with the purchaser, less costs to sell. There were no similar impairment charges related to these assets recorded during the three and six months ended June 30, 2017.

The following table presents balance sheet data related to the assets and liabilities held for sale related to the Foreman Butte Divestiture, including the write down for impairment loss, as of June 30, 2018:



	June 30, 2018
	(in thousands)
Assets:
Accounts receivable, net	$	601
Inventory	866
Oil and gas properties (successful efforts method)	336,604
Other property and equipment	11,865
Less: accumulated depreciation, depletion, amortization and impairment	(218,360		)
Total assets held for sale, net	$	131,576
Liabilities:
Asset retirement obligations	2,576
Total liabilities held for sale	$	2,576

Subsequent event. On July 2018, the Company signed a purchase and sale agreement to sell certain additional non-strategic operated assets in the Williston Basin for cash proceeds of $55.0 million. Upon signing the purchase and sale agreement, the Company recorded the related assets and liabilities as held for sale, which had a net book value of $33.9 million and $0.4 million, respectively. The transaction had an effective date of March 1, 2018, and the final closing statement will be completed in the first quarter of 2019. As of June 30, 2018, there was no impact to the Company’s condensed consolidated financial statements for this subsequent event.