Annual report pursuant to Section 13 and 15(d)

Accounts Receivable - Related Parties

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Accounts Receivable - Related Parties
12 Months Ended
Dec. 31, 2011
Accounts Receivable - Related Parties [Abstract]  
Accounts Receivable - Related Parties
3. ACCOUNTS RECEIVABLE—RELATED PARTIES

Included in the accompanying December 31, 2011 and December 31, 2010 consolidated balance sheets are amounts receivable from related parties of the Company. These receivables consist primarily of amounts billed by the Company to related parties as operator of the Company's Colorado and Ohio oil and gas properties. At December 31, 2011 and December 31, 2010, these receivables totaled $4,731,000 and $573,000, respectively. The Company recorded $1,184,000 and $593,000 for the years ended December 31, 2011 and 2009, for general and administrative functions performed under various agreements by Gulfport's personnel on behalf of the related parties, which are reflected as a reduction of general and administrative expenses in the consolidated statements of operations. These services are solely administrative in nature and for entities in which the Company has no property interests. No amounts were reimbursed for general and administrative functions for the year ended December 31, 2010. The 2011 amount was billed under the acquisition team agreement discussed below. No amounts were recorded in 2011 or 2010 under the services agreements discussed below.

The Company is a party to an administrative service agreement with Oilfield Management Services, LLC (formerly known as Great White Energy Services LLC). Under the agreement, the Company's services include accounting, human resources, legal and technical support. The services provided and the fees for such services can be amended by mutual agreement of the parties. The administrative service agreement had an initial three-year term, and upon expiration of that term the agreement has continued on a month-to-month basis. The administrative service agreement is terminable by either party at any time with at least 30 days prior written notice.

The Company is also a party to administrative service agreements with Stampede Farms LLC, Grizzly Oil Sands ULC ("Grizzly"), Everest Operations Management LLC and Tatex Thailand III, LLC. Under the agreements, the Company's services include professional and technical support. The services provided and the fees for such services can be amended by mutual agreement of the parties. Each of these administrative service agreements had an initial two-year term, and has continued thereafter on a month-to-month basis. Each agreement may be cancelled by either party to such agreement with at least 60 days prior written notice and is also terminable (1) by the counterparty at any time with at least 30 days prior written notice to the Company and (2) by either party if the other party is in material breach and such breach has not been cured within 30 days of receipt of written notice of such breach. The Company's administrative agreement with Grizzly was terminated effective December 31, 2010.

The Company was reimbursed the following amounts by the specified entities in consideration for its administrative services for the years ended December 31, 2011, 2010 and 2009. These amounts are reflected as a reduction of general and administrative expenses in the consolidated statements of operations. Wexford Capital LP ("Wexford") controls and/or owns a greater than 10% interest in each of these entities. An affiliate of Wexford owns approximately 13% of Gulfport's outstanding common stock.

 

For the year ended December 31, 2009, the Company was also reimbursed approximately $2,000 and $1,000 by Stampede Farms LLC and Everest Operations Management LLC, respectively, for office space under the administrative service agreements, which is included in other income (expense) in the consolidated statements of operations. For the years ended December 31, 2011 and 2010, the Company was reimbursed approximately $66,000 and $20,000, respectively, by Orange Leaf Holdings, LLC, an affiliate of Gulfport, for office space which is included in other income (expense) in the consolidated statements of operations.

Effective July 1, 2008, the Company entered into an acquisition team agreement with Everest Operations Management LLC ("Everest") to identify and evaluate potential oil and gas properties in which the Company and Everest may wish to invest. Upon a successful closing of an acquisition or divestiture, the party identifying the acquisition or divestiture is entitled to receive a fee from the other party and its affiliates, if applicable, participating in such closing. The fee is equal to 1% of the party's proportionate share of the acquisition or divestiture consideration. The agreement may be terminated by either party upon 30 days notice.

Effective April 1, 2010, the Company entered into an area of mutual interest agreement with Windsor Niobrara LLC ("Windsor Niobrara"), an entity controlled by Wexford, to jointly acquire oil and gas leases on certain lands located in Northwest Colorado for the purpose of exploring, exploiting and producing oil and gas from the Niobrara Formation. The agreement provides that each party must offer the other party the right to participate in such acquisitions on a 50%/50% basis. The parties also agreed, subject to certain exceptions, to share third-party costs and expenses in proportion to their respective participating interests and pay certain other fees as provided in the agreement. In connection with this agreement, Gulfport and Windsor Niobrara also entered into a development agreement, effective as of April 1, 2010, pursuant to which the Company and Windsor Niobrara agreed to jointly develop the contract area, and Gulfport agreed to act as the operator under the terms of a joint operating agreement.