Gastar Exploration Reports Third Quarter 2017 Results

HOUSTON, Nov. 8, 2017 /PRNewswire/ -- Gastar Exploration Inc. (NYSE MKT: GST) ("Gastar" or the "Company") today reported financial and operating results for the three and nine months ended September 30, 2017.

Third quarter 2017 highlights include:

    --  Average daily production of 6,200 barrels of oil equivalent ("Boe") per
        day ("Boe/d")
    --  Production volumes comprised of 72% liquids
    --  Operational and drilling efficiencies gained momentum

J. Russell Porter, Gastar's President and CEO, commented, "Following an initiative to re-evaluate operating practices in order to optimize well results while also reducing drilling and completion costs, we have made numerous operational refinements that appear to be having a positive impact. We have reduced the average number of days needed to drill a well from approximately 19 days to 11 days. Further, we have eliminated certain drilling difficulties, which has both lowered costs and created operating efficiencies. With drilling time now nearly half of what it was previously, we can effectively execute our drilling plan with only one rig and expect to continue drilling with one rig into 2018."

"We have substantially improved our well completion processes and design. Our improved "Gen 3" completion design appears to be generating better initial well performance, although it is still too early to accurately draw any firm conclusions. Our first Gen 3 well, the Bagwell 1808 24-1H, a Meramec well in Kingfisher County, Oklahoma, commenced flow back on September 21, 2017 and based on early performance appears to be on track with our Meramec type curve. Since we resumed completion operations on September 3, 2017, we have completed 5 wells using the new Gen 3 design, with most of them on flow back for less than 30 days. Compared to wells completed with the previous design, these Gen 3 wells are producing significantly more total fluid volumes in the initial flow back stage with hydrocarbon volumes increasing."

"We expect that our drilling program to delineate the Meramec and Osage formations across our acreage position will remain active through next year. To date, we have drilled a total of 24 gross Meramec and 16 gross Osage wells and have participated in numerous third-party wells across our STACK Play acreage. With the continuing success of our program and that of offset operators in the STACK Play, we intend to continue to focus on the STACK to create value for our shareholders. Currently we are actively evaluating opportunities to divest our WEHLU asset, a Hunton formation producing unit located primarily in Oklahoma County, Oklahoma. If we are successful in divesting WEHLU, we intend to redeploy those proceeds into our core operations in the higher value STACK Play acreage. We believe that the potential sale of our WEHLU assets would provide us with ample liquidity to execute our current one-rig drilling program through 2018."

Financial Review

Net loss attributable to Gastar's common stockholders for the third quarter of 2017 was $15.9 million, or a loss of $0.08 per share, compared to a third quarter 2016 net loss of $3.8 million, or a loss of $0.03 per share. Adjusted net loss attributable to common stockholders (non-GAAP), which excludes non-cash and unusual items, for the third quarter of 2017 was $11.2 million, or a loss of $0.05 per share, compared to an adjusted net loss attributable to common stockholders of $10.7 million, or a loss of $0.08 per share, for the third quarter 2016. (See the accompanying reconciliation of the non-GAAP financial measure adjusted net loss at the end of this news release.)

Adjusted earnings before interest, income taxes, depreciation, depletion and amortization ("adjusted EBITDA") (non-GAAP) for the third quarter of 2017 was $10.4 million compared to adjusted EBITDA of $7.2 million for the third quarter of 2016 and $9.8 million for the second quarter of 2017. (See the accompanying reconciliation of the non-GAAP financial adjusted EBITDA at the end of this news release.)

Total Company revenues were $15.3 million in the third quarter of 2017, an 18% increase from $13.0 million in the third quarter of 2016 and a 32% decrease from $22.6 million in the second quarter of 2017. The reduction in revenues from the second quarter to the third quarter of 2017 primarily resulted from the change in mark to market value for outstanding commodity derivative contracts.

Revenues from oil, condensate, natural gas and natural gas liquids ("NGLs"), before the effects of commodity derivatives contracts, totaled $18.2 million in the third quarter of 2017, a 26% increase from $14.5 million in the third quarter of 2016 and a 6% increase from $17.3 million in the second quarter of 2017. The increase from third quarter of 2016 in oil, condensate, natural gas and NGLs revenues primarily resulted from an 18% increase in equivalent product pricing and a 6% increase in equivalent production volumes. The increase from second quarter 2017 revenues was due to a 3% increase in equivalent product pricing and a 2% increase in equivalent production volumes.

Commodity hedges were in place for approximately 48% of our oil and condensate production, 70% of our natural gas production and 18% of our NGLs production for the third quarter of 2017. Commodity derivative contracts settled during the period resulted in a $1.8 million increase in revenue compared to a $1.6 million increase in revenues in the third quarter of 2016.

The following table provides a summary of Gastar's overall average commodity prices for the three and nine months ended September 30, 2017 and 2016:


                            For the Three Months          For the Nine Months
                                   Ended                         Ended
                               September 30,
                                                             September 30,
                                                             -------------

                           2017                      2016                         2017     2016
                           ----                      ----                         ----     ----


    Average sales price
     per unit:

    Oil and condensate per
     Bbl, including impact
     of hedging activities
     (1)                                     $51.77                       $47.19       $52.78   $43.85

    Oil and condensate per
     Bbl, excluding impact
     of hedging activities                    $46.56                       $42.55       $47.03   $36.41

    Natural gas per Mcf,
     including impact of
     hedging activities(1)                     $2.69                        $2.76        $2.80    $1.86

    Natural gas per Mcf,
     excluding impact of
     hedging activities                        $2.62                        $2.48        $2.71    $1.60

    NGLs per Bbl,
     including impact of
     hedging activities(1)                    $22.55                       $15.02       $22.02   $10.55

    NGLs per Bbl,
     excluding impact of
     hedging activities                       $20.64                       $13.22       $19.87    $8.28

    Average sales price
     per Boe, including
     impact of hedging
     activities(1)                            $34.96                       $29.96       $35.65   $22.77

    Average sales price
     per Boe, excluding
     impact of hedging
     activities                               $31.86                       $26.92       $32.19   $18.91

_____________________________


    (1)              The impact of hedging
                     includes only the gain
                     (loss) on commodity
                     derivative contracts settled
                     during the periods
                     presented.

For details on Gastar's current hedging positions, please see our Form 10-Q for the quarter ended September 30, 2017 filed with the U.S. Securities and Exchange Commission ("SEC").

Average daily Mid-Continent production for the third quarter of 2017 was 6,200 Boe/d as compared to 5,800 Boe/d in the third quarter of 2016 and 6,100 Boe/d in the second quarter of 2017.

In the Mid-Continent area, average daily production in the third quarter of 2017 increased 7% compared to the third quarter of 2016 primarily due to increased well completion activity and sequentially decreased 2% primarily due to a temporary suspension of well completion activity while we re-evaluated our operational processes to optimize our well results. Third quarter 2017 Mid-Continent equivalent production consisted of approximately 72% liquids, comprised of 49% oil and 23% NGLs, up 4% from third quarter 2016 production and down 1% from second quarter 2017.

Lease operating expenses ("LOE") per Boe of production were $10.80 in the third quarter of 2017 versus $9.59 in the third quarter of 2016 and $9.20 in the second quarter of 2017, including workover costs. Excluding workover expense, LOE per Boe for the third quarter of 2017 was $8.80 as compared to $8.49 per BOE in the third quarter of 2016 and $8.49 per Boe for the second quarter of 2017.

General and administrative ("G&A") expense was $4.1 million in the third quarter of 2017 compared to $3.9 million in the third quarter of 2016 and $4.6 million in the second quarter of 2017. G&A expense for the third quarter of 2017 included $1.8 million of non-cash stock-based compensation expense, versus $810,000 in the third quarter of 2016 and $1.2 million in the second quarter of 2017.

Liquidity and Capital Budget

Gastar's net capital expenditures, excluding property sales proceeds, in the third quarter of 2017 totaled $37.1 million, comprised of $26.8 million for drilling, completions and infrastructure costs, $7.9 million for unproved acreage extensions, renewals and additions and $2.4 million of other capitalized costs. Based on the current full-year capital budget of $129.2 million, our fourth quarter capital expenditures are currently estimated not to exceed $34.7 million comprised of $27.3 million for drilling, completion and infrastructure costs, $4.3 million for lease renewal and extension costs and $3.2 million of other capitalized costs.

At September 30, 2017, Gastar had approximately $29.2 million in available cash and cash equivalents and $412.5 million of principal balance long-term borrowings outstanding.

Operations Review and Update

The following table provides a summary of Gastar's Mid-Continent production volumes and average commodity prices for the three and nine months ended September 30, 2017 and 2016:


                                For the Three Months Ended       For the Nine Months Ended
                                                                       September 30,
                                       September 30,
                                       -------------

                                   2017                     2016                             2017    2016
                                   ----                     ----                             ----    ----

    Net Production:

    Oil and condensate (MBbl)                           278                              242         805     790

    Natural gas (MMcf)                                  962                              997       2,746   2,917

    NGLs (MBbl)                                         134                              128         379     380

    Total net production (MBoe)                         572                              537       1,642   1,656

    Net Daily Production:

    Oil and condensate (MBbl/d)                         3.0                              2.6         3.0     2.9

    Natural gas (MMcf/d)                               10.5                             10.8        10.1    10.6

    NGLs (MBbl/d)                                       1.5                              1.4         1.4     1.4

    Total net daily production
     (MBoe/d)                                           6.2                              5.8         6.0     6.0

    Average sales price per
     unit(1):

    Oil and condensate (per
     Bbl)                                            $46.56                           $42.56      $47.03  $37.87

    Natural gas (per Mcf)                             $2.62                            $2.48       $2.71   $2.06

    NGLs (per Bbl)                                   $20.64                           $13.22      $19.87  $12.79

    Average sales price per
     Boe(1)                                          $31.86                           $26.98      $32.19  $24.63

_____________________________


    (1)              Excludes the impact of
                     hedging activities

During the third quarter of 2017, Gastar commenced flow back on one gross (0.2 net) operated Meramec well and four gross (2.8 net) operated Osage wells. For the first nine months of 2017, Gastar commenced flow back on 14 gross (2.2 net) operated Meramec wells and eight gross (5.8 net) operated Osage wells.

Subsequent to September 30, 2017 through October 31, 2017, Gastar commenced flow back on four gross (3.2 net) operated Osage wells.

Guidance for Fourth Quarter 2017 and Full-Year 2017

Our guidance for the fourth quarter of and updated full-year 2017 is provided in the table below and represents the Company's best estimate of the range of likely future results. Guidance could be affected by the factors described below in "Forward Looking Statements."


    Production                        Fourth Quarter     Full-Year 2017

                                                    2017
    ---                                             ----


    Net average daily (MBoe/d)(1)       6.2 - 7.0           6.0 - 6.4

    Liquids percentage (oil and NGLs)          72% - 75%        72% - 75%


    Cash Operating Expenses
    -----------------------

    Production taxes (% of production
     revenues)                               3.0% - 3.4%      3.0% - 3.4%

    Direct lease operating ($/Boe)         $9.00 - $9.75    $9.75 - $10.25

    Transportation, treating &
     gathering ($/Boe)                     $0.78 - $0.86     $0.75 - $0.80

    Cash general & administrative
     ($/Boe)                               $4.50 - $5.00     $5.00 - $5.30

________________


    (1)              Based on equivalent of 6
                     thousand cubic feet (Mcf) of
                     natural gas to one barrel of
                     oil, condensate or NGLs.

Conference Call

Gastar has scheduled a conference call for 10:00 a.m. Eastern Time (9:00 a.m. Central Time) on Thursday, November 9, 2017. Investors may participate in the call either by phone or audio webcast.


    By Phone:                       Dial 1-412-902-0030 at least 10 minutes
                                    before the call. A telephone replay
                                    will be available through November 16
                                    by dialing 1-201-612-7415 and using the
                                    conference ID: 13672652.


    By Webcast:                     Visit the Investor Relations page of
                                    Gastar's website at www.gastar.com
                                    under "Events & Presentations." Please
                                    log on a few minutes in advance to
                                    register and download any necessary
                                    software. A replay will be available
                                    shortly after the call.
                                   ---------------------------------------

For more information, please contact Donna Washburn at Dennard-Lascar Associates at 713-529-6600 or e-mail dwashburn@DennardLascar.com.

About Gastar Exploration

Gastar Exploration Inc. is a pure play Mid-Continent independent energy company engaged in the exploration, development and production of oil, condensate, natural gas and natural gas liquids. Gastar's principal business activities include the identification, acquisition and subsequent exploration and development of oil and natural gas properties with an emphasis on unconventional reserves, such as shale resource plays. Gastar holds a concentrated acreage position in what is believed to be the core of the STACK Play, an area of central Oklahoma which is home to multiple oil and natural gas-rich reservoirs including the Meramec, Oswego, Osage, Woodford and Hunton formations. For more information, visit Gastar's website at www.gastar.com.

Forward Looking Statements

This news release includes "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward looking statements give our current expectations, opinion, belief or forecasts of future events and performance. A statement identified by the use of forward looking words including "may," "expects," "projects," "anticipates," "plans," "believes," "estimate," "will," "should," and certain of the other foregoing statements may be deemed forward-looking statements. Although Gastar believes that the expectations reflected in such forward-looking statements are reasonable, these statements involve risks and uncertainties that may cause actual future activities and results to be materially different from those suggested or described in this news release. These include risks inherent in natural gas and oil drilling and production activities, including risks with respect to continued low or further declining prices for natural gas and oil that could result in further downward revisions to the value of proved reserves or otherwise cause Gastar to further delay or suspend planned drilling and completion operations or reduce production levels which would adversely impact cash flow; risks relating to the availability of capital to fund drilling operations that can be adversely affected by adverse drilling results, production declines and continued low or further declining prices for natural gas and oil; risks of fire, explosion, blowouts, pipe failure, casing collapse, unusual or unexpected formation pressures, environmental hazards, and other operating and production risks, which may temporarily or permanently reduce production or cause initial production or test results to not be indicative of future well performance or delay the timing of sales or completion of drilling operations; delays in receipt of drilling permits; risks relating to unexpected adverse developments in the status of properties; risks relating to the absence or delay in receipt of government approvals or third-party consents; risks relating to our ability to integrate acquired assets with ours and to realize the anticipated benefits from such acquisitions; and other risks described in Gastar's Annual Report on Form 10-K and other filings with the SEC, available at the SEC's website at www.sec.gov. Our actual sales production rates can vary considerably from tested initial production rates depending upon completion and production techniques and our primary areas of operations are subject to natural steep decline rates. In addition, production information from our recently completed wells completed using our Gen 3 design is preliminary based on limited flow back history and therefore may not be fully indicative of sustained production rates or predictive of ultimate hydrocarbon recoveries. By issuing forward looking statements based on current expectations, opinions, views or beliefs, Gastar has no obligation and, except as required by law, is not undertaking any obligation, to update or revise these statements or provide any other information relating to such statements.

Targeted expectations and guidance for the fourth quarter and full-year of 2017 are based upon the current 2017 planned capital expenditures budget, which may be subject to revision and reevaluation dependent upon future developments, including changes in commodity prices, drilling results, our liquidity position, availability of crews, supplies and production capacity, weather delays and significant changes in drilling costs.

Unless otherwise stated herein, equivalent volumes of production are based upon an energy equivalent ratio of six Mcf of natural gas to each barrel of liquids (oil, condensate and NGLs), which ratio is not reflective of relative value. Our NGLs are sold as part of our wet gas subject to an incremental NGLs pricing formula based upon a percentage of NGLs extracted from our wet gas production. Our reported production volumes reflect incremental post-processing NGLs volumes and residual gas volumes with which we are credited under our sales contracts.

Contacts:
Gastar Exploration Inc.
Michael A. Gerlich, Chief Financial Officer
713-739-1800 / mgerlich@gastar.com

Investor Relations Counsel:
Lisa Elliott, Dennard?Lascar Associates:
713-529-6600 / lelliott@DennardLascar.com

- Financial Tables Follow -


                                                                                                                                 GASTAR EXPLORATION INC.

                                                                                                                          CONSOLIDATED STATEMENTS OF OPERATIONS


                                             For the Three Months Ended                                            For the Nine Months Ended
                                                                                                                        September 30,
                                                    September 30,
                                                    -------------

                                                                   2017                                                  2016                                               2017         2016
                                                                   ----                                                  ----                                               ----         ----

                                                                   (in thousands, except share and per share data)

    REVENUES:

    Oil and condensate                                                                              $12,952                                                         $10,306          $37,886       $30,464

    Natural gas                                                                                       2,519                                                           2,500            7,452         8,394

    NGLs                                                                                              2,757                                                           1,695            7,527         5,100
                                                                                                      -----                                                           -----            -----         -----

    Total oil and condensate, natural gas
     and NGLs revenues                                                                               18,228                                                          14,501           52,865        43,958

    Gain (loss) on commodity derivatives
     contracts                                                                                      (2,896)                                                        (1,498)           3,782       (3,991)
                                                                                                     ------                                                          ------            -----        ------

    Total revenues                                                                                   15,332                                                          13,003           56,647        39,967

    EXPENSES:

    Production taxes                                                                                    721                                                             400            1,675         1,469

    Lease operating expenses                                                                          6,178                                                           5,166           16,396        15,829

    Transportation, treating and gathering                                                              436                                                             338            1,187         1,346

    Depreciation, depletion and amortization                                                          6,059                                                           5,223           16,762        24,543

    Impairment of natural gas and oil
     properties                                                                                           -                                                              -               -       48,497

    Accretion of asset retirement obligation                                                             62                                                              92              171           286

    General and administrative expense                                                                4,067                                                           3,925           12,482        15,872

    Litigation settlement benefit                                                                         -                                                       (10,100)               -     (10,100)
                                                                                                        ---                                                        -------              ---      -------

    Total expenses                                                                                   17,523                                                           5,044           48,673        97,742
                                                                                                     ------                                                           -----           ------        ------

    INCOME (LOSS) FROM OPERATIONS                                                                   (2,191)                                                          7,959            7,974      (57,775)

    OTHER (EXPENSE) INCOME:

    Interest expense                                                                               (10,159)                                                        (8,178)        (29,744)     (26,739)

    Loss on early extinguishment of debt                                                                  -                                                              -        (12,172)            -

    Investment income and other (expense)                                                                51                                                              41              166           (2)

    LOSS BEFORE PROVISION FOR INCOME TAXES                                                         (12,299)                                                          (178)        (33,776)     (84,516)

    Provision for income taxes                                                                            -                                                              -               -            -
                                                                                                        ---                                                            ---             ---          ---

    NET LOSS                                                                                       (12,299)                                                          (178)        (33,776)     (84,516)

    Dividends on preferred stock                                                                    (1,206)                                                              -         (8,443)      (3,618)

    Undeclared cumulative dividends on
     preferred stock                                                                                (2,412)                                                        (3,618)         (2,412)      (7,237)
                                                                                                     ------                                                          ------           ------        ------

    NET LOSS ATTRIBUTABLE TO COMMON
     STOCKHOLDERS                                                                                 $(15,917)                                                       $(3,796)       $(44,631)    $(95,371)
                                                                                                   ========                                                         =======         ========      ========

    NET LOSS PER SHARE OF COMMON STOCK
     ATTRIBUTABLE TO COMMON STOCKHOLDERS:

    Basic                                                                                           $(0.08)                                                        $(0.03)         $(0.23)      $(0.92)
                                                                                                     ======                                                          ======           ======        ======

    Diluted                                                                                         $(0.08)                                                        $(0.03)         $(0.23)      $(0.92)
                                                                                                     ======                                                          ======           ======        ======

    WEIGHTED AVERAGE SHARES OF COMMON STOCK
     OUTSTANDING:

    Basic                                                                                       209,072,232                                                     129,301,817      190,745,688   104,125,317

    Diluted                                                                                     209,072,232                                                     129,301,817      190,745,688   104,125,317


                                                                                 GASTAR EXPLORATION INC.

                                                                               CONSOLIDATED BALANCE SHEETS


                                                                      September 30,                                    December 31,

                                                                                          2017                                  2016
                                                                                          ----                                  ----

                                                           (in thousands, except share and per
                                                                       share data)

                                    ASSETS

    CURRENT ASSETS:

    Cash and cash equivalents                                                                                  $29,229                    $71,529

    Accounts receivable, net of allowance for doubtful
     accounts of $1,953, respectively                                                                           40,353                     26,883

    Commodity derivative contracts                                                                               4,400                      6,212

    Prepaid expenses                                                                                             1,167                        755
                                                                                                                 -----                        ---

    Total current assets                                                                                        75,149                    105,379
                                                                                                                ------                    -------

    PROPERTY, PLANT AND EQUIPMENT:

    Oil and natural gas properties, full cost method of
     accounting:

    Unproved properties, excluded from amortization                                                            135,945                     67,333

    Proved properties                                                                                        1,303,165                  1,253,061
                                                                                                             ---------                  ---------

    Total natural gas and oil properties                                                                     1,439,110                  1,320,394

    Furniture and equipment                                                                                      3,031                      2,622
                                                                                                                 -----                      -----

    Total property, plant and equipment                                                                      1,442,141                  1,323,016

    Accumulated depreciation, depletion and amortization                                                   (1,147,774)               (1,131,012)
                                                                                                            ----------                 ----------

    Total property, plant and equipment, net                                                                   294,367                    192,004

    OTHER ASSETS:

    Restricted cash                                                                                                370                          -

    Commodity derivative contracts                                                                                 416                      1,638

    Deferred charges, net                                                                                            -                       676

    Advances to operators and other assets                                                                         100                        102

    Other                                                                                                          405                        405
                                                                                                                   ---                        ---

    Total other assets                                                                                           1,291                      2,821
                                                                                                                 -----                      -----

    TOTAL ASSETS                                                                                              $370,807                   $300,204
                                                                                                              ========                   ========

                     LIABILITIES AND STOCKHOLDERS' EQUITY

    CURRENT LIABILITIES:

    Accounts payable                                                                                           $11,411                     $8,867

    Revenue payable                                                                                             16,428                      6,690

    Accrued interest                                                                                             7,271                      3,515

    Accrued drilling and operating costs                                                                        12,100                      2,615

    Advances from non-operators                                                                                  1,589                      3,504

    Commodity derivative contracts                                                                                 326                        338

    Commodity derivative premium payable                                                                         1,337                      1,654

    Asset retirement obligation                                                                                      -                        89

    Other accrued liabilities                                                                                    2,791                      2,462
                                                                                                                 -----                      -----

    Total current liabilities                                                                                   53,253                     29,734
                                                                                                                ------                     ------

    LONG-TERM LIABILITIES:

    Long-term debt                                                                                             333,593                    404,493

    Commodity derivative contracts                                                                                 129                          -

    Commodity derivative premium payable                                                                            34                        969

    Asset retirement obligation                                                                                  4,574                      5,443
                                                                                                                 -----                      -----

    Total long-term liabilities                                                                                338,330                    410,905
                                                                                                               -------                    -------

    Commitments and contingencies

    STOCKHOLDERS' EQUITY:

    Preferred stock, par value $0.01 per share, 40,000,000
     shares authorized

    8.625% Series A Cumulative Preferred stock, 10,000,000
     shares designated; 4,045,000 shares issued and
     outstanding at September 30, 2017 and December 31,
     2016, respectively, with liquidation preference of
     $25.00 per share                                                                                               41                         41

    10.75% Series B Cumulative Preferred stock, 10,000,000
     shares designated; 2,140,000 shares issued and
     outstanding at September 30, 2017 and December 31,
     2016, respectively, with liquidation preference of
     $25.00 per share                                                                                               21                         21

    Common stock, par value $0.001 per share; 550,000,000
     and 800,000,000 shares authorized at September 30,
     and December 31, 2016, respectively; 218,946,763 and
     150,377,870 shares issued and outstanding at
     September 30, 2017 and December 31, 2016,
     respectively                                                                                                  219                        150

    Additional paid-in capital                                                                                 817,627                    644,306

    Accumulated deficit                                                                                      (838,684)                 (784,953)
                                                                                                              --------                   --------

    Total stockholders' equity                                                                                (20,776)                 (140,435)
                                                                                                               -------                   --------

    TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                                                $370,807                   $300,204
                                                                                                              ========                   ========


                                                                  GASTAR EXPLORATION INC.

                                                           CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                   For the Nine Months Ended

                                                         September 30,
                                                         -------------

                                                                        2017                              2016
                                                                        ----                              ----

                                                         (in thousands)

    CASH FLOWS FROM OPERATING ACTIVITIES:

    Net loss                                                                                    $(33,776)      $(84,516)

    Adjustments to reconcile net loss to net cash
     provided by operating activities:

    Depreciation, depletion and amortization                                                       16,762          24,543

    Impairment of natural gas and oil properties                                                        -         48,497

    Stock-based compensation                                                                        3,990           3,145

    Total (gain) loss on commodity derivatives
     contracts                                                                                    (3,782)          3,991

    Cash settlements of matured commodity
     derivative contracts, net                                                                      5,602          10,690

    Cash premiums paid for commodity derivatives
     contracts                                                                                          -          (565)

    Amortization of deferred financing costs and
     debt discount                                                                                  8,218           3,812

    Accretion of asset retirement obligation                                                          171             286

    Settlement of asset retirement obligation                                                           -           (87)

    Loss on sale of furniture and equipment                                                             -             97

    Loss on early extinguishment of debt                                                           12,172               -

    Changes in operating assets and liabilities:

    Accounts receivable                                                                          (13,466)          3,861

    Prepaid expenses                                                                                (412)            362

    Accounts payable and accrued liabilities                                                       13,657           7,656
                                                                                                   ------           -----

    Net cash provided by operating activities                                                       9,136          21,772
                                                                                                    -----          ------

    CASH FLOWS FROM INVESTING ACTIVITIES:

    Development and purchase of oil and natural
     gas properties                                                                              (81,906)       (43,175)

    (Acquisition of) refund for oil and natural
     gas properties                                                                              (54,462)          1,149

    Proceeds from sale of oil and natural gas
     properties                                                                                    28,798          77,499

    Application of proceeds from non-operators                                                    (1,915)           (57)

    (Advances to) reimbursements from operators                                                      (22)            211

    (Purchase) sale of furniture and equipment                                                      (409)             80
                                                                                                     ----             ---

    Net cash (used in) provided by investing
     activities                                                                                 (109,916)         35,707
                                                                                                 --------          ------

    CASH FLOWS FROM FINANCING ACTIVITIES:

    Proceeds from term loan                                                                       250,000               -

    Proceeds from convertible notes                                                               200,000               -

    Repayment of senior secured notes                                                           (325,000)              -

    Repayment of revolving credit facility                                                       (84,630)      (100,370)

    Loss on early extinguishment of debt                                                          (7,011)              -

    Proceeds from issuance of common shares, net
     of issuance costs                                                                             56,366          44,815

    Dividends on preferred stock                                                                 (19,298)        (3,618)

    Deferred financing charges                                                                   (10,991)          (930)

    Increase in restricted cash                                                                     (370)              -

    Tax withholding related to restricted stock
     and PBU vestings                                                                               (586)          (711)

    Net cash provided by (used in) financing
     activities                                                                                    58,480        (60,814)
                                                                                                   ------         -------

    NET DECREASE IN CASH AND CASH EQUIVALENTS                                                    (42,300)        (3,335)

    CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                                 71,529          50,074
                                                                                                   ------          ------

    CASH AND CASH EQUIVALENTS, END OF PERIOD                                                      $29,229         $46,739
                                                                                                  =======         =======

NON-GAAP FINANCIAL INFORMATION AND RECONCILIATION

We use both GAAP and certain non-GAAP financial measures to assess performance. Generally, a non-GAAP financial measure is a numerical measure of a company's performance, financial position or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. Our management believes that these non-GAAP measures provide useful supplemental information to investors in order that they may evaluate our financial performance using the same measures as management. These non-GAAP financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. In evaluating these measures, investors should consider that the methodology applied in calculating such measures may differ among companies and analysts. A reconciliation is provided below outlining the differences between these non-GAAP measures and their most directly comparable financial measure calculated in accordance with GAAP.


                                                      Reconciliation of Net Loss to Net Loss Excluding Special Items:


                                            For the Three Months Ended                                                    For the Nine Months Ended

                                                  September 30,                                                                 September 30,
                                                  -------------                                                                 -------------

                                      2017                                     2016                                   2017                                  2016
                                      ----                                     ----                                   ----                                  ----

                                       (in thousands, except share and
                                               per share data)

    NET LOSS ATTRIBUTABLE TO COMMON
     STOCKHOLDERS                                $(15,917)                                             $(3,796)                                     $(44,631)    $(95,371)

    SPECIAL ITEMS:

    Losses related to the change in
     mark to market value for
     outstanding commodity
     derivatives contracts                           4,672                                                 3,134                                          1,898        12,974

    Impairment of oil and natural gas
     properties                                          -                                                    -                                             -       48,497

    Loss on early extinguishment of
     debt                                                -                                                    -                                        12,172             -

    Non-recurring general and
     administrative costs related to
     acquisition of assets                               -                                                   71                                              -          470

    Non-recurring severance costs
     related to property divestments                     -                                                    -                                             -          677

    Allowance for bad debt                               -                                                    -                                             -        1,953

    Litigation settlement benefit                        -                                             (10,100)                                             -     (10,100)


    ADJUSTED NET LOSS ATTRIBUTABLE TO
     COMMON STOCKHOLDERS                         $(11,245)                                            $(10,691)                                     $(30,561)    $(40,900)
                                                  ========                                              ========                                       ========      ========


    ADJUSTED NET LOSS PER SHARE OF
     COMMON STOCK ATTRIBUTABLE TO
     COMMON STOCKHOLDERS:

    Basic                                          $(0.05)                                              $(0.08)                                       $(0.16)      $(0.39)
                                                    ======                                                ======                                         ======        ======

    Diluted                                        $(0.05)                                              $(0.08)                                       $(0.16)      $(0.39)
                                                    ======                                                ======                                         ======        ======

    WEIGHTED AVERAGE SHARES OF COMMON
     STOCK

    Basic                                      209,072,232                                           129,301,817                                    190,745,688   104,125,317

    Diluted                                    209,072,232                                           129,301,817                                    190,745,688   104,125,317


                                                                    Reconciliation of Cash Flows before Working Capital Changes and as Adjusted for Special Items:


                                              For the Three Months Ended                                      For the Nine Months Ended

                                                    September 30,                                                   September 30,
                                                    -------------                                                   -------------

                                              2017                                               2016                                                2017                  2016
                                              ----                                               ----                                                ----                  ----

                                                 (in thousands, except share and per share data)

    CASH FLOWS FROM OPERATING ACTIVITIES:

    Net loss                                                       $(12,299)                                                         $(178)                        $(33,776)    $(84,516)

    Adjustments to reconcile net loss to net
     cash provided by operating activities:

    Depreciation, depletion and amortization                           6,059                                                           5,223                            16,762        24,543

    Impairment of oil and natural gas
     properties                                                            -                                                              -                                -       48,497

    Stock-based compensation                                           1,791                                                             810                             3,990         3,145

    Mark to market of commodity derivatives
     contracts:

    Total (gain) loss on commodity
     derivatives contracts                                             2,896                                                           1,498                           (3,782)        3,991

    Cash settlements of matured commodity
     derivatives contracts, net                                        2,049                                                           1,109                             5,602        10,690

    Cash premiums paid for commodity
     derivatives contracts                                                 -                                                              -                                -        (565)

    Amortization of deferred financing costs
     and debt discount                                                 3,291                                                             987                             8,218         3,812

    Accretion of asset retirement obligation                              62                                                              92                               171           286

    Settlement of asset retirement obligation                              -                                                           (87)                                -         (87)

    Loss on sale of assets                                                 -                                                              -                                -           97

    Loss on early extinguishment of debt                                   -                                                              -                           12,172             -
                                                                         ---                                                            ---                           ------           ---

    Cash flows from operations before working
     capital changes                                                   3,849                                                           9,454                             9,357         9,893

    Dividends on preferred stock(1)                                  (3,618)                                                        (3,618)                         (10,855)     (10,855)

    Non-recurring general and administrative
     costs related to acquisition of assets                                -                                                             71                                 -          470

    Non-recurring severance costs related to
     property divestments                                                  -                                                              -                                -          677

    Allowance for bad debt                                                 -                                                              -                                -        1,953

    Litigation settlement benefit                                          -                                                       (10,100)                                -     (10,100)
                                                                         ---                                                        -------                               ---      -------

    Adjusted cash flows from operations                                 $231                                                        $(4,193)                         $(1,498)     $(7,962)
                                                                        ====                                                         =======                           =======       =======

________________


    (1)              Excludes $10.9 million of
                     accumulated dividends for the
                     period April 2016 to December
                     2016 declared and paid in
                     January 2017.  The three and
                     nine months ended September 30,
                     2017 includes accumulated
                     undeclared and unpaid dividends
                     for preferred stock of $2.4
                     million.  The three and nine
                     months ended September 30, 2016
                     includes accumulated undeclared
                     and unpaid dividends for
                     preferred stock of $3.6 million
                     and $7.2 million, respectively.


                                      Reconciliation of Net Loss to Adjusted Earnings Before Interest, Income Taxes, Depreciation, Depletion and Amortization ("Adjusted EBITDA"):


                                                                  For the Three Months Ended                                    For the Nine Months Ended

                                                                         September 30,                                                September 30,
                                                                         -------------                                                -------------

                                                                    2017                                 2016                                  2017                                  2016
                                                                    ----                                 ----                                  ----                                  ----

                                                              (in thousands, except share and
                                                                      per share data)

    NET LOSS ATTRIBUTABLE TO COMMON
     STOCKHOLDERS                                                          $(15,917)                                         $(3,796)                                        $(44,631)    $(95,371)

    Interest expense                                                          10,159                                             8,178                                            29,744        26,739

    Loss on early extinguishment of
     debt                                                                          -                                                -                                           12,172             -

    Depreciation, depletion and
     amortization                                                              6,059                                             5,223                                            16,762        24,543

    Impairment of oil and natural gas
     properties                                                                    -                                                -                                                -       48,497
                                                                                 ---                                              ---                                              ---       ------

    EBITDA                                                                       301                                             9,605                                            14,047         4,408

    Dividends on preferred stock                                               1,206                                                 -                                            8,443         3,618

    Undeclared cumulative dividends
     on preferred stock                                                        2,412                                             3,618                                             2,412         7,237

    Accretion of asset retirement
     obligation                                                                   62                                                92                                               171           286

    Losses related to the change in
     mark to market value for
     outstanding commodity
     derivatives contracts                                                     4,672                                             3,134                                             1,898        12,974

    Non-cash stock-based
     compensation expense                                                      1,791                                               810                                             3,990         3,145

    Investment income and other                                                 (51)                                             (41)                                            (166)            2

    Non-recurring general and
     administrative costs related to
     acquisition of assets                                                         -                                               71                                                 -          470

    Non-recurring severance costs
     related to property divestments                                               -                                                -                                                -          677

    Allowance for bad debt                                                         -                                                -                                                -        1,953

    Litigation settlement benefit                                                  -                                         (10,100)                                                -     (10,100)
                                                                                 ---                                          -------                                               ---      -------

    ADJUSTED EBITDA                                                          $10,393                                            $7,189                                           $30,795       $24,670
                                                                             =======                                            ======                                           =======       =======

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SOURCE Gastar Exploration Inc.