Registration of securities issued in business combination transactions

Acquisitions of ITS - Preliminary Allocation of Consideration Transferred (Detail)

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Acquisitions of ITS - Preliminary Allocation of Consideration Transferred (Detail) (USD $)
 3 Months Ended 12 Months Ended 0 Months Ended 3 Months Ended 12 Months Ended 0 Months Ended
Mar. 31, 2014
Mar. 31, 2013
Dec. 31, 2011
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Apr. 22, 2013
ITS [Member]
Mar. 31, 2014
ITS [Member]
Sep. 30, 2013
ITS [Member]
Dec. 31, 2013
ITS [Member]
Apr. 22, 2013
ITS [Member]
Preliminary Purchase Price Allocation [Member]
Business Acquisition [Line Items]                      
Cash and cash equivalents             $ 7,009,000       $ 7,009,000
Accounts and notes receivable, net             48,184,000 [1]       50,043,000 [2]
Other current assets             1,803,000       1,803,000
Accounts payable and accrued liabilities             (35,156,000) [3]       (39,156,000)
Accrued income taxes             (1,251,000)       (1,251,000)
Working capital excluding rig materials and supplies             20,589,000       18,448,000
Rig materials and supplies             11,514,000       11,514,000
Property, plant and equipment, net             72,935,000 [4]       73,863,000 [5]
Investment in joint venture             4,134,000       4,134,000
Other noncurrent assets             2,818,000       2,818,000
Total tangible assets             111,990,000       110,777,000
Deferred income tax assets - current             222,000 [6]       222,000
Deferred income tax assets - noncurrent             11,640,000 [6]       11,249,000 [7]
Intangible Assets                      
Indefinite lived intangible assets acquired             8,500,000 [8]     0 8,500,000 [9]
Total assets acquired             132,352,000       130,748,000
Other long-term liabilities             (211,000)       (211,000)
Long-term deferred tax liability             (2,796,000)       (2,856,000)
Net assets acquired             129,345,000       127,681,000
Less: Noncontrolling interest             (4,345,000) [10]       (2,681,000) [11]
Total consideration transferred             125,000,000       125,000,000
Accounts and notes receivable, gross             55,900,000       55,900,000
Estimated impairment for property, plant and equipment                   40,200,000 40,200,000
Increase in deferred income tax asset (12,292,000) (1,607,000)   12,699,000 15,837,000 (48,375,000) 14,400,000 11,900,000     5,000,000
Definite lived intangible assets acquired             8,500,000       8,500,000
Weighted average useful life             3 years 4 months 24 days 3 years   3 years 3 years 4 months 24 days
Impairment of non-controlling interest                     1,000,000
Accounts and notes receivable, gross before adjustments             54,700,000        
Accounts and notes receivable, adjustments             1,200,000        
Allowance for doubtful accounts             5,900,000        
Reserve against gross accounts receivable             1,900,000        
Accounts payable and accrued liabilities 167,455,000     174,886,000 137,746,000   39,200,000        
Adjustment to record property, plant and equipment to fair value     170,000,000 0 0 170,000,000   2,600,000 4,000,000    
Income Tax Expense (Benefit), Adjustments, Amount 400,000     (2,900,000)              
Estimated fair values of definite lived intangible assets             10,000,000        
Estimated fair values of indefinite lived intangible assets             200,000        
Estimated fair values of definite lived intangible assets, adjustments             1,500,000        
Estimated fair values of indefinite lived intangible assets, adjustments             200,000        
Indefinite lived intangible assets acquired             8,500,000 [8]     0 8,500,000 [9]
Ownership percentage 50.00%     50.00%     100.00%        
Noncontrolling Interest, Fair Value Disclosure             2,700,000 4,300,000      
Increase in acquisition date fair value               $ 1,600,000      
[1] Our provisional allocation included $54.7 million of gross contractual accounts receivable. During the 2013 fourth quarter, adjustments of $1.2 million were recorded as of December 31, 2013 resulting in final fair value of gross accounts receivable of $55.9 million. These adjustments were recorded to reflect recognition of receivables for revenue earned prior to the acquisition date. Additionally, the initial allocation included $5.9 million of allowance for doubtful accounts. During the 2014 first quarter, we recorded an additional $1.9 million allowance to reserve against receivables that existed as of the acquisition date and were deemed to be uncollectible based on new information obtained during the measurement period that existed at the time of acquisition.
[2] Gross contractual amounts receivable totaled $55.9 million as of the acquisition date.
[3] Our provisional allocation included $39.2 million of accounts payable and accrued liabilities. During the 2013 third quarter we recorded a reclassification of $4.0 million to reclassify reserves to property, plant, and equipment. This reclassification was reflected in our December 31, 2013 consolidated balance sheet but was not included in our disclosure of the Allocation of Consideration Transferred to Net Assets Acquired as of December 31, 2013. We have corrected this as of March 31, 2014 and do not believe the reclassification is material to our previously reported disclosure.
[4] Management determined that the fair value of the net assets acquired less noncontrolling interest equaled consideration paid. Therefore no goodwill was recorded. Our provisional allocation included an adjustment of $40.2 million to reduce the historical carrying value of the acquired property, plant and equipment to its estimated fair value at the date of acquisition. The measurement period adjustments to receivables, deferred income taxes, intangibles, and noncontrolling interests directly impacted the determination of the final fair value of the acquired property, plant and equipment, resulting in measurement period adjustments totaling $2.6 million to increase the fair value of property, plant and equipment.
[5] We recorded an adjustment of $40.2 million to reduce the historical carrying value of the acquired property, plant and equipment to its estimated fair value.
[6] Our provisional allocation included $14.4 million of deferred tax assets. During the measurement period, adjustments of ($2.9) million and $0.4 million were recorded as of December 31, 2013 and March 31, 2014, respectively, resulting in final fair value of deferred tax assets of $11.9 million. Adjustments to deferred income tax assets primarily related to the differences between the final acquisition date fair value and tax basis of acquired property, plant and equipment.
[7] In connection with the ITS Acquisition, we recorded a $5.0 million adjustment to increase deferred income tax assets primarily related to the differences between acquisition date estimated fair value and tax basis of acquired property, plant and equipment.
[8] Our provisional allocation included $10.0 million and $0.2 million to reflect the estimated fair values of definite- and indefinite-lived intangible assets, respectively, for the ITS Acquisition. During the 2013 fourth quarter we recorded adjustments of $1.5 million and $0.2 million to reduce the value of the definite- and indefinite-lived intangible assets down to $8.5 million and zero respectively. Our depreciation and amortization expense for the year ended December 31, 2013 reflects this valuation adjustment. Definite-lived intangible assets recorded in connection with the ITS Acquisition, which primarily relate to trade names, customer relationships, and developed technology will be amortized over a weighted average period of approximately 3.4 years.
[9] We recorded $8.5 million to reflect the estimated fair value of definite lived intangible assets recognized in connection with the ITS Acquisition. Our depreciation and amortization expense will reflect this valuation adjustment as the definite lived intangible assets are amortized in future periods. Definite lived intangible assets recorded in connection with the ITS Acquisition, which primarily relate to trade names, customer relationships, and developed technology will be amortized over a weighted average period of approximately 3.4 years.
[10] Our provisional allocation included noncontrolling interest of $2.7 million. The estimated fair value of the noncontrolling interest was calculated as a percentage of the net assets acquired related to certain subsidiaries in which ITS holds less than a 100 percent controlling interest. The fair value of the net assets of these subsidiaries was primarily based on the income approach valuation model. During the 2014 first quarter, we obtained new information about the acquired subsidiaries that existed at the date of acquisition which resulted in an increase in the acquisition date fair value of $1.6 million, resulting in a final fair value of the noncontrolling interest of $4.3 million.
[11] We recorded an adjustment of $1.0 million to write-down the noncontrolling interest to its estimated fair value. The estimated fair value of the noncontrolling interest was calculated as a percentage of the net assets acquired related to certain subsidiaries in which ITS holds less than a 100 percent controlling interest. The fair value of the net assets of these subsidiaries was primarily based on the income approach valuation model.