| Parent, Guarantor, Non-Guarantor Unaudited Consolidating Condensed Financial Statements |
Parent, Guarantor, Non-Guarantor Unaudited Consolidating Condensed Financial Statements
Set forth on the following pages are the consolidating condensed financial statements of Parker Drilling. The Company’s Secured Credit Agreement and Senior Notes are fully and unconditionally guaranteed by substantially all of our direct and indirect domestic subsidiaries other than immaterial subsidiaries and subsidiaries generating revenues primarily outside the United States, subject to the following customary release provisions:
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• |
in connection with any sale or other disposition of all or substantially all of the assets of that guarantor (including by way of merger or consolidation) to a person that is not (either before or after giving effect to such transaction) a subsidiary of the Company; |
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• |
in connection with any sale of such amount of capital stock as would result in such guarantor no longer being a subsidiary to a person that is not (either before or after giving effect to such transaction) a subsidiary of the Company; |
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• |
if the Company designates any restricted subsidiary that is a guarantor as an unrestricted subsidiary; |
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• |
if the guarantee by a guarantor of all other indebtedness of the Company or any other guarantor is released, terminated or discharged, except by, or as a result of, payment under such guarantee; or |
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• |
upon legal defeasance or covenant defeasance (satisfaction and discharge of the indenture). |
There are currently no restrictions on the ability of the restricted subsidiaries to transfer funds to Parker Drilling in the form of cash dividends, loans or advances. Parker Drilling is a holding company with no operations, other than through its subsidiaries. Separate financial statements for each guarantor company are not provided as the Company complies with the exception to Rule 3-10(a)(1) of Regulation S-X, set forth in sub-paragraph (f) of such rule. All guarantor subsidiaries are owned 100 percent by the parent company.
We are providing consolidating condensed financial information of the parent, Parker Drilling, the guarantor subsidiaries, and the non-guarantor subsidiaries as of March 31, 2014 and December 31, 2013 and for the three months ended March 31, 2014 and 2013. The consolidating condensed financial statements present investments in both consolidated and unconsolidated subsidiaries using the equity method of accounting.
PARKER DRILLING COMPANY AND SUBSIDIARIES
CONSOLIDATING CONDENSED BALANCE SHEET
(Dollars in Thousands)
(Unaudited)
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March 31, 2014 |
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Parent |
|
Guarantor |
|
Non-Guarantor |
|
Eliminations |
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Consolidated |
ASSETS |
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|
|
|
|
|
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Current assets: |
|
|
|
|
|
|
|
|
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Cash and cash equivalents |
$ |
30,649 |
|
|
$ |
15,916 |
|
|
$ |
46,496 |
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|
$ |
— |
|
|
$ |
93,061 |
|
Accounts and notes receivable, net |
(12 |
) |
|
122,122 |
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|
142,327 |
|
|
— |
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|
264,437 |
|
Rig materials and supplies |
— |
|
|
2,578 |
|
|
41,910 |
|
|
— |
|
|
44,488 |
|
Deferred costs |
— |
|
|
— |
|
|
10,698 |
|
|
— |
|
|
10,698 |
|
Deferred income taxes |
(2 |
) |
|
7,447 |
|
|
1,528 |
|
|
— |
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|
8,973 |
|
Other tax assets |
50,772 |
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|
(42,985 |
) |
|
15,526 |
|
|
— |
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|
23,313 |
|
Other current assets |
— |
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|
6,122 |
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|
14,040 |
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|
— |
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|
20,162 |
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Total current assets |
81,407 |
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|
111,200 |
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|
272,525 |
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— |
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|
465,132 |
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Property, plant and equipment, net |
(19 |
) |
|
564,469 |
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|
309,850 |
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— |
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|
874,300 |
|
Investment in subsidiaries and intercompany advances |
2,043,180 |
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|
(135,328 |
) |
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1,892,995 |
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(3,800,847 |
) |
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— |
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Other noncurrent assets |
(450,209 |
) |
|
475,387 |
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|
253,763 |
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(118,005 |
) |
|
160,936 |
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Total assets |
$ |
1,674,359 |
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$ |
1,015,728 |
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$ |
2,729,133 |
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$ |
(3,918,852 |
) |
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$ |
1,500,368 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current liabilities: |
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Current portion of long-term debt |
$ |
18,801 |
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$ |
— |
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$ |
— |
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$ |
— |
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$ |
18,801 |
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Accounts payable and accrued liabilities |
67,464 |
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|
92,591 |
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|
262,044 |
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(254,644 |
) |
|
167,455 |
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Accrued income taxes |
(4,420 |
) |
|
6,767 |
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|
14,848 |
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— |
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|
17,195 |
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Total current liabilities |
81,845 |
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|
99,358 |
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276,892 |
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(254,644 |
) |
|
203,451 |
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Long-term debt |
612,574 |
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— |
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— |
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— |
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|
612,574 |
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Other long-term liabilities |
5,036 |
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|
6,664 |
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|
5,827 |
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|
— |
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|
17,527 |
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Long-term deferred tax liability |
— |
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|
50,229 |
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(9,203 |
) |
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— |
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|
41,026 |
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Intercompany payables |
354,161 |
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|
514,644 |
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|
626,054 |
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(1,494,859 |
) |
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— |
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Contingencies |
— |
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|
— |
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|
— |
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|
— |
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— |
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Stockholders’ equity: |
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Common stock |
20,164 |
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18,049 |
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43,003 |
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(61,052 |
) |
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20,164 |
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Capital in excess of par value |
660,742 |
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|
740,441 |
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1,572,919 |
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(2,313,360 |
) |
|
660,742 |
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Retained earnings (accumulated deficit) |
(60,163 |
) |
|
(413,657 |
) |
|
208,594 |
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|
205,063 |
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(60,163 |
) |
Accumulated other comprehensive income |
— |
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— |
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|
1,783 |
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— |
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|
1,783 |
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Total controlling interest stockholders’ equity |
620,743 |
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|
344,833 |
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1,826,299 |
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(2,169,349 |
) |
|
622,526 |
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Noncontrolling interest |
— |
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— |
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|
3,264 |
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— |
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|
3,264 |
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Total equity |
620,743 |
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|
344,833 |
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1,829,563 |
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(2,169,349 |
) |
|
625,790 |
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Total liabilities and stockholders’ equity |
$ |
1,674,359 |
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$ |
1,015,728 |
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$ |
2,729,133 |
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$ |
(3,918,852 |
) |
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$ |
1,500,368 |
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PARKER DRILLING COMPANY AND SUBSIDIARIES
CONSOLIDATING CONDENSED BALANCE SHEET
(Dollars in Thousands)
(Unaudited)
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December 31, 2013 |
|
Parent |
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Guarantor |
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Non-Guarantor |
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Eliminations |
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Consolidated |
ASSETS |
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Current assets: |
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Cash and cash equivalents |
$ |
88,697 |
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$ |
8,310 |
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$ |
51,682 |
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$ |
— |
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$ |
148,689 |
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Accounts and notes receivable, net |
— |
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|
101,299 |
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|
156,590 |
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— |
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|
257,889 |
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Rig materials and supplies |
— |
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|
3,002 |
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|
38,779 |
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|
— |
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|
41,781 |
|
Deferred costs |
— |
|
|
— |
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|
13,682 |
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|
— |
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|
13,682 |
|
Deferred income taxes |
(57 |
) |
|
8,435 |
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|
1,562 |
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|
— |
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|
9,940 |
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Other tax assets |
54,524 |
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(46,770 |
) |
|
16,325 |
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|
— |
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|
24,079 |
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Other current assets |
— |
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|
9,089 |
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|
14,134 |
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|
— |
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|
23,223 |
|
Total current assets |
143,164 |
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|
83,365 |
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|
292,754 |
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— |
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|
519,283 |
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Property, plant and equipment, net |
60 |
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|
562,148 |
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|
309,148 |
|
|
— |
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|
871,356 |
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Investment in subsidiaries and intercompany advances |
1,906,128 |
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(336,570 |
) |
|
1,667,937 |
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(3,237,495 |
) |
|
— |
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Other noncurrent assets |
(457,954 |
) |
|
468,864 |
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|
250,983 |
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(117,776 |
) |
|
144,117 |
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Total assets |
$ |
1,591,398 |
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$ |
777,807 |
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$ |
2,520,822 |
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$ |
(3,355,271 |
) |
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$ |
1,534,756 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current liabilities: |
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|
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Current portion of long-term debt |
$ |
25,000 |
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|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
25,000 |
|
Accounts payable and accrued liabilities |
75,268 |
|
|
92,546 |
|
|
261,436 |
|
|
(254,364 |
) |
|
174,886 |
|
Accrued income taxes |
— |
|
|
725 |
|
|
6,541 |
|
|
— |
|
|
7,266 |
|
Total current liabilities |
100,268 |
|
|
93,271 |
|
|
267,977 |
|
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(254,364 |
) |
|
207,152 |
|
Long-term debt |
628,781 |
|
|
— |
|
|
— |
|
|
— |
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|
628,781 |
|
Other long-term liabilities |
5,037 |
|
|
6,743 |
|
|
15,134 |
|
|
— |
|
|
26,914 |
|
Long-term deferred tax liability |
— |
|
|
51,747 |
|
|
(12,980 |
) |
|
— |
|
|
38,767 |
|
Intercompany payables |
227,504 |
|
|
291,783 |
|
|
422,645 |
|
|
(941,932 |
) |
|
— |
|
Contingencies |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Stockholders’ equity: |
|
|
|
|
|
|
|
|
|
Common stock |
20,075 |
|
|
18,049 |
|
|
43,003 |
|
|
(61,052 |
) |
|
20,075 |
|
Capital in excess of par value |
657,349 |
|
|
740,438 |
|
|
1,572,919 |
|
|
(2,313,357 |
) |
|
657,349 |
|
Retained earnings (accumulated deficit) |
(47,616 |
) |
|
(424,224 |
) |
|
208,790 |
|
|
215,434 |
|
|
(47,616 |
) |
Accumulated other comprehensive income |
— |
|
|
— |
|
|
1,888 |
|
|
— |
|
|
1,888 |
|
Total controlling interest stockholders’ equity |
629,808 |
|
|
334,263 |
|
|
1,826,600 |
|
|
(2,158,975 |
) |
|
631,696 |
|
Noncontrolling interest |
— |
|
|
— |
|
|
1,446 |
|
|
— |
|
|
1,446 |
|
Total Equity |
629,808 |
|
|
334,263 |
|
|
1,828,046 |
|
|
(2,158,975 |
) |
|
633,142 |
|
Total liabilities and stockholders’ equity |
$ |
1,591,398 |
|
|
$ |
777,807 |
|
|
$ |
2,520,822 |
|
|
$ |
(3,355,271 |
) |
|
$ |
1,534,756 |
|
PARKER DRILLING COMPANY AND SUBSIDIARIES
CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS
(Dollars in Thousands)
(Unaudited)
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Three months ended March 31, 2014 |
|
Parent |
|
Guarantor |
|
Non-Guarantor |
|
Eliminations |
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Consolidated |
|
|
|
|
|
|
|
|
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Total revenues |
$ |
— |
|
|
$ |
123,431 |
|
|
$ |
149,132 |
|
|
$ |
(43,338 |
) |
|
$ |
229,225 |
|
Operating expenses |
— |
|
|
76,548 |
|
|
132,815 |
|
|
(43,338 |
) |
|
166,025 |
|
Depreciation and amortization |
— |
|
|
20,168 |
|
|
14,169 |
|
|
— |
|
|
34,337 |
|
Total operating gross margin |
— |
|
|
26,715 |
|
|
2,148 |
|
|
— |
|
|
28,863 |
|
General and administration expense (1)
|
(70 |
) |
|
(8,464 |
) |
|
(430 |
) |
|
— |
|
|
(8,964 |
) |
Gain on disposition of assets, net |
(79 |
) |
|
(81 |
) |
|
31 |
|
|
— |
|
|
(129 |
) |
Total operating income (loss) |
(149 |
) |
|
18,170 |
|
|
1,749 |
|
|
— |
|
|
19,770 |
|
Other income and (expense): |
|
|
|
|
|
|
|
|
|
Interest expense |
(12,715 |
) |
|
(50 |
) |
|
(2,499 |
) |
|
3,225 |
|
|
(12,039 |
) |
Interest income |
439 |
|
|
176 |
|
|
2,642 |
|
|
(3,225 |
) |
|
32 |
|
Extinguishment of debt |
(29,673 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(29,673 |
) |
Other |
— |
|
|
128 |
|
|
767 |
|
|
— |
|
|
895 |
|
Equity in net earnings of subsidiaries |
10,489 |
|
|
— |
|
|
— |
|
|
(10,489 |
) |
|
— |
|
Total other income (expense) |
(31,460 |
) |
|
254 |
|
|
910 |
|
|
(10,489 |
) |
|
(40,785 |
) |
Income (benefit) before income taxes |
(31,609 |
) |
|
18,424 |
|
|
2,659 |
|
|
(10,489 |
) |
|
(21,015 |
) |
Total income tax expense (benefit) |
(19,060 |
) |
|
6,384 |
|
|
4,053 |
|
|
— |
|
|
(8,623 |
) |
Net income (loss) |
(12,549 |
) |
|
12,040 |
|
|
(1,394 |
) |
|
(10,489 |
) |
|
(12,392 |
) |
Less: Net income (loss) attributable to noncontrolling interest |
— |
|
|
— |
|
|
157 |
|
|
— |
|
|
157 |
|
Net income (loss) attributable to controlling interest |
$ |
(12,549 |
) |
|
$ |
12,040 |
|
|
$ |
(1,551 |
) |
|
$ |
(10,489 |
) |
|
$ |
(12,549 |
) |
(1) General and administration expenses for field operations are included in operating expenses.
PARKER DRILLING COMPANY AND SUBSIDIARIES
CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS
(Dollars in Thousands)
(Unaudited)
|
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|
|
|
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|
|
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|
|
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|
Three Months Ended March 31, 2013 |
|
Parent |
|
Guarantor |
|
Non-Guarantor |
|
Eliminations |
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
Total revenues |
$ |
— |
|
|
$ |
104,342 |
|
|
$ |
86,300 |
|
|
$ |
(23,507 |
) |
|
$ |
167,135 |
|
Operating expenses |
— |
|
|
58,578 |
|
|
81,675 |
|
|
(23,507 |
) |
|
116,746 |
|
Depreciation and amortization |
— |
|
|
18,659 |
|
|
10,853 |
|
|
— |
|
|
29,512 |
|
Total operating gross margin |
— |
|
|
27,105 |
|
|
(6,228 |
) |
|
— |
|
|
20,877 |
|
General and administration expense (1) |
(45 |
) |
|
(12,732 |
) |
|
(68 |
) |
|
— |
|
|
(12,845 |
) |
Gain on disposition of assets, net |
— |
|
|
1,108 |
|
|
40 |
|
|
— |
|
|
1,148 |
|
Total operating income (loss) |
(45 |
) |
|
15,481 |
|
|
(6,256 |
) |
|
— |
|
|
9,180 |
|
Other income and (expense): |
|
|
|
|
|
|
|
|
|
Interest expense |
(10,980 |
) |
|
(24 |
) |
|
(3,417 |
) |
|
4,415 |
|
|
(10,006 |
) |
Interest income |
1,569 |
|
|
190 |
|
|
2,715 |
|
|
(4,415 |
) |
|
59 |
|
Loss on extinguishment of debt |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Other |
37 |
|
|
101 |
|
|
(303 |
) |
|
— |
|
|
(165 |
) |
Equity in net earnings of subsidiaries |
179 |
|
|
— |
|
|
— |
|
|
(179 |
) |
|
— |
|
Total other income (expense) |
(9,195 |
) |
|
267 |
|
|
(1,005 |
) |
|
(179 |
) |
|
(10,112 |
) |
Income (loss) before income taxes |
(9,240 |
) |
|
15,748 |
|
|
(7,261 |
) |
|
(179 |
) |
|
(932 |
) |
Income tax expense (benefit) |
(9,832 |
) |
|
5,589 |
|
|
2,739 |
|
|
— |
|
|
(1,504 |
) |
Net income (loss) |
592 |
|
|
10,159 |
|
|
(10,000 |
) |
|
(179 |
) |
|
572 |
|
Less: Net income (loss) attributable to noncontrolling interest |
— |
|
|
— |
|
|
(20 |
) |
|
— |
|
|
(20 |
) |
Net income (loss) attributable to controlling interest |
$ |
592 |
|
|
$ |
10,159 |
|
|
$ |
(9,980 |
) |
|
$ |
(179 |
) |
|
$ |
592 |
|
(1) General and administration expenses for field operations are included in operating expenses.
PARKER DRILLING COMPANY AND SUBSIDIARIES
CONSOLIDATING CONDENSED STATEMENT OF COMPREHENSIVE INCOME (LOSS)
(Dollars in Thousands)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2014 |
|
Parent |
|
Guarantor |
|
Non-Guarantor |
|
Eliminations |
|
Consolidated |
Comprehensive income: |
|
|
|
|
|
|
|
|
|
Net income (loss) |
$ |
(12,549 |
) |
|
$ |
12,040 |
|
|
$ |
(1,394 |
) |
|
$ |
(10,489 |
) |
|
$ |
(12,392 |
) |
Other comprehensive loss, net of tax: |
|
|
|
|
|
|
|
|
|
Currency translation difference on related borrowings |
— |
|
|
— |
|
|
(804 |
) |
|
— |
|
|
(804 |
) |
Currency translation difference on foreign currency net investments |
|
|
|
|
699 |
|
|
|
|
699 |
|
Total other comprehensive loss, net of tax: |
— |
|
|
— |
|
|
(105 |
) |
|
— |
|
|
(105 |
) |
Comprehensive income (loss) |
(12,549 |
) |
|
12,040 |
|
|
(1,499 |
) |
|
(10,489 |
) |
|
(12,497 |
) |
Comprehensive (income) loss attributable to noncontrolling interest |
— |
|
|
— |
|
|
(154 |
) |
|
— |
|
|
(154 |
) |
Comprehensive income (loss) attributable to controlling interest |
$ |
(12,549 |
) |
|
$ |
12,040 |
|
|
$ |
(1,653 |
) |
|
$ |
(10,489 |
) |
|
$ |
(12,651 |
) |
PARKER DRILLING COMPANY AND SUBSIDIARIES
CONSOLIDATING CONDENSED STATEMENT OF COMPREHENSIVE INCOME (LOSS)
(Dollars in Thousands)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2013 |
|
Parent |
|
Guarantor |
|
Non-Guarantor |
|
Eliminations |
|
Consolidated |
Comprehensive income: |
|
|
|
|
|
|
|
|
|
Net income (loss) |
$ |
592 |
|
|
$ |
10,159 |
|
|
$ |
(10,000 |
) |
|
$ |
(179 |
) |
|
$ |
572 |
|
Other comprehensive loss, net of tax: |
|
|
|
|
|
|
|
|
|
Currency translation difference on related borrowings |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Currency translation difference on foreign currency net investments |
|
|
|
|
— |
|
|
|
|
— |
|
Total other comprehensive loss, net of tax: |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Comprehensive income (loss) |
592 |
|
|
10,159 |
|
|
(10,000 |
) |
|
(179 |
) |
|
572 |
|
Comprehensive (income) loss attributable to noncontrolling interest |
— |
|
|
— |
|
|
20 |
|
|
— |
|
|
20 |
|
Comprehensive income (loss) attributable to controlling interest |
$ |
592 |
|
|
$ |
10,159 |
|
|
$ |
(9,980 |
) |
|
$ |
(179 |
) |
|
$ |
592 |
|
PARKER DRILLING COMPANY AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2014 |
|
Parent |
|
Guarantor |
|
Non-Guarantor |
|
Eliminations |
|
Consolidated |
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
Net income (loss) |
$ |
(12,549 |
) |
|
$ |
12,040 |
|
|
$ |
(1,394 |
) |
|
$ |
(10,489 |
) |
|
$ |
(12,392 |
) |
Adjustments to reconcile net income (loss): |
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
— |
|
|
20,168 |
|
|
14,169 |
|
|
— |
|
|
34,337 |
|
Loss on extinguishment of debt |
29,673 |
|
|
— |
|
|
— |
|
|
— |
|
|
29,673 |
|
Gain on disposition of assets |
79 |
|
|
81 |
|
|
(31 |
) |
|
— |
|
|
129 |
|
Deferred income tax expense |
(17,472 |
) |
|
3,891 |
|
|
1,289 |
|
|
— |
|
|
(12,292 |
) |
Expenses not requiring cash |
4,180 |
|
|
129 |
|
|
2,535 |
|
|
— |
|
|
6,844 |
|
Equity in net earnings of subsidiaries |
(10,489 |
) |
|
— |
|
|
— |
|
|
10,489 |
|
|
— |
|
Change in accounts receivable |
11 |
|
|
(18,803 |
) |
|
12,566 |
|
|
— |
|
|
(6,226 |
) |
Change in accrued income taxes |
(4,420 |
) |
|
7,206 |
|
|
(2,636 |
) |
|
— |
|
|
150 |
|
Change in other assets |
12,746 |
|
|
(14,180 |
) |
|
1,040 |
|
|
— |
|
|
(394 |
) |
Change in liabilities |
(8,476 |
) |
|
(34 |
) |
|
305 |
|
|
— |
|
|
(8,205 |
) |
Net cash provided by (used in) operating activities |
(6,717 |
) |
|
10,498 |
|
|
27,843 |
|
|
— |
|
|
31,624 |
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
Capital expenditures |
— |
|
|
(25,523 |
) |
|
(11,922 |
) |
|
— |
|
|
(37,445 |
) |
Proceeds from the sale of assets |
— |
|
|
472 |
|
|
1,154 |
|
|
— |
|
|
1,626 |
|
Net cash (used in) investing activities |
— |
|
|
(25,051 |
) |
|
(10,768 |
) |
|
— |
|
|
(35,819 |
) |
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Proceeds from debt issuance |
400,000 |
|
|
— |
|
|
— |
|
|
— |
|
|
400,000 |
|
Repayments of long term debt |
(416,199 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(416,199 |
) |
Paydown on term note |
(2,500 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(2,500 |
) |
Payment of debt issuance costs |
(7,273 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(7,273 |
) |
Payment of debt extinguishment costs |
(25,796 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(25,796 |
) |
Excess tax benefit from stock-based compensation |
335 |
|
|
— |
|
|
— |
|
|
— |
|
|
335 |
|
Intercompany advances, net |
102 |
|
|
22,159 |
|
|
(22,261 |
) |
|
— |
|
|
— |
|
Net cash provided by (used in) financing activities |
(51,331 |
) |
|
22,159 |
|
|
(22,261 |
) |
|
— |
|
|
(51,433 |
) |
|
|
|
|
|
|
|
|
|
|
Net change in cash and cash equivalents |
(58,048 |
) |
|
7,606 |
|
|
(5,186 |
) |
|
— |
|
|
(55,628 |
) |
Cash and cash equivalents at beginning of year |
88,697 |
|
|
8,310 |
|
|
51,682 |
|
|
— |
|
|
148,689 |
|
Cash and cash equivalents at end of year |
$ |
30,649 |
|
|
$ |
15,916 |
|
|
$ |
46,496 |
|
|
$ |
— |
|
|
$ |
93,061 |
|
PARKER DRILLING COMPANY AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2013 |
|
Parent |
|
Guarantor |
|
Non-Guarantor |
|
Eliminations |
|
Consolidated |
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
Net income (loss) |
$ |
592 |
|
|
$ |
10,159 |
|
|
$ |
(10,000 |
) |
|
$ |
(179 |
) |
|
$ |
572 |
|
Adjustments to reconcile net income (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
— |
|
|
18,659 |
|
|
10,853 |
|
|
— |
|
|
29,512 |
|
Gain on disposition of assets |
— |
|
|
(1,108 |
) |
|
(40 |
) |
|
— |
|
|
(1,148 |
) |
Deferred income tax expense |
(8,310 |
) |
|
2,936 |
|
|
3,767 |
|
|
— |
|
|
(1,607 |
) |
Expenses not requiring cash |
2,951 |
|
|
5,875 |
|
|
(1,647 |
) |
|
— |
|
|
7,179 |
|
Equity in net earnings of subsidiaries |
(179 |
) |
|
— |
|
|
— |
|
|
179 |
|
|
— |
|
Change in accounts receivable |
(25 |
) |
|
(14,540 |
) |
|
(3,992 |
) |
|
— |
|
|
(18,557 |
) |
Change in other assets |
(3,051 |
) |
|
(3,030 |
) |
|
(1,937 |
) |
|
— |
|
|
(8,018 |
) |
Change in accrued income taxes |
(630 |
) |
|
1,141 |
|
|
1,049 |
|
|
— |
|
|
1,560 |
|
Change in liabilities |
10,412 |
|
|
3,784 |
|
|
3,551 |
|
|
— |
|
|
17,747 |
|
Net cash provided by operating activities |
1,760 |
|
|
23,876 |
|
|
1,604 |
|
|
— |
|
|
27,240 |
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
Capital expenditures |
— |
|
|
(21,998 |
) |
|
(8,025 |
) |
|
— |
|
|
(30,023 |
) |
Proceeds from the sale of assets |
— |
|
|
1,504 |
|
|
46 |
|
|
— |
|
|
1,550 |
|
Net cash (used in) investing activities |
— |
|
|
(20,494 |
) |
|
(7,979 |
) |
|
— |
|
|
(28,473 |
) |
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Paydown on term note |
(2,500 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(2,500 |
) |
Payment of debt issuance costs |
(307 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(307 |
) |
Excess tax benefit from stock-based compensation |
(159 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(159 |
) |
Intercompany advances, net |
2,447 |
|
|
(8,484 |
) |
|
6,037 |
|
|
— |
|
|
— |
|
Net cash provided by (used in) financing activities |
(519 |
) |
|
(8,484 |
) |
|
6,037 |
|
|
— |
|
|
(2,966 |
) |
|
|
|
|
|
|
|
|
|
|
Net change in cash and cash equivalents |
1,241 |
|
|
(5,102 |
) |
|
(338 |
) |
|
— |
|
|
(4,199 |
) |
Cash and cash equivalents at beginning of year |
42,251 |
|
|
11,023 |
|
|
34,612 |
|
|
— |
|
|
87,886 |
|
Cash and cash equivalents at end of year |
$ |
43,492 |
|
|
$ |
5,921 |
|
|
$ |
34,274 |
|
|
$ |
— |
|
|
$ |
83,687 |
|
|