Supplemental Condensed Consolidating Financial Information | 11. Supplemental Condensed Consolidating Financial Information The 7.125% Senior Notes and 7.5% Senior Notes were issued under separate indentures and are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by us and certain of our 100% owned subsidiaries (the “Subsidiary Guarantors”). A guarantor can be released from its obligations under certain customary circumstances contained in the indentures, loan agreements and credit agreement governing the terms of the indebtedness, including when the guarantor sells or otherwise disposes of all, or substantially all, of its assets, all of the capital stock of a guarantor is sold or otherwise disposed of to an unrelated party, the guarantor is declared “unrestricted” for covenant purposes, or the requirements for legal defeasance or covenant defeasance to discharge the indenture have been satisfied. Our other subsidiaries have not guaranteed or pledged assets to secure the 7.125% Senior Notes or the 7.5% Senior Notes (collectively, the “Non-Guarantor Subsidiaries”). The following tables present the condensed consolidating financial information as of June 30, 2015 and 2014 and for the three and six months ended June 30, 2015 and 2014 of (i) Vantage Drilling Company (the “Parent”), (ii) OGIL (the subsidiary issuer), (iii) the Subsidiary Guarantors on a combined basis, (iv) the Non-Guarantor Subsidiaries on a combined basis and (v) consolidating and elimination entries representing adjustments to eliminate (a) investments in our subsidiaries and (b) intercompany transactions. The financial information reflects all adjustments which are, in management’s opinion, necessary for a fair presentation of the financial position as of June 30, 2015 and 2014 and results of operations for the three and six months ended June 30, 2015 and 2014, respectively. Condensed Consolidating Balance Sheet (in thousands) As of June 30, 2015 Parent OGIL Subsidiary Guarantors Non-Guarantor Subsidiaries Eliminations Consolidated Cash and cash equivalents $ 1,445 $ 191 $ 27,205 $ 1,715 $ — $ 30,556 Other current assets 488 119 218,653 9,897 — 229,157 Intercompany receivable 224,376 - — — (224,376 ) — Total current assets 226,309 310 245,858 11,612 (224,376 ) 259,713 Property and equipment, net — 1,780 2,936,718 145,930 — 3,084,428 Investment in and advances to subsidiaries 506,124 2,039,986 1,052,954 2,174 (3,601,238 ) — Investment in joint venture — — — 1,106 — 1,106 Other assets 6,310 34,947 22,684 4,662 — 68,603 Total assets $ 738,743 $ 2,077,023 $ 4,258,214 $ 165,484 $ (3,825,614 ) $ 3,413,850 Accounts payable and accrued liabilities $ 22,985 $ 26,747 $ 73,517 $ 20,379 $ — $ 143,628 Current maturities of long-term debt 11,814 53,500 — — — 65,314 Intercompany payable — 65,556 52,210 106,610 (224,376 ) — Total current liabilities 34,799 145,803 125,727 126,989 (224,376 ) 208,942 Long-term debt 98,680 2,432,323 — — — 2,531,003 Other long term liabilities — — 60,648 8,715 — 69,363 Shareholders’ equity (deficit) 605,264 (501,103 ) 4,071,839 29,780 (3,601,238 ) 604,542 Total liabilities and shareholders’ equity $ 738,743 $ 2,077,023 $ 4,258,214 $ 165,484 $ (3,825,614 ) $ 3,413,850 Condensed Consolidating Statement of Operations (in thousands) Three Months Ended June 30, 2015 Parent OGIL Subsidiary Guarantors Non-Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ — $ 208,132 $ 4,129 $ — $ 212,261 Operating costs and expenses 3,007 299 128,301 3,489 — 135,096 Income (loss) from operations (3,007 ) (299 ) 79,831 640 — 77,165 Income (loss) from equity method investees 25,807 70,676 — — (96,483 ) — Other, net 2,886 (45,910 ) 1,729 237 — (41,058 ) Income (loss) before income taxes 25,686 24,467 81,560 877 (96,483 ) 36,107 Income tax provision — — 11,539 (396 ) — 11,143 Net income (loss) $ 25,686 $ 24,467 $ 70,021 $ 1,273 $ (96,483 ) $ 24,964 Condensed Consolidating Statement of Operations (in thousands) Six Months Ended June 30, 2015 Parent OGIL Subsidiary Guarantors Non-Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ — $ 421,279 $ 8,631 $ — $ 429,910 Operating costs and expenses 7,542 580 256,690 6,880 — 271,692 Income (loss) from operations (7,542 ) (580 ) 164,589 1,751 — 158,218 Income (loss) from equity method investees 46,425 128,203 — — (174,628 ) — Other, net 8,233 (81,204 ) 1,779 (146 ) — (71,338 ) Income (loss) before income taxes 47,116 46,419 166,368 1,605 (174,628 ) 86,880 Income tax provision — — 38,631 1,855 — 40,486 Net income (loss) $ 47,116 $ 46,419 $ 127,737 $ (250 ) $ (174,628 ) $ 46,394 Condensed Consolidating Statement of Cash Flows (in thousands) Six Months Ended June 30, 2015 Parent OGIL Subsidiary Guarantors Non-Guarantor Subsidiaries Consolidated Cash flows from operating activities Net cash provided by (used in) operating activities $ (19,582 ) $ (88,897 ) $ 190,014 $ 3,511 $ 85,046 Cash flows from investing activities Additions to property and equipment — (227 ) (5,160 ) (21,491 ) (26,878 ) Net cash provided by (used in) investing activities — (227 ) (5,160 ) (21,491 ) (26,878 ) Cash flows from financing activities Repayment of debt (55,819 ) (54,605 ) — — (110,424 ) Advances (to) from affiliates 71,115 141,440 (218,071 ) 5,516 — Net cash provided by (used in) financing activities 15,296 86,835 (218,071 ) 5,516 (110,424 ) Net increase (decrease) in cash and cash equivalents (4,286 ) (2,289 ) (33,217 ) (12,464 ) (52,256 ) Cash and cash equivalents—beginning of period 5,731 2,480 60,422 14,179 82,812 Cash and cash equivalents—end of period $ 1,445 $ 191 $ 27,205 $ 1,715 $ 30,556 Condensed Consolidating Balance Sheet (in thousands) As of December 31, 2014 Parent OGIL Subsidiary Guarantors Non-Guarantor Subsidiaries Eliminations Consolidated Cash and cash equivalents $ 5,731 $ 2,480 $ 60,422 $ 14,179 $ — $ 82,812 Other current assets 597 101 236,013 11,227 — 247,938 Intercompany receivable 288,256 682,665 — — (970,921 ) — Total current assets 294,584 685,246 296,435 25,406 (970,921 ) 330,750 Property and equipment, net — 1,694 2,991,530 124,668 — 3,117,892 Investment in and advances to subsidiaries 460,197 1,433,239 1,053,496 2,104 (2,949,036 ) — Investment in joint venture — — — 1,318 — 1,318 Other assets 8,671 39,750 26,793 4,683 — 79,897 Total assets $ 763,452 $ 2,159,929 $ 4,368,254 $ 158,179 $ (3,919,957 ) $ 3,529,857 Accounts payable and accrued liabilities $ 30,201 $ 28,646 $ 79,549 $ 22,280 $ — $ 160,676 Current maturities of long-term debt 41,878 53,500 — — — 95,378 Intercompany payable — — 873,531 97,390 (970,921 ) — Total current liabilities 72,079 82,146 953,080 119,670 (970,921 ) 256,054 Long-term debt 135,699 2,497,103 — — — 2,632,802 Other long term liabilities — — 76,720 8,607 — 85,327 Shareholders’ equity (deficit) 555,674 (419,320 ) 3,338,454 29,902 (2,949,036 ) 555,674 Total liabilities and shareholders’ equity $ 763,452 $ 2,159,929 $ 4,368,254 $ 158,179 $ (3,919,957 ) $ 3,529,857 Condensed Consolidating Statement of Operations (in thousands) Three Months Ended June 30, 2014 Parent OGIL Subsidiary Guarantors Non-Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ — $ 207,068 $ 12,650 $ — $ 219,718 Operating costs and expenses 4,255 41 122,356 11,346 — 137,998 Income (loss) from operations (4,255 ) (41 ) 84,712 1,304 — 81,720 Income (loss) from equity method investees 19,006 69,712 — — (88,718 ) — Other income (expense) (4,573 ) (51,117 ) (294 ) (237 ) — (56,221 ) Income (loss) before income taxes 10,178 18,554 84,418 1,067 (88,718 ) 25,499 Income tax provision — — 14,514 807 — 15,321 Net income (loss) $ 10,178 $ 18,554 $ 69,904 $ 260 $ (88,718 ) $ 10,178 Condensed Consolidating Statement of Operations (in thousands) Six Months Ended June 30, 2014 Parent Issuer Subsidiary Guarantors Non-Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ — $ 427,783 $ 24,400 $ — $ 452,183 Operating costs and expenses 7,538 55 250,536 21,331 — 279,460 Income (loss) from operations (7,538 ) (55 ) 177,247 3,069 — 172,723 Income (loss) from equity method investees 51,709 151,186 — — (202,895 ) — Other income (expense) (9,169 ) (101,112 ) 289 (30 ) — (110,022 ) Income (loss) before income taxes 35,002 50,019 177,536 3,039 (202,895 ) 62,701 Income tax provision — — 26,237 1,462 — 27,699 Net income (loss) $ 35,002 $ 50,019 $ 151,299 $ 1,577 $ (202,895 ) $ 35,002 Condensed Consolidating Statement of Cash Flows (in thousands) Six Months Ended June 30, 2014 Parent OGIL Subsidiary Guarantors Non-Guarantor Subsidiaries Consolidated Cash flows from operating activities Net cash provided by (used in) operating activities $ (18,789 ) $ (91,262 ) $ 243,655 $ 6,209 $ 139,813 Cash flows from investing activities Additions to property and equipment — (217 ) (3,571 ) (15,474 ) (19,262 ) Net cash provided by (used in) investing activities — (217 ) (3,571 ) (15,474 ) (19,262 ) Cash flows from financing activities Repayment of debt — (86,261 ) — — (86,261 ) Advances (to) from affiliates 17,882 173,597 (205,045 ) 13,566 — Net cash provided by (used in) financing activities 17,882 87,336 (205,045 ) 13,566 (86,261 ) Net increase (decrease) in cash and cash equivalents (907 ) (4,143 ) 35,039 4,301 34,290 Cash and cash equivalents—beginning of period 3,489 5,467 37,489 8,241 54,686 Cash and cash equivalents—end of period $ 2,582 $ 1,324 $ 72,528 $ 12,542 $ 88,976 |