Basis of Presentation and Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 |
Accounting Policies [Abstract] | |
Basis of Consolidation | Basis of Consolidation: The accompanying interim consolidated financial information as of June 30, 2019 and for the three and six months ended June 30, 2019 and 2018 has been prepared without audit, pursuant to the rules and regulations of the SEC, and includes our accounts and those of our majority owned subsidiaries. All significant intercompany transactions and accounts have been eliminated. They reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the financial position and results of operations for the interim periods, on a basis consistent with the annual audited financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to the rules and regulations of the SEC, although we believe that the disclosures made are adequate to provide for fair presentation. The balance sheet at December 31, 2018 is derived from our December 31, 2018 audited financial statements. These interim financial statements should be read in conjunction with the financial statements and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2018. The results of operations for the interim periods are not necessarily indicative of the operating results for the full fiscal year or any future periods. Certain previously reported amounts have been reclassified to conform to the current period presentation. In addition to the consolidation of our majority owned subsidiaries, we also consolidate variable interest entities (“VIEs”) when we are determined to be the primary beneficiary of a VIE. Determination of the primary beneficiary of a VIE is based on whether an entity has (1) the power to direct activities that most significantly impact the economic performance of the VIE and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. Our determination of the primary beneficiary of a VIE considers all relationships between us and the VIE. ADVantage is a joint venture company formed to operate deepwater drilling rigs in Egypt. We determined that ADVantage met the criteria of a variable interest entity for accounting purposes because its equity at risk was insufficient to permit it to carry on its activities without additional subordinated financial support from us. We also determined that we are the primary beneficiary for accounting purposes since we have the (a) power to direct the operating activities, which are the activities that most significantly impact the entity’s economic performance, and (b) obligation to absorb losses or the right to receive a majority of the benefits that could be potentially significant to the variable interest entity. As a result, we consolidate ADVantage in our consolidated financial statements, we eliminate intercompany transactions and we present the interests that are not owned by us as noncontrolling interest in our consolidated balance sheet. The carrying amount associated with ADVantage, after eliminating the effect of intercompany transactions was as follows: June 30, 2019 December 31, 2018 (unaudited, in thousands) Assets $ 6,148 $ — Liabilities 4,316 — Net carrying amount $ 1,832 $ — |
Cash and Cash Equivalents | Cash and Cash Equivalents: Includes deposits with financial institutions as well as short-term money market instruments with maturities of three months or less when purchased. |
Inventory | Inventory: Consists of materials, spare parts, consumables and related supplies for our drilling rigs. |
Property and Equipment | Property and Equipment: Consists of our drilling rigs, furniture and fixtures, computer equipment and capitalized costs for computer software. Drilling rigs are depreciated on a component basis over estimated initial useful lives ranging from five to thirty-five years on a straight-line basis as of the date placed in service. Other assets are depreciated upon placement in service over estimated initial useful lives ranging from three to seven years on a straight-line basis. When assets are sold, retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the balance sheet and the resulting gain or loss is included in operating costs or general and administrative expenses, depending on the nature of the asset. In each of the three and six months ended June 30, 2019, we recognized a net loss of approximately $0.1 million related to the sale or retirement of assets. For the three and six months ended June 30, 2018, we recognized a net loss of approximately $0.2 million and a net gain of approximately $2.5 million, respectively, related to the sale or retirement of assets. We evaluate the realization of property and equipment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment loss on our property and equipment exists when estimated undiscounted cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. Any impairment loss recognized would be computed as the excess of the asset’s carrying value over the estimated fair value. Estimates of future cash flows require us to make long-term forecasts of our future revenues and operating costs with regard to the assets subject to review. Our business, including the utilization rates and dayrates we receive for our drilling rigs, depends on the level of our customers’ expenditures for oil and natural gas exploration, development and production expenditures. Oil and natural gas prices and customers’ expectations of potential changes in these prices, the general outlook for worldwide economic growth, political and social stability in the major oil and natural gas producing basins of the world, availability of credit and changes in governmental laws and regulations, among many other factors, significantly affect our customers’ levels of expenditures. Sustained declines in or persistent depressed levels of oil and natural gas prices, worldwide rig counts and utilization, reduced access to credit markets, reduced or depressed sale prices of comparably equipped jackups and drillships and any other significant adverse economic news could require us to evaluate the realization of our drilling rigs. In connection with our adoption of fresh-start accounting upon our emergence from bankruptcy on February 10, 2016 (the “Effective Date”), an adjustment of $2.0 billion was recorded to decrease the net book value of our drilling rigs to estimated fair value. The projections and assumptions used in that valuation have not changed significantly as of June 30, 2019; accordingly, no triggering event has occurred to indicate that the current carrying value of our drilling rigs may not be recoverable. Interest costs and the amortization of debt financing costs related to the financings of our drilling rigs are capitalized as part of the cost while they are under construction and prior to the commencement of each vessel’s first contract. We did not capitalize any interest for the reported periods. |
Intangible Assets | Intangible Assets: In April 2017, pursuant to a purchase and sale agreement with a third party, we completed the purchase of the , a class 154-44C jackup rig, and a related multi-year drilling contract for $13.0 million. In connection with our acquisition, the Company recorded an identifiable intangible asset of $12.6 million for the fair value of the acquired favorable drilling contract. The resulting intangible asset was amortized on a straight-line basis over the two-year term of the drilling contract, which ended in April 2019. We recognized approximately $86,000 and $1.6 million of amortization expense for intangible assets for the three and six months ended June 30, 2019, respectively, and approximately $1.6 million and $3.2 million for the three and six months ended June 30, 2018, respectively |
Debt Financing Costs | Debt Financing Costs: Costs incurred with debt financings are deferred and amortized over the term of the related financing facility on a straight-line basis which approximates the interest method. Debt issuance costs related to a recognized debt liability are presented in the consolidated balance sheet as a direct deduction from the carrying amount of that debt liability. |
Rig and Equipment Certifications | Rig and Equipment Certifications: We are required to obtain regulatory certifications to operate our drilling rigs and certain specified equipment and must maintain such certifications through periodic inspections and surveys. The costs associated with these certifications, including drydock costs, are deferred and amortized over the corresponding certification periods. |
Income Taxes | Income Taxes: Income taxes are provided for based upon the tax laws and rates in effect in the countries in which operations are conducted and income is earned. Deferred income tax assets and liabilities are computed for differences between the financial statement basis and tax basis of assets and liabilities that will result in future taxable or tax deductible amounts and are based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred income tax assets to the amount expected to be realized. We recognize interest and penalties related to income taxes as a component of income tax expense. |
Concentrations of Credit Risk | Concentrations of Credit Risk: Financial instruments that potentially subject us to a significant concentration of credit risk consist primarily of cash and cash equivalents, restricted cash and accounts receivable. We maintain deposits in federally insured financial institutions in excess of federally insured limits. We monitor the credit ratings and our concentration of risk with these financial institutions on a continuing basis to safeguard our cash deposits. We have a limited number of key customers, who are primarily large international oil and gas operators, national oil companies and other international oil and gas companies. Our contracts provide for monthly billings as services are performed and we monitor compliance with contract payment terms on an ongoing basis. Payment terms on customer invoices typically range from 30 to 45 days. Outstanding receivables beyond payment terms are promptly investigated and discussed with the specific customer. We do not have an allowance for doubtful accounts on our trade receivables as of June 30, 2019 and December 31, 2018. |
Use of Estimates | Use of Estimates: The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, we evaluate our estimates, including those related to property and equipment, income taxes, insurance, employee benefits and contingent liabilities. Actual results could differ from these estimates. |
Earnings (Loss) per Share | Earnings (loss) per Share: We compute basic and diluted earnings per share (“EPS”) in accordance with the two-class method. We include restricted stock units granted to employees that contain non-forfeitable rights to dividends as such grants are considered participating securities. Basic earnings (loss) per share are based on the weighted average number of ordinary shares outstanding during the applicable period. Diluted EPS are computed based on the weighted average number of ordinary shares and ordinary share equivalents outstanding in the applicable period, as if all potentially dilutive securities were converted into ordinary shares (using the treasury stock method). The following is a reconciliation of the number of shares used for the basic and diluted EPS computations: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (In thousands) Weighted average ordinary shares outstanding for basic EPS 5,051 5,000 5,045 5,000 Restricted share equity awards 5 — 10 — Adjusted weighted average ordinary shares outstanding for diluted EPS 5,055 5,000 5,055 5,000 The following is a detail of the number of shares excluded from diluted EPS computations: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (In thousands) Convertible notes 8,075 7,995 8,075 7,995 Restricted share equity awards — 32 — 29 Future potentially dilutive ordinary shares excluded from diluted EPS 8,075 8,027 8,075 8,024 The ordinary shares issuable upon the conversion of the Company’s 1%/12% Step-Up Senior Secured Third Lien Convertible Notes due 2030 (the “Convertible Notes”), if converted, are excluded as the effect of including convertible debt and the related adjustments to income under the “if-converted” method of computing diluted earnings per share is anti-dilutive for the applicable periods. |
Functional Currency | Functional Currency: We consider the U.S. dollar to be the functional currency for all of our operations since the majority of our revenues and expenditures are denominated in U.S. dollars, which limits our exposure to currency exchange rate fluctuations. We recognize currency exchange rate gains and losses in other, net. For the three and six months ended June 30, 2019, we recognized a net loss of approximately $0.1 million and a net gain of approximately $0.1 million, respectively, related to currency exchange rates. For the three and six months ended June 30, 2018, we recognized net losses of approximately $0.5 million and $1.1 million, respectively, related to currency exchange rates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments: The fair value of our short-term financial assets and liabilities approximates the carrying amounts represented in the balance sheet principally due to the short-term nature or floating rate nature of these instruments. At June 30, 2019, the fair value of the 9.25% First Lien Notes and the Convertible Notes was approximately $362.3 million and $702.7 million, respectively, based on quoted market prices in a less active market, a Level 2 measurement. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards: We adopted ASU No. 2016-02, Leases (ASC 842) ASU No. 2018-11, "Leases - Targeted Improvements." Leases. n addition, we elected certain practical expedients which permit us to not reassess whether existing contracts are or contain leases, to not reassess the lease classification of any existing leases, to not reassess initial direct costs for any existing leases, and to not separate lease and non-lease components for all classes of underlying assets. As a lessee, we also made an accounting policy election to keep leases with an initial term of 12 months or less off of the balance sheet for all classes of underlying assets. Adoption of the new standard resulted in an increase in the Company’s assets and liabilities of approximately $9.2 million as of January 1, 2019. Our drilling contracts contain a lease component related to the underlying drilling equipment, in addition to the service component provided by our crews and our expertise to operate such drilling equipment. As outlined in ASU 2018-11, we have determined that the non-lease service component of our drilling contracts is the predominant element of the combined component and continue to account for the combined components as a single performance obligation under Topic 606, Revenue from Contracts with Customers. The bareboat charter contract on the recently acquired Soehanah |
Recently Issued Accounting Standards | Recently Issued Accounting Standards: In August 2018, the Financial Accounting Standards Board ("FASB") issued ASU No. 2018-15, "Intangibles - Goodwill and Other - Internal-Use Software. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses.” |
Revenue from Contracts with Customers | Revenue from Contracts with Customers The activities that primarily drive the revenue earned in our drilling contracts with customers include (i) providing our drilling rig, work crews, related equipment and services necessary to operate the rig, (ii) delivering the drilling rig by mobilizing to and demobilizing from the drill site, and (iii) performing pre-operating activities, including rig preparation activities and/or equipment modifications required for the contract. The integrated drilling services that we perform under each drilling contract represent a single performance obligation satisfied over time and comprised of a series of distinct time increments, or service periods. Dayrate Drilling Revenue. Our drilling contracts generally provide for payment on a dayrate basis, with higher rates for periods when the drilling unit is operating and lower rates or zero rates for periods when drilling operations are interrupted or restricted. The dayrate billed to the customer is determined based on varying rates applicable to the specific activities performed on an hourly basis. Such dayrate consideration is allocated to the distinct hourly increment it relates to within the contract term and therefore, recognized as we perform the daily drilling services. Mobilization/Demobilization Revenue. In connection with certain contracts, we receive lump-sum fees or similar compensation for the mobilization of equipment and personnel prior to the commencement of drilling services or the demobilization of equipment and personnel upon contract completion. These activities are not considered to be distinct within the context of the contract and therefore, the associated revenue is allocated to the overall single performance obligation. Mobilization fees received prior to commencement of drilling operations are recorded as a contract liability and amortized on a straight ‑ Capital Upgrade/Contract Preparation Revenue. In connection with certain contracts, we receive lump-sum fees or similar compensation for requested capital upgrades to our drilling rigs or for other contract preparation work. These activities are not considered to be distinct within the context of the contract and therefore, fees received are recorded as a contract liability and amortized to contract drilling revenues on a straight-line basis over the initial contract term. Contract Termination Revenue. On June 20, 2019, VDEEP and VDDI entered into the Agreement with the Petrobras Parties relating to the Award issued in favor of VDEEP and VDDI. The Agreement considered the Award amount together with interest calculated through May 22, 2019 and reduced that amount by 4.5%. Pursuant to the Agreement, PVIS agreed to pay VDEEP $690,810,875 and PAI agreed to pay VDDI $10,128,565, in full satisfaction and payment of the Award and the Judgment. Neither party released any of its claims, except for certain claims in respect of certain pre-judgement attachments made by VDEEP and VDDI on certain assets of PVIS and Petrobras in the Netherlands. VDEEP and VDDI received the Payments in full on June 21, 2019. The Petrobras Parties subsequently filed a notice of appeal with the U.S. Court of Appeals for the Fifth Circuit seeking a reversal of the Judgment, which confirmed the Award and denied their motion for vacatur. We believe there is no basis for reversal and intend to vigorously contest the appeal. For the three and six months ended June 30, 2019, we recognized approximately $594.0 million in “Contract termination revenue” and $106.9 million in “Interest income” associated with the Payments. Revenues Related to Reimbursable Expenses . We generally receive reimbursements from our customers for the purchase of supplies, equipment, personnel services and other services provided at their request in accordance with a drilling contract or other agreement. We are generally considered a principal in such transactions and therefore, recognize reimbursable revenues and the corresponding costs as we provide the customer ‑ requested goods and services. We have elected to exclude from the transaction price measurement all taxes assessed by a governmental authority. Disaggregation of Revenue The following tables present our revenue disaggregated by revenue source for the periods indicated: Three Months Ended June 30, 2019 Three Months Ended June 30, 2018 Jackups Deepwater Management Consolidated Jackups Deepwater Management Consolidated (unaudited, in thousands) Dayrate revenue $ 20,749 $ 13,724 $ 100 $ 34,573 $ 19,750 $ 34,578 $ 304 $ 54,632 Contract termination revenue — 594,029 — 594,029 — — — — Charter lease revenue 972 — — 972 — — — — Amortized revenue 710 582 — 1,292 273 582 — 855 Reimbursable revenue 2,239 2,948 330 5,517 2,074 1,735 1,165 4,974 Total revenue $ 24,670 $ 611,283 $ 430 $ 636,383 $ 22,097 $ 36,895 $ 1,469 $ 60,461 Six Months Ended June 30, 2019 Six Months Ended June 30, 2018 Jackups Deepwater Management Consolidated Jackups Deepwater Management Consolidated (unaudited, in thousands) Dayrate revenue $ 41,117 $ 22,502 $ 401 $ 64,020 $ 39,699 $ 65,648 $ 605 $ 105,952 Contract termination revenue — 594,029 — 594,029 — — — — Charter lease revenue 1,885 — — 1,885 — — — — Amortized revenue 969 1,157 — 2,126 274 1,157 — 1,431 Reimbursable revenue 4,458 2,909 1,511 8,878 5,201 3,312 2,228 10,741 Total revenue $ 48,429 $ 620,597 $ 1,912 $ 670,938 $ 45,174 $ 70,117 $ 2,833 $ 118,124 Accounts Receivable, Contract Liabilities and Contract Costs Accounts receivable are recognized when the right to consideration becomes unconditional based upon contractual billing schedules. Payment terms on customer invoices typically range from 30 to 45 days. We recognize contract liabilities, recorded in other “Accrued liabilities” and “Long-term liabilities”, for prepayments received from customers and for deferred revenue received for mobilization, contract preparation and capital upgrades. Certain direct and incremental costs incurred for contract preparation, initial mobilization and modifications of contracted rigs represent contract fulfillment costs as they relate directly to a contract, enhance resources that will be used to satisfy our performance obligations in the future and are expected to be recovered. These costs are deferred as a current or noncurrent asset depending on the length of the initial contract term and are amortized on a straight-line basis to operating costs as services are rendered over the initial term of the related drilling contract. Costs incurred for capital upgrades are capitalized and depreciated over the useful life of the asset. Costs incurred for the demobilization of rigs at contract completion are recognized as incurred during the demobilization process. Costs incurred to mobilize a rig without a contract are expensed as incurred. The following table provides information about contract cost assets and contract revenue liabilities from contracts with customers: June 30, 2019 December 31, 2018 (unaudited, in thousands) Current contract cost assets $ 249 $ 774 Noncurrent contract cost assets 2,669 3,999 Current contract revenue liabilities 1,463 2,309 Noncurrent contract revenue liabilities 3,267 4,424 Significant changes in contract cost assets and contract revenue liabilities during the three months ended June 30, 2019 are as follows: Contract Costs Contract Revenues (unaudited, in thousands) Balance as of December 31, 2018 $ 4,773 $ 6,733 Increase (decrease) due to contractual changes 386 856 Decrease due to recognition of revenue (2,241 ) (2,859 ) Balance as of June 30, 2019 (1) $ 2,918 $ 4,730 (1) We expect to recognize contract revenues of approximately $2.6 million during the remaining six months of 2019 and $2.1 million thereafter related to unsatisfied performance obligations existing as of June 30, 2019. We have elected to utilize an optional exemption that permits us to exclude disclosure of the estimated transaction price related to the variable portion of unsatisfied performance obligations at the end of the reporting period, as our transaction price is based on a single performance obligation consisting of a series of distinct hourly increments, the variability of which will be resolved at the time of the future services. |
Leases | Leases We have operating leases expiring at various dates, principally for office space, onshore storage yards and certain operating equipment. Additionally, we sublease certain office space to third parties. We determine if an arrangement is a lease at inception. Operating leases with an initial term greater than 12 months are included in operating lease right-of-use (“ROU”) assets, accrued liabilities, and other long-term liabilities on our consolidated balance sheet. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future lease payments over the lease term at commencement date. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The operating lease ROU asset also includes any lease payments made prior to or at the commencement date and is reduced by lease incentives received and initial direct costs incurred. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense is recognized on a straight-line basis over the lease term. We have lease agreements with lease and non-lease components, which are generally not accounted for separately. |