Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2017 | Nov. 10, 2017 | Mar. 31, 2017 | |
Document and Entity Information | |||
Entity Registrant Name | Helmerich & Payne, Inc. | ||
Entity Central Index Key | 46,765 | ||
Document Type | 10-K | ||
Document Period End Date | Sep. 30, 2017 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 7,030 | ||
Entity Common Stock, Shares Outstanding | 108,605,547 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Operating revenues: | |||
Drilling - U.S. Land | $ 1,439,523 | $ 1,242,462 | $ 2,523,518 |
Drilling - Offshore | 136,263 | 138,601 | 241,666 |
Drilling - International Land | 212,972 | 229,894 | 382,331 |
Other | 15,983 | 13,275 | 14,187 |
Total operating revenues | 1,804,741 | 1,624,232 | 3,161,702 |
Operating costs and expenses: | |||
Operating costs, excluding depreciation and amortization | 1,249,317 | 898,805 | 1,703,476 |
Depreciation and amortization | 585,543 | 598,587 | 608,039 |
Asset impairment charge | 6,250 | 39,242 | |
Research and development | 12,047 | 10,269 | 16,104 |
General and administrative | 151,002 | 146,183 | 134,712 |
Income from asset sales | (20,627) | (9,896) | (11,834) |
Total operating costs and expenses | 1,977,282 | 1,650,198 | 2,489,739 |
Operating income (loss) from continuing operations | (172,541) | (25,966) | 671,963 |
Other income (expense): | |||
Interest and dividend income | 5,915 | 3,166 | 5,840 |
Interest expense | (19,747) | (22,913) | (15,023) |
Loss on investment securities | (25,989) | ||
Other | 1,775 | (965) | (901) |
Total other income (expense) | (12,057) | (46,701) | (10,084) |
Income (loss) from continuing operations before income taxes | (184,598) | (72,667) | 661,879 |
Income tax provision (benefit) | (56,735) | (19,677) | 241,405 |
Income (loss) from continuing operations | (127,863) | (52,990) | 420,474 |
Income (loss) from discontinued operations before income taxes | 3,285 | 2,360 | (124) |
Income tax provision (benefit) | 3,634 | 6,198 | (77) |
Loss from discontinued operations | (349) | (3,838) | (47) |
NET INCOME (LOSS) | $ (128,212) | $ (56,828) | $ 420,427 |
Basic earnings per common share: | |||
Income (loss) from continuing operations (in dollars per share) | $ (1.20) | $ (0.50) | $ 3.88 |
Loss from discontinued operations (in dollars per share) | (0.04) | ||
Net income (loss) (in dollars per share) | (1.20) | (0.54) | 3.88 |
Diluted earnings per common share: | |||
Income (loss) from continuing operations (in dollars per share) | (1.20) | (0.50) | 3.85 |
Loss from discontinued operations (in dollars per share) | (0.04) | ||
Net income (loss) (in dollars per share) | $ (1.20) | $ (0.54) | $ 3.85 |
Weighted average shares outstanding (in thousands): | |||
Basic (in shares) | 108,500 | 107,996 | 107,754 |
Diluted (in shares) | 108,500 | 107,996 | 108,570 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Consolidated Statements of Comprehensive Income (Loss) | |||||||||||
Net income (loss) | $ (22,532) | $ (21,799) | $ (48,818) | $ (35,063) | $ (72,835) | $ (21,200) | $ 21,205 | $ 16,002 | $ (128,212) | $ (56,828) | $ 420,427 |
Other comprehensive income (loss), net of income taxes: | |||||||||||
Unrealized appreciation (depreciation) on securities, net of income taxes of ($0.5) million at September 30, 2017, $1.7 million at September 30, 2016 and ($50.6) million at September 30, 2015 | (829) | 2,772 | (80,217) | ||||||||
Reclassification of realized losses in net income, net of income taxes of $0.6 million at September 30, 2016 | 926 | ||||||||||
Minimum pension liability adjustments, net of income taxes of $1.9 million at September 30, 2017, ($1.4) million at September 30, 2016 and ($2.5) million at September 30, 2015 | 3,333 | (2,525) | (4,286) | ||||||||
Other comprehensive income (loss) | 2,504 | 1,173 | (84,503) | ||||||||
Comprehensive income (loss) | $ (125,708) | $ (55,655) | $ 335,924 |
Consolidated Statements of Com4
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Consolidated Statements of Comprehensive Income (Loss) | |||
Unrealized appreciation (depreciation) on securities before reclassification, income taxes | $ (0.5) | $ 1.7 | $ (50.6) |
Reclassification of realized (gains) losses in net income, income taxes | 0.6 | ||
Minimum pension liability adjustments, income taxes | $ 1.9 | $ (1.4) | $ (2.5) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2017 | Sep. 30, 2016 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 521,375 | $ 905,561 |
Short-term investments | 44,491 | 44,148 |
Accounts receivable, less reserve of $5,721 in 2017 and $2,696 in 2016 | 477,074 | 375,169 |
Inventories | 137,204 | 124,325 |
Prepaid expenses and other | 55,120 | 78,067 |
Assets held for sale | 45,352 | |
Current assets of discontinued operations | 3 | 64 |
Total current assets | 1,235,267 | 1,572,686 |
INVESTMENTS | 84,026 | 84,955 |
PROPERTY, PLANT AND EQUIPMENT, at cost: | ||
Contract drilling equipment | 8,197,572 | 7,881,544 |
Construction in progress | 169,326 | 98,313 |
Real estate properties | 66,005 | 62,929 |
Other | 450,031 | 444,843 |
Property, Plant and Equipment, gross | 8,882,934 | 8,487,629 |
Less-Accumulated depreciation | 3,881,883 | 3,342,896 |
Net property, plant and equipment | 5,001,051 | 5,144,733 |
NONCURRENT ASSETS: | ||
Goodwill | 51,705 | 4,718 |
Intangible assets, net of amortization | 50,785 | 919 |
Other assets | 17,154 | 24,008 |
Total noncurrent assets | 119,644 | 29,645 |
TOTAL ASSETS | 6,439,988 | 6,832,019 |
CURRENT LIABILITIES: | ||
Accounts payable | 135,628 | 95,422 |
Accrued liabilities | 208,683 | 234,639 |
Current liabilities of discontinued operations | 74 | 59 |
Total current liabilities | 344,385 | 330,120 |
NONCURRENT LIABILITIES: | ||
Long-term debt | 492,902 | 491,847 |
Deferred income taxes | 1,332,689 | 1,342,456 |
Other | 101,409 | 102,781 |
Noncurrent liabilities of discontinued operations | 4,012 | 3,890 |
Total noncurrent liabilities | 1,931,012 | 1,940,974 |
SHAREHOLDERS' EQUITY: | ||
Common stock, $.10 par value, 160,000,000 shares authorized, 111,956,875 and 111,400,339 shares issued as of September 30, 2017 and 2016, respectively, and 108,604,047 and 108,077,916 shares outstanding as of September 30, 2017 and 2016, respectively | 11,196 | 11,140 |
Preferred stock, no par value, 1,000,000 shares authorized, no shares issued | ||
Additional paid-in capital | 487,248 | 448,452 |
Retained earnings | 3,855,686 | 4,289,807 |
Accumulated other comprehensive income (loss) | 2,300 | (204) |
Total shareholders' equity before treasury stock | 4,356,430 | 4,749,195 |
Treasury stock, at cost | (191,839) | (188,270) |
Total shareholders' equity | 4,164,591 | 4,560,925 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 6,439,988 | $ 6,832,019 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Sep. 30, 2016 |
Consolidated Balance Sheets | ||
Accounts receivable, reserve (in dollars) | $ 5,721 | $ 2,696 |
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 160,000,000 | 160,000,000 |
Common stock, shares issued | 111,956,875 | 111,400,339 |
Common stock, shares outstanding | 108,604,047 | 108,077,916 |
Preferred stock, no par value (in dollars per share) | $ 0 | $ 0 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock | Total |
Balance at beginning of period at Sep. 30, 2014 | $ 11,051 | $ 383,972 | $ 4,525,989 | $ 83,126 | $ (112,969) | $ 4,891,169 |
Balance (in shares) at Sep. 30, 2014 | 110,509,000 | |||||
Balance (in shares) at Sep. 30, 2014 | 2,276,000 | |||||
Increase (Decrease) in Shareholders' Equity | ||||||
Net income (loss) | 420,427 | 420,427 | ||||
Other comprehensive income (loss) | (84,503) | (84,503) | ||||
Dividends declared | (298,070) | (298,070) | ||||
Exercise of stock options | $ 26 | 7,223 | $ (4,599) | 2,650 | ||
Exercise of stock options (in shares) | 255,000 | 64,000 | ||||
Tax benefit of stock-based awards | 3,772 | 3,772 | ||||
Stock issued for vested restricted stock, net of shares withheld for employee taxes | $ 22 | (21) | $ (5,141) | $ (5,140) | ||
Stock issued for vested restricted stock, net of shares withheld for employee taxes (in shares) | 223,000 | 70,000 | ||||
Repurchase of common stock (in shares) | 810,000 | 810,097 | ||||
Repurchase of common stock | $ (59,654) | $ (59,654) | ||||
Stock-based compensation | 25,195 | 25,195 | ||||
Balance at end of period at Sep. 30, 2015 | $ 11,099 | 420,141 | 4,648,346 | (1,377) | $ (182,363) | 4,895,846 |
Balance (in shares) at Sep. 30, 2015 | 110,987,000 | |||||
Balance (in shares) at Sep. 30, 2015 | 3,220,000 | |||||
Increase (Decrease) in Shareholders' Equity | ||||||
Net income (loss) | (56,828) | (56,828) | ||||
Other comprehensive income (loss) | 1,173 | 1,173 | ||||
Dividends declared | (301,711) | (301,711) | ||||
Exercise of stock options | $ 22 | 6,937 | $ (5,919) | 1,040 | ||
Exercise of stock options (in shares) | 220,000 | 99,000 | ||||
Tax benefit of stock-based awards | 934 | 934 | ||||
Stock issued for vested restricted stock, net of shares withheld for employee taxes | $ 19 | (3,943) | $ 12 | $ (3,912) | ||
Stock issued for vested restricted stock, net of shares withheld for employee taxes (in shares) | 193,000 | 3,000 | ||||
Repurchase of common stock (in shares) | 0 | |||||
Stock-based compensation | 24,383 | $ 24,383 | ||||
Balance at end of period at Sep. 30, 2016 | $ 11,140 | 448,452 | 4,289,807 | (204) | $ (188,270) | $ 4,560,925 |
Balance (in shares) at Sep. 30, 2016 | 111,400,000 | 111,400,339 | ||||
Balance (in shares) at Sep. 30, 2016 | 3,322,000 | 3,322,423 | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Net income (loss) | (128,212) | $ (128,212) | ||||
Other comprehensive income (loss) | 2,504 | 2,504 | ||||
Dividends declared | (305,909) | (305,909) | ||||
Exercise of stock options | $ 42 | 15,738 | $ (5,246) | 10,534 | ||
Exercise of stock options (in shares) | 415,000 | 88,000 | ||||
Tax benefit of stock-based awards | 4,414 | 4,414 | ||||
Stock issued for vested restricted stock, net of shares withheld for employee taxes | $ 14 | (7,539) | $ 1,677 | $ (5,848) | ||
Stock issued for vested restricted stock, net of shares withheld for employee taxes (in shares) | 142,000 | (57,000) | ||||
Repurchase of common stock (in shares) | 0 | |||||
Stock-based compensation | 26,183 | $ 26,183 | ||||
Balance at end of period at Sep. 30, 2017 | $ 11,196 | $ 487,248 | $ 3,855,686 | $ 2,300 | $ (191,839) | $ 4,164,591 |
Balance (in shares) at Sep. 30, 2017 | 111,957,000 | 111,956,875 | ||||
Balance (in shares) at Sep. 30, 2017 | 3,353,000 | 3,352,828 |
Consolidated Statements of Sha8
Consolidated Statements of Shareholders' Equity (Parenthetical) - $ / shares | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Consolidated Statements of Shareholders' Equity | |||
Dividends declared (in dollars per share) | $ 2.8 | $ 2.775 | $ 2.75 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
OPERATING ACTIVITIES: | |||
Net income (loss) | $ (128,212) | $ (56,828) | $ 420,427 |
Adjustment for loss from discontinued operations | 349 | 3,838 | 47 |
Income (loss) from continuing operations | (127,863) | (52,990) | 420,474 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 585,543 | 598,587 | 608,039 |
Asset impairment charge | 6,250 | 39,242 | |
Amortization of debt discount and debt issuance costs | 1,055 | 1,168 | 749 |
Provision for bad debt | 2,016 | 6,034 | |
(Recovery of) bad debt | (2,013) | ||
Stock-based compensation | 26,183 | 24,383 | 25,195 |
Pension settlement charge | 1,640 | 4,964 | 2,873 |
Loss on investment securities | 25,989 | ||
Income from asset sales | (20,627) | (9,896) | (11,834) |
Deferred income tax (benefit) expense | (24,111) | 60,088 | 131,431 |
Other | 543 | 151 | (368) |
Change in assets and liabilities: | |||
Accounts receivable | (97,114) | 72,792 | 259,024 |
Inventories | (10,607) | 1,944 | (23,052) |
Prepaid expenses and other | 31,434 | (2,460) | (4,457) |
Accounts payable | 39,412 | (10,907) | (38,983) |
Accrued liabilities | (36,120) | 49,562 | (24,756) |
Deferred income taxes | (942) | 2,769 | 688 |
Other noncurrent liabilities | (13,075) | (16,831) | 38,322 |
Net cash provided by operating activities from continuing operations | 357,367 | 753,550 | 1,428,621 |
Net cash provided by (used in) operating activities from discontinued operations | (150) | 47 | (47) |
Net cash provided by operating activities | 357,217 | 753,597 | 1,428,574 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (397,567) | (257,169) | (1,131,445) |
Purchase of short-term investments | (69,866) | (57,276) | (45,607) |
Payment for acquisition of business, net of cash acquired | (70,416) | ||
Proceeds from sale of short-term investments | 69,449 | 58,381 | |
Proceeds from asset sales | 23,412 | 21,845 | 22,643 |
Net cash used in investing activities | (444,988) | (234,219) | (1,154,409) |
FINANCING ACTIVITIES: | |||
Payments on long-term debt | (40,000) | (40,000) | |
Proceeds from senior notes, net of discount | 497,125 | ||
Debt issuance costs | (1,111) | (5,474) | |
Proceeds on short-term debt | 1,002 | ||
Payments on short-term debt | (1,002) | ||
Repurchase of common stock | (59,654) | ||
Dividends paid | (305,515) | (300,152) | (298,367) |
Exercise of stock options, net of tax withholding | 10,534 | 1,040 | 2,650 |
Tax withholdings related to net share settlements of restricted stock | (5,848) | (3,912) | (5,140) |
Excess tax benefit from stock-based compensation | 4,414 | 934 | 3,772 |
Net cash provided by (used in) financing activities | (296,415) | (343,201) | 94,912 |
Net increase (decrease) in cash and cash equivalents | (384,186) | 176,177 | 369,077 |
Cash and cash equivalents, beginning of period | 905,561 | 729,384 | 360,307 |
Cash and cash equivalents, end of period | $ 521,375 | $ 905,561 | $ 729,384 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Sep. 30, 2017 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Notes to Consolidated Financial Statements HELMERICH & PAYNE, INC. NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of Helmerich & Payne, Inc. and its wholly-owned subsidiaries. BASIS OF PRESENTATION We classified our former Venezuelan operation as a discontinued operation in the third quarter of fiscal 2010, as more fully described in Note 3. Unless indicated otherwise, the information in the Notes to Consolidated Financial Statements relates only to our continuing operations. FOREIGN CURRENCIES The functional currency for all our foreign operations is the U.S. dollar. Nonmonetary assets and liabilities are translated at historical rates and monetary assets and liabilities are translated at exchange rates in effect at the end of the period. Income statement accounts are translated at average rates for the period presented. Aggregate foreign currency gains and losses from remeasurement of foreign currency financial statements and foreign currency translations into U.S. dollars included in direct operating costs total losses of $7.1 and $9.3 million in fiscal 2017 and 2016, respectively, and a transaction gain of $1.6 million in fiscal 2015. USE OF ESTIMATES The preparation of our financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, 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. Actual results could differ from those estimates. RECENTLY ADOPTED ACCOUNTING STANDARDS In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-04, Intangibles-Goodwill and Other (Topic 350). The objective of this ASU is to simplify how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. Instead, under this ASU, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. As permitted, we early adopted this guidance effective June 30, 2017 with no impact on our consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements — Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern . The guidance provides principles and definitions for management that are intended to reduce diversity in the timing and content of disclosures provided in footnotes. Under the standard, management is required to evaluate for each annual and interim reporting period whether it is probable that the entity will not be able to meet its obligations as they become due within one year after the date that financial statements are issued (or are available to be issued, where applicable). We adopted ASU No. 2014-15, as required, on September 30, 2017 with no impact on the consolidated financial statements. CASH AND CASH EQUIVALENTS Cash equivalents consist of investments in short-term, highly liquid securities having original maturities of three months or less. The carrying values of these assets approximate their fair values. We utilize a cash management system with a series of separate accounts consisting of lockbox accounts for receiving cash, concentration accounts, and several “zero-balance” disbursement accounts for funding payroll and accounts payable. RESTRICTED CASH AND CASH EQUIVALENTS We had restricted cash and cash equivalents of $39.1 million and $29.6 million at September 30, 2017 and 2016, respectively. Of the total at September 30, 2017, $9.4 million is related to the MOTIVE acquisition described in Note 2, $2.0 million is from the initial capitalization of the captive insurance company, and $27.7 million represents an additional amount management has elected to restrict for the purpose of potential insurance claims in our wholly-owned captive insurance company. The restricted amounts are primarily invested in short-term money market securities. The restricted cash and cash equivalents are reflected in the balance sheet as follows: September 30, 2017 2016 (in thousands) Prepaid expenses and other $ 32,439 $ 27,631 Other assets $ 6,695 $ 2,000 INVENTORIES Inventories are primarily replacement parts and supplies held for use in our drilling operations. Inventories are valued at the lower of weighted average cost or market value. INVESTMENTS We maintain investments in equity securities of certain publicly traded companies. The cost of securities used in determining realized gains and losses is based on the average cost basis of the security sold. We regularly review investment securities for impairment based on criteria that include the extent to which the investment’s carrying value exceeds its related fair value, the duration of the market decline and the financial strength and specific prospects of the issuer of the security. Unrealized losses that are other than temporary are recognized in earnings. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment are stated at cost less accumulated depreciation. Substantially all property, plant and equipment are depreciated using the straight-line method based on the estimated useful lives of the assets (contract drilling equipment, 4-15 years; real estate buildings and equipment, 10-45 years; and other, 2-23 years). Depreciation in the Consolidated Statements of Operations includes abandonments of $42.6 million, $39.3 million and $43.6 million for fiscal 2017, 2016 and 2015, respectively. During fiscal 2017, upgrades to our fleet to meet customer demands for additional capabilities resulted in the abandonment of older rig components. During fiscal 2016, we abandoned used drilling equipment removed from service. During fiscal 2015, we decommissioned 23 idle rigs. The cost of maintenance and repairs is charged to direct operating cost, while betterments and refurbishments are capitalized. We lease office space and equipment for use in operations. Leases are evaluated at inception or upon any subsequent material modification and, depending on the lease terms, are classified as either capital leases or operating leases as appropriate under Accounting Standards Codification (“ASC”) 840, Leases . We do not have significant capital leases. CAPITALIZATION OF INTEREST We capitalize interest on major projects during construction. Interest is capitalized based on the average interest rate on related debt. Capitalized interest for fiscal 2017, 2016 and 2015 was $0.3 million, $2.8 million and $7.0 million, respectively. VALUATION OF LONG-LIVED ASSETS We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Changes that could prompt such an assessment include a significant decline in revenue or cash margin per day, extended periods of low rig utilization, changes in market demand for a specific asset, obsolescence, completion of specific contracts and/or overall general market conditions. If a review of the long-lived assets indicates that the carrying value of certain of these assets is more than the estimated undiscounted future cash flows, an impairment charge is made, as required, to adjust the carrying value down to the estimated fair value of the asset. The fair value of drilling rigs is determined based upon either an income approach using estimated discounted future cash flows or a market approach. Cash flows are estimated by management considering factors such as prospective market demand, recent changes in rig technology and its effect on each rig’s marketability, any cash investment required to make a rig marketable, suitability of rig size and make up to existing platforms, and competitive dynamics including industry utilization. Long-lived assets that are held for sale are recorded at the lower of carrying value or the fair value less costs to sell. Fair value is estimated, if applicable, considering factors such as recent market sales of rigs of other companies and our own sales of rigs, appraisals and other factors. Beginning in the first fiscal quarter of fiscal 2015 and continuing into fiscal 2016, domestic and international oil prices declined significantly but have since largely stabilized at lower levels. This decline in pricing resulted in lower demand for our drilling services. For any asset group for which an impairment indicator was present, we performed an impairment evaluation in accordance with ASC 360, Property, Plant, and Equipment by estimating our future undiscounted cash flows from the use and eventual disposal of the asset group using probability weighted scenarios. The most significant assumptions used in our analysis are expected margin per day, utilization and expected value upon disposal. We believe the assumptions and estimates used in our impairment analysis, including the development of probability weighted cash flow projections, are reasonable and appropriate; however, different assumptions and estimates could materially impact the analysis and resulting conclusions in some cases. During fiscal 2016, we recorded an asset impairment charge in the U.S. Land segment of $6.3 million to reduce the carrying value of rig and rig related equipment classified as held for sale to their estimated fair values, based on expected sales prices. The assets were originally classified as held for sale with the intent of selling them into an international location. The outlook on U.S. trade policies with the targeted international location subsequently shifted, causing sale negotiations to stall. Thus, during the second quarter of fiscal 2017, we determined the equipment no longer met the held for sale criteria and reclassified it to property, plant and equipment. There was no impact on our results of operations from this decision. The rig equipment is from rigs that were decommissioned from service in prior fiscal years and written down to their estimated recoverable value at the time of decommissioning and is recorded at its carrying value which is lower than its estimated fair value. During fiscal 2015, our valuation of long-lived assets resulted in $39.2 million of impairment charges to reduce the carrying value of seven SCR land rigs within our International Land segment to their estimated fair value of $20.6 million which was based on a discounted cash flow analysis. Our discounted cash flow analysis consisted of creating projected cash flows that a market participant would reasonably develop and then applying an appropriate risk adjusted rate. Six of these rigs along with other rig related assets were classified as held for sale at September 30, 2016. When the assets were originally classified as held for sale, the Latin American drilling market appeared to be trending upward. As marketing efforts continued, buyer interest diminished due to the Latin American market remaining flat in terms of rig counts and oil prices. Since that point, the market remained flat in terms of rig counts and oil prices. During the third quarter of fiscal 2017, we determined the equipment no longer met the held for sale criteria and reclassified it to property, plant and equipment. Our 2017 results of operations reflect a $2.2 million depreciation catch-up adjustment as a result of this decision. The equipment is recorded at its carrying value which is lower than its estimated fair value. GOODWILL AND INTANGIBLE ASSETS Goodwill represents the excess of cost over the fair value of net assets acquired in a business combination. Goodwill is not amortized but is tested for potential impairment at the reporting unit level, at a minimum on an annual basis, or when indications of potential impairment exist. If an impairment is determined to exist, an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value is recognized, limited to the total amount of goodwill allocated to that reporting unit. The reporting unit level is defined as an operating segment or one level below an operating segment. All of our goodwill is within our other non-reportable business segment. We assess goodwill for impairment in the fourth fiscal quarter. Our assessment in fiscal 2017, 2016 and 2015 did not result in any impairment charge. The following is a summary of changes in goodwill (in thousands): Balance at September 30, 2015 $ 4,718 Additions — Balance at September 30, 2016 4,718 Additions 46,987 Balance at September 30, 2017 $ 51,705 Intangible assets with indefinite lives are tested for impairment at least annually in the fourth fiscal quarter and if events occur or circumstances change that would indicate that the value of the asset may be impaired. Impairment is measured as the difference between the fair value of the asset and its carrying value. Finite-lived intangible assets are amortized using the straight-line method over the period in which these assets contribute to our cash flows, generally estimated to be 15 years and are evaluated for impairment in accordance with our policies for valuation of long-lived assets. No impairment of intangible assets was recorded in fiscal 2017, 2016 or 2015. The following is a summary of our finite-lived and indefinite-lived intangible assets other than goodwill at September 30: September 30, 2017 September 30, 2016 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization (in thousands) Finite-lived intangible asset: Developed technology $ 51,000 $ 1,134 $ — $ — Indefinite-lived intangible asset: Trademark $ 919 $ 919 Amortization expense was $1.1 million for the year ended September 30, 2017 and is estimated to be $3.4 million in each of the next five fiscal years. SELF-INSURANCE ACCRUALS We have accrued a liability for estimated worker’s compensation and other casualty claims incurred based upon case reserves plus an estimate of loss development and incurred but not reported claims. The estimate is based upon historical trends. Insurance recoveries related to such liability are recorded when considered probable. DRILLING REVENUES Contract drilling revenues are comprised of daywork drilling contracts for which the related revenues and expenses are recognized as services are performed and collection is reasonably assured. For certain contracts, we receive payments contractually designated for the mobilization of rigs and other drilling equipment. Mobilization payments received, and direct costs incurred for the mobilization, are deferred and recognized on a straight-line basis over the term of the related drilling contract. Costs incurred to relocate rigs and other drilling equipment to areas in which a contract has not been secured are expensed as incurred. Reimbursements received for out-of-pocket expenses are recorded as both revenues and direct costs. Reimbursements for fiscal 2017, 2016 and 2015 were $179.9 million, $125.9 million and $302.2 million, respectively. For contracts that are terminated by customers prior to the expirations of their fixed terms, contractual provisions customarily require early termination amounts to be paid to us. Revenues from early terminated contracts are recognized when all contractual requirements have been met. Early termination revenue for fiscal 2017, 2016 and 2015 was approximately $29.4 million, $219.0 million and $222.3 million, respectively. RENT REVENUES We enter into leases with tenants in our rental properties consisting primarily of retail and multi-tenant warehouse space. The lease terms of tenants occupying space in the retail centers and warehouse buildings generally range from three to ten years. Minimum rents are recognized on a straight-line basis over the term of the related leases. Overage and percentage rents are based on tenants’ sales volume. Recoveries from tenants for property taxes and operating expenses are recognized in other operating revenues in the Consolidated Statements of Operations. Our rent revenues are as follows: Year Ended September 30, 2017 2016 2015 (in thousands) Minimum rents $ 9,735 $ 9,196 $ 9,608 Overage and percentage rents $ 936 $ 1,211 $ 1,030 At September 30, 2017, minimum future rental income to be received on noncancelable operating leases was as follows: Fiscal Year Amount (in thousands) 2018 $ 7,845 2019 6,100 2020 4,961 2021 3,973 2022 2,032 Thereafter 5,293 Total $ 30,204 Leasehold improvement allowances are capitalized and amortized over the lease term. At September 30, 2017 and 2016, the cost and accumulated depreciation for real estate properties were as follows: September 30, 2017 2016 (in thousands) Real estate properties $ 66,005 $ 62,929 Accumulated depreciation (42,169) (40,777) $ 23,836 $ 22,152 INCOME TAXES Current income tax expense is the amount of income taxes expected to be payable for the current year. Deferred income taxes are computed using the liability method and are provided on all temporary differences between the financial basis and the tax basis of our assets and liabilities. We provide for uncertain tax positions when such tax positions do not meet the recognition thresholds or measurement standards prescribed in ASC 740, Income Taxes , which is more fully discussed in Note 5. Amounts for uncertain tax positions are adjusted in periods when new information becomes available or when positions are effectively settled. We recognize accrued interest related to unrecognized tax benefits in interest expense and penalties in other expense in the Consolidated Statements of Operations. EARNINGS PER SHARE Basic earnings per share is computed utilizing the two-class method and is calculated based on the weighted-average number of common shares outstanding during the periods presented. Diluted earnings per share is computed using the weighted-average number of common and common equivalent shares outstanding during the periods utilizing the two-class method for stock options and nonvested restricted stock. STOCK-BASED COMPENSATION Stock-based compensation expense is determined using a fair-value-based measurement method for all awards granted. In computing the impact, the fair value of each option is estimated on the date of grant based on the Black-Scholes options-pricing model utilizing assumptions for a risk free interest rate, volatility, dividend yield and expected remaining term of the awards. The assumptions used in calculating the fair value of stock-based payment awards represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. Stock-based compensation is recognized on a straight-line basis over the requisite service periods of the stock awards, which is generally the vesting period. Compensation expense related to stock options is recorded as a component of general and administrative expenses in the Consolidated Statements of Operations. TREASURY STOCK Treasury stock purchases are accounted for under the cost method whereby the cost of the acquired stock is recorded as treasury stock. Gains and losses on the subsequent reissuance of shares are credited or charged to additional paid-in capital using the average-cost method. COMPREHENSIVE INCOME OR LOSS Other comprehensive income or loss refers to revenues, expenses, gains, and losses that are included in comprehensive income or loss but excluded from net income or loss. We report the components of other comprehensive income or loss, net of tax, by their nature and disclose the tax effect allocated to each component in the Consolidated Statements of Comprehensive Income (Loss). NEW ACCOUNTING STANDARDS NOT YET ADOPTED In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which supersedes virtually all existing revenue recognition guidance. Throughout 2016 and in early 2017, additional accounting guidance was issued to clarify the not yet effective revenue recognition guidance issued in May 2014. The ASU provides for full retrospective, modified retrospective, or use of the cumulative effect method during the period of adoption. During 2017, we established an implementation team and began a detailed analysis of our contracts in place during the retrospective period. We are currently evaluating changes to our business processes, systems and controls to support recognition and disclosure under the new standard. Upon adoption of the new revenue standard, our drilling revenue associated with our drilling contracts will be disaggregated into a lease component and a service component. The requirements in this ASU are effective during interim and annual periods beginning after December 15, 2017. In fiscal 2017, we performed an initial assessment of the impact of ASU 2014-09 with the assistance of an outside consultant. Our assessment was based on a bottoms-up approach, in which we analyzed our existing contracts and current accounting policies and practices to identify potential differences that would result from applying the requirements of the new standard to our contracts. In fiscal 2018, we will implement appropriate changes to our business processes, systems or controls to support recognition and disclosure under the new standard. Our findings and progress toward implementation of the standard are periodically reported to management. Currently, we do not expect the impact of adopting ASU 2014-09 to be material to our total net revenues and operation income (loss) or to our consolidated balance sheet because our performance obligations, which determine when and how revenue is recognized, are not materially changed under the new standard, thus, revenue associated with the majority of our contracts will continue to be recognized as control of products is transferred to the customer. We will adopt this standard on October 1, 2018 and, based on our evaluation to date, we anticipate using the modified retrospective method; however, we are still in the process of finalizing our documentation and assessment of the impact of the standard on our financial results and related disclosures. We anticipate additional disclosures in future filings related to our planned adoption of this standard. In July 2015, the FASB issued ASU No 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory . This update simplifies the subsequent measurement of inventory. It replaces the current lower of cost or market test with the lower of cost or net realizable value test. Net realizable value is defined as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The new standard should be applied prospectively and is effective for annual reporting periods beginning after December 15, 2016 and interim periods within those annual periods, with early adoption permitted. We will adopt ASU No. 2015-11 on October 1, 2017 and do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . The standard requires entities to measure equity investments that do not result in consolidation and are not accounted for under the equity method at fair value and recognize any changes in fair value in net income. The provisions of ASU 2016-01 are effective for interim and annual periods starting after December 15, 2017. At adoption, a cumulative-effect adjustment to beginning retained earnings will be recorded. We will adopt this standard on October 1, 2018. Subsequent to adoption, changes in the fair value of our available-for-sale investments will be recognized in net income and the effect will be subject to stock market fluctuations. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . ASU 2016-02 will require organizations that lease assets — referred to as “lessees” — to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. Under ASU 2016-02, a lessee will be required to recognize assets and liabilities for leases with lease terms of more than 12 months. Lessor accounting remains substantially similar to current GAAP. In addition, disclosures of leasing activities are to be expanded to include qualitative along with specific quantitative information. For public entities, ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. ASU 2016-02 mandates a modified retrospective transition method with an option to use certain practical expedients. Since a portion of our contract drilling revenue will be subject to this new leasing guidance, we expect to adopt this new lease guidance utilizing the modified retrospective method of adoption in the first quarter of fiscal 2019 concurrently with ASU 2014-09. We are currently evaluating changes to our business processes, systems and controls to support recognition and disclosure under the new standard. Our findings are periodically reported to management. We have performed a scoping and preliminary assessment of the impact of this new standard. As a lessor, we expect the adoption of this new standard will apply to our drilling contracts and as a result, we expect to have a lease component and a service component of our revenues derived from drilling contracts. As a lessee, this standard will primarily impact us in situations where we lease real estate and equipment, for which we will recognize a right-of-use asset and a corresponding lease liability on our consolidated balance sheet. We are currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation — Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. For public entities, ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. We will adopt ASU No. 2016-09 on October 1, 2017. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses . The ASU sets forth a “current expected credit loss” (CECL) model which requires companies to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. This standard is effective for interim and annual periods beginning after December 15, 2019. We are currently assessing the impact this standard will have on our consolidated financial statements and disclosures. In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force). The ASU is intended to reduce diversity in practice in presentation and classification of certain cash receipts and cash payments by providing guidance on eight specific cash flow issues. The ASU is effective for interim and annual periods beginning after December 15, 2017 and early adoption is permitted, including adoption during an interim period. We are currently assessing the impact this standard will have on our consolidated statement of cash flows. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows - Restricted Cash . The ASU requires amounts generally described as restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the total beginning and ending amounts for the periods shown on the statement of cash flows. The ASU is effective for interim and annual periods beginning after December 31, 2017 and early adoption is permitted, including adoption during an interim period. We will adopt the guidance beginning October 1, 2018 applied retrospectively to all periods presented. The adoption is not expected to have a material impact on our consolidated financial position or cash flows. In March 2017, the FASB issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost . ASU 2017-07 will change how employers that sponsor defined benefit pension and/or other post-retirement benefit plans present the net periodic benefit cost in the income statement. Employers will present the service cost component of net periodic benefit cost in the same income statement line item(s) as other employee compensation costs arising from services rendered during the period. Employers will present the other components of the net periodic benefit cost separately from the line item(s) that includes the service cost and outside of any subtotal of operating income, if one is presented. This standard is effective for public business entities for annual periods or any interim periods beginning after December 15, 2017, including interim periods within those periods. Early adoption is permitted. We do not expect the new guidance to have a material impact on our financial condition or results of operation. We have evaluated all new accounting standards that are in effect and may impact our financial statements and do not believe that there are any other new accounting standards that have been issued that might have a material impact on our financial position or results of operations. |
BUSINESS COMBINATIONS
BUSINESS COMBINATIONS | 12 Months Ended |
Sep. 30, 2017 | |
BUSINESS COMBINATIONS | |
BUSINESS COMBINATIONS | NOTE 2 BUSINESS COMBINATIONS On June 2, 2017, we completed a merger transaction (“MOTIVE Merger”) pursuant to which an unaffiliated drilling technology company, MOTIVE Drilling Technologies, Inc., a Delaware corporation (“MOTIVE”), was merged with and into our wholly owned subsidiary Spring Merger Sub, Inc., a Delaware corporation. MOTIVE survived the transaction and is now a wholly owned subsidiary of the Company. The operations for MOTIVE are included with all other non-reportable business segments. At the effective time of the MOTIVE Merger, MOTIVE shareholders received aggregate cash consideration of $74.3 million, net of customary closing adjustments, and may receive up to an additional $25.0 million in potential earnout payments based on future performance. At closing, $9.4 million of the cash consideration was placed in escrow, with one-half to be released to the seller on each of the twelve and eighteen month anniversaries of the merger completion date. Transaction costs related to the MOTIVE Merger incurred during fiscal 2017 were $3.2 million and are recorded in the Consolidated Statement of Operations within the general and administrative expense line item. We recorded revenue of $3.3 million and a net loss of $2.2 million related to the MOTIVE Merger during fiscal 2017. MOTIVE has a proprietary Bit Guidance System that is an algorithm-driven system that considers the total economic consequences of directional drilling decisions and has proven to consistently lower drilling costs through more efficient drilling and increase hydrocarbon production through smoother wellbores and more accurate well placement. Given our strong and longstanding technology and innovation focus, we believe the technology will continue to advance and provide further benefits for the industry. The MOTIVE Merger is accounted for as a business combination in accordance with ASC 805, Business Combinations , which requires the assets acquired and liabilities assumed to be recorded at their acquisition date fair values. The following table summarizes the purchase price and the allocation of the fair values of assets acquired and liabilities assumed and separately identifiable intangible assets at the acquisition date (in thousands): Purchase Price Consideration given Cash consideration $ 74,275 Long-term contingent earnout liability (Other noncurrent liabilities) 14,509 Total consideration given $ 88,784 Allocation of Purchase Price Fair value of assets acquired Current assets $ 4,425 Property, plant and equipment 300 Intangible asset - developed technology (Intangible assets, net of amortization) 51,000 Goodwill 46,987 Total assets acquired $ 102,712 Fair value of liabilities assumed Current liabilities $ 25 Deferred income taxes 13,903 Total liabilities acquired $ 13,928 Fair value of total assets and liabilities acquired $ 88,784 The fair value of the contingent consideration of $14.5 million at June 2, 2017 and $14.9 million at September 30, 2017 was calculated using a Monte Carlo simulation which evaluates numerous potential earnings and pay out scenarios and is considered a level 3 measurement under the fair value hierarchy. The developed technology is an intangible asset that will be amortized on a straight-line basis over an estimated 15-year life. During fiscal 2017, we recorded $1.1 million of amortization related to the developed technology. We expect annual amortization to be approximately $3.4 million. The developed technology intangible asset was valued using an income approach, considering the estimated discounted future cash flows expected to be realized over the life of the asset, which is considered a level 3 measurement under the fair value hierarchy. Goodwill represents the residual of the purchase price paid and consists largely of the synergies and economies of scale expected from the drilling technology providing more efficient drilling and directional drilling services, the first mover advantage obtained through the acquisition and expected future developments resulting from the assembled workforce. The goodwill is reported in the Other segment and will not be allocated to any other reporting unit. The goodwill is not subject to amortization but will be evaluated at least annually for impairment or more frequently if impairment indicators are present. The developed technology and goodwill are not deductible for income tax purposes. An associated deferred tax liability has been recorded in regards to the developed technology. The following unaudited pro forma combined financial information is provided for fiscal 2017 and fiscal 2016, as though the MOTIVE Merger had been completed as of October 1, 2015. These pro forma combined results of operations have been prepared by adjusting our historical results to include the historical results of MOTIVE and reflect pro forma adjustments based on available information and certain assumptions that we believe are reasonable, including application of an appropriate income tax to MOTIVE pre-tax loss. Additionally, pro forma earnings for fiscal 2017 were adjusted to exclude $2.1 million of after-tax transaction costs. The unaudited pro forma combined financial information is provided for illustrative purposes only and is not necessarily indicative of the actual results that would have been achieved by the combined company for the periods presented or that may be achieved by the combined company in the future. Future results may vary significantly from the results reflected in this pro forma financial information. Pro Forma 2017 2016 (unaudited) Revenues $ 1,807,950 $ 1,626,305 Net loss $ (127,093) $ (59,776) |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 12 Months Ended |
Sep. 30, 2017 | |
DISCONTINUED OPERATIONS | |
DISCONTINUED OPERATIONS | NOTE 3 DISCONTINUED OPERATIONS Current assets of discontinued operations consist of restricted cash to meet remaining current obligations within the country of Venezuela. Current and noncurrent liabilities consist of municipal and income taxes payable and social obligations due within the country in Venezuela. Expenses incurred for in-country obligations are reported as discontinued operations. In March 2016, the Venezuelan government implemented the previously announced plans for a new foreign currency exchange system. The implementation of this system resulted in a reported loss from discontinued operations of $3.8 million in fiscal 2016, all of which corresponds to the Company’s former operations in Venezuela. |
DEBT
DEBT | 12 Months Ended |
Sep. 30, 2017 | |
DEBT | |
DEBT | NOTE 4 DEBT At September 30, 2017 and 2016, we had the following unsecured long-term debt outstanding at rates and maturities shown in the following table: Unamortized Discount and Principal Debt Issuance Costs September 30, September 30, September 30, September 30, 2017 2016 2017 2016 (in thousands) Unsecured senior notes issued March 19, 2015: Due March 19, 2025 $ 500,000 $ 500,000 $ (7,098) $ (8,153) 500,000 500,000 (7,098) (8,153) Less long-term debt due within one year — — — — Long-term debt $ 500,000 $ 500,000 $ (7,098) $ (8,153) On March 19, 2015, we issued $500 million of 4.65 percent 10-year unsecured senior notes. Interest is payable semi-annually on March 15 and September 15. The debt discount is being amortized to interest expense using the effective interest method. The debt issuance costs are amortized straight-line over the stated life of the obligation, which approximates the effective interest method. We have a $300 million unsecured revolving credit facility which will mature on July 13, 2021. The credit facility has $75 million available to use as letters of credit. The majority of any borrowings under the facility would accrue interest at a spread over the London Interbank Offered Rate (LIBOR). We also pay a commitment fee based on the unused balance of the facility. Borrowing spreads as well as commitment fees are determined according to a scale based on a ratio of our total debt to total capitalization. The spread over LIBOR ranges from 1.125 percent to 1.75 percent per annum and commitment fees range from .15 percent to .30 percent per annum. Based on our debt to total capitalization on September 30, 2017, the spread over LIBOR and commitment fees would be 1.125 percent and .15 percent, respectively. There is one financial covenant in the facility which requires us to maintain a funded leverage ratio (as defined) of less than 50 percent. The credit facility contains additional terms, conditions, restrictions and covenants that we believe are usual and customary in unsecured debt arrangements for companies of similar size and credit quality including a limitation that priority debt (as defined in the agreement) may not exceed 17.5% of the net worth of the Company. As of September 30, 2017, there were no borrowings, but there were three letters of credit outstanding in the amount of $38.8 million. At September 30, 2017, we had $261.2 million available to borrow under our $300 million unsecured credit facility. Subsequent to September 30, 2017, the Company increased one of the three letters of credit by $0.5 million, which reduced availability under the facility to $260.7 million. Subsequent to September 30, 2017, the Company entered into a $12 million unsecured standalone line of credit facility, which is purposed for the issuance of bid and performance bonds, as needed, for international operations. The Company currently has two bonds issued under this line for a total value of approximately $5.4 million. The applicable agreements for all unsecured debt contain additional terms, conditions and restrictions that we believe are usual and customary in unsecured debt arrangements for companies that are similar in size and credit quality. At September 30, 2017, we were in compliance with all debt covenants. At September 30, 2017, aggregate maturities of long-term debt are as follows (in thousands): Years ending September 30, 2018 $ — 2019 — 2020 — 2021 — 2022 — Thereafter $ 500,000 $ 500,000 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Sep. 30, 2017 | |
INCOME TAXES | |
INCOME TAXES | NOTE 5 INCOME TAXES The components of the provision (benefit) for income taxes are as follows: Year Ended September 30, 2017 2016 2015 (in thousands) Current: Federal $ (36,260) $ (86,010) $ 84,229 Foreign 4,108 9,987 14,864 State (472) (3,742) 10,881 (32,624) (79,765) 109,974 Deferred: Federal (14,953) 58,136 165,491 Foreign (7,827) 408 (34,410) State (1,331) 1,544 350 (24,111) 60,088 131,431 Total provision (benefit) $ (56,735) $ (19,677) $ 241,405 The amounts of domestic and foreign income (loss) before income taxes are as follows: Years Ended September 30, 2017 2016 2015 (in thousands) Domestic $ (173,157) $ (49,636) $ 675,425 Foreign (11,441) (23,031) (13,546) $ (184,598) $ (72,667) $ 661,879 Deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of our assets and liabilities. Recoverability of any tax assets are evaluated and necessary allowances are provided. The carrying value of the net deferred tax assets is based on management’s judgments using certain estimates and assumptions that we will be able to generate sufficient future taxable income in certain tax jurisdictions to realize the benefits of such assets. If these estimates and related assumptions change in the future, additional valuation allowances may be recorded against the deferred tax assets resulting in additional income tax expense in the future. The components of our net deferred tax liabilities are as follows: September 30, 2017 2016 (in thousands) Deferred tax liabilities: Property, plant and equipment $ 1,386,512 $ 1,411,139 Available-for-sale securities 24,940 25,470 Other 21,609 2,326 Total deferred tax liabilities 1,433,061 1,438,935 Deferred tax assets: Pension reserves 7,614 8,330 Self-insurance reserves 19,461 15,282 Net operating loss, foreign tax credit, and other federal tax credit carryforwards 62,478 71,778 Financial accruals 62,971 67,594 Other 6,003 4,952 Total deferred tax assets 158,527 167,936 Valuation allowance (58,155) (71,457) Net deferred tax assets 100,372 96,479 Net deferred tax liabilities $ 1,332,689 $ 1,342,456 The change in our net deferred tax assets and liabilities is impacted by foreign currency remeasurement. As of September 30, 2017, we had federal, state and foreign net operating loss carryforwards for income tax purposes of $12.6 million, $29.9 million and $77.8 million, respectively, and foreign tax credit carryforwards of approximately $34.9 million (of which $30.2 million is reflected as a deferred tax asset in our Consolidated Financial Statements prior to consideration of our valuation allowance) which will expire in fiscal 2018 through 2037. The valuation allowance is primarily attributable to state and foreign net operating loss carryforwards of $2.0 million and $25.4 million, respectively, and foreign tax credit carryforwards of $30.2 million, and foreign minimum tax credit carryforwards of $0.6 million which more likely than not will not be utilized. The federal net operating loss carryforward of $12.6 million and other federal tax credit carryforward of $0.3 million resulted from the acquisition of MOTIVE, which closed during the third quarter of fiscal 2017. The acquisition represented an ownership change under Internal Revenue Code Section 382 for which both are subject to an annual limitation. Both tax attributes begin to expire in 2034 and it is more likely than not both will be utilized. For the fiscal year ended September 30, 2017, the Company is estimating a federal net operating loss for income tax purposes of approximately $125.1 million. At this time, the Company is anticipating carrying back the federal net operating loss to the fiscal year ended September 30, 2015 and has recorded an estimated income tax receivable of $39.8 million. The Company has until the filing of the federal income tax return for the fiscal year ended September 30, 2017 to decide whether to carryback or carryforward the net operating loss. Effective income tax rates as compared to the U.S. Federal income tax rate are as follows: Year Ended September 30, 2017 2016 2015 U.S. Federal income tax rate 35.0 % 35.0 % 35.0 % Effect of foreign taxes 1.8 (13.8) (3.2) State income taxes, net of federal tax benefit 0.6 3.2 0.8 U.S. domestic production activities (2.1) (10.4) (1.2) Other impact of foreign operations (2.9) 14.7 4.5 Other (1.7) (1.6) 0.6 Effective income tax rate 30.7 % 27.1 % 36.5 % Effective tax rates differ from the U.S. federal statutory rate of 35.0 percent primarily due to state and foreign income taxes. The effective tax rate for the twelve months ended September 30, 2017 was also impacted by a reduction to the benefit of the carryback of the federal net operating loss generated in the fiscal year ended September 30, 2017 resulting from the reduction of the Internal Revenue Code Section 199 deduction in the carryback year. We recognize accrued interest related to unrecognized tax benefits in interest expense, and penalties in other expense in the Consolidated Statements of Operations. As of September 30, 2017 and 2016, we had accrued interest and penalties of $2.8 million and $6.8 million, respectively. A reconciliation of the change in our gross unrecognized tax benefits for the fiscal years ended September 30, 2017 and 2016 is as follows: September 30, 2017 2016 (in thousands) Unrecognized tax benefits at October 1, $ 9,551 $ 11,211 Gross decreases - tax positions in prior periods (1) — Gross decreases - current period effect of tax positions (170) (1,173) Gross increases - current period effect of tax positions 300 969 Expiration of statute of limitations for assessments (4,907) (679) Settlements — (777) Unrecognized tax benefits at September 30, $ 4,773 $ 9,551 As of September 30, 2017 and 2016, our liability for unrecognized tax benefits includes $3.7 million and $3.8 million, respectively, of unrecognized tax benefits related to discontinued operations that, if recognized, would not affect the effective tax rate. The remaining unrecognized tax benefits would affect the effective tax rate if recognized. The liabilities for unrecognized tax benefits and related interest and penalties are included in other noncurrent liabilities in our Consolidated Balance Sheets. For the next 12 months, we cannot predict with certainty whether we will achieve ultimate resolution of any uncertain tax position associated with our U.S. and international operations that could result in increases or decreases of our unrecognized tax benefits. However, we do not expect the increases or decreases to have a material effect on our results of operations or financial position. We file a consolidated U.S. federal income tax return, as well as income tax returns in various states and foreign jurisdictions. The tax years that remain open to examination by U.S. federal and state jurisdictions include fiscal 2013 through 2016, with exception of certain state jurisdictions currently under audit. The tax years remaining open to examination by foreign jurisdictions include 2003 through 2017. |
SHAREHOLDERS_ EQUITY
SHAREHOLDERS’ EQUITY | 12 Months Ended |
Sep. 30, 2017 | |
SHAREHOLDERS’ EQUITY | |
SHAREHOLDERS’ EQUITY | NOTE 6 SHAREHOLDERS’ EQUITY The Company has authorization from the Board of Directors for the repurchase of up to four million common shares in any calendar year. The repurchases may be made using our cash and cash equivalents or other available sources. During fiscal 2015, we purchased 810,097 common shares at an aggregate cost of $59.7 million, which are held as treasury shares. We had no purchases of common shares in fiscal years 2017 and 2016. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) Components of accumulated other comprehensive income (loss) were as follows: September 30, 2017 2016 2015 (in thousands) Pre-tax amounts: Unrealized appreciation on securities $ 31,700 $ 33,051 $ 27,021 Unrealized actuarial loss (28,873) (34,112) (30,144) $ 2,827 $ (1,061) $ (3,123) After-tax amounts: Unrealized appreciation on securities $ 20,070 $ 20,899 $ 17,201 Unrealized actuarial loss (17,770) (21,103) (18,578) $ 2,300 $ (204) $ (1,377) The following is a summary of the changes in accumulated other comprehensive income (loss), net of tax, by component for the year ended September 30, 2017: Unrealized Appreciation (Depreciation) on Defined Available-for-sale Benefit Securities Pension Plan Total (in thousands) Balance at September 30, 2016 $ 20,899 $ (21,103) $ (204) Other comprehensive loss before reclassifications (829) — (829) Amounts reclassified from accumulated other comprehensive income — 3,333 3,333 Net current-period other comprehensive income (loss) (829) 3,333 2,504 Balance at September 30, 2017 $ 20,070 $ (17,770) $ 2,300 The following provides detail about accumulated other comprehensive income (loss) components which were reclassified to the Consolidated Statements of Operations during the years ended September 30, 2017 and 2016: Amount Reclassified from Accumulated Other Comprehensive Details About Accumulated Other Income (Loss) Affected Line Item in the Comprehensive Income (Loss) Components 2017 2016 Consolidated Statements of Operations (in thousands) Other-than-temporary impairment of available-for-sale securities $ — $ 1,509 Loss on investment securities — (583) Income tax provision $ — $ 926 Net of tax Amortization of net actuarial loss on defined benefit pension plan $ 5,238 $ (3,968) General and administrative (1,905) 1,443 Income tax provision $ 3,333 $ (2,525) Net of tax Total reclassifications for the period $ 3,333 $ (1,599) |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Sep. 30, 2017 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | NOTE 7 STOCK-BASED COMPENSATION On March 2, 2016, the Helmerich & Payne, Inc. 2016 Omnibus Incentive Plan (the “2016 Plan”) was approved by our stockholders. The 2016 Plan, among other things, authorizes the Human Resources Committee of the Board to grant non-qualified stock options and restricted stock awards to selected employees and to non-employee Directors. Restricted stock may be granted for no consideration other than prior and future services. The purchase price per share for stock options may not be less than market price of the underlying stock on the date of grant. Stock options expire 10 years after the grant date. Awards outstanding in the Helmerich & Payne, Inc. 2005 Long-Term Incentive Plan and the Helmerich & Payne, Inc. 2010 Long-Term Incentive Plan (the “2010 Plan”) remain subject to the terms and conditions of those plans. There were 396,007 non-qualified stock options and 292,112 shares of restricted stock awards granted under the 2016 Plan during fiscal 2017. A summary of compensation cost for stock-based payment arrangements recognized in general and administrative expense in fiscal 2017, 2016 and 2015 is as follows: September 30, 2017 2016 2015 (in thousands) Compensation expense Stock options $ 7,439 $ 8,290 $ 8,846 Restricted stock 18,744 16,093 16,349 $ 26,183 $ 24,383 $ 25,195 Benefits of tax deductions in excess of recognized compensation cost of $4.4 million, $0.9 million and $3.8 million are reported as a financing cash flow in the Consolidated Statements of Cash Flows for fiscal 2017, 2016 and 2015, respectively. STOCK OPTIONS Vesting requirements for stock options are determined by the Human Resources Committee of our Board of Directors. Options currently outstanding began vesting one year after the grant date with 25 percent of the options vesting for four consecutive years. We use the Black-Scholes formula to estimate the fair value of stock options granted to employees. The fair value of the options is amortized to compensation expense on a straight-line basis over the requisite service periods of the stock awards, which are generally the vesting periods. The weighted-average fair value calculations for options granted within the fiscal period are based on the following weighted-average assumptions set forth in the table below. Options that were granted in prior periods are based on assumptions prevailing at the date of grant. 2017 2016 2015 Risk-free interest rate 2.0 % 1.8 % 1.7 % Expected stock volatility 38.9 % 37.6 % 36.9 % Dividend yield 3.7 % 4.6 % 3.9 % Expected term (in years) 5.5 5.5 5.5 Risk-Free Interest Rate. The risk-free interest rate is based on U.S. Treasury securities for the expected term of the option. Expected Volatility Rate. Expected volatilities are based on the daily closing price of our stock based upon historical experience over a period which approximates the expected term of the option. Expected Dividend Yield. The dividend yield is based on our current dividend yield. Expected Term. The expected term of the options granted represents the period of time that they are expected to be outstanding. We estimate the expected term of options granted based on historical experience with grants and exercises. Based on these calculations, the weighted-average fair value per option granted to acquire a share of common stock was $20.48, $13.12. and $16.39 per share for fiscal 2017, 2016 and 2015, respectively. The following summary reflects the stock option activity for our common stock and related information for fiscal 2017, 2016 and 2015 (shares in thousands): 2017 2016 2015 Weighted-Average Weighted-Average Weighted-Average Options Exercise Price Options Exercise Price Options Exercise Price Outstanding at October 1, 3,312 $ 51.74 2,776 $ 48.51 2,629 $ 43.46 Granted 396 76.61 876 58.25 420 68.83 Exercised (415) 38.04 (220) 31.52 (255) 28.46 Forfeited/Expired (15) 68.32 (120) 61.80 (18) 66.78 Outstanding on September 30, 3,278 $ 56.41 3,312 $ 51.74 2,776 $ 48.51 Exercisable on September 30, 2,167 $ 50.87 2,225 $ 46.66 2,014 $ 41.62 Shares available to grant 5,624 6,600 2,515 The following table summarizes information about stock options at September 30, 2017 (shares in thousands): Outstanding Stock Options Exercisable Stock Options Weighted-Average Weighted-Average Weighted-Average Range of Exercise Prices Options Remaining Life Exercise Price Options Exercise Price $21.065 to $38.015 714 1.3 $ 30.63 714 $ 30.63 $47.29 to $59.76 1,618 6.3 $ 56.46 1,048 $ 55.80 $68.83 to $81.31 946 7.6 $ 75.77 405 $ 73.75 $21.065 to $81.31 3,278 5.6 $ 56.41 2,167 $ 50.87 At September 30, 2017, the weighted-average remaining life of exercisable stock options was 4.2 years and the aggregate intrinsic value was $16.1 million with a weighted-average exercise price of $50.87 per share. The number of options vested or expected to vest at September 30, 2017 was 3,224,548 with an aggregate intrinsic value of $16.2 million and a weighted-average exercise price of $56.19 per share. As of September 30, 2017, the unrecognized compensation cost related to the stock options was $6.6 million. That cost is expected to be recognized over a weighted-average period of 2.2 years. The total intrinsic value of options exercised during fiscal 2017, 2016 and 2015 was $13.1 million, $6.3 million and $10.7 million, respectively. The grant date fair value of shares vested during fiscal 2017, 2016 and 2015 was $6.7 million, $9.6 million and $8.1 million, respectively. RESTRICTED STOCK Restricted stock awards consist of our common stock and are time-vested over three to six years. We recognize compensation expense on a straight-line basis over the vesting period. The fair value of restricted stock awards under the 2016 Plan is determined based on the closing price of our shares on the grant date. As of September 30, 2017, there was $21.4 million of total unrecognized compensation cost related to unvested restricted stock awards. That cost is expected to be recognized over a weighted-average period of 2.2 years. A summary of the status of our restricted stock awards as of September 30, 2017, and of changes in restricted stock outstanding during the fiscal years ended September 30, 2017, 2016 and 2015, is as follows (shares in thousands): 2017 2016 2015 Weighted-Average Weighted-Average Weighted-Average Grant Date Fair Grant Date Fair Grant Date Fair Shares Value per Share Shares Value per Share Shares Value per Share Outstanding at October 1, 648 $ 64.24 668 $ 67.03 634 $ 64.03 Granted 292 78.69 294 58.25 275 68.83 Vested (1) (271) 63.81 (256) 64.75 (214) 60.80 Forfeited (10) 68.09 (58) 63.65 (27) 64.45 Outstanding on September 30, 659 $ 70.76 648 $ 64.24 668 $ 67.03 (1) The number of restricted stock awards vested includes shares that we withheld on behalf of our employees to satisfy the statutory tax withholding requirements. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Sep. 30, 2017 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | NOTE 8 EARNINGS PER SHARE ASC 260, Earnings per Share , requires companies to treat unvested share-based payment awards that have non-forfeitable rights to dividend or dividend equivalents as a separate class of securities in calculating earnings per share. We have granted and expect to continue to grant to employees restricted stock grants that contain non-forfeitable rights to dividends. Such grants are considered participating securities under ASC 260. As such, we are required to include these grants in the calculation of our basic earnings per share and calculate basic earnings per share using the two-class method. The two-class method of computing earnings per share is an earnings allocation formula that determines earnings per share for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. Basic earnings per share is computed utilizing the two-class method and is calculated based on weighted-average number of common shares outstanding during the periods presented. Diluted earnings per share is computed using the weighted-average number of common and common equivalent shares outstanding during the periods utilizing the two-class method for stock options and nonvested restricted stock. The following table sets forth the computation of basic and diluted earnings per share: September 30, 2017 2016 2015 (in thousands) Numerator: Income (loss) from continuing operations $ (127,863) $ (52,990) $ 420,474 Loss from discontinued operations (349) (3,838) (47) Net income (loss) (128,212) (56,828) 420,427 Adjustment for basic earnings per share Earnings allocated to unvested shareholders (1,811) (1,858) (2,163) Numerator for basic earnings per share: From continuing operations (129,674) (54,848) 418,311 From discontinued operations (349) (3,838) (47) (130,023) (58,686) 418,264 Adjustment for diluted earnings per share: Effect of reallocating undistributed earnings of unvested shareholders — — 6 Numerator for diluted earnings per share: From continuing operations (129,674) (54,848) 418,317 From discontinued operations (349) (3,838) (47) $ (130,023) $ (58,686) $ 418,270 Denominator: Denominator for basic earnings per share - weighted-average shares 108,500 107,996 107,754 Effect of dilutive shares from stock options and restricted stock — 816 Denominator for diluted earnings per share - adjusted weighted-average shares 108,500 107,996 108,570 Basic earnings per common share: Income (loss) from continuing operations $ (1.20) $ (0.50) $ 3.88 Loss from discontinued operations — (0.04) — Net income (loss) $ (1.20) $ (0.54) $ 3.88 Diluted earnings per common share: Income (loss) from continuing operations $ (1.20) $ (0.50) $ 3.85 Loss from discontinued operations — (0.04) — Net income (loss) $ (1.20) $ (0.54) $ 3.85 We had a net loss for fiscal 2017 and 2016. Accordingly, our diluted earnings per share calculation for those years were equivalent to our basic earnings per share calculation since diluted earnings per share excluded any assumed exercise of equity awards. These were excluded because they were deemed to be anti-dilutive, meaning their inclusion would have reduced the reported net loss per share in the applicable period. The following shares attributable to outstanding equity awards were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive: 2017 2016 2015 (in thousands, except per share amounts) Shares excluded from calculation of diluted earnings per share 1,008 1,788 667 Weighted-average price per share $ 74.38 $ 63.73 $ 72.85 |
FINANCIAL INSTRUMENTS AND FAIR
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENT | 12 Months Ended |
Sep. 30, 2017 | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENT | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENT | NOTE 9 FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENT The estimated fair value of our available-for-sale securities is primarily based on market quotes. The following is a summary of available-for-sale securities, which excludes assets held in a Non-qualified Supplemental Savings Plan: Gross Gross Estimated Unrealized Unrealized Fair Cost Gains Losses Value (in thousands) Equity Securities: September 30, 2017 $ 38,473 $ 31,700 $ — $ 70,173 September 30, 2016 $ 38,473 $ 33,051 $ — $ 71,524 On an ongoing basis we evaluate the marketable equity securities to determine if any decline in fair value below cost is other-than-temporary. If a decline in fair value below cost is determined to be other-than-temporary, an impairment charge is recorded and a new cost basis established. We review several factors to determine whether a loss is other-than-temporary. These factors include, but are not limited to, (i) the length of time a security is in an unrealized loss position, (ii) the extent to which fair value is less than cost, (iii) the financial condition and near-term prospects of the issuer and (iv) our intent and ability to hold the security for a period of time sufficient to allow for any anticipated recovery in fair value. The cost of securities used in determining realized gains and losses is based on the average cost basis of the security sold. During the fourth quarter of fiscal 2016, we recognized a $26.0 million other-than-temporary impairment charge on one of our securities. No impairment charges were recognized in fiscal 2017 or fiscal 2015. There were no realized gains or losses on sales of available-for-sale securities in fiscal 2017, 2016 or 2015. The assets held in a Non-qualified Supplemental Savings Plan are carried at fair value and totaled $13.9 million and $13.4 million at September 30, 2017 and 2016, respectively. The assets are comprised of mutual funds that are measured using Level 1 inputs. Short-term investments include securities classified as trading securities. Both realized and unrealized gains and losses on trading securities are included in other income (expense) in the Consolidated Statements of Operations. The securities are recorded at fair value. The majority of cash equivalents are invested in highly-liquid money-market mutual funds invested primarily in direct or indirect obligations of the U.S. Government. The carrying amount of cash and cash equivalents approximates fair value due to the short maturity of those investments. The carrying value of other current assets, accrued liabilities and other liabilities approximated fair value at September 30, 2017 and 2016. Fair value is defined as the exchange price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. We use the fair value hierarchy established in ASC 820-10 to measure fair value to prioritize the inputs: · Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date. · Level 2 — Observable inputs, other than quoted prices included in Level 1, such as quoted prices for similar assets or liabilities in active markets; quoted prices for similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. · Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. At September 30, 2017, our financial instruments utilizing Level 1 inputs include cash equivalents, equity securities with active markets, money market funds we have elected to classify as restricted assets that are included in other current assets and other assets. Also included is cash denominated in a foreign currency that we have elected to classify as restricted to be used to settle the remaining liabilities of discontinued operations. For these items, quoted current market prices are readily available. At September 30, 2017, Level 2 inputs include U.S. Agency issued debt securities, municipal bonds and corporate bonds measured using broker quotations that utilize observable market inputs. Also included in Level 2 inputs are bank certificates of deposit included in short-term investments or current assets. Our financial instruments measured using Level 3 inputs consist of potential earnout payments associated with the MOTIVE acquisition. The valuation techniques used for determining the fair value of the potential earnout payments are described further in Note 2. The following table summarizes our assets measured at fair value presented in our Consolidated Balance Sheet as of September 30, 2017: Fair Value (Level 1) (Level 2) (Level 3) (in thousands) Recurring fair value measurements: Short-term investments: Certificates of deposit $ 1,500 $ — $ 1,500 $ — Corporate and municipal debt securities 15,818 — 15,818 — U.S. government and federal agency securities 27,173 24,853 2,320 — Total short-term investments 44,491 24,853 19,638 — Cash and cash equivalents 521,375 521,375 — — Investments 70,173 70,173 — — Other current assets 32,439 32,189 250 — Other assets 6,695 6,695 — — Total assets measured at fair value $ 675,173 $ 655,285 $ 19,888 $ — Liabilities: Contingent earnout liability $ 14,879 $ — $ — $ 14,879 The following information presents the supplemental fair value information about long-term fixed-rate debt at September 30, 2017 and September 30, 2016. September 30, 2017 2016 (in millions) Carrying value of long-term fixed-rate debt $ 492.9 $ 491.8 Fair value of long-term fixed-rate debt $ 529.0 $ 529.6 The fair value for the $500 million fixed-rate debt was based on broker quotes at September 30, 2017. The notes are classified within Level 2 of the fair value hierarchy as they are not actively traded in markets. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Sep. 30, 2017 | |
EMPLOYEE BENEFIT PLANS | |
EMPLOYEE BENEFIT PLANS | NOTE 10 EMPLOYEE BENEFIT PLANS We maintain a domestic noncontributory defined benefit pension plan covering certain U.S. employees who meet certain age and service requirements. In July 2003, we revised the Helmerich & Payne, Inc. Employee Retirement Plan (“Pension Plan”) to close the Pension Plan to new participants effective October 1, 2003, and reduce benefit accruals for current participants through September 30, 2006, at which time benefit accruals were discontinued and the Pension Plan was frozen. The following table provides a reconciliation of the changes in the pension benefit obligations and fair value of Pension Plan assets over the two-year period ended September 30, 2017 and a statement of the funded status as of September 30, 2017 and 2016: 2017 2016 (in thousands) Accumulated Benefit Obligation $ 109,976 $ 109,731 Changes in projected benefit obligations Projected benefit obligation at beginning of year $ 109,731 $ 107,417 Interest cost 4,053 4,266 Actuarial loss 3,633 15,051 Benefits paid (7,441) (17,003) Projected benefit obligation at end of year $ 109,976 $ 109,731 Change in plan assets Fair value of plan assets at beginning of year $ 90,748 $ 98,060 Actual return on plan assets 9,470 9,653 Employer contribution 39 38 Benefits paid (7,441) (17,003) Fair value of plan assets at end of year $ 92,816 $ 90,748 Funded status of the plan at end of year $ (17,160) $ (18,983) The amounts recognized in the Consolidated Balance Sheets at September 30, 2017 and 2016 are as follows (in thousands): Accrued liabilities $ (45) $ (45) Noncurrent liabilities-other (17,115) (18,938) Net amount recognized $ (17,160) $ (18,983) The amounts recognized in Accumulated Other Comprehensive Income (Loss) at September 30, 2017 and 2016, and not yet reflected in net periodic benefit cost, are as follows (in thousands): Net actuarial loss $ (28,873) $ (34,112) The amount recognized in Accumulated Other Comprehensive Income (Loss) and not yet reflected in periodic benefit cost expected to be amortized in next year’s periodic benefit cost is a net actuarial loss of $1.8 million. The weighted average assumptions used for the pension calculations were as follows: Year Ended September 30, 2017 2016 2015 Discount rate for net periodic benefit costs 3.64 % 4.27 % 4.32 % Discount rate for year-end obligations 3.79 % 3.64 % 4.27 % Expected return on plan assets 6.17 % 5.89 % 6.26 % The mortality table issued by the Society of Actuaries in October 2017 was used for the September 30, 2017 pension calculation. The new mortality information reflects improved life expectancies and projected mortality improvements. We did not make any contributions to the Pension Plan in fiscal 2017. In fiscal 2018, we do not expect minimum contributions required by law to be needed. However, we may make contributions in fiscal 2018 if needed to fund unexpected distributions in lieu of liquidating pension assets. Components of the net periodic pension expense (benefit) were as follows: Year Ended September 30, 2017 2016 2015 (in thousands) Interest cost $ 4,053 $ 4,266 $ 4,584 Expected return on plan assets (5,130) (5,616) (6,855) Recognized net actuarial loss 2,891 2,083 1,308 Settlement 1,640 4,964 2,873 Net pension expense $ 3,454 $ 5,697 $ 1,910 We record settlement expense when benefit payments exceed the total annual service and interest costs. The following table reflects the expected benefits to be paid from the Pension Plan in each of the next five fiscal years, and in the aggregate for the five years thereafter (in thousands). Year Ended September 30, 2018 2019 2020 2021 2022 2023 – 2027 Total $ 16,050 $ 6,844 $ 7,222 $ 5,591 $ 6,383 $ 32,723 $ 74,813 Included in the Pension Plan is an unfunded supplemental executive retirement plan. INVESTMENT STRATEGY AND ASSET ALLOCATION Our investment policy and strategies are established with a long-term view in mind. The investment strategy is intended to help pay the cost of the Pension Plan while providing adequate security to meet the benefits promised under the Pension Plan. We maintain a diversified asset mix to minimize the risk of a material loss to the portfolio value that might occur from devaluation of any single investment. In determining the appropriate asset mix, our financial strength and ability to fund potential shortfalls are considered. Pension Plan assets are invested in portfolios of diversified public-market equity securities and fixed income securities. The Pension Plan does not directly hold securities of the Company. The expected long-term rate of return on Pension Plan assets is based on historical and projected rates of return for current and planned asset classes in the Pension Plan’s investment portfolio after analyzing historical experience and future expectations of the return and volatility of various asset classes. The target allocation for 2018 and the asset allocation for the Pension Plan at the end of fiscal 2017 and 2016, by asset category, follows: Percentage of Plan Target Assets at Allocation September 30, Asset Category 2018 2017 2016 U.S. equities 45 % 50 % 62 % International equities 20 16 12 Fixed income 35 34 21 Real estate and other — — 5 Total 100 % 100 % 100 % PLAN ASSETS The fair value of Pension Plan assets at September 30, 2017 and 2016, summarized by level within the fair value hierarchy described in Note 9, are as follows: Fair Value as of September 30, 2017 Total Level 1 Level 2 Level 3 (in thousands) Short-term investments $ 3,488 $ 3,488 $ — $ — Mutual funds: Domestic stock funds 18,377 18,377 — — Bond funds 18,357 18,357 — — Balanced funds 18,222 18,222 — — International stock funds 14,583 14,583 — — Total mutual funds 69,539 69,539 — — Domestic common stock 19,692 19,692 — — Oil and gas properties 97 — — 97 Total $ 92,816 $ 92,719 $ — $ 97 Fair Value as of September 30, 2016 Total Level 1 Level 2 Level 3 (in thousands) Short-term investments $ 467 $ 467 $ — $ — Mutual funds: Domestic stock funds 36,107 36,107 — — Bond funds 22,809 22,809 — — International stock funds 11,334 11,334 — — Total mutual funds 70,250 70,250 — — Domestic common stock 18,305 18,305 — — Foreign equity stock 1,549 1,549 — — Oil and gas properties 177 — — 177 Total $ 90,748 $ 90,571 $ — $ 177 The Pension Plan’s financial assets utilizing Level 1 inputs are valued based on quoted prices in active markets for identical securities. The Plan has no assets utilizing Level 2. The Pension Plan’s assets utilizing Level 3 inputs consist of oil and gas properties. The fair value of oil and gas properties is determined by Wells Fargo Bank, N.A., based upon actual revenue received for the previous twelve-month period and experience with similar assets. The following table sets forth a summary of changes in the fair value of the Pension Plan’s Level 3 assets for the years ended September 30, 2017 and 2016: Oil and Gas Properties Year Ended September 30, 2017 2016 (in thousands) Balance, beginning of year $ 177 $ 387 Unrealized losses relating to property still held at the reporting date (80) (210) Balance, end of year $ 97 $ 177 DEFINED CONTRIBUTION PLAN Substantially all employees on the United States payroll may elect to participate in our 401(k)/Thrift Plan by contributing a portion of their earnings. We contribute an amount equal to 100 percent of the first five percent of the participant’s compensation subject to certain limitations. The annual expense incurred for this defined contribution plan was $16.6 million, $21.6 million and $24.8 million in fiscal 2017, 2016 and 2015, respectively. During fiscal 2016, we determined that employee workforce reductions which started during 2015 and continued into 2016 due to reduced drilling activity resulted in a partial plan termination of the 401(k)/Thrift Plan. Partial plan terminations result in affected participants becoming fully vested in Company contributions and actual earnings thereon at the termination date. As a result of the partial plan termination status, we accrued additional employer contributions totaling $6.3 million in general and administrative expense in fiscal 2016. |
SUPPLEMENTAL BALANCE SHEET INFO
SUPPLEMENTAL BALANCE SHEET INFORMATION | 12 Months Ended |
Sep. 30, 2017 | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | NOTE 11 SUPPLEMENTAL BALANCE SHEET INFORMATION The following reflects the activity in our reserve for bad debt for 2017, 2016 and 2015: September 30, 2017 2016 2015 (in thousands) Reserve for bad debt: Balance at October 1, $ 2,696 $ 6,181 $ 4,597 Provision for (recovery of) bad debt 2,016 (2,013) 6,034 (Write-off) recovery of bad debt 1,009 (1,472) (4,450) Balance at September 30, $ 5,721 $ 2,696 $ 6,181 Accounts receivable, prepaid expenses and other current assets, accrued liabilities and long-term liabilities at September 30 consist of the following: September 30, 2017 2016 (in thousands) Accounts receivable, net of reserve: Trade receivables $ 398,348 $ 286,998 Income tax receivable 78,726 37,971 Insurance recovery receivable — 50,200 Total accounts receivable, net of reserve $ 477,074 $ 375,169 Prepaid expenses and other current assets: Restricted cash $ 32,439 $ 27,566 Deferred mobilization 6,458 9,913 Prepaid insurance 4,060 4,354 Prepaid value added tax 3,870 1,407 Prepaid income taxes — 26,138 Other 8,293 8,689 Total prepaid expenses and other current assets $ 55,120 $ 78,067 Accrued liabilities: Accrued operating costs $ 36,949 $ 17,009 Payroll and employee benefits 54,941 43,547 Taxes payable, other than income tax 35,638 31,443 Self-insurance liabilities 22,159 14,801 Deferred income 25,893 34,681 Deferred mobilization 9,828 17,923 Accrued income taxes 8,011 — Litigation and claims 1,779 70,535 Other 13,485 4,700 Total accrued liabilities $ 208,683 $ 234,639 Noncurrent liabilities — Other: Pension and other non-qualified retirement plans $ 37,989 $ 39,762 Self-insurance liabilities 29,037 21,651 Contingent earnout liability 14,879 — Deferred mobilization 7,689 24,781 Uncertain tax positions including interest and penalties 3,562 12,502 Other 8,253 4,085 Total noncurrent liabilities — other $ 101,409 $ 102,781 |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 12 Months Ended |
Sep. 30, 2017 | |
SUPPLEMENTAL CASH FLOW INFORMATION | |
SUPPLEMENTAL CASH FLOW INFORMATION | NOTE 12 SUPPLEMENTAL CASH FLOW INFORMATION Year Ended September 30, 2017 2016 2015 (in thousands) Cash payments: Interest paid, net of amounts capitalized $ 22,936 $ 28,011 $ 11,651 Income taxes paid $ 3,749 $ 15,577 $ 131,128 Capital expenditures on the Consolidated Statements of Cash Flows for the years ended September 30, 2017, 2016 and 2015 do not include additions which have been incurred but not paid for as of the end of the year. The following table reconciles total capital expenditures incurred to total capital expenditures in the Consolidated Statements of Cash Flows: September 30, 2017 2016 2015 (in thousands) Capital expenditures incurred $ 408,106 $ 241,290 $ 1,033,241 Additions incurred in prior year but paid for in current year 9,465 25,344 123,548 Additions incurred but not paid for as of the end of the period (20,004) (9,465) (25,344) Capital expenditures per Consolidated Statements of Cash Flows $ 397,567 $ 257,169 $ 1,131,445 |
RISK FACTORS
RISK FACTORS | 12 Months Ended |
Sep. 30, 2017 | |
RISK FACTORS | |
RISK FACTORS | NOTE 13 RISK FACTORS CONCENTRATION OF CREDIT Financial instruments which potentially subject us to concentrations of credit risk consist primarily of temporary cash investments, short-term investments and trade receivables. We place temporary cash investments in the U.S. with established financial institutions and invest in a diversified portfolio of highly rated, short-term money market instruments. Our trade receivables, primarily with established companies in the oil and gas industry, may impact credit risk as customers may be similarly affected by prolonged changes in economic and industry conditions. International sales also present various risks including governmental activities that may limit or disrupt markets and restrict the movement of funds. Most of our international sales, however, are to large international or government-owned national oil companies. We perform credit evaluations of customers and do not typically require collateral in support for trade receivables. We provide an allowance for doubtful accounts, when necessary, to cover estimated credit losses. Such an allowance is based on management’s knowledge of customer accounts. VOLATILITY OF MARKET Our operations can be materially affected by oil and gas prices. Oil and natural gas prices have been historically volatile and difficult to predict with any degree of certainty. While current energy prices are important contributors to positive cash flow for customers, expectations about future prices and price volatility are generally more important for determining a customer’s future spending levels. This volatility, along with the difficulty in predicting future prices, can lead many exploration and production companies to base their capital spending on much more conservative estimates of commodity prices. As a result, demand for contract drilling services is not always purely a function of the movement of commodity prices. In addition, customers may finance their exploration activities through cash flow from operations, the incurrence of debt or the issuance of equity. Any deterioration in the credit and capital markets may cause difficulty for customers to obtain funding for their capital needs. A reduction of cash flow resulting from declines in commodity prices or a reduction of available financing may result in a reduction in customer spending and the demand for drilling services. This reduction in spending could have a material adverse effect on our operations. SELF-INSURANCE We self-insure a significant portion of expected losses relating to worker’s compensation, general liability and automobile liability. Generally, deductibles range from $1 million to $5 million per occurrence depending on the coverage and whether a claim occurs outside or inside of the United States. Insurance is purchased over deductibles to reduce our exposure to catastrophic events. Estimates are recorded for incurred outstanding liabilities for worker’s compensation, general liability claims and claims that are incurred but not reported. Estimates are based on adjusters’ estimates, historic experience and statistical methods that we believe are reliable. Nonetheless, insurance estimates include certain assumptions and management judgments regarding the frequency and severity of claims, claim development and settlement practices. Unanticipated changes in these factors may produce materially different amounts of expense that would be reported under these programs. We have a wholly-owned captive insurance company which finances a significant portion of the physical damage risk on company-owned drilling rigs as well as international casualty deductibles. INTERNATIONAL DRILLING OPERATIONS International drilling operations may significantly contribute to our revenues and net operating income. There can be no assurance that we will be able to successfully conduct such operations, and a failure to do so may have an adverse effect on our financial position, results of operations, and cash flows. Also, the success of our international operations will be subject to numerous contingencies, some of which are beyond management’s control. These contingencies include general and regional economic conditions, fluctuations in currency exchange rates, modified exchange controls, changes in international regulatory requirements and international employment issues, risk of expropriation of real and personal property and the burden of complying with foreign laws. Additionally, in the event that extended labor strikes occur or a country experiences significant political, economic or social instability, we could experience shortages in labor and/or material and supplies necessary to operate some of our drilling rigs, thereby potentially causing an adverse material effect on our business, financial condition and results of operations. Estimates from published sources indicate that Argentina is a highly inflationary country, which is defined as cumulative inflation rates exceeding 100 percent in the most recent three-year period based on inflation data published by the respective governments. Regardless, all of our foreign subsidiaries use the U.S. dollar as the functional currency and local currency monetary assets are remeasured into U.S. dollars with gains and losses resulting from foreign currency transactions included in current results of operations. Because of the impact of local laws, our future operations in certain areas may be conducted through entities in which local citizens own interests and through entities (including joint ventures) in which we hold only a minority interest or pursuant to arrangements under which we conduct operations under contract to local entities. While we believe that neither operating through such entities nor pursuant to such arrangements would have a material adverse effect on our operations or revenues, there can be no assurance that we will in all cases be able to structure or restructure our operations to conform to local law (or the administration thereof) on terms acceptable to us. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Sep. 30, 2017 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 14 COMMITMENTS AND CONTINGENCIES PURCHASE OBLIGATIONS Equipment, parts and supplies are ordered in advance to promote efficient construction and capital improvement progress. At September 30, 2017, we had purchase commitments for equipment, parts and supplies of approximately $56.2 million. LEASES At September 30, 2017, we were leasing approximately 221,021 square feet of office space near downtown Tulsa, Oklahoma. We also lease other office space and equipment for use in operations. For operating leases that contain built-in pre-determined rent escalations, rent expense is recognized on a straight-line basis over the life of the lease. Leasehold improvements are capitalized and amortized over the lease term. Future minimum rental payments required under operating leases having initial or remaining non-cancelable lease terms in excess of a year at September 30, 2017 are as follows: Fiscal Year Amount (in thousands) 2018 $ 8,015 2019 5,454 2020 3,795 2021 2,944 2022 2,926 Thereafter 6,825 Total $ 29,959 Total rent expense was $14.0 million, $13.5 million and $13.6 million for fiscal 2017, 2016 and 2015, respectively. CONTINGENCIES Various legal actions, the majority of which arise in the ordinary course of business, are pending. We maintain insurance against certain business risks subject to certain deductibles. With the exception of the matters discussed below, none of these legal actions are expected to have a material adverse effect on our financial condition, cash flows or results of operations. We are contingently liable to sureties in respect of bonds issued by the sureties in connection with certain commitments entered into by us in the normal course of business. We have agreed to indemnify the sureties for any payments made by them in respect of such bonds. During the ordinary course of our business, contingencies arise resulting from an existing condition, situation, or set of circumstances involving an uncertainty as to the realization of a possible gain contingency. We account for gain contingencies in accordance with the provisions of ASC 450, Contingencies , and, therefore, we do not record gain contingencies and recognize income until realized. The property and equipment of our Venezuelan subsidiary was seized by the Venezuelan government on June 30, 2010. Our wholly-owned subsidiaries, Helmerich & Payne International Drilling Co. (“HPIDC”) and Helmerich & Payne de Venezuela, C.A., filed a lawsuit in the United States District Court for the District of Columbia on September 23, 2011 against the Bolivarian Republic of Venezuela, Petroleos de Venezuela, S.A. (“PDVSA”) and PDVSA Petroleo, S.A. (“Petroleo”). Our subsidiaries seek damages for the taking of their Venezuelan drilling business in violation of international law and for breach of contract. While there exists the possibility of realizing a recovery, we are currently unable to determine the timing or amounts we may receive, if any, or the likelihood of recovery. No gain contingencies are recognized in our Consolidated Financial Statements. On November 8, 2013, the United States District Court for the Eastern District of Louisiana approved the previously disclosed October 30, 2013 plea agreement between our wholly owned subsidiary, HPIDC, and the United States Department of Justice, United States Attorney’s Office for the Eastern District of Louisiana (“DOJ”). The court’s approval of the plea agreement resolved the DOJ’s investigation into certain choke manifold testing irregularities that occurred in 2010 at one of HPIDC's offshore platform rigs in the Gulf of Mexico. We also engaged in discussions with the Inspector General’s office of the Department of Interior (“DOI”) regarding the same events that were the subject of the DOJ’s investigation. Although we do not presently anticipate any further action by the DOI in this matter, we can provide no assurance as to the timing or eventual outcome of the DOI’s consideration of the matter. On or about April 28, 2015, Joshua Keel ("Keel"), an employee of HPIDC, filed a petition in the 152nd Judicial Court for Harris County, Texas (Cause No. 2015-24531) against us, our customer and several subcontractors of our customer. The suit arose from injuries Keel sustained in an accident that occurred while he was working on HPIDC Rig 223 in New Mexico in July of 2014. Keel alleged that the defendants were negligent and negligent per se , acted recklessly, intentionally, and/or with an utterly wanton disregard for the rights and safety of the plaintiff and sought damages well in excess of $100 million. Pursuant to the terms of the drilling contract between HPIDC and its customer, HPIDC indemnified most of the co-defendants in the lawsuit. On September 14, 2016, the parties in the Keel litigation entered into a global settlement agreement, which was approved by the court on October 14, 2016. The total settlement amount of $72 million, accrued at September 30, 2016, was paid by the Company and its insurers on behalf of all defendants, in December 2016, pursuant to industry standard contractual indemnification obligations. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Sep. 30, 2017 | |
SEGMENT INFORMATION | |
SEGMENT INFORMATION | NOTE 15 SEGMENT INFORMATION We operate principally in the contract drilling industry. The contract drilling operations consist mainly of contracting Company-owned drilling equipment primarily to large oil and gas exploration companies. Our contract drilling business includes the following reportable operating segments: U.S. Land, Offshore and International Land. Each reportable operating segment is a strategic business unit that is managed separately. Our primary international areas of operation include Argentina, Bahrain, Colombia, U.A.E. and other South American and Middle Eastern countries. Other includes additional non-reportable operating segments. Revenues included in Other consist of rental income as well as technology services provided for directional drilling process. Consolidated revenues and expenses reflect the elimination of all material intercompany transactions. We evaluate segment performance based on income or loss from continuing operations (segment operating income) before income taxes which includes: · revenues from external and internal customers · direct operating costs · depreciation and · allocated general and administrative costs but excludes corporate costs for other depreciation, income from asset sales and other corporate income and expense. General and administrative costs are allocated to the segments based primarily on specific identification and, to the extent that such identification is not practical, on other methods which we believe to be a reasonable reflection of the utilization of services provided. Segment operating income for all segments is a non-GAAP financial measure of our performance, as it excludes certain general and administrative expenses, corporate depreciation, income from asset sales and other corporate income and expense. We consider segment operating income to be an important supplemental measure of operating performance for presenting trends in our core businesses. We use this measure to facilitate period-to-period comparisons in operating performance of our reportable segments in the aggregate by eliminating items that affect comparability between periods. We believe that segment operating income is useful to investors because it provides a means to evaluate the operating performance of the segments on an ongoing basis using criteria that are used by our internal decision makers. Additionally, it highlights operating trends and aids analytical comparisons. However, segment operating income has limitations and should not be used as an alternative to operating income or loss, a performance measure determined in accordance with GAAP, as it excludes certain costs that may affect our operating performance in future periods. Summarized financial information of our reportable segments for continuing operations for each of the years ended September 30, 2017, 2016 and 2015 is shown in the following table: Segment Depreciation Additions External Inter- Total Operating and Total to Long-Lived (in thousands) Sales Segment Sales Income (Loss) Amortization Assets Assets September 30, 2017 Contract Drilling U.S. Land $ 1,439,523 $ — $ 1,439,523 $ (94,880) $ 499,486 $ 4,967,074 $ 394,508 Offshore 136,263 — 136,263 24,201 11,764 99,533 2,847 International Land 212,972 — 212,972 (7,224) 53,622 413,392 3,400 1,788,758 — 1,788,758 (77,903) 564,872 5,479,999 400,755 Other 15,983 862 16,845 (9,449) 20,671 959,986 7,351 1,804,741 862 1,805,603 (87,352) 585,543 6,439,985 408,106 Eliminations — (862) (862) — — — — Total $ 1,804,741 $ — $ 1,804,741 $ (87,352) $ 585,543 $ 6,439,985 $ 408,106 Segment Additions External Inter- Total Operating Total to Long-Lived (in thousands) Sales Segment Sales Income (Loss) Depreciation Assets Assets September 30, 2016 Contract Drilling U.S. Land $ 1,242,462 $ — $ 1,242,462 $ 74,118 $ 508,237 $ 5,005,299 $ 209,156 Offshore 138,601 — 138,601 15,659 12,495 105,152 9,694 International Land 229,894 — 229,894 (14,086) 57,102 487,181 2,364 1,610,957 — 1,610,957 75,691 577,834 5,597,632 221,214 Other 13,275 855 14,130 (7,491) 20,753 1,234,323 20,076 1,624,232 855 1,625,087 68,200 598,587 6,831,955 241,290 Eliminations — (855) (855) — — — — Total $ 1,624,232 $ — $ 1,624,232 $ 68,200 $ 598,587 $ 6,831,955 $ 241,290 Segment Additions External Inter- Total Operating Total to Long-Lived (in thousands) Sales Segment Sales Income (Loss) Depreciation Assets Assets September 30, 2015 Contract Drilling U.S. Land $ 2,523,518 $ — $ 2,523,518 $ 698,375 $ 519,950 $ 5,429,179 $ 949,978 Offshore 241,666 — 241,666 68,002 11,659 118,852 16,100 International Land 382,331 — 382,331 (7,093) 57,334 565,712 39,645 3,147,515 — 3,147,515 759,284 588,943 6,113,743 1,005,723 Other 14,187 880 15,067 (10,911) 19,096 1,025,402 27,518 3,161,702 880 3,162,582 748,373 608,039 7,139,145 1,033,241 Eliminations — (880) (880) — — — — Total $ 3,161,702 $ — $ 3,161,702 $ 748,373 $ 608,039 $ 7,139,145 $ 1,033,241 The following table reconciles segment operating income (loss) to income from continuing operations before income taxes as reported on the Consolidated Statements of Operations: Year Ended September 30, 2017 2016 2015 (in thousands) Segment operating income (loss) $ (87,352) $ 68,200 $ 748,373 Income from asset sales 20,627 9,896 11,834 Corporate general and administrative costs and corporate depreciation (105,816) (104,062) (88,244) Operating income (loss) (172,541) (25,966) 671,963 Other income (expense) Interest and dividend income 5,915 3,166 5,840 Interest expense (19,747) (22,913) (15,023) Loss on investment securities — (25,989) — Other 1,775 (965) (901) Total unallocated amounts (12,057) (46,701) (10,084) Income (loss) from continuing operations before income taxes $ (184,598) $ (72,667) $ 661,879 The following table presents revenues from external customers and long-lived assets by country based on the location of service provided: Year Ended September 30, 2017 2016 2015 (in thousands) Operating Revenues United States $ 1,591,769 $ 1,386,786 $ 2,750,043 Argentina 157,257 159,427 177,984 Colombia 37,554 20,488 70,076 Ecuador 6 4,948 30,987 Other Foreign 18,155 52,583 132,612 Total $ 1,804,741 $ 1,624,232 $ 3,161,702 Long-Lived Assets United States $ 4,686,235 $ 4,804,328 $ 5,149,315 Argentina 155,978 183,286 211,862 Colombia 81,798 91,815 102,401 Ecuador 22,298 438 28,918 Other Foreign 54,742 64,866 70,674 Total $ 5,001,051 $ 5,144,733 $ 5,563,170 Long-lived assets are comprised of property, plant and equipment. Revenues from one customer accounted for approximately 9 percent, 8 percent and 6 percent of total operating revenues during the years ended September 30, 2017, 2016 and 2015, respectively. Revenues from another customer accounted for approximately 9 percent, 9 percent and 5 percent of total operating revenues during the years ended September 30, 2017, 2016 and 2015, respectively. Collectively, the receivables from these customers were $59.0 million and $58.1 million at September 30, 2017 and 2016, respectively. |
GUARANTOR AND NON-GUARANTOR FIN
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | 12 Months Ended |
Sep. 30, 2017 | |
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | |
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | NOTE 16 GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION In March 2015, Helmerich & Payne International Drilling Co. (“the issuer”), a 100 percent owned subsidiary of Helmerich & Payne, Inc. (“parent”, “the guarantor”), issued senior unsecured notes with an aggregate principal amount of $500.0 million. The notes are fully and unconditionally guaranteed by the parent. No subsidiaries of the parent currently guarantee the notes, subject to certain provisions that if any subsidiary guarantees certain other debt of the issuer or parent, then such subsidiary will provide a guarantee of the obligation under the notes. In connection with the notes, we are providing the following condensed consolidating financial information in accordance with the Securities and Exchange Commission disclosure requirements. Each entity in the consolidating financial information follows the same accounting policies as described in the consolidated financial statements. Condensed consolidating financial information for the issuer, Helmerich & Payne International Drilling Co., and parent, guarantor, Helmerich & Payne, Inc. is shown in the tables below. CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS (in thousands ) Year Ended September 30, 2017 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Operating revenue $ — $ 1,575,787 $ 229,021 $ (67) $ 1,804,741 Operating costs and other 16,566 1,707,473 254,125 (882) 1,977,282 Operating income (loss) from continuing operations (16,566) (131,686) (25,104) 815 (172,541) Other income (expense), net (240) 7,342 1,403 (815) 7,690 Interest expense (398) (20,136) 787 — (19,747) Equity in net income (loss) of subsidiaries (116,212) (8,012) — 124,224 — Loss from continuing operations before income taxes (133,416) (152,492) (22,914) 124,224 (184,598) Income tax benefit (5,204) (38,600) (12,931) — (56,735) Loss from continuing operations (128,212) (113,892) (9,983) 124,224 (127,863) Income from discontinued operations before income taxes — — 3,285 — 3,285 Income tax provision — — 3,634 — 3,634 Loss from discontinued operations — — (349) — (349) Net loss $ (128,212) $ (113,892) $ (10,332) $ 124,224 $ (128,212) CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (in thousands) Year Ended September 30, 2017 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Net loss $ (128,212) $ (113,892) $ (10,332) $ 124,224 $ (128,212) Other comprehensive income, net of income taxes: Unrealized depreciation on securities, net — (829) — — (829) Minimum pension liability adjustments, net 860 2,473 — — 3,333 Other comprehensive income 860 1,644 — — 2,504 Comprehensive loss $ (127,352) $ (112,248) $ (10,332) $ 124,224 $ (125,708) CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS (in thousands) Year Ended September 30, 2016 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Operating revenue $ — $ 1,373,511 $ 250,791 $ (70) $ 1,624,232 Operating costs and other 13,145 1,358,269 280,107 (1,323) 1,650,198 Operating income (loss) from continuing operations (13,145) 15,242 (29,316) 1,253 (25,966) Other expense, net (194) (22,243) (98) (1,253) (23,788) Interest expense (375) (20,256) (2,282) — (22,913) Equity in net income (loss) of subsidiaries (47,166) (14,472) — 61,638 — Loss from continuing operations before income taxes (60,880) (41,729) (31,696) 61,638 (72,667) Income tax provision (benefit) (4,052) 5,127 (20,752) — (19,677) Loss from continuing operations (56,828) (46,856) (10,944) 61,638 (52,990) Income from discontinued operations before income taxes — — 2,360 — 2,360 Income tax provision — — 6,198 — 6,198 Loss from discontinued operations — — (3,838) — (3,838) Net loss $ (56,828) $ (46,856) $ (14,782) $ 61,638 $ (56,828) CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (in thousands) Year Ended September 30, 2016 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Net loss $ (56,828) $ (46,856) $ (14,782) $ 61,638 $ (56,828) Other comprehensive loss, net of income taxes: Unrealized appreciation on securities, net — 2,772 — — 2,772 Reclassification of realized losses in net income, net — 926 — — 926 Minimum pension liability adjustments, net (63) (2,462) — — (2,525) Other comprehensive income (loss) (63) 1,236 — — 1,173 Comprehensive loss $ (56,891) $ (45,620) $ (14,782) $ 61,638 $ (55,655) CONDENSED CONSOLIDATING STATEMENTS OF INCOME (in thousands) Year Ended September 30, 2015 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Operating revenue $ — $ 2,735,863 $ 425,914 $ (75) $ 3,161,702 Operating costs and other 10,875 2,037,465 444,503 (3,104) 2,489,739 Operating income (loss) from continuing operations (10,875) 698,398 (18,589) 3,029 671,963 Other income (expense), net (91) 7,523 536 (3,029) 4,939 Interest expense (159) (8,955) (5,909) — (15,023) Equity in net income of subsidiaries 427,342 (13,128) — (414,214) — Income (loss) from continuing operations before income taxes 416,217 683,838 (23,962) (414,214) 661,879 Income tax provision (4,210) 258,536 (12,921) — 241,405 Income (loss) from continuing operations 420,427 425,302 (11,041) (414,214) 420,474 Loss from discontinued operations before income taxes — — (124) — (124) Income tax benefit — — (77) — (77) Loss from discontinued operations — — (47) — (47) Net income (loss) $ 420,427 $ 425,302 $ (11,088) $ (414,214) $ 420,427 CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (in thousands) Year Ended September 30, 2015 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Net income (loss) $ 420,427 $ 425,302 $ (11,088) $ (414,214) $ 420,427 Other comprehensive loss, net of income taxes: Unrealized depreciation on securities, net — (80,217) — — (80,217) Minimum pension liability adjustments, net (666) (3,620) — — (4,286) Other comprehensive loss (666) (83,837) — — (84,503) Comprehensive income (loss) $ 419,761 $ 341,465 $ (11,088) $ (414,214) $ 335,924 CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) September 30, 2017 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ (587) $ 508,091 $ 13,871 $ — $ 521,375 Short-term investments — 44,491 — — 44,491 Accounts receivable, net of reserve 766 411,599 64,714 (5) 477,074 Inventories — 102,470 34,734 — 137,204 Prepaid expenses and other 12,200 6,383 36,979 (442) 55,120 Current assets of discontinued operations — — 3 — 3 Total current assets 12,379 1,073,034 150,301 (447) 1,235,267 Investments 13,853 70,173 — — 84,026 Property, plant and equipment, net 49,851 4,609,144 342,056 — 5,001,051 Intercompany 90,885 1,746,662 248,540 (2,086,087) — Goodwill — — 51,705 — 51,705 Intangible assets, net of amortization — — 50,785 — 50,785 Other assets 4,955 3,839 8,360 — 17,154 Investment in subsidiaries 5,470,050 183,382 — (5,653,432) — Total assets $ 5,641,973 $ 7,686,234 $ 851,747 $ (7,739,966) $ 6,439,988 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable $ 82,360 $ 48,679 $ 4,589 $ — $ 135,628 Accrued liabilities 26,698 148,491 33,941 (447) 208,683 Current liabilities of discontinued operations — — 74 — 74 Total current liabilities 109,058 197,170 38,604 (447) 344,385 Noncurrent liabilities: Long-term debt — 492,902 — — 492,902 Deferred income taxes (11,201) 1,286,381 57,509 — 1,332,689 Intercompany 1,354,068 210,823 521,096 (2,085,987) — Other 25,457 43,471 32,481 — 101,409 Noncurrent liabilities of discontinued operations — — 4,012 — 4,012 Total noncurrent liabilities 1,368,324 2,033,577 615,098 (2,085,987) 1,931,012 Shareholders’ equity: Common stock 11,196 100 — (100) 11,196 Additional paid-in capital 487,248 52,437 1,039 (53,476) 487,248 Retained earnings 3,855,686 5,396,212 197,006 (5,593,218) 3,855,686 Accumulated other comprehensive income 2,300 6,738 — (6,738) 2,300 Treasury stock, at cost (191,839) — — — (191,839) Total shareholders’ equity 4,164,591 5,455,487 198,045 (5,653,532) 4,164,591 Total liabilities and shareholders’ equity $ 5,641,973 $ 7,686,234 $ 851,747 $ (7,739,966) $ 6,439,988 CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) September 30, 2016 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ (955) $ 899,028 $ 7,488 $ — $ 905,561 Short-term investments — 44,148 — — 44,148 Accounts receivable, net of reserve 2 325,325 51,121 (1,279) 375,169 Inventories — 87,946 36,379 — 124,325 Prepaid expenses and other 6,928 20,625 71,753 (21,239) 78,067 Assets held for sale — 18,471 26,881 — 45,352 Current assets of discontinued operations — — 64 — 64 Total current assets 5,975 1,395,543 193,686 (22,518) 1,572,686 Investments 13,431 71,524 — — 84,955 Property, plant and equipment, net 59,173 4,716,736 368,824 — 5,144,733 Intercompany 16,147 1,399,323 260,939 (1,676,409) — Goodwill — — 4,718 — 4,718 Intangible assets, net of amortization — — 919 — 919 Other assets 233 267 23,508 — 24,008 Investment in subsidiaries 5,579,713 208,118 — (5,787,831) — Total assets $ 5,674,672 $ 7,791,511 $ 852,594 $ (7,486,758) $ 6,832,019 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable $ 80,000 $ 10,868 $ 5,828 $ (1,274) $ 95,422 Accrued liabilities 1,822 176,985 35,598 20,234 234,639 Current liabilities of discontinued operations — — 59 — 59 Total current liabilities 81,822 187,853 41,485 18,960 330,120 Noncurrent liabilities: Long-term debt — 491,847 — — 491,847 Deferred income taxes (5,930) 1,303,324 45,062 — 1,342,456 Intercompany 1,016,673 209,276 491,838 (1,717,787) — Other 21,182 36,379 45,220 — 102,781 Noncurrent liabilities of discontinued operations — — 3,890 — 3,890 Total noncurrent liabilities 1,031,925 2,040,826 586,010 (1,717,787) 1,940,974 Shareholders’ equity: Common stock 11,140 100 — (100) 11,140 Additional paid-in capital 448,452 47,533 549 (48,082) 448,452 Retained earnings 4,289,807 5,510,105 224,550 (5,734,655) 4,289,807 Accumulated other comprehensive income (loss) (204) 5,094 — (5,094) (204) Treasury stock, at cost (188,270) — — — (188,270) Total shareholders’ equity 4,560,925 5,562,832 225,099 (5,787,931) 4,560,925 Total liabilities and shareholders’ equity $ 5,674,672 $ 7,791,511 $ 852,594 $ (7,486,758) $ 6,832,019 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) September 30, 2017 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ (3,828) $ 349,929 $ 11,116 $ — $ 357,217 INVESTING ACTIVITIES: Capital expenditures (4,264) (387,392) (5,911) — (397,567) Purchase of short-term investments — (69,866) — — (69,866) Acquisition of business, net cash received (70,416) — — — (70,416) Proceeds from sale of short-term investments — 69,449 — — 69,449 Intercompany transfers 74,680 (74,680) — — — Proceeds from asset sales — 22,724 688 — 23,412 Net cash used in investing activities — (439,765) (5,223) — (444,988) FINANCING ACTIVITIES: Intercompany transfers 305,515 (305,515) — — — Dividends paid (305,515) — — — (305,515) Exercise of stock options, net of tax withholding 10,534 — — — 10,534 Tax withholdings related to net share settlements of restricted stock (5,848) — — — (5,848) Excess tax benefit from stock-based compensation (490) 4,414 490 — 4,414 Net cash provided by (used in) financing activities 4,196 (301,101) 490 — (296,415) Net increase (decrease) in cash and cash equivalents 368 (390,937) 6,383 — (384,186) Cash and cash equivalents, beginning of period (955) 899,028 7,488 — 905,561 Cash and cash equivalents, end of period $ (587) $ 508,091 $ 13,871 $ — $ 521,375 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) September 30, 2016 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ 3,521 $ 776,364 $ (26,288) $ — $ 753,597 INVESTING ACTIVITIES: Capital expenditures (16,119) (235,078) (5,972) — (257,169) Purchase of short-term investments — (57,276) — — (57,276) Proceeds from sale of short-term investments — 58,381 — — 58,381 Intercompany transfers 16,119 (16,119) — — — Proceeds from asset sales 9 19,237 2,599 — 21,845 Net cash provided by (used in) investing activities 9 (230,855) (3,373) — (234,219) FINANCING ACTIVITIES: Payments on long-term debt — (40,000) — — (40,000) Debt issuance costs — (1,111) — — (1,111) Intercompany transfers 300,152 (300,152) — — — Dividends paid (300,152) — — — (300,152) Exercise of stock options, net of tax withholding 1,040 — — — 1,040 Tax withholdings related to net share settlements of restricted stock (3,912) — — — (3,912) Excess tax benefit from stock-based compensation (775) 1,509 200 — 934 Net cash provided by (used in) financing activities (3,647) (339,754) 200 — (343,201) Net increase (decrease) in cash and cash equivalents (117) 205,755 (29,461) — 176,177 Cash and cash equivalents, beginning of period (838) 693,273 36,949 — 729,384 Cash and cash equivalents, end of period $ (955) $ 899,028 $ 7,488 $ — $ 905,561 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) September 30, 2015 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ 3,623 $ 1,379,707 $ 45,244 $ — $ 1,428,574 INVESTING ACTIVITIES: Capital expenditures (24,818) (1,064,288) (42,339) — (1,131,445) Purchase of short-term investments — (45,607) — — (45,607) Intercompany transfers 24,818 (24,818) — — — Proceeds from asset sales 1 21,329 1,313 — 22,643 Net cash provided by (used in) investing activities 1 (1,113,384) (41,026) — (1,154,409) FINANCING ACTIVITIES: Payments on long-term debt — (40,000) — — (40,000) Proceeds from senior notes, net of discount — 497,125 — — 497,125 Debt issuance costs — (5,474) — — (5,474) Proceeds on short-term debt — — 1,002 — 1,002 Payments on short-term debt — — (1,002) — (1,002) Repurchase of common stock (59,654) — — — (59,654) Intercompany transfers 358,021 (358,021) — — — Dividends paid (298,367) — — — (298,367) Exercise of stock options, net of tax withholding 2,650 — — — 2,650 Tax withholdings related to net share settlements of restricted stock (5,140) — — — (5,140) Excess tax benefit from stock-based compensation 78 3,665 29 — 3,772 Net cash provided by (used in) financing activities (2,412) 97,295 29 — 94,912 Net increase in cash and cash equivalents 1,212 363,618 4,247 — 369,077 Cash and cash equivalents, beginning of period (2,050) 329,655 32,702 — 360,307 Cash and cash equivalents, end of period $ (838) $ 693,273 $ 36,949 $ — $ 729,384 |
SELECTED QUARTERLY FINANCIAL DA
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | 12 Months Ended |
Sep. 30, 2017 | |
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | |
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | NOTE 17 SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (in thousands, except per share amounts) 2017 1 st Quarter 2 nd Quarter 3 rd Quarter 4 th Quarter Operating revenues $ 368,590 $ 405,283 $ 498,564 $ 532,304 Operating loss (49,164) (65,672) (28,028) (29,677) Loss from continuing operations (34,554) (48,473) (23,125) (21,711) Net loss (35,063) (48,818) (21,799) (22,532) Basic earnings per common share: Loss from continuing operations (0.33) (0.45) (0.22) (0.20) Net loss (0.33) (0.45) (0.21) (0.21) Diluted earnings per common share: Loss from continuing operations (0.33) (0.45) (0.22) (0.20) Net loss (0.33) (0.45) (0.21) (0.21) 2016 1 st Quarter 2 nd Quarter 3 rd Quarter 4 th Quarter Operating revenues $ 487,847 $ 438,191 $ 366,486 $ 331,708 Operating income (loss) 38,670 41,621 (13,256) (93,001) Income (loss) from continuing operations 15,898 25,174 (21,193) (72,869) Net income (loss) 16,002 21,205 (21,200) (72,835) Basic earnings per common share: Income (loss) from continuing operations 0.15 0.23 (0.20) (0.68) Net income (loss) 0.15 0.19 (0.20) (0.68) Diluted earnings per common share: Income (loss) from continuing operations 0.15 0.23 (0.20) (0.68) Net income (loss) 0.15 0.19 (0.20) (0.68) The sum of earnings per share for the four quarters may not equal the total earnings per share for the year due to changes in the average number of common shares outstanding. In the first quarter of fiscal 2017, net loss includes an after-tax gain from the sale of assets of $0.6 million, $0.01 per share on a diluted basis. In the second quarter of fiscal 2017, net loss includes an after-tax gain from the sale of assets of $10.1 million, $0.09 per share on a diluted basis. In the third quarter of fiscal 2017, net loss includes an after-tax gain from the sale of assets of $1.3 million, $0.01 per share on a diluted basis. In the fourth quarter of fiscal 2017, net loss includes an after-tax gain from the sale of assets of $2.3 million, $0.02 per share on a diluted basis. In the first quarter of fiscal 2016, net income includes an after-tax gain from the sale of assets of $2.9 million, $0.03 per share on a diluted basis and an after-tax loss related to currency exchange losses of approximately $5.4 million, $0.05 per share on a diluted basis. In the second quarter of fiscal 2016, net income includes an after-tax gain from the sale of assets of $1.5 million, $0.01 per share on a diluted basis. In the third quarter of fiscal 2016, net loss includes an after-tax impairment charge, primarily related to used drilling equipment, of approximately $2.9 million, $0.03 per share on a diluted basis. In the fourth quarter of fiscal 2016, net loss includes an after-tax gain from the sale of assets of $1.4 million, $0.01 per share on a diluted basis. In the fourth quarter of fiscal 2016, net loss includes an after-tax loss from an other-than-temporary impairment of available-for-sale securities of $15.9 million, $0.15 loss per share on a diluted basis. In the fourth quarter of fiscal 2016, net loss includes an after-tax loss from a litigation settlement of $12.0 million, $0.11 loss per share on a diluted basis. |
SUMMARY OF SIGNIFICANT ACCOUN27
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Sep. 30, 2017 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
PRINCIPLES OF CONSOLIDATION | PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of Helmerich & Payne, Inc. and its wholly-owned subsidiaries. |
BASIS OF PRESENTATION | BASIS OF PRESENTATION We classified our former Venezuelan operation as a discontinued operation in the third quarter of fiscal 2010, as more fully described in Note 3. Unless indicated otherwise, the information in the Notes to Consolidated Financial Statements relates only to our continuing operations. |
FOREIGN CURRENCIES | FOREIGN CURRENCIES The functional currency for all our foreign operations is the U.S. dollar. Nonmonetary assets and liabilities are translated at historical rates and monetary assets and liabilities are translated at exchange rates in effect at the end of the period. Income statement accounts are translated at average rates for the period presented. Aggregate foreign currency gains and losses from remeasurement of foreign currency financial statements and foreign currency translations into U.S. dollars included in direct operating costs total losses of $7.1 and $9.3 million in fiscal 2017 and 2016, respectively, and a transaction gain of $1.6 million in fiscal 2015. |
USE OF ESTIMATES | USE OF ESTIMATES The preparation of our financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, 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. Actual results could differ from those estimates. |
RECENTLY ADOPTED ACCOUNTING STANDARDS | RECENTLY ADOPTED ACCOUNTING STANDARDS In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-04, Intangibles-Goodwill and Other (Topic 350). The objective of this ASU is to simplify how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. Instead, under this ASU, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. As permitted, we early adopted this guidance effective June 30, 2017 with no impact on our consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements — Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern . The guidance provides principles and definitions for management that are intended to reduce diversity in the timing and content of disclosures provided in footnotes. Under the standard, management is required to evaluate for each annual and interim reporting period whether it is probable that the entity will not be able to meet its obligations as they become due within one year after the date that financial statements are issued (or are available to be issued, where applicable). We adopted ASU No. 2014-15, as required, on September 30, 2017 with no impact on the consolidated financial statements. |
CASH AND CASH EQUIVALENTS | CASH AND CASH EQUIVALENTS Cash equivalents consist of investments in short-term, highly liquid securities having original maturities of three months or less. The carrying values of these assets approximate their fair values. We utilize a cash management system with a series of separate accounts consisting of lockbox accounts for receiving cash, concentration accounts, and several “zero-balance” disbursement accounts for funding payroll and accounts payable. |
RESTRICTED CASH AND CASH EQUIVALENTS | RESTRICTED CASH AND CASH EQUIVALENTS We had restricted cash and cash equivalents of $39.1 million and $29.6 million at September 30, 2017 and 2016, respectively. Of the total at September 30, 2017, $9.4 million is related to the MOTIVE acquisition described in Note 2, $2.0 million is from the initial capitalization of the captive insurance company, and $27.7 million represents an additional amount management has elected to restrict for the purpose of potential insurance claims in our wholly-owned captive insurance company. The restricted amounts are primarily invested in short-term money market securities. The restricted cash and cash equivalents are reflected in the balance sheet as follows: September 30, 2017 2016 (in thousands) Prepaid expenses and other $ 32,439 $ 27,631 Other assets $ 6,695 $ 2,000 |
INVENTORIES | INVENTORIES Inventories are primarily replacement parts and supplies held for use in our drilling operations. Inventories are valued at the lower of weighted average cost or market value. |
INVESTMENTS | INVESTMENTS We maintain investments in equity securities of certain publicly traded companies. The cost of securities used in determining realized gains and losses is based on the average cost basis of the security sold. We regularly review investment securities for impairment based on criteria that include the extent to which the investment’s carrying value exceeds its related fair value, the duration of the market decline and the financial strength and specific prospects of the issuer of the security. Unrealized losses that are other than temporary are recognized in earnings. |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment are stated at cost less accumulated depreciation. Substantially all property, plant and equipment are depreciated using the straight-line method based on the estimated useful lives of the assets (contract drilling equipment, 4-15 years; real estate buildings and equipment, 10-45 years; and other, 2-23 years). Depreciation in the Consolidated Statements of Operations includes abandonments of $42.6 million, $39.3 million and $43.6 million for fiscal 2017, 2016 and 2015, respectively. During fiscal 2017, upgrades to our fleet to meet customer demands for additional capabilities resulted in the abandonment of older rig components. During fiscal 2016, we abandoned used drilling equipment removed from service. During fiscal 2015, we decommissioned 23 idle rigs. The cost of maintenance and repairs is charged to direct operating cost, while betterments and refurbishments are capitalized. We lease office space and equipment for use in operations. Leases are evaluated at inception or upon any subsequent material modification and, depending on the lease terms, are classified as either capital leases or operating leases as appropriate under Accounting Standards Codification (“ASC”) 840, Leases . We do not have significant capital leases. |
CAPITALIZATION OF INTEREST | CAPITALIZATION OF INTEREST We capitalize interest on major projects during construction. Interest is capitalized based on the average interest rate on related debt. Capitalized interest for fiscal 2017, 2016 and 2015 was $0.3 million, $2.8 million and $7.0 million, respectively. |
VALUATION OF LONG-LIVED ASSETS | VALUATION OF LONG-LIVED ASSETS We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Changes that could prompt such an assessment include a significant decline in revenue or cash margin per day, extended periods of low rig utilization, changes in market demand for a specific asset, obsolescence, completion of specific contracts and/or overall general market conditions. If a review of the long-lived assets indicates that the carrying value of certain of these assets is more than the estimated undiscounted future cash flows, an impairment charge is made, as required, to adjust the carrying value down to the estimated fair value of the asset. The fair value of drilling rigs is determined based upon either an income approach using estimated discounted future cash flows or a market approach. Cash flows are estimated by management considering factors such as prospective market demand, recent changes in rig technology and its effect on each rig’s marketability, any cash investment required to make a rig marketable, suitability of rig size and make up to existing platforms, and competitive dynamics including industry utilization. Long-lived assets that are held for sale are recorded at the lower of carrying value or the fair value less costs to sell. Fair value is estimated, if applicable, considering factors such as recent market sales of rigs of other companies and our own sales of rigs, appraisals and other factors. Beginning in the first fiscal quarter of fiscal 2015 and continuing into fiscal 2016, domestic and international oil prices declined significantly but have since largely stabilized at lower levels. This decline in pricing resulted in lower demand for our drilling services. For any asset group for which an impairment indicator was present, we performed an impairment evaluation in accordance with ASC 360, Property, Plant, and Equipment by estimating our future undiscounted cash flows from the use and eventual disposal of the asset group using probability weighted scenarios. The most significant assumptions used in our analysis are expected margin per day, utilization and expected value upon disposal. We believe the assumptions and estimates used in our impairment analysis, including the development of probability weighted cash flow projections, are reasonable and appropriate; however, different assumptions and estimates could materially impact the analysis and resulting conclusions in some cases. During fiscal 2016, we recorded an asset impairment charge in the U.S. Land segment of $6.3 million to reduce the carrying value of rig and rig related equipment classified as held for sale to their estimated fair values, based on expected sales prices. The assets were originally classified as held for sale with the intent of selling them into an international location. The outlook on U.S. trade policies with the targeted international location subsequently shifted, causing sale negotiations to stall. Thus, during the second quarter of fiscal 2017, we determined the equipment no longer met the held for sale criteria and reclassified it to property, plant and equipment. There was no impact on our results of operations from this decision. The rig equipment is from rigs that were decommissioned from service in prior fiscal years and written down to their estimated recoverable value at the time of decommissioning and is recorded at its carrying value which is lower than its estimated fair value. During fiscal 2015, our valuation of long-lived assets resulted in $39.2 million of impairment charges to reduce the carrying value of seven SCR land rigs within our International Land segment to their estimated fair value of $20.6 million which was based on a discounted cash flow analysis. Our discounted cash flow analysis consisted of creating projected cash flows that a market participant would reasonably develop and then applying an appropriate risk adjusted rate. Six of these rigs along with other rig related assets were classified as held for sale at September 30, 2016. When the assets were originally classified as held for sale, the Latin American drilling market appeared to be trending upward. As marketing efforts continued, buyer interest diminished due to the Latin American market remaining flat in terms of rig counts and oil prices. Since that point, the market remained flat in terms of rig counts and oil prices. During the third quarter of fiscal 2017, we determined the equipment no longer met the held for sale criteria and reclassified it to property, plant and equipment. Our 2017 results of operations reflect a $2.2 million depreciation catch-up adjustment as a result of this decision. The equipment is recorded at its carrying value which is lower than its estimated fair value. |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS Goodwill represents the excess of cost over the fair value of net assets acquired in a business combination. Goodwill is not amortized but is tested for potential impairment at the reporting unit level, at a minimum on an annual basis, or when indications of potential impairment exist. If an impairment is determined to exist, an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value is recognized, limited to the total amount of goodwill allocated to that reporting unit. The reporting unit level is defined as an operating segment or one level below an operating segment. All of our goodwill is within our other non-reportable business segment. We assess goodwill for impairment in the fourth fiscal quarter. Our assessment in fiscal 2017, 2016 and 2015 did not result in any impairment charge. The following is a summary of changes in goodwill (in thousands): Balance at September 30, 2015 $ 4,718 Additions — Balance at September 30, 2016 4,718 Additions 46,987 Balance at September 30, 2017 $ 51,705 Intangible assets with indefinite lives are tested for impairment at least annually in the fourth fiscal quarter and if events occur or circumstances change that would indicate that the value of the asset may be impaired. Impairment is measured as the difference between the fair value of the asset and its carrying value. Finite-lived intangible assets are amortized using the straight-line method over the period in which these assets contribute to our cash flows, generally estimated to be 15 years and are evaluated for impairment in accordance with our policies for valuation of long-lived assets. No impairment of intangible assets was recorded in fiscal 2017, 2016 or 2015. The following is a summary of our finite-lived and indefinite-lived intangible assets other than goodwill at September 30: September 30, 2017 September 30, 2016 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization (in thousands) Finite-lived intangible asset: Developed technology $ 51,000 $ 1,134 $ — $ — Indefinite-lived intangible asset: Trademark $ 919 $ 919 Amortization expense was $1.1 million for the year ended September 30, 2017 and is estimated to be $3.4 million in each of the next five fiscal years. |
SELF INSURANCE ACCRUALS | SELF-INSURANCE ACCRUALS We have accrued a liability for estimated worker’s compensation and other casualty claims incurred based upon case reserves plus an estimate of loss development and incurred but not reported claims. The estimate is based upon historical trends. Insurance recoveries related to such liability are recorded when considered probable. |
DRILLING REVENUES | DRILLING REVENUES Contract drilling revenues are comprised of daywork drilling contracts for which the related revenues and expenses are recognized as services are performed and collection is reasonably assured. For certain contracts, we receive payments contractually designated for the mobilization of rigs and other drilling equipment. Mobilization payments received, and direct costs incurred for the mobilization, are deferred and recognized on a straight-line basis over the term of the related drilling contract. Costs incurred to relocate rigs and other drilling equipment to areas in which a contract has not been secured are expensed as incurred. Reimbursements received for out-of-pocket expenses are recorded as both revenues and direct costs. Reimbursements for fiscal 2017, 2016 and 2015 were $179.9 million, $125.9 million and $302.2 million, respectively. For contracts that are terminated by customers prior to the expirations of their fixed terms, contractual provisions customarily require early termination amounts to be paid to us. Revenues from early terminated contracts are recognized when all contractual requirements have been met. Early termination revenue for fiscal 2017, 2016 and 2015 was approximately $29.4 million, $219.0 million and $222.3 million, respectively. |
RENT REVENUES | RENT REVENUES We enter into leases with tenants in our rental properties consisting primarily of retail and multi-tenant warehouse space. The lease terms of tenants occupying space in the retail centers and warehouse buildings generally range from three to ten years. Minimum rents are recognized on a straight-line basis over the term of the related leases. Overage and percentage rents are based on tenants’ sales volume. Recoveries from tenants for property taxes and operating expenses are recognized in other operating revenues in the Consolidated Statements of Operations. Our rent revenues are as follows: Year Ended September 30, 2017 2016 2015 (in thousands) Minimum rents $ 9,735 $ 9,196 $ 9,608 Overage and percentage rents $ 936 $ 1,211 $ 1,030 At September 30, 2017, minimum future rental income to be received on noncancelable operating leases was as follows: Fiscal Year Amount (in thousands) 2018 $ 7,845 2019 6,100 2020 4,961 2021 3,973 2022 2,032 Thereafter 5,293 Total $ 30,204 Leasehold improvement allowances are capitalized and amortized over the lease term. At September 30, 2017 and 2016, the cost and accumulated depreciation for real estate properties were as follows: September 30, 2017 2016 (in thousands) Real estate properties $ 66,005 $ 62,929 Accumulated depreciation (42,169) (40,777) $ 23,836 $ 22,152 |
INCOME TAXES | INCOME TAXES Current income tax expense is the amount of income taxes expected to be payable for the current year. Deferred income taxes are computed using the liability method and are provided on all temporary differences between the financial basis and the tax basis of our assets and liabilities. We provide for uncertain tax positions when such tax positions do not meet the recognition thresholds or measurement standards prescribed in ASC 740, Income Taxes , which is more fully discussed in Note 5. Amounts for uncertain tax positions are adjusted in periods when new information becomes available or when positions are effectively settled. We recognize accrued interest related to unrecognized tax benefits in interest expense and penalties in other expense in the Consolidated Statements of Operations. |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic earnings per share is computed utilizing the two-class method and is calculated based on the weighted-average number of common shares outstanding during the periods presented. Diluted earnings per share is computed using the weighted-average number of common and common equivalent shares outstanding during the periods utilizing the two-class method for stock options and nonvested restricted stock. |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION Stock-based compensation expense is determined using a fair-value-based measurement method for all awards granted. In computing the impact, the fair value of each option is estimated on the date of grant based on the Black-Scholes options-pricing model utilizing assumptions for a risk free interest rate, volatility, dividend yield and expected remaining term of the awards. The assumptions used in calculating the fair value of stock-based payment awards represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. Stock-based compensation is recognized on a straight-line basis over the requisite service periods of the stock awards, which is generally the vesting period. Compensation expense related to stock options is recorded as a component of general and administrative expenses in the Consolidated Statements of Operations. |
TREASURY STOCK | TREASURY STOCK Treasury stock purchases are accounted for under the cost method whereby the cost of the acquired stock is recorded as treasury stock. Gains and losses on the subsequent reissuance of shares are credited or charged to additional paid-in capital using the average-cost method. |
COMPREHENSIVE INCOME OR LOSS | COMPREHENSIVE INCOME OR LOSS Other comprehensive income or loss refers to revenues, expenses, gains, and losses that are included in comprehensive income or loss but excluded from net income or loss. We report the components of other comprehensive income or loss, net of tax, by their nature and disclose the tax effect allocated to each component in the Consolidated Statements of Comprehensive Income (Loss). |
NEW ACCOUNTING STANDARDS NOT YET ADOPTED | NEW ACCOUNTING STANDARDS NOT YET ADOPTED In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers , which supersedes virtually all existing revenue recognition guidance. Throughout 2016 and in early 2017, additional accounting guidance was issued to clarify the not yet effective revenue recognition guidance issued in May 2014. The ASU provides for full retrospective, modified retrospective, or use of the cumulative effect method during the period of adoption. During 2017, we established an implementation team and began a detailed analysis of our contracts in place during the retrospective period. We are currently evaluating changes to our business processes, systems and controls to support recognition and disclosure under the new standard. Upon adoption of the new revenue standard, our drilling revenue associated with our drilling contracts will be disaggregated into a lease component and a service component. The requirements in this ASU are effective during interim and annual periods beginning after December 15, 2017. In fiscal 2017, we performed an initial assessment of the impact of ASU 2014-09 with the assistance of an outside consultant. Our assessment was based on a bottoms-up approach, in which we analyzed our existing contracts and current accounting policies and practices to identify potential differences that would result from applying the requirements of the new standard to our contracts. In fiscal 2018, we will implement appropriate changes to our business processes, systems or controls to support recognition and disclosure under the new standard. Our findings and progress toward implementation of the standard are periodically reported to management. Currently, we do not expect the impact of adopting ASU 2014-09 to be material to our total net revenues and operation income (loss) or to our consolidated balance sheet because our performance obligations, which determine when and how revenue is recognized, are not materially changed under the new standard, thus, revenue associated with the majority of our contracts will continue to be recognized as control of products is transferred to the customer. We will adopt this standard on October 1, 2018 and, based on our evaluation to date, we anticipate using the modified retrospective method; however, we are still in the process of finalizing our documentation and assessment of the impact of the standard on our financial results and related disclosures. We anticipate additional disclosures in future filings related to our planned adoption of this standard. In July 2015, the FASB issued ASU No 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory . This update simplifies the subsequent measurement of inventory. It replaces the current lower of cost or market test with the lower of cost or net realizable value test. Net realizable value is defined as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The new standard should be applied prospectively and is effective for annual reporting periods beginning after December 15, 2016 and interim periods within those annual periods, with early adoption permitted. We will adopt ASU No. 2015-11 on October 1, 2017 and do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . The standard requires entities to measure equity investments that do not result in consolidation and are not accounted for under the equity method at fair value and recognize any changes in fair value in net income. The provisions of ASU 2016-01 are effective for interim and annual periods starting after December 15, 2017. At adoption, a cumulative-effect adjustment to beginning retained earnings will be recorded. We will adopt this standard on October 1, 2018. Subsequent to adoption, changes in the fair value of our available-for-sale investments will be recognized in net income and the effect will be subject to stock market fluctuations. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) . ASU 2016-02 will require organizations that lease assets — referred to as “lessees” — to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. Under ASU 2016-02, a lessee will be required to recognize assets and liabilities for leases with lease terms of more than 12 months. Lessor accounting remains substantially similar to current GAAP. In addition, disclosures of leasing activities are to be expanded to include qualitative along with specific quantitative information. For public entities, ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. ASU 2016-02 mandates a modified retrospective transition method with an option to use certain practical expedients. Since a portion of our contract drilling revenue will be subject to this new leasing guidance, we expect to adopt this new lease guidance utilizing the modified retrospective method of adoption in the first quarter of fiscal 2019 concurrently with ASU 2014-09. We are currently evaluating changes to our business processes, systems and controls to support recognition and disclosure under the new standard. Our findings are periodically reported to management. We have performed a scoping and preliminary assessment of the impact of this new standard. As a lessor, we expect the adoption of this new standard will apply to our drilling contracts and as a result, we expect to have a lease component and a service component of our revenues derived from drilling contracts. As a lessee, this standard will primarily impact us in situations where we lease real estate and equipment, for which we will recognize a right-of-use asset and a corresponding lease liability on our consolidated balance sheet. We are currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation — Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. For public entities, ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. We will adopt ASU No. 2016-09 on October 1, 2017. We do not expect the adoption of this guidance to have a material impact on our consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses . The ASU sets forth a “current expected credit loss” (CECL) model which requires companies to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. This standard is effective for interim and annual periods beginning after December 15, 2019. We are currently assessing the impact this standard will have on our consolidated financial statements and disclosures. In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force). The ASU is intended to reduce diversity in practice in presentation and classification of certain cash receipts and cash payments by providing guidance on eight specific cash flow issues. The ASU is effective for interim and annual periods beginning after December 15, 2017 and early adoption is permitted, including adoption during an interim period. We are currently assessing the impact this standard will have on our consolidated statement of cash flows. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows - Restricted Cash . The ASU requires amounts generally described as restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the total beginning and ending amounts for the periods shown on the statement of cash flows. The ASU is effective for interim and annual periods beginning after December 31, 2017 and early adoption is permitted, including adoption during an interim period. We will adopt the guidance beginning October 1, 2018 applied retrospectively to all periods presented. The adoption is not expected to have a material impact on our consolidated financial position or cash flows. In March 2017, the FASB issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost . ASU 2017-07 will change how employers that sponsor defined benefit pension and/or other post-retirement benefit plans present the net periodic benefit cost in the income statement. Employers will present the service cost component of net periodic benefit cost in the same income statement line item(s) as other employee compensation costs arising from services rendered during the period. Employers will present the other components of the net periodic benefit cost separately from the line item(s) that includes the service cost and outside of any subtotal of operating income, if one is presented. This standard is effective for public business entities for annual periods or any interim periods beginning after December 15, 2017, including interim periods within those periods. Early adoption is permitted. We do not expect the new guidance to have a material impact on our financial condition or results of operation. We have evaluated all new accounting standards that are in effect and may impact our financial statements and do not believe that there are any other new accounting standards that have been issued that might have a material impact on our financial position or results of operations. |
SUMMARY OF SIGNIFICANT ACCOUN28
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of the location of restricted cash and cash equivalents in the balance sheet | September 30, 2017 2016 (in thousands) Prepaid expenses and other $ 32,439 $ 27,631 Other assets $ 6,695 $ 2,000 |
Schedule of changes in goodwill | The following is a summary of changes in goodwill (in thousands): Balance at September 30, 2015 $ 4,718 Additions — Balance at September 30, 2016 4,718 Additions 46,987 Balance at September 30, 2017 $ 51,705 |
Schedule of finite-lived and indefinite-lived intangible assets other than goodwill | September 30, 2017 September 30, 2016 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization (in thousands) Finite-lived intangible asset: Developed technology $ 51,000 $ 1,134 $ — $ — Indefinite-lived intangible asset: Trademark $ 919 $ 919 |
Schedule of rent revenues | Year Ended September 30, 2017 2016 2015 (in thousands) Minimum rents $ 9,735 $ 9,196 $ 9,608 Overage and percentage rents $ 936 $ 1,211 $ 1,030 |
Schedule of future minimum rental income to be received on noncancelable operating leases | Fiscal Year Amount (in thousands) 2018 $ 7,845 2019 6,100 2020 4,961 2021 3,973 2022 2,032 Thereafter 5,293 Total $ 30,204 |
Schedule of cost and accumulated depreciation for real estate properties | September 30, 2017 2016 (in thousands) Real estate properties $ 66,005 $ 62,929 Accumulated depreciation (42,169) (40,777) $ 23,836 $ 22,152 |
BUSINESS COMBINATIONS (Tables)
BUSINESS COMBINATIONS (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
BUSINESS COMBINATIONS | |
Summarizes the purchase price and the allocation of the fair values of assets acquired and liabilities assumed | The following table summarizes the purchase price and the allocation of the fair values of assets acquired and liabilities assumed and separately identifiable intangible assets at the acquisition date (in thousands): Purchase Price Consideration given Cash consideration $ 74,275 Long-term contingent earnout liability (Other noncurrent liabilities) 14,509 Total consideration given $ 88,784 Allocation of Purchase Price Fair value of assets acquired Current assets $ 4,425 Property, plant and equipment 300 Intangible asset - developed technology (Intangible assets, net of amortization) 51,000 Goodwill 46,987 Total assets acquired $ 102,712 Fair value of liabilities assumed Current liabilities $ 25 Deferred income taxes 13,903 Total liabilities acquired $ 13,928 Fair value of total assets and liabilities acquired $ 88,784 |
Pro forma of financial information | Pro Forma 2017 2016 (unaudited) Revenues $ 1,807,950 $ 1,626,305 Net loss $ (127,093) $ (59,776) |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
DEBT | |
Schedule of components of unsecured long-term debt outstanding | Unamortized Discount and Principal Debt Issuance Costs September 30, September 30, September 30, September 30, 2017 2016 2017 2016 (in thousands) Unsecured senior notes issued March 19, 2015: Due March 19, 2025 $ 500,000 $ 500,000 $ (7,098) $ (8,153) 500,000 500,000 (7,098) (8,153) Less long-term debt due within one year — — — — Long-term debt $ 500,000 $ 500,000 $ (7,098) $ (8,153) |
Schedule of aggregate maturities of long-term debt | At September 30, 2017, aggregate maturities of long-term debt are as follows (in thousands): Years ending September 30, 2018 $ — 2019 — 2020 — 2021 — 2022 — Thereafter $ 500,000 $ 500,000 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
INCOME TAXES | |
Schedule of components of the provision (benefit) for income taxes | Year Ended September 30, 2017 2016 2015 (in thousands) Current: Federal $ (36,260) $ (86,010) $ 84,229 Foreign 4,108 9,987 14,864 State (472) (3,742) 10,881 (32,624) (79,765) 109,974 Deferred: Federal (14,953) 58,136 165,491 Foreign (7,827) 408 (34,410) State (1,331) 1,544 350 (24,111) 60,088 131,431 Total provision (benefit) $ (56,735) $ (19,677) $ 241,405 |
Schedule of domestic and foreign income (loss) before income taxes | Years Ended September 30, 2017 2016 2015 (in thousands) Domestic $ (173,157) $ (49,636) $ 675,425 Foreign (11,441) (23,031) (13,546) $ (184,598) $ (72,667) $ 661,879 |
Schedule of components of net deferred tax liabilities | September 30, 2017 2016 (in thousands) Deferred tax liabilities: Property, plant and equipment $ 1,386,512 $ 1,411,139 Available-for-sale securities 24,940 25,470 Other 21,609 2,326 Total deferred tax liabilities 1,433,061 1,438,935 Deferred tax assets: Pension reserves 7,614 8,330 Self-insurance reserves 19,461 15,282 Net operating loss, foreign tax credit, and other federal tax credit carryforwards 62,478 71,778 Financial accruals 62,971 67,594 Other 6,003 4,952 Total deferred tax assets 158,527 167,936 Valuation allowance (58,155) (71,457) Net deferred tax assets 100,372 96,479 Net deferred tax liabilities $ 1,332,689 $ 1,342,456 |
Schedule of effective income tax rates as compared to the U.S. Federal income tax rate | Year Ended September 30, 2017 2016 2015 U.S. Federal income tax rate 35.0 % 35.0 % 35.0 % Effect of foreign taxes 1.8 (13.8) (3.2) State income taxes, net of federal tax benefit 0.6 3.2 0.8 U.S. domestic production activities (2.1) (10.4) (1.2) Other impact of foreign operations (2.9) 14.7 4.5 Other (1.7) (1.6) 0.6 Effective income tax rate 30.7 % 27.1 % 36.5 % |
Schedule of reconciliation of the change in the entity's gross unrecognized tax benefits | September 30, 2017 2016 (in thousands) Unrecognized tax benefits at October 1, $ 9,551 $ 11,211 Gross decreases - tax positions in prior periods (1) — Gross decreases - current period effect of tax positions (170) (1,173) Gross increases - current period effect of tax positions 300 969 Expiration of statute of limitations for assessments (4,907) (679) Settlements — (777) Unrecognized tax benefits at September 30, $ 4,773 $ 9,551 |
SHAREHOLDERS_ EQUITY (Tables)
SHAREHOLDERS’ EQUITY (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
SHAREHOLDERS’ EQUITY | |
Schedule of components of accumulated other comprehensive income (loss) | September 30, 2017 2016 2015 (in thousands) Pre-tax amounts: Unrealized appreciation on securities $ 31,700 $ 33,051 $ 27,021 Unrealized actuarial loss (28,873) (34,112) (30,144) $ 2,827 $ (1,061) $ (3,123) After-tax amounts: Unrealized appreciation on securities $ 20,070 $ 20,899 $ 17,201 Unrealized actuarial loss (17,770) (21,103) (18,578) $ 2,300 $ (204) $ (1,377) |
Summary of the changes in accumulated other comprehensive income (loss), net of tax, by component | Unrealized Appreciation (Depreciation) on Defined Available-for-sale Benefit Securities Pension Plan Total (in thousands) Balance at September 30, 2016 $ 20,899 $ (21,103) $ (204) Other comprehensive loss before reclassifications (829) — (829) Amounts reclassified from accumulated other comprehensive income — 3,333 3,333 Net current-period other comprehensive income (loss) (829) 3,333 2,504 Balance at September 30, 2017 $ 20,070 $ (17,770) $ 2,300 |
Schedule of accumulated other comprehensive income (loss) components which were reclassified to the Statement of Operations | Amount Reclassified from Accumulated Other Comprehensive Details About Accumulated Other Income (Loss) Affected Line Item in the Comprehensive Income (Loss) Components 2017 2016 Consolidated Statements of Operations (in thousands) Other-than-temporary impairment of available-for-sale securities $ — $ 1,509 Loss on investment securities — (583) Income tax provision $ — $ 926 Net of tax Amortization of net actuarial loss on defined benefit pension plan $ 5,238 $ (3,968) General and administrative (1,905) 1,443 Income tax provision $ 3,333 $ (2,525) Net of tax Total reclassifications for the period $ 3,333 $ (1,599) |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
STOCK-BASED COMPENSATION | |
Summary of compensation cost for stock-based payment arrangements recognized in general and administrative expense | September 30, 2017 2016 2015 (in thousands) Compensation expense Stock options $ 7,439 $ 8,290 $ 8,846 Restricted stock 18,744 16,093 16,349 $ 26,183 $ 24,383 $ 25,195 |
Summary of weighted-average assumptions utilized in determining the fair value of options granted | 2017 2016 2015 Risk-free interest rate 2.0 % 1.8 % 1.7 % Expected stock volatility 38.9 % 37.6 % 36.9 % Dividend yield 3.7 % 4.6 % 3.9 % Expected term (in years) 5.5 5.5 5.5 |
Summary of stock option activity | The following summary reflects the stock option activity for our common stock and related information for fiscal 2017, 2016 and 2015 (shares in thousands): 2017 2016 2015 Weighted-Average Weighted-Average Weighted-Average Options Exercise Price Options Exercise Price Options Exercise Price Outstanding at October 1, 3,312 $ 51.74 2,776 $ 48.51 2,629 $ 43.46 Granted 396 76.61 876 58.25 420 68.83 Exercised (415) 38.04 (220) 31.52 (255) 28.46 Forfeited/Expired (15) 68.32 (120) 61.80 (18) 66.78 Outstanding on September 30, 3,278 $ 56.41 3,312 $ 51.74 2,776 $ 48.51 Exercisable on September 30, 2,167 $ 50.87 2,225 $ 46.66 2,014 $ 41.62 Shares available to grant 5,624 6,600 2,515 |
Summary of information about outstanding and exercisable stock options | The following table summarizes information about stock options at September 30, 2017 (shares in thousands): Outstanding Stock Options Exercisable Stock Options Weighted-Average Weighted-Average Weighted-Average Range of Exercise Prices Options Remaining Life Exercise Price Options Exercise Price $21.065 to $38.015 714 1.3 $ 30.63 714 $ 30.63 $47.29 to $59.76 1,618 6.3 $ 56.46 1,048 $ 55.80 $68.83 to $81.31 946 7.6 $ 75.77 405 $ 73.75 $21.065 to $81.31 3,278 5.6 $ 56.41 2,167 $ 50.87 |
Summary of restricted stock awards and changes in restricted stock outstanding | A summary of the status of our restricted stock awards as of September 30, 2017, and of changes in restricted stock outstanding during the fiscal years ended September 30, 2017, 2016 and 2015, is as follows (shares in thousands): 2017 2016 2015 Weighted-Average Weighted-Average Weighted-Average Grant Date Fair Grant Date Fair Grant Date Fair Shares Value per Share Shares Value per Share Shares Value per Share Outstanding at October 1, 648 $ 64.24 668 $ 67.03 634 $ 64.03 Granted 292 78.69 294 58.25 275 68.83 Vested (1) (271) 63.81 (256) 64.75 (214) 60.80 Forfeited (10) 68.09 (58) 63.65 (27) 64.45 Outstanding on September 30, 659 $ 70.76 648 $ 64.24 668 $ 67.03 (1) The number of restricted stock awards vested includes shares that we withheld on behalf of our employees to satisfy the statutory tax withholding requirements. |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
EARNINGS PER SHARE | |
Schedule of computation of basic and diluted earnings per share | September 30, 2017 2016 2015 (in thousands) Numerator: Income (loss) from continuing operations $ (127,863) $ (52,990) $ 420,474 Loss from discontinued operations (349) (3,838) (47) Net income (loss) (128,212) (56,828) 420,427 Adjustment for basic earnings per share Earnings allocated to unvested shareholders (1,811) (1,858) (2,163) Numerator for basic earnings per share: From continuing operations (129,674) (54,848) 418,311 From discontinued operations (349) (3,838) (47) (130,023) (58,686) 418,264 Adjustment for diluted earnings per share: Effect of reallocating undistributed earnings of unvested shareholders — — 6 Numerator for diluted earnings per share: From continuing operations (129,674) (54,848) 418,317 From discontinued operations (349) (3,838) (47) $ (130,023) $ (58,686) $ 418,270 Denominator: Denominator for basic earnings per share - weighted-average shares 108,500 107,996 107,754 Effect of dilutive shares from stock options and restricted stock — 816 Denominator for diluted earnings per share - adjusted weighted-average shares 108,500 107,996 108,570 Basic earnings per common share: Income (loss) from continuing operations $ (1.20) $ (0.50) $ 3.88 Loss from discontinued operations — (0.04) — Net income (loss) $ (1.20) $ (0.54) $ 3.88 Diluted earnings per common share: Income (loss) from continuing operations $ (1.20) $ (0.50) $ 3.85 Loss from discontinued operations — (0.04) — Net income (loss) $ (1.20) $ (0.54) $ 3.85 |
Schedule of shares attributable to outstanding equity awards excluded from the calculation of diluted earnings per share | 2017 2016 2015 (in thousands, except per share amounts) Shares excluded from calculation of diluted earnings per share 1,008 1,788 667 Weighted-average price per share $ 74.38 $ 63.73 $ 72.85 |
FINANCIAL INSTRUMENTS AND FAI35
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENT (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENT | |
Summary of available-for-sale securities | Gross Gross Estimated Unrealized Unrealized Fair Cost Gains Losses Value (in thousands) Equity Securities: September 30, 2017 $ 38,473 $ 31,700 $ — $ 70,173 September 30, 2016 $ 38,473 $ 33,051 $ — $ 71,524 |
Summary of assets measured at fair value on a recurring basis | Fair Value (Level 1) (Level 2) (Level 3) (in thousands) Recurring fair value measurements: Short-term investments: Certificates of deposit $ 1,500 $ — $ 1,500 $ — Corporate and municipal debt securities 15,818 — 15,818 — U.S. government and federal agency securities 27,173 24,853 2,320 — Total short-term investments 44,491 24,853 19,638 — Cash and cash equivalents 521,375 521,375 — — Investments 70,173 70,173 — — Other current assets 32,439 32,189 250 — Other assets 6,695 6,695 — — Total assets measured at fair value $ 675,173 $ 655,285 $ 19,888 $ — Liabilities: Contingent earnout liability $ 14,879 $ — $ — $ 14,879 |
Summary of supplemental fair value information about long-term fixed-rate debt | September 30, 2017 2016 (in millions) Carrying value of long-term fixed-rate debt $ 492.9 $ 491.8 Fair value of long-term fixed-rate debt $ 529.0 $ 529.6 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
EMPLOYEE BENEFIT PLANS | |
Schedule of reconciliation of the changes in the pension benefit obligations, fair value of Pension Plan assets and statement of the funded status | 2017 2016 (in thousands) Accumulated Benefit Obligation $ 109,976 $ 109,731 Changes in projected benefit obligations Projected benefit obligation at beginning of year $ 109,731 $ 107,417 Interest cost 4,053 4,266 Actuarial loss 3,633 15,051 Benefits paid (7,441) (17,003) Projected benefit obligation at end of year $ 109,976 $ 109,731 Change in plan assets Fair value of plan assets at beginning of year $ 90,748 $ 98,060 Actual return on plan assets 9,470 9,653 Employer contribution 39 38 Benefits paid (7,441) (17,003) Fair value of plan assets at end of year $ 92,816 $ 90,748 Funded status of the plan at end of year $ (17,160) $ (18,983) |
Schedule of amounts recognized in the Consolidated Balance Sheets | The amounts recognized in the Consolidated Balance Sheets at September 30, 2017 and 2016 are as follows (in thousands): Accrued liabilities $ (45) $ (45) Noncurrent liabilities-other (17,115) (18,938) Net amount recognized $ (17,160) $ (18,983) |
Schedule of amounts recognized in Accumulated Other Comprehensive Income (Loss) and not yet reflected in net periodic benefit cost | The amounts recognized in Accumulated Other Comprehensive Income (Loss) at September 30, 2017 and 2016, and not yet reflected in net periodic benefit cost, are as follows (in thousands): Net actuarial loss $ (28,873) $ (34,112) |
Schedule of weighted average assumptions used for the pension calculations | Year Ended September 30, 2017 2016 2015 Discount rate for net periodic benefit costs 3.64 % 4.27 % 4.32 % Discount rate for year-end obligations 3.79 % 3.64 % 4.27 % Expected return on plan assets 6.17 % 5.89 % 6.26 % |
Schedule of components of net periodic pension expense (benefit) | Year Ended September 30, 2017 2016 2015 (in thousands) Interest cost $ 4,053 $ 4,266 $ 4,584 Expected return on plan assets (5,130) (5,616) (6,855) Recognized net actuarial loss 2,891 2,083 1,308 Settlement 1,640 4,964 2,873 Net pension expense $ 3,454 $ 5,697 $ 1,910 |
Schedule of expected benefits to be paid from the Pension Plan | The following table reflects the expected benefits to be paid from the Pension Plan in each of the next five fiscal years, and in the aggregate for the five years thereafter (in thousands). Year Ended September 30, 2018 2019 2020 2021 2022 2023 – 2027 Total $ 16,050 $ 6,844 $ 7,222 $ 5,591 $ 6,383 $ 32,723 $ 74,813 |
Schedule of target allocation and the asset allocation for the Pension Plan | Percentage of Plan Target Assets at Allocation September 30, Asset Category 2018 2017 2016 U.S. equities 45 % 50 % 62 % International equities 20 16 12 Fixed income 35 34 21 Real estate and other — — 5 Total 100 % 100 % 100 % |
Schedule of fair value of Pension Plan assets, summarized by level within fair value hierarchy | Fair Value as of September 30, 2017 Total Level 1 Level 2 Level 3 (in thousands) Short-term investments $ 3,488 $ 3,488 $ — $ — Mutual funds: Domestic stock funds 18,377 18,377 — — Bond funds 18,357 18,357 — — Balanced funds 18,222 18,222 — — International stock funds 14,583 14,583 — — Total mutual funds 69,539 69,539 — — Domestic common stock 19,692 19,692 — — Oil and gas properties 97 — — 97 Total $ 92,816 $ 92,719 $ — $ 97 Fair Value as of September 30, 2016 Total Level 1 Level 2 Level 3 (in thousands) Short-term investments $ 467 $ 467 $ — $ — Mutual funds: Domestic stock funds 36,107 36,107 — — Bond funds 22,809 22,809 — — International stock funds 11,334 11,334 — — Total mutual funds 70,250 70,250 — — Domestic common stock 18,305 18,305 — — Foreign equity stock 1,549 1,549 — — Oil and gas properties 177 — — 177 Total $ 90,748 $ 90,571 $ — $ 177 |
Summary of changes in fair value of the Pension Plan's Level 3 assets | Oil and Gas Properties Year Ended September 30, 2017 2016 (in thousands) Balance, beginning of year $ 177 $ 387 Unrealized losses relating to property still held at the reporting date (80) (210) Balance, end of year $ 97 $ 177 |
SUPPLEMENTAL BALANCE SHEET IN37
SUPPLEMENTAL BALANCE SHEET INFORMATION (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | |
Schedule of supplemental balance sheet information, reflecting activity in the entity's reserve for bad debt | September 30, 2017 2016 2015 (in thousands) Reserve for bad debt: Balance at October 1, $ 2,696 $ 6,181 $ 4,597 Provision for (recovery of) bad debt 2,016 (2,013) 6,034 (Write-off) recovery of bad debt 1,009 (1,472) (4,450) Balance at September 30, $ 5,721 $ 2,696 $ 6,181 |
Schedule of supplemental balance sheet information, Accounts receivable, prepaid expenses and other current assets, accrued liabilities and long-term liabilities | September 30, 2017 2016 (in thousands) Accounts receivable, net of reserve: Trade receivables $ 398,348 $ 286,998 Income tax receivable 78,726 37,971 Insurance recovery receivable — 50,200 Total accounts receivable, net of reserve $ 477,074 $ 375,169 Prepaid expenses and other current assets: Restricted cash $ 32,439 $ 27,566 Deferred mobilization 6,458 9,913 Prepaid insurance 4,060 4,354 Prepaid value added tax 3,870 1,407 Prepaid income taxes — 26,138 Other 8,293 8,689 Total prepaid expenses and other current assets $ 55,120 $ 78,067 Accrued liabilities: Accrued operating costs $ 36,949 $ 17,009 Payroll and employee benefits 54,941 43,547 Taxes payable, other than income tax 35,638 31,443 Self-insurance liabilities 22,159 14,801 Deferred income 25,893 34,681 Deferred mobilization 9,828 17,923 Accrued income taxes 8,011 — Litigation and claims 1,779 70,535 Other 13,485 4,700 Total accrued liabilities $ 208,683 $ 234,639 Noncurrent liabilities — Other: Pension and other non-qualified retirement plans $ 37,989 $ 39,762 Self-insurance liabilities 29,037 21,651 Contingent earnout liability 14,879 — Deferred mobilization 7,689 24,781 Uncertain tax positions including interest and penalties 3,562 12,502 Other 8,253 4,085 Total noncurrent liabilities — other $ 101,409 $ 102,781 |
SUPPLEMENTAL CASH FLOW INFORM38
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
SUPPLEMENTAL CASH FLOW INFORMATION | |
Schedule of supplemental cash flow information | Year Ended September 30, 2017 2016 2015 (in thousands) Cash payments: Interest paid, net of amounts capitalized $ 22,936 $ 28,011 $ 11,651 Income taxes paid $ 3,749 $ 15,577 $ 131,128 |
Schedule of reconciliation of total capital expenditures incurred to total capital expenditures in the Statements of Cash Flows | September 30, 2017 2016 2015 (in thousands) Capital expenditures incurred $ 408,106 $ 241,290 $ 1,033,241 Additions incurred in prior year but paid for in current year 9,465 25,344 123,548 Additions incurred but not paid for as of the end of the period (20,004) (9,465) (25,344) Capital expenditures per Consolidated Statements of Cash Flows $ 397,567 $ 257,169 $ 1,131,445 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
COMMITMENTS AND CONTINGENCIES | |
Schedule of future minimum rental payments required under operating leases | Fiscal Year Amount (in thousands) 2018 $ 8,015 2019 5,454 2020 3,795 2021 2,944 2022 2,926 Thereafter 6,825 Total $ 29,959 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
SEGMENT INFORMATION | |
Summary of financial information of the entity's reportable segments for continuing operations | Segment Depreciation Additions External Inter- Total Operating and Total to Long-Lived (in thousands) Sales Segment Sales Income (Loss) Amortization Assets Assets September 30, 2017 Contract Drilling U.S. Land $ 1,439,523 $ — $ 1,439,523 $ (94,880) $ 499,486 $ 4,967,074 $ 394,508 Offshore 136,263 — 136,263 24,201 11,764 99,533 2,847 International Land 212,972 — 212,972 (7,224) 53,622 413,392 3,400 1,788,758 — 1,788,758 (77,903) 564,872 5,479,999 400,755 Other 15,983 862 16,845 (9,449) 20,671 959,986 7,351 1,804,741 862 1,805,603 (87,352) 585,543 6,439,985 408,106 Eliminations — (862) (862) — — — — Total $ 1,804,741 $ — $ 1,804,741 $ (87,352) $ 585,543 $ 6,439,985 $ 408,106 Segment Additions External Inter- Total Operating Total to Long-Lived (in thousands) Sales Segment Sales Income (Loss) Depreciation Assets Assets September 30, 2016 Contract Drilling U.S. Land $ 1,242,462 $ — $ 1,242,462 $ 74,118 $ 508,237 $ 5,005,299 $ 209,156 Offshore 138,601 — 138,601 15,659 12,495 105,152 9,694 International Land 229,894 — 229,894 (14,086) 57,102 487,181 2,364 1,610,957 — 1,610,957 75,691 577,834 5,597,632 221,214 Other 13,275 855 14,130 (7,491) 20,753 1,234,323 20,076 1,624,232 855 1,625,087 68,200 598,587 6,831,955 241,290 Eliminations — (855) (855) — — — — Total $ 1,624,232 $ — $ 1,624,232 $ 68,200 $ 598,587 $ 6,831,955 $ 241,290 Segment Additions External Inter- Total Operating Total to Long-Lived (in thousands) Sales Segment Sales Income (Loss) Depreciation Assets Assets September 30, 2015 Contract Drilling U.S. Land $ 2,523,518 $ — $ 2,523,518 $ 698,375 $ 519,950 $ 5,429,179 $ 949,978 Offshore 241,666 — 241,666 68,002 11,659 118,852 16,100 International Land 382,331 — 382,331 (7,093) 57,334 565,712 39,645 3,147,515 — 3,147,515 759,284 588,943 6,113,743 1,005,723 Other 14,187 880 15,067 (10,911) 19,096 1,025,402 27,518 3,161,702 880 3,162,582 748,373 608,039 7,139,145 1,033,241 Eliminations — (880) (880) — — — — Total $ 3,161,702 $ — $ 3,161,702 $ 748,373 $ 608,039 $ 7,139,145 $ 1,033,241 |
Schedule of reconciliation of segment operating income (loss) to income from continuing operations before income taxes | Year Ended September 30, 2017 2016 2015 (in thousands) Segment operating income (loss) $ (87,352) $ 68,200 $ 748,373 Income from asset sales 20,627 9,896 11,834 Corporate general and administrative costs and corporate depreciation (105,816) (104,062) (88,244) Operating income (loss) (172,541) (25,966) 671,963 Other income (expense) Interest and dividend income 5,915 3,166 5,840 Interest expense (19,747) (22,913) (15,023) Loss on investment securities — (25,989) — Other 1,775 (965) (901) Total unallocated amounts (12,057) (46,701) (10,084) Income (loss) from continuing operations before income taxes $ (184,598) $ (72,667) $ 661,879 |
Schedule of revenues from external customers and long-lived assets | Year Ended September 30, 2017 2016 2015 (in thousands) Operating Revenues United States $ 1,591,769 $ 1,386,786 $ 2,750,043 Argentina 157,257 159,427 177,984 Colombia 37,554 20,488 70,076 Ecuador 6 4,948 30,987 Other Foreign 18,155 52,583 132,612 Total $ 1,804,741 $ 1,624,232 $ 3,161,702 Long-Lived Assets United States $ 4,686,235 $ 4,804,328 $ 5,149,315 Argentina 155,978 183,286 211,862 Colombia 81,798 91,815 102,401 Ecuador 22,298 438 28,918 Other Foreign 54,742 64,866 70,674 Total $ 5,001,051 $ 5,144,733 $ 5,563,170 |
GUARANTOR AND NON-GUARANTOR F41
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | |
Schedule of Consolidated Condensed Statements of Operations | CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS (in thousands ) Year Ended September 30, 2017 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Operating revenue $ — $ 1,575,787 $ 229,021 $ (67) $ 1,804,741 Operating costs and other 16,566 1,707,473 254,125 (882) 1,977,282 Operating income (loss) from continuing operations (16,566) (131,686) (25,104) 815 (172,541) Other income (expense), net (240) 7,342 1,403 (815) 7,690 Interest expense (398) (20,136) 787 — (19,747) Equity in net income (loss) of subsidiaries (116,212) (8,012) — 124,224 — Loss from continuing operations before income taxes (133,416) (152,492) (22,914) 124,224 (184,598) Income tax benefit (5,204) (38,600) (12,931) — (56,735) Loss from continuing operations (128,212) (113,892) (9,983) 124,224 (127,863) Income from discontinued operations before income taxes — — 3,285 — 3,285 Income tax provision — — 3,634 — 3,634 Loss from discontinued operations — — (349) — (349) Net loss $ (128,212) $ (113,892) $ (10,332) $ 124,224 $ (128,212) CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS (in thousands ) Year Ended September 30, 2016 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Operating revenue $ — $ 1,373,511 $ 250,791 $ (70) $ 1,624,232 Operating costs and other 13,145 1,358,269 280,107 (1,323) 1,650,198 Operating income (loss) from continuing operations (13,145) 15,242 (29,316) 1,253 (25,966) Other expense, net (194) (22,243) (98) (1,253) (23,788) Interest expense (375) (20,256) (2,282) — (22,913) Equity in net income (loss) of subsidiaries (47,166) (14,472) — 61,638 — Loss from continuing operations before income taxes (60,880) (41,729) (31,696) 61,638 (72,667) Income tax provision (benefit) (4,052) 5,127 (20,752) — (19,677) Loss from continuing operations (56,828) (46,856) (10,944) 61,638 (52,990) Income from discontinued operations before income taxes — — 2,360 — 2,360 Income tax provision — — 6,198 — 6,198 Loss from discontinued operations — — (3,838) — (3,838) Net loss $ (56,828) $ (46,856) $ (14,782) $ 61,638 $ (56,828) CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS (in thousands ) Year Ended September 30, 2015 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Operating revenue $ — $ 2,735,863 $ 425,914 $ (75) $ 3,161,702 Operating costs and other 10,875 2,037,465 444,503 (3,104) 2,489,739 Operating income (loss) from continuing operations (10,875) 698,398 (18,589) 3,029 671,963 Other income (expense), net (91) 7,523 536 (3,029) 4,939 Interest expense (159) (8,955) (5,909) — (15,023) Equity in net income of subsidiaries 427,342 (13,128) — (414,214) — Income (loss) from continuing operations before income taxes 416,217 683,838 (23,962) (414,214) 661,879 Income tax provision (4,210) 258,536 (12,921) — 241,405 Income (loss) from continuing operations 420,427 425,302 (11,041) (414,214) 420,474 Loss from discontinued operations before income taxes — — (124) — (124) Income tax benefit — — (77) — (77) Loss from discontinued operations — — (47) — (47) Net income (loss) $ 420,427 $ 425,302 $ (11,088) $ (414,214) $ 420,427 |
Schedule of Consolidated Condensed Statements of Comprehensive Income | CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (in thousands) Year Ended September 30, 2017 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Net loss $ (128,212) $ (113,892) $ (10,332) $ 124,224 $ (128,212) Other comprehensive income, net of income taxes: Unrealized depreciation on securities, net — (829) — — (829) Minimum pension liability adjustments, net 860 2,473 — — 3,333 Other comprehensive income 860 1,644 — — 2,504 Comprehensive loss $ (127,352) $ (112,248) $ (10,332) $ 124,224 $ (125,708) CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (in thousands) Year Ended September 30, 2016 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Net loss $ (56,828) $ (46,856) $ (14,782) $ 61,638 $ (56,828) Other comprehensive loss, net of income taxes: Unrealized appreciation on securities, net — 2,772 — — 2,772 Reclassification of realized losses in net income, net — 926 — — 926 Minimum pension liability adjustments, net (63) (2,462) — — (2,525) Other comprehensive income (loss) (63) 1,236 — — 1,173 Comprehensive loss $ (56,891) $ (45,620) $ (14,782) $ 61,638 $ (55,655) CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (in thousands) Year Ended September 30, 2015 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Net income (loss) $ 420,427 $ 425,302 $ (11,088) $ (414,214) $ 420,427 Other comprehensive loss, net of income taxes: Unrealized depreciation on securities, net — (80,217) — — (80,217) Minimum pension liability adjustments, net (666) (3,620) — — (4,286) Other comprehensive loss (666) (83,837) — — (84,503) Comprehensive income (loss) $ 419,761 $ 341,465 $ (11,088) $ (414,214) $ 335,924 |
Schedule of Consolidated Condensed Balance Sheets | CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) September 30, 2017 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ (587) $ 508,091 $ 13,871 $ — $ 521,375 Short-term investments — 44,491 — — 44,491 Accounts receivable, net of reserve 766 411,599 64,714 (5) 477,074 Inventories — 102,470 34,734 — 137,204 Prepaid expenses and other 12,200 6,383 36,979 (442) 55,120 Current assets of discontinued operations — — 3 — 3 Total current assets 12,379 1,073,034 150,301 (447) 1,235,267 Investments 13,853 70,173 — — 84,026 Property, plant and equipment, net 49,851 4,609,144 342,056 — 5,001,051 Intercompany 90,885 1,746,662 248,540 (2,086,087) — Goodwill — — 51,705 — 51,705 Intangible assets, net of amortization — — 50,785 — 50,785 Other assets 4,955 3,839 8,360 — 17,154 Investment in subsidiaries 5,470,050 183,382 — (5,653,432) — Total assets $ 5,641,973 $ 7,686,234 $ 851,747 $ (7,739,966) $ 6,439,988 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable $ 82,360 $ 48,679 $ 4,589 $ — $ 135,628 Accrued liabilities 26,698 148,491 33,941 (447) 208,683 Current liabilities of discontinued operations — — 74 — 74 Total current liabilities 109,058 197,170 38,604 (447) 344,385 Noncurrent liabilities: Long-term debt — 492,902 — — 492,902 Deferred income taxes (11,201) 1,286,381 57,509 — 1,332,689 Intercompany 1,354,068 210,823 521,096 (2,085,987) — Other 25,457 43,471 32,481 — 101,409 Noncurrent liabilities of discontinued operations — — 4,012 — 4,012 Total noncurrent liabilities 1,368,324 2,033,577 615,098 (2,085,987) 1,931,012 Shareholders’ equity: Common stock 11,196 100 — (100) 11,196 Additional paid-in capital 487,248 52,437 1,039 (53,476) 487,248 Retained earnings 3,855,686 5,396,212 197,006 (5,593,218) 3,855,686 Accumulated other comprehensive income 2,300 6,738 — (6,738) 2,300 Treasury stock, at cost (191,839) — — — (191,839) Total shareholders’ equity 4,164,591 5,455,487 198,045 (5,653,532) 4,164,591 Total liabilities and shareholders’ equity $ 5,641,973 $ 7,686,234 $ 851,747 $ (7,739,966) $ 6,439,988 CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) September 30, 2016 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ (955) $ 899,028 $ 7,488 $ — $ 905,561 Short-term investments — 44,148 — — 44,148 Accounts receivable, net of reserve 2 325,325 51,121 (1,279) 375,169 Inventories — 87,946 36,379 — 124,325 Prepaid expenses and other 6,928 20,625 71,753 (21,239) 78,067 Assets held for sale — 18,471 26,881 — 45,352 Current assets of discontinued operations — — 64 — 64 Total current assets 5,975 1,395,543 193,686 (22,518) 1,572,686 Investments 13,431 71,524 — — 84,955 Property, plant and equipment, net 59,173 4,716,736 368,824 — 5,144,733 Intercompany 16,147 1,399,323 260,939 (1,676,409) — Goodwill — — 4,718 — 4,718 Intangible assets, net of amortization — — 919 — 919 Other assets 233 267 23,508 — 24,008 Investment in subsidiaries 5,579,713 208,118 — (5,787,831) — Total assets $ 5,674,672 $ 7,791,511 $ 852,594 $ (7,486,758) $ 6,832,019 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable $ 80,000 $ 10,868 $ 5,828 $ (1,274) $ 95,422 Accrued liabilities 1,822 176,985 35,598 20,234 234,639 Current liabilities of discontinued operations — — 59 — 59 Total current liabilities 81,822 187,853 41,485 18,960 330,120 Noncurrent liabilities: Long-term debt — 491,847 — — 491,847 Deferred income taxes (5,930) 1,303,324 45,062 — 1,342,456 Intercompany 1,016,673 209,276 491,838 (1,717,787) — Other 21,182 36,379 45,220 — 102,781 Noncurrent liabilities of discontinued operations — — 3,890 — 3,890 Total noncurrent liabilities 1,031,925 2,040,826 586,010 (1,717,787) 1,940,974 Shareholders’ equity: Common stock 11,140 100 — (100) 11,140 Additional paid-in capital 448,452 47,533 549 (48,082) 448,452 Retained earnings 4,289,807 5,510,105 224,550 (5,734,655) 4,289,807 Accumulated other comprehensive income (loss) (204) 5,094 — (5,094) (204) Treasury stock, at cost (188,270) — — — (188,270) Total shareholders’ equity 4,560,925 5,562,832 225,099 (5,787,931) 4,560,925 Total liabilities and shareholders’ equity $ 5,674,672 $ 7,791,511 $ 852,594 $ (7,486,758) $ 6,832,019 |
Schedule of Consolidated Condensed Statements of Cash Flows | CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) September 30, 2017 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ (3,828) $ 349,929 $ 11,116 $ — $ 357,217 INVESTING ACTIVITIES: Capital expenditures (4,264) (387,392) (5,911) — (397,567) Purchase of short-term investments — (69,866) — — (69,866) Acquisition of business, net cash received (70,416) — — — (70,416) Proceeds from sale of short-term investments — 69,449 — — 69,449 Intercompany transfers 74,680 (74,680) — — — Proceeds from asset sales — 22,724 688 — 23,412 Net cash used in investing activities — (439,765) (5,223) — (444,988) FINANCING ACTIVITIES: Intercompany transfers 305,515 (305,515) — — — Dividends paid (305,515) — — — (305,515) Exercise of stock options, net of tax withholding 10,534 — — — 10,534 Tax withholdings related to net share settlements of restricted stock (5,848) — — — (5,848) Excess tax benefit from stock-based compensation (490) 4,414 490 — 4,414 Net cash provided by (used in) financing activities 4,196 (301,101) 490 — (296,415) Net increase (decrease) in cash and cash equivalents 368 (390,937) 6,383 — (384,186) Cash and cash equivalents, beginning of period (955) 899,028 7,488 — 905,561 Cash and cash equivalents, end of period $ (587) $ 508,091 $ 13,871 $ — $ 521,375 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) September 30, 2016 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ 3,521 $ 776,364 $ (26,288) $ — $ 753,597 INVESTING ACTIVITIES: Capital expenditures (16,119) (235,078) (5,972) — (257,169) Purchase of short-term investments — (57,276) — — (57,276) Proceeds from sale of short-term investments — 58,381 — — 58,381 Intercompany transfers 16,119 (16,119) — — — Proceeds from asset sales 9 19,237 2,599 — 21,845 Net cash provided by (used in) investing activities 9 (230,855) (3,373) — (234,219) FINANCING ACTIVITIES: Payments on long-term debt — (40,000) — — (40,000) Debt issuance costs — (1,111) — — (1,111) Intercompany transfers 300,152 (300,152) — — — Dividends paid (300,152) — — — (300,152) Exercise of stock options, net of tax withholding 1,040 — — — 1,040 Tax withholdings related to net share settlements of restricted stock (3,912) — — — (3,912) Excess tax benefit from stock-based compensation (775) 1,509 200 — 934 Net cash provided by (used in) financing activities (3,647) (339,754) 200 — (343,201) Net increase (decrease) in cash and cash equivalents (117) 205,755 (29,461) — 176,177 Cash and cash equivalents, beginning of period (838) 693,273 36,949 — 729,384 Cash and cash equivalents, end of period $ (955) $ 899,028 $ 7,488 $ — $ 905,561 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) September 30, 2015 Guarantor/ Issuer Non-Guarantor Total Parent Subsidiary Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ 3,623 $ 1,379,707 $ 45,244 $ — $ 1,428,574 INVESTING ACTIVITIES: Capital expenditures (24,818) (1,064,288) (42,339) — (1,131,445) Purchase of short-term investments — (45,607) — — (45,607) Intercompany transfers 24,818 (24,818) — — — Proceeds from asset sales 1 21,329 1,313 — 22,643 Net cash provided by (used in) investing activities 1 (1,113,384) (41,026) — (1,154,409) FINANCING ACTIVITIES: Payments on long-term debt — (40,000) — — (40,000) Proceeds from senior notes, net of discount — 497,125 — — 497,125 Debt issuance costs — (5,474) — — (5,474) Proceeds on short-term debt — — 1,002 — 1,002 Payments on short-term debt — — (1,002) — (1,002) Repurchase of common stock (59,654) — — — (59,654) Intercompany transfers 358,021 (358,021) — — — Dividends paid (298,367) — — — (298,367) Exercise of stock options, net of tax withholding 2,650 — — — 2,650 Tax withholdings related to net share settlements of restricted stock (5,140) — — — (5,140) Excess tax benefit from stock-based compensation 78 3,665 29 — 3,772 Net cash provided by (used in) financing activities (2,412) 97,295 29 — 94,912 Net increase in cash and cash equivalents 1,212 363,618 4,247 — 369,077 Cash and cash equivalents, beginning of period (2,050) 329,655 32,702 — 360,307 Cash and cash equivalents, end of period $ (838) $ 693,273 $ 36,949 $ — $ 729,384 |
SELECTED QUARTERLY FINANCIAL 42
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | |
Schedule of selected quarterly financial data (unaudited) | (in thousands, except per share amounts) 2017 1 st Quarter 2 nd Quarter 3 rd Quarter 4 th Quarter Operating revenues $ 368,590 $ 405,283 $ 498,564 $ 532,304 Operating loss (49,164) (65,672) (28,028) (29,677) Loss from continuing operations (34,554) (48,473) (23,125) (21,711) Net loss (35,063) (48,818) (21,799) (22,532) Basic earnings per common share: Loss from continuing operations (0.33) (0.45) (0.22) (0.20) Net loss (0.33) (0.45) (0.21) (0.21) Diluted earnings per common share: Loss from continuing operations (0.33) (0.45) (0.22) (0.20) Net loss (0.33) (0.45) (0.21) (0.21) 2016 1 st Quarter 2 nd Quarter 3 rd Quarter 4 th Quarter Operating revenues $ 487,847 $ 438,191 $ 366,486 $ 331,708 Operating income (loss) 38,670 41,621 (13,256) (93,001) Income (loss) from continuing operations 15,898 25,174 (21,193) (72,869) Net income (loss) 16,002 21,205 (21,200) (72,835) Basic earnings per common share: Income (loss) from continuing operations 0.15 0.23 (0.20) (0.68) Net income (loss) 0.15 0.19 (0.20) (0.68) Diluted earnings per common share: Income (loss) from continuing operations 0.15 0.23 (0.20) (0.68) Net income (loss) 0.15 0.19 (0.20) (0.68) |
SUMMARY OF SIGNIFICANT ACCOUN43
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Foreign Currency (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Basis of Presentation | |||
Foreign currency gains (losses) | $ (7.1) | $ (9.3) | $ 1.6 |
SUMMARY OF SIGNIFICANT ACCOUN44
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Restricted cash (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Sep. 30, 2016 |
RESTRICTED CASH AND CASH EQUIVALENTS | ||
Restricted cash and cash equivalents | $ 39,100 | $ 29,600 |
Restricted cash and cash equivalents from initial capitalization of captive company | 2,000 | |
Additional cash and cash equivalents restricted at the election of management for potential insurance claims | 27,700 | |
MOTIVE Merger | ||
RESTRICTED CASH AND CASH EQUIVALENTS | ||
Restricted cash and cash equivalents | 9,400 | |
Prepaid expenses and other | ||
RESTRICTED CASH AND CASH EQUIVALENTS | ||
Restricted cash and cash equivalents | 32,439 | 27,631 |
Other assets. | ||
RESTRICTED CASH AND CASH EQUIVALENTS | ||
Restricted cash and cash equivalents | $ 6,695 | $ 2,000 |
SUMMARY OF SIGNIFICANT ACCOUN45
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Property, plant and equipment (Details) $ in Millions | 12 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($)item | |
PROPERTY, PLANT AND EQUIPMENT | |||
Abandonments | $ | $ 42.6 | $ 39.3 | $ 43.6 |
Number of idle conventional rigs decommissioned | item | 23 | ||
Contract drilling equipment | Minimum | |||
PROPERTY, PLANT AND EQUIPMENT | |||
Estimated useful lives | 4 years | ||
Contract drilling equipment | Maximum | |||
PROPERTY, PLANT AND EQUIPMENT | |||
Estimated useful lives | 15 years | ||
Real estate buildings and equipment | Minimum | |||
PROPERTY, PLANT AND EQUIPMENT | |||
Estimated useful lives | 10 years | ||
Real estate buildings and equipment | Maximum | |||
PROPERTY, PLANT AND EQUIPMENT | |||
Estimated useful lives | 45 years | ||
Other assets | Minimum | |||
PROPERTY, PLANT AND EQUIPMENT | |||
Estimated useful lives | 2 years | ||
Other assets | Maximum | |||
PROPERTY, PLANT AND EQUIPMENT | |||
Estimated useful lives | 23 years |
SUMMARY OF SIGNIFICANT ACCOUN46
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Capitalized interest (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
CAPITALIZATION OF INTEREST | |||
Capitalized interest | $ 0.3 | $ 2.8 | $ 7 |
SUMMARY OF SIGNIFICANT ACCOUN47
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Valuation of long-lived assets (Details) $ in Millions | 12 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($)item | Sep. 30, 2015USD ($)item | |
U.S. Land | |||
VALUATION OF LONG-LIVED ASSETS | |||
Impairment charge for asset held for sale | $ 6.3 | ||
Land Rigs | |||
VALUATION OF LONG-LIVED ASSETS | |||
Depreciation catch-up adjustment | $ 2.2 | ||
Land Rigs | International Land | |||
VALUATION OF LONG-LIVED ASSETS | |||
Impairment charge for asset held for use | $ 39.2 | ||
Number of impaired land rigs | item | 7 | ||
Land Rigs | International Land | Assets held for sale | |||
VALUATION OF LONG-LIVED ASSETS | |||
Number of impaired land rigs | item | 6 | ||
Land Rigs | International Land | Discounted cash flow | |||
VALUATION OF LONG-LIVED ASSETS | |||
Fair value of land rigs | $ 20.6 |
SUMMARY OF SIGNIFICANT ACCOUN48
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Goodwill impairment charge | $ 0 | $ 0 | $ 0 |
Goodwill | |||
Goodwill, Balance at beginning of period | 4,718 | 4,718 | |
Additions | 46,987 | ||
Goodwill, Balance at end of period | $ 51,705 | $ 4,718 | $ 4,718 |
SUMMARY OF SIGNIFICANT ACCOUN49
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Amortized intangible assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Finite-lived intangible asset | |||
Amortization period | 15 years | ||
Impairment of intangible assets | $ 0 | $ 0 | $ 0 |
Developed technology | |||
Finite-lived intangible asset | |||
Gross Carrying Amount | 51,000 | ||
Accumulated Amortization | $ 1,134 |
SUMMARY OF SIGNIFICANT ACCOUN50
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Unamortized intangible assets (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Sep. 30, 2016 |
Trademark | ||
Indefinite-lived intangible asset | ||
Gross Carrying Amount | $ 919 | $ 919 |
SUMMARY OF SIGNIFICANT ACCOUN51
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Amortization (Details) $ in Millions | 12 Months Ended |
Sep. 30, 2017USD ($) | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Amortization | $ 1.1 |
Expected annual amortization in next fiscal year | 3.4 |
Expected annual amortization in year two | 3.4 |
Expected annual amortization in year three | 3.4 |
Expected annual amortization in year four | 3.4 |
Expected annual amortization in year five | $ 3.4 |
SUMMARY OF SIGNIFICANT ACCOUN52
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Drilling revenues (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
DRILLING REVENUES | |||
Reimbursements received | $ 179.9 | $ 125.9 | $ 302.2 |
Early termination revenue | $ 29.4 | $ 219 | $ 222.3 |
SUMMARY OF SIGNIFICANT ACCOUN53
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Rent Revenues (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
RENT REVENUES | |||
Minimum rents | $ 9,735 | $ 9,196 | $ 9,608 |
Overage and percentage rents | 936 | 1,211 | $ 1,030 |
Fiscal Year | |||
2,018 | 7,845 | ||
2,019 | 6,100 | ||
2,020 | 4,961 | ||
2,021 | 3,973 | ||
2,022 | 2,032 | ||
Thereafter | 5,293 | ||
Total | 30,204 | ||
Cost and accumulated depreciation for real estate properties | |||
Real estate properties | 66,005 | 62,929 | |
Accumulated depreciation | (42,169) | (40,777) | |
Real estate properties, Net | $ 23,836 | $ 22,152 | |
Minimum | |||
RENT REVENUES | |||
Lease term | 3 years | ||
Maximum | |||
RENT REVENUES | |||
Lease term | 10 years |
BUSINESS COMBINATIONS (Details)
BUSINESS COMBINATIONS (Details) - USD ($) $ in Thousands | Jun. 02, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 |
Business Combinations | ||||
Amortization period of developed technology | 15 years | |||
Amortization | $ 1,100 | |||
Expected annual amortization | 3,400 | |||
Fair value of assets acquired | ||||
Goodwill | 51,705 | $ 4,718 | $ 4,718 | |
Fair value of liabilities assumed | ||||
Contingent earnout liability | 14,879 | |||
(Level 3) | ||||
Fair value of liabilities assumed | ||||
Contingent earnout liability | 14,879 | |||
MOTIVE Merger | ||||
Business Combinations | ||||
Payment for business acquisition | $ 74,275 | |||
Future potential earnout payments | 25,000 | |||
Escrow deposit | $ 9,400 | |||
Percentage of escrow to be released to seller on each of twelve and eight month anniversaries | 50.00% | |||
Revenues | 3,300 | |||
Net loss | (2,200) | |||
Purchase Price | ||||
Cash consideration | $ 74,275 | |||
Long-term contingent earnout liability (Other noncurrent liabilities) | 14,509 | |||
Total cash consideration given | 88,784 | |||
Fair value of assets acquired | ||||
Current assets | 4,425 | |||
Property, plant and equipment | 300 | |||
Intangible asset - developed technology (Intangible assets, net of amortization) | 51,000 | |||
Goodwill | 46,987 | |||
Total assets acquired | 102,712 | |||
Fair value of liabilities assumed | ||||
Current liabilities | 25 | |||
Deferred income taxes | 13,903 | |||
Total liabilities acquired | 13,928 | |||
Fair value of total assets and liabilities acquired | $ 88,784 | |||
Proforma financial information: | ||||
After tax transaction cost adjusted for proforma financial information | 2,100 | |||
Revenues | 1,807,950 | 1,626,305 | ||
Net loss | (127,093) | $ (59,776) | ||
MOTIVE Merger | Developed technology | ||||
Business Combinations | ||||
Amortization period of developed technology | 15 years | |||
Amortization | 1,100 | |||
Expected annual amortization | $ 3,400 | |||
MOTIVE Merger | General and Administrative | ||||
Business Combinations | ||||
Business acquisition transaction cost | 3,200 | |||
MOTIVE Merger | (Level 3) | ||||
Fair value of liabilities assumed | ||||
Contingent earnout liability | $ 14,500 | $ 14,900 |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Loss from discontinued operations | $ (349) | $ (3,838) | $ (47) |
Venezuela | |||
Loss from discontinued operations | $ (3,800) |
DEBT (Details)
DEBT (Details) $ in Thousands | Mar. 19, 2015USD ($) | Nov. 22, 2017USD ($)letteritem | Sep. 30, 2017USD ($)letteritem | Sep. 30, 2016USD ($) |
Debt | ||||
Unsecured long-term debt | $ 500,000 | $ 500,000 | ||
Long-term debt | 500,000 | 500,000 | ||
Unamortized discount and debt issuance costs | (7,098) | (8,153) | ||
Unamortized discount and debt issuance costs, noncurrent | (7,098) | (8,153) | ||
Unsecured senior notes issued March 19, 2015 | ||||
Debt | ||||
Unsecured long-term debt | 500,000 | 500,000 | ||
Unamortized discount and debt issuance costs | (7,098) | $ (8,153) | ||
Debt issued | $ 500,000 | 500,000 | ||
Long-term debt stated interest rate percentage | 4.65% | |||
Term of debt | 10 years | |||
Unsecured revolving credit facility mature on July 13, 2021 | ||||
Debt | ||||
Maximum borrowing capacity | $ 300,000 | |||
Commitment fee (as a percent) | 0.15% | |||
Financial covenants | item | 1 | |||
Maximum limit of priority debt on net worth | 17.50% | |||
Borrowing amount outstanding | $ 0 | |||
Available borrowing capacity | $ 261,200 | |||
Unsecured revolving credit facility mature on July 13, 2021 | Minimum | ||||
Debt | ||||
Commitment fee (as a percent) | 0.15% | |||
Unsecured revolving credit facility mature on July 13, 2021 | Maximum | ||||
Debt | ||||
Commitment fee (as a percent) | 0.30% | |||
Funded leverage ratio (as a percent) | 50.00% | |||
Unsecured revolving credit facility mature on July 13, 2021 | London Interbank Offered Rate (LIBOR) | ||||
Debt | ||||
Interest spread on borrowings (as a percent) | 1.125% | |||
Unsecured revolving credit facility mature on July 13, 2021 | London Interbank Offered Rate (LIBOR) | Minimum | ||||
Debt | ||||
Interest spread on borrowings (as a percent) | 1.125% | |||
Unsecured revolving credit facility mature on July 13, 2021 | London Interbank Offered Rate (LIBOR) | Maximum | ||||
Debt | ||||
Interest spread on borrowings (as a percent) | 1.75% | |||
Unsecured revolving credit facility mature on July 13, 2021 | Letter of credit | ||||
Debt | ||||
Maximum borrowing capacity | $ 75,000 | |||
Number of letters of credit outstanding | letter | 3 | |||
Letters of credit outstanding/issued | $ 38,800 | |||
Unsecured revolving credit facility mature on July 13, 2021 | Letter of credit | Subsequent Event | ||||
Debt | ||||
Available borrowing capacity | $ 260,700 | |||
Number of letters of credit that were increased | letter | 1 | |||
Letters of credit increased | $ 500 | |||
Unsecured standalone line of credit facility | Subsequent Event | ||||
Debt | ||||
Maximum borrowing capacity | 12,000 | |||
Borrowing amount outstanding | $ 5,400 | |||
Number of bonds issued | item | 2 |
DEBT - Maturities of long-term
DEBT - Maturities of long-term debt (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Sep. 30, 2016 |
Aggregate maturities of long-term debt | ||
Thereafter | $ 500,000 | |
Unsecured long-term debt | $ 500,000 | $ 500,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Current: | |||
Federal | $ (36,260) | $ (86,010) | $ 84,229 |
Foreign | 4,108 | 9,987 | 14,864 |
State | (472) | (3,742) | 10,881 |
Total current | (32,624) | (79,765) | 109,974 |
Deferred: | |||
Federal | (14,953) | 58,136 | 165,491 |
Foreign | (7,827) | 408 | (34,410) |
State | (1,331) | 1,544 | 350 |
Total deferred | (24,111) | 60,088 | 131,431 |
Total provision (benefit) | (56,735) | (19,677) | 241,405 |
Amounts of domestic and foreign income before income taxes | |||
Domestic | (173,157) | (49,636) | 675,425 |
Foreign | (11,441) | (23,031) | (13,546) |
Income (loss) from continuing operations before income taxes | (184,598) | (72,667) | $ 661,879 |
Deferred tax liabilities: | |||
Property, plant and equipment | 1,386,512 | 1,411,139 | |
Available-for-sale securities | 24,940 | 25,470 | |
Other | 21,609 | 2,326 | |
Total deferred tax liabilities | 1,433,061 | 1,438,935 | |
Deferred tax assets: | |||
Pension reserves | 7,614 | 8,330 | |
Self-insurance reserves | 19,461 | 15,282 | |
Net operating loss, foreign tax credit, and other federal tax credit carryforwards | 62,478 | 71,778 | |
Financial accruals | 62,971 | 67,594 | |
Other | 6,003 | 4,952 | |
Total deferred tax assets | 158,527 | 167,936 | |
Valuation allowance | (58,155) | (71,457) | |
Net deferred tax assets | 100,372 | 96,479 | |
Net deferred tax liabilities | $ 1,332,689 | $ 1,342,456 |
INCOME TAXES, Operating loss (D
INCOME TAXES, Operating loss (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Jun. 30, 2017 |
Federal | ||
Operating Loss Carryforwards | ||
Amount of net operating loss carryforwards | $ 12.6 | |
Federal | MOTIVE Merger | ||
Operating Loss Carryforwards | ||
Amount of net operating loss carryforwards | $ 12.6 | |
State | ||
Operating Loss Carryforwards | ||
Amount of net operating loss carryforwards | 29.9 | |
Amount of state net operating loss carryforwards | 2 | |
Foreign | ||
Operating Loss Carryforwards | ||
Amount of net operating loss carryforwards | 77.8 | |
Amount of foreign net operating loss carryforwards | $ 25.4 |
INCOME TAXES, Tax credits (Deta
INCOME TAXES, Tax credits (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Tax credits | |||||||||||
Operating loss | $ 29,677 | $ 28,028 | $ 65,672 | $ 49,164 | $ 93,001 | $ 13,256 | $ (41,621) | $ (38,670) | $ 172,541 | $ 25,966 | $ (671,963) |
Income tax receivable | 78,726 | $ 37,971 | 78,726 | $ 37,971 | |||||||
Federal | |||||||||||
Tax credits | |||||||||||
Operating loss | 125,100 | ||||||||||
Income tax receivable | 39,800 | 39,800 | |||||||||
Federal | MOTIVE Merger | |||||||||||
Tax credits | |||||||||||
Tax credit carryforwards | $ 300 | ||||||||||
Foreign | |||||||||||
Tax credits | |||||||||||
Tax credit carryforwards | 34,900 | 34,900 | |||||||||
Amount of foreign tax credit carryforwards | 30,200 | 30,200 | |||||||||
Minimum tax credit carryforwards | $ 600 | $ 600 |
INCOME TAXES, Effective tax rat
INCOME TAXES, Effective tax rates (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Effective income tax rates as compared to the U.S. Federal income tax rate | |||
U.S. Federal income tax rate (as a percent) | 35.00% | 35.00% | 35.00% |
Effect of foreign taxes (as a percent) | 1.80% | (13.80%) | (3.20%) |
State income taxes, net of federal tax benefit (as a percent) | 0.60% | 3.20% | 0.80% |
U.S. domestic production activities (as a percent) | (2.10%) | (10.40%) | (1.20%) |
Other impact of foreign operations | (2.90%) | 14.70% | 4.50% |
Other (as a percent) | (1.70%) | (1.60%) | 0.60% |
Effective income tax rate (as a percent) | 30.70% | 27.10% | 36.50% |
Accrued interest and penalties related to unrecognized tax benefits | $ 2,800 | $ 6,800 | |
Reconciliation of the change in gross unrecognized tax benefits | |||
Unrecognized tax benefits at the beginning of the period | 9,551 | 11,211 | |
Gross decreases - tax positions in prior periods | (1) | ||
Gross decreases - current period effect of tax positions | (170) | (1,173) | |
Gross increases - current period effect of tax positions | 300 | 969 | |
Expiration of statute of limitations for assessments | (4,907) | (679) | |
Settlements | (777) | ||
Unrecognized tax benefits at the end of the period | 4,773 | 9,551 | $ 11,211 |
Unrecognized tax benefits related to discontinued operations | $ 3,700 | $ 3,800 |
SHAREHOLDERS_ EQUITY - AOCI Com
SHAREHOLDERS’ EQUITY - AOCI Components (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Repurchase of shares | |||
Repurchase of common stock (in shares) | 0 | 0 | 810,097 |
Aggregate cost of treasury shares purchase | $ 59,654 | ||
After-tax amounts: | |||
Accumulated other comprehensive income (loss), after tax | $ 2,300 | $ (204) | |
Maximum | |||
Repurchase of shares | |||
Number of common shares authorized to be repurchased | 4,000,000 | ||
Unrealized appreciation (depreciation) on securities | |||
Pre-tax amounts: | |||
Accumulated other comprehensive income (loss) before tax | $ 31,700 | 33,051 | 27,021 |
After-tax amounts: | |||
Accumulated other comprehensive income (loss), after tax | 20,070 | 20,899 | 17,201 |
Defined benefit pension plan | |||
Pre-tax amounts: | |||
Accumulated other comprehensive income (loss) before tax | (28,873) | (34,112) | (30,144) |
After-tax amounts: | |||
Accumulated other comprehensive income (loss), after tax | (17,770) | (21,103) | (18,578) |
Accumulated Other Comprehensive Loss | |||
Pre-tax amounts: | |||
Accumulated other comprehensive income (loss) before tax | 2,827 | (1,061) | (3,123) |
After-tax amounts: | |||
Accumulated other comprehensive income (loss), after tax | $ 2,300 | $ (204) | $ (1,377) |
SHAREHOLDERS_ EQUITY - AOCI Cha
SHAREHOLDERS’ EQUITY - AOCI Changes (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2017USD ($) | |
Rollforward of accumulated other comprehensive income (loss), net of tax | |
Balance at beginning of period | $ 4,560,925 |
Balance at end of period | 4,164,591 |
Unrealized appreciation (depreciation) on securities | |
Rollforward of accumulated other comprehensive income (loss), net of tax | |
Balance at beginning of period | 20,899 |
Other comprehensive loss before reclassifications | (829) |
Net current-period other comprehensive income (loss) | (829) |
Balance at end of period | 20,070 |
Defined benefit pension plan | |
Rollforward of accumulated other comprehensive income (loss), net of tax | |
Balance at beginning of period | (21,103) |
Amounts reclassified from accumulated other comprehensive income | 3,333 |
Net current-period other comprehensive income (loss) | 3,333 |
Balance at end of period | (17,770) |
Accumulated Other Comprehensive Loss | |
Rollforward of accumulated other comprehensive income (loss), net of tax | |
Balance at beginning of period | (204) |
Other comprehensive loss before reclassifications | (829) |
Amounts reclassified from accumulated other comprehensive income | 3,333 |
Net current-period other comprehensive income (loss) | 2,504 |
Balance at end of period | $ 2,300 |
SHAREHOLDERS_ EQUITY - AOCI Rec
SHAREHOLDERS’ EQUITY - AOCI Reclassifications (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Accumulated other comprehensive income (loss) components which were reclassified to the Consolidated Statement of Operations | |||||||||||
Loss on investment securities | $ (25,989) | ||||||||||
Income tax provision | $ 56,735 | 19,677 | $ (241,405) | ||||||||
Net income (loss) | $ (22,532) | $ (21,799) | $ (48,818) | $ (35,063) | $ (72,835) | $ (21,200) | $ 21,205 | $ 16,002 | (128,212) | (56,828) | $ 420,427 |
Accumulated Other Comprehensive Loss | |||||||||||
Accumulated other comprehensive income (loss) components which were reclassified to the Consolidated Statement of Operations | |||||||||||
Total reclassifications for the period | 3,333 | (1,599) | |||||||||
Other-than-temporary impairment of available-for-sale securities | Reclassification out of AOCI | |||||||||||
Accumulated other comprehensive income (loss) components which were reclassified to the Consolidated Statement of Operations | |||||||||||
Loss on investment securities | 1,509 | ||||||||||
Income tax provision | (583) | ||||||||||
Net income (loss) | 926 | ||||||||||
Defined benefit pension plan | |||||||||||
Accumulated other comprehensive income (loss) components which were reclassified to the Consolidated Statement of Operations | |||||||||||
Reclassifications for the period, tax | (1,905) | 1,443 | |||||||||
Total reclassifications for the period | 3,333 | (2,525) | |||||||||
Amortization of net actuarial loss on defined benefit pension plan | General and Administrative | |||||||||||
Accumulated other comprehensive income (loss) components which were reclassified to the Consolidated Statement of Operations | |||||||||||
Reclassifications for the period, before tax | $ 5,238 | $ (3,968) |
STOCK-BASED COMPENSATION - Comp
STOCK-BASED COMPENSATION - Compensation cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Stock based awards | |||
Compensation expense (in dollars) | $ 26,183 | $ 24,383 | $ 25,195 |
Excess tax benefit from stock-based compensation | $ 4,414 | $ 934 | $ 3,772 |
Stock options | |||
Stock based awards | |||
The period from the grant date after which options expire | 10 years | ||
Number of shares granted | 396,007 | 876,000 | 420,000 |
Compensation expense (in dollars) | $ 7,439 | $ 8,290 | $ 8,846 |
Restricted stock | |||
Stock based awards | |||
Number of shares granted | 292,112 | 294,000 | 275,000 |
Compensation expense (in dollars) | $ 18,744 | $ 16,093 | $ 16,349 |
STOCK-BASED COMPENSATION - Stoc
STOCK-BASED COMPENSATION - Stock options (Details) - Stock options - $ / shares | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Common-stock based award plan | |||
Option vesting rights (as a percent) | 25.00% | ||
Weighted-average assumptions utilized in determining the fair value of options | |||
Risk-free interest rate (as a percent) | 2.00% | 1.80% | 1.70% |
Expected stock volatility (as a percent) | 38.90% | 37.60% | 36.90% |
Dividend yield (as a percent) | 3.70% | 4.60% | 3.90% |
Expected term (in years) | 5 years 6 months | 5 years 6 months | 5 years 6 months |
Weighted-average fair value of options granted (in dollars per share) | $ 20.48 | $ 13.12 | $ 16.39 |
Options | |||
Options outstanding at the beginning of the period (in shares) | 3,312,000 | 2,776,000 | 2,629,000 |
Granted (in shares) | 396,007 | 876,000 | 420,000 |
Exercised (in shares) | (415,000) | (220,000) | (255,000) |
Forfeited/Expired (in shares) | (15,000) | (120,000) | (18,000) |
Option outstanding at the end of the period (in shares) | 3,278,000 | 3,312,000 | 2,776,000 |
Exercisable at the end of the period (in shares) | 2,167,000 | 2,225,000 | 2,014,000 |
Shares available to grant | 5,624,000 | 6,600,000 | 2,515,000 |
Weighted-Average Exercise Price | |||
Outstanding at the beginning of the period (in dollars per share) | $ 51.74 | $ 48.51 | $ 43.46 |
Granted (in dollars per share) | 76.61 | 58.25 | 68.83 |
Exercised (in dollars per share) | 38.04 | 31.52 | 28.46 |
Forfeited/Expired (in dollars per share) | 68.32 | 61.80 | 66.78 |
Outstanding at the end of the period (in dollars per share) | 56.41 | 51.74 | 48.51 |
Exercisable at the end of the period (in dollars per share) | $ 50.87 | $ 46.66 | $ 41.62 |
Minimum | |||
Common-stock based award plan | |||
Vesting period | 1 year | ||
Maximum | |||
Common-stock based award plan | |||
Vesting period | 4 years |
STOCK-BASED COMPENSATION - Exer
STOCK-BASED COMPENSATION - Exercise prices (Details) shares in Thousands | 12 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Range of Exercise Prices from $21.065 to $38.015 | |
Information about outstanding and exercisable stock options | |
Exercise price, low end of range (in dollars per share) | $ 21.065 |
Exercise price, high end of range (in dollars per share) | $ 38.015 |
Outstanding Stock Options, Options at the end of the period (in shares) | shares | 714 |
Outstanding Stock Options, Weighted-Average Remaining Life | 1 year 3 months 18 days |
Outstanding Stock Options, Weighted-Average Exercise Price (in dollars per share) | $ 30.63 |
Exercisable Stock Options, Options at the end of the period (in shares) | shares | 714 |
Exercisable Stock Options, Weighted-Average Exercise Price (in dollars per share) | $ 30.63 |
Range of Exercise Prices from $47.29 to $59.76 | |
Information about outstanding and exercisable stock options | |
Exercise price, low end of range (in dollars per share) | 47.29 |
Exercise price, high end of range (in dollars per share) | $ 59.76 |
Outstanding Stock Options, Options at the end of the period (in shares) | shares | 1,618 |
Outstanding Stock Options, Weighted-Average Remaining Life | 6 years 3 months 18 days |
Outstanding Stock Options, Weighted-Average Exercise Price (in dollars per share) | $ 56.46 |
Exercisable Stock Options, Options at the end of the period (in shares) | shares | 1,048 |
Exercisable Stock Options, Weighted-Average Exercise Price (in dollars per share) | $ 55.80 |
Range of Exercise Prices from $68.83 to $81.31 | |
Information about outstanding and exercisable stock options | |
Exercise price, low end of range (in dollars per share) | 68.83 |
Exercise price, high end of range (in dollars per share) | $ 81.31 |
Outstanding Stock Options, Options at the end of the period (in shares) | shares | 946 |
Outstanding Stock Options, Weighted-Average Remaining Life | 7 years 7 months 6 days |
Outstanding Stock Options, Weighted-Average Exercise Price (in dollars per share) | $ 75.77 |
Exercisable Stock Options, Options at the end of the period (in shares) | shares | 405 |
Exercisable Stock Options, Weighted-Average Exercise Price (in dollars per share) | $ 73.75 |
Range of Exercise Prices from $21.065 to $81.31 | |
Information about outstanding and exercisable stock options | |
Exercise price, low end of range (in dollars per share) | 21.065 |
Exercise price, high end of range (in dollars per share) | $ 81.31 |
Outstanding Stock Options, Options at the end of the period (in shares) | shares | 3,278 |
Outstanding Stock Options, Weighted-Average Remaining Life | 5 years 7 months 6 days |
Outstanding Stock Options, Weighted-Average Exercise Price (in dollars per share) | $ 56.41 |
Exercisable Stock Options, Options at the end of the period (in shares) | shares | 2,167 |
Exercisable Stock Options, Weighted-Average Exercise Price (in dollars per share) | $ 50.87 |
STOCK-BASED COMPENSATION, Other
STOCK-BASED COMPENSATION, Other (Details) - Stock options - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Stock based awards | |||
Weighted-average remaining life of exercisable stock options | 4 years 2 months 12 days | ||
Exercisable stock options, aggregate intrinsic value (in dollars) | $ 16.1 | ||
Exercisable Stock Options, Weighted-Average Exercise Price (in dollars per share) | $ 50.87 | ||
Number of options vested or expected to vest (in shares) | 3,224,548 | ||
Options vested or expected to vest, aggregate intrinsic value (in dollars) | $ 16.2 | ||
Options vested or expected to vest, weighted-average exercise price (in dollars per share) | $ 56.19 | ||
Unrecognized compensation cost (in dollars) | $ 6.6 | ||
Period over which unrecognized compensation cost is expected to be recognized | 2 years 2 months 12 days | ||
Total intrinsic value of options exercised (in dollars) | $ 13.1 | $ 6.3 | $ 10.7 |
Grant date fair value of shares vested (in dollars) | $ 6.7 | $ 9.6 | $ 8.1 |
STOCK-BASED COMPENSATION - Rest
STOCK-BASED COMPENSATION - Restricted Stock (Details) - Restricted stock - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Common-stock based award plan | |||
Unrecognized compensation cost (in dollars) | $ 21.4 | ||
Weighted-average period over which unrecognized compensation cost is expected to be recognized | 2 years 2 months 12 days | ||
Restricted stock awards activity, shares | |||
Unvested at the beginning of the period (in shares) | 648,000 | 668,000 | 634,000 |
Granted (in shares) | 292,112 | 294,000 | 275,000 |
Vested (in shares) | (271,000) | (256,000) | (214,000) |
Forfeited (in shares) | (10,000) | (58,000) | (27,000) |
Unvested at the end of the period (in shares) | 659,000 | 648,000 | 668,000 |
Restricted stock awards activity, weighted average grant date fair value | |||
Unvested at the beginning of the period (in dollars per share) | $ 64.24 | $ 67.03 | $ 64.03 |
Granted (in dollars per share) | 78.69 | 58.25 | 68.83 |
Vested (in dollars per share) | 63.81 | 64.75 | 60.80 |
Forfeited (in dollars per share) | 68.09 | 63.65 | 64.45 |
Unvested at the end of the period (in dollars per share) | $ 70.76 | $ 64.24 | $ 67.03 |
Minimum | |||
Common-stock based award plan | |||
Vesting period | 3 years | ||
Maximum | |||
Common-stock based award plan | |||
Vesting period | 6 years |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Numerator: | |||||||||||
Income (loss) from continuing operations | $ (21,711) | $ (23,125) | $ (48,473) | $ (34,554) | $ (72,869) | $ (21,193) | $ 25,174 | $ 15,898 | $ (127,863) | $ (52,990) | $ 420,474 |
Loss from discontinued operations | (349) | (3,838) | (47) | ||||||||
NET INCOME (LOSS) | $ (22,532) | $ (21,799) | $ (48,818) | $ (35,063) | $ (72,835) | $ (21,200) | $ 21,205 | $ 16,002 | (128,212) | (56,828) | 420,427 |
Adjustment for basic earnings per share: | |||||||||||
Earnings allocated to unvested shareholders | (1,811) | (1,858) | (2,163) | ||||||||
Numerator for basic earnings per share: | |||||||||||
From continuing operations | (129,674) | (54,848) | 418,311 | ||||||||
From discontinued operations | (349) | (3,838) | (47) | ||||||||
Net income (loss) attributable to parent, basic | (130,023) | (58,686) | 418,264 | ||||||||
Adjustment for diluted earnings per share: | |||||||||||
Effect of reallocating undistributed earnings of unvested shareholders | 6 | ||||||||||
Numerator for diluted earnings per share: | |||||||||||
From continuing operations | (129,674) | (54,848) | 418,317 | ||||||||
From discontinued operations | (349) | (3,838) | (47) | ||||||||
Net income (loss) attributable to parent, diluted | $ (130,023) | $ (58,686) | $ 418,270 | ||||||||
Denominator: | |||||||||||
Denominator for basic earnings per share – weighted-average shares | 108,500 | 107,996 | 107,754 | ||||||||
Effect of dilutive shares from stock options and restricted stock (in shares) | 816 | ||||||||||
Denominator for diluted earnings per share – adjusted weighted-average shares | 108,500 | 107,996 | 108,570 | ||||||||
Basic earnings per common share: | |||||||||||
Income (loss) from continuing operations (in dollars per share) | $ (0.20) | $ (0.22) | $ (0.45) | $ (0.33) | $ (0.68) | $ (0.20) | $ 0.23 | $ 0.15 | $ (1.20) | $ (0.50) | $ 3.88 |
Loss from discontinued operations (in dollars per share) | (0.04) | ||||||||||
Net income (loss) (in dollars per share) | (0.21) | (0.21) | (0.45) | (0.33) | (0.68) | (0.20) | 0.19 | 0.15 | (1.20) | (0.54) | 3.88 |
Diluted earnings per common share: | |||||||||||
Income (loss) from continuing operations (in dollars per share) | (0.20) | (0.22) | (0.45) | (0.33) | (0.68) | (0.20) | 0.23 | 0.15 | (1.20) | (0.50) | 3.85 |
Loss from discontinued operations (in dollars per share) | (0.04) | ||||||||||
Net income (loss) (in dollars per share) | $ (0.21) | $ (0.21) | $ (0.45) | $ (0.33) | $ (0.68) | $ (0.20) | $ 0.19 | $ 0.15 | $ (1.20) | $ (0.54) | $ 3.85 |
Outstanding equity awards | |||||||||||
Shares excluded from calculation of diluted earnings per share (in shares) | 1,008 | 1,788 | 667 | ||||||||
Weighted-average price per share (in dollars per share) | $ 74.38 | $ 63.73 | $ 72.85 |
FINANCIAL INSTRUMENTS AND FAI71
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENT - Equity Securities (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Available-for-sale securities | ||||
Other-than-temporary impairment charge | $ 26,000 | $ 0 | $ 0 | |
Realized gains or (losses) on available-for-sale securities | 0 | $ 0 | $ 0 | |
(Level 1) | ||||
Non-qualified Supplemental Savings Plan | ||||
Assets held in Non-qualified Supplement Savings Plan, at fair value | 13,400 | 13,900 | 13,400 | |
Equity securities | ||||
Available-for-sale securities | ||||
Cost | 38,473 | 38,473 | 38,473 | |
Gross Unrealized Gains | 33,051 | 31,700 | 33,051 | |
Estimated Fair Value | $ 71,524 | $ 70,173 | $ 71,524 |
FINANCIAL INSTRUMENTS AND FAI72
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENT - Assets measured at fair value and Supplemental fair value information (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Sep. 30, 2016 | Mar. 19, 2015 |
Liabilities: | |||
Contingent earnout liability | $ 14,879 | ||
Supplemental fair value information about long-term fixed-rate debt | |||
Carrying value of long-term fixed-rate debt | 492,902 | $ 491,847 | |
Unsecured senior notes issued March 19, 2015 | |||
Supplemental fair value information about long-term fixed-rate debt | |||
Debt issued | 500,000 | $ 500,000 | |
Carrying value | |||
Supplemental fair value information about long-term fixed-rate debt | |||
Carrying value of long-term fixed-rate debt | 492,900 | 491,800 | |
Total Measure at Fair Value | Recurring basis | |||
Short-term investments: | |||
Short-term investments | 44,491 | ||
Assets: | |||
Cash and cash equivalents | 521,375 | ||
Investments | 70,173 | ||
Other current assets | 32,439 | ||
Other assets | 6,695 | ||
Total assets measured at fair value | 675,173 | ||
Liabilities: | |||
Contingent earnout liability | 14,879 | ||
(Level 1) | Recurring basis | |||
Short-term investments: | |||
Short-term investments | 24,853 | ||
Assets: | |||
Cash and cash equivalents | 521,375 | ||
Investments | 70,173 | ||
Other current assets | 32,189 | ||
Other assets | 6,695 | ||
Total assets measured at fair value | 655,285 | ||
(Level 2) | Recurring basis | |||
Short-term investments: | |||
Short-term investments | 19,638 | ||
Assets: | |||
Other current assets | 250 | ||
Total assets measured at fair value | 19,888 | ||
(Level 2) | Total Measure at Fair Value | |||
Supplemental fair value information about long-term fixed-rate debt | |||
Fair value of long-term fixed-rate debt | 529,000 | $ 529,600 | |
(Level 3) | |||
Liabilities: | |||
Contingent earnout liability | 14,879 | ||
Certificates of deposit | Total Measure at Fair Value | Recurring basis | |||
Short-term investments: | |||
Short-term investments | 1,500 | ||
Certificates of deposit | (Level 2) | Recurring basis | |||
Short-term investments: | |||
Short-term investments | 1,500 | ||
Corporate and municipal debt securities | Total Measure at Fair Value | Recurring basis | |||
Short-term investments: | |||
Short-term investments | 15,818 | ||
Corporate and municipal debt securities | (Level 2) | Recurring basis | |||
Short-term investments: | |||
Short-term investments | 15,818 | ||
U.S. government and federal agency securities | Total Measure at Fair Value | Recurring basis | |||
Short-term investments: | |||
Short-term investments | 27,173 | ||
U.S. government and federal agency securities | (Level 1) | Recurring basis | |||
Short-term investments: | |||
Short-term investments | 24,853 | ||
U.S. government and federal agency securities | (Level 2) | Recurring basis | |||
Short-term investments: | |||
Short-term investments | $ 2,320 |
EMPLOYEE BENEFIT PLANS - Pensio
EMPLOYEE BENEFIT PLANS - Pension (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
EMPLOYEE BENEFIT PLANS | |||
Accumulated Benefit Obligation | $ 109,976 | $ 109,731 | |
Changes in projected benefit obligations | |||
Projected benefit obligation at beginning of year | 109,731 | 107,417 | |
Interest cost | 4,053 | 4,266 | $ 4,584 |
Actuarial loss | 3,633 | 15,051 | |
Benefits paid | (7,441) | (17,003) | |
Projected benefit obligation at end of year | 109,976 | 109,731 | 107,417 |
Change in plan assets | |||
Fair value of plan assets at beginning of year | 90,748 | 98,060 | |
Actual return on plan assets | 9,470 | 9,653 | |
Employer contribution | 39 | 38 | |
Benefits paid | (7,441) | (17,003) | |
Fair value of plan assets at end of year | 92,816 | 90,748 | $ 98,060 |
Funded status of the plan at end of year | (17,160) | (18,983) | |
Amounts Recognized in the Consolidated Balance Sheets | |||
Accrued liabilities | (45) | (45) | |
Noncurrent liabilities-other | (17,115) | (18,938) | |
Net amount recognized | (17,160) | (18,983) | |
Amounts recognized in accumulated other comprehensive income and not yet reflected in net periodic benefit cost | |||
Net actuarial loss | (28,873) | $ (34,112) | |
Net actuarial loss, which is expected to be amortized in next year's periodic benefit cost | $ 1,800 | ||
Weighted average assumptions used for the pension calculations | |||
Discount rate for net periodic benefit costs (as a percent) | 3.64% | 4.27% | 4.32% |
Discount rate for year-end obligations (as a percent) | 3.79% | 3.64% | 4.27% |
Expected return on plan assets (as a percent) | 6.17% | 5.89% | 6.26% |
Components of the net periodic pension expense (benefit) | |||
Interest cost | $ 4,053 | $ 4,266 | $ 4,584 |
Expected return on plan assets | (5,130) | (5,616) | (6,855) |
Recognized net actuarial loss | 2,891 | 2,083 | 1,308 |
Pension settlement charges | 1,640 | 4,964 | 2,873 |
Net pension expense | 3,454 | $ 5,697 | $ 1,910 |
Expected benefits to be paid from the Pension Plan | |||
2,018 | 16,050 | ||
2,019 | 6,844 | ||
2,020 | 7,222 | ||
2,021 | 5,591 | ||
2,022 | 6,383 | ||
2023-2027 | 32,723 | ||
Total | $ 74,813 | ||
Target Allocation (as a percent) | 100.00% | ||
Percentage of Plan Assets | 100.00% | 100.00% | |
U.S. equities | |||
Expected benefits to be paid from the Pension Plan | |||
Target Allocation (as a percent) | 45.00% | ||
Percentage of Plan Assets | 50.00% | 62.00% | |
International equities | |||
Expected benefits to be paid from the Pension Plan | |||
Target Allocation (as a percent) | 20.00% | ||
Percentage of Plan Assets | 16.00% | 12.00% | |
Fixed income | |||
Expected benefits to be paid from the Pension Plan | |||
Target Allocation (as a percent) | 35.00% | ||
Percentage of Plan Assets | 34.00% | 21.00% | |
Real estate and other | |||
Expected benefits to be paid from the Pension Plan | |||
Percentage of Plan Assets | 5.00% |
EMPLOYEE BENEFIT PLANS - Fair V
EMPLOYEE BENEFIT PLANS - Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 |
PLAN ASSETS | |||
Fair value of plan assets | $ 92,816 | $ 90,748 | $ 98,060 |
Oil and Gas Properties | |||
PLAN ASSETS | |||
Fair value of plan assets | 97 | 177 | $ 387 |
(Level 1) | |||
PLAN ASSETS | |||
Fair value of plan assets | 92,719 | 90,571 | |
(Level 1) | Short-term investments. | |||
PLAN ASSETS | |||
Fair value of plan assets | 3,488 | 467 | |
(Level 1) | Mutual funds | |||
PLAN ASSETS | |||
Fair value of plan assets | 69,539 | 70,250 | |
(Level 1) | Domestic stock funds | |||
PLAN ASSETS | |||
Fair value of plan assets | 18,377 | 36,107 | |
(Level 1) | Bond funds | |||
PLAN ASSETS | |||
Fair value of plan assets | 18,357 | 22,809 | |
(Level 1) | Balanced funds | |||
PLAN ASSETS | |||
Fair value of plan assets | 18,222 | ||
(Level 1) | International stock funds | |||
PLAN ASSETS | |||
Fair value of plan assets | 14,583 | 11,334 | |
(Level 1) | Domestic common stock | |||
PLAN ASSETS | |||
Fair value of plan assets | 19,692 | 18,305 | |
(Level 1) | Foreign equity stock | |||
PLAN ASSETS | |||
Fair value of plan assets | 1,549 | ||
(Level 3) | |||
PLAN ASSETS | |||
Fair value of plan assets | 97 | 177 | |
(Level 3) | Oil and Gas Properties | |||
PLAN ASSETS | |||
Fair value of plan assets | 97 | 177 | |
Total Measure at Fair Value | |||
PLAN ASSETS | |||
Fair value of plan assets | 92,816 | 90,748 | |
Total Measure at Fair Value | Short-term investments. | |||
PLAN ASSETS | |||
Fair value of plan assets | 3,488 | 467 | |
Total Measure at Fair Value | Mutual funds | |||
PLAN ASSETS | |||
Fair value of plan assets | 69,539 | 70,250 | |
Total Measure at Fair Value | Domestic stock funds | |||
PLAN ASSETS | |||
Fair value of plan assets | 18,377 | 36,107 | |
Total Measure at Fair Value | Bond funds | |||
PLAN ASSETS | |||
Fair value of plan assets | 18,357 | 22,809 | |
Total Measure at Fair Value | Balanced funds | |||
PLAN ASSETS | |||
Fair value of plan assets | 18,222 | ||
Total Measure at Fair Value | International stock funds | |||
PLAN ASSETS | |||
Fair value of plan assets | 14,583 | 11,334 | |
Total Measure at Fair Value | Domestic common stock | |||
PLAN ASSETS | |||
Fair value of plan assets | 19,692 | 18,305 | |
Total Measure at Fair Value | Foreign equity stock | |||
PLAN ASSETS | |||
Fair value of plan assets | 1,549 | ||
Total Measure at Fair Value | Oil and Gas Properties | |||
PLAN ASSETS | |||
Fair value of plan assets | $ 97 | $ 177 |
EMPLOYEE BENEFIT PLANS - Plan a
EMPLOYEE BENEFIT PLANS - Plan assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Change in plan assets | |||
Fair value of plan assets at beginning of year | $ 90,748 | $ 98,060 | |
Fair value of plan assets at end of year | $ 92,816 | 90,748 | $ 98,060 |
DEFINED CONTRIBUTION PLAN | |||
Percentage of employer's contribution under 401(k)/ Thrift Plan matching the first 5 percent of participant's compensation subject to certain limitations | 100.00% | ||
Percentage of participant's compensation eligible for employer's matching contribution | 5.00% | ||
Annual expense incurred for defined contribution plan | $ 16,600 | 21,600 | 24,800 |
General and Administrative | |||
DEFINED CONTRIBUTION PLAN | |||
Employer contribution | 6,300 | ||
Oil and Gas Properties | |||
Change in plan assets | |||
Fair value of plan assets at beginning of year | 177 | 387 | |
Unrealized losses relating to property still held at the reporting date | (80) | (210) | |
Fair value of plan assets at end of year | $ 97 | $ 177 | $ 387 |
SUPPLEMENTAL BALANCE SHEET IN76
SUPPLEMENTAL BALANCE SHEET INFORMATION (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Reserve for bad debt: | |||
Balance at the beginning of the period | $ 2,696 | $ 6,181 | $ 4,597 |
Provision for bad debt | 2,016 | 6,034 | |
(Recovery of) bad debt | (2,013) | ||
Write-off of bad debt | 1,009 | ||
(Recovery of) write-off of bad debt | (1,472) | (4,450) | |
Balance at the end of the period | 5,721 | 2,696 | $ 6,181 |
Accounts receivable, net of reserve: | |||
Trade receivables | 398,348 | 286,998 | |
Income tax receivable | 78,726 | 37,971 | |
Insurance recovery receivable | 50,200 | ||
Total accounts receivable, net of reserve | 477,074 | 375,169 | |
Prepaid expenses and other current assets: | |||
Restricted cash | 32,439 | 27,566 | |
Deferred mobilization | 6,458 | 9,913 | |
Prepaid insurance | 4,060 | 4,354 | |
Prepaid value added tax | 3,870 | 1,407 | |
Prepaid income taxes | 26,138 | ||
Other | 8,293 | 8,689 | |
Total prepaid expenses and other current assets | 55,120 | 78,067 | |
Accrued liabilities: | |||
Accrued operating costs | 36,949 | 17,009 | |
Payroll and employee benefits | 54,941 | 43,547 | |
Taxes payable, other than income tax | 35,638 | 31,443 | |
Self-insurance liabilities | 22,159 | 14,801 | |
Deferred income | 25,893 | 34,681 | |
Deferred mobilization | 9,828 | 17,923 | |
Accrued income taxes | 8,011 | ||
Litigation and claims | 1,779 | 70,535 | |
Other | 13,485 | 4,700 | |
Total accrued liabilities | 208,683 | 234,639 | |
Noncurrent liabilities - Other: | |||
Pension and other non-qualified retirement plans | 37,989 | 39,762 | |
Self-insurance liabilities | 29,037 | 21,651 | |
Contingent earnout liability | 14,879 | ||
Deferred mobilization | 7,689 | 24,781 | |
Uncertain tax positions including interest and penalties | 3,562 | 12,502 | |
Other | 8,253 | 4,085 | |
Total noncurrent liabilities - other | $ 101,409 | $ 102,781 |
SUPPLEMENTAL CASH FLOW INFORM77
SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Cash payments: | |||
Interest paid, net of amounts capitalized | $ 22,936 | $ 28,011 | $ 11,651 |
Income taxes paid | 3,749 | 15,577 | 131,128 |
Reconciliation of total capital expenditures incurred to total capital expenditures in the consolidated statements of cash flows | |||
Capital expenditures incurred | 408,106 | 241,290 | 1,033,241 |
Additions incurred in prior year but paid for in current period | 9,465 | 25,344 | 123,548 |
Additions incurred but not paid for as of the end of the period | (20,004) | (9,465) | (25,344) |
Capital expenditures per Consolidated Condensed Statements of Cash Flows | $ 397,567 | $ 257,169 | $ 1,131,445 |
RISK FACTORS (Details)
RISK FACTORS (Details) $ in Millions | 12 Months Ended |
Sep. 30, 2017USD ($) | |
International Risk Factors | |
Period for which cumulative inflation rates used for considering country as highly inflationary | 3 years |
Minimum | |
International Risk Factors | |
Insurance coverage deductibles range for claims which occur outside or inside the United States | $ 1 |
Cumulative inflation rate before a country is considered highly inflationary (as a percent) | 100.00% |
Maximum | |
International Risk Factors | |
Insurance coverage deductibles range for claims which occur outside or inside the United States | $ 5 |
COMMITMENTS AND CONTINGENCIES79
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | Apr. 28, 2015USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2017USD ($)ft² | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) |
Purchase obligations | |||||
Purchase orders outstanding for drilling equipment | $ 56,200 | ||||
Fiscal Year | |||||
2,018 | 8,015 | ||||
2,019 | 5,454 | ||||
2,020 | 3,795 | ||||
2,021 | 2,944 | ||||
2,022 | 2,926 | ||||
Thereafter | 6,825 | ||||
Total | 29,959 | ||||
Commitments and Contingencies | |||||
Total rent expense | 14,000 | $ 13,500 | $ 13,600 | ||
CONTINGENCIES | |||||
Gain contingencies recognized in consolidated financial statements | $ 0 | ||||
Judicial ruling | Keel accident case | |||||
CONTINGENCIES | |||||
Legal settlement paid | $ 72,000 | ||||
Judicial ruling | Minimum | Keel accident case | |||||
CONTINGENCIES | |||||
Damages value | $ 100,000 | ||||
Operating lease | |||||
LEASES | |||||
Area of leased office space (in square feet) | ft² | 221,021 |
SEGMENT INFORMATION - Income by
SEGMENT INFORMATION - Income by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment information | |||||||||||
Operating revenue | $ 532,304 | $ 498,564 | $ 405,283 | $ 368,590 | $ 331,708 | $ 366,486 | $ 438,191 | $ 487,847 | $ 1,804,741 | $ 1,624,232 | $ 3,161,702 |
Segment Operating Income (Loss) | (87,352) | 68,200 | 748,373 | ||||||||
Depreciation and amortization | 585,543 | 598,587 | 608,039 | ||||||||
Segment Assets | 6,439,985 | 6,831,955 | 6,439,985 | 6,831,955 | 7,139,145 | ||||||
Additions to Long-Lived Assets | 408,106 | 241,290 | 1,033,241 | ||||||||
Reconciliation of segment operating income to income from continuing operations before income taxes | |||||||||||
Segment operating income (loss) | (87,352) | 68,200 | 748,373 | ||||||||
Income from asset sales | 20,627 | 9,896 | 11,834 | ||||||||
Corporate general and administrative costs and corporate depreciation | (105,816) | (104,062) | (88,244) | ||||||||
Operating income (loss) from continuing operations | (29,677) | $ (28,028) | $ (65,672) | $ (49,164) | (93,001) | $ (13,256) | $ 41,621 | $ 38,670 | (172,541) | (25,966) | 671,963 |
Other income (expense): | |||||||||||
Interest and dividend income | 5,915 | 3,166 | 5,840 | ||||||||
Interest expense | (19,747) | (22,913) | (15,023) | ||||||||
Loss on investment securities | (25,989) | ||||||||||
Other | 1,775 | (965) | (901) | ||||||||
Total other income (expense) | (12,057) | (46,701) | (10,084) | ||||||||
Income (loss) from continuing operations before income taxes | (184,598) | (72,667) | 661,879 | ||||||||
Other | |||||||||||
Segment information | |||||||||||
Operating revenue | 15,983 | 13,275 | 14,187 | ||||||||
Segment Operating Income (Loss) | (9,449) | (7,491) | (10,911) | ||||||||
Depreciation and amortization | 20,671 | 20,753 | 19,096 | ||||||||
Segment Assets | 959,986 | 1,234,323 | 959,986 | 1,234,323 | 1,025,402 | ||||||
Additions to Long-Lived Assets | 7,351 | 20,076 | 27,518 | ||||||||
Reconciliation of segment operating income to income from continuing operations before income taxes | |||||||||||
Segment operating income (loss) | (9,449) | (7,491) | (10,911) | ||||||||
Operating segment | |||||||||||
Segment information | |||||||||||
Operating revenue | 1,805,603 | 1,625,087 | 3,162,582 | ||||||||
Operating segment | Other | |||||||||||
Segment information | |||||||||||
Operating revenue | 16,845 | 14,130 | 15,067 | ||||||||
Inter-Segment | |||||||||||
Segment information | |||||||||||
Operating revenue | (862) | (855) | (880) | ||||||||
Inter-Segment | Other | |||||||||||
Segment information | |||||||||||
Operating revenue | 862 | 855 | 880 | ||||||||
Contract Drilling: | |||||||||||
Segment information | |||||||||||
Operating revenue | 1,788,758 | 1,610,957 | 3,147,515 | ||||||||
Segment Operating Income (Loss) | (77,903) | 75,691 | 759,284 | ||||||||
Depreciation and amortization | 564,872 | 577,834 | 588,943 | ||||||||
Segment Assets | 5,479,999 | 5,597,632 | 5,479,999 | 5,597,632 | 6,113,743 | ||||||
Additions to Long-Lived Assets | 400,755 | 221,214 | 1,005,723 | ||||||||
Reconciliation of segment operating income to income from continuing operations before income taxes | |||||||||||
Segment operating income (loss) | (77,903) | 75,691 | 759,284 | ||||||||
Contract Drilling: | U.S. Land | |||||||||||
Segment information | |||||||||||
Operating revenue | 1,439,523 | 1,242,462 | 2,523,518 | ||||||||
Segment Operating Income (Loss) | (94,880) | 74,118 | 698,375 | ||||||||
Depreciation and amortization | 499,486 | 508,237 | 519,950 | ||||||||
Segment Assets | 4,967,074 | 5,005,299 | 4,967,074 | 5,005,299 | 5,429,179 | ||||||
Additions to Long-Lived Assets | 394,508 | 209,156 | 949,978 | ||||||||
Reconciliation of segment operating income to income from continuing operations before income taxes | |||||||||||
Segment operating income (loss) | (94,880) | 74,118 | 698,375 | ||||||||
Contract Drilling: | Offshore | |||||||||||
Segment information | |||||||||||
Operating revenue | 136,263 | 138,601 | 241,666 | ||||||||
Segment Operating Income (Loss) | 24,201 | 15,659 | 68,002 | ||||||||
Depreciation and amortization | 11,764 | 12,495 | 11,659 | ||||||||
Segment Assets | 99,533 | 105,152 | 99,533 | 105,152 | 118,852 | ||||||
Additions to Long-Lived Assets | 2,847 | 9,694 | 16,100 | ||||||||
Reconciliation of segment operating income to income from continuing operations before income taxes | |||||||||||
Segment operating income (loss) | 24,201 | 15,659 | 68,002 | ||||||||
Contract Drilling: | International Land | |||||||||||
Segment information | |||||||||||
Operating revenue | 212,972 | 229,894 | 382,331 | ||||||||
Segment Operating Income (Loss) | (7,224) | (14,086) | (7,093) | ||||||||
Depreciation and amortization | 53,622 | 57,102 | 57,334 | ||||||||
Segment Assets | $ 413,392 | $ 487,181 | 413,392 | 487,181 | 565,712 | ||||||
Additions to Long-Lived Assets | 3,400 | 2,364 | 39,645 | ||||||||
Reconciliation of segment operating income to income from continuing operations before income taxes | |||||||||||
Segment operating income (loss) | (7,224) | (14,086) | (7,093) | ||||||||
Contract Drilling: | Operating segment | |||||||||||
Segment information | |||||||||||
Operating revenue | 1,788,758 | 1,610,957 | 3,147,515 | ||||||||
Contract Drilling: | Operating segment | U.S. Land | |||||||||||
Segment information | |||||||||||
Operating revenue | 1,439,523 | 1,242,462 | 2,523,518 | ||||||||
Contract Drilling: | Operating segment | Offshore | |||||||||||
Segment information | |||||||||||
Operating revenue | 136,263 | 138,601 | 241,666 | ||||||||
Contract Drilling: | Operating segment | International Land | |||||||||||
Segment information | |||||||||||
Operating revenue | $ 212,972 | $ 229,894 | $ 382,331 |
SEGMENT INFORMATION - Income Re
SEGMENT INFORMATION - Income Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment information | |||||||||||
Operating revenues | $ 532,304 | $ 498,564 | $ 405,283 | $ 368,590 | $ 331,708 | $ 366,486 | $ 438,191 | $ 487,847 | $ 1,804,741 | $ 1,624,232 | $ 3,161,702 |
Long-Lived Assets | 5,001,051 | 5,144,733 | 5,001,051 | 5,144,733 | $ 5,563,170 | ||||||
Accounts receivable, net of reserve | 477,074 | 375,169 | $ 477,074 | $ 375,169 | |||||||
Operating revenues | Customer concentration | Customer one | |||||||||||
Segment information | |||||||||||
Concentration percentage | 9.00% | 8.00% | 6.00% | ||||||||
Operating revenues | Customer concentration | Customer two | |||||||||||
Segment information | |||||||||||
Concentration percentage | 9.00% | 9.00% | 5.00% | ||||||||
Receivables | Credit concentration | Customers one and two | |||||||||||
Segment information | |||||||||||
Accounts receivable, net of reserve | 59,000 | 58,100 | $ 59,000 | $ 58,100 | |||||||
United States | |||||||||||
Segment information | |||||||||||
Operating revenues | 1,591,769 | 1,386,786 | $ 2,750,043 | ||||||||
Long-Lived Assets | 4,686,235 | 4,804,328 | 4,686,235 | 4,804,328 | 5,149,315 | ||||||
Argentina | |||||||||||
Segment information | |||||||||||
Operating revenues | 157,257 | 159,427 | 177,984 | ||||||||
Long-Lived Assets | 155,978 | 183,286 | 155,978 | 183,286 | 211,862 | ||||||
Colombia | |||||||||||
Segment information | |||||||||||
Operating revenues | 37,554 | 20,488 | 70,076 | ||||||||
Long-Lived Assets | 81,798 | 91,815 | 81,798 | 91,815 | 102,401 | ||||||
Ecuador | |||||||||||
Segment information | |||||||||||
Operating revenues | 6 | 4,948 | 30,987 | ||||||||
Long-Lived Assets | 22,298 | 438 | 22,298 | 438 | 28,918 | ||||||
Other Foreign | |||||||||||
Segment information | |||||||||||
Operating revenues | 18,155 | 52,583 | 132,612 | ||||||||
Long-Lived Assets | $ 54,742 | $ 64,866 | 54,742 | 64,866 | 70,674 | ||||||
Operating segment | |||||||||||
Segment information | |||||||||||
Operating revenues | $ 1,805,603 | $ 1,625,087 | $ 3,162,582 |
GUARANTOR AND NON-GUARANTOR F82
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION - Debt (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2017 | Mar. 19, 2015 | |
Financial Information | ||
Percentage ownership of subsidiary | 100.00% | |
Unsecured senior notes issued March 19, 2015 | ||
Financial Information | ||
Debt issued | $ 500 | $ 500 |
Issuer Subsidiary | Unsecured senior notes issued March 19, 2015 | ||
Financial Information | ||
Debt issued | $ 500 |
GUARANTOR AND NON-GUARANTOR F83
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION - Statement of Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS | |||||||||||
Operating revenue | $ 532,304 | $ 498,564 | $ 405,283 | $ 368,590 | $ 331,708 | $ 366,486 | $ 438,191 | $ 487,847 | $ 1,804,741 | $ 1,624,232 | $ 3,161,702 |
Operating costs and other | 1,977,282 | 1,650,198 | 2,489,739 | ||||||||
Operating income (loss) from continuing operations | (29,677) | (28,028) | (65,672) | (49,164) | (93,001) | (13,256) | 41,621 | 38,670 | (172,541) | (25,966) | 671,963 |
Other income (expense), net | 7,690 | (23,788) | 4,939 | ||||||||
Interest expense | (19,747) | (22,913) | (15,023) | ||||||||
Income (loss) from continuing operations before income taxes | (184,598) | (72,667) | 661,879 | ||||||||
Income tax provision | (56,735) | (19,677) | 241,405 | ||||||||
Income (loss) from continuing operations | (21,711) | (23,125) | (48,473) | (34,554) | (72,869) | (21,193) | 25,174 | 15,898 | (127,863) | (52,990) | 420,474 |
Income (loss) from discontinued operations before income taxes | 3,285 | 2,360 | (124) | ||||||||
Income tax provision (benefit) | 3,634 | 6,198 | (77) | ||||||||
Loss from discontinued operations | (349) | (3,838) | (47) | ||||||||
NET INCOME (LOSS) | $ (22,532) | $ (21,799) | $ (48,818) | $ (35,063) | $ (72,835) | $ (21,200) | $ 21,205 | $ 16,002 | (128,212) | (56,828) | 420,427 |
Eliminations | |||||||||||
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS | |||||||||||
Operating revenue | (67) | (70) | (75) | ||||||||
Operating costs and other | (882) | (1,323) | (3,104) | ||||||||
Operating income (loss) from continuing operations | 815 | 1,253 | 3,029 | ||||||||
Other income (expense), net | (815) | (1,253) | (3,029) | ||||||||
Equity in net income (loss) of subsidiaries | 124,224 | 61,638 | (414,214) | ||||||||
Income (loss) from continuing operations before income taxes | 124,224 | 61,638 | (414,214) | ||||||||
Income (loss) from continuing operations | 124,224 | 61,638 | (414,214) | ||||||||
NET INCOME (LOSS) | 124,224 | 61,638 | (414,214) | ||||||||
Guarantor/Parent | Reportable Legal Entities | |||||||||||
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS | |||||||||||
Operating costs and other | 16,566 | 13,145 | 10,875 | ||||||||
Operating income (loss) from continuing operations | (16,566) | (13,145) | (10,875) | ||||||||
Other income (expense), net | (240) | (194) | (91) | ||||||||
Interest expense | (398) | (375) | (159) | ||||||||
Equity in net income (loss) of subsidiaries | (116,212) | (47,166) | 427,342 | ||||||||
Income (loss) from continuing operations before income taxes | (133,416) | (60,880) | 416,217 | ||||||||
Income tax provision | (5,204) | (4,052) | (4,210) | ||||||||
Income (loss) from continuing operations | (128,212) | (56,828) | 420,427 | ||||||||
NET INCOME (LOSS) | (128,212) | (56,828) | 420,427 | ||||||||
Issuer Subsidiary | Reportable Legal Entities | |||||||||||
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS | |||||||||||
Operating revenue | 1,575,787 | 1,373,511 | 2,735,863 | ||||||||
Operating costs and other | 1,707,473 | 1,358,269 | 2,037,465 | ||||||||
Operating income (loss) from continuing operations | (131,686) | 15,242 | 698,398 | ||||||||
Other income (expense), net | 7,342 | (22,243) | 7,523 | ||||||||
Interest expense | (20,136) | (20,256) | (8,955) | ||||||||
Equity in net income (loss) of subsidiaries | (8,012) | (14,472) | (13,128) | ||||||||
Income (loss) from continuing operations before income taxes | (152,492) | (41,729) | 683,838 | ||||||||
Income tax provision | (38,600) | 5,127 | 258,536 | ||||||||
Income (loss) from continuing operations | (113,892) | (46,856) | 425,302 | ||||||||
NET INCOME (LOSS) | (113,892) | (46,856) | 425,302 | ||||||||
Non-Guarantor Subsidiaries | Reportable Legal Entities | |||||||||||
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS | |||||||||||
Operating revenue | 229,021 | 250,791 | 425,914 | ||||||||
Operating costs and other | 254,125 | 280,107 | 444,503 | ||||||||
Operating income (loss) from continuing operations | (25,104) | (29,316) | (18,589) | ||||||||
Other income (expense), net | 1,403 | (98) | 536 | ||||||||
Interest expense | 787 | (2,282) | (5,909) | ||||||||
Income (loss) from continuing operations before income taxes | (22,914) | (31,696) | (23,962) | ||||||||
Income tax provision | (12,931) | (20,752) | (12,921) | ||||||||
Income (loss) from continuing operations | (9,983) | (10,944) | (11,041) | ||||||||
Income (loss) from discontinued operations before income taxes | 3,285 | 2,360 | (124) | ||||||||
Income tax provision (benefit) | 3,634 | 6,198 | (77) | ||||||||
Loss from discontinued operations | (349) | (3,838) | (47) | ||||||||
NET INCOME (LOSS) | $ (10,332) | $ (14,782) | $ (11,088) |
GUARANTOR AND NON-GUARANTOR F84
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION - Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | |||||||||||
Net income (loss) | $ (22,532) | $ (21,799) | $ (48,818) | $ (35,063) | $ (72,835) | $ (21,200) | $ 21,205 | $ 16,002 | $ (128,212) | $ (56,828) | $ 420,427 |
Other comprehensive income (loss), net of income taxes: | |||||||||||
Unrealized (appreciation) depreciation on securities, net | (80,217) | ||||||||||
Unrealized (appreciation) depreciation on securities, net | (829) | 2,772 | (80,217) | ||||||||
Reclassification of realized (gains) losses in net income, net | 926 | ||||||||||
Minimum pension liability adjustments, net | 3,333 | (2,525) | (4,286) | ||||||||
Other comprehensive income (loss) | 2,504 | 1,173 | (84,503) | ||||||||
Comprehensive income (loss) | (125,708) | (55,655) | 335,924 | ||||||||
Reportable Legal Entities | Guarantor/Parent | |||||||||||
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | |||||||||||
Net income (loss) | (128,212) | (56,828) | 420,427 | ||||||||
Other comprehensive income (loss), net of income taxes: | |||||||||||
Minimum pension liability adjustments, net | 860 | (63) | (666) | ||||||||
Other comprehensive income (loss) | 860 | (63) | (666) | ||||||||
Comprehensive income (loss) | (127,352) | (56,891) | 419,761 | ||||||||
Reportable Legal Entities | Issuer Subsidiary | |||||||||||
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | |||||||||||
Net income (loss) | (113,892) | (46,856) | 425,302 | ||||||||
Other comprehensive income (loss), net of income taxes: | |||||||||||
Unrealized (appreciation) depreciation on securities, net | (80,217) | ||||||||||
Unrealized (appreciation) depreciation on securities, net | (829) | 2,772 | |||||||||
Reclassification of realized (gains) losses in net income, net | 926 | ||||||||||
Minimum pension liability adjustments, net | 2,473 | (2,462) | (3,620) | ||||||||
Other comprehensive income (loss) | 1,644 | 1,236 | (83,837) | ||||||||
Comprehensive income (loss) | (112,248) | (45,620) | 341,465 | ||||||||
Reportable Legal Entities | Non-Guarantor Subsidiaries | |||||||||||
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | |||||||||||
Net income (loss) | (10,332) | (14,782) | (11,088) | ||||||||
Other comprehensive income (loss), net of income taxes: | |||||||||||
Comprehensive income (loss) | (10,332) | (14,782) | (11,088) | ||||||||
Eliminations | |||||||||||
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | |||||||||||
Net income (loss) | 124,224 | 61,638 | (414,214) | ||||||||
Other comprehensive income (loss), net of income taxes: | |||||||||||
Comprehensive income (loss) | $ 124,224 | $ 61,638 | $ (414,214) |
GUARANTOR AND NON-GUARANTOR F85
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION - Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 |
Current assets: | ||||
Cash and cash equivalents | $ 521,375 | $ 905,561 | $ 729,384 | $ 360,307 |
Short-term investments | 44,491 | 44,148 | ||
Accounts receivable, net of reserve | 477,074 | 375,169 | ||
Inventories | 137,204 | 124,325 | ||
Prepaid expenses and other | 55,120 | 78,067 | ||
Assets held for sale | 45,352 | |||
Current assets of discontinued operations | 3 | 64 | ||
Total current assets | 1,235,267 | 1,572,686 | ||
INVESTMENTS | 84,026 | 84,955 | ||
Property, plant and equipment, at cost | 5,001,051 | 5,144,733 | 5,563,170 | |
Goodwill | 51,705 | 4,718 | 4,718 | |
Intangible assets, net of amortization | 50,785 | 919 | ||
Other assets | 17,154 | 24,008 | ||
TOTAL ASSETS | 6,439,988 | 6,832,019 | ||
CURRENT LIABILITIES: | ||||
Accounts payable | 135,628 | 95,422 | ||
Accrued liabilities | 208,683 | 234,639 | ||
Current liabilities of discontinued operations | 74 | 59 | ||
Total current liabilities | 344,385 | 330,120 | ||
NONCURRENT LIABILITIES: | ||||
Carrying value of long-term fixed-rate debt | 492,902 | 491,847 | ||
Deferred income taxes | 1,332,689 | 1,342,456 | ||
Other | 101,409 | 102,781 | ||
Noncurrent liabilities of discontinued operations | 4,012 | 3,890 | ||
Total noncurrent liabilities | 1,931,012 | 1,940,974 | ||
SHAREHOLDERS' EQUITY: | ||||
Common stock | 11,196 | 11,140 | ||
Additional paid-in capital | 487,248 | 448,452 | ||
Retained earnings | 3,855,686 | 4,289,807 | ||
Accumulated other comprehensive income (loss), after tax | 2,300 | (204) | ||
Treasury stock, at cost | (191,839) | (188,270) | ||
Total shareholders' equity | 4,164,591 | 4,560,925 | 4,895,846 | 4,891,169 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 6,439,988 | 6,832,019 | ||
Eliminations | ||||
Current assets: | ||||
Accounts receivable, net of reserve | (5) | (1,279) | ||
Prepaid expenses and other | (442) | (21,239) | ||
Total current assets | (447) | (22,518) | ||
Intercompany | (2,086,087) | (1,676,409) | ||
Investment in subsidiaries | (5,653,432) | (5,787,831) | ||
TOTAL ASSETS | (7,739,966) | (7,486,758) | ||
CURRENT LIABILITIES: | ||||
Accounts payable | (1,274) | |||
Accrued liabilities | (447) | 20,234 | ||
Total current liabilities | (447) | 18,960 | ||
NONCURRENT LIABILITIES: | ||||
Intercompany | (2,085,987) | (1,717,787) | ||
Total noncurrent liabilities | (2,085,987) | (1,717,787) | ||
SHAREHOLDERS' EQUITY: | ||||
Common stock | (100) | (100) | ||
Additional paid-in capital | (53,476) | (48,082) | ||
Retained earnings | (5,593,218) | (5,734,655) | ||
Accumulated other comprehensive income (loss), after tax | (6,738) | (5,094) | ||
Total shareholders' equity | (5,653,532) | (5,787,931) | ||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | (7,739,966) | (7,486,758) | ||
Guarantor/Parent | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and cash equivalents | (587) | (955) | (838) | (2,050) |
Accounts receivable, net of reserve | 766 | 2 | ||
Prepaid expenses and other | 12,200 | 6,928 | ||
Total current assets | 12,379 | 5,975 | ||
INVESTMENTS | 13,853 | 13,431 | ||
Property, plant and equipment, at cost | 49,851 | 59,173 | ||
Intercompany | 90,885 | 16,147 | ||
Other assets | 4,955 | 233 | ||
Investment in subsidiaries | 5,470,050 | 5,579,713 | ||
TOTAL ASSETS | 5,641,973 | 5,674,672 | ||
CURRENT LIABILITIES: | ||||
Accounts payable | 82,360 | 80,000 | ||
Accrued liabilities | 26,698 | 1,822 | ||
Total current liabilities | 109,058 | 81,822 | ||
NONCURRENT LIABILITIES: | ||||
Deferred income taxes | (11,201) | (5,930) | ||
Intercompany | 1,354,068 | 1,016,673 | ||
Other | 25,457 | 21,182 | ||
Total noncurrent liabilities | 1,368,324 | 1,031,925 | ||
SHAREHOLDERS' EQUITY: | ||||
Common stock | 11,196 | 11,140 | ||
Additional paid-in capital | 487,248 | 448,452 | ||
Retained earnings | 3,855,686 | 4,289,807 | ||
Accumulated other comprehensive income (loss), after tax | 2,300 | (204) | ||
Treasury stock, at cost | (191,839) | (188,270) | ||
Total shareholders' equity | 4,164,591 | 4,560,925 | ||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 5,641,973 | 5,674,672 | ||
Issuer Subsidiary | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and cash equivalents | 508,091 | 899,028 | 693,273 | 329,655 |
Short-term investments | 44,491 | 44,148 | ||
Accounts receivable, net of reserve | 411,599 | 325,325 | ||
Inventories | 102,470 | 87,946 | ||
Prepaid expenses and other | 6,383 | 20,625 | ||
Assets held for sale | 18,471 | |||
Total current assets | 1,073,034 | 1,395,543 | ||
INVESTMENTS | 70,173 | 71,524 | ||
Property, plant and equipment, at cost | 4,609,144 | 4,716,736 | ||
Intercompany | 1,746,662 | 1,399,323 | ||
Other assets | 3,839 | 267 | ||
Investment in subsidiaries | 183,382 | 208,118 | ||
TOTAL ASSETS | 7,686,234 | 7,791,511 | ||
CURRENT LIABILITIES: | ||||
Accounts payable | 48,679 | 10,868 | ||
Accrued liabilities | 148,491 | 176,985 | ||
Total current liabilities | 197,170 | 187,853 | ||
NONCURRENT LIABILITIES: | ||||
Carrying value of long-term fixed-rate debt | 492,902 | 491,847 | ||
Deferred income taxes | 1,286,381 | 1,303,324 | ||
Intercompany | 210,823 | 209,276 | ||
Other | 43,471 | 36,379 | ||
Total noncurrent liabilities | 2,033,577 | 2,040,826 | ||
SHAREHOLDERS' EQUITY: | ||||
Common stock | 100 | 100 | ||
Additional paid-in capital | 52,437 | 47,533 | ||
Retained earnings | 5,396,212 | 5,510,105 | ||
Accumulated other comprehensive income (loss), after tax | 6,738 | 5,094 | ||
Total shareholders' equity | 5,455,487 | 5,562,832 | ||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 7,686,234 | 7,791,511 | ||
Non-Guarantor Subsidiaries | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and cash equivalents | 13,871 | 7,488 | $ 36,949 | $ 32,702 |
Accounts receivable, net of reserve | 64,714 | 51,121 | ||
Inventories | 34,734 | 36,379 | ||
Prepaid expenses and other | 36,979 | 71,753 | ||
Assets held for sale | 26,881 | |||
Current assets of discontinued operations | 3 | 64 | ||
Total current assets | 150,301 | 193,686 | ||
Property, plant and equipment, at cost | 342,056 | 368,824 | ||
Intercompany | 248,540 | 260,939 | ||
Goodwill | 51,705 | 4,718 | ||
Intangible assets, net of amortization | 50,785 | 919 | ||
Other assets | 8,360 | 23,508 | ||
TOTAL ASSETS | 851,747 | 852,594 | ||
CURRENT LIABILITIES: | ||||
Accounts payable | 4,589 | 5,828 | ||
Accrued liabilities | 33,941 | 35,598 | ||
Current liabilities of discontinued operations | 74 | 59 | ||
Total current liabilities | 38,604 | 41,485 | ||
NONCURRENT LIABILITIES: | ||||
Deferred income taxes | 57,509 | 45,062 | ||
Intercompany | 521,096 | 491,838 | ||
Other | 32,481 | 45,220 | ||
Noncurrent liabilities of discontinued operations | 4,012 | 3,890 | ||
Total noncurrent liabilities | 615,098 | 586,010 | ||
SHAREHOLDERS' EQUITY: | ||||
Additional paid-in capital | 1,039 | 549 | ||
Retained earnings | 197,006 | 224,550 | ||
Total shareholders' equity | 198,045 | 225,099 | ||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 851,747 | $ 852,594 |
GUARANTOR AND NON-GUARANTOR F86
GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION - Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS | |||
Net cash provided by (used in) operating activities | $ 357,217 | $ 753,597 | $ 1,428,574 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (397,567) | (257,169) | (1,131,445) |
Purchase of short-term investments | (69,866) | (57,276) | (45,607) |
Payment for acquisition of business, net of cash acquired | (70,416) | ||
Proceeds from sale of short-term investments | 69,449 | 58,381 | |
Proceeds from asset sales | 23,412 | 21,845 | 22,643 |
Net cash used in investing activities | (444,988) | (234,219) | (1,154,409) |
FINANCING ACTIVITIES: | |||
Payments on long-term debt | (40,000) | (40,000) | |
Proceeds from senior notes, net of discount | 497,125 | ||
Debt issuance costs | (1,111) | (5,474) | |
Proceeds on short-term debt | 1,002 | ||
Payments on short-term debt | (1,002) | ||
Repurchase of common stock | (59,654) | ||
Dividends paid | (305,515) | (300,152) | (298,367) |
Exercise of stock options, net of tax withholding | 10,534 | 1,040 | 2,650 |
Tax withholdings related to net share settlements of restricted stock | (5,848) | (3,912) | (5,140) |
Excess tax benefit from stock-based compensation | 4,414 | 934 | 3,772 |
Net cash provided by (used in) financing activities | (296,415) | (343,201) | 94,912 |
Net increase (decrease) in cash and cash equivalents | (384,186) | 176,177 | 369,077 |
Cash and cash equivalents, beginning of period | 905,561 | 729,384 | 360,307 |
Cash and cash equivalents, end of period | 521,375 | 905,561 | 729,384 |
Guarantor/Parent | Reportable Legal Entities | |||
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS | |||
Net cash provided by (used in) operating activities | (3,828) | 3,521 | 3,623 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (4,264) | (16,119) | (24,818) |
Payment for acquisition of business, net of cash acquired | (70,416) | ||
Intercompany transfers | 74,680 | 16,119 | 24,818 |
Proceeds from asset sales | 9 | 1 | |
Net cash used in investing activities | 9 | 1 | |
FINANCING ACTIVITIES: | |||
Repurchase of common stock | (59,654) | ||
Intercompany transfers | 305,515 | 300,152 | 358,021 |
Dividends paid | (305,515) | (300,152) | (298,367) |
Exercise of stock options, net of tax withholding | 10,534 | 1,040 | 2,650 |
Tax withholdings related to net share settlements of restricted stock | (5,848) | (3,912) | (5,140) |
Excess tax benefit from stock-based compensation | (490) | (775) | 78 |
Net cash provided by (used in) financing activities | 4,196 | (3,647) | (2,412) |
Net increase (decrease) in cash and cash equivalents | 368 | (117) | 1,212 |
Cash and cash equivalents, beginning of period | (955) | (838) | (2,050) |
Cash and cash equivalents, end of period | (587) | (955) | (838) |
Issuer Subsidiary | Reportable Legal Entities | |||
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS | |||
Net cash provided by (used in) operating activities | 349,929 | 776,364 | 1,379,707 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (387,392) | (235,078) | (1,064,288) |
Purchase of short-term investments | (69,866) | (57,276) | (45,607) |
Proceeds from sale of short-term investments | 69,449 | 58,381 | |
Intercompany transfers | (74,680) | (16,119) | (24,818) |
Proceeds from asset sales | 22,724 | 19,237 | 21,329 |
Net cash used in investing activities | (439,765) | (230,855) | (1,113,384) |
FINANCING ACTIVITIES: | |||
Payments on long-term debt | (40,000) | (40,000) | |
Proceeds from senior notes, net of discount | 497,125 | ||
Debt issuance costs | (1,111) | (5,474) | |
Intercompany transfers | (305,515) | (300,152) | (358,021) |
Excess tax benefit from stock-based compensation | 4,414 | 1,509 | 3,665 |
Net cash provided by (used in) financing activities | (301,101) | (339,754) | 97,295 |
Net increase (decrease) in cash and cash equivalents | (390,937) | 205,755 | 363,618 |
Cash and cash equivalents, beginning of period | 899,028 | 693,273 | 329,655 |
Cash and cash equivalents, end of period | 508,091 | 899,028 | 693,273 |
Non-Guarantor Subsidiaries | Reportable Legal Entities | |||
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS | |||
Net cash provided by (used in) operating activities | 11,116 | (26,288) | 45,244 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (5,911) | (5,972) | (42,339) |
Proceeds from asset sales | 688 | 2,599 | 1,313 |
Net cash used in investing activities | (5,223) | (3,373) | (41,026) |
FINANCING ACTIVITIES: | |||
Proceeds on short-term debt | 1,002 | ||
Payments on short-term debt | (1,002) | ||
Excess tax benefit from stock-based compensation | 490 | 200 | 29 |
Net cash provided by (used in) financing activities | 490 | 200 | 29 |
Net increase (decrease) in cash and cash equivalents | 6,383 | (29,461) | 4,247 |
Cash and cash equivalents, beginning of period | 7,488 | 36,949 | 32,702 |
Cash and cash equivalents, end of period | $ 13,871 | $ 7,488 | $ 36,949 |
SELECTED QUARTERLY FINANCIAL 87
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | |
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | |||||||||||
Operating revenues | $ 532,304 | $ 498,564 | $ 405,283 | $ 368,590 | $ 331,708 | $ 366,486 | $ 438,191 | $ 487,847 | $ 1,804,741 | $ 1,624,232 | $ 3,161,702 |
Operating income (loss) | (29,677) | (28,028) | (65,672) | (49,164) | (93,001) | (13,256) | 41,621 | 38,670 | (172,541) | (25,966) | 671,963 |
Income (loss) from continuing operations | (21,711) | (23,125) | (48,473) | (34,554) | (72,869) | (21,193) | 25,174 | 15,898 | (127,863) | (52,990) | 420,474 |
Net income (loss) | $ (22,532) | $ (21,799) | $ (48,818) | $ (35,063) | $ (72,835) | $ (21,200) | $ 21,205 | $ 16,002 | $ (128,212) | $ (56,828) | $ 420,427 |
Basic earnings per common share: | |||||||||||
Income (loss) from continuing operations (in dollars per share) | $ (0.20) | $ (0.22) | $ (0.45) | $ (0.33) | $ (0.68) | $ (0.20) | $ 0.23 | $ 0.15 | $ (1.20) | $ (0.50) | $ 3.88 |
Net income (in dollars per share) | (0.21) | (0.21) | (0.45) | (0.33) | (0.68) | (0.20) | 0.19 | 0.15 | (1.20) | (0.54) | 3.88 |
Diluted earnings per common share: | |||||||||||
Income (loss) from continuing operations (in dollars per share) | (0.20) | (0.22) | (0.45) | (0.33) | (0.68) | (0.20) | 0.23 | 0.15 | (1.20) | (0.50) | 3.85 |
Net income (in dollars per share) | $ (0.21) | $ (0.21) | $ (0.45) | $ (0.33) | $ (0.68) | $ (0.20) | $ 0.19 | $ 0.15 | $ (1.20) | $ (0.54) | $ 3.85 |
Gain (loss) from the sale of assets, net | $ 2,300 | $ 1,300 | $ 10,100 | $ 600 | $ 1,400 | $ 1,500 | $ 2,900 | ||||
Gain (loss) from the sale of assets, per diluted share (in dollars per share) | $ 0.02 | $ 0.01 | $ 0.09 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.03 | ||||
Loss related to currency exchange losses, net of tax | $ (5,400) | ||||||||||
Loss related to currency exchange losses, per diluted share (in dollars per share) | $ (0.05) | ||||||||||
After-tax impairment charge | $ 2,900 | ||||||||||
After-tax impairment charge, per diluted share (in dollars per share) | $ 0.03 | ||||||||||
Loss from an other-than-temporary impairment of available-for-sale securities after tax | $ 15,900 | ||||||||||
Loss from an other-than-temporary impairment of available-for-sale securities net of tax per diluted share (in dollars per share) | $ 0.15 | ||||||||||
Loss from an litigation settlement, net of tax | $ 12,000 | ||||||||||
Loss from an litigation settlement, per diluted share (in dollars per share) | $ 0.11 |