Parent, Guarantor, Non-Guarantor Unaudited Consolidating Condensed Financial Statements | Parent, Guarantor, Non-Guarantor Unaudited Consolidating Condensed Financial Statements Set forth on the following pages are the consolidating condensed financial statements of Parker Drilling. The 2015 Secured Credit Agreement and Senior Notes are fully and unconditionally guaranteed by substantially all of our direct and indirect domestic subsidiaries, other than immaterial subsidiaries and subsidiaries generating revenues primarily outside the United States, subject to the following customary release provisions: • in connection with any sale or other disposition of all or substantially all of the assets of that guarantor (including by way of merger or consolidation) to a person that is not (either before or after giving effect to such transaction) a subsidiary of the Company; • in connection with any sale of such amount of capital stock as would result in such guarantor no longer being a subsidiary to a person that is not (either before or after giving effect to such transaction) a subsidiary of the Company; • if the Company designates any restricted subsidiary that is a guarantor as an unrestricted subsidiary; • if the guarantee by a guarantor of all other indebtedness of the Company or any other guarantor is released, terminated or discharged, except by, or as a result of, payment under such guarantee; or • upon legal defeasance or covenant defeasance (satisfaction and discharge of the indenture). There are currently no restrictions on the ability of the restricted subsidiaries to transfer funds to Parker Drilling in the form of cash dividends, loans or advances. Parker Drilling is a holding company with no operations, other than through its subsidiaries. Separate financial statements for each guarantor company are not provided as the Company complies with the exception to Rule 3-10(a)(1) of Regulation S-X, set forth in sub-paragraph (f) of such rule. All guarantor subsidiaries are owned 100 percent by the parent company. We are providing unaudited consolidating condensed financial information of the parent, Parker Drilling, the guarantor subsidiaries, and the non-guarantor subsidiaries as of June 30, 2015 and December 31, 2014 and for three and six months ended June 30, 2015 and 2014 , respectively. The consolidating condensed financial statements present investments in both consolidated and unconsolidated subsidiaries using the equity method of accounting. PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED BALANCE SHEET (Dollars in Thousands) (Unaudited) June 30, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 42,153 $ 20,496 $ 54,294 $ — $ 116,943 Accounts and notes receivable, net (33 ) 73,014 162,853 — 235,834 Rig materials and supplies — (2,715 ) 46,989 — 44,274 Deferred costs — — 7,281 — 7,281 Deferred income taxes — 4,748 1,070 — 5,818 Other tax assets 5,085 (4,065 ) 11,806 — 12,826 Other current assets — 8,825 12,137 — 20,962 Total current assets 47,205 100,303 296,430 — 443,938 Property, plant and equipment, net (19 ) 575,087 290,223 — 865,291 Goodwill — 6,708 — — 6,708 Intangible assets, net — 12,893 3,052 — 15,945 Investment in subsidiaries and intercompany advances 3,109,359 2,630,665 2,994,328 (8,734,352 ) — Other noncurrent assets (327,236 ) 425,106 258,565 (166,639 ) 189,796 Total assets $ 2,829,309 $ 3,750,762 $ 3,842,598 $ (8,900,991 ) $ 1,521,678 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt $ — $ — $ — $ — $ — Accounts payable and accrued liabilities 77,632 92,994 308,926 (303,305 ) 176,247 Accrued income taxes (3,322 ) 11,659 4,257 — 12,594 Total current liabilities 74,310 104,653 313,183 (303,305 ) 188,841 Long-term debt 585,000 — — — 585,000 Other long-term liabilities 2,867 6,893 9,424 — 19,184 Long-term deferred tax liability — 71,957 (2,164 ) — 69,793 Intercompany payables 1,512,881 1,392,937 1,562,481 (4,468,299 ) — Total liabilities 2,175,058 1,576,440 1,882,924 (4,771,604 ) 862,818 Total equity 654,251 2,174,322 1,959,674 (4,129,387 ) 658,860 Total liabilities and stockholders’ equity $ 2,829,309 $ 3,750,762 $ 3,842,598 $ (8,900,991 ) $ 1,521,678 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED BALANCE SHEET (Dollars in Thousands) (Unaudited) December 31, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 36,728 $ 13,546 $ 58,182 $ — $ 108,456 Accounts and notes receivable, net (33 ) 96,100 174,885 — 270,952 Rig materials and supplies — (1,473 ) 49,416 — 47,943 Deferred costs — — 5,673 — 5,673 Deferred income taxes — 6,131 1,345 — 7,476 Other tax assets 19,885 (18,273 ) 9,111 — 10,723 Other current assets — 7,999 10,557 — 18,556 Total current assets 56,580 104,030 309,169 — 469,779 Property, plant and equipment, net (19 ) 589,055 306,904 — 895,940 Intangible assets, net — — 4,286 — 4,286 Investment in subsidiaries and intercompany advances 3,060,867 2,441,527 2,464,502 (7,966,896 ) — Other noncurrent assets (440,918 ) 490,597 268,537 (167,562 ) 150,654 Total assets $ 2,676,510 $ 3,625,209 $ 3,353,398 $ (8,134,458 ) $ 1,520,659 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt $ 10,000 $ — $ — $ — $ 10,000 Accounts payable and accrued liabilities 77,603 71,645 309,344 (304,113 ) 154,479 Accrued income taxes (4,061 ) 10,109 8,138 — 14,186 Total current liabilities 83,542 81,754 317,482 (304,113 ) 178,665 Long-term debt 605,000 — — — 605,000 Other long-term liabilities 2,867 7,135 8,663 — 18,665 Long-term deferred tax liability — 56,105 (3,990 ) — 52,115 Intercompany payables 1,322,172 1,311,405 1,204,768 (3,838,345 ) — Total liabilities 2,013,581 1,456,399 1,526,923 (4,142,458 ) 854,445 Total equity 662,929 2,168,810 1,826,475 (3,992,000 ) 666,214 Total liabilities and stockholders’ equity $ 2,676,510 $ 3,625,209 $ 3,353,398 $ (8,134,458 ) $ 1,520,659 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS (Dollars in Thousands) (Unaudited) Three months ended June 30, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Total revenues — 63,276 162,703 (40,038 ) 185,941 Operating expenses — 35,627 147,980 (40,038 ) 143,569 Depreciation and amortization — 23,958 14,393 — 38,351 Total operating gross margin — 3,691 330 — 4,021 General and administration expense (1) (891 ) (12,924 ) 4,304 — (9,511 ) Provision for reduction in carrying value of certain assets — — (2,316 ) — (2,316 ) (Loss) on disposition of assets, net — (6 ) (132 ) — (138 ) Total operating income (loss) (891 ) (9,239 ) 2,186 — (7,944 ) Other income and (expense): Interest expense (11,066 ) (323 ) (3,010 ) 3,003 (11,396 ) Interest income 165 3 2,854 (3,003 ) 19 Other — 11 (1,540 ) — (1,529 ) Equity in net earnings of subsidiaries (8,392 ) — — 8,392 — Total other income (expense) (19,293 ) (309 ) (1,696 ) 8,392 (12,906 ) Income (loss) before income taxes (20,184 ) (9,548 ) 490 8,392 (20,850 ) Total income tax expense (benefit) (6,155 ) (2,361 ) 1,600 — (6,916 ) Net income (loss) (14,029 ) (7,187 ) (1,110 ) 8,392 (13,934 ) Less: Net income attributable to noncontrolling interest — — 95 — 95 Net income (loss) attributable to controlling interest $ (14,029 ) $ (7,187 ) $ (1,205 ) $ 8,392 $ (14,029 ) (1) General and administration expenses for field operations are included in operating expenses. PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS (Dollars in Thousands) (Unaudited) Three Months Ended June 30, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated Total revenues $ — $ 143,171 $ 155,832 $ (44,769 ) $ 254,234 Operating expenses — 80,929 138,409 (44,769 ) 174,569 Depreciation and amortization — 21,008 15,172 — 36,180 Total operating gross margin — 41,234 2,251 — 43,485 General and administration expense (1) (234 ) (6,355 ) (418 ) — (7,007 ) Gain (loss) on disposition of assets, net — 512 507 — 1,019 Total operating income (loss) (234 ) 35,391 2,340 — 37,497 Other income and (expense): Interest expense (11,299 ) (35 ) (1,913 ) 2,648 (10,599 ) Interest income 96 201 2,439 (2,648 ) 88 Loss on extinguishment of debt (479 ) — — — (479 ) Other — 57 975 — 1,032 Equity in net earnings of subsidiaries 20,659 — — (20,659 ) — Total other income (expense) 8,977 223 1,501 (20,659 ) (9,958 ) Income (loss) before income taxes 8,743 35,614 3,841 (20,659 ) 27,539 Income tax expense (benefit) (6,938 ) 13,466 5,174 — 11,702 Net income (loss) 15,681 22,148 (1,333 ) (20,659 ) 15,837 Less: Net income attributable to noncontrolling interest — — 156 — 156 Net income (loss) attributable to controlling interest $ 15,681 $ 22,148 $ (1,489 ) $ (20,659 ) $ 15,681 (1) General and administration expenses for field operations are included in operating expenses. PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS (Dollars in Thousands) (Unaudited) Six Months Ended June 30, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Total revenues $ — $ 142,672 $ 313,633 $ (66,288 ) $ 390,017 Operating expenses — 79,772 269,355 (66,288 ) 282,839 Depreciation and amortization — 47,268 31,622 — 78,890 Total operating gross margin — 15,632 12,656 — 28,288 General and administration expense (1) (1,004 ) (23,039 ) 3,695 — (20,348 ) Provision for reduction in carrying value of certain assets — — (2,316 ) — (2,316 ) Gain on disposition of assets, net — 45 2,258 — 2,303 Total operating income (loss) (1,004 ) (7,362 ) 16,293 — 7,927 Other income and (expense): Interest expense (22,125 ) (340 ) (3,338 ) 3,329 (22,474 ) Interest income 583 5 2,943 (3,329 ) 202 Other — 20 (2,929 ) — (2,909 ) Equity in net earnings of subsidiaries 597 — — (597 ) — Total other income (expense) (20,945 ) (315 ) (3,324 ) (597 ) (25,181 ) Income (benefit) before income taxes (21,949 ) (7,677 ) 12,969 (597 ) (17,254 ) Total income tax expense (benefit) (11,142 ) (2,809 ) 6,853 — (7,098 ) Net income (loss) (10,807 ) (4,868 ) 6,116 (597 ) (10,156 ) Less: Net income attributable to noncontrolling interest — — 651 — 651 Net income (loss) attributable to controlling interest $ (10,807 ) $ (4,868 ) $ 5,465 $ (597 ) $ (10,807 ) (1) General and administration expenses for field operations are included in operating expenses. PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS (Dollars in Thousands) (Unaudited) Six Months Ended June 30, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated Total revenues $ — $ 266,602 $ 304,964 $ (88,107 ) $ 483,459 Operating expenses — 157,477 271,224 (88,107 ) 340,594 Depreciation and amortization — 41,175 29,342 — 70,517 Total operating gross margin — 67,950 4,398 — 72,348 General and administration expense (1) (304 ) (14,819 ) (848 ) — (15,971 ) Gain (loss) on disposition of assets, net (80 ) 432 538 — 890 Total operating income (loss) (384 ) 53,563 4,088 — 57,267 Other income and (expense): Interest expense (24,014 ) (85 ) (4,412 ) 5,873 (22,638 ) Interest income 535 378 5,080 (5,873 ) 120 Extinguishment of debt (30,152 ) — — — (30,152 ) Other — 184 1,743 — 1,927 Equity in net earnings of subsidiaries 31,149 — — (31,149 ) — Total other income (expense) (22,482 ) 477 2,411 (31,149 ) (50,743 ) Income (loss) before income taxes (22,866 ) 54,040 6,499 (31,149 ) 6,524 Total income tax expense (benefit) (25,998 ) 19,849 9,228 — 3,079 Net income (loss) 3,132 34,191 (2,729 ) (31,149 ) 3,445 Less: Net income attributable to noncontrolling interest — — 313 — 313 Net income (loss) attributable to controlling interest $ 3,132 $ 34,191 $ (3,042 ) $ (31,149 ) $ 3,132 (1) General and administration expenses for field operations are included in operating expenses. PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF COMPREHENSIVE INCOME (LOSS) (Dollars in Thousands) (Unaudited) Three Months Ended June 30, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Comprehensive income: Net income (loss) $ (14,029 ) $ (7,187 ) $ (1,110 ) $ 8,392 $ (13,934 ) Other comprehensive income (loss), net of tax: Currency translation difference on related borrowings — — 647 — 647 Currency translation difference on foreign currency net investments — — 1,723 — 1,723 Total other comprehensive income (loss), net of tax: — — 2,370 — 2,370 Comprehensive income (loss) (14,029 ) (7,187 ) 1,260 8,392 (11,564 ) Comprehensive (income) attributable to noncontrolling interest — — (95 ) — (95 ) Comprehensive income (loss) attributable to controlling interest $ (14,029 ) $ (7,187 ) $ 1,165 $ 8,392 $ (11,659 ) PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF COMPREHENSIVE INCOME (LOSS) (Dollars in Thousands) (Unaudited) Three Months Ended June 30, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated Comprehensive income: Net income (loss) $ 15,681 $ 22,148 $ (1,333 ) $ (20,659 ) $ 15,837 Other comprehensive income (loss), net of tax: Currency translation difference on related borrowings — — 336 — 336 Currency translation difference on foreign currency net investments — — (188 ) — (188 ) Total other comprehensive income (loss), net of tax: — — 148 — 148 Comprehensive income (loss) 15,681 22,148 (1,185 ) (20,659 ) 15,985 Comprehensive (income) attributable to noncontrolling interest — — (80 ) — (80 ) Comprehensive income (loss) attributable to controlling interest $ 15,681 $ 22,148 $ (1,265 ) $ (20,659 ) $ 15,905 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF COMPREHENSIVE INCOME (LOSS) (Dollars in Thousands) (Unaudited) Six Months Ended June 30, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Comprehensive income: Net income (loss) $ (10,807 ) $ (4,868 ) $ 6,116 $ (597 ) $ (10,156 ) Other comprehensive income (loss), net of tax: Currency translation difference on related borrowings — — (1,023 ) — (1,023 ) Currency translation difference on foreign currency net investments — — 874 — 874 Total other comprehensive income (loss), net of tax: — — (149 ) — (149 ) Comprehensive income (loss) (10,807 ) (4,868 ) 5,967 (597 ) (10,305 ) Comprehensive (income) attributable to noncontrolling interest — — (489 ) — (489 ) Comprehensive income (loss) attributable to controlling interest $ (10,807 ) $ (4,868 ) $ 5,478 $ (597 ) $ (10,794 ) PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF COMPREHENSIVE INCOME (LOSS) (Dollars in Thousands) (Unaudited) Six Months Ended June 30, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated Comprehensive income: Net income (loss) $ 3,132 $ 34,191 $ (2,729 ) $ (31,149 ) $ 3,445 Other comprehensive income (loss), net of tax: Currency translation difference on related borrowings — — (468 ) — (468 ) Currency translation difference on foreign currency net investments — — 511 — 511 Total other comprehensive income (loss), net of tax: — — 43 — 43 Comprehensive income (loss) 3,132 34,191 (2,686 ) (31,149 ) 3,488 Comprehensive (income) attributable to noncontrolling interest — — (234 ) — (234 ) Comprehensive income (loss) attributable to controlling interest $ 3,132 $ 34,191 $ (2,920 ) $ (31,149 ) $ 3,254 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Dollars in Thousands) (Unaudited) Six Months Ended June 30, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Cash flows from operating activities: Net income (loss) $ (10,807 ) $ (4,868 ) $ 6,116 $ (597 ) $ (10,156 ) Adjustments to reconcile net income (loss): Depreciation and amortization — 47,268 31,622 — 78,890 Accretion of contingent consideration — — 306 — 306 Provision for reduction in carrying value of certain assets — — 2,316 — 2,316 Gain on disposition of assets — (45 ) (2,258 ) — (2,303 ) Deferred income tax expense (22,414 ) 6,574 (1,286 ) — (17,126 ) Expenses not requiring cash 4,039 441 828 — 5,308 Equity in net earnings of subsidiaries (597 ) — — 597 — Change in assets and liabilities: Accounts and notes receivable — 27,778 11,905 — 39,683 Other assets (77,427 ) 59,964 10,111 — (7,352 ) Accounts payable and accrued liabilities 29 14,890 (156 ) — 14,763 Accrued income taxes 2,146 229 (3,611 ) — (1,236 ) Net cash provided by (used in) operating activities (105,031 ) 152,231 55,893 — 103,093 Cash flows from investing activities: Capital expenditures — (37,794 ) (16,811 ) — (54,605 ) Proceeds from the sale of assets — 82 206 — 288 Proceeds from insurance settlements — — 2,500 — 2,500 Acquisition, net of cash acquired — (10,431 ) — — (10,431 ) Net cash (used in) investing activities — (48,143 ) (14,105 ) — (62,248 ) Cash flows from financing activities: Repayments of long-term debt (30,000 ) — — — (30,000 ) Payment of debt issuance costs (1,359 ) — — — (1,359 ) Excess tax benefit from stock-based compensation (999 ) — — — (999 ) Intercompany advances, net 142,814 (97,138 ) (45,676 ) — — Net cash provided by (used in) financing activities 110,456 (97,138 ) (45,676 ) — (32,358 ) Net change in cash and cash equivalents 5,425 6,950 (3,888 ) — 8,487 Cash and cash equivalents at beginning of year 36,728 13,546 58,182 — 108,456 Cash and cash equivalents at end of year $ 42,153 $ 20,496 $ 54,294 $ — $ 116,943 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Dollars in Thousands) (Unaudited) Six Months Ended June 30, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated Cash flows from operating activities: Net income (loss) $ 3,132 $ 34,191 $ (2,729 ) $ (31,149 ) $ 3,445 Adjustments to reconcile net income (loss) Depreciation and amortization — 41,175 29,342 — 70,517 Loss on extinguishment of debt 30,152 — — — 30,152 Gain on disposition of assets 80 (432 ) (538 ) — (890 ) Deferred income tax expense (19,621 ) 8,917 2,346 — (8,358 ) Expenses not requiring cash 7,939 (997 ) 1,806 — 8,748 Equity in net earnings of subsidiaries (31,149 ) — — 31,149 — Change in assets and liabilities: Accounts and notes receivable — (6,132 ) 5,066 — (1,066 ) Other assets 37,589 (51,431 ) 13,065 — (777 ) Accounts payable and accrued liabilities (19,629 ) 20,886 4,532 — 5,789 Accrued income taxes (5,231 ) 9,481 (8,237 ) — (3,987 ) Net cash provided by (used in) operating activities 3,262 55,658 44,653 — 103,573 Cash flows from investing activities: Capital expenditures — (79,374 ) (26,814 ) — (106,188 ) Proceeds from the sale of assets — 1,008 2,338 — 3,346 Net cash (used in) investing activities — (78,366 ) (24,476 ) — (102,842 ) Cash flows from financing activities: Proceeds from debt issuance 400,000 — — — 400,000 Repayments of long-term debt (430,000 ) — — — (430,000 ) Payment of debt issuance costs (7,425 ) — — — (7,425 ) Payment of debt extinguishment costs (26,214 ) — — — (26,214 ) Excess tax benefit from stock-based compensation 665 — — — 665 Intercompany advances, net (2,619 ) 21,836 (19,217 ) — — Net cash provided by (used in) financing activities (65,593 ) 21,836 (19,217 ) — (62,974 ) Net change in cash and cash equivalents (62,331 ) (872 ) 960 — (62,243 ) Cash and cash equivalents at beginning of year 88,697 8,310 51,682 — 148,689 Cash and cash equivalents at end of year $ 26,366 $ 7,438 $ 52,642 $ — $ 86,446 |