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 September 30, 2015 and December 31, 2014 and for the three and nine months ended September 30, 2015 and 2014 , respectively. The consolidating condensed financial statements present investments in both consolidated and unconsolidated subsidiaries using the equity method of accounting. Upon the closing of our 2015 Secured Credit Agreement, one of our subsidiaries was released as a guarantor subsidiary and is now classified as a non-guarantor subsidiary. In accordance with the guidance Topic No. 810, Consolidation (ASC 810), we have retrospectively updated the unaudited consolidating condensed financial information as of December 31, 2014 and for the three and nine months ended September 30, 2014 . PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED BALANCE SHEET (Dollars in Thousands) (Unaudited) September 30, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 46,528 $ 8,000 $ 50,123 $ — $ 104,651 Accounts and notes receivable, net — 66,413 158,583 — 224,996 Rig materials and supplies — (4,279 ) 42,795 — 38,516 Deferred costs — — 2,961 — 2,961 Deferred income taxes — 4,172 1,276 — 5,448 Other tax assets — 463 7,369 — 7,832 Other current assets — 6,717 10,484 — 17,201 Total current assets 46,528 81,486 273,591 — 401,605 Property, plant and equipment, net (19 ) 560,618 281,324 — 841,923 Goodwill — 6,708 — — 6,708 Intangible assets, net — 12,317 2,424 — 14,741 Investment in subsidiaries and intercompany advances 3,074,849 2,700,571 3,147,601 (8,923,021 ) — Other noncurrent assets (276,366 ) 374,987 246,033 (167,448 ) 177,206 Total assets $ 2,844,992 $ 3,736,687 $ 3,950,973 $ (9,090,469 ) $ 1,442,183 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt $ — $ — $ — $ — $ — Accounts payable and accrued liabilities 67,123 77,565 303,001 (304,113 ) 143,576 Accrued income taxes 1,013 9,434 (3,853 ) — 6,594 Total current liabilities 68,136 86,999 299,148 (304,113 ) 150,170 Long-term debt 585,000 — — — 585,000 Other long-term liabilities 2,867 8,004 9,270 — 20,141 Long-term deferred tax liability — 75,545 (348 ) — 75,197 Intercompany payables 1,581,364 1,395,937 1,711,311 (4,688,612 ) — Total liabilities 2,237,367 1,566,485 2,019,381 (4,992,725 ) 830,508 Total equity 607,625 2,170,202 1,931,592 (4,097,744 ) 611,675 Total liabilities and stockholders’ equity $ 2,844,992 $ 3,736,687 $ 3,950,973 $ (9,090,469 ) $ 1,442,183 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 — 7,998 10,558 — 18,556 Total current assets 56,580 104,029 309,170 — 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 2,441,523 2,464,506 (7,966,896 ) — Other noncurrent assets (440,918 ) 490,597 268,537 (167,562 ) 150,654 Total assets $ 2,676,510 $ 3,625,204 $ 3,353,403 $ (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 1,311,404 1,204,769 (3,838,345 ) — Total liabilities 2,013,581 1,456,398 1,526,924 (4,142,458 ) 854,445 Total equity 662,929 2,168,806 1,826,479 (3,992,000 ) 666,214 Total liabilities and stockholders’ equity $ 2,676,510 $ 3,625,204 $ 3,353,403 $ (8,134,458 ) $ 1,520,659 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS (Dollars in Thousands) (Unaudited) Three months ended September 30, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Total revenues $ — $ 59,252 $ 138,564 $ (24,398 ) $ 173,418 Operating expenses — 32,457 120,904 (24,398 ) 128,963 Depreciation and amortization — 24,002 15,582 — 39,584 Total operating gross margin — 2,793 2,078 — 4,871 General and administration expense (1) (148 ) (8,857 ) 110 — (8,895 ) Provision for reduction in carrying value of certain assets — (920 ) 14 — (906 ) Gain (Loss) on disposition of assets, net — 407 (24 ) — 383 Total operating income (loss) (148 ) (6,577 ) 2,178 — (4,547 ) Other income and (expense): Interest expense (11,020 ) (268 ) (2,618 ) 2,613 (11,293 ) Interest income 173 (18 ) 2,465 (2,613 ) 7 Other — (102 ) (617 ) — (719 ) Equity in net earnings of subsidiaries (29,913 ) — — 29,913 — Total other income (expense) (40,760 ) (388 ) (770 ) 29,913 (12,005 ) Income (loss) before income taxes (40,908 ) (6,965 ) 1,408 29,913 (16,552 ) Total income tax expense (benefit) 7,712 (2,846 ) 27,064 — 31,930 Net income (loss) (48,620 ) (4,119 ) (25,656 ) 29,913 (48,482 ) Less: Net income attributable to noncontrolling interest — — 138 — 138 Net income (loss) attributable to controlling interest $ (48,620 ) $ (4,119 ) $ (25,794 ) $ 29,913 $ (48,620 ) (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 September 30, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated Total revenues $ — $ 129,935 $ 156,495 $ (44,418 ) $ 242,012 Operating expenses — 65,369 139,846 (44,418 ) 160,797 Depreciation and amortization — 22,168 13,981 — 36,149 Total operating gross margin — 42,398 2,668 — 45,066 General and administration expense (1) 110 (8,988 ) (492 ) — (9,370 ) Gain (loss) on disposition of assets, net — 91 (548 ) — (457 ) Total operating income (loss) 110 33,501 1,628 — 35,239 Other income and (expense): Interest expense (11,529 ) (35 ) (1,943 ) 2,659 (10,848 ) Interest income 98 176 2,421 (2,659 ) 36 Other — 675 (1,211 ) — (536 ) Equity in net earnings of subsidiaries 19,442 — — (19,442 ) — Total other income (expense) 8,011 816 (733 ) (19,442 ) (11,348 ) Income (loss) before income taxes 8,121 34,317 895 (19,442 ) 23,891 Income tax expense (benefit) (4,445 ) 14,337 1,122 — 11,014 Net income (loss) 12,566 19,980 (227 ) (19,442 ) 12,877 Less: Net income attributable to noncontrolling interest — — 311 — 311 Net income (loss) attributable to controlling interest $ 12,566 $ 19,980 $ (538 ) $ (19,442 ) $ 12,566 (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) Nine Months Ended September 30, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Total revenues $ — $ 201,924 $ 452,197 $ (90,686 ) $ 563,435 Operating expenses — 112,229 390,259 (90,686 ) 411,802 Depreciation and amortization — 71,270 47,204 — 118,474 Total operating gross margin — 18,425 14,734 — 33,159 General and administration expense (1) (1,152 ) (31,896 ) 3,805 — (29,243 ) Provision for reduction in carrying value of certain assets — (920 ) (2,302 ) — (3,222 ) Gain on disposition of assets, net — 452 2,234 — 2,686 Total operating income (loss) (1,152 ) (13,939 ) 18,471 — 3,380 Other income and (expense): Interest expense (33,145 ) (608 ) (5,956 ) 5,942 (33,767 ) Interest income 756 (12 ) 5,407 (5,942 ) 209 Other — (81 ) (3,547 ) — (3,628 ) Equity in net earnings of subsidiaries (29,316 ) — — 29,316 — Total other income (expense) (61,705 ) (701 ) (4,096 ) 29,316 (37,186 ) Income (benefit) before income taxes (62,857 ) (14,640 ) 14,375 29,316 (33,806 ) Total income tax expense (benefit) (3,430 ) (5,656 ) 33,918 — 24,832 Net income (loss) (59,427 ) (8,984 ) (19,543 ) 29,316 (58,638 ) Less: Net income attributable to noncontrolling interest — — 789 — 789 Net income (loss) attributable to controlling interest $ (59,427 ) $ (8,984 ) $ (20,332 ) $ 29,316 $ (59,427 ) (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) Nine Months Ended September 30, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated Total revenues $ — $ 396,536 $ 461,460 $ (132,525 ) $ 725,471 Operating expenses — 222,846 411,070 (132,525 ) 501,391 Depreciation and amortization — 63,343 43,323 — 106,666 Total operating gross margin — 110,347 7,067 — 117,414 General and administration expense (1) (195 ) (23,806 ) (1,340 ) — (25,341 ) Gain (loss) on disposition of assets, net (79 ) 522 (10 ) — 433 Total operating income (loss) (274 ) 87,063 5,717 — 92,506 Other income and (expense): Interest expense (35,542 ) (120 ) (6,356 ) 8,532 (33,486 ) Interest income 632 553 7,503 (8,532 ) 156 Extinguishment of debt (30,152 ) — — — (30,152 ) Other — 860 531 — 1,391 Equity in net earnings of subsidiaries 50,591 — — (50,591 ) — Total other income (expense) (14,471 ) 1,293 1,678 (50,591 ) (62,091 ) Income (loss) before income taxes (14,745 ) 88,356 7,395 (50,591 ) 30,415 Total income tax expense (benefit) (30,443 ) 34,187 10,349 — 14,093 Net income (loss) 15,698 54,169 (2,954 ) (50,591 ) 16,322 Less: Net income attributable to noncontrolling interest — — 624 — 624 Net income (loss) attributable to controlling interest $ 15,698 $ 54,169 $ (3,578 ) $ (50,591 ) $ 15,698 (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 September 30, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Comprehensive income: Net income (loss) $ (48,620 ) $ (4,119 ) $ (25,656 ) $ 29,913 $ (48,482 ) Other comprehensive income (loss), net of tax: Currency translation difference on related borrowings — — (1,285 ) — (1,285 ) Currency translation difference on foreign currency net investments — — 588 — 588 Total other comprehensive income (loss), net of tax: — — (697 ) — (697 ) Comprehensive income (loss) (48,620 ) (4,119 ) (26,353 ) 29,913 (49,179 ) Comprehensive (loss) attributable to noncontrolling interest — — (82 ) — (82 ) Comprehensive income (loss) attributable to controlling interest $ (48,620 ) $ (4,119 ) $ (26,435 ) $ 29,913 $ (49,261 ) PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF COMPREHENSIVE INCOME (LOSS) (Dollars in Thousands) (Unaudited) Three Months Ended September 30, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated Comprehensive income: Net income (loss) $ 12,566 $ 19,980 $ (227 ) $ (19,442 ) $ 12,877 Other comprehensive income (loss), net of tax: Currency translation difference on related borrowings — — (1,780 ) — (1,780 ) Currency translation difference on foreign currency net investments — — 615 — 615 Total other comprehensive income (loss), net of tax: — — (1,165 ) — (1,165 ) Comprehensive income (loss) 12,566 19,980 (1,392 ) (19,442 ) 11,712 Comprehensive (loss) attributable to noncontrolling interest — — (289 ) — (289 ) Comprehensive income (loss) attributable to controlling interest $ 12,566 $ 19,980 $ (1,681 ) $ (19,442 ) $ 11,423 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF COMPREHENSIVE INCOME (LOSS) (Dollars in Thousands) (Unaudited) Nine Months Ended September 30, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Comprehensive income: Net income (loss) $ (59,427 ) $ (8,984 ) $ (19,543 ) $ 29,316 $ (58,638 ) Other comprehensive income (loss), net of tax: Currency translation difference on related borrowings — — (2,308 ) — (2,308 ) Currency translation difference on foreign currency net investments — — 1,462 — 1,462 Total other comprehensive income (loss), net of tax: — — (846 ) — (846 ) Comprehensive income (loss) (59,427 ) (8,984 ) (20,389 ) 29,316 (59,484 ) Comprehensive (loss) attributable to noncontrolling interest — — (571 ) — (571 ) Comprehensive income (loss) attributable to controlling interest $ (59,427 ) $ (8,984 ) $ (20,960 ) $ 29,316 $ (60,055 ) PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF COMPREHENSIVE INCOME (LOSS) (Dollars in Thousands) (Unaudited) Nine Months Ended September 30, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated Comprehensive income: Net income (loss) $ 15,698 $ 54,169 $ (2,954 ) $ (50,591 ) $ 16,322 Other comprehensive income (loss), net of tax: Currency translation difference on related borrowings — — (2,248 ) — (2,248 ) Currency translation difference on foreign currency net investments — — 1,126 — 1,126 Total other comprehensive income (loss), net of tax: — — (1,122 ) — (1,122 ) Comprehensive income (loss) 15,698 54,169 (4,076 ) (50,591 ) 15,200 Comprehensive (loss) attributable to noncontrolling interest — — (523 ) — (523 ) Comprehensive income (loss) attributable to controlling interest $ 15,698 $ 54,169 $ (4,599 ) $ (50,591 ) $ 14,677 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Dollars in Thousands) (Unaudited) Nine Months Ended September 30, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Cash flows from operating activities: Net income (loss) $ (59,427 ) $ (8,984 ) $ (19,543 ) $ 29,316 $ (58,638 ) Adjustments to reconcile net income (loss): Depreciation and amortization — 71,270 47,204 — 118,474 Accretion of contingent consideration — — 547 — 547 Provision for reduction in carrying value of certain assets — 920 2,302 — 3,222 Gain on disposition of assets — (452 ) (2,234 ) — (2,686 ) Deferred income tax expense (24,184 ) 10,032 24,411 — 10,259 Expenses not requiring cash 6,498 2,677 (1,146 ) — 8,029 Equity in net earnings of subsidiaries 29,316 — — (29,316 ) — Change in assets and liabilities: Accounts and notes receivable (33 ) 36,694 14,593 — 51,254 Other assets (121,465 ) 110,017 12,934 — 1,486 Accounts payable and accrued liabilities (10,480 ) (168 ) (5,142 ) — (15,790 ) Accrued income taxes 6,481 (2,081 ) (11,705 ) — (7,305 ) Net cash provided by (used in) operating activities (173,294 ) 219,925 62,221 — 108,852 Cash flows from investing activities: Capital expenditures — (50,396 ) (22,073 ) — (72,469 ) Proceeds from the sale of assets — 489 242 — 731 Proceeds from insurance settlements — — 2,500 — 2,500 Acquisition, net of cash acquired — (10,431 ) — — (10,431 ) Net cash (used in) investing activities — (60,338 ) (19,331 ) — (79,669 ) Cash flows from financing activities: Repayments of long-term debt (30,000 ) — — — (30,000 ) Payment of debt issuance costs (1,996 ) — — — (1,996 ) Excess tax benefit from stock-based compensation (992 ) — — — (992 ) Intercompany advances, net 216,082 (165,133 ) (50,949 ) — — Net cash provided by (used in) financing activities 183,094 (165,133 ) (50,949 ) — (32,988 ) Net change in cash and cash equivalents 9,800 (5,546 ) (8,059 ) — (3,805 ) Cash and cash equivalents at beginning of year 36,728 13,546 58,182 — 108,456 Cash and cash equivalents at end of year $ 46,528 $ 8,000 $ 50,123 $ — $ 104,651 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Dollars in Thousands) (Unaudited) Nine Months Ended September 30, 2014 Parent Guarantor Non-Guarantor Eliminations Consolidated Cash flows from operating activities: Net income (loss) $ 15,698 $ 54,169 $ (2,954 ) $ (50,591 ) $ 16,322 Adjustments to reconcile net income (loss) Depreciation and amortization — 63,343 43,323 — 106,666 Loss on extinguishment of debt 30,152 — — — 30,152 Gain on disposition of assets 79 (522 ) 10 — (433 ) Deferred income tax expense (15,774 ) 12,525 3,322 — 73 Expenses not requiring cash 9,940 (1,538 ) 1,739 — 10,141 Equity in net earnings of subsidiaries (50,591 ) — — 50,591 — Change in assets and liabilities: Accounts and notes receivable — (1,715 ) (3,473 ) — (5,188 ) Other assets 43,412 (58,441 ) 22,583 — 7,554 Accounts payable and accrued liabilities (8,213 ) (9,395 ) 7,069 — (10,539 ) Accrued income taxes (13,232 ) 11,764 (8,929 ) — (10,397 ) Net cash provided by (used in) operating activities 11,471 70,190 62,690 — 144,351 Cash flows from investing activities: Capital expenditures — (107,137 ) (43,972 ) — (151,109 ) Proceeds from the sale of assets — 1,088 1,206 — 2,294 Net cash (used in) investing activities — (106,049 ) (42,766 ) — (148,815 ) Cash flows from financing activities: Proceeds from debt issuance 400,000 — — — 400,000 Repayments of long-term debt (432,500 ) — — — (432,500 ) Payment of debt issuance costs (7,630 ) — — — (7,630 ) Payment of debt extinguishment costs (26,214 ) — — — (26,214 ) Excess tax benefit from stock-based compensation 430 — — — 430 Intercompany advances, net (10,677 ) 40,064 (29,387 ) — — Net cash provided by (used in) financing activities (76,591 ) 40,064 (29,387 ) — (65,914 ) Net change in cash and cash equivalents (65,120 ) 4,205 (9,463 ) — (70,378 ) Cash and cash equivalents at beginning of year 88,697 8,310 51,682 — 148,689 Cash and cash equivalents at end of year $ 23,577 $ 12,515 $ 42,219 $ — $ 78,311 |