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 Rule 3-10(f) of Regulation S-X. 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 March 31, 2016 and December 31, 2015 and for the three months ended March 31, 2016 and 2015 , 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, 2015 and for the three months ended March 31, 2015 . PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED BALANCE SHEET (Dollars in Thousands) (Unaudited) March 31, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 45,822 $ 13,242 $ 49,363 $ — $ 108,427 Accounts and notes receivable, net — 48,785 126,597 — 175,382 Rig materials and supplies — (3,788 ) 40,296 — 36,508 Other current assets — 5,124 19,314 — 24,438 Total current assets 45,822 63,363 235,570 — 344,755 Property, plant and equipment, net (19 ) 521,959 254,972 — 776,912 Goodwill — 6,708 — — 6,708 Intangible assets, net — 11,164 1,056 — 12,220 Investment in subsidiaries and intercompany advances 3,049,008 2,810,676 3,439,433 (9,299,117 ) — Other noncurrent assets (225,185 ) 277,015 543,011 (480,787 ) 114,054 Total assets $ 2,869,626 $ 3,690,885 $ 4,474,042 $ (9,779,904 ) $ 1,254,649 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable and accrued liabilities $ 104,789 $ 55,216 $ 572,465 $ (617,477 ) $ 114,993 Accrued income taxes 20,216 (6,430 ) (7,806 ) — 5,980 Total current liabilities 125,005 48,786 564,659 (617,477 ) 120,973 Long-term debt, net 575,171 — — — 575,171 Other long-term liabilities 2,868 5,867 5,020 — 13,755 Long-term deferred tax liability (29 ) 72,948 (1,021 ) — 71,898 Intercompany payables 1,693,797 1,412,285 1,962,772 (5,068,854 ) — Total liabilities 2,396,812 1,539,886 2,531,430 (5,686,331 ) 781,797 Total equity 472,814 2,150,999 1,942,612 (4,093,573 ) 472,852 Total liabilities and stockholders’ equity $ 2,869,626 $ 3,690,885 $ 4,474,042 $ (9,779,904 ) $ 1,254,649 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED BALANCE SHEET (Dollars in Thousands) (Unaudited) December 31, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 73,985 $ 13,854 $ 46,455 $ — $ 134,294 Accounts and notes receivable, net — 42,261 132,844 — 175,105 Rig materials and supplies — (4,744 ) 39,681 — 34,937 Other current assets — 5,982 16,423 — 22,405 Total current assets 73,985 57,353 235,403 — 366,741 Property, plant and equipment, net (19 ) 543,346 262,514 — 805,841 Goodwill — 6,708 — — 6,708 Intangible assets, net — 11,740 1,637 — 13,377 Investment in subsidiaries and intercompany advances 3,057,220 2,770,501 3,319,702 (9,147,423 ) — Other noncurrent assets (234,786 ) 312,790 265,995 (169,964 ) 174,035 Total assets $ 2,896,400 $ 3,702,438 $ 4,085,251 $ (9,317,387 ) $ 1,366,702 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt $ — $ — $ — $ — $ — Accounts payable and accrued liabilities 84,456 56,382 295,439 (306,574 ) 129,703 Accrued income taxes 9,900 2,111 (5,593 ) — 6,418 Total current liabilities 94,356 58,493 289,846 (306,574 ) 136,121 Long-term debt, net 574,798 — — — 574,798 Other long-term liabilities 2,868 7,446 8,303 — 18,617 Long-term deferred tax liability (29 ) 69,679 (996 ) — 68,654 Intercompany payables 1,656,968 1,401,510 1,864,671 (4,923,149 ) — Total liabilities 2,328,961 1,537,128 2,161,824 (5,229,723 ) 798,190 Total equity 567,439 2,165,310 1,923,427 (4,087,664 ) 568,512 Total liabilities and stockholders’ equity $ 2,896,400 $ 3,702,438 $ 4,085,251 $ (9,317,387 ) $ 1,366,702 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS (Dollars in Thousands) (Unaudited) Three Months Ended March 31, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Total revenues $ — $ 47,382 $ 106,477 $ (23,356 ) $ 130,503 Operating expenses — 32,835 98,638 (23,356 ) 108,117 Depreciation and amortization — 23,125 12,689 — 35,814 Total operating gross margin — (8,578 ) (4,850 ) — (13,428 ) General and administration expense (1) (87 ) (9,613 ) (81 ) — (9,781 ) (Loss) on disposition of assets, net — (56 ) (4 ) — (60 ) Total operating income (loss) (87 ) (18,247 ) (4,935 ) — (23,269 ) Other income and (expense): Interest expense (11,857 ) (437 ) (2,859 ) 3,591 (11,562 ) Interest income 204 179 3,215 (3,591 ) 7 Other — 485 2,000 — 2,485 Equity in net earnings of subsidiaries (16,225 ) — — 16,225 — Total other income (expense) (27,878 ) 227 2,356 16,225 (9,070 ) Income (loss) before income taxes (27,965 ) (18,020 ) (2,579 ) 16,225 (32,339 ) Total income tax expense (benefit) 67,870 (3,707 ) (667 ) — 63,496 Net income (loss) (95,835 ) (14,313 ) (1,912 ) 16,225 (95,835 ) Less: Net income attributable to noncontrolling interest — — — — — Net income (loss) attributable to controlling interest $ (95,835 ) $ (14,313 ) $ (1,912 ) $ 16,225 $ (95,835 ) (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 March 31, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Total revenues $ — $ 79,395 $ 150,931 $ (26,250 ) $ 204,076 Operating expenses — 44,145 121,375 (26,250 ) 139,270 Depreciation and amortization — 23,311 17,228 — 40,539 Total operating gross margin — 11,939 12,328 — 24,267 General and administration expense (1) (112 ) (10,115 ) (610 ) — (10,837 ) Gain on disposition of assets, net — 52 2,389 — 2,441 Total operating income (loss) (112 ) 1,876 14,107 — 15,871 Other income and (expense): Interest expense (11,059 ) (17 ) (328 ) 326 (11,078 ) Interest income 417 3 89 (326 ) 183 Other — 10 (1,390 ) — (1,380 ) Equity in net earnings of subsidiaries 8,988 — — (8,988 ) — Total other income (expense) (1,654 ) (4 ) (1,629 ) (8,988 ) (12,275 ) Income (loss) before income taxes (1,766 ) 1,872 12,478 (8,988 ) 3,596 Income tax expense (benefit) (4,988 ) (447 ) 5,253 — (182 ) Net income (loss) 3,222 2,319 7,225 (8,988 ) 3,778 Less: Net income attributable to noncontrolling interest — — 556 — 556 Net income (loss) attributable to controlling interest $ 3,222 $ 2,319 $ 6,669 $ (8,988 ) $ 3,222 (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 March 31, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Comprehensive income: Net income (loss) $ (95,835 ) $ (14,313 ) $ (1,912 ) $ 16,225 $ (95,835 ) Other comprehensive income (loss), net of tax: Currency translation difference on related borrowings — — 502 — 502 Currency translation difference on foreign currency net investments — — (1,538 ) — (1,538 ) Total other comprehensive income (loss), net of tax: — — (1,036 ) — (1,036 ) Comprehensive income (loss) (95,835 ) (14,313 ) (2,948 ) 16,225 (96,871 ) Comprehensive (loss) attributable to noncontrolling interest — — — — — Comprehensive income (loss) attributable to controlling interest $ (95,835 ) $ (14,313 ) $ (2,948 ) $ 16,225 $ (96,871 ) PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF COMPREHENSIVE INCOME (LOSS) (Dollars in Thousands) (Unaudited) Three Months Ended March 31, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Comprehensive income: Net income (loss) $ 3,222 $ 2,319 $ 7,225 $ (8,988 ) $ 3,778 Other comprehensive income (loss), net of tax: Currency translation difference on related borrowings — — (1,670 ) — (1,670 ) Currency translation difference on foreign currency net investments — — (849 ) — (849 ) Total other comprehensive income (loss), net of tax: — — (2,519 ) — (2,519 ) Comprehensive income (loss) 3,222 2,319 4,706 (8,988 ) 1,259 Comprehensive (loss) attributable to noncontrolling interest — — (394 ) — (394 ) Comprehensive income (loss) attributable to controlling interest $ 3,222 $ 2,319 $ 4,312 $ (8,988 ) $ 865 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Dollars in Thousands) (Unaudited) Three Months Ended March 31, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Cash flows from operating activities: Net income (loss) $ (95,835 ) $ (14,313 ) $ (1,912 ) $ 16,225 $ (95,835 ) Adjustments to reconcile net income (loss): Depreciation and amortization — 23,125 12,689 — 35,814 Accretion of contingent consideration — 419 — — 419 Gain on disposition of assets — 56 4 — 60 Deferred income tax expense 57,677 5,185 549 — 63,411 Expenses not requiring cash 1,740 33 (2,199 ) — (426 ) Equity in net earnings of subsidiaries 16,225 — — (16,225 ) — Change in assets and liabilities: Accounts and notes receivable — (6,637 ) 6,256 — (381 ) Other assets (37,191 ) 33,904 2,983 — (304 ) Accounts payable and accrued liabilities (9,521 ) (799 ) (4,117 ) — (14,437 ) Accrued income taxes 10,680 (8,905 ) (5,375 ) — (3,600 ) Net cash provided by (used in) operating activities (56,225 ) 32,068 8,878 — (15,279 ) Cash flows from investing activities: Capital expenditures — (3,521 ) (4,368 ) — (7,889 ) Proceeds from the sale of assets — 28 26 — 54 Net cash provided by (used in) investing activities — (3,493 ) (4,342 ) — (7,835 ) Cash flows from financing activities: Payment of contingent consideration — (2,000 ) — — (2,000 ) Excess tax benefit from stock-based compensation (753 ) — — — (753 ) Intercompany advances, net 28,815 (27,187 ) (1,628 ) — — Net cash provided by (used in) financing activities 28,062 (29,187 ) (1,628 ) — (2,753 ) Net change in cash and cash equivalents (28,163 ) (612 ) 2,908 — (25,867 ) Cash and cash equivalents at beginning of year 73,985 13,854 46,455 — 134,294 Cash and cash equivalents at end of year $ 45,822 $ 13,242 $ 49,363 $ — $ 108,427 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Dollars in Thousands) (Unaudited) Three Months Ended March 31, 2015 Parent Guarantor Non-Guarantor Eliminations Consolidated Cash flows from operating activities: Net income (loss) $ 3,222 $ 2,319 $ 7,225 $ (8,988 ) $ 3,778 Adjustments to reconcile net income (loss) Depreciation and amortization — 23,311 17,228 — 40,539 Gain on disposition of assets — (52 ) (2,389 ) — (2,441 ) Deferred income tax expense (7,932 ) 3,117 (1,489 ) — (6,304 ) Expenses not requiring cash 2,443 436 (1,142 ) — 1,737 Equity in net earnings of subsidiaries (8,988 ) — — 8,988 — Change in assets and liabilities: Accounts and notes receivable 19 (12,289 ) 5,620 — (6,650 ) Other assets 25,016 (41,216 ) (3,887 ) — (20,087 ) Accounts payable and accrued liabilities (10,549 ) 47,058 17,536 — 54,045 Accrued income taxes (10,727 ) 13,922 (581 ) — 2,614 Net cash provided by (used in) operating activities (7,496 ) 36,606 38,121 — 67,231 Cash flows from investing activities: Capital expenditures — (24,418 ) (9,037 ) — (33,455 ) Proceeds from the sale of assets — 50 196 — 246 Proceeds from insurance settlements — — 2,500 — 2,500 Net cash provided by (used in) investing activities — (24,368 ) (6,341 ) — (30,709 ) 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 (420 ) — — — (420 ) Intercompany advances, net 34,251 (14,840 ) (19,411 ) — — Net cash provided by (used in) financing activities 2,472 (14,840 ) (19,411 ) — (31,779 ) Net change in cash and cash equivalents (5,024 ) (2,602 ) 12,369 — 4,743 Cash and cash equivalents at beginning of year 36,728 13,546 58,182 — 108,456 Cash and cash equivalents at end of year $ 31,704 $ 10,944 $ 70,551 $ — $ 113,199 |