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, 2017 and December 31, 2016 and for the three months ended March 31, 2017 and 2016 , 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) March 31, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 96,539 $ 13,035 $ 40,114 $ — $ 149,688 Accounts and notes receivable, net — 19,442 98,672 — 118,114 Rig materials and supplies — (4,957 ) 40,010 — 35,053 Other current assets (68,300 ) 59,147 32,245 — 23,092 Total current assets 28,239 86,667 211,041 — 325,947 Property, plant and equipment, net (19 ) 458,497 218,403 — 676,881 Goodwill — 6,708 — — 6,708 Intangible assets, net — 8,857 343 — 9,200 Investment in subsidiaries and intercompany advances 2,963,194 2,943,361 3,728,142 (9,634,697 ) — Other noncurrent assets (248,095 ) 299,529 540,245 (480,860 ) 110,819 Total assets $ 2,743,319 $ 3,803,619 $ 4,698,174 $ (10,115,557 ) $ 1,129,555 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable and accrued liabilities $ (44,947 ) $ 167,258 $ 583,421 $ (617,533 ) $ 88,199 Accrued income taxes (5,783 ) 8,631 2,662 — 5,510 Total current liabilities (50,730 ) 175,889 586,083 (617,533 ) 93,709 Long-term debt, net 576,728 — — — 576,728 Other long-term liabilities 2,867 6,145 3,816 — 12,828 Deferred tax liability (8 ) 75,920 (3,063 ) — 72,849 Intercompany payables 1,837,985 1,445,569 2,211,999 (5,495,553 ) — Total liabilities 2,366,842 1,703,523 2,798,835 (6,113,086 ) 756,114 Total equity 376,477 2,100,096 1,899,339 (4,002,471 ) 373,441 Total liabilities and stockholders’ equity $ 2,743,319 $ 3,803,619 $ 4,698,174 $ (10,115,557 ) $ 1,129,555 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED BALANCE SHEET (Dollars in Thousands) (Unaudited) December 31, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 65,000 $ 14,365 $ 40,326 $ — $ 119,691 Accounts and notes receivable, net — 15,749 97,482 — 113,231 Rig materials and supplies — (5,369 ) 37,723 — 32,354 Other current assets (50,296 ) 41,304 30,034 — 21,042 Total current assets 14,704 66,049 205,565 — 286,318 Property, plant and equipment, net (19 ) 469,927 223,531 — 693,439 Goodwill — 6,708 — — 6,708 Intangible assets, net — 9,434 494 — 9,928 Investment in subsidiaries and intercompany advances 2,979,413 2,932,375 3,676,402 (9,588,190 ) — Other noncurrent assets (253,679 ) 301,771 539,877 (480,811 ) 107,158 Total assets $ 2,740,419 $ 3,786,264 $ 4,645,869 $ (10,069,001 ) $ 1,103,551 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable and accrued liabilities $ (10,080 ) $ 149,210 $ 577,188 $ (617,477 ) $ 98,841 Accrued income taxes — 1,576 2,504 — 4,080 Total current liabilities (10,080 ) 150,786 579,692 (617,477 ) 102,921 Long-term debt, net 576,326 — — — 576,326 Other long-term liabilities 2,867 9,338 3,631 — 15,836 Deferred tax liability (28 ) 73,039 (3,678 ) — 69,333 Intercompany payables 1,828,317 1,437,417 2,161,864 (5,427,598 ) — Total liabilities 2,397,402 1,670,580 2,741,509 (6,045,075 ) 764,416 Total equity 343,017 2,115,684 1,904,360 (4,023,926 ) 339,135 Total liabilities and stockholders’ equity $ 2,740,419 $ 3,786,264 $ 4,645,869 $ (10,069,001 ) $ 1,103,551 PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS (Dollars in Thousands) (Unaudited) Three Months Ended March 31, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Total revenues $ — $ 27,893 $ 88,237 $ (17,859 ) $ 98,271 Operating expenses — 20,950 82,723 (17,859 ) 85,814 Depreciation and amortization — 21,188 11,014 — 32,202 Total operating gross margin (loss) — (14,245 ) (5,500 ) — (19,745 ) General and administration expense (1) (78 ) (6,870 ) (92 ) — (7,040 ) Gain (loss) on disposition of assets, net — (216 ) (136 ) — (352 ) Total operating income (loss) (78 ) (21,331 ) (5,728 ) — (27,137 ) Other income (expense): Interest expense (11,669 ) (45 ) (1,942 ) 2,786 (10,870 ) Interest income 149 179 2,468 (2,786 ) 10 Other — 32 498 — 530 Equity in net earnings of subsidiaries (21,780 ) — — 21,780 — Total other income (expense) (33,300 ) 166 1,024 21,780 (10,330 ) Income (loss) before income taxes (33,378 ) (21,165 ) (4,704 ) 21,780 (37,467 ) Total income tax expense (benefit) 6,430 (5,577 ) 1,489 — 2,342 Net income (loss) $ (39,808 ) $ (15,588 ) $ (6,193 ) $ 21,780 $ (39,809 ) Mandatory convertible preferred stock dividend $ — $ — $ — $ — $ — Net income (loss) available to common stockholders $ (39,808 ) $ (15,588 ) $ (6,193 ) $ 21,780 $ (39,809 ) (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, 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 (loss) — (8,578 ) (4,850 ) — (13,428 ) General and administration expense (1) (87 ) (9,613 ) (81 ) — (9,781 ) Gain (loss) on disposition of assets, net — (56 ) (4 ) — (60 ) Total operating income (loss) (87 ) (18,247 ) (4,935 ) — (23,269 ) Other income (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 ) Income tax expense (benefit) 67,870 (3,707 ) (667 ) — 63,496 Net income (loss) (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 COMPREHENSIVE INCOME (LOSS) (Dollars in Thousands) (Unaudited) Three Months Ended March 31, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Comprehensive income (loss): Net income (loss) $ (39,808 ) $ (15,588 ) $ (6,193 ) $ 21,780 $ (39,809 ) Other comprehensive income (loss), net of tax: Currency translation difference on related borrowings — — 83 — 83 Currency translation difference on foreign currency net investments — — 763 — 763 Total other comprehensive income (loss), net of tax: — — 846 — 846 Comprehensive income (loss) $ (39,808 ) $ (15,588 ) $ (5,347 ) $ 21,780 $ (38,963 ) 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 (loss): 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 ) PARKER DRILLING COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Dollars in Thousands) (Unaudited) Three Months Ended March 31, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Cash flows from operating activities: Net income (loss) $ (39,808 ) $ (15,588 ) $ (6,193 ) $ 21,780 $ (39,809 ) Adjustments to reconcile net income (loss): Depreciation and amortization — 21,188 11,014 — 32,202 (Gain) loss on disposition of assets — 216 136 — 352 Deferred income tax expense (benefit) (5,641 ) 5,165 (166 ) — (642 ) Excess tax benefit from stock-based compensation — — — — — Expenses not requiring cash 1,781 91 278 — 2,150 Equity in net earnings of subsidiaries 21,780 — — (21,780 ) — Change in assets and liabilities: Accounts and notes receivable — (3,668 ) (1,206 ) — (4,874 ) Other assets 17,984 (18,296 ) (2,380 ) — (2,692 ) Accounts payable and accrued liabilities (34,867 ) 15,591 3,339 — (15,937 ) Accrued income taxes (5,783 ) 7,055 393 — 1,665 Net cash provided by (used in) operating activities (44,554 ) 11,754 5,215 — (27,585 ) Cash flows from investing activities: Capital expenditures — (10,994 ) (3,457 ) — (14,451 ) Proceeds from the sale of assets — — 46 — 46 Net cash provided by (used in) investing activities — (10,994 ) (3,411 ) — (14,405 ) Cash flows from financing activities: Proceeds from the issuance of common stock 25,200 — — — 25,200 Proceeds from the issuance of mandatory convertible preferred stock 50,000 — — — 50,000 Payment of equity issuance costs (2,861 ) — — — (2,861 ) Shares surrendered in lieu of tax (352 ) — — — (352 ) Intercompany advances, net 4,106 (2,090 ) (2,016 ) — — Net cash provided by (used in) financing activities 76,093 (2,090 ) (2,016 ) — 71,987 Net change in cash and cash equivalents 31,539 (1,330 ) (212 ) — 29,997 Cash and cash equivalents at beginning of year 65,000 14,365 40,326 — 119,691 Cash and cash equivalents at end of year $ 96,539 $ 13,035 $ 40,114 $ — $ 149,688 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) loss on disposition of assets — 56 4 — 60 Deferred income tax expense (benefit) 57,677 5,185 549 — 63,411 Excess tax benefit from stock-based compensation (753 ) — — — (753 ) Expenses not requiring cash 2,057 33 (2,199 ) — (109 ) 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 (56,661 ) 32,068 8,878 — (15,715 ) 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 ) Shares surrendered in lieu of tax (317 ) — — — (317 ) Intercompany advances, net 28,815 (27,187 ) (1,628 ) — — Net cash provided by (used in) financing activities 28,498 (29,187 ) (1,628 ) — (2,317 ) 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 |