Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 22, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | PTEN | |
Entity Registrant Name | PATTERSON UTI ENERGY INC | |
Entity Central Index Key | 889,900 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 147,178,930 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 76,465 | $ 43,012 |
Accounts receivable, net of allowance for doubtful accounts of $3,537 and $3,546 at September 30, 2015 and December 31, 2014, respectively | 301,710 | 663,404 |
Federal and state income taxes receivable | 30,952 | 81,726 |
Inventory | 17,422 | 32,251 |
Deferred tax assets, net | 37,809 | 37,075 |
Other | 41,383 | 51,624 |
Total current assets | 505,741 | 909,092 |
Property and equipment, net | 4,023,199 | 4,131,071 |
Goodwill and intangible assets | 93,520 | 220,813 |
Deposits on equipment purchases | 35,863 | 112,379 |
Other | 19,843 | 20,656 |
Total assets | 4,678,166 | 5,394,011 |
Current liabilities: | ||
Accounts payable | 165,547 | 382,438 |
Accrued expenses | 180,530 | 173,466 |
Current portion of long-term debt | 50,000 | 12,500 |
Total current liabilities | 396,077 | 568,404 |
Borrowings under revolving credit facility | 303,000 | |
Other long-term debt | 815,000 | 670,000 |
Deferred tax liabilities, net | 826,163 | 935,660 |
Other | 9,829 | 11,137 |
Total liabilities | $ 2,047,069 | $ 2,488,201 |
Commitments and contingencies (see Note 9) | ||
Stockholders' equity: | ||
Preferred stock, par value $.01; authorized 1,000,000 shares, no shares issued | ||
Common stock, par value $.01; authorized 300,000,000 shares with 190,387,622 and 189,262,876 issued and 147,180,382 and 146,444,291 outstanding at September 30, 2015 and December 31, 2014, respectively | $ 1,904 | $ 1,893 |
Additional paid-in capital | 1,006,306 | 984,674 |
Retained earnings | 2,531,923 | 2,811,815 |
Accumulated other comprehensive income | (1,991) | 6,463 |
Treasury stock, at cost, 43,207,240 shares and 42,818,585 shares at September 30, 2015 and December 31, 2014, respectively | (907,045) | (899,035) |
Total stockholders' equity | 2,631,097 | 2,905,810 |
Total liabilities and stockholders' equity | $ 4,678,166 | $ 5,394,011 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 3,537 | $ 3,546 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, authorized | 300,000,000 | 300,000,000 |
Common stock, issued | 190,387,622 | 189,262,876 |
Common stock, outstanding | 147,180,382 | 146,444,291 |
Treasury stock, shares | 43,207,240 | 42,818,585 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Operating revenues: | |||||
Total operating revenues | $ 422,251 | $ 845,628 | $ 1,552,711 | $ 2,281,072 | |
Operating costs and expenses: | |||||
Contract drilling | 136,718 | 278,195 | 503,376 | 784,572 | |
Pressure pumping | 138,597 | 281,016 | 494,078 | 722,801 | |
Oil and natural gas | 2,519 | 3,275 | 8,096 | 9,421 | |
Depreciation, depletion, amortization and impairment | 332,151 | 237,825 | 689,457 | $ 538,573 | |
Impairment of goodwill | 124,561 | 124,561 | |||
Selling, general and administrative | 18,582 | 18,896 | 70,595 | $ 58,117 | |
Net gain on asset disposals | [1] | (1,362) | (3,870) | (7,276) | (8,705) |
Total operating costs and expenses | 751,766 | 815,337 | 1,882,887 | 2,104,779 | |
Operating income (loss) | (329,515) | 30,291 | (330,176) | 176,293 | |
Other income (expense): | |||||
Interest income | 323 | 234 | 924 | 618 | |
Interest expense, net of amount capitalized | (9,254) | (6,993) | (27,044) | (21,430) | |
Other | 16 | 16 | 3 | ||
Total other expense | (8,915) | (6,759) | (26,104) | (20,809) | |
Income (loss) before income taxes | (338,430) | 23,532 | (356,280) | 155,484 | |
Income tax expense (benefit): | |||||
Current | (42,446) | 48,618 | (10,221) | 101,233 | |
Deferred | (70,006) | (41,062) | (110,231) | (50,830) | |
Total income tax expense (benefit) | (112,452) | 7,556 | (120,452) | 50,403 | |
Net income (loss) | $ (225,978) | $ 15,976 | $ (235,828) | $ 105,081 | |
Net income (loss) per common share: | |||||
Basic | $ (1.54) | $ 0.11 | $ (1.61) | $ 0.72 | |
Diluted | $ (1.54) | $ 0.11 | $ (1.61) | $ 0.71 | |
Weighted average number of common shares outstanding: | |||||
Basic | 145,662 | 144,798 | 145,317 | 143,778 | |
Diluted | 145,662 | 146,991 | 145,317 | 146,101 | |
Cash dividends per common share | $ 0.10 | $ 0.10 | $ 0.30 | $ 0.30 | |
Contract Drilling | |||||
Operating revenues: | |||||
Oil and gas services | $ 261,817 | $ 482,212 | $ 951,616 | $ 1,346,698 | |
Operating costs and expenses: | |||||
Impairment of goodwill | 0 | ||||
Pressure Pumping | |||||
Operating revenues: | |||||
Oil and gas services | 154,407 | 348,692 | 580,752 | 895,530 | |
Operating costs and expenses: | |||||
Impairment of goodwill | 125,000 | ||||
Oil And Natural Gas | |||||
Operating revenues: | |||||
Oil and natural gas | $ 6,027 | $ 14,724 | $ 20,343 | $ 38,844 | |
[1] | Net gains or losses associated with the disposal of assets relate to corporate strategy decisions of the executive management group. Accordingly, the related gains or losses have been separately presented and excluded from the results of specific segments. |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (225,978) | $ 15,976 | $ (235,828) | $ 105,081 |
Other comprehensive loss, net of taxes of $0 for all periods: | ||||
Foreign currency translation adjustment | (2,909) | (4,899) | (8,454) | (3,766) |
Total comprehensive income (loss) | $ (228,887) | $ 11,077 | $ (244,282) | $ 101,315 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Other comprehensive loss, taxes | $ 0 | $ 0 | $ 0 | $ 0 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - 9 months ended Sep. 30, 2015 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income | Treasury Stock |
Beginning Balance at Dec. 31, 2014 | $ 2,905,810 | $ 1,893 | $ 984,674 | $ 2,811,815 | $ 6,463 | $ (899,035) |
Beginning Balance (in shares) at Dec. 31, 2014 | 189,262,876 | 189,263,000 | ||||
Net income (loss) | $ (235,828) | $ (235,828) | ||||
Foreign currency translation adjustment | $ (8,454) | $ (8,454) | ||||
Issuance of restricted stock (in shares) | 1,176,000 | |||||
Issuance of restricted stock | $ 12 | $ (12) | ||||
Vesting of stock unit awards (in shares) | 15,000 | |||||
Vesting of stock unit awards | ||||||
Forfeitures of restricted stock (in shares) | (66,000) | |||||
Forfeitures of restricted stock | $ (1) | $ (1) | ||||
Stock-based compensation | 21,186 | $ 21,186 | ||||
Tax benefit related to stock-based compensation | 458 | $ 458 | ||||
Payment of cash dividends | (44,064) | $ (44,064) | ||||
Purchase of treasury stock | (8,010) | $ (8,010) | ||||
Ending Balance at Sep. 30, 2015 | $ 2,631,097 | $ 1,904 | $ 1,006,306 | $ 2,531,923 | $ (1,991) | $ (907,045) |
Ending Balance (in shares) at Sep. 30, 2015 | 190,387,622 | 190,388,000 |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | ||
Cash flows from operating activities: | |||
Net income (loss) | $ (235,828) | $ 105,081 | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation, depletion, amortization and impairment | 689,457 | $ 538,573 | |
Impairment of goodwill | 124,561 | ||
Dry holes and abandonments | 159 | $ 337 | |
Deferred income tax benefit | (110,231) | (50,830) | |
Stock-based compensation expense | 21,186 | 19,945 | |
Net gain on asset disposals | [1] | (7,276) | (8,705) |
Changes in operating assets and liabilities: | |||
Accounts receivable | 359,304 | (143,039) | |
Income taxes receivable/payable | 52,037 | 13,701 | |
Inventory and other assets | 27,579 | (6,419) | |
Accounts payable | (120,740) | 71,865 | |
Accrued expenses | 7,274 | 22,414 | |
Other liabilities | (1,443) | 3,410 | |
Net cash provided by operating activities | 806,039 | 566,333 | |
Cash flows from investing activities: | |||
Purchases of property and equipment and acquisitions | (608,220) | (773,791) | |
Proceeds from disposal of assets | 15,920 | 22,499 | |
Net cash used in investing activities | (592,300) | (751,292) | |
Cash flows from financing activities: | |||
Purchases of treasury stock | (8,010) | (13,554) | |
Dividends paid | (44,064) | (43,652) | |
Tax benefit related to stock-based compensation | 458 | $ 8,682 | |
Debt issuance costs | (1,979) | ||
Proceeds from long-term debt | 200,000 | ||
Repayment of long-term debt | (17,500) | $ (7,500) | |
Proceeds from borrowings under revolving credit facility | 54,000 | ||
Repayment of borrowings under revolving credit facility | $ (357,000) | ||
Proceeds from exercise of stock options | $ 30,726 | ||
Net cash used in financing activities | $ (174,095) | (25,298) | |
Effect of foreign exchange rate changes on cash | (6,191) | (658) | |
Net increase (decrease) in cash and cash equivalents | 33,453 | (210,915) | |
Cash and cash equivalents at beginning of period | 43,012 | 249,509 | |
Cash and cash equivalents at end of period | 76,465 | 38,594 | |
Net cash (paid) received during the period for: | |||
Interest, net of capitalized interest of $4,946 in 2015 and $5,268 in 2014 | (18,734) | (13,678) | |
Income taxes | 63,785 | (74,252) | |
Non-cash investing and financing activities: | |||
Net (decrease) increase in payables for purchase of property and equipment | (95,371) | 125,271 | |
Net decrease (increase) in deposits on equipment purchases | $ 76,516 | $ (59,728) | |
[1] | Net gains or losses associated with the disposal of assets relate to corporate strategy decisions of the executive management group. Accordingly, the related gains or losses have been separately presented and excluded from the results of specific segments. |
CONDENSED CONSOLIDATED STATEME9
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Statement Of Cash Flows [Abstract] | ||
Interest expense, capitalized interest | $ 4,946 | $ 5,268 |
Basis of Consolidation and Pres
Basis of Consolidation and Presentation | 9 Months Ended |
Sep. 30, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Consolidation and Presentation | 1. Basis of Consolidation and Presentation The unaudited interim condensed consolidated financial statements include the accounts of Patterson-UTI Energy, Inc. (the “Company”) and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. Except for wholly-owned subsidiaries, the Company has no controlling financial interests in any entity which would require consolidation. The unaudited interim condensed consolidated financial statements have been prepared by management of the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations, although the Company believes the disclosures included either on the face of the financial statements or herein are sufficient to make the information presented not misleading. In the opinion of management, all adjustments which are of a normal recurring nature considered necessary for a fair statement of the information in conformity with accounting principles generally accepted in the United States of America have been included. The Unaudited Condensed Consolidated Balance Sheet as of December 31, 2014, as presented herein, was derived from the audited consolidated balance sheet of the Company, but does not include all disclosures required by accounting principles generally accepted in the United States of America. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014. The results of operations for the nine months ended September 30, 2015 are not necessarily indicative of the results to be expected for the full year. The U.S. dollar is the functional currency for all of the Company’s operations except for its Canadian operations, which uses the Canadian dollar as its functional currency. The effects of exchange rate changes are reflected in accumulated other comprehensive income, which is a separate component of stockholders’ equity. The carrying values of cash and cash equivalents, trade receivables and accounts payable approximate fair value. The Company provides a dual presentation of its net income (loss) per common share in its unaudited condensed consolidated statements of operations: Basic net income (loss) per common share (“Basic EPS”) and diluted net income (loss) per common share (“Diluted EPS”). Basic EPS excludes dilution and is computed by first allocating earnings between common stockholders and holders of non-vested shares of restricted stock. Basic EPS is then determined by dividing the earnings attributable to common stockholders by the weighted average number of common shares outstanding during the period, excluding non-vested shares of restricted stock. Diluted EPS is based on the weighted average number of common shares outstanding plus the dilutive effect of potential common shares, including stock options, non-vested shares of restricted stock and restricted stock units. The dilutive effect of stock options and restricted stock units is determined using the treasury stock method. The dilutive effect of non-vested shares of restricted stock is based on the more dilutive of the treasury stock method or the two-class method, assuming a reallocation of undistributed earnings to common stockholders after considering the dilutive effect of potential common shares other than non-vested shares of restricted stock. The following table presents information necessary to calculate net income (loss) per share for the three and nine month periods ended September 30, 2015 and 2014 as well as potentially dilutive securities excluded from the weighted average number of diluted common shares outstanding because their inclusion would have been anti-dilutive (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 BASIC EPS: Net income (loss) $ (225,978 ) $ 15,976 $ (235,828 ) $ 105,081 Adjust for (income) loss attributed to holders of non-vested restricted stock 2,359 (160 ) 2,436 (1,074 ) Income (loss) attributed to common stockholders $ (223,619 ) $ 15,816 $ (233,392 ) $ 104,007 Weighted average number of common shares outstanding, excluding non-vested shares of restricted stock 145,662 144,798 145,317 143,778 Basic net income (loss) per common share $ (1.54 ) $ 0.11 $ (1.61 ) $ 0.72 DILUTED EPS: Income (loss) attributed to common stockholders $ (223,619 ) $ 15,816 $ (233,392 ) $ 104,007 Weighted average number of common shares outstanding, excluding non-vested shares of restricted stock 145,662 144,798 145,317 143,778 Add dilutive effect of potential common shares — 2,193 — 2,323 Weighted average number of diluted common shares outstanding 145,662 146,991 145,317 146,101 Diluted net income (loss) per common share $ (1.54 ) $ 0.11 $ (1.61 ) $ 0.71 Potentially dilutive securities excluded as anti-dilutive 7,840 442 7,840 473 |
Stock-based Compensation
Stock-based Compensation | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-based Compensation | 2. Stock-based Compensation The Company uses share-based payments to compensate employees and non-employee directors. The Company recognizes the cost of share-based payments under the fair-value-based method. Share-based awards consist of equity instruments in the form of stock options, restricted stock or restricted stock units and have included service and, in certain cases, performance conditions. The Company’s share-based awards also include share-settled performance unit awards. Share-settled performance unit awards are accounted for as equity awards. The Company issues shares of common stock when vested stock options are exercised, when restricted stock is granted and when restricted stock units and share-settled performance unit awards vest. Stock Options — The Company estimates the grant date fair values of stock options using the Black-Scholes-Merton valuation model. Volatility assumptions are based on the historic volatility of the Company’s common stock over the most recent period equal to the expected term of the options as of the date the options are granted. The expected term assumptions are based on the Company’s experience with respect to employee stock option activity. Dividend yield assumptions are based on the expected dividends at the time the options are granted. The risk-free interest rate assumptions are determined by reference to United States Treasury yields. Weighted-average assumptions used to estimate the grant date fair values for stock options granted for the three and nine month periods ended September 30, 2015 and 2014 follow: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Volatility NA 35.64% 37.95 % 35.89 % Expected term (in years) NA 5.00 5.00 5.00 Dividend yield NA 1.18% 2.00 % 1.17 % Risk-free interest rate NA 1.62% 1.37 % 1.76 % Stock option activity from January 1, 2015 to September 30, 2015 follows: Weighted Average Underlying Exercise Shares Price Outstanding at January 1, 2015 6,086,250 $ 22.32 Granted 831,000 $ 20.06 Exercised — — Cancelled (10,000 ) $ 16.59 Expired (600,000 ) $ 26.06 Outstanding at September 30, 2015 6,307,250 $ 21.68 Exercisable at September 30, 2015 5,134,697 $ 21.39 Restricted Stock — For all restricted stock awards to date, shares of common stock were issued when the awards were made. Non-vested shares are subject to forfeiture for failure to fulfill service conditions and, in certain cases, performance conditions. Non-forfeitable dividends are paid on non-vested shares of restricted stock. The Company uses the straight-line method to recognize periodic compensation cost over the vesting period. Restricted stock activity from January 1, 2015 to September 30, 2015 follows: Weighted Average Grant Date Shares Fair Value Non-vested restricted stock outstanding at January 1, 2015 1,493,059 $ 26.93 Granted 792,100 $ 20.60 Vested (728,400 ) $ 24.74 Forfeited (65,853 ) $ 26.22 Non-vested restricted stock outstanding September 30, 2015 1,490,906 $ 24.67 Restricted Stock Units — For all restricted stock unit awards made to date, shares of common stock are not issued until the units vest. Restricted stock units are subject to forfeiture for failure to fulfill service conditions. Non-forfeitable cash dividend equivalents are paid on certain non-vested restricted stock units. The Company uses the straight-line method to recognize periodic compensation cost over the vesting period. Restricted stock unit activity from January 1, 2015 to September 30, 2015 follows: Weighted Average Grant Date Shares Fair Value Non-vested restricted stock units outstanding at January 1, 2015 34,085 $ 30.20 Granted 22,100 $ 20.85 Vested (14,499 ) $ 27.37 Forfeited — — Non-vested restricted stock units outstanding September 30, 2015 41,686 $ 26.22 Performance Unit Awards — In 2011, 2012, 2013, 2014 and 2015, the Company granted stock-settled performance unit awards to certain executive officers (the “Stock-Settled Performance Units”). The Stock-Settled Performance Units provide for the recipients to receive a grant of shares of stock upon the achievement of certain performance goals established by the Compensation Committee during the performance period. The performance units will only have a payout if total shareholder return is positive for the performance period and, when compared to the peer group, is at or above the 25th percentile. The performance period for the Stock-Settled Performance Units is the three year period commencing on April 1 of the year of grant. For the 2012 and 2013 Stock-Settled Performance Units, the performance period can extend for an additional two years in certain circumstances. The performance goals for the Stock-Settled Performance Units are tied to the Company’s total shareholder return for the performance period as compared to total shareholder return for a peer group determined by the Compensation Committee. These goals are considered to be market conditions under the relevant accounting standards and the market conditions were factored into the determination of the fair value of the performance units. Generally, the recipients will receive a target number of shares if the Company’s total shareholder return is positive and, when compared to the peer group, is at the 50 th percentile and two times the target if at the 75 th percentile or higher. If the Company’s total shareholder return is positive, and, when compared to the peer group, is at the 25 th percentile, the recipients will only receive one-half of the target number of shares. The grant of shares when achievement is between the 25 th and 75 th percentile will be determined on a pro-rata basis. The target number of shares with respect to the 2012 Stock-Settled Performance Units was 192,000. The performance period for the 2012 Stock-Settled Performance Units ended on March 31, 2015, and the Company’s total shareholder return was at the 87 th percentile. In April 2015, 384,000 shares were issued to settle the 2012 Stock-Settled Performance Units. The total target number of shares with respect to the Stock-Settled Performance Units is set forth below: 2015 2014 2013 2012 2011 Performance Performance Performance Performance Performance Unit Awards Unit Awards Unit Awards Unit Awards Unit Awards Target number of shares 190,600 154,000 236,500 192,000 144,375 Because the performance units are stock-settled awards, they are accounted for as equity awards and measured at fair value on the date of grant using a Monte Carlo simulation model. The fair value of the Stock-Settled Performance Units is set forth below (in thousands): 2015 2014 2013 2012 2011 Performance Performance Performance Performance Performance Unit Awards Unit Awards Unit Awards Unit Awards Unit Awards Fair value at date of grant $ 4,052 $ 5,388 $ 5,564 $ 3,065 $ 5,569 These fair value amounts are charged to expense on a straight-line basis over the performance period. Compensation expense associated with the Stock-Settled Performance Units is shown below (in thousands): 2015 2014 2013 2012 2011 Performance Performance Performance Performance Performance Unit Awards Unit Awards Unit Awards Unit Awards Unit Awards Three months ended September 30, 2014 NA $ 449 $ 464 $ 255 NA Three months ended September 30, 2015 $ 338 $ 449 $ 464 NA NA Nine months ended September 30, 2014 NA $ 898 $ 1,391 $ 766 $ 464 Nine months ended September 30, 2015 $ 675 $ 1,347 $ 1,391 $ 255 NA |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2015 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 3. Property and Equipment Property and equipment consisted of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, December 31, 2015 2014 Equipment $ 6,960,256 $ 6,679,894 Oil and natural gas properties 200,822 196,234 Buildings 90,710 83,465 Land 22,528 12,038 7,274,316 6,971,631 Less accumulated depreciation, depletion and impairment (3,251,117 ) (2,840,560 ) Property and equipment, net $ 4,023,199 $ 4,131,071 On a periodic basis, the Company evaluates its fleet of drilling rigs for marketability based on the condition of inactive rigs, expenditures that would be necessary to bring them to working condition and the expected demand for drilling services by rig type (such as drilling conventional, vertical wells versus drilling longer, horizontal wells using higher specification rigs). The components comprising rigs that will no longer be marketed are evaluated, and those components with continuing utility to the Company’s other marketed rigs are transferred to other rigs or to the Company’s yards to be used as spare equipment. The remaining components of these rigs will be retired. In the quarter ended September 30, 2015, the Company identified 24 mechanical rigs and 9 non-APEX® electric rigs that will no longer be marketed. Also, the Company has 15 additional mechanical rigs that are not currently operating. Although these 15 rigs remain marketable, the Company has lower expectations with respect to utilization of these rigs due to the industry shift to higher specification drilling rigs. The Company recorded a charge of $131 million related to the retirement of the 33 rigs, the 15 mechanical rigs that remain marketable but are not operating, and the write-down of excess spare rig components to their realizable values. The Company also periodically evaluates its pressure pumping assets and in the quarter ended September 30, 2015, recorded a charge of $22.0 million for the write-down of pressure pumping equipment and certain closed facilities. The Company evaluates the recoverability of its long-lived assets whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable (a “triggering event”). During the first quarter of 2015, oil prices averaged $48.54 per barrel and reached a low of $43.39 per barrel on March 17, 2015. Oil prices improved during the second quarter of 2015 and averaged $57.85 per barrel. Although the price improvement was earlier than the Company projected, this improvement was generally consistent with the Company’s assumption at December 31, 2014, that oil prices would improve late in 2015 and continue to improve in 2016, resulting in improved activity levels for both the contract drilling and pressure pumping businesses. During the second quarter of 2015 as oil prices increased, the Company received requests from customers to reactivate drilling rigs to resume operations in the third quarter of 2015. The Company believed this was an indication that future activity levels would be improving for both the contract drilling and pressure pumping businesses. During the third quarter of 2015, however, oil prices declined and averaged $46.42 per barrel and reached a new low for 2015 of $38.22 per barrel on August 24, 2015. With lower oil prices in August, the Company lowered its expectations with respect to future activity levels in both the contract drilling and pressure pumping businesses. · market supply and demand, · domestic and international military, political, economic and weather conditions, · the desire and ability of the Organization of Petroleum Exporting Countries, commonly known as OPEC, to set and maintain production and price targets, · legal and other limitations or restrictions on exportation and/or importation of oil and natural gas, · technical advances affecting energy consumption and production, · the price and availability of alternative fuels, · the cost of exploring for, developing, producing and delivering oil and natural gas, and · regulations regarding the exploration, development, production and delivery of oil and natural gas All of these factors are beyond the Company’s control. If the current lower oil and natural gas commodity price environment were to last into 2017 and beyond, the Company’s actual cash flows would likely be less than the expected cash flows used in this assessment and could result in impairment charges in the future and such impairment could be material. With respect to the long-lived assets in the Company’s oil and natural gas exploration and production segment, the Company assesses the recoverability of long-lived assets each quarter due to revisions in its oil and natural gas reserve estimates and expectations about future commodity prices. The Company’s analysis indicated that the carrying amounts of certain oil and natural gas properties were not recoverable at various testing dates in 2015. The Company’s estimates of expected future net cash flows from impaired properties are used in measuring the fair value of such properties. The Company recorded impairment charges of $9.3 million in 2015, including $1.9 million in the quarter ended September 30, 2015, related to its oil and natural gas properties. |
Business Segments
Business Segments | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Business Segments | 4. Business Segments The Company’s revenues, operating profits and identifiable assets are primarily attributable to three business segments: (i) contract drilling of oil and natural gas wells, (ii) pressure pumping services and (iii) the investment, on a non-operating working interest basis, in oil and natural gas properties. Each of these segments represents a distinct type of business. These segments have separate management teams which report to the Company’s chief operating decision maker. The results of operations in these segments are regularly reviewed by the chief operating decision maker for purposes of determining resource allocation and assessing performance. Separate financial data for each of our business segments is provided in the table below (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Revenues: Contract drilling $ 262,196 $ 483,307 $ 953,025 $ 1,350,296 Pressure pumping 154,407 349,996 580,752 896,834 Oil and natural gas 6,027 14,724 20,343 38,844 Total segment revenues 422,630 848,027 1,554,120 2,285,974 Elimination of intercompany revenues (a) (379 ) (2,399 ) (1,409 ) (4,902 ) Total revenues $ 422,251 $ 845,628 $ 1,552,711 $ 2,281,072 Income (loss) before income taxes: Contract drilling $ (131,256 ) $ 12,147 $ (65,692 ) $ 148,841 Pressure pumping (183,464 ) 25,208 (217,224 ) 51,661 Oil and natural gas (1,824 ) 3,002 (10,017 ) 9,337 (316,544 ) 40,357 (292,933 ) 209,839 Corporate and other (14,333 ) (13,936 ) (44,519 ) (42,251 ) Net gain on asset disposals (b) 1,362 3,870 7,276 8,705 Interest income 323 234 924 618 Interest expense (9,254 ) (6,993 ) (27,044 ) (21,430 ) Other 16 — 16 3 Income (loss) before income taxes $ (338,430 ) $ 23,532 $ (356,280 ) $ 155,484 September 30, December 31, 2015 2014 Identifiable assets: Contract drilling $ 3,599,607 $ 4,000,576 Pressure pumping 870,290 1,186,010 Oil and natural gas 37,449 50,945 Corporate and other (c) 170,820 156,480 Total assets $ 4,678,166 $ 5,394,011 (a) Consists of contract drilling and, in 2014, pressure pumping intercompany revenues for services provided to the oil and natural gas exploration and production segment. (b) Net gains or losses associated with the disposal of assets relate to corporate strategy decisions of the executive management group. Accordingly, the related gains or losses have been separately presented and excluded from the results of specific segments. (c) Corporate and other assets primarily include cash on hand, income tax receivables and certain deferred tax assets. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 5. Goodwill and Intangible Assets Goodwill — Goodwill by operating segment as of September 30, 2015 and changes for the nine months then ended are as follows (in thousands): Contract Pressure Drilling Pumping Total Balance, December 31, 2014 $ 86,234 $ 124,561 $ 210,795 Changes to goodwill — (124,561 ) (124,561 ) Balance, September 30, 2015 $ 86,234 $ — $ 86,234 There were no accumulated impairment losses related to the goodwill in the contract drilling operating segment as of September 30, 2015 or December 31, 2014. Goodwill is evaluated at least annually as of December 31, or when circumstances require, to determine if the fair value of recorded goodwill has decreased below its carrying value. For purposes of impairment testing, goodwill is evaluated at the reporting unit level. The Company’s reporting units for impairment testing have been determined to be its operating segments. The Company first determines whether it is more likely than not that the fair value of a reporting unit is less than its carrying value after considering qualitative, market and other factors. If so, then goodwill impairment is determined using a two-step impairment test. From time to time, the Company may perform the first step of the quantitative testing for goodwill impairment in lieu of performing the qualitative assessment. The first step is to compare the fair value of an entity’s reporting units to the respective carrying value of those reporting units. If the carrying value of a reporting unit exceeds its fair value, the second step of the impairment test is performed whereby the fair value of the reporting unit is allocated to its identifiable tangible and intangible assets and liabilities with any remaining fair value representing the fair value of goodwill. If this resulting fair value of goodwill is less than the carrying value of goodwill, an impairment loss would be recognized in the amount of the shortfall. During the first quarter of 2015, oil prices averaged $48.54 per barrel and reached a low of $43.39 per barrel on March 17, 2015. Oil prices improved during the second quarter of 2015 and averaged $57.85 per barrel. Although the price improvement was earlier than the Company projected, this improvement was generally consistent with the Company’s assumption at December 31, 2014, that oil prices would improve in late 2015 and continue to improve in 2016, resulting in improved activity levels for both the contract drilling and pressure pumping businesses. During the second quarter of 2015 as oil prices increased, the Company received requests from customers to reactivate drilling rigs to resume operations in the third quarter of 2015. The Company believed this was an indication that future activity levels would be improving for both the contract drilling and pressure pumping businesses. During the third quarter of 2015, however, oil prices declined and averaged $46.42 per barrel and reached a new low for 2015 of $38.22 per barrel on August 24, 2015. With lower oil prices in August, the Company lowered its expectations with respect to future activity levels in both the contract drilling and pressure pumping businesses. In light of the Company’s revised expectations of the duration of the lower oil and natural gas commodity price environment and the related deterioration of the markets for contract drilling and pressure pumping services during the third quarter of 2015, the Company performed a goodwill impairment test as of September 30, 2015. In completing the first step of the analysis, the fair value of each reporting unit was estimated using both the income and market valuation methods. The estimate of the fair value of each reporting unit required the use of significant unobservable inputs, representative of a Level 3 fair value measurement. The inputs included assumptions related to the future performance of the Company’s contract drilling and pressure pumping reporting units, such as future oil and natural gas prices and projected demand for the Company’s services, and assumptions related to discount rates, long-term growth rates and control premiums. Based on the results of the first step of the goodwill impairment test as of September 30, 2015, management concluded that no impairment was indicated in its contract drilling reporting unit; however, impairment was indicated in its pressure pumping reporting unit. In the three months ended September 30, 2015, the Company recognized an impairment charge of $125 million associated with the impairment of the goodwill of the pressure pumping reporting unit. The implied fair value of goodwill was estimated using a variety of valuation methods, including the income and market approaches. The estimate of fair value required the use of significant unobservable inputs, representative of a Level 3 fair value measurement. The inputs included assumptions related to the future performance of the Company’s pressure pumping reporting unit, such as future oil and natural gas prices and projected demand for the Company’s services, and assumptions related to discount rates, long-term growth rates and control premiums. Intangible Assets — Intangible assets were recorded in the pressure pumping operating segment in connection with the fourth quarter 2010 acquisition of the assets of a pressure pumping business. As a result of the purchase price allocation, the Company recorded an intangible asset related to the customer relationships acquired. The intangible asset was recorded at fair value on the date of acquisition. The value of the customer relationships was estimated using a multi-period excess earnings model to determine the present value of the projected cash flows associated with the customers in place at the time of the acquisition and taking into account a contributory asset charge. The resulting intangible asset is being amortized on a straight-line basis over seven years. Amortization expense of approximately $911,000 was recorded in the three months ended September 30, 2015 and 2014, and amortization expense of approximately $2.7 million was recorded in the nine months ended September 30, 2015 and 2014 associated with customer relationships. The assessment of the recoverability of the pressure pumping asset group included the customer relationship intangible asset and no impairment was indicated. The following table presents the gross carrying amount and accumulated amortization of the customer relationships as of September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Customer relationships $ 25,500 $ (18,214 ) $ 7,286 $ 25,500 $ (15,482 ) $ 10,018 |
Accrued Expenses
Accrued Expenses | 9 Months Ended |
Sep. 30, 2015 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | 6. Accrued Expenses Accrued expenses consisted of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, December 31, 2015 2014 Salaries, wages, payroll taxes and benefits $ 35,447 $ 52,956 Workers' compensation liability 74,468 77,348 Property, sales, use and other taxes 11,873 11,644 Insurance, other than workers' compensation 13,234 9,632 Accrued interest payable 13,701 7,427 Other 31,807 14,459 $ 180,530 $ 173,466 |
Asset Retirement Obligation
Asset Retirement Obligation | 9 Months Ended |
Sep. 30, 2015 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligation | 7. Asset Retirement Obligation The Company records a liability for the estimated costs to be incurred in connection with the abandonment of oil and natural gas properties in the future. This liability is included in the caption “other” in the liabilities section of the condensed consolidated balance sheet. The following table describes the changes to the Company’s asset retirement obligations during the nine months ended September 30, 2015 and 2014 (in thousands): Nine Months Ended September 30, 2015 2014 Balance at beginning of year $ 5,301 $ 4,837 Liabilities incurred 322 411 Liabilities settled (118 ) (68 ) Accretion expense 129 126 Revision in estimated costs of plugging oil and natural gas wells — 19 Asset retirement obligation at end of period $ 5,634 $ 5,325 |
Long Term Debt
Long Term Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long Term Debt | 8. Long Term Debt 2012 Credit Agreement — On September 27, 2012, the Company entered into a Credit Agreement (as amended, the “Credit Agreement”) with Wells Fargo Bank, N.A., as administrative agent, letter of credit issuer, swing line lender and lender, and each of the other lenders party thereto. The Credit Agreement is a committed senior unsecured credit facility that includes a revolving credit facility and a term loan facility. The revolving credit facility permits aggregate borrowings of up to $500 million outstanding at any time. The revolving credit facility contains a letter of credit facility that is limited to $150 million and a swing line facility that is limited to $40 million, in each case outstanding at any time. The term loan facility provides for a loan of $100 million, which was drawn on December 24, 2012. The term loan facility is payable in quarterly principal installments, which commenced December 27, 2012. The installment amounts vary from 1.25% of the original principal amount for each of the first four quarterly installments, 2.50% of the original principal amount for each of the subsequent eight quarterly installments, 5.00% of the original principal amount for the subsequent four quarterly installments and 13.75% of the original principal amount for the final four quarterly installments. Subject to customary conditions, the Company may request that the lenders’ aggregate commitments with respect to the revolving credit facility and/or the term loan facility be increased by up to $100 million, not to exceed total commitments of $700 million. The maturity date under the Credit Agreement is September 27, 2017 for both the revolving facility and the term facility. Loans under the Credit Agreement bear interest by reference, at the Company’s election, to the LIBOR rate or base rate, provided, that swing line loans bear interest by reference only to the base rate. The applicable margin on LIBOR rate loans varies from 2.25% to 3.25% and the applicable margin on base rate loans varies from 1.25% to 2.25%, in each case determined based upon the Company’s debt to capitalization ratio. As of September 30, 2015 the applicable margin on LIBOR rate loans was 2.25% and the applicable margin on base rate loans was 1.25%. Based on the Company’s debt to capitalization ratio at June 30, 2015, the applicable margin on LIBOR loans is 2.25% and the applicable margin on base rate loans is 1.25% as of October 1, 2015. Based on the Company’s debt to capitalization ratio at September 30, 2015, the applicable margin on LIBOR loans will be 2.25% and the applicable margin on base rate loans will be 1.25% as of January 1, 2016. A letter of credit fee is payable by the Company equal to the applicable margin for LIBOR rate loans times the daily amount available to be drawn under outstanding letters of credit. The commitment fee rate payable to the lenders for the unused portion of the credit facility is 0.50%. Each domestic subsidiary of the Company will unconditionally guarantee all existing and future indebtedness and liabilities of the other guarantors and the Company arising under the Credit Agreement, other than (a) Ambar Lone Star Fluid Services LLC, (b) domestic subsidiaries that directly or indirectly have no material assets other than equity interests in, or capitalization indebtedness owed by, foreign subsidiaries, and (c) any subsidiary having total assets of less than $1 million. Such guarantees also cover obligations of the Company and any subsidiary of the Company arising under any interest rate swap contract with any person while such person is a lender or an affiliate of a lender under the Credit Agreement. The Credit Agreement requires compliance with two financial covenants. The Company must not permit its debt to capitalization ratio to exceed 45%. The Credit Agreement generally defines the debt to capitalization ratio as the ratio of (a) total borrowed money indebtedness to (b) the sum of such indebtedness plus consolidated net worth, with consolidated net worth determined as of the last day of the most recently ended fiscal quarter. The Company also must not permit the interest coverage ratio as of the last day of a fiscal quarter to be less than 3.00 to 1.00. The Credit Agreement generally defines the interest coverage ratio as the ratio of earnings before interest, taxes, depreciation and amortization (“EBITDA”) of the four prior fiscal quarters to interest charges for the same period. The Company was in compliance with these covenants at September 30, 2015. The Credit Agreement also contains customary representations, warranties and affirmative and negative covenants. Events of default under the Credit Agreement include failure to pay principal or interest when due, failure to comply with the financial and operational covenants, as well as a cross default event, loan document enforceability event, change of control event and bankruptcy and other insolvency events. If an event of default occurs and is continuing, then a majority of the lenders have the right, among others, to (i) terminate the commitments under the Credit Agreement, (ii) accelerate and require the Company to repay all the outstanding amounts owed under any loan document (provided that in limited circumstances with respect to insolvency and bankruptcy of the Company, such acceleration is automatic), and (iii) require the Company to cash collateralize any outstanding letters of credit. As of September 30, 2015, the Company had $75.0 million principal amount outstanding under the term loan facility at an interest rate of 2.625% and no amounts outstanding under the revolving credit facility. The Company currently has available borrowing capacity of $500 million under the revolving credit facility. 2015 Reimbursement Agreement — On March 16, 2015, the Company entered into a Reimbursement Agreement (the “Reimbursement Agreement”) with The Bank of Nova Scotia (“Scotiabank”), pursuant to which the Company may from time to time request that Scotiabank issue an unspecified amount of letters of credit. As of September 30, 2015, the Company had $41.3 million in letters of credit outstanding under the Reimbursement Agreement. Under the terms of the Reimbursement Agreement, the Company will reimburse Scotiabank on demand for any amounts that Scotiabank has disbursed under any letters of credit. Fees, charges and other reasonable expenses for the issuance of letters of credit are payable by the Company at the time of issuance at such rates and amounts as are in accordance with Scotiabank’s prevailing practice. The Company is obligated to pay to Scotiabank interest on all amounts not paid by the Company on the date of demand or when otherwise due at the LIBOR rate plus 2.25% per annum, calculated daily and payable monthly, in arrears, on the basis of a calendar year for the actual number of days elapsed, with interest on overdue interest at the same rate as on the reimbursement amounts. The Company has also agreed that if obligations under the Credit Agreement are secured by liens on any of its or any of its subsidiaries’ property, then the Company’s reimbursement obligations and (to the extent similar obligations would be secured under the Credit Agreement) other obligations under the Reimbursement Agreement and any letters of credit will be equally and ratably secured by all property subject to such liens securing the Credit Agreement. Pursuant to a Continuing Guaranty dated as of March 16, 2015 (the “Continuing Guaranty”), the Company’s payment obligations under the Reimbursement Agreement are jointly and severally guaranteed as to payment and not as to collection by subsidiaries of the Company that from time to time guarantee payment under the Credit Agreement. 2015 Term Loan Agreement — On March 18, 2015, the Company entered into a Term Loan Agreement (the “2015 Term Loan Agreement”) with Wells Fargo Bank, N.A., as administrative agent and lender, each of the other lenders party thereto, Wells Fargo Securities, LLC, as Lead Arranger and Sole Book Runner, and Bank of America, N.A. and The Bank Of Tokyo-Mitsubishi UFJ, LTD., as Co-Syndication Agents. The 2015 Term Loan Agreement is a senior unsecured single-advance term loan facility pursuant to which the Company made a term loan borrowing of $200 million on March 18, 2015 (the “Term Loan Borrowing”). The Term Loan Borrowing is payable in quarterly principal installments, together with accrued interest, on each June 30, September 30, December 31 and March 31, commencing on June 30, 2015. Each of the first four principal installments is in an amount equal to 2.5% of the Term Loan Borrowing and each successive quarterly installment, until and including June 30, 2017, is in an amount equal to 5.0% of the Term Loan Borrowing, with the outstanding principal balance of the Term Loan Borrowing due on the maturity date under the 2015 Term Loan Agreement. The maturity date under the 2015 Term Loan Agreement is September 27, 2017. Loans under the 2015 Term Loan Agreement bear interest, at the Company’s election, at the per annum rate of LIBOR rate plus 3.25% or base rate plus 2.25%. Each domestic subsidiary of the Company will unconditionally guarantee all existing and future indebtedness and liabilities of the other guarantors and the Company arising under the 2015 Term Loan Agreement and other Loan Documents (as defined in the 2015 Term Loan Agreement), other than (a) Ambar Lone Star Fluid Services LLC, (b) domestic subsidiaries that directly or indirectly have no material assets other than equity interests in, or capitalization indebtedness owed by, foreign subsidiaries, and (c) any subsidiary having total assets of less than $1 million. The 2015 Term Loan Agreement requires quarterly compliance with two financial covenants. The Company must not permit its debt to capitalization ratio to exceed 45%. The 2015 Term Loan Agreement generally defines the debt to capitalization ratio as the ratio of (a) total borrowed money indebtedness to (b) the sum of such indebtedness plus consolidated net worth, with consolidated net worth determined as of the most recently ended fiscal quarter. The Company also must not permit the interest coverage ratio as of the last day of a fiscal quarter to be less than 3.00 to 1.00. The 2015 Term Loan Agreement generally defines the interest coverage ratio as the ratio of EBITDA of the four prior fiscal quarters to interest charges for the same period. The Company was in compliance with these covenants at September 30, 2015. The 2015 Term Loan Agreement further provides that neither the Company nor its subsidiaries is permitted to make restricted payments unless, after giving effect to such restricted payment, its pro forma ratio of debt to EBITDA for the four prior fiscal quarters, determined as of the preceding ending quarterly period, does not exceed 2.50 to 1.00. Restricted payments are generally defined as (a) dividends and distributions made on account of equity interests of the Company or its subsidiaries and (b) payments made to redeem, repurchase or otherwise retire equity interests of the Company or its subsidiaries. Payments made solely in the form of common equity interests, made to the Company and its subsidiaries, or made in connection with the Company’s long term incentive plans are not restricted payments under the 2015 Term Loan Agreement. The 2015 Term Loan Agreement also contains customary representations, warranties, affirmative and negative covenants, and events of default. Events of default under the 2015 Term Loan Agreement include failure to pay principal or interest when due, failure to comply with the financial and operational covenants, as well as a cross default event, Loan Document enforceability event, change of control event and bankruptcy and other insolvency events. If an event of default occurs and is continuing, then a majority of the lenders have the right, among others, to accelerate and require the Company to repay all the outstanding amounts owed under any Loan Document (provided that in limited circumstances with respect to insolvency and bankruptcy of the Company, such acceleration is automatic). As of September 30, 2015, the Company had $190 million principal amount outstanding under the 2015 Term Loan Agreement at a rate of 3.625%. Senior Notes — On October 5, 2010, the Company completed the issuance and sale of $300 million in aggregate principal amount of its 4.97% Series A Senior Notes due October 5, 2020 (the “Series A Notes”) in a private placement. The Series A Notes bear interest at a rate of 4.97% per annum. The Company will pay interest on the Series A Notes on April 5 and October 5 of each year. The Series A Notes will mature on October 5, 2020. On June 14, 2012, the Company completed the issuance and sale of $300 million in aggregate principal amount of its 4.27% Series B Senior Notes due June 14, 2022 (the “Series B Notes”) in a private placement. The Series B Notes bear interest at a rate of 4.27% per annum. The Company will pay interest on the Series B Notes on April 5 and October 5 of each year. The Series B Notes will mature on June 14, 2022. The Series A Notes and Series B Notes are senior unsecured obligations of the Company which rank equally in right of payment with all other unsubordinated indebtedness of the Company. The Series A Notes and Series B Notes are guaranteed on a senior unsecured basis by each of the domestic subsidiaries of the Company other than subsidiaries that are not required to be guarantors under the Credit Agreement. The Series A Notes and Series B Notes are prepayable at the Company’s option, in whole or in part, provided that in the case of a partial prepayment, prepayment must be in an amount not less than 5% of the aggregate principal amount of the notes then outstanding, at any time and from time to time at 100% of the principal amount prepaid, plus accrued and unpaid interest to the prepayment date, plus a “make-whole” premium as specified in the note purchase agreements. The Company must offer to prepay the notes upon the occurrence of any change of control. In addition, the Company must offer to prepay the notes upon the occurrence of certain asset dispositions if the proceeds therefrom are not timely reinvested in productive assets. If any offer to prepay is accepted, the purchase price of each prepaid note is 100% of the principal amount thereof, plus accrued and unpaid interest thereon to the prepayment date. The respective note purchase agreements require compliance with two financial covenants. The Company must not permit its debt to capitalization ratio to exceed 50% at any time. The note purchase agreements generally define the debt to capitalization ratio as the ratio of (a) total borrowed money indebtedness to (b) the sum of such indebtedness plus consolidated net worth, with consolidated net worth determined as of the last day of the most recently ended fiscal quarter. The Company also must not permit the interest coverage ratio as of the last day of a fiscal quarter to be less than 2.50 to 1.00. The note purchase agreements generally define the interest coverage ratio as the ratio of EBITDA for the four prior fiscal quarters to interest charges for that same period. The Company was in compliance with these covenants at September 30, 2015. Events of default under the note purchase agreements include failure to pay principal or interest when due, failure to comply with the financial and operational covenants, a cross default event, a judgment in excess of a threshold event, the guaranty agreement ceasing to be enforceable, the occurrence of certain ERISA events, a change of control event and bankruptcy and other insolvency events. If an event of default under the note purchase agreements occurs and is continuing, then holders of a majority in principal amount of the respective notes have the right to declare all the notes then-outstanding to be immediately due and payable. In addition, if the Company defaults in payments on any note, then until such defaults are cured, the holder thereof may declare all the notes held by it pursuant to the note purchase agreement to be immediately due and payable. The Company incurred approximately $2.0 million in debt issuance costs during 2015 in connection with the Reimbursement Agreement and the 2015 Term Loan Agreement. Debt issuance costs are deferred and recognized as interest expense over the term of the underlying debt. Interest expense related to the amortization of debt issuance costs was approximately $746,000 for the three months ended September 30, 2015 and $547,000 for the three months ended September 30, 2014. Interest expense related to the amortization of debt issuance costs was approximately $2.0 million for the nine months ended September 30, 2015 and $1.6 million for the nine months ended September 30, 2014. Presented below is a schedule of the principal repayment requirements of long-term debt by fiscal year as of September 30, 2015 (in thousands): Year ending December 31, 2015 10,000 2016 63,750 2017 191,250 2018 — 2019 — Thereafter 600,000 Total $ 865,000 |
Commitments, Contingencies and
Commitments, Contingencies and Other Matters | 9 Months Ended |
Sep. 30, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments, Contingencies and Other Matters | 9. Commitments, Contingencies and Other Matters As of September 30, 2015, the Company maintained letters of credit in the aggregate amount of $41.3 million for the benefit of various insurance companies as collateral for retrospective premiums and retained losses which could become payable under the terms of the underlying insurance contracts. These letters of credit expire annually at various times during the year and are typically renewed. As of September 30, 2015, no amounts had been drawn under the letters of credit. As of September 30, 2015, the Company had commitments to purchase approximately $114 million of major equipment for its drilling and pressure pumping businesses. The Company’s pressure pumping business has entered into agreements to purchase minimum quantities of proppants and chemicals from certain vendors. These agreements expire in 2016, 2017 and 2018. As of September 30, 2015, the remaining obligation under these agreements was approximately $55.4 million, of which materials with a total purchase price of approximately $1.8 million were required to be purchased during the remainder of 2015. In the event that the required minimum quantities are not purchased during any contract year, the Company could be required to make a liquidated damages payment to the respective vendor for any shortfall. In November 2011, the Company’s pressure pumping business entered into an agreement with a proppant vendor to advance up to $12.0 million to such vendor to finance the construction of certain processing facilities. This advance is secured by the underlying processing facilities and bears interest at an annual rate of 5.0%. Repayment of the advance is to be made through discounts applied to purchases from the vendor and repayment of all amounts advanced must be made no later than October 1, 2017. As of September 30, 2015, advances of approximately $11.8 million had been made under this agreement and principal repayments of approximately $10.5 million had been received, resulting in a balance outstanding of approximately $1.3 million. A $12.3 million charge related to the previously disclosed settlement of a lawsuit filed by the U.S. Equal Employment Opportunity Commission against the Company’s U.S. contract drilling subsidiary was recorded in the first quarter of 2015. Other than the matter described above, the Company is party to various legal proceedings arising in the normal course of its business; the Company does not believe that the outcome of these proceedings, either individually or in the aggregate, will have a material adverse effect on its financial condition, results of operations or cash flows. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | 10. Stockholders’ Equity Cash Dividends — The Company paid cash dividends during the nine months ended September 30, 2014 and 2015 as follows: 2014: Per Share Total (in thousands) Paid on March 27, 2014 $ 0.10 $ 14,456 Paid on June 26, 2014 0.10 14,562 Paid on September 24, 2014 0.10 14,634 Total cash dividends $ 0.30 $ 43,652 2015: Per Share Total (in thousands) Paid on March 25, 2015 $ 0.10 $ 14,640 Paid on June 24, 2015 0.10 14,712 Paid on September 24, 2015 0.10 14,712 Total cash dividends $ 0.30 $ 44,064 On October 21, 2015, the Company’s Board of Directors approved a cash dividend on its common stock in the amount of $0.10 per share to be paid on December 24, 2015 to holders of record as of December 10, 2015. The amount and timing of all future dividend payments, if any, are subject to the discretion of the Board of Directors and will depend upon business conditions, results of operations, financial condition, terms of the Company’s credit facilities and other debt agreements and other factors. On September 6, 2013, the Company’s Board of Directors approved a stock buyback program that authorizes purchase of up to $200 million of the Company’s common stock in open market or privately negotiated transactions. As of September 30, 2015, the Company had remaining authorization to purchase approximately $187 million of the Company’s outstanding common stock under the stock buyback program. Shares purchased under a buyback program are accounted for as treasury stock. Treasury stock acquisitions during the nine months ended September 30, 2015 were as follows (dollars in thousands): September 30, 2015 Shares Cost Treasury shares at beginning of period 42,818,585 $ 899,035 Acquisitions pursuant to long-term incentive plans 380,037 7,830 Purchases pursuant to the 2013 buyback program 8,618 180 Treasury shares at end of period 43,207,240 $ 907,045 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The Company’s effective income tax rate was 33.8% for the nine months ended September 30, 2015, compared to 32.4% for the nine months ended September 30, 2014. The Domestic Production Activities Deduction was enacted as part of the American Jobs Creation Act of 2004 (as revised by the Emergency Economic Stabilization Act of 2008), and allows a deduction of 9% on the lesser of qualified production activities income or taxable income. For financial statement purposes, the Company expects a loss before income taxes for the year ending December 31, 2015; however, the Company currently expects to have taxable income for the year ending December 31, 2015, and the Domestic Production Activities Deduction is expected to provide a permanent tax benefit for 2015. The permanent tax benefit for 2015 is expected to be lower in 2015 due to lower expected taxable income in 2015 than in 2014. The interplay between the expected loss before income taxes for financial statement purposes and the permanent tax benefit expected to be provided by the Domestic Production Activities Deduction resulted in a higher effective income tax rate for the nine months ended September 30, 2015. |
Fair Values of Financial Instru
Fair Values of Financial Instruments | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Values of Financial Instruments | 12. Fair Values of Financial Instruments The carrying values of cash and cash equivalents, trade receivables and accounts payable approximate fair value due to the short-term maturity of these items. These fair value estimates are considered Level 1 fair value estimates in the fair value hierarchy of fair value accounting. The estimated fair value of the Company’s outstanding debt balances (including current portion) as of September 30, 2015 and December 31, 2014 is set forth below (in thousands): September 30, 2015 December 31, 2014 Carrying Fair Carrying Fair Value Value Value Value Borrowings under Credit Agreement: Revolving credit facility $ — $ — $ 303,000 $ 303,000 Term loan facility 75,000 75,000 82,500 82,500 2015 Term Loan 190,000 190,000 — — 4.97% Series A Senior Notes 300,000 301,447 300,000 288,346 4.27% Series B Senior Notes 300,000 284,697 300,000 269,173 Total debt $ 865,000 $ 851,144 $ 985,500 $ 943,019 The carrying values of the balances outstanding under the Credit Agreement and the 2015 Term Loan Agreement approximate their fair values as these instruments have a floating interest rate. The fair value of the Series A Notes and the Series B Notes at September 30, 2015 and December 31, 2014 are based on discounted cash flows associated with the respective notes using current market rates of interest at those respective dates. For the Series A Notes, the current market rates used in measuring this fair value were 4.86% at September 30, 2015 and 5.77% at December 31, 2014. For the Series B Notes, the current market rates used in measuring this fair value were 5.18% at September 30, 2015 and 6.00% at December 31, 2014. These fair value estimates are based on observable market inputs and are considered Level 2 fair value estimates in the fair value hierarchy of fair value accounting. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Changes And Error Corrections [Abstract] | |
Recently Issued Accounting Standards | 13. Recently Issued Accounting Standards In May 2014, the FASB issued an accounting standards update to provide guidance on the recognition of revenue from customers. Under this guidance, an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. This guidance also requires more detailed disclosures to enable users of the financial statements to understand the nature, amount, timing and uncertainty, if any, of revenue and cash flows arising from contracts with customers. The requirements in this update are effective during interim and annual periods beginning after December 15, 2017. The Company is currently evaluating the impact this guidance will have on its consolidated financial statements. In June 2014, the FASB issued an accounting standards update to provide guidance on the accounting for share-based payments when the terms of an award provide that a performance target could be achieved after the requisite service period. The guidance requires that a performance target that affects vesting and that could be achieved after the requisite service period is treated as a performance condition. The requirements in this update are effective during interim and annual periods beginning after December 15, 2015. The adoption of this update is not expected to have a material impact on the Company’s consolidated financial statements. In April 2015, the FASB issued an accounting standards update to provide guidance for the presentation of debt issuance costs. Under this guidance, debt issuance costs shall be presented in the balance sheet as a direct deduction from the carrying amount of the related debt and shall not be classified as a deferred charge. Amortization of debt issuance costs shall continue to be reported as interest expense. The requirements in this update are effective during interim and annual periods beginning after December 15, 2015. The adoption of this update is not expected to have a material impact on the Company’s consolidated financial statements. |
Basis of Consolidation and Pr23
Basis of Consolidation and Presentation (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Calculation of Basic and Diluted Net Income (Loss) per Share | The following table presents information necessary to calculate net income (loss) per share for the three and nine month periods ended September 30, 2015 and 2014 as well as potentially dilutive securities excluded from the weighted average number of diluted common shares outstanding because their inclusion would have been anti-dilutive (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 BASIC EPS: Net income (loss) $ (225,978 ) $ 15,976 $ (235,828 ) $ 105,081 Adjust for (income) loss attributed to holders of non-vested restricted stock 2,359 (160 ) 2,436 (1,074 ) Income (loss) attributed to common stockholders $ (223,619 ) $ 15,816 $ (233,392 ) $ 104,007 Weighted average number of common shares outstanding, excluding non-vested shares of restricted stock 145,662 144,798 145,317 143,778 Basic net income (loss) per common share $ (1.54 ) $ 0.11 $ (1.61 ) $ 0.72 DILUTED EPS: Income (loss) attributed to common stockholders $ (223,619 ) $ 15,816 $ (233,392 ) $ 104,007 Weighted average number of common shares outstanding, excluding non-vested shares of restricted stock 145,662 144,798 145,317 143,778 Add dilutive effect of potential common shares — 2,193 — 2,323 Weighted average number of diluted common shares outstanding 145,662 146,991 145,317 146,101 Diluted net income (loss) per common share $ (1.54 ) $ 0.11 $ (1.61 ) $ 0.71 Potentially dilutive securities excluded as anti-dilutive 7,840 442 7,840 473 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Weighted-Average Assumptions Used to Estimate Grant Date Fair Values for Stock Options Granted | Weighted-average assumptions used to estimate the grant date fair values for stock options granted for the three and nine month periods ended September 30, 2015 and 2014 follow: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Volatility NA 35.64% 37.95 % 35.89 % Expected term (in years) NA 5.00 5.00 5.00 Dividend yield NA 1.18% 2.00 % 1.17 % Risk-free interest rate NA 1.62% 1.37 % 1.76 % |
Stock Option Activity | Stock option activity from January 1, 2015 to September 30, 2015 follows: Weighted Average Underlying Exercise Shares Price Outstanding at January 1, 2015 6,086,250 $ 22.32 Granted 831,000 $ 20.06 Exercised — — Cancelled (10,000 ) $ 16.59 Expired (600,000 ) $ 26.06 Outstanding at September 30, 2015 6,307,250 $ 21.68 Exercisable at September 30, 2015 5,134,697 $ 21.39 |
Restricted Stock Activity | Restricted stock activity from January 1, 2015 to September 30, 2015 follows: Weighted Average Grant Date Shares Fair Value Non-vested restricted stock outstanding at January 1, 2015 1,493,059 $ 26.93 Granted 792,100 $ 20.60 Vested (728,400 ) $ 24.74 Forfeited (65,853 ) $ 26.22 Non-vested restricted stock outstanding September 30, 2015 1,490,906 $ 24.67 |
Restricted Stock Unit Activity | Restricted stock unit activity from January 1, 2015 to September 30, 2015 follows: Weighted Average Grant Date Shares Fair Value Non-vested restricted stock units outstanding at January 1, 2015 34,085 $ 30.20 Granted 22,100 $ 20.85 Vested (14,499 ) $ 27.37 Forfeited — — Non-vested restricted stock units outstanding September 30, 2015 41,686 $ 26.22 |
Stock-Settled Performance Units | The total target number of shares with respect to the Stock-Settled Performance Units is set forth below: 2015 2014 2013 2012 2011 Performance Performance Performance Performance Performance Unit Awards Unit Awards Unit Awards Unit Awards Unit Awards Target number of shares 190,600 154,000 236,500 192,000 144,375 |
Fair Value of Stock-Settled Performance Units | The fair value of the Stock-Settled Performance Units is set forth below (in thousands): 2015 2014 2013 2012 2011 Performance Performance Performance Performance Performance Unit Awards Unit Awards Unit Awards Unit Awards Unit Awards Fair value at date of grant $ 4,052 $ 5,388 $ 5,564 $ 3,065 $ 5,569 |
Compensation Expense Associated with Stock-Settled Performance Units | These fair value amounts are charged to expense on a straight-line basis over the performance period. Compensation expense associated with the Stock-Settled Performance Units is shown below (in thousands): 2015 2014 2013 2012 2011 Performance Performance Performance Performance Performance Unit Awards Unit Awards Unit Awards Unit Awards Unit Awards Three months ended September 30, 2014 NA $ 449 $ 464 $ 255 NA Three months ended September 30, 2015 $ 338 $ 449 $ 464 NA NA Nine months ended September 30, 2014 NA $ 898 $ 1,391 $ 766 $ 464 Nine months ended September 30, 2015 $ 675 $ 1,347 $ 1,391 $ 255 NA |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | Property and equipment consisted of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, December 31, 2015 2014 Equipment $ 6,960,256 $ 6,679,894 Oil and natural gas properties 200,822 196,234 Buildings 90,710 83,465 Land 22,528 12,038 7,274,316 6,971,631 Less accumulated depreciation, depletion and impairment (3,251,117 ) (2,840,560 ) Property and equipment, net $ 4,023,199 $ 4,131,071 |
Business Segments (Tables)
Business Segments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Business Segments - Financial Information | Separate financial data for each of our business segments is provided in the table below (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Revenues: Contract drilling $ 262,196 $ 483,307 $ 953,025 $ 1,350,296 Pressure pumping 154,407 349,996 580,752 896,834 Oil and natural gas 6,027 14,724 20,343 38,844 Total segment revenues 422,630 848,027 1,554,120 2,285,974 Elimination of intercompany revenues (a) (379 ) (2,399 ) (1,409 ) (4,902 ) Total revenues $ 422,251 $ 845,628 $ 1,552,711 $ 2,281,072 Income (loss) before income taxes: Contract drilling $ (131,256 ) $ 12,147 $ (65,692 ) $ 148,841 Pressure pumping (183,464 ) 25,208 (217,224 ) 51,661 Oil and natural gas (1,824 ) 3,002 (10,017 ) 9,337 (316,544 ) 40,357 (292,933 ) 209,839 Corporate and other (14,333 ) (13,936 ) (44,519 ) (42,251 ) Net gain on asset disposals (b) 1,362 3,870 7,276 8,705 Interest income 323 234 924 618 Interest expense (9,254 ) (6,993 ) (27,044 ) (21,430 ) Other 16 — 16 3 Income (loss) before income taxes $ (338,430 ) $ 23,532 $ (356,280 ) $ 155,484 September 30, December 31, 2015 2014 Identifiable assets: Contract drilling $ 3,599,607 $ 4,000,576 Pressure pumping 870,290 1,186,010 Oil and natural gas 37,449 50,945 Corporate and other (c) 170,820 156,480 Total assets $ 4,678,166 $ 5,394,011 (a) Consists of contract drilling and, in 2014, pressure pumping intercompany revenues for services provided to the oil and natural gas exploration and production segment. (b) Net gains or losses associated with the disposal of assets relate to corporate strategy decisions of the executive management group. Accordingly, the related gains or losses have been separately presented and excluded from the results of specific segments. (c) Corporate and other assets primarily include cash on hand, income tax receivables and certain deferred tax assets. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill by Operating Segment | Goodwill — Goodwill by operating segment as of September 30, 2015 and changes for the nine months then ended are as follows (in thousands): Contract Pressure Drilling Pumping Total Balance, December 31, 2014 $ 86,234 $ 124,561 $ 210,795 Changes to goodwill — (124,561 ) (124,561 ) Balance, September 30, 2015 $ 86,234 $ — $ 86,234 |
Gross Carrying Amount and Accumulated Amortization of Customer Relationships | The following table presents the gross carrying amount and accumulated amortization of the customer relationships as of September 30, 2015 and December 31, 2014 (in thousands): September 30, 2015 December 31, 2014 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Customer relationships $ 25,500 $ (18,214 ) $ 7,286 $ 25,500 $ (15,482 ) $ 10,018 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | Accrued expenses consisted of the following at September 30, 2015 and December 31, 2014 (in thousands): September 30, December 31, 2015 2014 Salaries, wages, payroll taxes and benefits $ 35,447 $ 52,956 Workers' compensation liability 74,468 77,348 Property, sales, use and other taxes 11,873 11,644 Insurance, other than workers' compensation 13,234 9,632 Accrued interest payable 13,701 7,427 Other 31,807 14,459 $ 180,530 $ 173,466 |
Asset Retirement Obligation (Ta
Asset Retirement Obligation (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Changes to Company's Asset Retirement Obligations | The following table describes the changes to the Company’s asset retirement obligations during the nine months ended September 30, 2015 and 2014 (in thousands): Nine Months Ended September 30, 2015 2014 Balance at beginning of year $ 5,301 $ 4,837 Liabilities incurred 322 411 Liabilities settled (118 ) (68 ) Accretion expense 129 126 Revision in estimated costs of plugging oil and natural gas wells — 19 Asset retirement obligation at end of period $ 5,634 $ 5,325 |
Long Term Debt (Tables)
Long Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Principal Repayment Requirements of Long Term Debt | Presented below is a schedule of the principal repayment requirements of long-term debt by fiscal year as of September 30, 2015 (in thousands): Year ending December 31, 2015 10,000 2016 63,750 2017 191,250 2018 — 2019 — Thereafter 600,000 Total $ 865,000 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Cash Dividends | The Company paid cash dividends during the nine months ended September 30, 2014 and 2015 as follows: 2014: Per Share Total (in thousands) Paid on March 27, 2014 $ 0.10 $ 14,456 Paid on June 26, 2014 0.10 14,562 Paid on September 24, 2014 0.10 14,634 Total cash dividends $ 0.30 $ 43,652 2015: Per Share Total (in thousands) Paid on March 25, 2015 $ 0.10 $ 14,640 Paid on June 24, 2015 0.10 14,712 Paid on September 24, 2015 0.10 14,712 Total cash dividends $ 0.30 $ 44,064 |
Treasury Stock Acquisition | Treasury stock acquisitions during the nine months ended September 30, 2015 were as follows (dollars in thousands): September 30, 2015 Shares Cost Treasury shares at beginning of period 42,818,585 $ 899,035 Acquisitions pursuant to long-term incentive plans 380,037 7,830 Purchases pursuant to the 2013 buyback program 8,618 180 Treasury shares at end of period 43,207,240 $ 907,045 |
Fair Values of Financial Inst32
Fair Values of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Estimated Fair Value of Outstanding Debt Balances | The estimated fair value of the Company’s outstanding debt balances (including current portion) as of September 30, 2015 and December 31, 2014 is set forth below (in thousands): September 30, 2015 December 31, 2014 Carrying Fair Carrying Fair Value Value Value Value Borrowings under Credit Agreement: Revolving credit facility $ — $ — $ 303,000 $ 303,000 Term loan facility 75,000 75,000 82,500 82,500 2015 Term Loan 190,000 190,000 — — 4.97% Series A Senior Notes 300,000 301,447 300,000 288,346 4.27% Series B Senior Notes 300,000 284,697 300,000 269,173 Total debt $ 865,000 $ 851,144 $ 985,500 $ 943,019 |
Calculation of Basic and Dilute
Calculation of Basic and Diluted Net Income (Loss) per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
BASIC EPS: | ||||
Net income (loss) | $ (225,978) | $ 15,976 | $ (235,828) | $ 105,081 |
Adjust for (income) loss attributed to holders of non-vested restricted stock | 2,359 | (160) | 2,436 | (1,074) |
Income (loss) attributed to common stockholders | $ (223,619) | $ 15,816 | $ (233,392) | $ 104,007 |
Weighted average number of common shares outstanding, excluding non-vested shares of restricted stock | 145,662 | 144,798 | 145,317 | 143,778 |
Basic net income (loss) per common share | $ (1.54) | $ 0.11 | $ (1.61) | $ 0.72 |
DILUTED EPS: | ||||
Income (loss) attributed to common stockholders | $ (223,619) | $ 15,816 | $ (233,392) | $ 104,007 |
Weighted average number of common shares outstanding, excluding non-vested shares of restricted stock | 145,662 | 144,798 | 145,317 | 143,778 |
Add dilutive effect of potential common shares | 2,193 | 2,323 | ||
Weighted average number of diluted common shares outstanding | 145,662 | 146,991 | 145,317 | 146,101 |
Diluted net income (loss) per common share | $ (1.54) | $ 0.11 | $ (1.61) | $ 0.71 |
Potentially dilutive securities excluded as anti-dilutive | 7,840 | 442 | 7,840 | 473 |
Weighted-Average Assumptions Us
Weighted-Average Assumptions Used to Estimate Grant Date Fair Values for Stock Options Granted (Detail) - Employee Stock Option | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Volatility | 35.64% | 37.95% | 35.89% | |
Expected term (in years) | 5 years | 5 years | 5 years | |
Dividend yield | 1.18% | 2.00% | 1.17% | |
Risk-free interest rate | 1.62% | 1.37% | 1.76% |
Stock Option Activity (Detail)
Stock Option Activity (Detail) | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Underlying Shares | |
Outstanding at beginning of year | shares | 6,086,250 |
Granted | shares | 831,000 |
Exercised | shares | |
Cancelled | shares | (10,000) |
Expired | shares | (600,000) |
Outstanding at end of year | shares | 6,307,250 |
Exercisable at end of year | shares | 5,134,697 |
Weighted Average Exercise Price | |
Outstanding at beginning of year | $ 22.32 |
Granted | $ 20.06 |
Exercised | |
Cancelled | $ 16.59 |
Expired | 26.06 |
Outstanding at end of year | 21.68 |
Exercisable at end of year | $ 21.39 |
Restricted Stock Activity (Deta
Restricted Stock Activity (Detail) - Restricted Stock Awards | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Shares | |
Outstanding at beginning of period | shares | 1,493,059 |
Granted | shares | 792,100 |
Vested | shares | (728,400) |
Forfeited | shares | (65,853) |
Outstanding at end of period | shares | 1,490,906 |
Weighted Average Grant Date Fair Value | |
Outstanding at beginning of period | $ 26.93 |
Granted | 20.60 |
Vested | 24.74 |
Forfeited | 26.22 |
Outstanding at end of period | $ 24.67 |
Restricted Stock Unit Activity
Restricted Stock Unit Activity (Detail) - Restricted Stock Units (RSUs) | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Shares | |
Outstanding at beginning of period | shares | 34,085 |
Granted | shares | 22,100 |
Vested | shares | (14,499) |
Forfeited | shares | |
Outstanding at end of period | shares | 41,686 |
Weighted Average Grant Date Fair Value | |
Outstanding at beginning of period | $ 30.20 |
Granted | 20.85 |
Vested | $ 27.37 |
Forfeited | |
Outstanding at end of period | $ 26.22 |
Stock-based Compensation - Addi
Stock-based Compensation - Additional Information (Detail) - shares | 1 Months Ended | 9 Months Ended |
Apr. 30, 2015 | Sep. 30, 2015 | |
2,012 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Target number of shares | 192,000 | |
Performance Units Awards | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Performance period | 3 years | |
Award description | Generally, the recipients will receive a target number of shares if the Company’s total shareholder return is positive and, when compared to the peer group, is at the 50th percentile and two times the target if at the 75th percentile or higher. | |
Performance Units Awards | 2012 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Shares issued | 384,000 |
Stock-Settled Performance Units
Stock-Settled Performance Units (Detail) | 9 Months Ended |
Sep. 30, 2015shares | |
2,015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Target number of shares | 190,600 |
2,014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Target number of shares | 154,000 |
2,013 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Target number of shares | 236,500 |
2,012 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Target number of shares | 192,000 |
2,011 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Target number of shares | 144,375 |
Fair Value of Stock Settled Per
Fair Value of Stock Settled Performance Units (Detail) - Performance Units Awards $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
2,015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Aggregate fair value at date of grant | $ 4,052 |
2,014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Aggregate fair value at date of grant | 5,388 |
2,013 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Aggregate fair value at date of grant | 5,564 |
2,012 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Aggregate fair value at date of grant | 3,065 |
2,011 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Aggregate fair value at date of grant | $ 5,569 |
Compensation Expense Associated
Compensation Expense Associated with Stock-Settled Performance Units (Detail) - Performance Units Awards - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
2,015 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense associated with Stock-Settled Performance Units | $ 338 | $ 675 | ||
2,014 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense associated with Stock-Settled Performance Units | 449 | $ 449 | 1,347 | $ 898 |
2,013 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense associated with Stock-Settled Performance Units | $ 464 | 464 | 1,391 | 1,391 |
2,012 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense associated with Stock-Settled Performance Units | $ 255 | $ 255 | 766 | |
2,011 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense associated with Stock-Settled Performance Units | $ 464 |
Property and Equipment (Detail)
Property and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 7,274,316 | $ 6,971,631 |
Less accumulated depreciation, depletion and impairment | (3,251,117) | (2,840,560) |
Property and equipment, net | 4,023,199 | 4,131,071 |
Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 6,960,256 | 6,679,894 |
Oil and natural gas properties | ||
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 200,822 | 196,234 |
Buildings | ||
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 90,710 | 83,465 |
Land | ||
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 22,528 | $ 12,038 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) $ in Millions | Aug. 24, 2015$ / bbl | Mar. 17, 2015$ / bbl | Sep. 30, 2015USD ($)Rigs$ / bbl | Jun. 30, 2015$ / bbl | Mar. 31, 2015$ / bbl | Sep. 30, 2015USD ($)Rigs |
Property Plant And Equipment [Line Items] | ||||||
Expected cash flows from contract drilling segment | $ 801 | $ 801 | ||||
Average oil price per barrel | $ / bbl | 38.22 | 43.39 | 46.42 | 57.85 | 48.54 | |
Impairment charges related to oil and natural gas properties | $ 1.9 | $ 9.3 | ||||
Drilling Rigs That Would No Longer Be Marketed As Rigs | ||||||
Property Plant And Equipment [Line Items] | ||||||
Number of drilling rings | Rigs | 33 | 33 | ||||
Impairment charges of fleets | $ 131 | |||||
Mechanically Powered Drilling Rigs That Would No Longer Be Marketed as Rigs | ||||||
Property Plant And Equipment [Line Items] | ||||||
Number of drilling rings | Rigs | 24 | 24 | ||||
Non-APEX® electric Drilling Rigs That Would No Longer Be Marketed as Rigs | ||||||
Property Plant And Equipment [Line Items] | ||||||
Number of drilling rings | Rigs | 9 | 9 | ||||
Mechanically powered drilling rigs that remain marketable but are not operating | ||||||
Property Plant And Equipment [Line Items] | ||||||
Number of drilling rings | Rigs | 15 | 15 | ||||
Pressure Pumping | ||||||
Property Plant And Equipment [Line Items] | ||||||
Impairment charges of fleets | $ 22 |
Business Segments - Additional
Business Segments - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2015Segment | |
Segment Reporting [Abstract] | |
Number of reportable business segments | 3 |
Business Segments - Revenues (D
Business Segments - Revenues (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Segment Reporting Revenue Reconciling Item [Line Items] | |||||
Total operating revenues | $ 422,251 | $ 845,628 | $ 1,552,711 | $ 2,281,072 | |
Operating Segments | |||||
Segment Reporting Revenue Reconciling Item [Line Items] | |||||
Total operating revenues | 422,630 | 848,027 | 1,554,120 | 2,285,974 | |
Operating Segments | Contract Drilling | |||||
Segment Reporting Revenue Reconciling Item [Line Items] | |||||
Total operating revenues | 262,196 | 483,307 | 953,025 | 1,350,296 | |
Operating Segments | Pressure Pumping | |||||
Segment Reporting Revenue Reconciling Item [Line Items] | |||||
Total operating revenues | 154,407 | 349,996 | 580,752 | 896,834 | |
Operating Segments | Oil And Natural Gas | |||||
Segment Reporting Revenue Reconciling Item [Line Items] | |||||
Total operating revenues | 6,027 | 14,724 | 20,343 | 38,844 | |
Intersegment Elimination | |||||
Segment Reporting Revenue Reconciling Item [Line Items] | |||||
Total operating revenues | [1] | $ (379) | $ (2,399) | $ (1,409) | $ (4,902) |
[1] | Consists of contract drilling and, in 2014, pressure pumping intercompany revenues for services provided to the oil and natural gas exploration and production segment. |
Business Segments - Income (Los
Business Segments - Income (Loss) from Continuing Operations Before Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||
Operating income (loss) | $ (329,515) | $ 30,291 | $ (330,176) | $ 176,293 | |
Net gain on asset disposals | [1] | 1,362 | 3,870 | 7,276 | 8,705 |
Interest income | 323 | 234 | 924 | 618 | |
Interest expense, net of amount capitalized | (9,254) | (6,993) | (27,044) | (21,430) | |
Other | 16 | 16 | 3 | ||
Income (loss) before income taxes | (338,430) | 23,532 | (356,280) | 155,484 | |
Operating Segments | |||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||
Operating income (loss) | (316,544) | 40,357 | (292,933) | 209,839 | |
Operating Segments | Contract Drilling | |||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||
Operating income (loss) | (131,256) | 12,147 | (65,692) | 148,841 | |
Operating Segments | Pressure Pumping | |||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||
Operating income (loss) | (183,464) | 25,208 | (217,224) | 51,661 | |
Operating Segments | Oil And Natural Gas | |||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||
Operating income (loss) | (1,824) | 3,002 | (10,017) | 9,337 | |
Corporate and other | |||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||
Operating income (loss) | $ (14,333) | $ (13,936) | $ (44,519) | $ (42,251) | |
[1] | Net gains or losses associated with the disposal of assets relate to corporate strategy decisions of the executive management group. Accordingly, the related gains or losses have been separately presented and excluded from the results of specific segments. |
Business Segments - Assets (Det
Business Segments - Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | |
Segment Reporting Asset Reconciling Item [Line Items] | |||
Assets | $ 4,678,166 | $ 5,394,011 | |
Operating Segments | Contract Drilling | |||
Segment Reporting Asset Reconciling Item [Line Items] | |||
Assets | 3,599,607 | 4,000,576 | |
Operating Segments | Pressure Pumping | |||
Segment Reporting Asset Reconciling Item [Line Items] | |||
Assets | 870,290 | 1,186,010 | |
Operating Segments | Oil And Natural Gas | |||
Segment Reporting Asset Reconciling Item [Line Items] | |||
Assets | 37,449 | 50,945 | |
Corporate and other | |||
Segment Reporting Asset Reconciling Item [Line Items] | |||
Assets | [1] | $ 170,820 | $ 156,480 |
[1] | Corporate and other assets primarily include cash on hand, income tax receivables and certain deferred tax assets. |
Goodwill by Operating Segment (
Goodwill by Operating Segment (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Goodwill [Line Items] | |
Beginning Balance | $ 210,795 |
Changes to goodwill | (124,561) |
Ending Balance | 86,234 |
Contract Drilling | |
Goodwill [Line Items] | |
Beginning Balance | 86,234 |
Changes to goodwill | 0 |
Ending Balance | 86,234 |
Pressure Pumping | |
Goodwill [Line Items] | |
Beginning Balance | 124,561 |
Changes to goodwill | (124,561) |
Ending Balance | $ 0 |
Goodwill and Intangible Asset49
Goodwill and Intangible Assets - Additional Information (Detail) | Aug. 24, 2015$ / bbl | Mar. 17, 2015$ / bbl | Sep. 30, 2015USD ($)$ / bbl | Jun. 30, 2015$ / bbl | Mar. 31, 2015$ / bbl | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($) |
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||||
Average oil price per barrel | $ / bbl | 38.22 | 43.39 | 46.42 | 57.85 | 48.54 | ||||
Goodwill impairment charge | $ 124,561,000 | $ 124,561,000 | |||||||
Customer Relationships | |||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||||
Amortization period (in years) | 7 years | ||||||||
Amortization expense | 911,000 | $ 911,000 | $ 2,700,000 | $ 2,700,000 | |||||
Contract Drilling | |||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||||
Accumulated impairment losses | 0 | $ 0 | $ 0 | ||||||
Goodwill impairment charge | 0 | ||||||||
Pressure Pumping | |||||||||
Goodwill And Intangible Assets Disclosure [Line Items] | |||||||||
Goodwill impairment charge | $ 125,000,000 |
Gross Carrying Amount and Accum
Gross Carrying Amount and Accumulated Amortization of Intangible Assets (Detail) - Customer Relationships - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 25,500 | $ 25,500 |
Accumulated Amortization | (18,214) | (15,482) |
Net Carrying Amount | $ 7,286 | $ 10,018 |
Summary of Accrued Expenses (De
Summary of Accrued Expenses (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Payables And Accruals [Abstract] | ||
Salaries, wages, payroll taxes and benefits | $ 35,447 | $ 52,956 |
Workers' compensation liability | 74,468 | 77,348 |
Property, sales, use and other taxes | 11,873 | 11,644 |
Insurance, other than workers' compensation | 13,234 | 9,632 |
Accrued interest payable | 13,701 | 7,427 |
Other | 31,807 | 14,459 |
Accrued expenses | $ 180,530 | $ 173,466 |
Changes to Company's Asset Reti
Changes to Company's Asset Retirement Obligations (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Asset Retirement Obligation Disclosure [Abstract] | ||
Balance at beginning of year | $ 5,301 | $ 4,837 |
Liabilities incurred | 322 | 411 |
Liabilities settled | (118) | (68) |
Accretion expense | 129 | 126 |
Revision in estimated costs of plugging oil and natural gas wells | 19 | |
Asset retirement obligation at end of period | $ 5,634 | $ 5,325 |
Long Term Debt - Credit Facilit
Long Term Debt - Credit Facilities - Additional Information (Detail) | Mar. 18, 2015USD ($)LegalMatter | Mar. 16, 2015 | Sep. 27, 2012USD ($)LegalMatter | Sep. 30, 2015USD ($) | Jan. 01, 2016 | Oct. 01, 2015 | Dec. 31, 2014USD ($) | Dec. 24, 2012USD ($) |
Debt Instrument [Line Items] | ||||||||
Assets | $ 4,678,166,000 | $ 5,394,011,000 | ||||||
Letters of credit outstanding | $ 41,300,000 | |||||||
Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate amount by which the revolving credit facility can be increased | $ 100,000,000 | |||||||
Credit facility, maximum borrowing capacity | $ 700,000,000 | |||||||
Debt maturity date | Sep. 27, 2017 | |||||||
Commitment fee payable to the lenders for the unused portion of the credit facility | 0.50% | |||||||
Credit agreement, financial covenant description | The Company must not permit its debt to capitalization ratio to exceed 45%. The Credit Agreement generally defines the debt to capitalization ratio as the ratio of (a) total borrowed money indebtedness to (b) the sum of such indebtedness plus consolidated net worth, with consolidated net worth determined as of the last day of the most recently ended fiscal quarter. The Company also must not permit the interest coverage ratio as of the last day of a fiscal quarter to be less than 3.00 to 1.00. The Credit Agreement generally defines the interest coverage ratio as the ratio of earnings before interest, taxes, depreciation and amortization (“EBITDA”) of the four prior fiscal quarters to interest charges for the same period. The Company was in compliance with these covenants at September 30, 2015 | |||||||
Number of compliance covenants | LegalMatter | 2 | |||||||
Credit Agreement | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest coverage ratio that the Company must exceed on the last day of the fiscal quarter | 300.00% | |||||||
Credit Agreement | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt to capitalization ratio, percentage the Company must not exceed at any time | 45.00% | |||||||
Credit Agreement | Maximum | Subsidiaries | ||||||||
Debt Instrument [Line Items] | ||||||||
Assets | $ 1,000,000 | |||||||
Credit Agreement | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 2.25% | |||||||
Credit Agreement | London Interbank Offered Rate (LIBOR) | Scenario, Forecast | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 2.25% | |||||||
Credit Agreement | London Interbank Offered Rate (LIBOR) | Subsequent Event | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 2.25% | |||||||
Credit Agreement | London Interbank Offered Rate (LIBOR) | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 2.25% | |||||||
Credit Agreement | London Interbank Offered Rate (LIBOR) | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 3.25% | |||||||
Credit Agreement | Base Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 1.25% | |||||||
Credit Agreement | Base Rate | Scenario, Forecast | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 1.25% | |||||||
Credit Agreement | Base Rate | Subsequent Event | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 1.25% | |||||||
Credit Agreement | Base Rate | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 1.25% | |||||||
Credit Agreement | Base Rate | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable margin | 2.25% | |||||||
Reimbursement Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Letters of credit outstanding | $ 41,300,000 | |||||||
Reimbursement Agreement | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, basis spread on variable rate | 2.25% | |||||||
2015 Term Loan Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit facility, frequency of payment and payment terms | The Term Loan Borrowing is payable in quarterly principal installments, together with accrued interest, on each June 30, September 30, December 31 and March 31, commencing on June 30, 2015. Each of the first four principal installments is in an amount equal to 2.5% of the Term Loan Borrowing and each successive quarterly installment, until and including June 30, 2017, is in an amount equal to 5.0% of the Term Loan Borrowing, with the outstanding principal balance of the Term Loan Borrowing due on the maturity date under the 2015 Term Loan Agreement. The maturity date under the 2015 Term Loan Agreement is September 27, 2017. Loans under the 2015 Term Loan Agreement bear interest, at the Company’s election, at the per annum rate of LIBOR rate plus 3.25% or base rate plus 2.25%. | |||||||
Line of credit facility, frequency of payments | Quarterly | |||||||
Commencement date of principal payments | Jun. 30, 2015 | |||||||
Debt maturity date | Sep. 27, 2017 | |||||||
Credit agreement, financial covenant description | The Company must not permit its debt to capitalization ratio to exceed 45%. The 2015 Term Loan Agreement generally defines the debt to capitalization ratio as the ratio of (a) total borrowed money indebtedness to (b) the sum of such indebtedness plus consolidated net worth, with consolidated net worth determined as of the most recently ended fiscal quarter. The Company also must not permit the interest coverage ratio as of the last day of a fiscal quarter to be less than 3.00 to 1.00. The 2015 Term Loan Agreement generally defines the interest coverage ratio as the ratio of EBITDA of the four prior fiscal quarters to interest charges for the same period. The Company was in compliance with these covenants at September 30, 2015. | |||||||
Number of compliance covenants | LegalMatter | 2 | |||||||
Line of credit, amount outstanding | $ 200,000,000 | $ 190,000,000 | ||||||
Line of credit facility, interest rate | 3.625% | |||||||
Quarterly interest payment, first payment date | June 30 | |||||||
Quarterly interest payment, second payment date | September 30 | |||||||
Quarterly interest payment, third payment date | December 31 | |||||||
Quarterly interest payment, fourth payment date | March 31 | |||||||
2015 Term Loan Agreement | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest coverage ratio that the Company must exceed on the last day of the fiscal quarter | 300.00% | |||||||
2015 Term Loan Agreement | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt to capitalization ratio, percentage the Company must not exceed at any time | 45.00% | |||||||
Pro forma ratio of debt to EBITDA | 250.00% | |||||||
2015 Term Loan Agreement | Maximum | Subsidiaries | ||||||||
Debt Instrument [Line Items] | ||||||||
Assets | $ 1,000,000 | |||||||
2015 Term Loan Agreement | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, basis spread on variable rate | 3.25% | |||||||
2015 Term Loan Agreement | Base Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, basis spread on variable rate | 2.25% | |||||||
2015 Term Loan Agreement | Debt Instrument, Redemption, Period One [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Installment amounts percentage of the original principal amount | 2.50% | |||||||
2015 Term Loan Agreement | Debt Instrument, Redemption, Period Five [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Installment amounts percentage of the original principal amount | 5.00% | |||||||
Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit, amount outstanding | $ 0 | |||||||
Line of credit, available borrowing capacity | 500,000,000 | |||||||
Revolving Credit Facility | Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Current aggregate borrowing capacity | $ 500,000,000 | |||||||
Revolving Credit Facility | Letter of Credit | Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Current aggregate borrowing capacity | 150,000,000 | |||||||
Revolving Credit Facility | Swing Line Facility | Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Current aggregate borrowing capacity | $ 40,000,000 | |||||||
Term Loan Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit, amount outstanding | $ 75,000,000 | |||||||
Line of credit facility, interest rate | 2.625% | |||||||
Term Loan Facility | Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Current aggregate borrowing capacity | $ 100,000,000 | |||||||
Line of credit facility, frequency of payment and payment terms | The term loan facility is payable in quarterly principal installments, which commenced December 27, 2012. The installment amounts vary from 1.25% of the original principal amount for each of the first four quarterly installments, 2.50% of the original principal amount for each of the subsequent eight quarterly installments, 5.00% of the original principal amount for the subsequent four quarterly installments and 13.75% of the original principal amount for the final four quarterly installments. | |||||||
Line of credit facility, frequency of payments | Quarterly | |||||||
Commencement date of principal payments | Dec. 27, 2012 | |||||||
Term Loan Facility | Credit Agreement | Debt Instrument, Redemption, Period One [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Installment amounts percentage of the original principal amount | 1.25% | |||||||
Term Loan Facility | Credit Agreement | Debt Instrument, Redemption, Period Two [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Installment amounts percentage of the original principal amount | 2.50% | |||||||
Term Loan Facility | Credit Agreement | Debt Instrument, Redemption, Period Three [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Installment amounts percentage of the original principal amount | 5.00% | |||||||
Term Loan Facility | Credit Agreement | Debt Instrument, Redemption, Period Four [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Installment amounts percentage of the original principal amount | 13.75% |
Long Term Debt - Senior Notes -
Long Term Debt - Senior Notes - Additional Information (Detail) | Jun. 14, 2012USD ($)LegalMatter | Oct. 05, 2010USD ($)LegalMatter | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) |
Debt Instrument [Line Items] | ||||||
Interest expense related to amortization of debt issuance costs | $ 746,000 | $ 547,000 | $ 2,000,000 | $ 1,600,000 | ||
4.97% Series A Senior Notes, Due October 5th 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Debt maturity date | Oct. 5, 2020 | |||||
Long-term debt, aggregate principal amount | $ 300,000,000 | |||||
Debt interest rate | 4.97% | |||||
Semi-annual interest payment, first payment date | April 5 | |||||
Semi-annual interest payment, second payment date | October 5 | |||||
Notes issuance date | Oct. 5, 2010 | |||||
Description of the prepayment terms | Notes are prepayable at the Company’s option, in whole or in part, provided that in the case of a partial prepayment, prepayment must be in an amount not less than 5% of the aggregate principal amount of the notes then outstanding, at any time and from time to time at 100% of the principal amount prepaid, plus accrued and unpaid interest to the prepayment date, plus a “make-whole” premium as specified in the note purchase agreements. The Company must offer to prepay the notes upon the occurrence of any change of control. In addition, the Company must offer to prepay the notes upon the occurrence of certain asset dispositions if the proceeds therefrom are not timely reinvested in productive assets. If any offer to prepay is accepted, the purchase price of each prepaid note is 100% of the principal amount thereof, plus accrued and unpaid interest thereon to the prepayment date. | |||||
Description of the acceptance terms | If any offer to prepay is accepted, the purchase price of each prepaid note is 100% of the principal amount thereof, plus accrued and unpaid interest thereon to the prepayment date. | |||||
Acceptance terms, percent of principal before accrued and unpaid interest | 100.00% | |||||
Note purchase agreement, financial covenant description | The Company must not permit its debt to capitalization ratio to exceed 50% at any time. The note purchase agreements generally define the debt to capitalization ratio as the ratio of (a) total borrowed money indebtedness to (b) the sum of such indebtedness plus consolidated net worth, with consolidated net worth determined as of the last day of the most recently ended fiscal quarter. The Company also must not permit the interest coverage ratio as of the last day of a fiscal quarter to be less than 2.50 to 1.00. The note purchase agreements generally define the interest coverage ratio as the ratio of EBITDA for the four prior fiscal quarters to interest charges for that same period. The Company was in compliance with these covenants at September 30, 2015. | |||||
Number of compliance covenants | LegalMatter | 2 | |||||
4.97% Series A Senior Notes, Due October 5th 2020 | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, prepayment percentage of aggregate principal amount | 5.00% | |||||
Prepayment terms, percent of principal before accrued and unpaid interest and "make-whole" premium | 100.00% | |||||
Interest coverage ratio that the Company must exceed on the last day of the fiscal quarter | 250.00% | |||||
4.97% Series A Senior Notes, Due October 5th 2020 | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Debt to capitalization ratio, percentage the Company must not exceed at any time | 50.00% | |||||
4.27% Series B Senior Notes, Due June 14th 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Debt maturity date | Jun. 14, 2022 | |||||
Long-term debt, aggregate principal amount | $ 300,000,000 | |||||
Debt interest rate | 4.27% | |||||
Semi-annual interest payment, first payment date | April 5 | |||||
Semi-annual interest payment, second payment date | October 5 | |||||
Notes issuance date | Jun. 14, 2012 | |||||
Description of the prepayment terms | Notes are prepayable at the Company’s option, in whole or in part, provided that in the case of a partial prepayment, prepayment must be in an amount not less than 5% of the aggregate principal amount of the notes then outstanding, at any time and from time to time at 100% of the principal amount prepaid, plus accrued and unpaid interest to the prepayment date, plus a “make-whole” premium as specified in the note purchase agreements. The Company must offer to prepay the notes upon the occurrence of any change of control. In addition, the Company must offer to prepay the notes upon the occurrence of certain asset dispositions if the proceeds therefrom are not timely reinvested in productive assets. If any offer to prepay is accepted, the purchase price of each prepaid note is 100% of the principal amount thereof, plus accrued and unpaid interest thereon to the prepayment date. | |||||
Description of the acceptance terms | If any offer to prepay is accepted, the purchase price of each prepaid note is 100% of the principal amount thereof, plus accrued and unpaid interest thereon to the prepayment date. | |||||
Acceptance terms, percent of principal before accrued and unpaid interest | 100.00% | |||||
Note purchase agreement, financial covenant description | The Company must not permit its debt to capitalization ratio to exceed 50% at any time. The note purchase agreements generally define the debt to capitalization ratio as the ratio of (a) total borrowed money indebtedness to (b) the sum of such indebtedness plus consolidated net worth, with consolidated net worth determined as of the last day of the most recently ended fiscal quarter. The Company also must not permit the interest coverage ratio as of the last day of a fiscal quarter to be less than 2.50 to 1.00. The note purchase agreements generally define the interest coverage ratio as the ratio of EBITDA for the four prior fiscal quarters to interest charges for that same period. The Company was in compliance with these covenants at September 30, 2015. | |||||
Number of compliance covenants | LegalMatter | 2 | |||||
4.27% Series B Senior Notes, Due June 14th 2022 | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, prepayment percentage of aggregate principal amount | 5.00% | |||||
Prepayment terms, percent of principal before accrued and unpaid interest and "make-whole" premium | 100.00% | |||||
Interest coverage ratio that the Company must exceed on the last day of the fiscal quarter | 250.00% | |||||
4.27% Series B Senior Notes, Due June 14th 2022 | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Debt to capitalization ratio, percentage the Company must not exceed at any time | 50.00% | |||||
Reimbursement Agreement and 2015 Term Loan Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance costs | $ 2,000,000 |
Schedule of Principal Repayment
Schedule of Principal Repayment Requirements of Long Term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Debt Disclosure [Abstract] | ||
2,015 | $ 10,000 | |
2,016 | 63,750 | |
2,017 | $ 191,250 | |
2,018 | ||
2,019 | ||
Thereafter | $ 600,000 | |
Total | $ 865,000 | $ 985,500 |
Commitments Contingencies and O
Commitments Contingencies and Other Matters - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended |
Mar. 31, 2015 | Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Line Items] | ||
Letters of credit, collateral for retrospective premiums and retained losses | $ 41,300,000 | |
Amount drawn under letters of credit | 0 | |
Commitments to purchase major equipment | 114,000,000 | |
Current obligation | 55,400,000 | |
Obligation for remainder of the year | 1,800,000 | |
Settlement of fund for eligible participants | $ 12,300,000 | |
Advances to Vendor | ||
Commitments and Contingencies Disclosure [Line Items] | ||
Advance to non-affiliates | $ 12,000,000 | |
Notes receivable interest rate | 5.00% | |
Notes receivable | $ 11,800,000 | |
Repayment of notes receivable | 10,500,000 | |
Notes receivable outstanding | $ 1,300,000 |
Cash Dividends (Detail)
Cash Dividends (Detail) - USD ($) $ / shares in Units, $ in Thousands | Sep. 24, 2015 | Jun. 24, 2015 | Mar. 25, 2015 | Sep. 24, 2014 | Jun. 26, 2014 | Mar. 27, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 |
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid, per share | $ 0.10 | $ 0.10 | $ 0.30 | $ 0.30 | ||||||
Cash dividends paid | $ 44,064 | |||||||||
Retained Earnings | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid | $ 44,064 | $ 43,652 | ||||||||
Installment 1, FY 2014 | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid, date | Mar. 27, 2014 | |||||||||
Cash dividends paid, per share | $ 0.10 | |||||||||
Installment 1, FY 2014 | Retained Earnings | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid | $ 14,456 | |||||||||
Installment 2, FY 2014 | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid, date | Jun. 26, 2014 | |||||||||
Cash dividends paid, per share | $ 0.10 | |||||||||
Installment 2, FY 2014 | Retained Earnings | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid | $ 14,562 | |||||||||
Installment 3, FY 2014 | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid, date | Sep. 24, 2014 | |||||||||
Cash dividends paid, per share | $ 0.10 | |||||||||
Installment 3, FY 2014 | Retained Earnings | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid | $ 14,634 | |||||||||
Installment 1, FY 2015 | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid, date | Mar. 25, 2015 | |||||||||
Cash dividends paid, per share | $ 0.10 | |||||||||
Installment 1, FY 2015 | Retained Earnings | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid | $ 14,640 | |||||||||
Installment 2, FY 2015 | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid, date | Jun. 24, 2015 | |||||||||
Cash dividends paid, per share | $ 0.10 | |||||||||
Installment 2, FY 2015 | Retained Earnings | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid | $ 14,712 | |||||||||
Installment 3, FY 2015 | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid, date | Sep. 24, 2015 | |||||||||
Cash dividends paid, per share | $ 0.10 | |||||||||
Installment 3, FY 2015 | Retained Earnings | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Cash dividends paid | $ 14,712 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Oct. 21, 2015 | Sep. 30, 2015 | Sep. 06, 2013 |
Stockholders Equity Note [Line Items] | |||
Remaining Amount approved for repurchases under stock buyback program | $ 187,000,000 | ||
2013 Program | Maximum | |||
Stockholders Equity Note [Line Items] | |||
Amount approved for repurchases under stock buyback program | $ 200,000,000 | ||
Subsequent Event | Dividend Declared | |||
Stockholders Equity Note [Line Items] | |||
Dividend declaration date | Oct. 21, 2015 | ||
Dividend per share, declared | $ 0.10 | ||
Dividend payment date | Dec. 24, 2015 | ||
Dividend record date | Dec. 10, 2015 |
Treasury Stock Acquisition (Det
Treasury Stock Acquisition (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($)shares | |
Schedule of Treasury Stock [Line Items] | |
Treasury stock acquired, Shares, Beginning balance | shares | 42,818,585 |
Treasury stock acquired, Shares, Ending balance | shares | 43,207,240 |
Treasury stock acquired, Values, Beginning balance | $ 899,035 |
Treasury stock acquired, Values | 8,010 |
Treasury stock acquired, Values, Ending balance | $ 907,045 |
2013 Program | |
Schedule of Treasury Stock [Line Items] | |
Treasury stock acquired, Shares | shares | 8,618 |
Treasury stock acquired, Values | $ 180 |
Long Term Incentive Plan | |
Schedule of Treasury Stock [Line Items] | |
Treasury stock acquired, Shares | shares | 380,037 |
Treasury stock acquired, Values | $ 7,830 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 33.80% | 32.40% |
Domestic Production Activities Deduction | 9.00% |
Estimated Fair Value of Outstan
Estimated Fair Value of Outstanding Debt Balances (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying value of Debt | $ 865,000 | $ 985,500 |
Fair value of Debt | $ 851,144 | 943,019 |
Revolving Credit Facility | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying value of Debt | 303,000 | |
Fair value of Debt | 303,000 | |
Term Loan Facility | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying value of Debt | $ 75,000 | 82,500 |
Fair value of Debt | 75,000 | $ 82,500 |
2015 Term Loan | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying value of Debt | 190,000 | |
Fair value of Debt | 190,000 | |
4.97% Series A Senior Notes, Due October 5th 2020 | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying value of Debt | 300,000 | $ 300,000 |
Fair value of Debt | 301,447 | 288,346 |
4.27% Series B Senior Notes, Due June 14th 2022 | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying value of Debt | 300,000 | 300,000 |
Fair value of Debt | $ 284,697 | $ 269,173 |
Fair Values of Financial Inst62
Fair Values of Financial Instruments - Additional Information (Detail) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
4.97% Series A Senior Notes, Due October 5th 2020 | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Current market rates used in measuring fair value | 4.86% | 5.77% |
4.27% Series B Senior Notes, Due June 14th 2022 | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Current market rates used in measuring fair value | 5.18% | 6.00% |