| CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (UNAUDITED) |
| |
| (Stated in thousands of Canadian dol ars) | | June 30, 2020 December 31, 2019 |
| ASSETS | | | | |
| Current assets: | | | | | |
| Cash | | $ | | | 175,125 $ | 74,701 |
| Accounts receivable | | | | | 192,645 | 310,204 |
| Inventory | | | | | 31,502 | 31,718 |
| Income tax recoverable | | | | | 1,194 | 1,142 |
| Total current assets | | | | | 400,466 | 417,765 |
| Non-current assets: | | | | | |
| Deferred tax assets | | | | | 6,011 | 4,724 |
| Right of use assets | | | | | 63,412 | 66,142 |
| Property, plant and equipment | | | 2,704,377 | | | 2,749,463 |
| Intangibles | | | | | 29,967 | 31,746 |
| Total non-current assets | | | 2,803,767 | | | 2,852,075 |
| Total assets | | $ | 3,204,233 $ | | | 3,269,840 |
| | | | | | |
| LIABILITIES AND EQUITY | | | | |
| Current liabilities: | | | | | |
| Accounts payable and accrued liabilities | | $ | | | 148,139 $ | 199,478 |
| Income taxes payable | | | | | 4,285 | 4,142 |
| Current portion of lease obligation | | | | | 10,175 | 12,449 |
| Total current liabilities | | | | | 162,599 | 216,069 |
| | | | | | |
| Non-current liabilities: | | | | | |
| Share-based compensation (Note 9) | | | | | 4,785 | 8,830 |
| Provisions and other | | | | | 9,655 | 9,959 |
| Lease obligation | | | | | 55,727 | 54,980 |
| Long-term debt (Note 7) | | | 1,450,900 | | | 1,427,181 |
| Deferred tax liabilities | | | | | 26,152 | 25,389 |
| Total non-current liabilities | | | 1,547,219 | | | 1,526,339 |
| Shareholders’ equity: | | | | | |
| Shareholders’ capital (Note 10) | | | 2,291,796 | | | 2,296,378 |
| Contributed surplus | | | | | 70,503 | 66,255 |
| Deficit | | | (1,023,600 ) | | | (969,456 ) |
| Accumulated other comprehensive income (Note 12) | | | | | 155,716 | 134,255 |
| Total shareholders’ equity | | | 1,494,415 | | | 1,527,432 |
| Total liabilities and shareholders’ equity | | $ | 3,204,233 $ | | | 3,269,840 |
|
| |
| See accompanying notes to condensed interim consolidated financial statements. |
1 |
| CONDENSED INTERIM CONSOLIDATED STATEMENTS OF NET EARNINGS (LOSS) (UNAUDITED) |
| |
| | |
| | Three Months Ended June 30, | | Six Months Ended June 30, | |
| (Stated in thousands of Canadian dol ars, except per share amounts) | | | | 2020 | 2019 | | | 2020 | 2019 |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| Revenue (Note 3) | | $ | | | 189,759 $ | | 359,424 | $ | 569,243 $ | | | | 793,467 |
| Expenses: | | | | | | | | | | | |
| Operating (Note 6) | | | | | 106,552 | | 252,049 | | 354,779 | | | | 540,657 |
| General and administrative (Note 6) | | | | | 18,449 | | 26,338 | | 37,984 | | | | 57,368 |
| Restructuring (Note 6) | | | | | 6,293 | — | 16,111 | | | | 6,438 |
| Earnings before income taxes, gain on repurchase of |
| unsecured senior notes, finance charges, foreign |
| exchange, impairment reversal, gain on asset disposals |
| and depreciation and amortization | | | | | 58,465 | | 81,037 | | 160,369 | | | | 189,004 |
| Depreciation and amortization | | | | | 81,124 | | 83,327 | | 164,038 | | | | 170,080 |
| Gain on asset disposals | | | | | (3,470 ) | | (7,859 ) | | (7,079 ) | | | | (42,909 ) |
| Impairment reversal | | | | | — | — | | | — | | (5,810 ) |
| Foreign exchange | | | | | (928 ) | | (3,763 ) | | 1,763 | | | | (5,886 ) |
| Finance charges (Note 8) | | | | | 28,083 | | 30,385 | | 55,663 | | | | 61,688 |
| Gain on repurchase of unsecured senior notes | | | | | (1,121 ) | | (1,085 ) | | (1,971 ) | | | | (1,398 ) |
| Earnings (loss) before income taxes | | | | | (45,223 ) | | (19,968 ) | | (52,045 ) | | | | 13,239 |
| Income taxes: | | | | | | | | | | | |
| Current | | | | | 2,116 | | 1,403 | | 3,175 | | | | 3,013 |
| Deferred | | | | | 1,528 | | (7,570 ) | | (1,076 ) | (987 ) |
| | | | | | 3,644 | | (6,167 ) | | 2,099 | | | | 2,026 |
| Net earnings (loss) | | $ | | | (48,867 ) $ | | (13,801 ) | $ | (54,144 ) $ | | | | 11,213 |
| Net earnings (loss) per share: (Note 11) | | | | | | | | | | | |
| Basic | | $ | | | (0.18 ) $ | | (0.05 ) | $ | (0.20 ) $ | 0.04 |
| Diluted | | $ | | | (0.18 ) $ | | (0.05 ) | $ | (0.20 ) $ | 0.04 |
|
| |
| See accompanying notes to condensed interim consolidated financial statements. |
| CONDENSED INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED) |
| |
| | | Three Months Ended June 30, | | | Six Months Ended June 30, | |
| (Stated in thousands of Canadian dol ars) | | | | 2020 | 2019 | | | | 2020 | 2019 |
| Net earnings (loss) | | $ | | | (48,867 ) $ | | (13,801 ) | $ | (54,144 ) $ | | | | 11,213 |
| Unrealized gain (loss) on translation of assets and |
| liabilities of operations denominated in foreign currency | | | | (71,311 ) | | (42,846 ) | | 85,697 | | | | (91,364 ) |
| Foreign exchange gain (loss) on net investment hedge |
| with U.S. denominated debt, net of tax | | | | | 53,920 | | 29,859 | | (64,236 ) | | | | 68,873 |
| Comprehensive loss | | $ | | | (66,258 ) $ | | (26,788 ) | $ | (32,683 ) $ | | | | (11,278 ) |
| |
| See accompanying notes to condensed interim consolidated financial statements. |
2 |
| CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) |
| |
| | | | |
| | | Three Months Ended June 30, | | Six Months Ended June 30, | |
| (Stated in thousands of Canadian dol ars) | | | | | 2020 | 2019 | | | | 2020 | 2019 |
| Cash provided by (used in): | | | | | | | | | | |
| Operations: | | | | | | | | | | |
| Net earnings (loss) | | $ | (48,867 ) $ | | | | | (13,801 ) | $ | (54,144 ) $ | | | | 11,213 |
| Adjustments for: | | | | | | | | | | | | |
| Long-term compensation plans | | | 6,324 | | | | | 3,612 | | 5,621 | | | | 10,924 |
| Depreciation and amortization | | | 81,124 | | | | | 83,327 | | 164,038 | | | | 170,080 |
| Gain on asset disposals | | | (3,470 ) | | | | | (7,859 ) | | (7,079 ) | | | | (42,909 ) |
| Impairment reversal | | | | | | — | — | | | — | | (5,810 ) |
| Foreign exchange | | | (1,718 ) | | | | | (3,880 ) | | 1,154 | | | | (6,118 ) |
| Finance charges | | | 28,083 | | | | | 30,385 | | 55,663 | | | | 61,688 |
| Income taxes | | | 3,644 | | | | | (6,167 ) | | 2,099 | | | | 2,026 |
| Other | | | | | | (823 ) | (281 ) | | | | (763 ) | (159 ) |
| Gain on repurchase of unsecured senior notes | | | (1,121 ) | | | | | (1,085 ) | | (1,971 ) | | | | (1,398 ) |
| Income taxes paid | | | (3,128 ) | | | | | (3,550 ) | | (3,948 ) | | | | (3,887 ) |
| Income taxes recovered | | | | | | — | — | | | — | | 1,071 |
| Interest paid | | | (33,548 ) | | | | | (40,263 ) | | (53,043 ) | | | | (60,496 ) |
| Interest received | | | | | | 139 | 512 | | | | 329 | 718 |
| Funds provided by operations | | | 26,639 | | | | | 40,950 | | 107,956 | | | | 136,943 |
| Changes in non-cash working capital balances | | | 77,839 | | | | | 65,085 | | 71,475 | | | | 9,679 |
| | | | 104,478 | | | | | 106,035 | | 179,431 | | | | 146,622 |
| Investments: | | | | | | | | | | | | |
| Purchase of property, plant and equipment | | | (23,927 ) | | | | | (43,469 ) | | (35,412 ) (114,431 ) |
| Purchase of intangibles | | | | | | — | (26 ) | | | | (57 ) | (464 ) |
| Proceeds on sale of property, plant and |
| equipment | | | 5,021 | | | | | 24,575 | | 10,711 | | | | 82,452 |
| Changes in non-cash working capital balances | | | (1,880 ) | | | | | 2,536 | | (5,406 ) | (727 ) |
| | | | (20,786 ) | | | | | (16,384 ) | | (30,164 ) | | | | (33,170 ) |
| Financing: | | | | | | | | | | | | |
| Proceeds from senior credit facility | | | 5,030 | — | 5,030 | — |
| Repurchase of unsecured senior notes | | | (4,911 ) (107,161 ) | | (45,465 ) (123,833 ) |
| Share repurchase | | | | | | (15 ) | — | (5,259 ) | — |
| Lease payments | | | (1,897 ) | | | | | (1,685 ) | | (3,625 ) | | | | (3,357 ) |
| Debt amendment fees | | | | | | (647 ) | — | | | (668 ) | — |
| | | | (2,440 ) | | | | | (108,846 ) | | (49,987 ) (127,190 ) |
| Effect of exchange rate changes on cash | | | (3,129 ) | | | | | (1,255 ) | | 1,144 | | | | (2,308 ) |
| Increase in cash | | | 78,123 | | | | | (20,450 ) | | 100,424 | | | | (16,046 ) |
| Cash, beginning of period | | | 97,002 | | | | | 101,030 | | 74,701 | | | | 96,626 |
| Cash, end of period | | $ 175,125 $ | | | | | | 80,580 | $ 175,125 $ | | | | | 80,580 |
|
| |
| See accompanying notes to condensed interim consolidated financial statements. |
3 |
| CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED) |
| |
| | | | | Accumulated |
| | | | | | Other |
| | | | | Comprehensive |
| | Shareholders’ | | Contributed | | Income | Total |
| (Stated in thousands of Canadian dol ars) | | Capital | Surplus | (Note 12) | | Deficit | Equity |
| Balance at January 1, 2020 | $ 2,296,378 $ | | | | | | | 66,255 $ | 134,255 $ (969,456 ) $ 1,527,432 |
| Net loss for the period | | — | | | | | | — | — | (54,144 ) (54,144 ) |
| Other comprehensive income for the period | | — | | | | | | — | 21,461 | — | 21,461 |
| Share repurchases | | (5,259 ) | | | | | | — | — | — | (5,259 ) |
| Redemption of non-management director DSUs | | 677 | | | | | | (502 ) | — | — | 175 |
| Share-based compensation reclassification |
| (Note 9) | | — | | | | | | (1,498 ) | — | — | (1,498 ) |
| Share-based compensation expense (Note 9) | | — | | | | | | 6,248 | — | — | 6,248 |
| Balance at June 30, 2020 | $ 2,291,796 $ | | | | | | | 70,503 $ | 155,716 $ (1,023,600 ) $ 1,494,415 |
|
| |
| | | | | Accumulated |
| | | | | | Other |
| | Shareholders’ | | Contributed | Comprehensive | Total |
| (Stated in thousands of Canadian dol ars) | | Capital | Surplus | | Income | Deficit | Equity |
| Balance at January 1, 2019 | $ 2,322,280 $ | | | | | | | 52,332 $ | 162,014 $ (978,874 ) $ 1,557,752 |
| Lease transition adjustment | | — | | | | | | — | — | 2,800 | 2,800 |
| Net earnings for the period | | — | | | | | | — | — 11,213 | | 11,213 |
| Other comprehensive loss for the period | | — | | | | | | — | (22,491 ) | — (22,491 ) |
| Share-based compensation expense | | — | | | | | | 6,633 | — | — | 6,633 |
| Balance at June 30, 2019 | $ 2,322,280 $ | | | | | | | 58,965 $ | 139,523 $ (964,861 ) $ 1,555,907 |
|
| |
| See accompanying notes to condensed interim consolidated financial statements. |
4 |
| NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) |
| (Tabular amounts are stated in thousands of Canadian dol ars except share numbers and per share amounts) |
| NOTE 1. DESCRIPTION OF BUSINESS Precision Dril ing Corporation (“Precision” or the “Corporation”) is incorporated under the laws of the Province of Alberta, |
| Canada and is a provider of contract dril ing and completion and production services primarily to oil and natural gas |
| exploration and production companies in Canada, the United States and certain international locations. The address of the |
| registered office is Suite 800, 525 - 8th Avenue S.W., Calgary, Alberta, Canada, T2P 1G1. |
| NOTE 2. BASIS OF PRESENTATION (a) Statement of Compliance These condensed interim consolidated financial statements have been prepared in accordance with International |
| Accounting Standard 34, Interim Financial Reporting, using accounting policies consistent with International Financial |
| Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board and interpretations of the |
| International Financial Reporting Interpretations Committee. |
| The condensed interim consolidated financial statements do not include al of the information required for full annual |
| financial statements and should be read in conjunction with the consolidated financial statements of the Corporation as at |
| and for the year ended December 31, 2019. |
| These condensed interim consolidated financial statements were prepared using accounting policies and methods of their |
| application consistent with those used in the preparation of the Corporation’s consolidated audited annual financial |
| statements for the year ended December 31, 2019. |
| These condensed interim consolidated financial statements were approved by the Board of Directors on July 22, 2020. |
| (b) Use of Estimates and Judgements The preparation of the condensed interim consolidated financial statements requires management to make estimates and |
| judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and the disclosure of |
| contingencies. These estimates and judgments are based on historical experience and on various other assumptions that |
| are believed to be reasonable under the circumstances. The estimation of anticipated future events involves uncertainty |
| and, consequently, the estimates used in preparation of the condensed interim consolidated financial statements may |
| change as future events unfold, more experience is acquired, or the Corporation’s operating environment changes. |
| Significant estimates and judgements used in the preparation of these condensed interim consolidated financial statements |
| remained unchanged from those disclosed in the Corporation’s consolidated audited annual financial statements for the |
| year ended December 31, 2019. As described in Note 2(c), due to the outbreak of the novel coronavirus (“COVID-19”) and |
| the resulting impact on the economy and in particular the prices of oil and natural gas, the estimates and judgements used |
| to prepare these financial statements were subject to a higher degree of measurement uncertainty. |
| (c) Impact of COVID-19 In March 2020, the COVID-19 outbreak was declared a pandemic by the World Health Organization. Governments |
| worldwide, including those countries in which Precision operates, have enacted emergency measures to combat the spread |
| of the virus. These measures, which include the implementation of travel bans, self-imposed quarantine periods and social |
| distancing, have caused a material disruption to businesses global y resulting in an economic slowdown and decreased |
| demand for oil. Governments and central banks have reacted with significant monetary and fiscal interventions designed to |
| stabilize economic conditions; however, the long-term success of these interventions is not yet determinable. The current |
| chal enging economic climate has had a significant adverse impact on the Corporation including, but not limited to, |
| substantial reductions in revenue and cash flows, increased risk of non-payment of accounts receivable and risk of future |
| impairments of property, plant and equipment and intangible assets. |
5 |
| As a result of the decrease in demand, worldwide inventories of oil have increased significantly. However, in the second |
| quarter voluntary production restraint from national oil companies and governments of oil-producing nations along with |
| curtailments in the U.S. and Canada have shifted global oil markets from a position of over supply to inventory draws. The |
| situation remains dynamic and the ultimate duration and magnitude of the impact on the economy and the financial effect |
| on the Corporation remains unknown at this time. Estimates and judgements made by management in the preparation of |
| these financial statements are increasingly difficult and subject to a higher degree of measurement uncertainty during this |
| volatile period. |
| NOTE 3. REVENUE (a) |
| Disaggregation of revenue |
| The fol owing table includes a reconciliation of disaggregated revenue by reportable segment (Note 4). Revenue has been |
| disaggregated by primary geographical market and type of service provided. |
| |
| | | | Completion |
| | | Contract | | and | | Inter- |
| | | Drilling | Production | | Corporate | Segment |
| Three Months Ended June 30, 2020 | | Services | Services | | and Other | | Eliminations | Total |
| United States | | $ 111,670 $ | | | 1,416 $ | | | | | — $ | (10 ) $ 113,076 |
| Canada | | | 20,845 | | 4,109 | | | | | — | (494 ) | | 24,460 |
| International | | | 52,223 | | — | | | | | — | — | | 52,223 |
| | | $ 184,738 $ | | | 5,525 $ | | | | | — $ | (504 ) $ 189,759 |
| | | | | | | | | | | | | |
| Day rate/hourly services | $ 157,352 $ | | | 5,525 $ | | | | | — $ | (21 ) $ 162,856 |
| Shortfal payments/idle but contracted | | 22,026 | | — | | | | | — | — | | 22,026 |
| Turnkey dril ing services | | 3,534 | | — | | | | | — | — | | 3,534 |
| Directional services | | 472 | | — | | | | | — | — | 472 |
| Other | | 1,354 | | — | | | | | — | (483 ) | 871 |
| | $ 184,738 $ | | | 5,525 $ | | | | | — $ | (504 ) $ 189,759 |
|
| |
| |
| | | | Completion |
| | | Contract | | and | | Inter- |
| | | Dril ing | Production | | Corporate | Segment |
| Three Months Ended June 30, 2019 | | Services | Services | | and Other | | Eliminations | Total |
| United States | $ | 229,076 $ | | 3,950 $ | | | | | — $ | (69 ) $ 232,957 |
| Canada | | 55,197 | 22,195 | | | | | | — | (1,127 ) | | 76,265 |
| International | | 50,202 | | — | | | | | — | — | | 50,202 |
| | $ | 334,475 $ | 26,145 $ | | | | | | — $ | (1,196 ) $ 359,424 |
| | | | | | | | | | | | |
| Day rate/hourly services | $ 319,169 $ | | 26,145 $ | | | | | | — $ | (224 ) $ 345,090 |
| Shortfal payments/idle but contracted | | 2,187 | | — | | | | | — | — | | 2,187 |
| Directional services | | 10,658 | | — | | | | | — | — | | 10,658 |
| Other | | 2,461 | | — | | | | | — | (972 ) | | 1,489 |
| | $ 334,475 $ | | 26,145 $ | | | | | | — $ | (1,196 ) $ 359,424 |
| | | | | | | | | | | | | | | | | | | | | | |
6 |
| |
| | | | Completion |
| | | Contract | | and | | Inter- |
| | | Drilling | Production | | Corporate | Segment |
| Six Months Ended June 30, 2020 | | Services | Services | | and Other | | Eliminations | Total |
| United States | | $ 273,624 $ | | | 9,043 $ | | | | | — $ | (10 ) $ 282,657 |
| Canada | | | 152,389 | | 30,145 | | | | | — | (1,222 ) | | 181,312 |
| International | | | 105,274 | | — | | | | | — | — | | 105,274 |
| | | $ 531,287 $ | | | 39,188 $ | | | | | — $ | (1,232 ) $ 569,243 |
| | | | | | | | | | | | | |
| Day rate/hourly services | $ 486,462 $ | | | 39,188 $ | | | | | — $ | (247 ) $ 525,403 |
| Shortfal payments/idle but contracted | | 28,819 | | — | | | | | — | — | | 28,819 |
| Turnkey dril ing services | | 4,602 | | — | | | | | — | — | | 4,602 |
| Directional services | | 7,599 | | — | | | | | — | — | | 7,599 |
| Other | | 3,805 | | — | | | | | — | (985 ) | | 2,820 |
| | $ 531,287 $ | | | 39,188 $ | | | | | — $ | (1,232 ) $ 569,243 |
|
| |
| | | | Completion |
| | | Contract | | and | | Inter- |
| | | Dril ing | Production | | Corporate | Segment |
| Six Months Ended June 30, 2019 | | Services | Services | | and Other | | Eliminations | Total |
| United States | $ | 454,624 $ | | 8,366 $ | | | | | — $ | (129 ) $ 462,861 |
| Canada | | 161,116 | | 73,598 | | | | | — | (2,107 ) | | 232,607 |
| International | | 97,999 | | — | | | | | — | — | | 97,999 |
| | $ | 713,739 $ | | 81,964 $ | | | | | — $ | (2,236 ) $ 793,467 |
| | | | | | | | | | | | |
| Day rate/hourly services | $ 681,865 $ | | | 81,964 $ | | | | | — $ | (343 ) $ 763,486 |
| Shortfal payments/idle but contracted | | 6,366 | | — | | | | | — | — | | 6,366 |
| Turnkey dril ing services | | | | | | | | | | | 305 | — | | | | | — | — | 305 |
| Directional services | | 20,304 | | — | | | | | — | — | | 20,304 |
| Other | | 4,899 | | — | | | | | — | (1,893 ) | | 3,006 |
| | $ 713,739 $ | | | 81,964 $ | | | | | — $ | (2,236 ) $ 793,467 |
|
| (b) |
| Seasonality |
| Precision has operations that are carried on in Canada which represent approximately 32% (2019 - 29%) of consolidated |
| revenue for the six months ended June 30, 2020 and 34% (2019 - 34%) of consolidated total assets as at June 30, 2020. The |
| ability to move heavy equipment in Canadian oil and natural gas fields is dependent on weather conditions. As warm |
| weather returns in the spring, the winter's frost comes out of the ground rendering many secondary roads incapable of |
| supporting the weight of heavy equipment until they have thoroughly dried out. The duration of this “spring break-up” has |
| a direct impact on Precision’s activity levels. In addition, many exploration and production areas in northern Canada are |
| accessible only in winter months when the ground is frozen hard enough to support equipment. The timing of freeze up and |
| spring break-up affects the ability to move equipment in and out of these areas. As a result, late March through May is |
| traditional y Precision’s slowest time in this region. |
7 |
| NOTE 4. SEGMENTED INFORMATION The Corporation has two reportable operating segments; Contract Dril ing Services and Completion and Production |
| Services. Contract Dril ing Services includes dril ing rigs, directional dril ing, procurement and distribution of oilfield supplies, |
| and manufacture, sale and repair of dril ing equipment. Completion and Production Services includes service rigs, oilfield |
| equipment rental and camp and catering services. The Corporation provides services primarily in Canada, the United States |
| and certain international locations. |
| | | | Completion |
| | Contract | | | and | | Inter- |
| | | Drilling | Production | | Corporate | Segment |
| Three Months Ended June 30, 2020 | | Services | | Services | | and Other | | Eliminations | Total |
| Revenue | $ 184,738 $ | | | 5,525 $ | | | — $ | (504 ) $ 189,759 |
| Operating earnings (loss) | | 3,642 | | (5,077 ) (17,754 ) | | — (19,189 ) |
| Depreciation and amortization | | 74,062 | | 4,119 | 2,943 | — | | 81,124 |
| Gain on asset disposals | | (3,091 ) | | (262 ) | | | | | (117 ) | — | | (3,470 ) |
| Total assets | 2,824,762 127,823 251,648 | | | | | — 3,204,233 |
| Capital expenditures | | 23,340 | | 464 | | | | | 123 | — | | 23,927 |
|
| |
| | | | Completion |
| | Contract | | | and | | Inter- |
| | | Dril ing | Production | | Corporate | Segment |
| Three Months Ended June 30, 2019 | | Services | | Services | | and Other | | Eliminations | Total |
| Revenue | $ 334,475 $ 26,145 $ | | | | | | — $ | (1,196 ) $ 359,424 |
| Operating earnings (loss) | | 22,411 | | 1,986 (18,828 ) | | — | | 5,569 |
| Depreciation and amortization | | 75,155 | | 4,341 | 3,831 | — | | 83,327 |
| Gain on asset disposals | | (4,271 ) | | (3,546 ) | | | | | (42 ) | — | | (7,859 ) |
| Total assets | 3,127,153 152,678 160,517 | | | | | — 3,440,348 |
| Capital expenditures | | 41,851 | | 1,572 | | | 72 | — | | 43,495 |
|
| |
| | | | Completion |
| | Contract | | | and | | Inter- |
| | | Drilling | Production | | Corporate | Segment |
| Six Months Ended June 30, 2020 | | Services | | Services | | and Other | | Eliminations | Total |
| Revenue | $ 531,287 $ 39,188 $ | | | | | | — $ | (1,232 ) $ 569,243 |
| Operating earnings (loss) | | 41,493 | | (5,386 ) (32,697 ) | | — | | 3,410 |
| Depreciation and amortization | 149,786 | | | 8,402 | 5,850 | — 164,038 |
| Gain on asset disposals | | (5,933 ) | | (1,001 ) | | | | | (145 ) | — | | (7,079 ) |
| Total assets | 2,824,762 127,823 251,648 | | | | | — 3,204,233 |
| Capital expenditures | | 33,355 | | 1,879 | | | | | 235 | — | | 35,469 |
|
| |
| | | | Completion |
| | Contract | | | and | | Inter- |
| | | Dril ing | Production | | Corporate | Segment |
| Six Months Ended June 30, 2019 | | Services | | Services | | and Other | | Eliminations | Total |
| Revenue | $ 713,739 $ 81,964 $ | | | | | | — $ | (2,236 ) $ 793,467 |
| Operating earnings (loss) | 103,678 | | | 7,611 (43,646 ) | | — | | 67,643 |
| Depreciation and amortization | 153,154 | | | 9,290 | 7,636 | — 170,080 |
| Gain on asset disposals | | (39,272 ) | | | (3,602 ) | | | | | (35 ) | — (42,909 ) |
| Impairment reversal | | (5,810 ) | | — | | | — | — | | (5,810 ) |
| Total assets | 3,127,153 152,678 160,517 | | | | | — 3,440,348 |
| Capital expenditures | 112,236 | | | 2,234 | | | | | 425 | — 114,895 |
|
| |
| A reconciliation of operating earnings (loss) to earnings (loss) before taxes is as follows: |
8 |
| |
| |
| | | Three Months Ended June 30, | | Six Months Ended June 30, | |
| | | | | | 2020 | 2019 | 2020 | 2019 |
| Total segment operating earnings (loss) | | $ | (19,189 ) $ | | | | 5,569 | $ | 3,410 $ | | | 67,643 |
| Add (deduct): | | | | | | | | | | | | | |
| Foreign exchange | | | | | | (928 ) | (3,763 ) | 1,763 | | | (5,886 ) |
| Finance charges | | | 28,083 | | | | 30,385 | 55,663 | | | 61,688 |
| Gain on repurchase of unsecured senior notes | | | (1,121 ) | | | | (1,085 ) | (1,971 ) | | | (1,398 ) |
| Earnings (loss) before taxes | | $ | (45,223 ) $ (19,968 ) $ | | (52,045 ) $ | | | 13,239 |
|
| NOTE 5. IMPAIRMENT Precision reviews the carrying value of its long-lived assets for indications of impairment at the end of each reporting |
| period. Due to the global economic slowdown and significant commodity price reductions in the first quarter of 2020, the |
| Corporation identified indications of impairment in each of its cash-generating units (CGU) at March 31, 2020. Accordingly, |
| the Corporation tested all CGUs for impairment as at March 31, 2020. At June 30, 2020, Precision reviewed each of its cash-generating units (CGU) and did not identify indications of impairment |
| and therefore, did not test its CGUs for impairment. There is risk that impairment charges may be required in future periods due to the volatility and uncertainty of the |
| economy and commodity price environment caused by COVID-19. Increasing costs of capital combined with declining |
| activity levels could result in material asset impairments. However, the introduction of various government economic |
| stimulus programs and continued efforts of certain oil-producing countries to restrict supply may provide stability to the |
| energy sector. The outcome of future impairment tests cannot be predicted with any certainty and wil be impacted by the |
| assumptions and estimates based on market conditions at that time. |
| NOTE 6. RESTRUCTURING AND OTHER For the three and six months ended June 30, 2020, Precision incurred restructuring charges of $6 mil ion (2019 - nil) and |
| $16 mil ion (2019 - $6 mil ion), respectively. These charges were comprised of severance, as the Corporation aligned its cost |
| structure to reflect reduced global activity, and certain costs associated with the shutdown of directional dril ing operations |
| in the United States in the first quarter of 2020. In response to the economic slowdown caused by COVID-19, governments enacted various employer assistance and |
| economic stimulus programs. In the first half of 2020, the Government of Canada introduced the Canadian Emergency |
| Wage Subsidy program. For the three and six months ended June 30, 2020, Precision recognized $9 mil ion of salary and |
| wage subsidies. These subsidies were presented as operating and general and administrative expense reductions of $6 |
| mil ion and $3 mil ion, respectively. |
| NOTE 7. LONG-TERM DEBT |
| |
| | | June 30, December 31, | | June 30, December 31, |
| | |
| | | | | | 2020 | 2019 | | | | | 2020 | 2019 |
| Senior Credit Facility | US $ | | | | 3,650 US $ | — $ | 4,955 $ | — |
| Unsecured senior notes: | | | | | | | | | | | | | | | | | |
| 6.5% senior notes due 2021 | | | | | 62,576 | 90,625 | | 84,958 | | | 117,678 |
| 7.75% senior notes due 2023 | | 343,605 | | | | 344,845 | 466,502 | | | | 447,792 |
| 5.25% senior notes due 2024 | | 303,022 | | | | 307,690 | 411,404 | | | | 399,545 |
| 7.125% senior notes due 2026 | | 367,643 | | | | 369,735 | 499,138 | | | | 480,112 |
| | US $ 1,080,496 US $ 1,112,895 1,466,957 | | | | | | 1,445,127 |
| Less net unamortized debt issue costs | | | | | | | | | | | (16,057 ) | | | | (17,946 ) |
| | | | | | | | | | | | $ 1,450,900 $ 1,427,181 |
|
| |
9 |
| | | | | | |
| | | |
| | Senior Credit | | | | | Unsecured | Debt |
| | | | | | Facility | Senior Notes | | | | | Issue Costs | Total |
| Balance December 31, 2019 | $ | — $ | | | | 1,445,127 $ | (17,946 ) $ | 1,427,181 |
| Changes from financing cash flows: | | | | | | |
| Proceeds from Senior Credit Facility | | | | | 5,030 | — | — | 5,030 |
| Repurchase of unsecured senior notes | | — | | | | (45,465 ) | — | | | | (45,465 ) |
| | | | | | 5,030 | 1,399,662 | (17,946 ) | 1,386,746 |
| Gain on repurchase of unsecured senior notes | | — | | | | (1,971 ) | — | | | | (1,971 ) |
| Amortization of debt issue costs | | — | — | | | | | | 1,889 | 1,889 |
| Foreign exchange adjustment | | (75 ) | | | | 64,311 | — | | | | 64,236 |
| Balance at June 30, 2020 | $ | | | | 4,955 $ | 1,462,002 $ | (16,057 ) $ | 1,450,900 |
|
| During the first half of 2020, Precision redeemed US$25 mil ion principal amount and repurchased and cancel ed US$3 |
| mil ion of its 6.50% unsecured senior notes due 2021, repurchased and cancel ed US$5 mil ion of its 5.25% unsecured senior |
| notes due 2024, US$2 mil ion of its 7.125% unsecured senior notes due 2026 and US$1 mil ion of its 7.75% unsecured senior |
| notes due 2023 and drew US$4 mil ion under its Senior Credit Facility. At June 30, 2020, Precision was in compliance with the covenants of the Senior Credit Facility. Long-term debt obligations at June 30, 2020 wil mature as fol ows: |
| |
| 2021 | | | | | | | | | $ | 89,913 |
| 2023 | | | | | | | | | | 466,502 |
| Thereafter | | | | | | | | | | 910,542 |
| | | | | | | | | | $ | 1,466,957 |
|
| On April 9, 2020 we agreed with the lenders of our Senior Credit Facility to reduce the consolidated Covenant EBITDA to |
| consolidated interest expense coverage ratio for the most recent four consecutive quarters greater than or equal to 2.5:1 to |
| 2.0:1 for the period ending September 30, 2020, 1.75:1 for the period ending December 31, 2020, 1.25:1 for the periods |
| ending March 31, June 30 and September 30, 2021, 1.75:1, for the period ending December 31, 2021, 2.0:1 for the period |
| ending March 31, 2022 and 2.5:1 for periods ending thereafter. During the covenant relief period, Precision’s distributions in the form of dividends, distributions and share repurchases are |
| restricted to a maximum of US$15 mil ion in 2020 and US$25 mil ion in each of 2021 and 2022, subject to a pro forma |
| senior net leverage ratio (as defined in the credit agreement) of less than or equal to 1.75:1. In addition, during 2021, our North American and acceptable secured foreign assets must directly account for at least 65% |
| of consolidated Covenant EBITDA calculated quarterly on a rol ing twelve-month basis, increasing to 70% thereafter. |
| Precision also has the option to voluntarily terminate the covenant relief period prior to its March 31, 2022 end date. The Senior Credit Facility limits the redemption and repurchase of junior debt subject to a pro forma senior net leverage |
| covenant test of less than or equal to 1.75:1. In addition, the Senior Credit Facility contains certain covenants that place restrictions on our ability to incur or assume |
| additional indebtedness; dispose of assets; change our primary business; incur liens on assets; engage in transactions with |
| affiliates; enter into mergers, consolidations or amalgamations; and enter into speculative swap agreements. |
10 |
| (b) Non-Management Directors – Deferred Share Unit Plan Precision has a deferred share unit (DSU) plan for non-management directors whereby ful y vested DSUs are granted |
| quarterly based on an election by the non-management director to receive all or a portion of his or her compensation in |
| DSUs. These DSUs are redeemable in cash or for an equal number of common shares upon the director’s retirement. The |
| redemption of DSUs in cash or common shares is solely at Precision’s discretion. A summary of the activity under the non-management director deferred share unit plan is presented below: |
| |
| | | Outstanding |
| | |
| December 31, 2019 | | 1,792,254 |
| Redeemed | | (240,786 ) |
| June 30, 2020 | | | 1,551,468 |
|
| During the second quarter of 2020, Precision elected to settle the redemption of DSUs in common shares. |
| Equity Settled Plans (c) Non-Management Directors Prior to January 1, 2012, Precision had a deferred share unit plan for non-management directors. Under the plan ful y |
| vested deferred share units were granted quarterly based upon an election by the non-management director to receive al |
| or a portion of their compensation in deferred share units. These deferred share units are redeemable into an equal |
| number of common shares any time after the director's retirement. A summary of the activity under this share-based |
| incentive plan is presented below: |
| |
| Deferred Share Units | | Outstanding |
| December 31, 2019 | | | | 93,173 |
| Redeemed | | | (63,773 ) |
| June 30, 2020 | | | 29,400 |
|
| (d) Option Plan A summary of the activity under the option plan is presented below: |
| | Weighted |
| | | | | | Range of | Average |
| Canadian share options | | | | | Outstanding | Exercise Price | Exercise Price Exercisable |
| December 31, 2019 | | | | 4,021,584 $ 4.35 — 14.31 $ | | 7.29 3,569,069 |
| Forfeited | | | | (990,084 ) 4.35 — 10.15 | | 8.41 | |
| June 30, 2020 | | | | | 3,031,500 $ 4.35 — 14.31 $ | 6.92 2,881,324 |
|
| |
| | Weighted |
| | | | | | Range of | Average |
| | | | | | Exercise Price | Exercise Price |
| U.S. share options | | | | | Outstanding | (US$) | | | (US$) Exercisable |
| December 31, 2019 | | | | 6,363,050 $ 2.56 — 9.18 $ | 4.67 4,348,824 |
| Forfeited | | | | (524,800 ) 3.21 — 9.18 | 8.24 | |
| June 30, 2020 | | | | | 5,838,250 $ 2.56 — 9.18 $ | 4.35 4,913,165 |
|
| Included in net earnings for the three and six months ended June 30, 2020 is an expense of $0.2 mil ion (2019 - $0.5 |
| mil ion) and $0.6 mil ion (2019 - $1.2 mil ion), respectively. |
| (e) Executive Performance Share Units Precision granted PSUs to certain senior executives with the intention of settling them in voting shares of the Corporation |
| either issued from treasury or purchased in the open market. These PSUs vest over a three-year period and incorporate |
| performance criteria established at the date of grant that can adjust the number of performance share units available for |
12 |
| settlement from zero to two times the amount original y granted. A summary of the activity under this share-based |
| incentive plan is presented below: |
| | | | | Weighted Fair |
| | | | Outstanding | Value |
| December 31, 2019 | | | 7,376,900 $ | 4.98 |
| Redeemed | | | (1,148,837 ) | 5.79 |
| Forfeited | | | (448,763 ) | 5.22 |
| June 30, 2020 | | | | 5,779,300 $ | 4.80 |
|
| During the first quarter of 2020, pursuant to the omnibus equity incentive plan, Precision elected to cash-settle vested |
| Executive PSUs. Precision reclassified $1 mil ion of previously expensed share-based compensation charges to establish a |
| financial liability that was subsequently settled during the first quarter of 2020. Included in net earnings for the three and six months ended June 30, 2020 is an expense of $3 mil ion (2019 - $3 mil ion) |
| and $6 mil ion (2019 - $5 mil ion), respectively. |
| NOTE 10. SHAREHOLDERS’ CAPITAL |
| |
| Common shares | | | Number | | Amount |
| | | | |
| Balance December 31, 2019 | | | 277,299,804 $ | 2,296,378 |
| Share repurchase | | | (3,104,127 ) | | (5,259 ) |
| Redemption of non-management directors' DSUs | | | 304,559 | 677 |
| Balance at June 30, 2020 | | | | 274,500,236 $ | 2,291,796 |
|
| During the third quarter of 2019, the Toronto Stock Exchange (“TSX”) approved Precision’s application to implement a |
| Normal Course Issuer Bid (“NCIB”). Under the terms of the NCIB, Precision may purchase and cancel up to a maximum of |
| 29,170,887 common shares, representing 10% of the public float of common shares at the time the NCIB was approved. |
| The NCIB commenced on August 27, 2019 and wil terminate no later than August 26, 2020. Purchases under the NCIB |
| were made through the facilities of the TSX and the New York Stock Exchange and in accordance with applicable |
| regulatory requirements at a price per common share representative of the market price at the time of acquisition. A total |
| of 20 mil ion common shares have been purchased and cancel ed since the inception of the NCIB. |
| NOTE 11. PER SHARE AMOUNTS The fol owing tables reconcile the net earnings (loss) and weighted average shares outstanding used in computing basic and |
| diluted net earnings (loss) per share: |
| |
| | | | | | | | Three Months Ended June 30, | | | | | | Six Months Ended June 30, | |
| | | | | | | | | | 2020 | 2019 | 2020 | 2019 |
| Net earnings (loss) - basic and diluted | | | | | | | $ | (48,867 ) $ | (13,801 ) | | $ | (54,144 ) $ | | | 11,213 |
|
| |
| |
| |
| | | | | | | | Three Months Ended June 30, | | | | | | Six Months Ended June 30, | |
| (Stated in thousands) | | | | | | | | | 2020 | 2019 | 2020 | 2019 |
| Weighted average shares outstanding – basic | | | | | | | | 274,232 | 293,782 | | | 274,829 | | | 293,782 |
| Effect of stock options and other equity compensation |
| plans | | | | | | | | | | — | — | — | 5,959 |
| Weighted average shares outstanding – diluted | | | | | | | | 274,232 | 293,782 | | | 274,829 | | | 299,741 |
|
13 |
| |
| NOTE 12. ACCUMULATED OTHER COMPREHENSIVE INCOME |
| |
| | Unrealized | | Foreign |
| | | Foreign | Exchange | Accumulated |
| | | Currency | Loss on Net | Other |
| | Translation | | Investment | Comprehensive |
| | | Gains | Hedge | | Income |
| | |
| December 31, 2019 | $ | 509,582 $ | (375,327 ) $ | | 134,255 |
| Other comprehensive income (loss) | | 85,697 | (64,236 ) | | 21,461 |
| June 30, 2020 | | $ | 595,279 $ | (439,563 ) $ | | 155,716 |
|
| |
| NOTE 13. FAIR VALUES OF FINANCIAL INSTRUMENTS The carrying value of cash, accounts receivable, and accounts payable and accrued liabilities approximate their fair value |
| due to the relatively short period to maturity of the instruments. The fair value of the unsecured senior notes at June 30, |
| 2020 was approximately $1,030 mil ion (December 31, 2019 – $1,428 mil ion). Financial assets and liabilities recorded or disclosed at fair value in the consolidated statement of financial position are |
| categorized based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical |
| levels are based on the amount of subjectivity associated with the inputs in the fair determination and are as fol ows: |
| Level I—Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement |
| date. Level II—Inputs (other than quoted prices included in Level I) are either directly or indirectly observable for the asset or |
| liability through correlation with market data at the measurement date and for the duration of the instrument’s |
| anticipated life. Level III—Inputs reflect management’s best estimate of what market participants would use in pricing the asset or |
| liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk |
| inherent in the inputs to the model. |
| The estimated fair value of unsecured senior notes is based on level II inputs. The fair value is estimated considering the |
| risk-free interest rates on government debt instruments of similar maturities, adjusted for estimated credit risk, industry |
| risk and market risk premiums. |
14 |
| |
| SHAREHOLDER INFORMATION | | CORPORATE INFORMATION |
| STOCK EXCHANGE LISTINGS | | DIRECTORS |
| Shares of Precision Dril ing Corporation are listed on the | | Michael R. Culbert |
| Toronto Stock Exchange under the trading symbol PD and | | Wil iam T. Donovan |
| on the New York Stock Exchange under the trading symbol | | Brian J. Gibson |
| PDS. | | Steven W. Krablin |
| | | Susan M. MacKenzie |
| TRANSFER AGENT AND REGISTRAR |
| | | Kevin O. Meyers |
| Computershare Trust Company of Canada |
| | | Kevin A. Neveu |
| Calgary, Alberta |
| | | David W. Wil iams |
| TRANSFER POINT |
| | | OFFICERS |
| Computershare Trust Company NA |
| | | Kevin A. Neveu |
| Canton, Massachusetts |
| | | President and Chief Executive Officer |
| Q2 2020 TRADING PROFILE |
| | | Veronica H. Foley |
| Toronto (TSX: PD) |
| | | Senior Vice President, General Counsel and Chief |
| High: $1.33 |
| | | Compliance Officer |
| Low: $0.40 |
| Close: $1.03 |
| | | Carey T. Ford |
| Volume Traded: 102,451,006 New York (NYSE: PDS) |
| | | Senior Vice President and Chief Financial Officer |
| | | |
| High: US$1.01 |
| | | Shuja U. Goraya |
| Low: US$0.28 |
| | | Chief Technology Officer |
| Close: US$0.74 |
| Volume Traded: 83,883,413 |
| | | Darren J. Ruhr |
| | | Chief Administrative Officer |
| ACCOUNT QUESTIONS |
| Precision’s Transfer Agent can help you with a variety of |
| | | Gene C. Stahl |
| shareholder related services, including: • change of address |
| | | Chief Marketing Officer |
| • lost share certificates | | AUDITORS |
| • transfer of shares to another person | | KPMG LLP |
| • estate settlement Computershare Trust Company of Canada | | Calgary, Alberta |
| 100 University Avenue | | HEAD OFFICE |
| 9th Floor, North Tower | | Suite 800, 525 8th Avenue SW |
| Toronto, Ontario M5J 2Y1 | | Calgary, Alberta, Canada T2P 1G1 |
| Canada 1-800-564-6253 (tol free in Canada and the United States) | | Telephone: 403-716-4500 |
| | | Facsimile: 403-264-0251 |
| | | Email: info@precisiondril ing.com |
| 1-514-982-7555 (international direct dialing) |
| | | www.precisiondril ing.com | |
| Email: service@computershare.com |
| ONLINE INFORMATION |
| To receive news releases by email, or to view this interim |
| report online, please visit Precision’s website at |
| www.precisiondril ing.com and refer to the Investor |
| Relations section. Additional information relating to |
| Precision, including the Annual Information Form, Annual |
| Report and Management Information Circular has been |
| filed with SEDAR and is available at www.sedar.com and on |
| the EDGAR website www.sec.gov |
| |
15 |