Atwood Acquisition Completed
Extended Revolving Credit Facility
into 2022
Issued $1.0 Billion Aggregate Principal Amount of 2026
Senior Notes
Repurchased $650 Million Aggregate Principal Amount of
Nearest-Term Maturities
Strong Operational and Safety Performance
#1
in Total Customer Satisfaction for Eighth Consecutive Year
Leader
in New Contract Awards During 2017
Ensco plc (NYSE: ESV) today reported a loss of $0.49 per share for
fourth quarter 2017 compared to earnings of $0.13 per share a year ago.
Results from discontinued operations were zero cents per share in fourth
quarter 2017 compared to earnings per share of $0.03 in fourth quarter
2016.
Several items influenced these comparisons:
-
$183 million or $0.43 per share of non-cash asset impairments
recognized in fourth quarter 2017
-
$49 million or $0.11 per share of transaction costs related to the
Atwood acquisition in fourth quarter 2017, of which $42 million is
included in general and administrative expense and $7 million in
contract drilling expense
-
$140 million or $0.33 per share bargain purchase gain related to the
Atwood acquisition included in fourth quarter 2017 other income
-
$19 million or $0.05 per share of discrete tax expense in fourth
quarter 2017 tax provision primarily related to recent changes in U.S.
tax legislation
-
$9 million or $0.03 per share gain included in fourth quarter 2016
other income related to an exchange of debt for equity
-
$7 million or $0.02 per share of discrete tax expense in fourth
quarter 2016 tax provision
Adjusted for the items noted above, the loss from continuing operations
was $0.23 per share in fourth quarter 2017 compared to earnings of $0.09
per share a year ago.
Chief Executive Officer and President Carl Trowell said, “During the
fourth quarter, we successfully completed the Atwood acquisition, which
significantly enhanced the technical capabilities of our rig fleet and
improved our ability to meet increasing customer demand for
high-specification assets. Integration continues to progress as planned
and we remain on track to achieve targeted synergies.”
Mr. Trowell continued, “We took additional steps to improve our
financial position by extending our revolving credit facility and
refinancing our nearest-term debt maturities through a senior notes
offering and debt tender earlier this year. These actions provide us
with the financial flexibility to continue positioning Ensco as a
leading offshore service provider.”
Mr. Trowell concluded, “Our offshore crews and onshore employees
achieved outstanding results despite challenging market conditions
during 2017. Operational uptime was 99% for the second consecutive year
and we set a new company record for safety performance by lowering our
total recordable incident rate to 0.15, significantly outperforming the
industry average that increased year over year. This strong operational
and safety performance was recognized by our customers, who rated Ensco
first in total satisfaction for the eighth consecutive year in the
independent EnergyPoint survey, and helped us to win 15% of the new rig
years awarded globally — more than any other offshore driller and double
that of our nearest independent competitor.”
Fourth Quarter Results
Revenues were $454 million in fourth quarter 2017 compared to $505
million a year ago. Revenues declined 10% compared to the year-ago
period primarily due to a decline in the average day rate for the fleet
to $157,000 from $177,000 last year. The addition of $23 million of
revenue from Atwood, net of $16 million of contract intangible asset
amortization, partially offset lower average day rates across the fleet.
Contract drilling expense increased to $334 million in fourth quarter
2017 from $289 million a year ago due to the addition of $53 million of
costs associated with 11 Atwood rigs and $7 million of
integration-related transaction costs. Disciplined cost management,
including more efficient stacking of rigs, partially offset this
increase.
Fourth quarter 2017 results included a non-cash asset impairment of $183
million primarily related to two non-core floaters. There was no
impairment charge recognized in the year-ago period.
Depreciation expense increased to $120 million in fourth quarter 2017
from $110 million a year ago due to the addition of Atwood rigs. General
and administrative expense increased to $71 million from $25 million a
year ago due to $42 million of transaction costs noted above and $4
million of Atwood support costs.
Other income was $87 million in fourth quarter 2017 compared to other
expense of $46 million a year ago. As noted above, the year-to-year
comparison was influenced by a $140 million bargain purchase gain
recognized upon closing the Atwood acquisition and a $9 million gain
from a debt for equity exchange a year ago.
Tax expense increased to $42 million in fourth quarter 2017 from $4
million a year ago. As noted above, fourth quarter 2017 tax provision
included $19 million of discrete tax expense compared to $7 million of
discrete tax items in fourth quarter 2016. The increase in discrete tax
expense was primarily related to recently enacted U.S. tax legislation.
Segment Highlights
Floaters
Floater revenues of $303 million in fourth quarter 2017 were consistent
with a year ago as a decline in the average day rate to $307,000 from
$358,000 in fourth quarter 2016 was offset by an increase in the number
of operating days mostly due to the Atwood acquisition. Fourth quarter
2017 floater revenues included $19 million related to the acquired
Atwood rigs, net of $16 million of non-cash contract intangible asset
amortization. Adjusted for uncontracted rigs and planned downtime,
operational utilization was 97% compared with 98% a year ago.
Contract drilling expense increased to $193 million in fourth quarter
2017 from $151 million a year ago. The year-on-year increase was
primarily due to $48 million from the addition of six legacy Atwood
floaters, partially offset by cost savings from more efficient stacking
of rigs.
Jackups
Jackup revenues were $137 million in fourth quarter 2017 compared to
$187 million a year ago primarily due to a decline in the average day
rate to $76,000 from $101,000 in fourth quarter 2016. Fourth quarter
2017 jackup revenues included $4 million related to the acquired Atwood
rigs. Adjusted for uncontracted rigs and planned downtime, operational
utilization was 98% up from 96% a year ago.
Contract drilling expense of $128 million in fourth quarter 2017
compared to $127 million a year ago as increased costs from five
acquired Atwood jackups were largely offset by cost savings from stacked
rigs that operated during the year-ago period.
Other
Other is composed of managed drilling rigs. Revenues of $15 million were
consistent with the prior-year period. Contract drilling expense
increased to $13 million in fourth quarter 2017 from $11 million a year
ago.
|
|
|
|
|
|
Fourth Quarter
|
|
(in millions of $,
|
|
|
|
|
Floaters
|
|
|
Jackups
|
|
|
Other
|
|
|
Reconciling
Items
|
|
|
Consolidated Total
|
except %)
|
|
|
|
|
2017
|
|
|
2016
|
|
|
Chg
|
|
|
2017
|
|
|
2016
|
|
|
Chg
|
|
|
2017
|
|
|
2016
|
|
|
Chg
|
|
|
2017
|
|
|
2016
|
|
|
2017
|
|
|
2016
|
|
|
Chg
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
|
|
302.8
|
|
|
|
302.8
|
|
|
|
—
|
%
|
|
|
136.5
|
|
|
|
186.5
|
|
|
|
(27
|
)%
|
|
|
14.9
|
|
|
|
15.3
|
|
|
|
(3
|
)%
|
|
|
—
|
|
|
|
—
|
|
|
|
454.2
|
|
|
|
504.6
|
|
|
|
(10
|
)%
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contract drilling
|
|
|
|
|
193.1
|
|
|
|
151.4
|
|
|
|
28
|
%
|
|
|
128.3
|
|
|
|
126.8
|
|
|
|
1
|
%
|
|
|
12.9
|
|
|
|
10.8
|
|
|
|
19
|
%
|
|
|
—
|
|
|
|
—
|
|
|
|
334.3
|
|
|
|
289.0
|
|
|
|
16
|
%
|
Loss on impairment
|
|
|
|
|
174.7
|
|
|
|
—
|
|
|
|
nm
|
|
|
8.2
|
|
|
|
—
|
|
|
|
nm
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
182.9
|
|
|
|
—
|
|
|
|
nm
|
Depreciation
|
|
|
|
|
79.9
|
|
|
|
73.1
|
|
|
|
9
|
%
|
|
|
36.2
|
|
|
|
32.9
|
|
|
|
10
|
%
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
3.4
|
|
|
|
4.2
|
|
|
|
119.5
|
|
|
|
110.2
|
|
|
|
8
|
%
|
General and admin.
|
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
70.9
|
|
|
|
24.7
|
|
|
|
70.9
|
|
|
|
24.7
|
|
|
|
nm
|
Operating income (loss)
|
|
|
|
|
(144.9
|
)
|
|
|
78.3
|
|
|
|
nm
|
|
|
(36.2
|
)
|
|
|
26.8
|
|
|
|
nm
|
|
|
2.0
|
|
|
|
4.5
|
|
|
|
(56
|
)%
|
|
|
(74.3
|
)
|
|
|
(28.9
|
)
|
|
|
(253.4
|
)
|
|
|
80.7
|
|
|
|
nm
|
|
Financial Position — 31 December 2017
-
$2.8 billion of contracted revenue backlog excluding bonus
opportunities
-
$2.9 billion of liquidity
-
$0.9 billion of cash and short-term investments
-
$2.0 billion available under our revolving credit facility
-
$4.8 billion of long-term debt
Pro Forma Financial Position - 31 December 2017
On 10 January 2018, the Company issued $1.0 billion of new senior notes
due 2026 and, more recently, repurchased $650 million aggregate
principal amount of senior notes. Adjusting for these transactions, the
Company's pro forma financial position as of 31 December 2017 reflected:
-
$2.8 billion of contracted revenue backlog excluding bonus
opportunities
-
$3.2 billion of liquidity
-
$1.2 billion of cash and short-term investments
-
$2.0 billion available under our revolving credit facility
-
No debt maturities until third quarter 2020 and only $308 million of
debt maturing before 2024
-
$5.1 billion of long-term debt
-
$8.7 billion of Ensco shareholders' equity
-
31% net debt-to-capital ratio (net of $1.2 billion of cash and
short-term investments)
Ensco will conduct a conference call to discuss fourth quarter 2017
results at 10:00 a.m. CT (11:00 a.m. ET and 4:00 p.m. London) on
Tuesday, 27 February 2018. The conference call will be webcast live at www.enscoplc.com.
Alternatively, callers may dial 1-855-239-3215 within the United States
or +1-412-542-4130 from outside the U.S. Please ask for the Ensco
conference call. It is recommended that participants call 20 minutes
ahead of the scheduled start time. Callers may avoid delays by
pre-registering to receive a dial-in number and PIN at http://dpregister.com/10115866.
A webcast replay and transcript of the call will be available at www.enscoplc.com.
A replay will also be available through 27 March 2018 by dialing
1-877-344-7529 within the United States or +1-412-317-0088 from outside
the U.S. (conference ID 10115866).
Ensco plc (NYSE: ESV) brings energy to the world as a global provider of
offshore drilling services to the petroleum industry. For more than 30
years, the company has focused on operating safely and going beyond
customer expectations. Ensco is ranked first in total customer
satisfaction in the latest independent survey by EnergyPoint Research –
the eighth consecutive year that Ensco has earned this distinction.
Operating one of the newest ultra-deepwater rig fleets and a leading
premium jackup fleet, Ensco has a major presence in the most strategic
offshore basins across six continents. Ensco plc is an English limited
company (England No. 7023598) with its corporate headquarters located at
6 Chesterfield Gardens, London W1J 5BQ. To learn more, visit our website
at www.enscoplc.com.
Forward-Looking Statements
Statements contained in this press release that are not historical
facts are forward-looking statements within the meaning of Section 27A
of the Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934. Forward-looking statements include words or phrases such as
“anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,”
“project,” “could,” “may,” “might,” “should,” “will” and similar words
and specifically include statements involving expected financial
performance; effective tax rate, day rates and backlog; estimated rig
availability; rig commitments and contracts; contract duration, status,
terms and other contract commitments; letters of intent, letters of
award or other correspondence indicating an award; scheduled delivery
dates for rigs; the timing of delivery, mobilization, contract
commencement, relocation or other movement of rigs; our intent to sell
or scrap rigs; and general market, business and industry conditions,
trends and outlook. In addition, statements included in this press
release regarding the acquisition of Atwood and the anticipated
benefits, opportunities, synergies and effects of the transaction are
forward-looking statements. The forward-looking statements contained in
this press release are subject to numerous risks, uncertainties and
assumptions that may cause actual results to vary materially from those
indicated, including actions by regulatory authorities, rating agencies
or other third parties; actions by our security holders; costs and
difficulties related to the integration of Atwood and the related impact
on our financial results and performance; our ability to repay debt and
the timing thereof; availability and terms of any financing; commodity
price fluctuations, customer demand, new rig supply, downtime and other
risks associated with offshore rig operations, relocations, severe
weather or hurricanes; changes in worldwide rig supply and demand,
competition and technology; future levels of offshore drilling activity;
governmental action, civil unrest and political and economic
uncertainties; terrorism, piracy and military action; risks inherent to
shipyard rig construction, repair, maintenance or enhancement; possible
cancellation, suspension or termination of drilling contracts as a
result of mechanical difficulties, performance, customer finances, the
decline or the perceived risk of a further decline in oil and/or natural
gas prices, or other reasons, including terminations for convenience
(without cause); the cancellation of letters of intent or letters of
award or any failure to execute definitive contracts following
announcements of letters of intent or letters of award; the outcome of
litigation, legal proceedings, investigations or other claims or
contract disputes; governmental regulatory, legislative and permitting
requirements affecting drilling operations; our ability to attract and
retain skilled personnel on commercially reasonable terms; environmental
or other liabilities, risks or losses; debt restrictions that may limit
our liquidity and flexibility; and cybersecurity risks and threats. In
addition to the numerous factors described above, you should also
carefully read and consider “Item 1A. Risk Factors” in Part I and “Item
7. Management’s Discussion and Analysis of Financial Condition and
Results of Operations” in Part II of our most recent annual report on
Form 10-K, as updated in our subsequent quarterly reports on Form 10-Q,
which are available on the SEC’s website at www.sec.gov
or on the Investor Relations section of our website at www.enscoplc.com.
Each forward-looking statement speaks only as of the date of the
particular statement, and we undertake no obligation to publicly update
or revise any forward-looking statements, except as required by law.
|
ENSCO PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In millions, except per share amounts)
|
|
|
|
|
|
|
Three Months Ended
December 31,
|
|
|
Twelve Months Ended
December 31,
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2017
|
|
|
2016
|
|
|
|
|
|
(unaudited)
|
|
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OPERATING REVENUES
|
|
|
|
|
$
|
454.2
|
|
|
|
$
|
504.6
|
|
|
|
$
|
1,843.0
|
|
|
|
$
|
2,776.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OPERATING EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contract drilling (exclusive of depreciation)
|
|
|
|
|
334.3
|
|
|
|
289.0
|
|
|
|
1,189.5
|
|
|
|
1,301.0
|
|
Loss on impairment
|
|
|
|
|
182.9
|
|
|
|
—
|
|
|
|
182.9
|
|
|
|
—
|
|
Depreciation
|
|
|
|
|
119.5
|
|
|
|
110.2
|
|
|
|
444.8
|
|
|
|
445.3
|
|
General and administrative
|
|
|
|
|
70.9
|
|
|
|
24.7
|
|
|
|
157.8
|
|
|
|
100.8
|
|
|
|
|
|
|
707.6
|
|
|
|
423.9
|
|
|
|
1,975.0
|
|
|
|
1,847.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OPERATING INCOME (LOSS)
|
|
|
|
|
(253.4
|
)
|
|
|
80.7
|
|
|
|
(132.0
|
)
|
|
|
929.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OTHER INCOME (EXPENSE)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
|
|
|
3.5
|
|
|
|
5.2
|
|
|
|
25.8
|
|
|
|
13.8
|
|
Interest expense, net
|
|
|
|
|
(57.2
|
)
|
|
|
(56.3
|
)
|
|
|
(224.2
|
)
|
|
|
(228.8
|
)
|
Other, net
|
|
|
|
|
141.0
|
|
|
|
4.9
|
|
|
|
134.4
|
|
|
|
283.2
|
|
|
|
|
|
|
87.3
|
|
|
|
(46.2
|
)
|
|
|
(64.0
|
)
|
|
|
68.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
|
|
|
|
|
(166.1
|
)
|
|
|
34.5
|
|
|
|
(196.0
|
)
|
|
|
997.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PROVISION FOR INCOME TAXES
|
|
|
|
|
42.4
|
|
|
|
3.9
|
|
|
|
109.2
|
|
|
|
108.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INCOME (LOSS) FROM CONTINUING OPERATIONS
|
|
|
|
|
(208.5
|
)
|
|
|
30.6
|
|
|
|
(305.2
|
)
|
|
|
889.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
DISCONTINUED OPERATIONS, NET
|
|
|
|
|
1.4
|
|
|
|
9.9
|
|
|
|
1.0
|
|
|
|
8.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCOME (LOSS)
|
|
|
|
|
(207.1
|
)
|
|
|
40.5
|
|
|
|
(304.2
|
)
|
|
|
897.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET (INCOME) LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
|
|
|
|
—
|
|
|
|
(1.5
|
)
|
|
|
0.5
|
|
|
|
(6.9
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCOME (LOSS) ATTRIBUTABLE TO ENSCO
|
|
|
|
|
$
|
(207.1
|
)
|
|
|
$
|
39.0
|
|
|
|
$
|
(303.7
|
)
|
|
|
$
|
890.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EARNINGS (LOSS) PER SHARE - BASIC AND DILUTED
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
|
|
|
$
|
(0.49
|
)
|
|
|
$
|
0.10
|
|
|
|
$
|
(0.91
|
)
|
|
|
$
|
3.10
|
|
Discontinued operations
|
|
|
|
|
—
|
|
|
|
0.03
|
|
|
|
—
|
|
|
|
0.03
|
|
|
|
|
|
|
$
|
(0.49
|
)
|
|
|
$
|
0.13
|
|
|
|
$
|
(0.91
|
)
|
|
|
$
|
3.13
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCOME (LOSS) ATTRIBUTABLE TO ENSCO SHARES - BASIC AND DILUTED
|
|
|
|
|
$
|
(207.2
|
)
|
|
|
$
|
38.2
|
|
|
|
$
|
(304.1
|
)
|
|
|
$
|
873.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WEIGHTED-AVERAGE SHARES OUTSTANDING
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
|
426.3
|
|
|
|
300.4
|
|
|
|
332.5
|
|
|
|
279.1
|
|
Diluted
|
|
|
|
|
426.3
|
|
|
|
300.6
|
|
|
|
332.5
|
|
|
|
279.1
|
|
|
|
ENSCO PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)
|
|
|
|
|
|
|
|
December 31,
|
|
|
|
December 31,
|
|
|
|
|
|
|
2017
|
|
|
|
2016
|
|
|
|
|
|
|
(unaudited)
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT ASSETS
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
|
|
|
$
|
445.4
|
|
|
|
|
$
|
1,159.7
|
Short-term investments
|
|
|
|
|
|
440.0
|
|
|
|
|
1,442.6
|
Accounts receivable, net
|
|
|
|
|
|
345.4
|
|
|
|
|
361.0
|
Other
|
|
|
|
|
|
381.2
|
|
|
|
|
316.0
|
Total current assets
|
|
|
|
|
|
1,612.0
|
|
|
|
|
3,279.3
|
|
|
|
|
|
|
|
|
|
|
|
PROPERTY AND EQUIPMENT, NET
|
|
|
|
|
|
12,873.7
|
|
|
|
|
10,919.3
|
|
|
|
|
|
|
|
|
|
|
|
OTHER ASSETS, NET
|
|
|
|
|
|
140.2
|
|
|
|
|
175.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
14,625.9
|
|
|
|
|
$
|
14,374.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT LIABILITIES
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities and other
|
|
|
|
|
|
$
|
758.5
|
|
|
|
|
$
|
522.5
|
Current maturities of long-term debt
|
|
|
|
|
|
—
|
|
|
|
|
331.9
|
Total current liabilities
|
|
|
|
|
|
758.5
|
|
|
|
|
854.4
|
|
|
|
|
|
|
|
|
|
|
|
LONG-TERM DEBT
|
|
|
|
|
|
4,750.7
|
|
|
|
|
4,942.6
|
|
|
|
|
|
|
|
|
|
|
|
OTHER LIABILITIES
|
|
|
|
|
|
386.7
|
|
|
|
|
322.5
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL EQUITY
|
|
|
|
|
|
8,730.0
|
|
|
|
|
8,255.0
|
|
|
|
|
|
|
$
|
14,625.9
|
|
|
|
|
$
|
14,374.5
|
|
|
ENSCO PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
|
|
|
|
|
|
|
|
Twelve Months Ended
|
|
|
|
|
|
|
December 31,
|
|
|
|
|
|
|
2017
|
|
|
|
2016
|
|
|
|
|
|
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
|
|
|
$
|
(304.2
|
)
|
|
|
|
$
|
897.1
|
|
Adjustments to reconcile net income (loss) to net cash provided by
operating
activities of continuing operations:
|
|
|
|
|
|
|
|
|
|
|
Depreciation expense
|
|
|
|
|
|
444.8
|
|
|
|
|
445.3
|
|
Loss on impairment
|
|
|
|
|
|
182.9
|
|
|
|
|
—
|
|
Bargain purchase gain
|
|
|
|
|
|
(140.2
|
)
|
|
|
|
—
|
|
Amortization, net
|
|
|
|
|
|
(61.6
|
)
|
|
|
|
(139.7
|
)
|
Deferred income tax expense
|
|
|
|
|
|
55.0
|
|
|
|
|
28.7
|
|
Gain (loss) on debt extinguishment
|
|
|
|
|
|
2.6
|
|
|
|
|
(287.8
|
)
|
Other
|
|
|
|
|
|
14.7
|
|
|
|
|
(6.8
|
)
|
Changes in operating assets and liabilities
|
|
|
|
|
|
65.4
|
|
|
|
|
140.6
|
|
Net cash provided by operating activities of continuing operations
|
|
|
|
|
|
259.4
|
|
|
|
|
1,077.4
|
|
|
|
|
|
|
|
|
|
|
|
|
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
Maturities of short-term investments
|
|
|
|
|
|
2,042.5
|
|
|
|
|
2,212.0
|
|
Purchases of short-term investments
|
|
|
|
|
|
(1,040.0
|
)
|
|
|
|
(2,474.6
|
)
|
Acquisition of Atwood, net of cash acquired
|
|
|
|
|
|
(871.6
|
)
|
|
|
|
—
|
|
Additions to property and equipment
|
|
|
|
|
|
(536.7
|
)
|
|
|
|
(322.2
|
)
|
Other
|
|
|
|
|
|
2.8
|
|
|
|
|
9.8
|
|
Net cash used in investing activities of continuing operations
|
|
|
|
|
|
(403.0
|
)
|
|
|
|
(575.0
|
)
|
|
|
|
|
|
|
|
|
|
|
|
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
Reduction of long-term borrowings
|
|
|
|
|
|
(537.0
|
)
|
|
|
|
(863.9
|
)
|
Cash dividends paid
|
|
|
|
|
|
(13.8
|
)
|
|
|
|
(11.6
|
)
|
Debt financing costs
|
|
|
|
|
|
(12.0
|
)
|
|
|
|
(23.4
|
)
|
Proceeds from issuance of senior notes
|
|
|
|
|
|
—
|
|
|
|
|
849.5
|
|
Proceeds from equity issuance
|
|
|
|
|
|
—
|
|
|
|
|
585.5
|
|
Other
|
|
|
|
|
|
(7.7
|
)
|
|
|
|
(7.1
|
)
|
Net cash provided by (used in) financing activities
|
|
|
|
|
|
(570.5
|
)
|
|
|
|
529.0
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) discontinued operations
|
|
|
|
|
|
(.8
|
)
|
|
|
|
8.4
|
|
Effect of exchange rate changes on cash and cash equivalents
|
|
|
|
|
|
.6
|
|
|
|
|
(1.4
|
)
|
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
|
|
|
|
|
|
(714.3
|
)
|
|
|
|
1,038.4
|
|
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
|
|
|
|
|
|
1,159.7
|
|
|
|
|
121.3
|
|
CASH AND CASH EQUIVALENTS, END OF PERIOD
|
|
|
|
|
|
$
|
445.4
|
|
|
|
|
$
|
1,159.7
|
|
|
|
ENSCO PLC AND SUBSIDIARIES
OPERATING STATISTICS
(Unaudited)
|
|
|
|
|
|
|
|
Fourth Quarter
|
|
|
|
|
|
Third
Quarter
|
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rig Utilization(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Floaters
|
|
|
|
|
|
44
|
%
|
|
|
44
|
%
|
|
|
|
|
|
46
|
%
|
Jackups
|
|
|
|
|
|
54
|
%
|
|
|
54
|
%
|
|
|
|
|
|
60
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
|
50
|
%
|
|
|
51
|
%
|
|
|
|
|
|
55
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average Day Rates(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Floaters
|
|
|
|
|
|
$
|
306,937
|
|
|
|
$
|
358,405
|
|
|
|
|
|
|
$
|
334,218
|
|
Jackups
|
|
|
|
|
|
76,037
|
|
|
|
101,252
|
|
|
|
|
|
|
88,272
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
|
$
|
156,532
|
|
|
|
$
|
176,709
|
|
|
|
|
|
|
$
|
165,623
|
|
|
(1)
|
|
|
Rig utilization is derived by dividing the number of days under
contract by the number of days in the period. Days under contract
equals the total number of days that rigs have earned and recognized
day rate revenue, including days associated with early contract
terminations, compensated downtime and mobilizations. When revenue
is earned but is deferred and amortized over a future period, for
example when a rig earns revenue while mobilizing to commence a new
contract or while being upgraded in a shipyard, the related days are
excluded from days under contract.
|
|
|
|
|
|
|
|
For newly-constructed or acquired rigs, the number of days in the
period begins upon commencement of drilling operations for rigs with
a contract or when the rig becomes available for drilling operations
for rigs without a contract.
|
|
|
|
|
(2)
|
|
|
Average day rates are derived by dividing contract drilling
revenues, adjusted to exclude certain types of non-recurring
reimbursable revenues, lump sum revenues and revenues attributable
to amortization of drilling contract intangibles, by the aggregate
number of contract days, adjusted to exclude contract days
associated with certain mobilizations, demobilizations, shipyard
contracts and standby contracts.
|
|
|
|
|
Non-GAAP Financial Measures (Unaudited)
To supplement Ensco’s condensed consolidated financial statements
presented on a GAAP basis, this press release provides investors with
adjusted loss per share from continuing operations, adjusted EBITDA and
net debt, which are non-GAAP measures.
We believe that adjusted loss per share from continuing operations
provides meaningful supplemental information regarding the company's
performance by excluding certain charges that may not be indicative of
Ensco’s ongoing operating results. This allows investors and others to
better compare financial results across accounting periods and to those
of peer companies, and to better understand the long-term performance of
our business.
Ensco defines "Adjusted EBITDA" as net income (loss) before income
(loss) from discontinued operations, other income (expense), income tax
expense (benefit), interest expense, depreciation, amortization, loss on
impairment, (gain) loss on asset disposals and transaction costs.
Adjusted EBITDA is a non-GAAP measure that our management uses to
facilitate period-to-period comparisons of our core operating
performance and to evaluate our long-term financial performance against
that of our peers. We believe that this measure is useful to investors
and analysts in allowing for greater transparency of our core operating
performance and makes it easier to compare our results with those of
other companies within our industry. Adjusted EBITDA should not be
considered (a) in isolation of, or as a substitute for, net income
(loss), (b) as an indication of cash flows from operating activities or
(c) as a measure of liquidity. Adjusted EBITDA may not be comparable to
other similarly titled measures reported by other companies.
Net debt is defined as long-term debt less cash and short-term
investments. We review net debt as part of our overall liquidity,
financial flexibility, capital structure and leverage, and believe that
this measure is useful to investors as part of their assessment of our
business. Non-GAAP financial measures should be considered as a
supplement to, and not as a substitute for, or superior to, financial
measures prepared in accordance with GAAP.
Adjusted Earnings (Loss) Per Share
The table below reconciles earnings (loss) per share, as calculated in
accordance with GAAP, to adjusted earnings (loss) per share for the
quarters ended December 31, 2017 and 2016. Adjusted loss per share for
the quarter ended December 31, 2017 excludes loss on impairment, bargain
purchase gain, transactions costs related to the Atwood acquisition and
discrete tax items. Adjusted earnings per share for the quarter ended
December 31, 2016 excludes gain on exchange of debt for equity and other
discrete tax items.
|
DILUTED EARNINGS PER
SHARE RECONCILIATION(1):
|
|
|
|
|
Three Months Ended December 31, 2017
|
Loss per share from continuing operations
|
|
|
|
|
As
Reported
|
|
|
|
Loss on
Impairment
|
|
|
|
Bargain
Purchase
Gain
|
|
|
|
Atwood
Transaction
Costs
|
|
|
|
Discrete
Tax
Items
|
|
|
|
Adjusted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from continuing
operations attributable to Ensco(2)
|
|
|
|
|
$
|
(208.5
|
)
|
|
|
|
$
|
182.9
|
|
|
|
|
$
|
(140.2
|
)
|
|
|
|
$
|
49.4
|
|
|
|
|
$
|
19.2
|
|
|
|
|
$
|
(97.2
|
)
|
Net income allocated to non-vested
share awards(3)
|
|
|
|
|
(.1
|
)
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
(.1
|
)
|
Net income (loss) from continuing
operations attributable to Ensco
shares
|
|
|
|
|
$
|
(208.6
|
)
|
|
|
|
$
|
182.9
|
|
|
|
|
$
|
(140.2
|
)
|
|
|
|
$
|
49.4
|
|
|
|
|
$
|
19.2
|
|
|
|
|
$
|
(97.3
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share
from continuing operations
|
|
|
|
|
$
|
(0.49
|
)
|
|
|
|
$
|
0.43
|
|
|
|
|
$
|
(0.33
|
)
|
|
|
|
$
|
0.11
|
|
|
|
|
$
|
0.05
|
|
|
|
|
$
|
(0.23
|
)
|
|
|
DILUTED EARNINGS PER SHARE
RECONCILIATION(1):
|
|
|
Three Months Ended December 31, 2016
|
Earnings per share from continuing operations
|
|
|
As
Reported
|
|
|
|
Exchange of
Debt for
Equity
|
|
|
|
Discrete
Tax
Items
|
|
|
|
Adjusted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from continuing operations attributable to
Ensco(2)
|
|
|
$
|
29.1
|
|
|
|
|
$
|
(9.0
|
)
|
|
|
|
7.0
|
|
|
|
|
$
|
27.1
|
|
Net income allocated to non-vested share awards(3)
|
|
|
(.8
|
)
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
(.8
|
)
|
Net income (loss) from continuing operations attributable to
Ensco shares
|
|
|
$
|
28.3
|
|
|
|
|
$
|
(9.0
|
)
|
|
|
|
$
|
7.0
|
|
|
|
|
$
|
26.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share from continuing operations
|
|
|
$
|
0.10
|
|
|
|
|
$
|
(0.03
|
)
|
|
|
|
$
|
0.02
|
|
|
|
|
$
|
0.09
|
|
|
(1)
|
|
|
No adjustments have been made to earnings per share from
discontinued operations for the three-month periods ended December
31, 2017 and 2016.
|
|
|
|
|
(2)
|
|
|
No amount of net loss was attributable to noncontrolling interest
for the three-month period ended December 31, 2017. Net income from
continuing operations attributable to Ensco excludes income
attributable to noncontrolling interest of $1.5 million for the
three-month period ended December 31, 2016.
|
|
|
|
|
(3)
|
|
|
Represents income allocated to participating securities under the
two-class method.
|
|
Reconciliation of Net Income (Loss) to Adjusted EBITDA
A reconciliation of net income (loss) as reported to Adjusted EBITDA for
quarters ended December 31, 2017 and 2016 and years ended December 31,
2017 and 2016 is included in the tables below (in millions):
|
|
|
|
|
|
Three Months
Ended December 31,
2017
|
|
|
Twelve Months
Ended December 31,
2017
|
|
|
|
|
|
2017
|
|
|
2016
|
|
|
2017
|
|
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
|
|
$
|
(207.1
|
)
|
|
|
$
|
40.5
|
|
|
|
$
|
(304.2
|
)
|
|
|
$
|
897.1
|
|
Less:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from discontinued operations, net of tax
|
|
|
|
|
1.4
|
|
|
|
9.9
|
|
|
|
1.0
|
|
|
|
8.1
|
|
Income (loss) from continuing operations
|
|
|
|
|
$
|
(208.5
|
)
|
|
|
$
|
30.6
|
|
|
|
$
|
(305.2
|
)
|
|
|
$
|
889.0
|
|
Add:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
|
|
42.4
|
|
|
|
3.9
|
|
|
|
109.2
|
|
|
|
108.5
|
|
Interest expense
|
|
|
|
|
57.2
|
|
|
|
56.3
|
|
|
|
224.2
|
|
|
|
228.8
|
|
Other income
|
|
|
|
|
(144.5
|
)
|
|
|
(10.1
|
)
|
|
|
(160.2
|
)
|
|
|
(297.0
|
)
|
Operating income
|
|
|
|
|
$
|
(253.4
|
)
|
|
|
$
|
80.7
|
|
|
|
$
|
(132.0
|
)
|
|
|
$
|
929.3
|
|
Add:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation expense
|
|
|
|
|
119.5
|
|
|
|
110.2
|
|
|
|
444.8
|
|
|
|
445.3
|
|
Amortization, net (1)
|
|
|
|
|
(5.4
|
)
|
|
|
(25.6
|
)
|
|
|
(61.6
|
)
|
|
|
(139.7
|
)
|
Loss on impairment
|
|
|
|
|
182.9
|
|
|
|
—
|
|
|
|
182.9
|
|
|
|
—
|
|
Gain on asset disposals
|
|
|
|
|
(0.4
|
)
|
|
|
(1.2
|
)
|
|
|
(0.9
|
)
|
|
|
(1.1
|
)
|
Transaction costs
|
|
|
|
|
49.4
|
|
|
|
—
|
|
|
|
59.1
|
|
|
|
—
|
|
Adjusted EBITDA
|
|
|
|
|
$
|
92.6
|
|
|
|
$
|
164.1
|
|
|
|
$
|
492.3
|
|
|
|
$
|
1,233.8
|
|
|
(1)
|
|
|
Amortization, net, includes amortization during the indicated period
for deferred mobilization revenues and costs, deferred capital
upgrade revenues, intangible amortization and other amortization.
|
|
Pro Forma Financial Data (Unaudited)
The table below represents total debt, cash and cash equivalents,
short-term investments, net debt, total capital and net debt-to-capital
ratio after giving effect to the January 2018 debt issuance and
tenders/redemption described above (in millions, except percentages):
|
LIQUIDITY AND CAPITAL RESOURCES PRO FORMA VS.
ACTUAL:
|
|
|
|
|
|
As of December 31, 2017
|
|
|
|
|
|
|
Pro Forma
|
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
Total debt(1)
|
|
|
|
|
|
$
|
5,057.5
|
|
|
|
|
$
|
4,750.7
|
|
Cash and cash equivalents(2)
|
|
|
|
|
|
721.6
|
|
|
|
|
445.4
|
|
Short-term investments(2)
|
|
|
|
|
|
440.0
|
|
|
|
|
440.0
|
|
Net debt(3)
|
|
|
|
|
|
$
|
3,895.9
|
|
|
|
|
$
|
3,865.3
|
|
Total capital(1)(4)
|
|
|
|
|
|
$
|
12,613.2
|
|
|
|
|
$
|
12,597.4
|
|
Net debt-to-capital(1)
|
|
|
|
|
|
30.9
|
%
|
|
|
|
30.7
|
%
|
|
(1)
|
|
|
Pro Forma balances present total debt, total capital and the net
debt-to-total capital ratio on an adjusted basis after giving effect
to the January 2018 offering of senior notes due 2026, and
subsequent tender offers and redemption. In January 2018, total debt
increased by $306.8 million as a result of the issuance of $1.0
billion of 7.75% senior notes due 2026 issued, net of debt issuance
costs of $16.5 million, partially offset by the debt repurchases and
redemptions of our 8.5% senior notes due 2019, 6.875% senior notes
due 2020 and 4.70% senior notes due 2021, which had an aggregate
carrying value of $676.7 million, net of discounts, premiums and
issuance costs. Total capital was adjusted by the aforementioned
amount and the estimated net of tax loss on the repurchases and
redemptions of $14.8 million.
|
|
|
|
|
(2)
|
|
|
Pro Forma balances represent our cash and cash equivalents and
short-term investments after giving effect to the January 2018 debt
issuance and tender offers/redemption described above. Our cash and
cash equivalents balance increased by $276.2 million due to the
proceeds from the issuance of $1.0 billion of 7.75% senior notes due
2026, net of $16.5 million of issuance costs, partially offset by
$707.3 million cash paid for repurchases and redemptions, inclusive
of accrued interest and commissions.
|
|
|
|
|
(3)
|
|
|
Net debt consists of total debt, less cash and cash equivalents and
short-term investments.
|
|
|
|
|
(4)
|
|
|
Total capital consists of net debt and Ensco shareholders' equity.
|
|
View source version on businesswire.com: http://www.businesswire.com/news/home/20180226006606/en/
Copyright Business Wire 2018