001-03492 | No. 75-2677995 |
(Commission File Number) | (IRS Employer Identification No.) |
3000 North Sam Houston Parkway East Houston, Texas | 77032 |
(Address of Principal Executive Offices) | (Zip Code) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
• | Reported loss from continuing operations of $3.73 per diluted share |
• | Adjusted loss from continuing operations of $0.14 per diluted share, excluding special items |
Three Months Ended | ||||||||||
Millions of dollars except per share data | June 30, 2016 | March 31, 2016 | Change | |||||||
Revenue | $ | 3,835 | $ | 4,198 | (9 | )% | ||||
Operating loss | (3,880 | ) | (3,079 | ) | (26 | )% | ||||
Adjusted operating income | 62 | 225 | (72 | )% | ||||||
Loss from continuing operations | (3,208 | ) | (2,410 | ) | (33 | )% | ||||
Adjusted income (loss) from continuing operations | (121 | ) | 64 | (289 | )% | |||||
Reported loss from continuing operations per diluted share | (3.73 | ) | (2.81 | ) | (33 | )% | ||||
Adjusted income (loss) from continuing operations per diluted share | (0.14 | ) | 0.07 | (300 | )% |
• | Halliburton worked with Eclipse Resources Corporation to complete hydraulic fracturing of the extended reach lateral test well known as "Purple Hayes." The Utica Shale well had a lateral length of over 18,500 feet and was completed with 124 frac stages in 24 days. The total depth was 27,046 feet, including the lateral extension which Eclipse believes is the longest horizontal onshore lateral ever drilled in the United States. The fracturing operations performed by Halliburton utilized the company’s industry-leading Q10™ pumps equipped with dual fuel technology, which performed with zero down time. In addition, SandCastle® PS-2500 units equipped with Halliburton Dust Control systems provided superior sand loading logistics while reducing the environmental footprint on site. The efficiencies achieved with this equipment allowed Eclipse to improve its daily completion rate by 20 percent over the original plan, lowering their ultimate cost per BOE. |
• | Halliburton expanded its iEnergy™ collaboration portal, the industry’s foremost E&P community. iEnergy provides secure proprietary workspaces for Halliburton’s customers, utilizing the DecisionSpace platform to analyze their geophysical data and manage their projects in a seamless end-to-end environment. iEnergy™ brings together Halliburton and a broad range of partners to deliver a unique experience in which operators can work with the data and technology they need in integrated workflows, collaborate in discussion and project forums, contribute to the knowledge of the community as a whole, learn from the wealth of on-line training options and secure value for their business. |
• | Halliburton announced that its BaraLogix™ Density and Rheology Unit (DRU) received the Offshore Technology Conference 2016 Spotlight on New Technology Award. The BaraLogix™ DRU breaks down barriers by delivering a single piece of equipment that can autonomously measure fluid density and rheology during drilling operations, providing advanced data analysis in real time. The frequent and accurate data collection helps identify trends in fluid properties that are unavailable with current resources. As a result, BaraLogix™ helps operators make proactive decisions that reduce non-productive time, optimize drilling programs and save costs. |
Three Months Ended | ||||||||||||
June 30 | March 31 | |||||||||||
2016 | 2015 | 2016 | ||||||||||
Revenue: | ||||||||||||
Completion and Production | $ | 2,114 | $ | 3,444 | $ | 2,324 | ||||||
Drilling and Evaluation | 1,721 | 2,475 | 1,874 | |||||||||
Total revenue | $ | 3,835 | $ | 5,919 | $ | 4,198 | ||||||
Operating income (loss): | ||||||||||||
Completion and Production | $ | (32 | ) | $ | 313 | $ | 30 | |||||
Drilling and Evaluation | 154 | 400 | 241 | |||||||||
Corporate and other | (60 | ) | (70 | ) | (46 | ) | ||||||
Baker Hughes termination fee and related costs (a) | (3,519 | ) | (83 | ) | (538 | ) | ||||||
Impairments and other charges (b) | (423 | ) | (306 | ) | (2,766 | ) | ||||||
Total operating income (loss) | (3,880 | ) | 254 | (3,079 | ) | |||||||
Interest expense, net (c) | (196 | ) | (106 | ) | (165 | ) | ||||||
Other, net | (31 | ) | (23 | ) | (47 | ) | ||||||
Income (loss) from continuing operations before income taxes | (4,107 | ) | 125 | (3,291 | ) | |||||||
Income tax benefit (provision) | 902 | (71 | ) | 875 | ||||||||
Income (loss) from continuing operations | (3,205 | ) | 54 | (2,416 | ) | |||||||
Loss from discontinued operations, net | — | (1 | ) | (2 | ) | |||||||
Net income (loss) | $ | (3,205 | ) | $ | 53 | $ | (2,418 | ) | ||||
Net (income) loss attributable to noncontrolling interest | (3 | ) | 1 | 6 | ||||||||
Net income (loss) attributable to company | $ | (3,208 | ) | $ | 54 | $ | (2,412 | ) | ||||
Amounts attributable to company shareholders: | ||||||||||||
Income (loss) from continuing operations | $ | (3,208 | ) | $ | 55 | $ | (2,410 | ) | ||||
Loss from discontinued operations, net | — | (1 | ) | (2 | ) | |||||||
Net income (loss) attributable to company | $ | (3,208 | ) | $ | 54 | $ | (2,412 | ) | ||||
Basic income (loss) per share attributable to company shareholders: | ||||||||||||
Income (loss) from continuing operations | $ | (3.73 | ) | $ | 0.06 | $ | (2.81 | ) | ||||
Loss from discontinued operations, net | — | — | — | |||||||||
Net income (loss) per share | $ | (3.73 | ) | $ | 0.06 | $ | (2.81 | ) | ||||
Diluted income (loss) per share attributable to company shareholders: | ||||||||||||
Income (loss) from continuing operations | $ | (3.73 | ) | $ | 0.06 | $ | (2.81 | ) | ||||
Loss from discontinued operations, net | — | — | — | |||||||||
Net income (loss) per share | $ | (3.73 | ) | $ | 0.06 | $ | (2.81 | ) | ||||
Basic weighted average common shares outstanding | 860 | 852 | 858 | |||||||||
Diluted weighted average common shares outstanding | 860 | 854 | 858 | |||||||||
(a) Includes a $3.5 billion termination fee recognized in the three months ended June 30, 2016. Also includes an aggregate $464 million of charges taken in the three months ended March 31, 2016 for the reversal of assets held for sale accounting, representing $329 million of associated depreciation costs suspended since April 2015 for the businesses held for sale and $135 million of other divestiture-related costs. | ||||||||||||
(b) For further details of impairments and other charges for all periods presented, see Footnote Table 1. | ||||||||||||
(c) Includes $41 million of debt redemption fees and associated expenses in the three months ended June 30, 2016 related to the $2.5 billion of debt mandatorily redeemed during the second quarter, as well as interest expense associated with the $7.5 billion debt issued in late 2015. | ||||||||||||
See Footnote Table 1 for Reconciliation of As Reported Operating Income (Loss) to Adjusted Operating Income. | ||||||||||||
See Footnote Table 2 for Reconciliation of As Reported Loss from Continuing Operations to Adjusted Income (Loss) from Continuing Operations. |
Six Months Ended June 30 | ||||||||
2016 | 2015 | |||||||
Revenue: | ||||||||
Completion and Production | $ | 4,438 | $ | 7,690 | ||||
Drilling and Evaluation | 3,595 | 5,279 | ||||||
Total revenue | $ | 8,033 | $ | 12,969 | ||||
Operating loss: | ||||||||
Completion and Production | $ | (2 | ) | $ | 775 | |||
Drilling and Evaluation | 395 | 706 | ||||||
Corporate and other | (106 | ) | (139 | ) | ||||
Baker Hughes termination fee and related costs (a) | (4,057 | ) | (122 | ) | ||||
Impairments and other charges | (3,189 | ) | (1,514 | ) | ||||
Total operating loss | (6,959 | ) | (294 | ) | ||||
Interest expense, net (b) | (361 | ) | (212 | ) | ||||
Other, net (c) | (78 | ) | (247 | ) | ||||
Loss from continuing operations before income taxes | (7,398 | ) | (753 | ) | ||||
Income tax benefit | 1,777 | 170 | ||||||
Loss from continuing operations | (5,621 | ) | (583 | ) | ||||
Loss from discontinued operations, net | (2 | ) | (5 | ) | ||||
Net loss | $ | (5,623 | ) | $ | (588 | ) | ||
Net (income) loss attributable to noncontrolling interest | 3 | (1) | ||||||
Net loss attributable to company | $ | (5,620 | ) | $ | (589 | ) | ||
Amounts attributable to company shareholders: | ||||||||
Loss from continuing operations | $ | (5,618 | ) | $ | (584 | ) | ||
Loss from discontinued operations, net | (2 | ) | (5 | ) | ||||
Net loss attributable to company | $ | (5,620 | ) | $ | (589 | ) | ||
Basic loss per share attributable to company shareholders: | ||||||||
Loss from continuing operations | $ | (6.54 | ) | $ | (0.69 | ) | ||
Loss from discontinued operations, net | — | (0.01 | ) | |||||
Net loss per share | $ | (6.54 | ) | $ | (0.70 | ) | ||
Diluted loss per share attributable to company shareholders: | ||||||||
Loss from continuing operations | $ | (6.54 | ) | $ | (0.69 | ) | ||
Loss from discontinued operations, net | — | (0.01 | ) | |||||
Net loss per share | $ | (6.54 | ) | $ | (0.70 | ) | ||
Basic weighted average common shares outstanding | 859 | 851 | ||||||
Diluted weighted average common shares outstanding | 859 | 851 | ||||||
(a) During the six months ended June 30, 2016, we recognized a $3.5 billion termination fee and an aggregate $464 million of charges for the reversal of assets held for sale accounting effective March 31, 2016. The reversal of assets held for sale accounting represents $329 million of associated depreciation costs suspended from April 2015 through March 2016 for the businesses held for sale and $135 million of other divestiture-related costs. | ||||||||
(b) Includes $41 million of debt redemption fees and associated expenses in the six months ended June 30, 2016 related to the $2.5 billion of debt mandatorily redeemed during the second quarter, as well as interest expense associated with the $7.5 billion debt issued in late 2015. | ||||||||
(c) Includes a foreign currency loss of $199 million due to a currency devaluation in Venezuela in the six months ended June 30, 2015. |
June 30 | December 31 | |||||||
2016 | 2015 | |||||||
Assets | ||||||||
Current assets: | ||||||||
Cash and equivalents | $ | 3,108 | $ | 10,077 | ||||
Receivables, net | 4,725 | 5,317 | ||||||
Inventories | 2,650 | 2,993 | ||||||
Prepaid income taxes | 1,099 | 527 | ||||||
Other current assets | 998 | 1,156 | ||||||
Total current assets | 12,580 | 20,070 | ||||||
Property, plant and equipment, net | 8,961 | 12,117 | ||||||
Goodwill | 2,383 | 2,385 | ||||||
Deferred income taxes | 1,856 | 552 | ||||||
Other assets | 1,957 | 1,818 | ||||||
Total assets | $ | 27,737 | $ | 36,942 | ||||
Liabilities and Shareholders’ Equity | ||||||||
Current liabilities: | ||||||||
Accounts payable | $ | 1,490 | $ | 2,019 | ||||
Current maturities of long-term debt | 763 | 659 | ||||||
Accrued employee compensation and benefits | 549 | 862 | ||||||
Liabilities for Macondo well incident | 367 | 400 | ||||||
Other current liabilities | 1,309 | 1,397 | ||||||
Total current liabilities | 4,478 | 5,337 | ||||||
Long-term debt | 12,158 | 14,687 | ||||||
Employee compensation and benefits | 449 | 479 | ||||||
Other liabilities | 875 | 944 | ||||||
Total liabilities | 17,960 | 21,447 | ||||||
Company shareholders’ equity | 9,734 | 15,462 | ||||||
Noncontrolling interest in consolidated subsidiaries | 43 | 33 | ||||||
Total shareholders’ equity | 9,777 | 15,495 | ||||||
Total liabilities and shareholders’ equity | $ | 27,737 | $ | 36,942 | ||||
Six Months Ended | |||||||
June 30 | |||||||
2016 | 2015 | ||||||
Cash flows from operating activities: | |||||||
Net loss | $ | (5,623 | ) | $ | (588 | ) | |
Adjustments to reconcile net loss to cash flows from operating activities: | |||||||
Impairments and other charges | 3,189 | 1,514 | |||||
Deferred income tax benefit, continuing operations | (1,516 | ) | (523 | ) | |||
Depreciation, depletion and amortization | 742 | 1,016 | |||||
Working capital (a) | 72 | 866 | |||||
Other | (667 | ) | (290 | ) | |||
Total cash flows from operating activities (b) | (3,803 | ) | 1,995 | ||||
Cash flows from investing activities: | |||||||
Capital expenditures | (447 | ) | (1,223 | ) | |||
Proceeds from sales of property, plant and equipment | 114 | 83 | |||||
Other investing activities | (60 | ) | (95 | ) | |||
Total cash flows from investing activities | (393 | ) | (1,235 | ) | |||
Cash flows from financing activities: | |||||||
Payments on long-term borrowings | (2,525 | ) | (8 | ) | |||
Dividends to shareholders | (309 | ) | (306 | ) | |||
Other financing activities | 102 | 71 | |||||
Total cash flows from financing activities | (2,732 | ) | (243 | ) | |||
Effect of exchange rate changes on cash | (41 | ) | (48 | ) | |||
Increase (decrease) in cash and equivalents | (6,969 | ) | 469 | ||||
Cash and equivalents at beginning of period | 10,077 | 2,291 | |||||
Cash and equivalents at end of period | $ | 3,108 | $ | 2,760 | |||
(a) Working capital includes receivables, inventories and accounts payable. | |||||||
(b) Includes a $3.5 billion termination fee paid to Baker Hughes during the second quarter of 2016. |
Three Months Ended | |||||||||||
June 30 | March 31 | ||||||||||
Revenue | 2016 | 2015 | 2016 | ||||||||
By operating segment: | |||||||||||
Completion and Production | $ | 2,114 | $ | 3,444 | $ | 2,324 | |||||
Drilling and Evaluation | 1,721 | 2,475 | 1,874 | ||||||||
Total revenue | $ | 3,835 | $ | 5,919 | $ | 4,198 | |||||
By geographic region: | |||||||||||
North America | $ | 1,516 | $ | 2,671 | $ | 1,794 | |||||
Latin America | 476 | 767 | 541 | ||||||||
Europe/Africa/CIS | 795 | 1,095 | 778 | ||||||||
Middle East/Asia | 1,048 | 1,386 | 1,085 | ||||||||
Total revenue | $ | 3,835 | $ | 5,919 | $ | 4,198 | |||||
Operating Income (Loss) | |||||||||||
By operating segment: | |||||||||||
Completion and Production | $ | (32 | ) | $ | 313 | $ | 30 | ||||
Drilling and Evaluation | 154 | 400 | 241 | ||||||||
Total | 122 | 713 | 271 | ||||||||
Corporate and other | (60 | ) | (70 | ) | (46 | ) | |||||
Baker Hughes termination fee and related costs | (3,519 | ) | (83 | ) | (538 | ) | |||||
Impairments and other charges | (423 | ) | (306 | ) | (2,766 | ) | |||||
Total operating income (loss) | $ | (3,880 | ) | $ | 254 | $ | (3,079 | ) | |||
By geographic region: | |||||||||||
North America | $ | (124 | ) | $ | 130 | $ | (39 | ) | |||
Latin America | 22 | 112 | 48 | ||||||||
Europe/Africa/CIS | 64 | 164 | 57 | ||||||||
Middle East/Asia | 160 | 307 | 205 | ||||||||
Total | $ | 122 | $ | 713 | $ | 271 | |||||
See Footnote Table 1 for Reconciliation of As Reported Operating Income (Loss) to Adjusted Operating Income. |
Six Months Ended June 30 | |||||||
Revenue | 2016 | 2015 | |||||
By operating segment: | |||||||
Completion and Production | $ | 4,438 | $ | 7,690 | |||
Drilling and Evaluation | 3,595 | 5,279 | |||||
Total revenue | $ | 8,033 | $ | 12,969 | |||
By geographic region: | |||||||
North America | $ | 3,310 | $ | 6,213 | |||
Latin America | 1,017 | 1,716 | |||||
Europe/Africa/CIS | 1,573 | 2,192 | |||||
Middle East/Asia | 2,133 | 2,848 | |||||
Total revenue | $ | 8,033 | $ | 12,969 | |||
Operating Income (Loss) | |||||||
By operating segment: | |||||||
Completion and Production | $ | (2 | ) | $ | 775 | ||
Drilling and Evaluation | 395 | 706 | |||||
Total | 393 | 1,481 | |||||
Corporate and other | (106 | ) | (139 | ) | |||
Baker Hughes termination fee and related costs | (4,057 | ) | (122 | ) | |||
Impairments and other charges | (3,189 | ) | (1,514 | ) | |||
Total operating loss | $ | (6,959 | ) | $ | (294 | ) | |
By geographic region: | |||||||
North America | $ | (163 | ) | $ | 409 | ||
Latin America | 70 | 234 | |||||
Europe/Africa/CIS | 121 | 250 | |||||
Middle East/Asia | 365 | 588 | |||||
Total | $ | 393 | $ | 1,481 | |||
Three Months Ended | ||||||||||||
June 30, 2016 | June 30, 2015 | March 31, 2016 | ||||||||||
As reported operating income (loss) | $ | (3,880 | ) | $ | 254 | $ | (3,079 | ) | ||||
Baker Hughes termination fee and related costs | 3,519 | 83 | 538 | |||||||||
Impairments and other charges: | ||||||||||||
Venezuela promissory note loss | 148 | — | — | |||||||||
Severance costs | 126 | 78 | 135 | |||||||||
Fixed asset impairments | 92 | 177 | 2,445 | |||||||||
Inventory write-downs | 64 | 39 | 66 | |||||||||
Intangible asset impairments | — | 8 | 87 | |||||||||
Country closures | — | 2 | 2 | |||||||||
Other | (7 | ) | 2 | 31 | ||||||||
Total Impairments and other charges | 423 | 306 | 2,766 | |||||||||
Adjusted operating income (a) | $ | 62 | $ | 643 | $ | 225 | ||||||
(a) | Management believes that operating income (loss) adjusted for impairments and other charges and Baker Hughes termination fee and related costs for the three months ended June 30, 2016, March 31, 2016 and June 30, 2015 is useful to investors to assess and understand operating performance, especially when comparing those results with previous and subsequent periods or forecasting performance for future periods, primarily because management views the excluded items to be outside of the company's normal operating results. Management analyzes operating income (loss) without the impact of these items as an indicator of performance, to identify underlying trends in the business, and to establish operational goals. The adjustments remove the effects of these items. Adjusted operating income is calculated as: “As reported operating income (loss)” plus "Total Impairments and other charges" and "Baker Hughes termination fee and related costs" for the three months ended June 30, 2016, March 31, 2016 and June 30, 2015. |
Three Months Ended | ||||||||
June 30, 2016 | March 31, 2016 | |||||||
As reported loss from continuing operations attributable to company | $ | (3,208 | ) | $ | (2,410 | ) | ||
Baker Hughes termination fee and related costs (a) | 3,519 | 538 | ||||||
Impairments and other charges (a) | 423 | 2,766 | ||||||
Debt mandatory redemption fee and expenses (a) | 41 | — | ||||||
Interest expense for acquisition (a) | — | 71 | ||||||
Total adjustments, before taxes | 3,983 | 3,375 | ||||||
Income tax benefit (b) | (896 | ) | (901 | ) | ||||
Total adjustments, net of tax | $ | 3,087 | $ | 2,474 | ||||
Adjusted income (loss) from continuing operations attributable to company | $ | (121 | ) | $ | 64 | |||
As reported diluted weighted average common shares outstanding (c) | 860 | 858 | ||||||
Adjusted diluted weighted average common shares outstanding | 860 | 859 | ||||||
As reported loss from continuing operations per diluted share (d) | $ | (3.73 | ) | $ | (2.81 | ) | ||
Adjusted income (loss) from continuing operations per diluted share (d) | $ | (0.14 | ) | $ | 0.07 | |||
(a) | Management believes that income (loss) from continuing operations adjusted for impairments and other charges, Baker Hughes termination fee and other Baker Hughes related costs, debt mandatory redemption fee and expenses, and interest expense for acquisition, is useful to investors to assess and understand operating performance, especially when comparing those results with previous and subsequent periods or forecasting performance for future periods, primarily because management views the excluded items to be outside of the company's normal operating results. Management analyzes income (loss) from continuing operations without the impact of these items as an indicator of performance, to identify underlying trends in the business, and to establish operational goals. The adjustments remove the effects of these items. Adjusted income (loss) from continuing operations attributable to company is calculated as: “As reported loss from continuing operations attributable to company” plus "Total adjustments, net of tax" for the three months ended June 30, 2016 and March 31, 2016. | |||||||
(b) | Represents the tax effects of the aggregate adjustments during the period. Additionally, includes approximately $486 million of discrete tax adjustments recorded during the second quarter of 2016, primarily relating to deferred tax expenses associated with Halliburton's decision that it now may not permanently reinvest some of its foreign earnings, and tax expenses associated with the inability to utilize certain tax deductions resulting from the carryback of net operating losses to prior tax periods. | |||||||
(c) | As reported diluted weighted average common shares outstanding excludes options to purchase one million shares of common stock as of March 31, 2016, as their impact would be antidilutive since reported income from continuing operations attributable to company was in a loss position during the periods. When adjusting income from continuing operations attributable to company in each period for the special items discussed above, these shares become dilutive. | |||||||
(d) | As reported loss from continuing operations per diluted share is calculated as: "As reported loss from continuing operations attributable to company" divided by "As reported diluted weighted average common shares outstanding." Adjusted income (loss) from continuing operations per diluted share is calculated as: "Adjusted income (loss) from continuing operations attributable to company" divided by "Adjusted diluted weighted average common shares outstanding." |
HALLIBURTON COMPANY | |||
Date: | July 20, 2016 | By: | /s/ Bruce A. Metzinger |
Bruce A. Metzinger | |||
Assistant Secretary |