NOTE 1—NATURE OF OPERATIONS
Atwood Oceanics, Inc. and its subsidiaries, which are collectively referred to herein as the “Company,” “we,” “us” or “our” except where stated or the context indicates otherwise, are a global offshore drilling contractor engaged in the drilling and completion of exploratory and developmental oil and gas wells. We currently own a diversified fleet of
11
mobile offshore drilling units located in the U.S. Gulf of Mexico, the Mediterranean Sea, offshore West Africa, offshore Southeast Asia and offshore Australia and are constructing
three
ultra-deepwater drillships and
two
high specification jackup rigs for delivery in fiscal year 2013 through 2015. We were founded in 1968 and are headquartered in Houston, Texas with support offices in Australia, Malaysia, Singapore and the United Kingdom.
NOTE 2—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Consolidation
The consolidated financial statements include the accounts of Atwood Oceanics, Inc. and all of its domestic and foreign subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.
Cash and cash equivalents
Cash and cash equivalents consist of cash in banks and highly liquid debt instruments, which mature within three months of the date of purchase.
Foreign exchange
The U.S. Dollar is the functional currency for all areas of our operations. Accordingly, monetary assets and liabilities denominated in foreign currency are re-measured to U.S. Dollars at the rate of exchange in effect at the end of the fiscal year, items of income and expense are re-measured at average monthly rates, and property and equipment and other nonmonetary amounts are re-measured at historical rates. Gains and losses on foreign currency transactions and re-measurements are included in contract drilling costs in our consolidated statements of operations. We recorded foreign exchange gains of
$1.5 million
during fiscal year
2012
and losses of
$0.9 million
and
$0.1 million
, during fiscal years
2011
and
2010
, respectively. We did not disclose the effect of exchange rate changes on cash held in foreign currencies on the statement of cash flows due to the immaterial nature of the amounts.
Accounts receivable
We record accounts receivable at the amount we invoice our customers. Our portfolio of accounts receivable is comprised of major international corporate entities and government organizations with stable payment experience. Included within accounts receivable at
September 30, 2012
, and
2011
are unbilled receivable balances totaling
$8.6 million
and
$1.1 million
, respectively, which represent amounts for which services have been performed, revenue has been recognized based on contractual provisions and for which collection is deemed reasonably assured. Such unbilled amounts were billed subsequent to their respective fiscal year end. Historically, our uncollectible accounts receivable have been immaterial, and typically, we do not require collateral for our receivables. We provide an allowance for uncollectible accounts, as necessary, on a specific identification basis. We have allowance
no
allowance for doubtful accounts at
September 30, 2012
and
2011
.
Inventories of material and supplies
Inventories consist of spare parts, material and supplies held for consumption and are stated principally at average cost, net of reserves for excess and obsolete inventory of
$2.6 million
and
$2.5 million
at
September 30, 2012
, and
2011
, respectively. To the extent the cost of inventory is not recoverable, we recognize a loss.
Income taxes
Deferred income taxes are recorded to reflect the tax consequences on future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at each year-end given the provisions of enacted tax laws in each respective jurisdiction. Deferred tax assets are reduced by a valuation allowance when, based upon management’s estimates, it is more likely than not that a portion of the deferred tax assets will not be realized in a future period. In addition, we accrue for income tax contingencies, or uncertain tax positions, that we believe are more likely than not exposures. See Note 7 for further discussion.
Property and equipment
Property and equipment are recorded at historical cost. Interest costs related to property under construction are capitalized as a component of construction costs. Interest capitalized during fiscal years
2012
,
2011
and
2010
was
$32.9 million
,
$8.2 million
and
$3.9 million
, respectively.
Once rigs and related equipment are placed in service, they are depreciated on the straight-line method over their estimated useful lives, with depreciation discontinued only during the period when a drilling unit is out-of-service while undergoing a significant upgrade that extends its useful life. Our estimated useful lives of our various classifications of assets are as follows:
|
|
|
|
Years
|
Drilling vessels and related equipment
|
5-35
|
Drill pipe
|
3
|
Furniture and other
|
3-10
|
Maintenance, repairs and minor replacements are charged against income as incurred. Major replacements and upgrades are capitalized and depreciated over the remaining useful life of the asset, as determined upon completion of the work. The cost and related accumulated depreciation of assets sold, retired or otherwise disposed are removed from the accounts at the time of disposition, and any resulting gain or loss is reflected in the Consolidated Statements of Operations for the applicable periods.
Impairment of property and equipment
We periodically evaluate our property and equipment to determine whether their net carrying value is in excess of their net realizable value. In determining an asset's fair value, these evaluations are performed considering a number of factors such as estimated future cash flows, appraisals and current market value analysis. Assets are written down to their fair value if the carrying amount of the asset is not recoverable and exceeds its fair value.
Deferred drydocking costs
We defer the costs of scheduled drydocking and charge such costs to contract drilling expense over the period to the next scheduled drydocking (normally
30 months
). At
September 30, 2012
, and
2011
, deferred drydocking costs totaling
$3.2 million
and
$2.2 million
, respectively, were included in Deferred Costs in the accompanying Consolidated Balance Sheets.
Revenue recognition
We account for contract drilling revenue in accordance with the terms of the underlying drilling contract. These contracts generally provide that revenue is earned and recognized on a daily rate (i.e. “day rate”) basis, and day rates are typically earned for a particular level of service over the life of a contract. Day rate contracts can be performed for a specified period of time or the time required to drill a specified well or number of wells. Revenues from day rate drilling operations, which are classified under contract drilling services, are recognized on a per day basis as services are performed assuming collectability is reasonably assured.
Deferred fees and costs
Fees received as compensation for the relocating drilling rigs from one major operating area to another, equipment and upgrade costs reimbursed by the customer, as well as receipt of advance billings of day rates are recognized as earned during the expected term of the related drilling contract, as are the day rates associated with such contracts. However, fees received upon termination of a drilling contract are generally recognized as earned during the period termination occurs as the termination fee is usually conditional based on the occurrence of an event as defined in the drilling contract, such as not obtaining follow on work to the contract in progress or relocation beyond a certain distance when the contract is completed. If receipt of such fees are not conditional, they will be recognized as earned on a straight-line method over the expected term of the related drilling contract.
We defer the mobilization costs relating to moving a drilling rig to a new area, which are incurred prior to the commencement of the drilling operations and customer requested equipment purchases that will revert to the customer at the end of the applicable drilling contract. We amortize such costs on a straight-line basis over the expected term of the applicable drilling contract. Contract revenues and drilling costs are reported in the Consolidated Statements of Operations at their gross amounts.
At
September 30, 2012
and
2011
, deferred fees associated with mobilization, related equipment purchases and upgrades and receipt of advance billings of day rates totaled
$22.7 million
and
$9.6 million
, respectively. At
September 30, 2012
and
2011
, deferred costs associated with mobilization and related equipment purchases and upgrades totaled
$24.4 million
and
$2.8 million
, respectively. Deferred fees and deferred costs are classified as current or long-term deferred credits and deferred costs, respectively, in the accompanying Consolidated Balance Sheets based on the expected term of the applicable drilling contracts.
Share-based compensation
Share-based compensation cost is measured at the grant date, based on the calculated fair value of the award, and is recognized as an expense over the requisite service period (generally the vesting period of the equity grant). See Note 3 for additional information regarding share-based compensation.
Earnings per common share
Basic EPS excludes dilution and is computed by dividing net income (loss) by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the assumed effect of the issuance of additional shares in connection with the exercise of stock options and vesting of restricted stock. We have also included the impact of pro forma deferred tax assets in calculating the potential windfall and shortfall tax benefits to determine the amount of diluted shares using the treasury stock method.
The computation of basic and diluted earnings per share for each of the past three fiscal years is as follows (in thousands, except per share amounts):
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income
|
|
Shares
|
|
Per Share
Amount
|
Fiscal 2012
|
|
|
|
|
|
Basic earnings per share
|
$
|
272,171
|
|
|
65,267
|
|
|
$
|
4.17
|
|
Effect of dilutive securities—
|
|
|
|
|
|
Stock options
|
—
|
|
|
514
|
|
|
(0.03
|
)
|
Diluted earnings per share
|
$
|
272,171
|
|
|
65,781
|
|
|
$
|
4.14
|
|
Fiscal 2011
|
|
|
|
|
|
Basic earnings per share
|
$
|
271,674
|
|
|
64,754
|
|
|
$
|
4.20
|
|
Effect of dilutive securities—
|
|
|
|
|
|
Stock options
|
—
|
|
|
649
|
|
|
(0.05
|
)
|
Diluted earnings per share
|
$
|
271,674
|
|
|
65,403
|
|
|
$
|
4.15
|
|
Fiscal 2010
|
|
|
|
|
|
Basic earnings per share
|
$
|
256,996
|
|
|
64,391
|
|
|
$
|
3.99
|
|
Effect of dilutive securities—
|
|
|
|
|
|
Stock options
|
—
|
|
|
637
|
|
|
(0.04
|
)
|
Diluted earnings per share
|
$
|
256,996
|
|
|
65,028
|
|
|
$
|
3.95
|
|
The calculation of diluted earnings per share for fiscal years
2012
,
2011
and
2010
exclude consideration of shares of common stock which may be issued in connection with outstanding stock options of
656,000
,
664,000
and
500,000
, respectively, because such options were anti-dilutive. These options could potentially dilute basic EPS in the future.
Use of estimates
The preparation of financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”) requires management to make extensive use of estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
NOTE 3—SHARE-BASED COMPENSATION
Share-based compensation cost is measured at the grant date, based on the calculated fair value of the award, and is recognized as an expense over the requisite service period, which is generally the vesting period of the equity award.
On December 7, 2006, our board of directors adopted, and our stockholders subsequently approved on February 8, 2007, the Atwood Oceanics, Inc. 2007 Long-Term Incentive Plan (as amended, the “2007 Plan”). The effective date of the 2007 Plan was December 7, 2006, and awards may be made under the 2007 Plan through December 7, 2016. Under our 2007 Plan, up to
4,000,000
shares of common stock were authorized for issuance to eligible participants in the form of restricted stock awards or upon exercise of stock options granted pursuant to the 2007 Plan. We also maintain
one
other stock incentive plan approved by our shareholders, the Atwood Oceanics, Inc. Amended and Restated 2001 Stock Incentive Plan (as amended, the “2001 Plan”), under which up to
4,000,000
shares of common stock were authorized for issuance to eligible participants in the form of restricted stock awards or upon exercise of stock options granted.
No
additional options or restricted stock have been available for award under the 2001 Plan since the implementation of the 2007 Plan. All stock incentive plans currently in effect have been approved by our shareholders.
A summary of shares available for issuance and outstanding stock option and restricted stock awards for our
two
stock incentive plans as of
September 30, 2012
is as follows:
|
|
|
|
|
|
|
|
2007
Plan
|
|
2001
Plan
|
Shares available for future awards or grants
|
1,048,399
|
|
|
—
|
|
Outstanding stock option grants
|
994,525
|
|
|
448,450
|
|
Outstanding unvested restricted stock awards
|
700,508
|
|
|
—
|
|
Awards of restricted stock and stock options have both been granted under our stock incentive plans as of
September 30, 2012
. We deliver newly issued shares of common stock for restricted stock awards upon vesting and upon exercise of stock options.
We recognize compensation expense on grants of share-based compensation awards on a straight-line basis over the required service period for each award. Unrecognized compensation cost, net of estimated forfeitures, related to awards of stock options and restricted stock and the related remaining weighted-average service period is as follows (in thousands, except average service periods):
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
2012
|
|
2011
|
Unrecognized Compensation Cost
|
|
|
|
Stock options
|
$
|
6,484
|
|
|
$
|
4,964
|
|
Restricted stock awards
|
12,999
|
|
|
6,575
|
|
Total
|
$
|
19,483
|
|
|
$
|
11,539
|
|
Remaining weighted average service period (Years)
|
2.2
|
|
|
2.3
|
|
Stock Options
Under our stock incentive plans, the exercise price of each stock option must be equal to or greater than the fair market value of one share of our common stock on the date of grant, with all outstanding options having a maximum term of
10
years. Options vest ratably over a period ranging from the end of the first to the fourth year from the date of grant for stock options. Each option is for the purchase of
one
share of our common stock.
The total fair value of stock options vested during fiscal years
2012
,
2011
and
2010
was
$2.5 million
,
$2.7 million
and
$3.0 million
, respectively. The per share weighted-average grant-date fair value of stock options granted during fiscal years
2012
,
2011
and
2010
was
$16.90
,
$15.72
and
$14.69
, respectively. We estimate the fair value of each stock option on the date of grant using the Black-Scholes pricing model and the following assumptions:
|
|
|
|
|
|
|
|
|
|
|
Fiscal 2012
|
|
Fiscal 2011
|
|
Fiscal 2010
|
Risk-Free Interest Rate
|
0.9
|
%
|
|
1.9
|
%
|
|
2.1
|
%
|
Expected Volatility
|
44
|
%
|
|
44
|
%
|
|
43
|
%
|
Expected Life (Years)
|
5.4
|
|
|
5.2
|
|
|
5.3
|
|
Dividend Yield
|
None
|
|
|
None
|
|
|
None
|
|
The average risk-free interest rate is based on the five-year U.S. treasury security rate in effect as of the grant date. We determined expected volatility using a six-year historical volatility figure and determined the expected term of the stock options using
10
years of historical data. The expected dividend yield is based on the expected annual dividend as a percentage of the market value of our common stock as of the grant date.
A summary of stock option activity for fiscal year
2012
is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
Options
(000s)
|
|
Weighted
Average
Exercise
Price
|
|
Weighted
Average
Remaining
Contractual
Life (Years)
|
|
Aggregate
Intrinsic
Value (000s)
|
Outstanding at October 1, 2011
|
1,480
|
|
|
$
|
25.44
|
|
|
—
|
|
|
$
|
—
|
|
Granted
|
320
|
|
|
$
|
41.60
|
|
|
|
|
|
Exercised
|
(285
|
)
|
|
$
|
19.39
|
|
|
|
|
$
|
7,944
|
|
Forfeited
|
(65
|
)
|
|
$
|
36.60
|
|
|
|
|
|
Outstanding at September 30, 2012
|
1,450
|
|
|
$
|
29.74
|
|
|
6.1
|
|
|
$
|
22,663
|
|
Exercisable at September 30, 2012
|
855
|
|
|
$
|
23.95
|
|
|
4.5
|
|
|
$
|
18,378
|
|
Restricted Stock
We have awarded restricted stock under the 2007 Plan to certain employees and to our non-employee directors. All current awards of restricted stock to employees are subject to a vesting and restriction period ranging from
three
to
four
years, subject to early termination as provided in the 2007 Plan. In addition, certain awards of restricted stock to employees are subject to market-based performance conditions. The number of market-based performance restricted shares that vest will depend on the degree of achievement of specified corporate performance criteria which are strictly market-based. All awards of restricted stock to non-employee directors are subject to a vesting and restriction period of a minimum of
13
months, subject to early termination as provided in the 2007 Plan. We value restricted stock awards based on the fair market value of our common stock on the date of grant and also adjust fair market value for any awards subject to market-based performance conditions, where applicable.
A summary of restricted stock activity for fiscal year
2012
is as follows:
|
|
|
|
|
|
|
|
|
Number of
Shares
(000s)
|
|
Weighted
Average
Fair Value
|
Unvested at October 1, 2011
|
560
|
|
|
$
|
34.54
|
|
Granted
|
392
|
|
|
$
|
41.36
|
|
Vested
|
(207
|
)
|
|
$
|
33.07
|
|
Forfeited
|
(44
|
)
|
|
$
|
38.49
|
|
Unvested at September 30, 2012
|
701
|
|
|
$
|
38.54
|
|
NOTE 4—PROPERTY AND EQUIPMENT
A summary of property and equipment by classification is as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
2012
|
|
2011
|
Drilling vessels and equipment
|
$
|
2,523,895
|
|
|
$
|
1,578,592
|
|
Construction work in progress
|
438,081
|
|
|
736,827
|
|
Drill pipe
|
20,576
|
|
|
18,182
|
|
Office equipment and other
|
19,610
|
|
|
8,800
|
|
Cost
|
3,002,162
|
|
|
2,342,401
|
|
Less: Accumulated depreciation
|
(464,822
|
)
|
|
(455,080
|
)
|
Drilling and other property and equipment, net
|
$
|
2,537,340
|
|
|
$
|
1,887,321
|
|
New Construction Projects
During fiscal year 2008, we entered into construction contracts with Jurong Shipyard Pte. Ltd. to construct
two
Friede & Goldman ExD Millennium semisubmersible drilling units (the
Atwood Osprey
and the
Atwood Condor
). The
Atwood Osprey
was delivered in April 2011, and the
Atwood Condor
was delivered in June 2012.
In October 2010, we entered into turnkey construction agreements with PPL Shipyard PTE LTD in Singapore (“PPL”) to construct
two
Pacific Class 400 jackup drilling units (the
Atwood Mako
and the
Atwood Manta
). The
Atwood Mako
was delivered in August 2012 and the
Atwood Manta
is scheduled for delivery in late November 2012.
In January 2011, we exercised
an
option agreement and entered into a turnkey construction agreement with PPL to construct a
third
Pacific Class 400 jackup drilling unit (the
Atwood Orca
). The
Atwood Orca
is scheduled for delivery in June 2013.
In January 2011, we entered into a turnkey construction contract with Daewoo Shipbuilding and Marine Engineering Co., Ltd (“DSME”) to construct an ultra-deepwater drillship, the
Atwood Advantage
, at the DSME yard in South Korea. The
Atwood Advantage
is scheduled for delivery in September 2013.
In October 2011, we entered into a turnkey construction contract with DSME to construct an ultra-deepwater drillship, the
Atwood Achiever,
at the DSME yard in South Korea. The
Atwood Achiever
is expected to be delivered in June 2014.
In September 2012, we entered into a turnkey construction contract with DSME to construct a third ultra-deepwater drillship, the
Atwood Admiral,
at the DSME yard in South Korea. The
Atwood Admiral
is expected to be delivered in March 2015.
As of
September 30, 2012
, we had expended approximately
$438 million
towards the construction of our
five
drilling units under construction. Total remaining firm commitments for our
five
drilling units under construction were approximately
$1.6 billion
at
September 30, 2012
.
NOTE 5—LONG-TERM DEBT
A summary of long-term debt is as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
September 30,
2012
|
|
September 30,
2011
|
Senior Notes, bearing fixed interest at 6.5% per annum
|
$
|
450,000
|
|
|
$
|
—
|
|
Credit Facility, bearing interest at approximately 3.2%
(1)
per annum at September 30, 2012 and 3.1%
(1)
per annum at September 30, 2011.
|
380,000
|
|
|
520,000
|
|
|
$
|
830,000
|
|
|
$
|
520,000
|
|
(1) After the impact of our interest rate swaps.
|
|
|
|
Senior Notes
In January 2012, we issued
$450 million
aggregate principal amount of our
6.50%
Senior Notes due
2020
(the “Notes”). We received net proceeds, after deducting underwriting discounts and offering expenses, of approximately
$440 million
. We used the net proceeds to reduce outstanding borrowings under our credit facility.
The Notes are our senior unsecured obligations and are not currently guaranteed by any of our subsidiaries. Interest is payable on the Notes semi-annually in arrears. The indenture governing the Notes contains provisions that limit our ability and the ability of our restricted subsidiaries to incur or guarantee additional indebtedness or issue preferred stock; pay dividends or make other restricted payments; sell assets; make investments; create liens; enter into agreements that restrict dividends or other payments from our restricted subsidiaries to us; and consolidate, merge or transfer all or substantially all of our assets. Many of these restrictions will terminate if the Notes become rated investment grade. The indenture governing the Notes also contains customary events of default, including payment defaults; defaults for failure to comply with other covenants in the indenture; cross-acceleration and entry of final judgments in excess of
$50.0 million
; and certain events of bankruptcy, in certain cases subject to notice and grace periods. We are required to offer to repurchase the Notes in connection with specified change in control events or with excess proceeds of asset sales not applied for permitted purposes.
At any time prior to February 1, 2015, we may, on any one or more occasions, redeem up to
35%
of the aggregate principal amount of the Notes with the net cash proceeds of certain equity offerings at a redemption price set forth in the indenture governing the Notes. At any time prior to February 1, 2016, we may, on any one or more occasions, redeem the Notes in whole or in part at a redemption price equal to
100%
of the principal amount of the Notes redeemed plus a “make whole” premium. On and after February 1, 2016, we may, on any one or more occasions, redeem the Notes in whole or in part at the redemption price set forth in the indenture governing the Notes.
Revolving Credit Facility
As of September 30, 2012, we had
$380 million
of outstanding borrowings under our
five
-year
$750 million
senior secured revolving credit facility, which was entered into in May 2011. Our wholly-owned subsidiary, Atwood Offshore Worldwide Limited (“AOWL”), is the borrower under the credit facility, and we and certain of our other subsidiaries are guarantors under the facility. Borrowings under the credit facility bear interest at the
Eurodollar
rate plus a margin of
2.50%
. Certain borrowings effectively bear interest at a fixed rate due to our interest rate swaps. See Note 6. The average interest rate for borrowings under the credit facility was approximately
3.2%
per annum at
September 30, 2012
, after considering the impact of our interest rate swaps. The credit facility also provides for the issuance, when required, of standby letters of credit. The credit facility has a commitment fee of
1.0%
per annum on the unused portion of the underlying commitment. As of
September 30, 2012
, we had standby letters of credit issued in the aggregate amount of
$0.1 million
. As of November 15, 2012, an additional
$155 million
had been borrowed under our credit facility subsequent to September 30, 2012, leaving
$215 million
of available borrowing capacity under the facility. Subject to the satisfaction of certain conditions precedent and the agreement by the lenders, the credit facility includes an "accordion" feature which, if exercised, will increase total commitments by up to
$550 million
, bringing the total commitment to
$1.3 billion
.
The credit facility contains various financial covenants that impose a maximum leverage ratio of
4.0
to 1.0, a debt to capitalization ratio of
0.5
to 1.0, a minimum interest expense coverage ratio of
3.0
to 1.0 and a minimum collateral maintenance of
150%
of the aggregate amount outstanding under the credit facility. In addition, the credit facility contains limitations on our and certain of our subsidiaries' ability to incur liens; merge, consolidate or sell substantially all assets; pay dividends (including
restrictions on AOWL's ability to pay dividends to us); incur additional indebtedness; make advances, investments or loans; and transact with affiliates. The credit facility also contains customary events of default, including but not limited to delinquent payments, bankruptcy filings, material adverse judgments, guarantees or security documents not being in full effect, non-compliance with the Employee Retirement Income Security Act of 1974, cross-defaults under other debt agreements, or a change of control. The credit facility is secured primarily by first preferred mortgages on six of our active drilling units (the
Atwood Aurora
, the
Atwood Beacon
, the
Atwood Eagle
, the
Atwood Falcon
, the
Atwood Hunter
, and the
Atwood Osprey
), as well as liens on the equity interests of our subsidiaries that own, directly or indirectly, such drilling units. In addition, if we exercise the accordion feature and increase the total commitments, the credit facility requires that we provide a first preferred mortgage on the
Atwood Condor
, the
Atwood Mako
and the
Atwood Manta
, as well as a lien on the equity interests of our subsidiaries that own, directly or indirectly, such rigs. We were in compliance with all financial covenants under the credit facility at
September 30, 2012
.
As of September 30, 2012,
five
$50.0 million
notional interest rate swap agreements were in effect to fix the interest rate on
$250 million
of our borrowings under the credit facility at approximately
3.4%
through September 2014.
NOTE 6—INTEREST RATE SWAPS
Our credit facility exposes us to short-term changes in market interest rates as our interest obligations on these instruments are periodically re-determined based on the prevailing Eurodollar rate. We enter into interest rate swaps to limit our exposure to fluctuations and volatility in interest rates. We do not engage in derivative transactions for speculative or trading purposes and we are not a party to leveraged derivatives.
At
September 30, 2012
, we had
five
$50.0 million
notional interest rate swaps in effect. These interest rate swaps fix the interest on
$250 million
in borrowings at
3.4%
through September 2014.
Fair Value of Derivatives
The following table presents the carrying amount of our cash flow hedge derivative contracts included in the Consolidated Balance Sheets as of
September 30, 2012
and
2011
(in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30,
|
Type of Contract
|
|
Balance Sheet Classification
|
|
2012
|
|
2011
|
Short term interest rate swaps
|
|
Accrued liabilities
|
|
$
|
1,705
|
|
|
$
|
988
|
|
Long term interest rate swaps
|
|
Other long-term liabilities
|
|
1,414
|
|
|
631
|
|
Total derivative contracts, net
|
|
|
|
$
|
3,119
|
|
|
$
|
1,619
|
|
We record the interest rate derivative contracts at fair value on our consolidated balance sheets (See Note 10). Hedging effectiveness is evaluated each quarter end using the “Dollar Off-Set Method”. Each quarter, changes in the fair values will adjust the balance sheet asset or liability, with an offset to Other Comprehensive Income (“OCI”) for the effective portion of the hedge.
We recognized a loss of approximately
$1.5 million
in OCI as a result of changes in fair value of our interest rate derivatives during the fiscal year ended September 30, 2012, net of loss realized from hedge ineffectiveness and net of
$1.2 million
of realized losses associated with effective portion and classified as interest expense, net of capitalized interest on our Consolidated Statement of Operations. A
$1.5 million
loss was also recognized in OCI during the fiscal year ended
September 30, 2011
, net of
$0.4 million
of realized losses associated with effective portion and classified as interest expense, net of capitalized interest on our Consolidated Statement of Operations.
For interest rate swaps, we evaluate all material terms between the swap and the underlying debt obligation. Any change in fair value resulting from ineffectiveness is recognized immediately in earnings. For the fiscal year ended September 30, 2012, we recognized a
$0.4 million
loss on our condensed consolidated statement of operations due to hedge ineffectiveness and
no
loss due to hedge ineffectiveness for the fiscal year ended
September 30, 2011
.
NOTE 7—INCOME TAXES
Domestic and foreign income before income taxes for the three-year period ended
September 30, 2012
, is as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal 2012
|
|
Fiscal 2011
|
|
Fiscal 2010
|
Domestic loss
|
$
|
(35,685
|
)
|
|
$
|
(22,954
|
)
|
|
$
|
(24,550
|
)
|
Foreign income
|
348,989
|
|
|
347,801
|
|
|
344,529
|
|
|
$
|
313,304
|
|
|
$
|
324,847
|
|
|
$
|
319,979
|
|
The provision (benefit) for domestic and foreign taxes on income consists of the following (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal 2012
|
|
Fiscal 2011
|
|
Fiscal 2010
|
Current—domestic
|
$
|
(1,048
|
)
|
|
$
|
29
|
|
|
$
|
(34
|
)
|
Deferred—domestic
|
(980
|
)
|
|
(980
|
)
|
|
6,813
|
|
Current—foreign
|
43,169
|
|
|
54,209
|
|
|
58,218
|
|
Deferred—foreign
|
(8
|
)
|
|
(85
|
)
|
|
(2,014
|
)
|
|
$
|
41,133
|
|
|
$
|
53,173
|
|
|
$
|
62,983
|
|
Deferred Taxes
The components of the deferred income tax assets (liabilities) as of
September 30, 2012
and
2011
are as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
2012
|
|
2011
|
Deferred tax assets—
|
|
|
|
Net operating loss carryforwards
|
$
|
26,067
|
|
|
$
|
16,014
|
|
Tax credit carryforwards
|
1,246
|
|
|
1,618
|
|
Stock option compensation expense
|
8,047
|
|
|
7,105
|
|
Book accruals
|
4,859
|
|
|
3,273
|
|
|
40,219
|
|
|
28,010
|
|
Deferred tax liabilities—
|
|
|
|
Difference in book and tax basis of equipment
|
(10,572
|
)
|
|
(12,222
|
)
|
|
(10,572
|
)
|
|
(12,222
|
)
|
Net deferred tax assets (liabilities) before valuation allowance
|
29,648
|
|
|
15,788
|
|
Valuation allowance
|
(38,439
|
)
|
|
(25,568
|
)
|
|
$
|
(8,791
|
)
|
|
$
|
(9,780
|
)
|
Net current deferred tax assets
|
$
|
—
|
|
|
$
|
—
|
|
Net noncurrent deferred tax liabilities
|
(8,791
|
)
|
|
(9,780
|
)
|
|
$
|
(8,791
|
)
|
|
$
|
(9,780
|
)
|
For fiscal year
2012
, we recorded a valuation allowance of
$12.9 million
on net deferred tax assets primarily related to our United States net operating loss carry forward. The gross amount of federal net operating loss carry forwards as of
September 30, 2012
is estimated to be
$116.7 million
, which will begin to expire in
2025
. Management does not expect that our tax credit carry forward of
$1.2 million
will be utilized to offset future tax obligations before the credits begin to expire in 2013. Thus, a corresponding valuation allowance of
$1.2 million
is recorded as of
September 30, 2012
.
We have approximately
$14.6 million
of windfall tax benefits from previous stock option exercises that have not been recognized as of
September 30, 2012
. This amount will not be recognized until the deduction would reduce our United States
income taxes payable. At such time, the amount will be recorded as an increase to paid-in-capital. We apply the “with-and-without” approach when utilizing certain tax attributes whereby windfall tax benefits are used last to offset taxable income.
We do not record federal income taxes on the undistributed earnings of our foreign subsidiaries that we consider to be permanently reinvested in foreign operations. The cumulative amount of such undistributed earnings was approximately
$1.6 billion
at
September 30, 2012
. If these earnings were distributed, we estimate approximately
$270 million
in additional taxes would be incurred. These earnings could also become subject to additional taxes under the anti-deferral provisions within the U.S. Internal Revenue Code. However, we believe this is highly unlikely given our current structure and have not provided deferred income taxes on these foreign earnings as we consider them to be permanently invested abroad.
We record estimated accrued interest and penalties related to uncertain tax positions in income tax expense. At
September 30, 2012
, we had approximately
$8.2 million
of reserves for uncertain tax positions, including estimated accrued interest and penalties of
$2.5 million
, which are included in Other Long Term Liabilities in the Consolidated Balance Sheet. All
$8.2 million
of the net uncertain tax liabilities would affect the effective tax rate if recognized. A summary of activity related to the net uncertain tax positions including penalties and interest for fiscal year
2012
is as follows:
|
|
|
|
|
|
Liability for Uncertain
|
|
Tax Positions
|
Balance at October 1, 2011
|
$
|
16,804
|
|
Decreases due to the resolution of prior period tax examinations
|
(8,640
|
)
|
Balance at September 30, 2012
|
$
|
8,164
|
|
Our United States tax returns for fiscal year 2009 and subsequent years remain subject to examination by tax authorities. As we conduct business globally, we have various tax years remaining open to examination in our international tax jurisdictions, including tax returns in Australia for fiscal years 2007 through 2012, as well as returns in Equatorial Guinea for calendar years 2008 through 2011. Although we cannot predict the outcome of ongoing or future tax examinations, we do not anticipate that the ultimate resolution of these examinations will have a material impact on our consolidated financial position, results of operations or cash flows.
As a result of working in foreign jurisdictions, we earned a high level of operating income in certain nontaxable and deemed profit tax jurisdictions, which significantly reduced our effective tax rate for fiscal years
2012
,
2011
and
2010
when compared to the United States statutory rate. There were no significant transactions that materially impacted our effective tax for fiscal years
2012
,
2011
or
2010
. The differences between the United States statutory and our effective income tax rate are as follows:
|
|
|
|
|
|
|
|
|
|
|
Fiscal 2012
|
|
Fiscal 2011
|
|
Fiscal 2010
|
Statutory income tax rate
|
35
|
%
|
|
35
|
%
|
|
35
|
%
|
Resolution of prior period tax items
|
(3
|
)
|
|
—
|
|
|
1
|
|
Increase in tax rate resulting from—
|
|
|
|
|
|
Valuation allowance
|
4
|
|
|
2
|
|
|
2
|
|
Increases to the reserve for uncertain tax positions
|
—
|
|
|
2
|
|
|
1
|
|
Decrease in tax rate resulting from—
|
|
|
|
|
|
Foreign tax rate differentials, net of foreign tax credit utilization
|
(23
|
)
|
|
(23
|
)
|
|
(19
|
)
|
Effective income tax rate
|
13
|
%
|
|
16
|
%
|
|
20
|
%
|
NOTE 8—CAPITAL STOCK
Preferred Stock
We are authorized to issue
1.0 million
shares of preferred stock with
no
par value. In
October 2002
, we designated Series A Junior Participating Preferred Stock in connection with the Rights Agreement described below.
No
preferred shares have been issued.
Rights Agreement
In
September 2002
, we authorized and declared a dividend of
one
Right (as defined in the Rights Agreement dated effective
October 18, 2002
between us and Continental Stock Transfer & Trust Company, as rights agent, which governs the Rights) for each outstanding share of common stock as of
November 5, 2012
, subject to lender approval and consent, which was obtained. Effective as of the close of business on
November 5, 2012
, the rights agreement expired in accordance with its terms. As a result, the stock purchase rights under the rights agreement have been terminated and are no longer effective.
NOTE 9—RETIREMENT PLANS
We have
two
defined contribution retirement plans (the “Retirement Plans”) under which qualified participants may make contributions, which together with our contributions, can be up to
100%
of their compensation, as defined, to a maximum of
$49,000
. In the first month following the date of hire, an employee can elect to become a participant in a Retirement Plan. Under the Plans, participant contributions of
1%
to
5%
are matched on a
2
to 1 basis. Our contributions vest
100%
to each participant after
three
years of service with us including any period of ineligibility mandated by the Plans. If a participant terminates employment before becoming fully vested, the unvested portion is credited to our account and can be used only to offset our future contribution requirements.
During fiscal years
2012
,
2011
and
2010
, forfeitures of
$0.2 million
,
$0.3 million
, and
$0.3 million
, respectively, were used to reduce our cash contribution requirements. In fiscal years
2012
,
2011
and
2010
, our actual cash contributions totaled approximately
$4.6 million
,
$4.3 million
and
$5.2 million
, respectively. As of
September 30, 2012
, there were approximately
$0.2 million
of contribution forfeitures, which can be used to reduce our future cash contribution requirements.
NOTE 10—FAIR VALUE OF FINANCIAL INSTRUMENTS
We have certain assets and liabilities that are required to be measured and disclosed at fair value in accordance with generally accepted accounting principles (“GAAP”). Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.
The established GAAP fair value hierarchy prioritizes inputs to valuation techniques used to measure fair value into three levels. Priority is given to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). Assets and liabilities measured at fair value are classified based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment, which may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels. The determination of the fair values, stated below, takes into account the market for our financial assets and liabilities, the associated credit risk and other considerations.
We have classified and disclosed fair value measurements using the following levels of the fair value hierarchy:
Level 1
:
Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
Level 2
:
Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability.
Level 3
:
Measurement based on prices or valuation models that require inputs that are both significant to the fair value measurement and less observable for objective sources (i.e., supported by little or no market activity).
Fair value of Certain Assets and Liabilities
The fair value of cash and cash equivalents, accounts receivable and accounts payable approximate fair value because of their short term maturities.
Fair Value of Financial Instruments
The fair value of financial instruments is determined by using quoted market prices when available. When quoted prices are not available, independent third party services may be used to determine the fair value with reference to observable inputs used. When independent third party services are used, we obtain an understanding of how the fair values are derived and selectively corroborate fair values by reviewing other readily available market based sources of information. Valuation policies
and procedures are determined and monitored by our treasury department, which reports to our Senior Vice-President and Chief Financial Officer.
The following table sets forth the estimated fair value of certain financial instruments at
September 30, 2012
, which are measured and recorded at fair value on a recurring basis:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands)
|
|
Fair Value Measurements
|
Type of Contract
|
Balance Sheet Classification
|
September 30, 2012
|
|
|
Carrying
Amount
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Estimated Fair Value
|
Short term interest rate swaps
|
Accrued liabilities
|
$
|
1,705
|
|
|
$
|
—
|
|
|
$
|
1,705
|
|
|
$
|
—
|
|
|
$
|
1,705
|
|
Long term interest rate swaps
|
Other long-term liabilities
|
1,414
|
|
|
—
|
|
|
1,414
|
|
|
—
|
|
|
1,414
|
|
Total derivative contracts, net
|
|
$
|
3,119
|
|
|
$
|
—
|
|
|
$
|
3,119
|
|
|
$
|
—
|
|
|
$
|
3,119
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2011
|
Short term interest rate swaps
|
Accrued liabilities
|
$
|
988
|
|
|
$
|
—
|
|
|
$
|
988
|
|
|
$
|
—
|
|
|
$
|
988
|
|
Long term interest rate swaps
|
Other long-term liabilities
|
631
|
|
|
—
|
|
|
631
|
|
|
—
|
|
|
631
|
|
Total derivative contracts, net
|
|
$
|
1,619
|
|
|
$
|
—
|
|
|
$
|
1,619
|
|
|
$
|
—
|
|
|
$
|
1,619
|
|
Interest rate swaps
- The fair values of our interest rate swaps are based upon valuations calculated by an independent third party. The derivatives were valued according to the "Market approach" where possible, and the "Income approach" otherwise. A third party independently valued each instrument using forward price data supplied by dealers and the Chicago Mercantile Exchange (the exchange on which similar derivatives trade) indexed to one month USD LIBOR as of September 28, 2012, and broker quotes for credit default swaps or related credit instruments. It was determined that the contribution of the credit valuation adjustment to total fair value is less than
3.0%
for all derivatives and is therefore not significant. Based on valuation inputs for fair value measurement and independent review performed by third party consultants, we have classified our derivative contracts as Level 2.
Long-term Debt
- Our long-term debt consists of both our Notes and our credit facility.
Credit Facility
- The carrying amounts of our variable-rate debt approximates fair value because such debt bears short-term, market-based interest rates. We have classified this instrument as Level 2 as valuation inputs for purposes of determining our fair value disclosure are readily available published Eurodollar rates.
Notes
- The carrying value of our Notes is
$450 million
while the fair value of those Notes is
$478.0 million
, based upon a valuation calculated by an independent third party. The third party conducted independent research concerning interest rates and credit risk and relied on market sources to assess the LIBOR swap curve data as well as information provided in the debt purchase agreement. We have classified this instrument as Level 2 as valuation inputs for fair value measurements are quoted market prices that can only be obtained from independent third party sources on September 30, 2012. The fair value amount has been calculated using these quoted prices. However, no assurance can be given that the fair value would be the amount realized in an active market exchange.
NOTE 11—CONCENTRATION OF MARKET AND CREDIT RISK
All of our customers are in the oil and gas offshore exploration and production industry. This industry concentration has the potential to impact our overall exposure to market and credit risks, either positively or negatively, in that our customers could be affected by similar changes in economic, industry or other conditions. However, we believe that the credit risk posed by this industry concentration is offset by the creditworthiness of our customer base.
Revenues from significant customers are as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal 2012
|
|
Fiscal 2011
|
|
Fiscal 2010
|
Chevron Australia
|
$
|
265,731
|
|
|
$
|
199,685
|
|
|
$
|
81,577
|
|
Sarawak Shell Bhd.
|
44,405
|
|
|
138,836
|
|
|
84,617
|
|
Kosmos Energy Ghana Inc.
|
90,088
|
|
|
136,205
|
|
|
90,936
|
|
Noble Energy Inc.
|
137,135
|
|
|
—
|
|
|
—
|
|
NOTE 12—COMMITMENTS AND CONTINGENCIES
Operating Leases
Future minimum lease payments for operating leases for fiscal years ending September 30 are as follows (in thousands):
|
|
|
|
|
2013
|
$
|
2,603
|
|
2014
|
$
|
3,588
|
|
2015
|
$
|
2,329
|
|
2016
|
$
|
1,825
|
|
2017 and thereafter
|
$
|
12,980
|
|
Total rent expense under operating leases was approximately
$5.5 million
,
$4.4 million
and
$4.8 million
for fiscal years ended
September 30, 2012
,
2011
, and
2010
, respectively.
Purchase Commitments
At
September 30, 2012
, our purchase commitments, relating to our
five
drilling units under construction, were as follows (in thousands):
|
|
|
|
|
2013
|
$
|
454,000
|
|
2014
|
$
|
731,000
|
|
2015
|
$
|
369,000
|
|
2016
|
$
|
—
|
|
2017 and thereafter
|
$
|
—
|
|
Litigation
We are party to a number of lawsuits which are ordinary, routine litigation incidental to our business, the outcome of which is not expected to have, either individually or in the aggregate, a material adverse effect on our financial position, results of operations or cash flows.
Other Matters
The
Atwood Beacon
operated in India from early December 2006 to the end of July 2008. A service tax in India was enacted in 2004 on revenues derived from seismic and exploration activities. This service tax law was subsequently amended in June 2007 and again in May 2008 to state that revenues derived from mining services and drilling services were specifically
subject to this service tax. The contract terms with our customer in India provided that any liability incurred by us related to any taxes pursuant to laws not in effect at the time the contract was executed in 2005 was to be reimbursed by our customer. We believe any service taxes assessed by the Indian tax authorities under the 2007 or 2008 amendments are an obligation of our customer. Our customer is disputing this obligation on the basis that revenues derived from drilling services were taxable under the initial 2004 law and are, therefore, our obligation.
After reviewing the status of the drilling service we provided to our customer, the Indian tax authorities assessed service tax obligations on revenues derived from the
Atwood Beacon
commencing on June 1, 2007. The relevant Indian tax authority issued an extensive written ruling setting forth the application of the June 1, 2007 service tax regulation and confirming the position that drilling services, including the services performed under our contract with our customer prior to June 1, 2007, were not covered by the 2004 service tax law. In August 2012, the Indian Custom Excise and Service Tax Appellate Tribunal issued an Order in our favor confirming our position that service tax did not apply to drilling services performed prior to June 1, 2007. This ruling is subject to appeal to the Indian Supreme Court.
As of
September 30, 2012
, we had paid to the Indian government
$10.1 million
in service taxes and have accrued
$1.8 million
of additional service tax obligations in accrued liabilities on our consolidated balance sheets, for a total of
$11.9 million
relating to service taxes. We recorded a corresponding
$11.9 million
long-term other receivable due from our customer relating to service taxes due under the contract. We continue to pursue collection of such amounts from our customer.
NOTE 13—SUPPLEMENTAL CASH FLOW INFORMATION
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Years Ended September 30,
|
|
2012
|
|
2011
|
|
2010
|
Cash paid during the period for:
|
|
|
|
|
|
Domestic and foreign income taxes
|
$
|
49,636
|
|
|
$
|
55,062
|
|
|
$
|
65,024
|
|
Interest, net of amounts capitalized
|
$
|
1,849
|
|
|
$
|
3,003
|
|
|
$
|
1,656
|
|
Non-cash activities:
|
|
|
|
|
|
Increase (decrease) in accounts payable and accrued liabilities related to capital expenditures
|
$
|
(56,965
|
)
|
|
$
|
77,164
|
|
|
$
|
10,616
|
|
NOTE 14—RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
In December 2011, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2011-12, "Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in ASU Update 2011-05" (Topic 220) to effectively defer only those changes in ASU Update 2011-05 that relate to the presentation of reclassification adjustments out of accumulated other comprehensive income. The amendments in this update supersede changes to those paragraphs in ASU 2011-05 that pertain to how, when, and where reclassification adjustments are presented. The amendments will be temporary to allow the FASB time to deliberate the presentation requirements for reclassifications out of accumulated other comprehensive income for annual and interim financial statements. The amendments in this update are effective at the same time as the amendments in ASU 2011-05 so that entities will not be required to comply with the presentation requirements in ASU 2011-05 that this update is deferring. We adopted the amendments in ASU 2011-05 on June 30, 2011 with no material impact on our consolidated financial statements or disclosures in our financial statements.
In December 2011, the FASB issued ASU 2011-11, "Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities" for an entity to provide enhanced disclosures that will enable users of its financial statements to evaluate the effect or potential effect of netting arrangements on an entity's financial position. An entity is required to apply the amendments for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. An entity should provide the disclosures required by those amendments retrospectively for all comparative periods presented. We will adopt the accounting standards effective January 1, 2013. We do not expect that our adoption will have a material effect on our financial statements.
NOTE 15—OPERATIONS BY GEOGRAPHIC AREAS
We report our offshore contract drilling operation as a single reportable segment: Offshore Contract Drilling Services. The consolidation of our offshore contract drilling operations into
one
reportable segment is attributable to how we manage our business, including the nature of services provided and the type of customers of such services and the fact that all of our drilling fleet are dependent upon and able to service the worldwide oil industry. The mobile offshore drilling units and related equipment comprising our offshore rig fleet operate in a single, global market for contract drilling services and are often redeployed globally due to changing demands of our customers, which consist largely of major integrated oil and natural gas companies and independent oil and natural gas companies. Our offshore contract drilling services segment currently conducts offshore contract drilling operations located in the U.S. Gulf of Mexico, the Mediterranean Sea, offshore West Africa, offshore Southeast Asia and offshore Australia.
The accounting policies of our reportable segment are the same as those described in the summary of significant accounting policies (see Note 2). We evaluate the performance of our operating segment based on revenues from external customers and segment profit. A summary of revenues for the fiscal years ended
September 30, 2012
,
2011
and
2010
and long-lived assets by geographic areas as of
September 30, 2012
,
2011
and
2010
is as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal 2012
|
|
Fiscal 2011
|
|
Fiscal 2010
|
REVENUES:
|
|
|
|
|
|
Australia
|
$
|
363,400
|
|
|
$
|
199,685
|
|
|
$
|
134,112
|
|
Cameroon
|
35,362
|
|
|
625
|
|
|
—
|
|
Cote d'Ivoire
|
—
|
|
|
—
|
|
|
7,953
|
|
Egypt
|
—
|
|
|
28,486
|
|
|
46,622
|
|
Equatorial Guinea
|
126,575
|
|
|
47,271
|
|
|
114,660
|
|
Ghana
|
90,076
|
|
|
136,206
|
|
|
136,012
|
|
Guyana
|
31,675
|
|
|
73
|
|
|
—
|
|
Israel
|
6,301
|
|
|
—
|
|
|
—
|
|
Malaysia
|
44,413
|
|
|
138,836
|
|
|
103,959
|
|
Singapore
|
—
|
|
|
14,607
|
|
|
49,985
|
|
Suriname
|
13,488
|
|
|
45,060
|
|
|
—
|
|
Thailand
|
39,598
|
|
|
34,274
|
|
|
34,236
|
|
Tunisia
|
—
|
|
|
(156
|
)
|
|
12,958
|
|
United States
|
36,533
|
|
|
109
|
|
|
10,065
|
|
TOTAL REVENUES
|
$
|
787,421
|
|
|
$
|
645,076
|
|
|
$
|
650,562
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal 2012
|
|
Fiscal 2011
|
|
Fiscal 2010
|
TOTAL PROPERTY AND EQUIPMENT, NET:
|
|
|
|
|
|
Australia
|
$
|
738,504
|
|
|
$
|
697,450
|
|
|
$
|
77,223
|
|
Cameroon
|
235,573
|
|
|
186,224
|
|
|
—
|
|
Cote d'Ivoire
|
—
|
|
|
—
|
|
|
88,022
|
|
Egypt
|
23
|
|
|
43
|
|
|
188,780
|
|
Equatorial Guinea
|
3
|
|
|
61,454
|
|
|
66,460
|
|
Ghana
|
5,475
|
|
|
7,549
|
|
|
9,633
|
|
Indonesia
|
4
|
|
|
4
|
|
|
4
|
|
Israel
|
81,173
|
|
|
—
|
|
|
—
|
|
Korea
|
353,641
|
|
|
161,996
|
|
|
—
|
|
Malaysia
|
169
|
|
|
52,405
|
|
|
56,144
|
|
Malta
|
4,768
|
|
|
5,443
|
|
|
6,091
|
|
Singapore
|
84,443
|
|
|
572,911
|
|
|
787,529
|
|
Suriname
|
—
|
|
|
84,301
|
|
|
—
|
|
Thailand
|
208,303
|
|
|
19,127
|
|
|
21,023
|
|
United Kingdom
|
1
|
|
|
1
|
|
|
1
|
|
United States
|
825,260
|
|
|
38,413
|
|
|
43,051
|
|
TOTAL PROPERTY AND EQUIPMENT, NET
|
$
|
2,537,340
|
|
|
$
|
1,887,321
|
|
|
$
|
1,343,961
|
|
NOTE 16—QUARTERLY FINANCIAL DATA (UNAUDITED)
Summarized quarterly results for fiscal years
2012
and
2011
are as follows (in thousands, except per share amounts):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarters ended
(1)
|
|
|
December 31
|
|
March 31
|
|
June 30
|
|
September 30
|
Fiscal 2012
|
|
|
|
|
|
|
|
|
Revenues
|
|
$
|
184,672
|
|
|
$
|
171,621
|
|
|
$
|
178,603
|
|
|
$
|
252,525
|
|
Income before income taxes
|
|
77,931
|
|
|
63,492
|
|
|
61,990
|
|
|
109,891
|
|
Net income
|
|
65,468
|
|
|
59,466
|
|
|
51,711
|
|
|
95,526
|
|
Earnings per common share—
|
|
|
|
|
|
|
|
|
Basic
|
|
1.01
|
|
|
0.91
|
|
|
0.79
|
|
|
1.46
|
|
Diluted
|
|
1.00
|
|
|
0.90
|
|
|
0.79
|
|
|
1.45
|
|
Fiscal 2011
|
|
|
|
|
|
|
|
|
Revenues
|
|
$
|
146,286
|
|
|
$
|
159,085
|
|
|
$
|
162,147
|
|
|
$
|
177,558
|
|
Income before income taxes
|
|
63,240
|
|
|
90,485
|
|
|
87,203
|
|
|
83,919
|
|
Net income
|
|
52,850
|
|
|
70,611
|
|
|
75,285
|
|
|
72,928
|
|
Earnings per common share—
|
|
|
|
|
|
|
|
|
Basic
|
|
0.82
|
|
|
1.09
|
|
|
1.16
|
|
|
1.13
|
|
Diluted
|
|
0.81
|
|
|
1.08
|
|
|
1.15
|
|
|
1.12
|
|
|
|
(1)
|
The sum of the individual quarterly net income per common share amounts may not agree with year-to-date net income per common share as each quarterly computation is based on the weighted average number of common shares outstanding during that period.
|