UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Section 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of, July 2023
Commission File Number: 001-14534
Precision Drilling Corporation
(Exact name of registrant as specified in its charter)
800, 525 - 8 Avenue S.W.
Calgary, Alberta
Canada T2P 1G1
(Address of principal executive offices)
Indicate by check mark whether the registrant files or
will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F Form 40-F X
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: July 28, 2023 |
PRECISION DRILLING CORPORATION |
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By: /s/Carey T Ford |
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Name: Carey
T Ford |
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Title: Chief Financial Officer |
Exhibit 31.1
FORM 52-109F2
CERTIFICATION OF INTERIM FILINGS
I, Kevin A. Neveu, President and Chief Executive Officer of Precision
Drilling Corporation, certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the
"interim filings") of Precision Drilling Corporation (the "issuer"), for the interim period ended June 30, 2023. |
| 2. | No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the
interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that
is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered
by the interim filings. |
| 3. | Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim
financial report together with the other financial information included in the interim filings fairly present in all material respects
the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim
filings. |
| 4. | Responsibility: The issuer’s other certifying officer and I are responsible for establishing
and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are
defined in National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer. |
| 5. | Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's
other certifying officer and I have, as at the end of the period covered by the interim filings |
| (a) | designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance
that |
| (i) | material information relating to the issuer is made known to us by others, particularly during the period
in which the interim filings are being prepared; and |
| (ii) | information required to be disclosed by the issuer in its annual filings, interim filings or other reports
filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified
in securities legislation; and |
| (b) | designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s
GAAP. |
| 5.1 | Control framework: The control framework the issuer's other certifying officer and I used
to design the issuer's ICFR is the Committee of Sponsoring Organizations of the Treadway Commission (COSO) (1992) and the Control Objectives
for Information and Related Technologies (COBIT). |
| 5.2 | ICFR – material weakness relating to design: N/A. |
| 5.3 | Limitation on scope of design: N/A. |
| 6. | Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in
the issuer’s ICFR that occurred during the period beginning on April 1, 2023 and ended on June 30, 2023 that has materially
affected, or is reasonably likely to materially affect, the issuer’s ICFR. |
Date: July 28, 2023
By: |
/s/Kevin A Neveu |
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Name: Kevin A. Neveu
Title: President and Chief Executive Officer |
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Exhibit 31.2
FORM 52-109F2
CERTIFICATION OF INTERIM FILINGS
I, Carey T. Ford, Chief Financial Officer of Precision Drilling Corporation,
certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the
"interim filings") of Precision Drilling Corporation (the "issuer"), for the interim period ended June 30, 2023. |
| 2. | No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the
interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that
is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered
by the interim filings. |
| 3. | Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim
financial report together with the other financial information included in the interim filings fairly present in all material respects
the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim
filings. |
| 4. | Responsibility: The issuer’s other certifying officer and I are responsible for establishing
and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are
defined in National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer. |
| 5. | Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's
other certifying officer and I have, as at the end of the period covered by the interim filings |
| (a) | designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance
that |
| (i) | material information relating to the issuer is made known to us by others, particularly during the period
in which the interim filings are being prepared; and |
| (ii) | information required to be disclosed by the issuer in its annual filings, interim filings or other reports
filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified
in securities legislation; and |
| (b) | designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s
GAAP. |
| 5.1 | Control framework: The control framework the issuer's other certifying officer and I used
to design the issuer's ICFR is the Committee of Sponsoring Organizations of the Treadway Commission (COSO) (1992) and the Control Objectives
for Information and Related Technologies (COBIT). |
| 5.2 | ICFR – material weakness relating to design: N/A. |
| 5.3 | Limitation on scope of design: N/A. |
| 6. | Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in
the issuer’s ICFR that occurred during the period beginning on April 1, 2023 and ended on June 30, 2023 that has materially
affected, or is reasonably likely to materially affect, the issuer’s ICFR. |
Date: July 28, 2023
By: |
/s/Carey T. Ford |
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Name: Carey T. Ford
Title: Chief Financial Officer
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Exhibit 99.1
PRECISION DRILLING CORPORATION
Second Quarter Report for the three and six months ended June 30, 2023 and 2022
MANAGEMENT’S DISCUSSION AND ANALYSIS
This report contains “forward-looking information and statements”
within the meaning of applicable securities laws. For a full disclosure of the forward-looking information and statements and the risks
to which they are subject, see the “Cautionary Statement Regarding Forward-Looking Information and Statements” later in this
report. This report contains references to certain Financial Measures and Ratios, including Adjusted EBITDA (earnings before income taxes,
loss (gain) on investments and other assets, gain on repurchase of unsecured senior notes, finance charges, foreign exchange, gain on
asset disposals and depreciation and amortization), Funds Provided by (Used in) Operations, Net Capital Spending and Working Capital.
These terms do not have standardized meanings prescribed under International Financial Reporting Standards (IFRS) and may not be
comparable to similar measures used by other companies, see “Financial Measures and Ratios” later in this report.
Precision Drilling announces 2023 second quarter financial results:
| · | Revenue was $426 million compared with $326 million in the second quarter of 2022 as our drilling rigs
continued to reprice at higher day rates, increasing 25% in Canada and 39% in the U.S. year over year. |
| · | Achieved second quarter Adjusted EBITDA(1) of $142 million,
significantly surpassing the $64 million reported in 2022. Adjusted EBITDA included idle but contracted rig revenue of US$5 million and
share-based compensation of $3 million, compared with US$1 million and $5 million, respectively, in 2022. |
| · | Net earnings were $27 million or $1.97 per share compared to a net loss of $25 million of $1.81 per share
in 2022. |
| · | We continued to deliver High Performance, High Value service, expanding daily operating margins(2),
maintaining strict cost control and scaling our AlphaTM digital technologies and EverGreenTM suite of environmental
solutions across our Super Triple rig fleet, growing revenue from these offerings by over 60% from the second quarter of 2022. |
| · | Revenue per utilization day increased to $33,535 in Canada and US$35,576 in the U.S., while daily operating
margins were $12,203 in Canada and US$16,613 in the U.S. |
| · | We strengthened our contract book, signing take-or-pay term contracts with several new customers including
large U.S. independents and major oil and gas companies and increasing fourth quarter rigs under take-or-pay term contracts in the U.S.
from 18 to 27 and in Canada from 15 to 25. |
| · | Averaged 42 active rigs in Canada, an increase of 12% over the second quarter of 2022, and 51 rigs in
the U.S., representing an 8% decline from the second quarter of 2022. |
| · | Generated $213 million of cash from operations, repaid $178 million of debt, including all amounts drawn
on our Senior Credit Facility and repurchased US$30 million of 2026 unsecured senior notes. Additionally, we returned $8 million to shareholders
through share repurchases under our Normal Course Issuer Bid (NCIB). |
| · | As at June 30, 2023, we have reduced total debt by $100 million since the beginning of the year and remain
on track to meet our 2023 debt reduction target of at least $150 million. We remain committed to achieving a normalized Net Debt to Adjusted
EBITDA(1) ratio of less than 1.0 times by the end of 2025. |
| · | Ended the quarter with $23 million of cash and more than $575 million of available liquidity. |
| · | Completion and Production Services generated revenue of $46 million and Adjusted EBITDA of $8 million,
representing increases of 40% and 55%, respectively, from the second quarter of 2022. |
| · | Internationally, we have six rigs currently active in the Middle East, increasing to eight in the third
quarter. These eight contracts are expected to generate stable predictable cash flow that will stretch into 2028. |
| (1) | See “FINANCIAL MEASURES AND RATIOS.” |
| (2) | Revenue per utilization day less operating costs per utilization day. |
SELECT FINANCIAL AND OPERATING INFORMATION
Financial Highlights
| |
For the three months ended June 30, | |
For the six months ended June 30, |
(Stated in thousands of Canadian dollars, except per share amounts) | |
|
2023 |
| |
|
2022 |
| |
|
% Change |
| |
|
2023 |
| |
|
2022 |
| |
|
% Change |
|
Revenue | |
| 425,622 | | |
| 326,016 | | |
| 30.6 | | |
| 984,229 | | |
| 677,355 | | |
| 45.3 | |
Adjusted EBITDA(1) | |
| 142,093 | | |
| 64,099 | | |
| 121.7 | | |
| 345,312 | | |
| 100,954 | | |
| 242.0 | |
Net earnings (loss) | |
| 26,900 | | |
| (24,611 | ) | |
| (209.3 | ) | |
| 122,730 | | |
| (68,455 | ) | |
| (279.3 | ) |
Cash provided by (used in) operations | |
| 213,460 | | |
| 135,174 | | |
| 57.9 | | |
| 241,816 | | |
| 69,880 | | |
| 246.0 | |
Funds provided by operations(1) | |
| 136,959 | | |
| 60,373 | | |
| 126.9 | | |
| 296,612 | | |
| 90,328 | | |
| 228.4 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Cash used in investing activities | |
| 44,062 | | |
| 36,782 | | |
| 19.8 | | |
| 122,879 | | |
| 67,125 | | |
| 83.1 | |
Capital spending by spend category(1) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Expansion and upgrade | |
| 9,615 | | |
| 15,530 | | |
| (38.1 | ) | |
| 25,960 | | |
| 25,145 | | |
| 3.2 | |
Maintenance and infrastructure | |
| 35,099 | | |
| 23,906 | | |
| 46.8 | | |
| 69,549 | | |
| 50,693 | | |
| 37.2 | |
Proceeds on sale | |
| (6,261 | ) | |
| (6,849 | ) | |
| (8.6 | ) | |
| (14,026 | ) | |
| (9,696 | ) | |
| 44.7 | |
Net capital spending(1) | |
| 38,453 | | |
| 32,587 | | |
| 18.0 | | |
| 81,483 | | |
| 66,142 | | |
| 23.2 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net earnings (loss) per share: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Basic | |
| 1.97 | | |
| (1.81 | ) | |
| (208.8 | ) | |
| 8.98 | | |
| (5.06 | ) | |
| (277.5 | ) |
Diluted | |
| 1.63 | | |
| (1.81 | ) | |
| (190.1 | ) | |
| 7.22 | | |
| (5.06 | ) | |
| (242.7 | ) |
| (1) | See “FINANCIAL MEASURES AND RATIOS.” |
Operating Highlights
| |
For the three months ended June 30, | |
For the six months ended June 30, |
| |
|
2023 |
| |
|
2022 |
| |
|
% Change |
| |
|
2023 |
| |
|
2022 |
| |
|
% Change |
|
Contract drilling rig fleet | |
| 225 | | |
| 226 | | |
| (0.4 | ) | |
| 225 | | |
| 226 | | |
| (0.4 | ) |
Drilling rig utilization days: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
U.S. | |
| 4,626 | | |
| 5,037 | | |
| (8.2 | ) | |
| 10,008 | | |
| 9,627 | | |
| 4.0 | |
Canada | |
| 3,795 | | |
| 3,376 | | |
| 12.4 | | |
| 9,963 | | |
| 9,029 | | |
| 10.3 | |
International | |
| 452 | | |
| 546 | | |
| (17.2 | ) | |
| 885 | | |
| 1,086 | | |
| (18.5 | ) |
Revenue per utilization day: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
U.S. (US$) | |
| 35,576 | | |
| 25,547 | | |
| 39.3 | | |
| 35,247 | | |
| 24,951 | | |
| 41.3 | |
Canada (Cdn$) | |
| 33,535 | | |
| 26,746 | | |
| 25.4 | | |
| 32,773 | | |
| 25,192 | | |
| 30.1 | |
International (US$) | |
| 50,551 | | |
| 54,612 | | |
| (7.4 | ) | |
| 51,139 | | |
| 52,436 | | |
| (2.5 | ) |
Operating costs per utilization day: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
U.S. (US$) | |
| 18,963 | | |
| 18,864 | | |
| 0.5 | | |
| 19,667 | | |
| 18,628 | | |
| 5.6 | |
Canada (Cdn$) | |
| 21,332 | | |
| 19,010 | | |
| 12.2 | | |
| 19,731 | | |
| 16,749 | | |
| 17.8 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Service rig fleet | |
| 119 | | |
| 93 | | |
| 28.0 | | |
| 119 | | |
| 93 | | |
| 28.0 | |
Service rig operating hours | |
| 39,709 | | |
| 30,389 | | |
| 30.7 | | |
| 98,050 | | |
| 68,654 | | |
| 42.8 | |
Financial Position
(Stated in thousands of Canadian dollars, except ratios) | |
|
June 30, 2023 |
| |
|
December 31, 2022 |
|
Working capital(1) | |
| 134,839 | | |
| 60,641 | |
Cash | |
| 22,919 | | |
| 21,587 | |
Long-term debt | |
| 964,103 | | |
| 1,085,970 | |
Total long-term financial liabilities | |
| 1,042,188 | | |
| 1,206,619 | |
Total assets | |
| 2,732,694 | | |
| 2,876,123 | |
Long-term debt to long-term debt plus equity ratio (1) | |
| 0.42 | | |
| 0.47 | |
| (1) | See “FINANCIAL MEASURES AND RATIOS.” |
Summary for the three months ended June 30, 2023:
| · | Revenue of $426 million was 31% higher than 2022 due to the further strengthening of North American drilling
and service revenue rates, partially offset by lower U.S. and international activity. Drilling rig utilization days increased 12% in Canada,
while U.S. and international activity decreased by 8% and 17%, respectively. Our service rig operating hours increased 31% to 39,709 hours
as compared with 2022. |
| · | Adjusted EBITDA was $142 million, $78 million higher than 2022 due to increased North America revenue
rates, continued strict cost control and lower share-based compensation. Share-based compensation was $3 million as compared with $5 million
in 2022. Please refer to “Other Items” later in this report for additional information on share-based compensation charges. |
| · | Adjusted EBITDA as a percentage of revenue was 33% as compared with 20% in 2022. |
| · | Our U.S. revenue per utilization day was US$35,576 compared with US$25,547 in 2022. The increase was primarily
the result of higher fleet average day rates and higher idle but contracted rig revenue, offset by lower turnkey activity. We recognized
revenue from idle but contracted rigs and turnkey projects of US$5 million and nil, respectively as compared with US$1 million and US$9
million in 2022. Revenue per utilization day, excluding the impact of idle but contracted rigs and turnkey projects was US$34,396, compared
to US$23,590 in 2022, an increase of US$10,806 or 46%. Revenue per utilization day, excluding idle but contracted rigs and turnkey revenue,
increased US$796 from the first quarter of 2023. |
| · | Our U.S. operating costs per utilization day increased slightly to US$18,963 compared with US$18,864 in
2022. The increase was primarily due to higher rig operating costs offset by lower turnkey costs. Operating costs per utilization day,
excluding turnkey activity, were US$18,941 compared with US$16,517 in 2022. Sequentially, excluding the impact of turnkey activity, operating
costs per utilization day decreased US$458. |
| · | In Canada, revenue per utilization day was $33,535 compared with $26,746 in 2022. The increase was a result
of higher average day rates and customer cost recoveries. Sequentially, revenue per utilization day increased $1,231 due to rig mix. |
| · | Our Canadian operating costs per utilization day increased to $21,332, compared with $19,010 in 2022,
due to higher field wages and costs that were recovered from our customers. Sequentially, our daily operating costs increased $2,586 due
to higher repairs and maintenance costs spread over fewer activity days and rig mix. |
| · | Completion and Production Services revenue and Adjusted EBITDA were $46 million and $8 million, respectively, compared with $33 million
and $5 million in 2022. |
| · | We realized US$23 million of international contract drilling revenue compared with US$30 million in 2022. |
| · | General and administrative expenses were $23 million as compared with $21 million in 2022. The increase
was primarily due to higher labour-related costs and the impact of the weakening Canadian dollar on our translated U.S. dollar-denominated
costs. |
| · | Net finance charges were $21 million, consistent with 2022. |
| · | Cash provided by operations was $213 million compared with $135 million in 2022. We generated $137 million of funds provided by operations
compared with $60 million in 2022. Our increased day rates, revenue efficiency and operational leverage contributed to higher cash generation
in the current quarter. |
| · | Capital expenditures were $45 million compared with $39 million in 2022. Capital spending by spend category (see “FINANCIAL
MEASURES AND RATIOS”) included $10 million for expansion and upgrades and $35 million for the maintenance of existing assets, infrastructure,
and intangible assets. |
| · | Repaid $178 million of debt, including all amounts drawn on our Senior Credit Facility and repurchased US$30 million of 2026 unsecured
senior notes. Additionally, we returned $8 million to shareholders through share repurchases under our NCIB. |
| · | We ended the quarter with $23 million of cash and more than $575 million of available liquidity. |
| · | Subsequent to June 30, 2023, we completed our $5 million equity investment in CleanDesign Income Corp. (CleanDesign). CleanDesign
is a key supplier of Precision’s EverGreenTM Battery Energy Storage Systems (BESS) and this investment provides
access to key BESS and power management technologies. |
Summary for the six months ended June 30, 2023:
| · | Revenue for the first six months of 2023 was $984 million, an increase of 45% from 2022. |
| · | Adjusted EBITDA for the period was $345 million as compared with $101 million in 2022. Our higher Adjusted
EBITDA was attributable to increased North American drilling and service activity, strengthening of day rates and lower share-based compensation
charges. |
| · | General and administrative costs were $39 million, a decrease of $38 million from 2022 primarily due to
lower share-based compensation charges, partially offset by higher labour related costs and the impact of the weakening Canadian dollar
on our translated U.S. dollar-denominated costs. |
| · | Net finance charges were $44 million, an increase of $3 million from 2022 due to the impact of the weakening
of the Canadian dollar on our U.S. dollar-denominated interest expense. |
| · | Cash provided by operations was $242 million as compared with $70 million in 2022. Funds provided by operations
in 2023 were $297 million, an increase of $206 million from the comparative period. |
| · | Capital expenditures were $96 million in 2023, an increase of $20 million from 2022. Capital spending
by spend category included $26 million for expansion and upgrades and $70 million for the maintenance of existing assets, infrastructure,
and intangible assets. |
| · | Year-to-date, we have reduced our total debt by $100 million through the full repayment of our Senior
Credit Facility and the repurchase of US$30 million of our 2026 unsecured senior notes. In addition, we repurchased and canceled 193,616
common shares for $13 million under our NCIB. |
STRATEGY
Precision’s vision is to be globally recognized as the High Performance,
High Value provider of land drilling services. We work toward this vision by defining and measuring our results against strategic
priorities that we establish at the beginning of every year.
Precision’s 2023 strategic priorities and the progress made during
the second quarter are as follows:
| 1. | Deliver High Performance, High Value service through operational excellence. |
| · | Grew our average active rig count by 12% in Canada as compared with the same period last year. |
| · | Increased service rig operating hours 31% over the second quarter of 2022. With the successful integration
of High Arctic Inc.’s well servicing business, Precision is now the leading provider of high-quality and reliable services in Canada. |
| · | Reinvested $45 million into our equipment and infrastructure, bringing our year-to-date investment to
$96 million as we progress toward our total expected 2023 investment of $195 million. |
|
2. | Maximize free cash flow by increasing Adjusted EBITDA margins, revenue efficiency, and growing revenue
from AlphaTM technologies and EverGreenTM suite of environmental solutions. |
| · | Realized second quarter daily operating margins of $12,203 in Canada and US$16,613 in the U.S., representing
increases of 58% and 149%, respectively, compared with 2022. |
| · | Grew combined AlphaTM technologies and EverGreenTM suite of environmental solutions
second quarter revenue by over 60% compared with 2022. |
| · | Ended the quarter with 73 of our AC Super Triple rigs equipped with AlphaTM technologies,
representing a 38% increase over the same quarter last year. |
| · | Continued to scale our EverGreenTM suite of environmental solutions, adding one EverGreenTM
BESS, two EverGreenTM Integrated Power and Emissions Monitoring Systems and 14 high mast LED lighting systems to our fleet
during the quarter. |
| 3. | Reduce debt by at least $150 million and allocate 10% to 20% of free cash flow before debt repayments
for share repurchases. Long-term debt reduction target of $500 million between 2022 and 2025 and sustained Net Debt to Adjusted EBITDA
ratio of below 1.0 times by the end of 2025. |
| · | Generated significant second quarter cash from operations of $213 million which allowed us to reduce debt
by $178 million during the quarter, including the full repayment of our Senior Credit Facility and the repurchase of US$30 million of
2026 unsecured senior notes. |
| · | Returned $8 million of capital to shareholders by repurchasing and cancelling 126,543 common shares. For
the first six months of the year, we have allocated $13 million of free cash flow to share repurchases. |
| · | For the first six months of the year, we have reduced total debt by $100 million. We remain committed
to reducing debt by at least $150 million in 2023 and expect to reach a Net Debt to Adjusted EBITDA ratio of between 1.25 and 1.50 times
by year end. |
OUTLOOK
Energy industry fundamentals continue to support drilling activity for
oil and natural gas despite broad economic concerns and geopolitical instability. Oil prices are supported by demand growth reemerging
in China, while OPEC cutting production quotas and years of under investment and capital discipline by producers have limited supply growth.
We therefore expect drilling activity to improve in the second half of the year as customers seek to generate appropriate investment returns,
maintain production levels and replenish inventories. Natural gas has demonstrated short-term price weaknesses, however, this lower-carbon
energy source is becoming increasingly favorable as countries around the world stress the importance of sustainability, decarbonization
and energy security. With demand for Liquified Natural Gas (LNG) exports growing and the next wave of North America LNG projects
expected to begin coming online in 2025 (including LNG Canada), we anticipate a sustained period of elevated natural gas drilling activity
in both the U.S. and Canada.
In Canada, Precision’s activity is expected to continue to surpass
2022 levels, supported by imminent hydrocarbon export capacity increases with the Trans Mountain oil pipeline and the Coastal GasLink
pipeline, each expected to begin operations in early 2024. Northwestern Alberta and northeastern British Columbia natural gas developments
are prime beneficiaries of the LNG Canada project and the January 2023 agreement between the British Columbia government and the Blueberry
River First Nation has facilitated a significant increase in 2023 drilling license approvals, which should lead to more drilling activity
in the region. Large pad drilling programs are ideally suited for Super Triple drilling rigs, resulting in strong customer interest
for these rigs for the next several years. Our Super Triple fleet is currently fully utilized and we expect customer demand to
continue to exceed supply, driving higher daily operating margins and longer-term take-or-pay contracts.
On the heavy oil side, we expect activity levels to remain strong as Canadian
producers are benefitting from a favorable U.S. exchange rate and a significantly reduced heavy oil differential. Precision’s Super
Single rigs are well suited for long-term conventional heavy oil development in the oil sands and Clearwater formation. Looking at
the second half of the year, we expect our Super Single pad capable rigs to be fully utilized, driving higher day rates.
In the U.S., drilling activity had been increasing since mid-2020 but began
to weaken in early 2023 due to lower natural gas prices and uncertain oil prices. For the first six months of the year, the Baker Hughes’
U.S. land rig count declined 14%. If oil prices remain stable around today’s level, we expect demand to improve in the second half
of the year as customers modestly increase rig counts to maintain production. Over the past few months, we have signed a number of contracts
for rig reactivations later this year and into 2024.
Our AlphaTM technologies and EverGreenTM suite of
environmental solutions continue to gain momentum and have become key competitive differentiators for our rigs as these offerings deliver
exceptional value to our customers by reducing risks, well construction costs and carbon footprint. We currently have 10 EverGreenTM
BESS deployed in the field and have commitments for three additional deployments in the second half of the year. Precision’s EverGreenTM
BESS has proven to be an economically viable emissions reduction solution for our customers and we anticipate continued demand for additional
deployments through the remainder of the year. In April, we expanded our partnership with CleanDesign, a key supplier of EverGreenTM
BESS, through a $5 million equity investment commitment. This partnership will ensure we can meet the expected demand for BESS and is
aligned with our overall emissions reduction strategy.
Internationally, we currently have six rigs working on term contracts,
three in Kuwait and three in the Kingdom of Saudi Arabia, increasing to eight before the end of the third quarter. These eight rig contracts
provide stable and predictable cash flow and represent over $700 million in backlog revenue that stretches into 2028. We continue to bid
our remaining idle rigs within the region and remain optimistic about our ability to secure rig reactivations.
With the successful acquisition of High Arctic’s well servicing business
in July 2022, Precision is now the leading provider of high-quality and reliable well services in Canada and the outlook for this business
is positive. Customer demand for maintenance and completion activity is expected to exceed staffed service rigs available, supporting
healthy activity and strong pricing into the foreseeable future.
Commodity Prices
Second quarter average West Texas Intermediate and Western Canadian Select
oil prices decreased 32% and 39%, respectively, from 2022. Average Henry Hub and AECO natural gas prices declined 69% and 66%, respectively
from 2022.
| |
For the three months ended June 30, | |
Year ended December 31, |
| |
|
2023 |
| |
|
2022 |
| |
|
2022 |
|
Average oil and natural gas prices | |
| | | |
| | | |
| | |
Oil | |
| | | |
| | | |
| | |
West Texas Intermediate (per barrel) (US$) | |
| 73.77 | | |
| 108.34 | | |
| 94.23 | |
Western Canadian Select (per barrel) (US$) | |
| 58.76 | | |
| 95.62 | | |
| 78.15 | |
Natural gas | |
| | | |
| | | |
| | |
United States | |
| | | |
| | | |
| | |
Henry Hub (per MMBtu) (US$) | |
| 2.32 | | |
| 7.47 | | |
| 6.51 | |
Canada | |
| | | |
| | | |
| | |
AECO (per MMBtu) (CDN$) | |
| 2.43 | | |
| 7.25 | | |
| 5.43 | |
Contracts
The following chart outlines the average number of drilling rigs under
term contract by quarter as at July 26, 2023. For those quarters ending after June 30, 2023, this chart represents the minimum number
of term contracts from which we will earn revenue. We expect the actual number of contracted rigs to vary in future periods as we sign
additional term contracts.
| |
Average for the quarter ended 2022 | |
Average for the quarter ended 2023 |
| |
|
Mar. 31 |
| |
|
June 30 |
| |
|
Sept. 30 |
| |
|
Dec. 31 |
| |
|
Mar. 31 |
| |
|
June 30 |
| |
|
Sept. 30 |
| |
|
Dec. 31 |
|
Average rigs under term contract as of July 26, 2023: | |
| |
| |
| |
| |
| |
| |
| |
|
| U.S. | | |
| 27 | | |
| 29 | | |
| 31 | | |
| 35 | | |
| 40 | | |
| 37 | | |
| 31 | | |
| 27 | |
| Canada | | |
| 6 | | |
| 8 | | |
| 10 | | |
| 16 | | |
| 19 | | |
| 23 | | |
| 29 | | |
| 25 | |
| International | | |
| 6 | | |
| 6 | | |
| 6 | | |
| 6 | | |
| 4 | | |
| 5 | | |
| 7 | | |
| 8 | |
Total | | |
| 39 | | |
| 43 | | |
| 47 | | |
| 57 | | |
| 63 | | |
| 65 | | |
| 67 | | |
| 60 | |
The following chart outlines the average number of drilling rigs that we
had under term contract for 2022 and the average number of rigs we have under term contract as at July 26, 2023.
| |
Average for the year ended |
| |
|
2022 |
|
|
|
|
2023 |
|
Average rigs under term contract as of July 26, 2023: | |
| |
|
| U.S. | | |
| 31 | | |
| 34 | |
| Canada | | |
| 10 | | |
| 24 | |
| International | | |
| 6 | | |
| 6 | |
Total | | |
| 47 | | |
| 64 | |
In Canada, term contracted rigs normally generate 250 utilization days
per year because of the seasonal nature of well site access. In most regions in the U.S. and internationally, term contracts normally
generate 365 utilization days per year. Internationally, we expect to have eight rigs under long-term contract beginning in the second
half of 2023.
Drilling Activity
The following chart outlines the average number of drilling rigs that we
had working or moving by quarter for the periods noted.
| |
Average for the quarter ended 2022 | |
Average for the quarter ended 2023 |
| |
|
Mar. 31 |
| |
|
June 30 |
| |
|
Sept. 30 |
| |
|
Dec. 31 |
| |
|
Mar. 31 |
| |
|
June 30 |
|
Average Precision active rig count: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
U.S. | |
| 51 | | |
| 55 | | |
| 57 | | |
| 60 | | |
| 60 | | |
| 51 | |
Canada | |
| 63 | | |
| 37 | | |
| 59 | | |
| 66 | | |
| 69 | | |
| 42 | |
International | |
| 6 | | |
| 6 | | |
| 6 | | |
| 6 | | |
| 5 | | |
| 5 | |
Total | |
| 120 | | |
| 98 | | |
| 122 | | |
| 132 | | |
| 134 | | |
| 98 | |
According to industry sources, as at July 26, 2023, the U.S. active land
drilling rig count has decreased 12% from the same point last year while the Canadian active land drilling rig count has increased 4%.
To date in 2023, approximately 79% of the U.S. industry’s active rigs and 59% of the Canadian industry’s active rigs were
drilling for oil targets, compared with 79% for the U.S. and 60% for Canada at the same time last year.
Capital Spending and Free Cash Flow Allocation
We remain committed to disciplined cash flow management, capital spending
and returning capital to shareholders. Capital spending in 2023 is expected to be $195 million and by spend category includes $145 million
for sustaining, infrastructure and intangibles and $50 million for expansion and upgrades. We expect that the $195 million will be split
as follows: $181 million in the Contract Drilling Services segment, $11 million in the Completion and Production Services segment, and
$3 million in the Corporate segment. Capital spending could increase this year with stronger demand for our services and customer contracted
rig upgrades. As at June 30, 2023, Precision had capital commitments of approximately $201 million with payments expected through 2025.
SEGMENTED FINANCIAL RESULTS
Precision’s operations are reported in two segments: Contract Drilling
Services, which includes our drilling rig, oilfield supply and manufacturing divisions; and Completion and Production Services, which
includes our service rig, rental and camp and catering divisions.
| |
For the three months ended June 30, | |
For the six months ended June 30, |
(Stated in thousands of Canadian dollars) | |
|
2023 |
| |
|
2022 |
| |
|
% Change |
| |
|
2023 |
| |
|
2022 |
| |
|
% Change |
|
Revenue: | |
| |
| |
| |
| |
| |
|
Contract Drilling Services | |
| 380,958 | | |
| 294,299 | | |
| 29.4 | | |
| 867,034 | | |
| 608,444 | | |
| 42.5 | |
Completion and Production Services | |
| 46,161 | | |
| 33,041 | | |
| 39.7 | | |
| 120,684 | | |
| 71,279 | | |
| 69.3 | |
Inter-segment eliminations | |
| (1,497 | ) | |
| (1,324 | ) | |
| 13.1 | | |
| (3,489 | ) | |
| (2,368 | ) | |
| 47.3 | |
| |
| 425,622 | | |
| 326,016 | | |
| 30.6 | | |
| 984,229 | | |
| 677,355 | | |
| 45.3 | |
Adjusted EBITDA:(1) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Contract Drilling Services | |
| 147,478 | | |
| 70,429 | | |
| 109.4 | | |
| 336,601 | | |
| 141,603 | | |
| 137.7 | |
Completion and Production Services | |
| 7,507 | | |
| 4,839 | | |
| 55.1 | | |
| 24,913 | | |
| 11,378 | | |
| 119.0 | |
Corporate and Other | |
| (12,892 | ) | |
| (11,169 | ) | |
| 15.4 | | |
| (16,202 | ) | |
| (52,027 | ) | |
| (68.9 | ) |
| |
| 142,093 | | |
| 64,099 | | |
| 121.7 | | |
| 345,312 | | |
| 100,954 | | |
| 242.0 | |
| (1) | See “FINANCIAL MEASURES AND RATIOS.” |
SEGMENT REVIEW OF CONTRACT DRILLING SERVICES
| |
For the three months ended June 30, | |
For the six months ended June 30, |
(Stated in thousands of Canadian dollars, except where noted) | |
|
2023 |
| |
|
2022 |
| |
|
% Change |
| |
|
2023 |
| |
|
2022 |
| |
|
% Change |
|
Revenue | |
| 380,958 | | |
| 294,299 | | |
| 29.4 | | |
| 867,034 | | |
| 608,444 | | |
| 42.5 | |
Expenses: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Operating | |
| 224,746 | | |
| 215,676 | | |
| 4.2 | | |
| 511,813 | | |
| 445,727 | | |
| 14.8 | |
General and administrative | |
| 8,734 | | |
| 8,194 | | |
| 6.6 | | |
| 18,620 | | |
| 21,114 | | |
| (11.8 | ) |
Adjusted EBITDA(1) | |
| 147,478 | | |
| 70,429 | | |
| 109.4 | | |
| 336,601 | | |
| 141,603 | | |
| 137.7 | |
Adjusted EBITDA as a percentage of revenue(1) | |
| 38.7 | % | |
| 23.9 | % | |
| | | |
| 38.8 | % | |
| 23.3 | % | |
| | |
| (1) | See “FINANCIAL MEASURES AND RATIOS.” |
United States onshore drilling statistics:(1) | |
2023 | |
2022 |
| |
|
Precision |
| |
|
Industry(2) |
| |
|
Precision |
| |
|
Industry(2) |
|
Average number of active land rigs for quarters ended: | |
| |
| |
| |
|
March 31 | |
| 60 | | |
| 744 | | |
| 51 | | |
| 603 | |
June 30 | |
| 51 | | |
| 700 | | |
| 55 | | |
| 687 | |
Year to date average | |
| 55 | | |
| 722 | | |
| 53 | | |
| 645 | |
| (1) | United States lower 48 operations only. |
| (2) | Baker Hughes rig counts. |
Canadian onshore drilling statistics:(1) | |
2023 | |
2022 |
| |
|
Precision |
| |
|
Industry(2) |
| |
|
Precision |
| |
|
Industry(2) |
|
Average number of active land rigs for quarters ended: | |
| |
| |
| |
|
March 31 | |
| 69 | | |
| 221 | | |
| 63 | | |
| 205 | |
June 30 | |
| 42 | | |
| 117 | | |
| 37 | | |
| 113 | |
Year to date average | |
| 55 | | |
| 169 | | |
| 50 | | |
| 159 | |
| (1) | Canadian operations only. |
| (2) | Baker Hughes rig counts. |
Revenue from Contract Drilling Services was $381 million, 29% higher than
2022, while Adjusted EBITDA increased 109% to $147 million. The increase in revenue and Adjusted EBITDA was primarily due to higher North
American day rates and increased Canadian drilling activity, partially offset by lower U.S. and international activity.
Drilling rig utilization days (drilling days plus move days) in the U.S.
were 4,626, 8% lower than 2022. Drilling rig utilization days in Canada were 3,795, 12% higher than 2022. The movement in utilization
days in both the U.S. and Canada was consistent with changes in industry activity. Drilling rig utilization days in our international
business were 452, a decrease of 17% from the comparable quarter, as drilling operations were paused while our Kuwait rigs began the recertification
process in accordance with the 5-year contracts signed in 2022.
Revenue per utilization day in the U.S. increased 39% from 2022 and was
primarily the result of higher fleet average day rates and higher idle but contracted rig revenue, offset by lower turnkey revenue. We
recognized revenue from idle but contracted rigs and turnkey project of US$5 million and nil, respectively as compared with US$1 million
and US$9 million in 2022. Drilling rig revenue per utilization day in Canada increased 25% due to higher average day rates and customer
cost recoveries. Our international revenue per utilization day for the quarter was 7% lower than 2022 primarily due to our rig mix that
was impacted by the timing of rig recertifications.
In the U.S., 66% of utilization days were generated from rigs under term
contract as compared with 49% in 2022. In Canada, 39% of our utilization days were generated from rigs under term contract, compared with
19% in 2022.
U.S. operating costs per utilization day increased slightly from 2022 and
was primarily due to higher rig operating costs offset by lower turnkey costs. U.S. operating costs per utilization day, excluding turnkey,
was US$18,941 compared with US$16,516 in 2022. Our Canadian operating costs per utilization day increased 12% as compared with 2022 and
was due to higher field wages and costs that were recovered from our customers.
Our general and administrative expenses increased $1 million as compared
with 2022 and was primarily the result of higher translated U.S. dollar-denominated costs, partially offset by lower share-based compensation
charges.
SEGMENT REVIEW OF COMPLETION AND PRODUCTION SERVICES
| |
For the three months ended June 30, | |
For the six months ended June 30, |
(Stated in thousands of Canadian dollars, except where noted) | |
|
2023 |
| |
|
2022 |
| |
|
% Change |
| |
|
2023 |
| |
|
2022 |
| |
|
% Change |
|
Revenue | |
| 46,161 | | |
| 33,041 | | |
| 39.7 | | |
| 120,684 | | |
| 71,279 | | |
| 69.3 | |
Expenses: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Operating | |
| 36,921 | | |
| 26,200 | | |
| 40.9 | | |
| 91,713 | | |
| 56,167 | | |
| 63.3 | |
General and administrative | |
| 1,733 | | |
| 2,002 | | |
| (13.4 | ) | |
| 4,058 | | |
| 3,734 | | |
| 8.7 | |
Adjusted EBITDA(1) | |
| 7,507 | | |
| 4,839 | | |
| 55.1 | | |
| 24,913 | | |
| 11,378 | | |
| 119.0 | |
Adjusted EBITDA as a percentage of revenue(1) | |
| 16.3 | % | |
| 14.6 | % | |
| | | |
| 20.6 | % | |
| 16.0 | % | |
| | |
Well servicing statistics: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Number of service rigs (end of period) | |
| 119 | | |
| 93 | | |
| 28.0 | | |
| 119 | | |
| 93 | | |
| 28.0 | |
Service rig operating hours | |
| 39,709 | | |
| 30,389 | | |
| 30.7 | | |
| 98,050 | | |
| 68,654 | | |
| 42.8 | |
Service rig operating hour utilization | |
| 37 | % | |
| 36 | % | |
| | | |
| 46 | % | |
| 41 | % | |
| | |
| (1) | See “FINANCIAL MEASURES AND RATIOS.” |
Completion and Production Services revenue increased to $46 million,
as compared with $33 million in 2022. The higher revenue was primarily due to increased average service rates and activity, as our service
rig operating hours increased 31% from 2022.
Completion and Production Services generated 8% of its revenue from U.S.
operations compared with 13% in the comparative period.
Operating costs as a percentage of revenue were 80% compared with 79% in
2022. As compared to 2022, our second quarter general and administrative expenses decreased 13%. The lower expense for the quarter is
primarily due to lower share-based compensation, partially offset by incremental costs resulting from our well servicing acquisition in
the third quarter of 2022.
Adjusted EBITDA increased to $8 million, as compared with $5 million in
2022, primarily due to increased average service rates and activity.
SEGMENT REVIEW OF CORPORATE AND OTHER
Our Corporate and Other segment provides support functions to our operating
segments. The Corporate and Other segment had negative Adjusted EBITDA of $13 million as compared with $11 million in 2022. Our lower
current quarter Adjusted EBITDA was impacted by higher translated U.S. dollar-denominated costs, partially offset by lower share-based
compensation charges.
OTHER ITEMS
Share-based Incentive Compensation Plans
We have several cash and equity-settled share-based incentive plans for
non-management directors, officers, and other eligible employees. Our accounting policies for each share-based incentive plan can be found
in our 2022 Annual Report.
A summary of expense amounts under these plans during the reporting periods
are as follows:
| |
For the three months ended June 30, | |
For the six months ended June 30, |
(Stated in thousands of Canadian dollars) | |
|
2023 |
| |
|
2022 |
| |
|
2023 |
| |
|
2022 |
|
Cash settled share-based incentive plans | |
| 2,081 | | |
| 5,048 | | |
| (10,014 | ) | |
| 52,259 | |
Equity settled share-based incentive plans | |
| 653 | | |
| — | | |
| 1,133 | | |
| 427 | |
Total share-based incentive compensation plan expense (recovery) | |
| 2,734 | | |
| 5,048 | | |
| (8,881 | ) | |
| 52,686 | |
| |
| | | |
| | | |
| | | |
| | |
Allocated: | |
| | | |
| | | |
| | | |
| | |
Operating | |
| 923 | | |
| 1,852 | | |
| (960 | ) | |
| 12,772 | |
General and Administrative | |
| 1,811 | | |
| 3,196 | | |
| (7,921 | ) | |
| 39,914 | |
| |
| 2,734 | | |
| 5,048 | | |
| (8,881 | ) | |
| 52,686 | |
Cash settled share-based compensation expense for the quarter was $2 million
as compared with $5 million in 2022. The lower expense in 2023 was primarily due to the continued vesting fewer outstanding cash-settled
units, partially offset by our better share price performance as compared with 2022.
During the first quarter of 2023, we issued Executive Restricted Share
Units (Executive RSUs) to certain senior executives. Accordingly, our equity-settled share-based compensation expense for the quarter
was $1 million as compared with nil in 2022.
As at June 30, 2023, the majority of our share-based compensation plans
were classified as cash-settled and will be impacted by changes in our share price. Although accounted for as cash-settled, Precision
retains the ability to settle certain vested units in common shares at its discretion.
Finance Charges
Finance charges were $21 million, consistent with 2022. Despite our lower
balance of long-term debt, our finance charges were negatively impacted by the weakening of the Canadian dollar on our U.S. dollar-denominated
interest. Interest charges on our U.S. dollar-denominated long-term debt were US$14 million ($19 million) as compared with US$15 million
($19 million) in 2022.
Income Tax
Income tax expense for the quarter was $19 million as compared with $4
million in 2022. During the second quarter, we continued to not recognize deferred tax assets on certain Canadian and international operating
losses.
LIQUIDITY AND CAPITAL RESOURCES
The oilfield services business is inherently cyclical in nature. To manage
this, we focus on maintaining a strong balance sheet in order to have the financial flexibility to manage our growth and cash flow regardless
of where we are in the business cycle. We maintain a variable operating cost structure so we can be responsive to changes in demand.
Our maintenance capital expenditures are tightly governed and highly responsive
to activity levels with additional cost savings leverage provided through our internal manufacturing and supply divisions. Term contracts
on expansion capital provide more certainty of future revenues and return on our capital investments.
Liquidity
Amount |
|
Availability |
|
Used for |
|
Maturity |
Senior Credit Facility (secured) |
|
|
|
|
|
|
US$447 million (extendible, revolving
term credit facility with US$353 million accordion feature) |
|
Nil drawn and US$56 million in outstanding letters of credit |
|
General corporate purposes |
|
June 18, 2025 |
Real estate credit facilities (secured) |
|
|
|
|
|
|
US$9 million |
|
Fully drawn |
|
General corporate purposes |
|
November 19, 2025 |
$17 million |
|
Fully drawn |
|
General corporate purposes |
|
March 16, 2026 |
Operating facilities (secured) |
|
|
|
|
|
|
$40 million |
|
Undrawn, except $20 million in
outstanding letters of credit |
|
Letters of credit and general
corporate purposes |
|
|
US$15 million |
|
Undrawn |
|
Short-term working capital
requirements |
|
|
Demand letter of credit facility (secured) |
|
|
|
|
|
|
US$40 million |
|
Undrawn, except US$21 million in
outstanding letters of credit |
|
Letters of credit |
|
|
Unsecured senior notes (unsecured) |
|
|
|
|
|
|
US$318 million – 7.125% |
|
Fully drawn |
|
Debt redemption and repurchases |
|
January 15, 2026 |
US$400 million – 6.875% |
|
Fully drawn |
|
Debt redemption and repurchases |
|
January 15, 2029 |
As at June 30, 2023, we had $979 million outstanding under our Senior Credit
Facility, Real Estate Credit Facilities and unsecured senior notes as compared with $1,103 million at December 31, 2022. The current blended
cash interest cost of our debt is approximately 7.0%.
During the quarter, we repaid all amounts borrowed under our Senior Credit
Facility and repurchased and canceled US$30 million principal amount of our 2026 unsecured senior notes.
During the quarter, S&P Global Ratings raised our issuer credit rating
and rating on our Unsecured Senior Notes to ‘B+’ from ‘B’. In addition, Moody’s Investor Service upgraded
Precision’s corporate rating to B1 from B2 and unsecured senior notes rating to B2 from B3.
Senior Credit Facility
Our Senior Credit Facility requires that we comply with certain covenants
including a leverage ratio of consolidated senior debt to consolidated Covenant EBITDA of less than 2.5:1. For purposes of calculating
the leverage ratio, consolidated senior debt only includes secured indebtedness. The Senior Credit Facility limits the redemption and
repurchase of junior debt subject to a pro forma senior net leverage covenant test of less than or equal to 1.75:1.
During the quarter, we agreed with the lenders of our Senior Credit Facility
to remove certain non-extending lenders from our facility, thereby reducing the total commitment from US$500 million to US$447 million.
The Senior Credit Facility matures on June 18, 2025.
Unsecured Senior Notes
The unsecured senior notes require that we comply with certain restrictive
and financial covenants, including an incurrence based consolidated interest coverage ratio test of consolidated cash flow, as defined
in the senior note agreements, to consolidated interest expense of greater than 2.0:1 for the most recent four consecutive fiscal quarters.
In the event our consolidated interest coverage ratio is less than 2.0:1 for the most recent four consecutive fiscal quarters, the unsecured
senior notes restrict our ability to incur additional indebtedness.
For further information, please see the unsecured senior note indentures
which are available on SEDAR and EDGAR.
Covenants
As at June 30, 2023, we were in compliance with the covenants of our Senior
Credit Facility and Real Estate Credit Facilities.
| |
|
Covenant |
| |
|
At June 30, 2023 |
|
Senior Credit Facility | |
| | | |
| | |
Consolidated senior debt to consolidated covenant EBITDA(1) | |
| <2.50 | | |
| 0.05 | |
Consolidated covenant EBITDA to consolidated interest expense | |
| >2.50 | | |
| 6.30 | |
Real Estate Credit Facilities | |
| | | |
| | |
Consolidated covenant EBITDA to consolidated interest expense | |
| >2.50 | | |
| 6.30 | |
| (1) | For purposes of calculating the leverage ratio consolidated senior debt only includes secured indebtedness. |
Impact of foreign exchange rates
The following table summarizes the average and closing Canada-U.S. foreign
exchanges rates.
| |
For the three months ended June 30, | |
For the six months ended June 30, | |
At December 31, |
| |
|
2023 |
| |
|
2022 |
| |
|
2023 |
| |
|
2022 |
| |
|
2022 |
|
Canada-U.S. foreign exchange rates | |
| | | |
| | | |
| | | |
| | | |
| | |
Average | |
| 1.35 | | |
| 1.28 | | |
| 1.35 | | |
| 1.27 | | |
| — | |
Closing | |
| 1.32 | | |
| 1.29 | | |
| 1.32 | | |
| 1.29 | | |
| 1.36 | |
Hedge of investments in foreign operations
We utilize foreign currency long-term debt to hedge our exposure to changes
in the carrying value of our net investment in certain foreign operations as a result of changes in foreign exchange rates.
We have designated our U.S. dollar-denominated long-term debt as a net
investment hedge in our U.S. operations and other foreign operations that have a U.S. dollar functional currency. To be accounted for
as a hedge, the foreign currency denominated long-term debt must be designated and documented as such and must be effective at inception
and on an ongoing basis. We recognize the effective amount of this hedge (net of tax) in other comprehensive income. We recognize ineffective
amounts (if any) in net earnings (loss).
QUARTERLY FINANCIAL SUMMARY
(Stated in thousands of Canadian dollars, except per share amounts) | |
2022 | |
2023 |
Quarters ended | |
|
September 30 |
| |
|
December 31 |
| |
|
March 31 |
| |
|
June 30 |
|
Revenue | |
| 429,335 | | |
| 510,504 | | |
| 558,607 | | |
| 425,622 | |
Adjusted EBITDA(1) | |
| 119,561 | | |
| 91,090 | | |
| 203,219 | | |
| 142,093 | |
Net earnings (loss) | |
| 30,679 | | |
| 3,483 | | |
| 95,830 | | |
| 26,900 | |
Net earnings (loss) per basic share | |
| 2.26 | | |
| 0.27 | | |
| 7.02 | | |
| 1.97 | |
Net earnings (loss) per diluted share | |
| 2.03 | | |
| 0.27 | | |
| 5.57 | | |
| 1.63 | |
Funds provided by operations(1) | |
| 81,327 | | |
| 111,339 | | |
| 159,653 | | |
| 136,959 | |
Cash provided by operations | |
| 8,142 | | |
| 159,082 | | |
| 28,356 | | |
| 213,460 | |
(Stated in thousands of Canadian dollars, except per share amounts) | |
2021 | |
2022 |
Quarters ended | |
|
September 30 |
| |
|
December 31 |
| |
|
March 31 |
| |
|
June 30 |
|
Revenue | |
| 253,813 | | |
| 295,202 | | |
| 351,339 | | |
| 326,016 | |
Adjusted EBITDA(1) | |
| 45,408 | | |
| 63,881 | | |
| 36,855 | | |
| 64,099 | |
Net loss | |
| (38,032 | ) | |
| (27,336 | ) | |
| (43,844 | ) | |
| (24,611 | ) |
Net loss per basic and diluted share | |
| (2.86 | ) | |
| (2.05 | ) | |
| (3.25 | ) | |
| (1.81 | ) |
Funds provided by operations(1) | |
| 33,525 | | |
| 62,681 | | |
| 29,955 | | |
| 60,373 | |
Cash provided by (used in) operations | |
| 21,871 | | |
| 59,713 | | |
| (65,294 | ) | |
| 135,174 | |
| (1) | See “FINANCIAL MEASURES AND RATIOS.” |
CRITICAL ACCOUNTING JUDGEMENTS AND ESTIMATES
Because of the nature of our business, we are required to make judgements
and estimates in preparing our Condensed Consolidated Interim Financial Statements that could materially affect the amounts recognized.
Our judgements and estimates are based on our past experiences and assumptions we believe are reasonable in the circumstances. The critical
judgements and estimates used in preparing the Condensed Consolidated Interim Financial Statements are described in our 2022 Annual Report.
EVALUATION OF CONTROLS AND PROCEDURES
Based on their evaluation as at June 30, 2023, Precision’s Chief
Executive Officer and Chief Financial Officer concluded that the Corporation’s disclosure controls and procedures (as defined in
Rules 13a-15(e) and 15d-15(e) under the United States Securities Exchange Act of 1934, as amended (the Exchange Act)), are effective
to ensure that information required to be disclosed by the Corporation in reports that are filed or submitted to Canadian and U.S. securities
authorities is recorded, processed, summarized and reported within the time periods specified in Canadian and U.S. securities laws. In
addition, as at June 30, 2023, there were no changes in the internal control over financial reporting (as defined in Exchange Act Rules
13a-15(f) and 15d-15(f)) that occurred during the three months ended June 30, 2023 that have materially affected, or are reasonably likely
to materially affect, the Corporation’s internal control over financial reporting. Management will continue to periodically evaluate
the Corporation’s disclosure controls and procedures and internal control over financial reporting and will make any modifications
from time to time as deemed necessary.
Based on their inherent limitations, disclosure controls and procedures
and internal control over financial reporting may not prevent or detect misstatements, and even those controls determined to be effective
can provide only reasonable assurance with respect to financial statement preparation and presentation.
FINANCIAL MEASURES AND RATIOS
Non-GAAP Financial Measures
|
We reference certain additional Non-Generally Accepted Accounting Principles (Non-GAAP) measures that are not defined terms under IFRS to assess performance because we believe they provide useful supplemental information to investors.
|
Adjusted EBITDA |
We believe Adjusted EBITDA (earnings before income taxes, loss (gain) on
investments and other assets, gain on repurchase of unsecured senior notes, finance charges, foreign exchange, gain on asset disposals
and depreciation and amortization), as reported in our Condensed Interim Consolidated Statements of Net Earnings (Loss) and our reportable
operating segment disclosures, is a useful measure because it gives an indication of the results from our principal business activities
prior to consideration of how our activities are financed and the impact of foreign exchange, taxation and depreciation and amortization
charges.
The most directly comparable financial measure is net earnings (loss). |
| |
For the three months ended June 30, | |
For the six months ended June 30, |
(Stated in thousands of Canadian dollars) | |
|
2023 |
| |
|
2022 |
| |
|
2023 |
| |
|
2022 |
|
Adjusted EBITDA by segment: | |
| | | |
| | | |
| | | |
| | |
Contract Drilling Services | |
| 147,478 | | |
| 70,429 | | |
| 336,601 | | |
| 141,603 | |
Completion and Production Services | |
| 7,507 | | |
| 4,839 | | |
| 24,913 | | |
| 11,378 | |
Corporate and Other | |
| (12,892 | ) | |
| (11,169 | ) | |
| (16,202 | ) | |
| (52,027 | ) |
Adjusted EBITDA | |
| 142,093 | | |
| 64,099 | | |
| 345,312 | | |
| 100,954 | |
Depreciation and amortization | |
| 74,088 | | |
| 69,757 | | |
| 145,631 | | |
| 138,214 | |
Gain on asset disposals | |
| (3,872 | ) | |
| (10,800 | ) | |
| (13,148 | ) | |
| (13,914 | ) |
Foreign exchange | |
| (774 | ) | |
| 536 | | |
| (1,257 | ) | |
| 18 | |
Finance charges | |
| 21,408 | | |
| 21,043 | | |
| 44,328 | | |
| 41,773 | |
Gain on repurchase of unsecured notes | |
| (100 | ) | |
| — | | |
| (100 | ) | |
| — | |
Loss (gain) on investments and other assets | |
| 5,658 | | |
| 4,346 | | |
| 9,888 | | |
| (1,223 | ) |
Incomes taxes | |
| 18,785 | | |
| 3,828 | | |
| 37,240 | | |
| 4,541 | |
Net earnings (loss) | |
| 26,900 | | |
| (24,611 | ) | |
| 122,730 | | |
| (68,455 | ) |
Funds Provided by (Used in) Operations |
We believe funds provided by (used in) operations, as reported in our Condensed
Interim Consolidated Statements of Cash Flows, is a useful measure because it provides an indication of the funds our principal business
activities generate prior to consideration of working capital changes, which is primarily made up of highly liquid balances.
The most directly comparable financial measure is cash provided by (used
in) operations.
|
Net Capital Spending |
We believe net capital spending is a useful measure as it provides an indication
of our primary investment activities.
The most directly comparable financial measure is cash provided by (used
in) investing activities.
Net capital spending is calculated as follows: |
| |
For the three months ended June 30, | |
For the six months ended June 30, |
(Stated in thousands of Canadian dollars) | |
|
2023 |
| |
|
2022 |
| |
|
2023 |
| |
|
2022 |
|
Capital spending by spend category | |
| | | |
| | | |
| | | |
| | |
Expansion and upgrade | |
| 9,615 | | |
| 15,530 | | |
| 25,960 | | |
| 25,145 | |
Maintenance, infrastructure and
intangibles | |
| 35,099 | | |
| 23,906 | | |
| 69,549 | | |
| 50,693 | |
| |
| 44,714 | | |
| 39,436 | | |
| 95,509 | | |
| 75,838 | |
Proceeds on sale of property, plant and equipment | |
| (6,261 | ) | |
| (6,849 | ) | |
| (14,026 | ) | |
| (9,696 | ) |
Net capital spending | |
| 38,453 | | |
| 32,587 | | |
| 81,483 | | |
| 66,142 | |
Business acquisitions | |
| — | | |
| — | | |
| 28,000 | | |
| — | |
Purchase of investments and other assets | |
| 2,016 | | |
| 536 | | |
| 2,071 | | |
| 536 | |
Changes in non-cash working capital balances | |
| 3,593 | | |
| 3,659 | | |
| 11,325 | | |
| 447 | |
Cash used in investing activities | |
| 44,062 | | |
| 36,782 | | |
| 122,879 | | |
| 67,125 | |
Working Capital |
We define working capital as current assets less current liabilities, as
reported in our Condensed Interim Consolidated Statements of Financial Position.
Working capital is calculated as follows: |
| |
|
June 30, |
| |
|
December 31, |
|
(Stated in thousands of Canadian dollars) | |
|
2023 |
| |
|
2022 |
|
Current assets | |
| 413,091 | | |
| 470,670 | |
Current liabilities | |
| 278,252 | | |
| 410,029 | |
Working capital | |
| 134,839 | | |
| 60,641 | |
Non-GAAP Ratios |
We reference certain additional Non-GAAP ratios that are not defined terms under IFRS to assess performance because we believe they provide useful supplemental information to investors.
|
Adjusted EBITDA % of Revenue |
We believe Adjusted EBITDA as a percentage of consolidated revenue, as reported in our Condensed Interim Consolidated Statements of Net Loss, provides an indication of our profitability from our principal business activities prior to consideration of how our activities are financed and the impact of foreign exchange, taxation and depreciation and amortization charges.
|
Long-term debt to long-term debt plus equity |
We believe that long-term debt (as reported in our Condensed Interim Consolidated Statements of Financial Position) to long-term debt plus equity (total shareholders’ equity as reported in our Condensed Interim Consolidated Statements of Financial Position) provides an indication of our debt leverage.
|
Net Debt to Adjusted EBITDA |
We believe that the Net Debt (long-term debt less cash, as reported in our Condensed Interim Consolidated Statements of Financial Position) to Adjusted EBITDA ratio provides an indication of the number of years it would take for us to repay our debt obligations. |
Supplementary Financial Measures
|
We reference certain supplementary financial measures that are not defined terms under IFRS to assess performance because we believe they provide useful supplemental information to investors.
|
Capital Spending by Spend Category |
We provide additional disclosure to better depict the nature of our capital spending. Our capital spending is categorized as expansion and upgrade, maintenance and infrastructure, or intangibles. |
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION AND STATEMENTS
Certain statements contained in this report, including statements that
contain words such as "could", "should", "can", "anticipate", "estimate", "intend",
"plan", "expect", "believe", "will", "may", "continue", "project",
"potential" and similar expressions and statements relating to matters that are not historical facts constitute "forward-looking
information" within the meaning of applicable Canadian securities legislation and "forward-looking statements" within the
meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995 (collectively,
"forward-looking information and statements").
In particular, forward looking information and statements include, but
are not limited to, the following:
| · | our strategic priorities for 2023; |
| · | our capital expenditures, free cash flow allocation and debt reduction plan for 2023; |
| · | anticipated activity levels, demand for our drilling rigs, day rates and daily operating margins in 2023; |
| · | the average number of term contracts in place for 2023; |
| · | customer adoption of AlphaTM technologies and EverGreenTM suite of environmental
solutions; |
| · | timing and amount of costs savings from acquired well servicing and rental assets; |
| · | potential commercial opportunities and rig contract renewals; and |
| · | our future debt reduction plans. |
These forward-looking information and statements are based on certain assumptions
and analysis made by Precision in light of our experience and our perception of historical trends, current conditions, expected future
developments and other factors we believe are appropriate under the circumstances. These include, among other things:
| · | our ability to react to customer spending plans as a result of changes in oil and natural gas prices; |
| · | the status of current negotiations with our customers and vendors; |
| · | customer focus on safety performance; |
| · | existing term contracts are neither renewed nor terminated prematurely; |
| · | our ability to deliver rigs to customers on a timely basis; |
| · | the impact of an increase/decrease in capital spending; and |
| · | the general stability of the economic and political environments in the jurisdictions where we operate. |
Undue reliance should not be placed on forward-looking information and
statements. Whether actual results, performance or achievements will conform to our expectations and predictions is subject to a number
of known and unknown risks and uncertainties which could cause actual results to differ materially from our expectations. Such risks and
uncertainties include, but are not limited to:
| · | volatility in the price and demand for oil and natural gas; |
| · | fluctuations in the level of oil and natural gas exploration and development activities; |
| · | fluctuations in the demand for contract drilling, well servicing and ancillary oilfield services; |
| · | our customers’ inability to obtain adequate credit or financing to support their drilling and production
activity; |
| · | the success of vaccinations for COVID-19 worldwide; |
| · | changes in drilling and well servicing technology, which could reduce demand for certain rigs or put us
at a competitive advantage; |
| · | shortages, delays and interruptions in the delivery of equipment supplies and other key inputs; |
| · | liquidity of the capital markets to fund customer drilling programs; |
| · | availability of cash flow, debt and equity sources to fund our capital and operating requirements, as
needed; |
| · | the impact of weather and seasonal conditions on operations and facilities; |
| · | competitive operating risks inherent in contract drilling, well servicing and ancillary oilfield services; |
| · | ability to improve our rig technology to improve drilling efficiency; |
| · | general economic, market or business conditions; |
| · | the availability of qualified personnel and management; |
| · | a decline in our safety performance which could result in lower demand for our services; |
| · | changes in laws or regulations, including changes in environmental laws and regulations such as increased
regulation of hydraulic fracturing or restrictions on the burning of fossil fuels and greenhouse gas emissions, which could have an adverse
impact on the demand for oil and natural gas; |
| · | terrorism, social, civil and political unrest in the foreign jurisdictions where we operate; |
| · | fluctuations in foreign exchange, interest rates and tax rates; and |
| · | other unforeseen conditions which could impact the use of services supplied by Precision and Precision’s
ability to respond to such conditions. |
Readers are cautioned that the forgoing list of risk factors is not exhaustive.
Additional information on these and other factors that could affect our business, operations or financial results are included in reports
on file with applicable securities regulatory authorities, including but not limited to Precision’s Annual Information Form for
the year ended December 31, 2022, which may be accessed on Precision’s SEDAR profile at www.sedar.com or under Precision’s
EDGAR profile at www.sec.gov. The forward-looking information and statements contained in this report are made as of the date hereof and
Precision undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of
new information, future events or otherwise, except as required by law.
15
Exhibit 99.2
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(UNAUDITED)
(Stated in thousands of Canadian dollars) | |
|
June 30, 2023 |
| |
|
December 31, 2022 |
|
ASSETS | |
| | | |
| | |
Current assets: | |
| | | |
| | |
Cash | |
$ | 22,919 | | |
$ | 21,587 | |
Accounts receivable | |
| 353,505 | | |
| 413,925 | |
Inventory | |
| 36,667 | | |
| 35,158 | |
Total current assets | |
| 413,091 | | |
| 470,670 | |
Non-current assets: | |
| | | |
| | |
Income tax recoverable | |
| 682 | | |
| 1,602 | |
Deferred tax assets | |
| 454 | | |
| 455 | |
Property, plant and equipment | |
| 2,224,106 | | |
| 2,303,338 | |
Intangibles | |
| 18,231 | | |
| 19,575 | |
Right-of-use assets | |
| 60,496 | | |
| 60,032 | |
Investments and other assets (Note 11) | |
| 15,634 | | |
| 20,451 | |
Total non-current assets | |
| 2,319,603 | | |
| 2,405,453 | |
Total assets | |
$ | 2,732,694 | | |
$ | 2,876,123 | |
| |
| | | |
| | |
LIABILITIES AND EQUITY | |
| | | |
| | |
Current liabilities: | |
| | | |
| | |
Accounts payable and accrued liabilities | |
$ | 261,504 | | |
$ | 392,053 | |
Income taxes payable | |
| 1,623 | | |
| 2,991 | |
Current portion of lease obligations | |
| 12,859 | | |
| 12,698 | |
Current portion of long-term debt (Note 5) | |
| 2,266 | | |
| 2,287 | |
Total current liabilities | |
| 278,252 | | |
| 410,029 | |
| |
| | | |
| | |
Non-current liabilities: | |
| | | |
| | |
Share-based compensation (Note 7) | |
| 17,483 | | |
| 60,133 | |
Provisions and other | |
| 7,149 | | |
| 7,538 | |
Lease obligations | |
| 53,453 | | |
| 52,978 | |
Long-term debt (Note 5) | |
| 964,103 | | |
| 1,085,970 | |
Deferred tax liabilities | |
| 63,576 | | |
| 28,946 | |
Total non-current liabilities | |
| 1,105,764 | | |
| 1,235,565 | |
Shareholders’ equity: | |
| | | |
| | |
Shareholders’ capital (Note 8) | |
| 2,306,545 | | |
| 2,299,533 | |
Contributed surplus | |
| 73,688 | | |
| 72,555 | |
Deficit | |
| (1,178,543 | ) | |
| (1,301,273 | ) |
Accumulated other comprehensive income | |
| 146,988 | | |
| 159,714 | |
Total shareholders’ equity | |
| 1,348,678 | | |
| 1,230,529 | |
Total liabilities and shareholders’ equity | |
$ | 2,732,694 | | |
$ | 2,876,123 | |
See accompanying notes to condensed interim consolidated financial statements.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF NET EARNINGS (LOSS)
(UNAUDITED)
| |
Three Months Ended June 30, | |
Six Months Ended June 30, |
(Stated in thousands of Canadian dollars, except per share amounts) | |
|
2023 |
| |
|
2022 |
| |
|
2023 |
| |
|
2022 |
|
| |
| |
| |
| |
|
Revenue (Note 3) | |
$ | 425,622 | | |
$ | 326,016 | | |
$ | 984,229 | | |
$ | 677,355 | |
Expenses: | |
| | | |
| | | |
| | | |
| | |
Operating | |
| 260,170 | | |
| 240,552 | | |
| 600,037 | | |
| 499,526 | |
General and administrative | |
| 23,359 | | |
| 21,365 | | |
| 38,880 | | |
| 76,875 | |
Earnings before income taxes, loss (gain) on investments and other assets, gain on
repurchase of unsecured senior notes, finance charges, foreign exchange, gain on asset
disposals, and depreciation and amortization | |
| 142,093 | | |
| 64,099 | | |
| 345,312 | | |
| 100,954 | |
Depreciation and amortization | |
| 74,088 | | |
| 69,757 | | |
| 145,631 | | |
| 138,214 | |
Gain on asset disposals | |
| (3,872 | ) | |
| (10,800 | ) | |
| (13,148 | ) | |
| (13,914 | ) |
Foreign exchange | |
| (774 | ) | |
| 536 | | |
| (1,257 | ) | |
| 18 | |
Finance charges (Note 6) | |
| 21,408 | | |
| 21,043 | | |
| 44,328 | | |
| 41,773 | |
Gain on repurchase of unsecured senior notes | |
| (100 | ) | |
| — | | |
| (100 | ) | |
| — | |
Loss (gain) on investments and other assets | |
| 5,658 | | |
| 4,346 | | |
| 9,888 | | |
| (1,223 | ) |
Earnings (loss) before income taxes | |
| 45,685 | | |
| (20,783 | ) | |
| 159,970 | | |
| (63,914 | ) |
Income taxes: | |
| | | |
| | | |
| | | |
| | |
Current | |
| 1,120 | | |
| 635 | | |
| 1,961 | | |
| 1,605 | |
Deferred | |
| 17,665 | | |
| 3,193 | | |
| 35,279 | | |
| 2,936 | |
| |
| 18,785 | | |
| 3,828 | | |
| 37,240 | | |
| 4,541 | |
Net earnings (loss) | |
$ | 26,900 | | |
$ | (24,611 | ) | |
$ | 122,730 | | |
$ | (68,455 | ) |
Net earnings (loss) per share: (Note 9) | |
| | | |
| | | |
| | | |
| | |
Basic | |
$ | 1.97 | | |
$ | (1.81 | ) | |
$ | 8.98 | | |
$ | (5.06 | ) |
Diluted | |
$ | 1.63 | | |
$ | (1.81 | ) | |
$ | 7.22 | | |
$ | (5.06 | ) |
See accompanying notes to condensed interim consolidated financial statements.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)
| |
Three Months Ended June 30, | |
Six Months Ended June 30, |
(Stated in thousands of Canadian dollars) | |
|
2023 |
| |
|
2022 |
| |
|
2023 |
| |
|
2022 |
|
Net earnings (loss) | |
$ | 26,900 | | |
$ | (24,611 | ) | |
$ | 122,730 | | |
$ | (68,455 | ) |
Unrealized gain (loss) on translation of assets and liabilities of operations
denominated in foreign currency | |
| (31,718 | ) | |
| 44,638 | | |
| (35,858 | ) | |
| 27,667 | |
Foreign exchange gain (loss) on net investment hedge
with U.S. denominated debt | |
| 20,459 | | |
| (33,831 | ) | |
| 23,132 | | |
| (21,063 | ) |
Comprehensive income (loss) | |
$ | 15,641 | | |
$ | (13,804 | ) | |
$ | 110,004 | | |
$ | (61,851 | ) |
See accompanying notes to condensed interim consolidated financial statements.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
| |
Three Months Ended June 30, | |
Six Months Ended June 30, |
(Stated in thousands of Canadian dollars) | |
|
2023 |
| |
|
2022 |
| |
|
2023 |
| |
|
2022 |
|
Cash provided by (used in): | |
| | | |
| | | |
| | | |
| | |
Operations: | |
| | | |
| | | |
| | | |
| | |
Net earnings (loss) | |
$ | 26,900 | | |
$ | (24,611 | ) | |
$ | 122,730 | | |
$ | (68,455 | ) |
Adjustments for: | |
| | | |
| | | |
| | | |
| | |
Long-term compensation plans | |
| 1,740 | | |
| 3,224 | | |
| (2,377 | ) | |
| 34,436 | |
Depreciation and amortization | |
| 74,088 | | |
| 69,757 | | |
| 145,631 | | |
| 138,214 | |
Gain on asset disposals | |
| (3,872 | ) | |
| (10,800 | ) | |
| (13,148 | ) | |
| (13,914 | ) |
Foreign exchange | |
| (786 | ) | |
| 422 | | |
| (1,288 | ) | |
| 151 | |
Finance charges | |
| 21,408 | | |
| 21,043 | | |
| 44,328 | | |
| 41,773 | |
Income taxes | |
| 18,785 | | |
| 3,828 | | |
| 37,240 | | |
| 4,541 | |
Other | |
| (220 | ) | |
| 275 | | |
| (220 | ) | |
| 275 | |
Loss (gain) on investments and other assets | |
| 5,658 | | |
| 4,346 | | |
| 9,888 | | |
| (1,223 | ) |
Gain on repurchase of unsecured senior notes | |
| (100 | ) | |
| — | | |
| (100 | ) | |
| — | |
Income taxes paid | |
| (2,037 | ) | |
| (2,576 | ) | |
| (2,208 | ) | |
| (2,803 | ) |
Income taxes recovered | |
| 3 | | |
| — | | |
| 3 | | |
| — | |
Interest paid | |
| (4,827 | ) | |
| (4,540 | ) | |
| (44,202 | ) | |
| (42,701 | ) |
Interest received | |
| 219 | | |
| 5 | | |
| 335 | | |
| 34 | |
Funds provided by operations | |
| 136,959 | | |
| 60,373 | | |
| 296,612 | | |
| 90,328 | |
Changes in non-cash working capital balances | |
| 76,501 | | |
| 74,801 | | |
| (54,796 | ) | |
| (20,448 | ) |
| |
| 213,460 | | |
| 135,174 | | |
| 241,816 | | |
| 69,880 | |
Investments: | |
| | | |
| | | |
| | | |
| | |
Purchase of property, plant and equipment | |
| (44,037 | ) | |
| (39,436 | ) | |
| (94,832 | ) | |
| (75,838 | ) |
Purchase of intangibles | |
| (677 | ) | |
| — | | |
| (677 | ) | |
| — | |
Proceeds on sale of property, plant and equipment | |
| 6,261 | | |
| 6,849 | | |
| 14,026 | | |
| 9,696 | |
Business acquisitions | |
| — | | |
| — | | |
| (28,000 | ) | |
| — | |
Purchase of investments and other assets | |
| (2,016 | ) | |
| (536 | ) | |
| (2,071 | ) | |
| (536 | ) |
Changes in non-cash working capital balances | |
| (3,593 | ) | |
| (3,659 | ) | |
| (11,325 | ) | |
| (447 | ) |
| |
| (44,062 | ) | |
| (36,782 | ) | |
| (122,879 | ) | |
| (67,125 | ) |
Financing: | |
| | | |
| | | |
| | | |
| | |
Issuance of long-term debt | |
| — | | |
| 6,405 | | |
| 139,049 | | |
| 94,529 | |
Repayments of long-term debt | |
| (177,677 | ) | |
| (75,921 | ) | |
| (239,021 | ) | |
| (84,111 | ) |
Repurchase of share capital | |
| (7,958 | ) | |
| (5,000 | ) | |
| (12,951 | ) | |
| (5,000 | ) |
Issuance of common shares on the exercise of options | |
| — | | |
| 4,766 | | |
| — | | |
| 6,162 | |
Lease payments | |
| (2,042 | ) | |
| (1,842 | ) | |
| (4,003 | ) | |
| (3,409 | ) |
| |
| (187,677 | ) | |
| (71,592 | ) | |
| (116,926 | ) | |
| 8,171 | |
Effect of exchange rate changes on cash | |
| (421 | ) | |
| 739 | | |
| (679 | ) | |
| 127 | |
Increase (decrease) in cash | |
| (18,700 | ) | |
| 27,539 | | |
| 1,332 | | |
| 11,053 | |
Cash, beginning of period | |
| 41,619 | | |
| 24,102 | | |
| 21,587 | | |
| 40,588 | |
Cash, end of period | |
$ | 22,919 | | |
$ | 51,641 | | |
$ | 22,919 | | |
$ | 51,641 | |
See accompanying notes to condensed interim consolidated financial statements.
CONDENSED INTERIM CONSOLIDATED STATEMENTS
OF CHANGES IN EQUITY (UNAUDITED)
(Stated in thousands of Canadian dollars) | |
|
Shareholders’ Capital |
| |
|
Contributed Surplus |
| |
|
Accumulated Other Comprehensive Income |
| |
|
Deficit |
| |
|
Total Equity |
|
Balance at January 1, 2023 | |
$ | 2,299,533 | | |
$ | 72,555 | | |
$ | 159,714 | | |
$ | (1,301,273 | ) | |
$ | 1,230,529 | |
Net earnings for the period | |
| — | | |
| — | | |
| — | | |
| 122,730 | | |
| 122,730 | |
Other comprehensive loss for the period | |
| — | | |
| — | | |
| (12,726 | ) | |
| — | | |
| (12,726 | ) |
Settlement of Executive Performance and Restricted Share Units | |
| 19,206 | | |
| — | | |
| — | | |
| — | | |
| 19,206 | |
Share repurchases | |
| (12,951 | ) | |
| — | | |
| — | | |
| — | | |
| (12,951 | ) |
Redemption of non-management directors share units | |
| 757 | | |
| — | | |
| — | | |
| — | | |
| 757 | |
Share-based compensation expense | |
| — | | |
| 1,133 | | |
| — | | |
| — | | |
| 1,133 | |
Balance at June 30, 2023 | |
$ | 2,306,545 | | |
$ | 73,688 | | |
$ | 146,988 | | |
$ | (1,178,543 | ) | |
$ | 1,348,678 | |
(Stated in thousands of Canadian dollars) | |
|
Shareholders’ Capital |
| |
|
Contributed Surplus |
| |
|
Accumulated Other Comprehensive Income |
| |
|
Deficit |
| |
|
Total Equity |
|
Balance at January 1, 2022 | |
$ | 2,281,444 | | |
$ | 76,311 | | |
$ | 134,780 | | |
$ | (1,266,980 | ) | |
$ | 1,225,555 | |
Net loss for the period | |
| — | | |
| — | | |
| — | | |
| (68,455 | ) | |
| (68,455 | ) |
Other comprehensive income for the period | |
| — | | |
| — | | |
| 6,604 | | |
| — | | |
| 6,604 | |
Share options exercised | |
| 8,843 | | |
| (2,681 | ) | |
| — | | |
| — | | |
| 6,162 | |
Share repurchases | |
| (5,000 | ) | |
| — | | |
| — | | |
| — | | |
| (5,000 | ) |
Share-based compensation reclassification | |
| 14,083 | | |
| (219 | ) | |
| — | | |
| — | | |
| 13,864 | |
Share-based compensation expense | |
| — | | |
| 646 | | |
| — | | |
| — | | |
| 646 | |
Balance at June 30, 2022 | |
$ | 2,299,370 | | |
$ | 74,057 | | |
$ | 141,384 | | |
$ | (1,335,435 | ) | |
$ | 1,179,376 | |
See accompanying notes to condensed interim consolidated financial statements.
NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Tabular amounts are stated in thousands of Canadian dollars except
share numbers and per share amounts)
NOTE 1. DESCRIPTION OF BUSINESS
Precision Drilling Corporation (Precision or the Corporation)
is incorporated under the laws of the Province of Alberta, Canada and is a provider of contract drilling and completion and production
services primarily to oil and natural gas and geothermal exploration and production companies in Canada, the United States and certain
international locations.
NOTE 2. BASIS OF PRESENTATION
(a) Statement of Compliance
These condensed interim consolidated financial statements have been prepared
in accordance with International Accounting Standard 34, Interim Financial Reporting, using accounting policies consistent with International
Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board and interpretations of the International
Financial Reporting Interpretations Committee.
The condensed interim consolidated financial statements do not include
all of the information required for full annual financial statements and should be read in conjunction with the consolidated financial
statements of the Corporation as at and for the year ended December 31, 2022.
These condensed interim consolidated financial statements were prepared
using accounting policies and methods of their application are consistent with those used in the preparation of the Corporation’s
consolidated annual financial statements for the year ended December 31, 2022, except as noted in Note 2 (c).
These condensed interim consolidated financial statements were approved
by the Board of Directors on July 26, 2023.
(b) Use of Estimates and Judgements
The preparation of the condensed interim consolidated financial statements
requires management to make estimates and judgements that affect the reported amounts of assets, liabilities, revenues and expenses, and
the disclosure of contingencies. These estimates and judgements are based on historical experience and on various other assumptions that
are believed to be reasonable under the circumstances. The estimation of anticipated future events involves uncertainty and, consequently,
the estimates used in preparation of the condensed interim consolidated financial statements may change as future events unfold, more
experience is acquired, or the Corporation’s operating environment changes.
Significant estimates and judgements used in the preparation of these condensed
interim consolidated financial statements remained unchanged from those disclosed in the Corporation’s consolidated annual financial
statements for the year ended December 31, 2022.
(c) Significant Accounting Policies
Interests in equity-accounted investees
An associate is an entity for which the Corporation has significant influence
and thereby has the power to participate in the financial and operational decisions but does not control or jointly control the investee.
Investments in associates are accounted for using the equity method of accounting and are recognized at cost and subsequently adjusted
for the proportionate share of the investee's net assets. The Corporation's consolidated financial statements include its share of the
investee's net earnings (loss) and other comprehensive income (loss) until the date that significant influence ceases.
NOTE 3. Revenue
| (a) | Disaggregation of revenue |
The following table includes a reconciliation of disaggregated revenue
by reportable segment. Revenue has been disaggregated by primary geographical market and type of service provided.
Three Months Ended June 30, 2023 | |
|
Contract Drilling Services |
| |
|
Completion and Production Services |
| |
|
Corporate and Other |
| |
|
|
Inter- Segment Eliminations |
| |
|
Total |
|
United States | |
$ | 221,189 | | |
$ | 3,607 | | |
$ | — | | |
$ | (3 | ) | |
$ | 224,793 | |
Canada | |
| 129,088 | | |
| 42,554 | | |
| — | | |
| (1,494 | ) | |
| 170,148 | |
International | |
| 30,681 | | |
| — | | |
| — | | |
| — | | |
| 30,681 | |
| |
$ | 380,958 | | |
$ | 46,161 | | |
$ | — | | |
$ | (1,497 | ) | |
$ | 425,622 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Day rate/hourly services | |
$ | 372,652 | | |
$ | 46,161 | | |
$ | — | | |
$ | (223 | ) | |
$ | 418,590 | |
Shortfall payments/idle but contracted | |
| 6,358 | | |
| — | | |
| — | | |
| — | | |
| 6,358 | |
Turnkey drilling services | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
Other | |
| 1,948 | | |
| — | | |
| — | | |
| (1,274 | ) | |
| 674 | |
| |
$ | 380,958 | | |
$ | 46,161 | | |
$ | — | | |
$ | (1,497 | ) | |
$ | 425,622 | |
Three Months Ended June 30, 2022 | |
|
Contract Drilling Services |
| |
|
Completion and Production Services |
| |
|
Corporate and Other |
| |
|
Inter- Segment Eliminations |
| |
|
Total |
|
United States | |
$ | 164,174 | | |
$ | 4,299 | | |
$ | — | | |
$ | (27 | ) | |
$ | 168,446 | |
Canada | |
| 92,073 | | |
| 28,742 | | |
| — | | |
| (1,297 | ) | |
| 119,518 | |
International | |
| 38,052 | | |
| — | | |
| — | | |
| — | | |
| 38,052 | |
| |
$ | 294,299 | | |
$ | 33,041 | | |
$ | — | | |
$ | (1,324 | ) | |
$ | 326,016 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Day rate/hourly services | |
$ | 280,010 | | |
$ | 33,041 | | |
$ | — | | |
$ | (233 | ) | |
$ | 312,818 | |
Shortfall payments/idle but contracted | |
| 630 | | |
| — | | |
| — | | |
| — | | |
| 630 | |
Turnkey drilling services | |
| 11,842 | | |
| — | | |
| — | | |
| — | | |
| 11,842 | |
Other | |
| 1,817 | | |
| — | | |
| — | | |
| (1,091 | ) | |
| 726 | |
| |
$ | 294,299 | | |
$ | 33,041 | | |
$ | — | | |
$ | (1,324 | ) | |
$ | 326,016 | |
Six Months Ended June 30, 2023 | |
|
Contract Drilling Services |
| |
|
Completion and Production Services |
| |
|
Corporate and Other |
| |
|
Inter- Segment Eliminations |
| |
|
Total |
|
United States | |
$ | 475,327 | | |
$ | 7,684 | | |
$ | — | | |
$ | (17 | ) | |
$ | 482,994 | |
Canada | |
| 330,766 | | |
| 113,000 | | |
| — | | |
| (3,472 | ) | |
| 440,294 | |
International | |
| 60,941 | | |
| — | | |
| — | | |
| — | | |
| 60,941 | |
| |
$ | 867,034 | | |
$ | 120,684 | | |
$ | — | | |
$ | (3,489 | ) | |
$ | 984,229 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Day rate/hourly services | |
$ | 846,317 | | |
$ | 120,684 | | |
$ | — | | |
$ | (237 | ) | |
$ | 966,764 | |
Shortfall payments/idle but contracted | |
| 7,241 | | |
| — | | |
| — | | |
| — | | |
| 7,241 | |
Turnkey drilling services | |
| 8,988 | | |
| — | | |
| — | | |
| — | | |
| 8,988 | |
Other | |
| 4,488 | | |
| — | | |
| — | | |
| (3,252 | ) | |
| 1,236 | |
| |
$ | 867,034 | | |
$ | 120,684 | | |
$ | — | | |
$ | (3,489 | ) | |
$ | 984,229 | |
Six Months Ended June 30, 2022 | |
|
Contract Drilling Services |
| |
|
Completion and Production Services |
| |
|
Corporate and Other |
| |
|
Inter- Segment Eliminations |
| |
|
Total |
|
United States | |
$ | 305,439 | | |
$ | 8,337 | | |
$ | — | | |
$ | (28 | ) | |
$ | 313,748 | |
Canada | |
| 230,590 | | |
| 62,942 | | |
| — | | |
| (2,340 | ) | |
| 291,192 | |
International | |
| 72,415 | | |
| — | | |
| — | | |
| — | | |
| 72,415 | |
| |
$ | 608,444 | | |
$ | 71,279 | | |
$ | — | | |
$ | (2,368 | ) | |
$ | 677,355 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Day rate/hourly services | |
$ | 578,060 | | |
$ | 71,279 | | |
$ | — | | |
$ | (426 | ) | |
$ | 648,913 | |
Shortfall payments/idle but contracted | |
| 630 | | |
| — | | |
| — | | |
| — | | |
| 630 | |
Turnkey drilling services | |
| 26,580 | | |
| — | | |
| — | | |
| — | | |
| 26,580 | |
Other | |
| 3,174 | | |
| — | | |
| — | | |
| (1,942 | ) | |
| 1,232 | |
| |
$ | 608,444 | | |
$ | 71,279 | | |
$ | — | | |
$ | (2,368 | ) | |
$ | 677,355 | |
Precision has operations that are carried on in Canada which represent
approximately 45% (2022 – 43%) of consolidated revenue for the six months ended June
30, 2023 and 37% (2022 – 35%) of consolidated
total assets as at June 30, 2023. The ability to move heavy equipment in Canadian oil and natural gas fields is dependent on weather conditions.
As warm weather returns in the spring, the winter's frost comes out of the ground rendering many secondary roads incapable of supporting
the weight of heavy equipment until they have thoroughly dried out. The duration of this “spring break-up” has a direct impact
on Precision’s activity levels. In addition, many exploration and production areas in northern Canada are accessible only in winter
months when the ground is frozen hard enough to support equipment. The timing of freeze up and spring break-up affects the ability to
move equipment in and out of these areas. As a result, late March through May is traditionally Precision’s slowest time in this
region.
NOTE 4. SEGMENTED INFORMATION
The Corporation has two reportable operating segments; Contract Drilling
Services and Completion and Production Services. Contract Drilling Services includes drilling rigs, procurement and distribution of oilfield
supplies, and manufacture, sale and repair of drilling equipment. Completion and Production Services includes service rigs, oilfield equipment
rental and camp and catering services. The Corporation provides services primarily in Canada, the United States and certain international
locations.
Three Months Ended June 30, 2023 | |
|
Contract Drilling Services |
| |
|
Completion and Production Services |
| |
|
Corporate and Other |
| |
|
Inter- Segment Eliminations |
| |
|
Total |
|
Revenue | |
$ | 380,958 | | |
$ | 46,161 | | |
$ | — | | |
$ | (1,497 | ) | |
$ | 425,622 | |
Earnings before income taxes, loss (gain) on investments and other assets, gain on
repurchase of unsecured senior notes, finance charges, foreign exchange, gain on asset disposals, and depreciation and
amortization | |
| 147,478 | | |
| 7,507 | | |
| (12,892 | ) | |
| — | | |
| 142,093 | |
Depreciation and amortization | |
| 68,151 | | |
| 3,638 | | |
| 2,299 | | |
| — | | |
| 74,088 | |
Gain on asset disposals | |
| (3,706 | ) | |
| (148 | ) | |
| (18 | ) | |
| — | | |
| (3,872 | ) |
Total assets | |
| 2,449,323 | | |
| 161,403 | | |
| 121,968 | | |
| — | | |
| 2,732,694 | |
Capital expenditures | |
| 41,375 | | |
| 2,442 | | |
| 897 | | |
| — | | |
| 44,714 | |
Three Months Ended June 30, 2022 | |
|
Contract Drilling Services |
| |
|
Completion and Production Services |
| |
|
Corporate and Other |
| |
|
Inter- Segment Eliminations |
| |
|
Total |
|
Revenue | |
$ | 294,299 | | |
$ | 33,041 | | |
$ | — | | |
$ | (1,324 | ) | |
$ | 326,016 | |
Earnings before income taxes, loss (gain) on investments and other assets, gain on
repurchase of unsecured senior notes, finance charges, foreign exchange, gain on asset disposals, and depreciation and amortization | |
| 70,429 | | |
| 4,839 | | |
| (11,169 | ) | |
| — | | |
| 64,099 | |
Depreciation and amortization | |
| 64,140 | | |
| 3,254 | | |
| 2,363 | | |
| — | | |
| 69,757 | |
Gain on asset disposals | |
| (10,581 | ) | |
| (219 | ) | |
| — | | |
| — | | |
| (10,800 | ) |
Total assets | |
| 2,446,080 | | |
| 124,838 | | |
| 133,768 | | |
| — | | |
| 2,704,686 | |
Capital expenditures | |
| 37,821 | | |
| 1,558 | | |
| 57 | | |
| — | | |
| 39,436 | |
Six Months Ended June 30, 2023 | |
|
Contract Drilling Services |
| |
|
Completion and Production Services |
| |
|
Corporate and Other |
| |
|
Inter- Segment Eliminations |
| |
|
Total |
|
Revenue | |
$ | 867,034 | | |
$ | 120,684 | | |
$ | — | | |
$ | (3,489 | ) | |
$ | 984,229 | |
Earnings before income taxes, loss (gain) on investments and
other assets, gain on repurchase of unsecured senior notes, finance charges, foreign
exchange, gain on asset disposals, and depreciation and amortization | |
| 336,601 | | |
| 24,913 | | |
| (16,202 | ) | |
| — | | |
| 345,312 | |
Depreciation and amortization | |
| 133,706 | | |
| 7,369 | | |
| 4,556 | | |
| — | | |
| 145,631 | |
Gain on asset disposals | |
| (12,286 | ) | |
| (714 | ) | |
| (148 | ) | |
| — | | |
| (13,148 | ) |
Total assets | |
| 2,449,323 | | |
| 161,403 | | |
| 121,968 | | |
| — | | |
| 2,732,694 | |
Capital expenditures | |
| 90,199 | | |
| 4,225 | | |
| 1,085 | | |
| — | | |
| 95,509 | |
Six Months Ended June 30, 2022 | |
|
Contract Drilling Services |
| |
|
Completion and Production Services |
| |
|
Corporate and Other |
| |
|
Inter- Segment Eliminations |
| |
|
Total |
|
Revenue | |
$ | 608,444 | | |
$ | 71,279 | | |
$ | — | | |
$ | (2,368 | ) | |
$ | 677,355 | |
Earnings before income taxes, loss (gain) on investments and other assets, gain on
repurchase of unsecured senior notes, finance charges, foreign exchange, gain on asset disposals, and depreciation and amortization | |
| 141,603 | | |
| 11,378 | | |
| (52,027 | ) | |
| — | | |
| 100,954 | |
Depreciation and amortization | |
| 126,793 | | |
| 6,604 | | |
| 4,817 | | |
| — | | |
| 138,214 | |
Gain on asset disposals | |
| (12,463 | ) | |
| (1,389 | ) | |
| (62 | ) | |
| — | | |
| (13,914 | ) |
Total assets | |
| 2,446,080 | | |
| 124,838 | | |
| 133,768 | | |
| — | | |
| 2,704,686 | |
Capital expenditures | |
| 73,049 | | |
| 2,558 | | |
| 231 | | |
| — | | |
| 75,838 | |
A reconciliation of total segment earnings before income taxes, loss (gain) on investments and
other assets, gain on repurchase of unsecured senior notes, finance charges, foreign exchange, gain on asset disposals, depreciation and
amortization to net earnings (loss) is as follows:
| |
Three Months Ended June 30, | |
Six Months Ended June 30, |
| |
|
2023 |
| |
|
2022 |
| |
|
2023 |
| |
|
2022 |
|
Total segment earnings before income taxes, loss (gain) on investments and
other assets, gain on repurchase of unsecured senior notes, finance charges, foreign exchange, gain on asset disposals, and depreciation and amortization | |
$ | 142,093 | | |
$ | 64,099 | | |
$ | 345,312 | | |
$ | 100,954 | |
Deduct: | |
| | | |
| | | |
| | | |
| | |
Depreciation and amortization | |
| 74,088 | | |
| 69,757 | | |
| 145,631 | | |
| 138,214 | |
Gain on asset disposals | |
| (3,872 | ) | |
| (10,800 | ) | |
| (13,148 | ) | |
| (13,914 | ) |
Foreign exchange | |
| (774 | ) | |
| 536 | | |
| (1,257 | ) | |
| 18 | |
Finance charges | |
| 21,408 | | |
| 21,043 | | |
| 44,328 | | |
| 41,773 | |
Gain on repurchase of unsecured senior notes | |
| (100 | ) | |
| — | | |
| (100 | ) | |
| — | |
Loss (gain) on investments and other assets | |
| 5,658 | | |
| 4,346 | | |
| 9,888 | | |
| (1,223 | ) |
Income taxes | |
| 18,785 | | |
| 3,828 | | |
| 37,240 | | |
| 4,541 | |
Net earnings (loss) | |
$ | 26,900 | | |
$ | (24,611 | ) | |
$ | 122,730 | | |
$ | (68,455 | ) |
NOTE 5. LONG-TERM DEBT
|
|
U.S. Denominated Facilities | |
Canadian Facilities and Translated
U.S. Facilities |
|
|
| |
|
|
|
| June 30, | |
|
| December 31, | | |
| June 30, | | |
| December 31, | |
|
|
| 2023 | |
|
| 2022 | | |
| 2023 | | |
| 2022 | |
|
|
| | |
|
| | | |
| | | |
| | |
Current Portion of Long-Term Debt |
|
| | |
|
| | | |
| | | |
| | |
Canadian Real Estate Credit Facility |
|
US$ | — | |
|
US$ | — | | |
$ | 1,333 | | |
$ | 1,333 | |
U.S. Real Estate Credit Facility |
|
| 704 | |
|
| 704 | | |
| 933 | | |
| 954 | |
|
|
US$ | 704 | |
|
US$ | 704 | | |
$ | 2,266 | | |
$ | 2,287 | |
|
|
| | |
|
| | | |
| | | |
| | |
Long-Term Debt |
|
| | |
|
| | | |
| | | |
| | |
Senior Credit Facility |
|
US$ | — | |
|
US$ | 44,000 | | |
$ | — | | |
$ | 59,620 | |
Canadian Real Estate Credit Facility |
|
| — | |
|
| — | | |
| 15,667 | | |
| 16,334 | |
U.S. Real Estate Credit Facility |
|
| 8,037 | |
|
| 8,389 | | |
| 10,647 | | |
| 11,368 | |
Unsecured Senior Notes: |
|
| | |
|
| | | |
| | | |
| | |
7.125% senior notes due 2026 |
|
| 317,765 | |
|
| 347,765 | | |
| 420,927 | | |
| 471,225 | |
6.875% senior notes due 2029 |
|
| 400,000 | |
|
| 400,000 | | |
| 529,860 | | |
| 542,004 | |
|
|
US$ | 725,802 | |
|
US$ | 800,154 | | |
| 977,101 | | |
| 1,100,551 | |
Less net unamortized debt issue costs and original
issue discount |
|
| | |
|
| | | |
| (12,998 | ) | |
| (14,581 | ) |
|
|
| | |
|
| | | |
$ | 964,103 | | |
$ | 1,085,970 | |
| |
|
Senior Credit
Facility |
| |
|
Unsecured
Senior Notes |
| |
|
Canadian Real
Estate Credit
Facility |
| |
|
U.S. Real
Estate Credit
Facility |
| |
|
Debt Issue
Costs and
Original Issue
Discount |
| |
|
Total |
|
Current | |
$ | — | | |
$ | — | | |
$ | 1,333 | | |
$ | 954 | | |
$ | — | | |
$ | 2,287 | |
Long-term | |
| 59,620 | | |
| 1,013,229 | | |
| 16,334 | | |
| 11,368 | | |
| (14,581 | ) | |
| 1,085,970 | |
December 31, 2022 | |
| 59,620 | | |
| 1,013,229 | | |
| 17,667 | | |
| 12,322 | | |
| (14,581 | ) | |
| 1,088,257 | |
Changes from financing cash flows: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Proceeds from Senior Credit Facility | |
| 139,049 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 139,049 | |
Repayment of unsecured senior notes | |
| — | | |
| (39,837 | ) | |
| — | | |
| — | | |
| — | | |
| (39,837 | ) |
Repayment of Senior Credit Facility | |
| (198,042 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| (198,042 | ) |
Repayment of Real Estate Credit
Facility | |
| — | | |
| — | | |
| (667 | ) | |
| (475 | ) | |
| — | | |
| (1,142 | ) |
| |
| 627 | | |
| 973,392 | | |
| 17,000 | | |
| 11,847 | | |
| (14,581 | ) | |
| 988,285 | |
Gain on repurchase of unsecured senior notes | |
| — | | |
| (100 | ) | |
| — | | |
| — | | |
| — | | |
| (100 | ) |
Amortization of debt issue costs | |
| — | | |
| — | | |
| — | | |
| — | | |
| 1,580 | | |
| 1,580 | |
Foreign exchange adjustment | |
| (627 | ) | |
| (22,505 | ) | |
| — | | |
| (267 | ) | |
| 3 | | |
| (23,396 | ) |
June 30, 2023 | |
$ | — | | |
$ | 950,787 | | |
$ | 17,000 | | |
$ | 11,580 | | |
$ | (12,998 | ) | |
$ | 966,369 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Current | |
$ | — | | |
$ | — | | |
$ | 1,333 | | |
$ | 933 | | |
$ | — | | |
$ | 2,266 | |
Long-term | |
| — | | |
| 950,787 | | |
| 15,667 | | |
| 10,647 | | |
| (12,998 | ) | |
| 964,103 | |
June 30, 2023 | |
$ | — | | |
$ | 950,787 | | |
$ | 17,000 | | |
$ | 11,580 | | |
$ | (12,998 | ) | |
$ | 966,369 | |
As at June 30, 2023, Precision was in compliance with the covenants of
the Senior Credit Facility and Real Estate Credit Facilities.
NOTE 6. FINANCE CHARGES
| |
Three Months Ended June 30, | |
Six Months Ended June 30, |
| |
|
2023 |
| |
|
2022 |
| |
|
2023 |
| |
|
2022 |
|
Interest: | |
| |
| |
| |
|
Long-term debt | |
$ | 19,660 | | |
$ | 19,516 | | |
$ | 40,873 | | |
$ | 38,677 | |
Lease obligations | |
| 909 | | |
| 666 | | |
| 1,771 | | |
| 1,325 | |
Other | |
| 33 | | |
| 101 | | |
| 188 | | |
| 186 | |
Income | |
| (256 | ) | |
| (11 | ) | |
| (360 | ) | |
| (45 | ) |
Amortization of debt issue costs, loan commitment fees and original issue discount | |
| 1,062 | | |
| 771 | | |
| 1,856 | | |
| 1,630 | |
Finance charges | |
$ | 21,408 | | |
$ | 21,043 | | |
$ | 44,328 | | |
$ | 41,773 | |
NOTE 7. SHARE-BASED COMPENSATION PLANS
Liability Classified Plans
| |
|
Restricted Share Units
(a) |
| |
|
Performance Share Units (a) |
| |
|
Non-
Management Directors’
DSUs (b) |
| |
|
Total |
|
December 31, 2022 | |
$ | 38,190 | | |
$ | 100,858 | | |
$ | 12,297 | | |
$ | 151,345 | |
Expensed during period | |
| 882 | | |
| (6,810 | ) | |
| (4,087 | ) | |
| (10,015 | ) |
Settlement in shares | |
| (2,102 | ) | |
| (17,104 | ) | |
| (757 | ) | |
| (19,963 | ) |
Payments and redemptions | |
| (26,413 | ) | |
| (47,486 | ) | |
| (385 | ) | |
| (74,284 | ) |
Foreign exchange | |
| 482 | | |
| 794 | | |
| — | | |
| 1,276 | |
June 30, 2023 | |
$ | 11,039 | | |
$ | 30,252 | | |
$ | 7,068 | | |
$ | 48,359 | |
| |
| | | |
| | | |
| | | |
| | |
Current | |
$ | 8,830 | | |
$ | 22,046 | | |
$ | — | | |
$ | 30,876 | |
Long-term | |
| 2,209 | | |
| 8,206 | | |
| 7,068 | | |
| 17,483 | |
| |
$ | 11,039 | | |
$ | 30,252 | | |
$ | 7,068 | | |
$ | 48,359 | |
(a) Restricted
Share Units and Performance Share Units
A summary of the activity under the Restricted Share Unit (RSU)
and the Performance Share Unit (PSU) plans are presented below:
|
|
RSUs
Outstanding |
|
|
PSUs
Outstanding |
|
December 31, 2022 |
|
|
495,168 |
|
|
|
1,136,671 |
|
Granted |
|
|
65,507 |
|
|
|
121,350 |
|
Redeemed |
|
|
(265,456 |
) |
|
|
(434,615 |
) |
Forfeited |
|
|
(7,913 |
) |
|
|
(10,403 |
) |
June 30, 2023 |
|
|
287,306 |
|
|
|
813,003 |
|
(b)
Non-Management Directors – Deferred Share Units Plan
A summary of the activity under the non-management director Deferred Share
Unit (DSU) plan is presented below:
|
|
DSUs
Outstanding |
|
December 31, 2022 |
|
|
118,774 |
|
Granted |
|
|
9,364 |
|
Redeemed |
|
|
(18,830 |
) |
June 30, 2023 |
|
|
109,308 |
|
During the second quarter of 2023, 18,830 DSUs were redeemed upon the retirement of a non-management
director. Precision elected to settle the redemption of DSUs through a combination of cash and common shares.
Equity Settled Plans
(c) Executive Restricted Share Units Plan
Precision granted Executive RSUs to certain senior executives with the
intention of settling them in voting shares of the Corporation either issued from treasury or purchased in the open market. Granted units
vest annually over a three-year term.
| |
|
Executive RSUs
Outstanding |
| |
|
Weighted Average
Fair Value |
|
December 31, 2022 | |
| — | | |
$ | — | |
Granted | |
| 46,740 | | |
| 96.90 | |
June 30, 2023 | |
| 46,740 | | |
$ | 96.90 | |
The per unit weighted average fair value of the Executive RSUs granted
during 2023 was $96.90 estimated on the grant date using a Black-Scholes option pricing model with the following assumptions: average
risk-free interest rate of 4%, average expected life of two years, expected forfeiture rate of 5% and expected volatility of 68%. Included
in net earnings (loss) for the three and six months ended June 30, 2023 were expenses of $1 million (2022 – nil) and $1 million
(2022 – nil) respectively.
(d)
Option Plan
A summary of the activity under the option plan is presented below:
Canadian share options | |
|
Outstanding |
| |
Range of Exercise Price | |
|
Weighted Average Exercise Price |
| |
|
Exercisable |
|
December 31, 2022 and June 30, 2023 | |
| 23,055 | | |
$ | 87.00 | | |
| — | | |
| 145.97 | | |
$ | 113.01 | | |
| 23,055 | |
U.S. share options | |
|
Outstanding |
| |
Range of Exercise Price (US$) | |
|
Weighted Average Exercise Price (US$) |
| |
|
Exercisable |
|
December 31, 2022 | |
| 141,748 | | |
$ | 51.20 | | |
| — | | |
| 111.47 | | |
$ | 84.84 | | |
| 141,748 | |
Forfeited | |
| (12,070 | ) | |
| 64.20 | | |
| — | | |
| 100.40 | | |
| 74.62 | | |
| | |
June 30, 2023 | |
| 129,678 | | |
$ | 51.20 | | |
| — | | |
| 111.47 | | |
$ | 85.79 | | |
| 129,678 | |
(e) Non-Management Directors – Deferred
Share Unit Plan
As at June 30, 2023, there were 1,470 (2022 – 1,470) deferred
share units outstanding.
NOTE 8. SHAREHOLDERS’ CAPITAL
Common shares | |
|
Number |
| |
|
Amount |
|
December 31, 2022 | |
| 13,558,525 | | |
| 2,299,533 | |
Settlement of PSUs and RSUs | |
| 230,336 | | |
| 19,206 | |
Share repurchases | |
| (193,616 | ) | |
| (12,951 | ) |
Redemption of non-management directors share units | |
| 12,494 | | |
| 757 | |
June 30, 2023 | |
| 13,607,739 | | |
| 2,306,545 | |
NOTE 9. PER SHARE AMOUNTS
The following tables reconcile net earnings (loss) and weighted average
shares outstanding used in computing basic and diluted net earnings (loss) per share:
| |
Three Months Ended June 30, | |
Six Months Ended June 30, |
| |
|
2023 |
| |
|
2022 |
| |
|
2023 |
| |
|
2022 |
|
Net earnings (loss) - basic | |
$ | 26,900 | | |
$ | (24,611 | ) | |
$ | 122,730 | | |
$ | (68,455 | ) |
Effect of share options and other equity compensation
plans | |
| (2,902 | ) | |
| — | | |
| (15,469 | ) | |
| — | |
Net earnings (loss) - diluted | |
$ | 23,998 | | |
$ | (24,611 | ) | |
$ | 107,261 | | |
$ | (68,455 | ) |
| |
Three Months Ended June 30, | |
Six Months Ended June 30, |
(Stated in thousands) | |
|
2023 |
| |
|
2022 |
| |
|
2023 |
| |
|
2022 |
|
Weighted average shares outstanding – basic | |
| 13,672 | | |
| 13,588 | | |
| 13,661 | | |
| 13,533 | |
Effect of share options and other equity compensation plans | |
| 1,075 | | |
| — | | |
| 1,196 | | |
| — | |
Weighted average shares outstanding – diluted | |
| 14,747 | | |
| 13,588 | | |
| 14,857 | | |
| 13,533 | |
NOTE 10. FAIR VALUES OF FINANCIAL INSTRUMENTS
The carrying values of cash, accounts receivable, and accounts payable
and accrued liabilities approximates their fair value due to the relatively short period to maturity of the instruments. At the end of
each reporting period, investments and other assets are measured at their estimated fair value, with changes in fair value recognized
in profit or loss. Amounts drawn on the Senior Credit Facility and the Canadian and U.S. Real Estate Credit Facilities are measured at
amortized cost and approximate fair value as this indebtedness is subject to floating rates of interest. The fair value of the unsecured
senior notes at June 30, 2023 was approximately $939 million (December 31, 2022 – $965 million).
Financial assets and liabilities recorded or disclosed at fair
value in the consolidated statement of financial position are categorized based upon the level of judgement associated with the inputs
used to measure their fair value. Hierarchical levels are based on the amount of subjectivity associated with the inputs in the fair value
determination and are as follows:
Level I—Inputs are unadjusted, quoted prices in active
markets for identical assets or liabilities at the measurement date.
Level II—Inputs (other than quoted prices included in
Level I) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement
date and for the duration of the instrument’s anticipated life.
Level III—Inputs reflect management’s best estimate
of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent
in the valuation technique and the risk inherent in the inputs to the model.
The estimated fair value of unsecured senior notes is based on level II
inputs. The fair value is estimated considering the risk-free interest rates on government debt instruments of similar maturities, adjusted
for estimated credit risk, industry risk and market risk premiums.
NOTE 11. INVESTMENTS AND OTHER ASSETS
On April 6, 2023, Precision committed to a $5 million equity investment
in CleanDesign Income Corp. (CleanDesign), a key supplier of Precision’s EverGreen™ Battery Energy Storage Systems
(BESS). The investment provides Precision with access to BESS and power management technologies and is aligned with the Company’s
overall emissions reduction strategy.
During the second quarter of 2023, Precision partially settled its $5 million
commitment with a $2 million cash payment and converted $1 million of deposits held by CleanDesign. The remaining balance of $2 million
was subsequently paid during the third quarter of 2023. Precision received common shares and warrants to acquire additional common shares.
The investment in CleanDesign has been accounted for as an equity investment.
SHAREHOLDER INFORMATION
STOCK EXCHANGE LISTINGS
Shares of Precision Drilling Corporation are listed on the Toronto Stock Exchange
under the trading symbol PD and on the New York Stock Exchange under the trading symbol PDS.
TRANSFER AGENT AND REGISTRAR
Computershare Trust Company of Canada
Calgary, Alberta
TRANSFER POINT
Computershare Trust Company NA
Canton, Massachusetts
Q2 2023 TRADING PROFILE
Toronto (TSX: PD)
High: $76.18
Low: $56.42
Close: $64.67
Volume Traded: 5,066,279
New York (NYSE: PDS)
High: US$56.68
Low: US$41.56
Close: US$48.75
Volume Traded: 3,543,500
ACCOUNT QUESTIONS
Precision’s Transfer Agent can help you with a variety of shareholder
related services, including:
• change of address
• lost unit certificates
• transfer of shares to another person
• estate settlement
Computershare Trust Company of Canada
100 University Avenue
9th Floor, North Tower
Toronto, Ontario M5J 2Y1
Canada
1-800-564-6253 (toll free in Canada and the United States)
1-514-982-7555 (international direct dialing)
Email: service@computershare.com
ONLINE INFORMATION
To receive news releases by email, or to view this interim report online, please
visit Precision’s website at www.precisiondrilling.com and refer to the Investor Relations section. Additional information relating
to Precision, including the Annual Information Form, Annual Report and Management Information Circular has been filed with SEDAR and is
available at www.sedar.com and on the EDGAR website www.sec.gov |
|
CORPORATE INFORMATION
DIRECTORS
Michael R. Culbert
William T. Donovan
Steven W. Krablin
Susan M. MacKenzie
Lori A. Lancaster
Kevin O. Meyers
Kevin A. Neveu
David W. Williams
OFFICERS
Kevin A. Neveu
President and Chief Executive Officer
Veronica H. Foley
Chief Legal & Compliance Officer
Carey T. Ford
Chief Financial Officer
Shuja U. Goraya
Chief Technology Officer
Darren J. Ruhr
Chief Administrative Officer
Gene C. Stahl
President, North American Drilling
AUDITORS
KPMG LLP
Calgary, Alberta
HEAD OFFICE
Suite 800, 525 8th Avenue SW
Calgary, Alberta, T2P 1G1
Canada
Telephone: 403-716-4500
Facsimile: 403-264-0251
Email: info@precisiondrilling.com
www.precisiondrilling.com |
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