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
   
   
  By: /s/Carey T Ford                                   
  Name: Carey T Ford
  Title: Chief Financial Officer

 

 

 

 

ExhibitDESCRIPTION
  
31.1Certification of Chief Executive Officer, Kevin Neveu, regarding the “Certification of Interim Filings” pursuant to Form 52-109F2.
  
31.2Certification of Chief Financial Officer, Carey Ford, regarding the “Certification of Interim Filings” pursuant to Form 52-109F2.
  
99.1Management’s Discussion and Analysis for the period ended June 30, 2023.
  
99.2Consolidated Financial Statements for the period ended June 30, 2023.

 

 

 

 

 

 

 

 

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.
 

 

5.1Control 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).
5.2ICFR – material weakness relating to design: N/A.
5.3Limitation 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  
 

Name: Kevin A. Neveu

Title: President and Chief Executive Officer

 

 

 

 

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.
 

 

5.1Control 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).
5.2ICFR – material weakness relating to design: N/A.
5.3Limitation 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  
 

Name: Carey T. Ford

Title:  Chief Financial Officer

 

 

 

 

 

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.

 

1

 

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.”

 

2

 

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.

 

3

 

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.

 

4

 

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.

5

 

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.

6

 

 

   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.”

 

7

 

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.”

8

 

 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.

9

 

 

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.

10

 

 

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.”

 

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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.

 

12

 

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 

 

13

 

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.

 

14

 

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.

  1

 

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF NET EARNINGS (LOSS) (UNAUDITED)

 

   Three Months Ended June 30,  Six Months Ended June 30,
(Stated in thousands of Canadian 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.

  2

 

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.

 

  3

 

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.

 

  4

 

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.

 

  5

 

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 

 

  6

 

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 

 

(b)

Seasonality

 

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 

 

  7

 

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 

 

  8

 

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 

 

  9

 

     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 

 

  10

 

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.

 

  11

 

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 

 

  12

 

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.

 

  13

 

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

 

14

 


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