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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Ensco Plc New | NYSE:ESV | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 8.27 | 0 | 01:00:00 |
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(Mark One)
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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2018
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from
to
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England and Wales
(State or other jurisdiction of
incorporation or organization)
6 Chesterfield Gardens
London, England
(Address of principal executive offices)
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98-0635229
(I.R.S. Employer
Identification No.)
W1J 5BQ
(Zip Code)
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Large accelerated filer
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x
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Accelerated filer
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o
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Non-Accelerated filer
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o
(Do not check if a smaller reporting company)
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Smaller reporting company
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o
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Emerging-growth company
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o
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•
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our ability to successfully integrate the business, operations and employees of Atwood Oceanics, Inc. ("Atwood") and to realize synergies and cost savings in connection with our acquisition of Atwood;
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•
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changes in future levels of drilling activity and capital expenditures by our customers, whether as a result of global capital markets and liquidity, prices of oil and natural gas or otherwise, which may cause us to idle or stack additional rigs;
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•
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changes in worldwide rig supply and demand, competition or technology, including as a result of delivery of newbuild drilling rigs;
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•
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downtime and other risks associated with offshore rig operations, including rig or equipment failure, damage and other unplanned repairs, the limited availability of transport vessels, hazards, self-imposed drilling limitations and other delays due to severe storms and hurricanes and the limited availability or high cost of insurance coverage for certain offshore perils, such as hurricanes in the Gulf of Mexico or associated removal of wreckage or debris;
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•
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governmental action, terrorism, piracy, military action and political and economic uncertainties, including uncertainty or instability resulting from civil unrest, political demonstrations, mass strikes, or an escalation or additional outbreak of armed hostilities or other crises in oil or natural gas producing areas of the Middle East, North Africa, West Africa or other geographic areas, which may result in expropriation, nationalization, confiscation or deprivation of our assets or suspension and/or termination of contracts based on force majeure events;
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•
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risks inherent to shipyard rig construction, repair, modification or upgrades, unexpected delays in equipment delivery, engineering, design or commissioning issues following delivery, or changes in the commencement, completion or service dates;
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•
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possible cancellation, suspension, renegotiation or termination (with or without cause) of drilling contracts as a result of general and industry-specific economic conditions, mechanical difficulties, performance or other reasons;
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•
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our ability to enter into, and the terms of, future drilling contracts, including contracts for our newbuild units and acquired rigs, for rigs currently idled and for rigs whose contracts are expiring;
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•
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any failure to execute definitive contracts following announcements of letters of intent, letters of award or other expected work commitments;
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•
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the outcome of litigation, legal proceedings, investigations or other claims or contract disputes, including any inability to collect receivables or resolve significant contractual or day rate disputes, any renegotiation, nullification, cancellation or breach of contracts with customers or other parties and any failure to execute definitive contracts following announcements of letters of intent;
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•
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governmental regulatory, legislative and permitting requirements affecting drilling operations, including limitations on drilling locations (such as the Gulf of Mexico during hurricane season);
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•
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new and future regulatory, legislative or permitting requirements, future lease sales, changes in laws, rules and regulations that have or may impose increased financial responsibility, additional oil spill abatement contingency plan capability requirements and other governmental actions that may result in claims of force majeure or otherwise adversely affect our existing drilling contracts, operations or financial results;
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•
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our ability to attract and retain skilled personnel on commercially reasonable terms, whether due to labor regulations, unionization or otherwise;
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•
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environmental or other liabilities, risks, damages or losses, whether related to storms or hurricanes (including wreckage or debris removal), collisions, groundings, blowouts, fires, explosions, other accidents, terrorism or otherwise, for which insurance coverage and contractual indemnities may be insufficient, unenforceable or otherwise unavailable;
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•
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our ability to obtain financing, service our indebtedness and pursue other business opportunities may be limited by our debt levels, debt agreement restrictions and the credit ratings assigned to our debt by independent credit rating agencies;
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•
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the adequacy of sources of liquidity for us and our customers;
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•
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tax matters, including our effective tax rates, tax positions, results of audits, changes in tax laws, treaties and regulations, tax assessments and liabilities for taxes;
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•
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delays in contract commencement dates or the cancellation of drilling programs by operators;
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•
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the occurrence of cybersecurity incidents, attacks or other breaches to our information technology systems;
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•
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adverse changes in foreign currency exchange rates, including their effect on the fair value measurement of our derivative instruments; and
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•
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potential long-lived asset impairments.
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Three Months Ended
June 30, |
||||||
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2018
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2017
|
||||
OPERATING REVENUES
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$
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458.5
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$
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457.5
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OPERATING EXPENSES
|
|
|
|
||||
Contract drilling (exclusive of depreciation)
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344.3
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291.3
|
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||
Depreciation
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120.7
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|
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107.9
|
|
||
General and administrative
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26.1
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30.5
|
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||
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491.1
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429.7
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||
OPERATING INCOME (LOSS)
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(32.6
|
)
|
|
27.8
|
|
||
OTHER INCOME (EXPENSE)
|
|
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|
||||
Interest income
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3.9
|
|
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7.6
|
|
||
Interest expense, net
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(75.7
|
)
|
|
(60.3
|
)
|
||
Other, net
|
(13.0
|
)
|
|
(.5
|
)
|
||
|
(84.8
|
)
|
|
(53.2
|
)
|
||
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
|
(117.4
|
)
|
|
(25.4
|
)
|
||
PROVISION FOR INCOME TAXES
|
|
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||||
Current income tax expense
|
20.1
|
|
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13.1
|
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||
Deferred income tax expense
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4.6
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|
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6.2
|
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||
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24.7
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|
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19.3
|
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LOSS FROM CONTINUING OPERATIONS
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(142.1
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)
|
|
(44.7
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)
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||
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET
|
(8.0
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)
|
|
.4
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NET LOSS
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(150.1
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)
|
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(44.3
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)
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NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
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(.9
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)
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(1.2
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)
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NET LOSS ATTRIBUTABLE TO ENSCO
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$
|
(151.0
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)
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$
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(45.5
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)
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LOSS PER SHARE - BASIC AND DILUTED
|
|
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|
||||
Continuing operations
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$
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(0.33
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)
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$
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(0.15
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)
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Discontinued operations
|
(0.02
|
)
|
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—
|
|
||
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$
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(0.35
|
)
|
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$
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(0.15
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)
|
|
|
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|
||||
NET LOSS ATTRIBUTABLE TO ENSCO SHARES - BASIC AND DILUTED
|
$
|
(151.1
|
)
|
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$
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(45.6
|
)
|
|
|
|
|
||||
WEIGHTED-AVERAGE SHARES OUTSTANDING
|
|
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|
||||
Basic and Diluted
|
434.1
|
|
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300.9
|
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||
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||||
CASH DIVIDENDS PER SHARE
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$
|
0.01
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$
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0.01
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Six Months Ended
June 30, |
||||||
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2018
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|
2017
|
||||
OPERATING REVENUES
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$
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875.5
|
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$
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928.6
|
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OPERATING EXPENSES
|
|
|
|
||||
Contract drilling (exclusive of depreciation)
|
669.5
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|
|
569.4
|
|
||
Depreciation
|
235.9
|
|
|
217.1
|
|
||
General and administrative
|
54.0
|
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56.5
|
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||
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959.4
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843.0
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||
OPERATING INCOME (LOSS)
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(83.9
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)
|
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85.6
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|
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OTHER INCOME (EXPENSE)
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Interest income
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6.9
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14.8
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Interest expense, net
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(141.3
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)
|
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(118.9
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)
|
||
Other, net
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(21.1
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)
|
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(6.8
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)
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||
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(155.5
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)
|
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(110.9
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)
|
||
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
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(239.4
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)
|
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(25.3
|
)
|
||
PROVISION FOR INCOME TAXES
|
|
|
|
||||
Current income tax expense
|
27.2
|
|
|
17.4
|
|
||
Deferred income tax expense
|
15.9
|
|
|
26.0
|
|
||
|
43.1
|
|
|
43.4
|
|
||
LOSS FROM CONTINUING OPERATIONS
|
(282.5
|
)
|
|
(68.7
|
)
|
||
LOSS FROM DISCONTINUED OPERATIONS, NET
|
(8.1
|
)
|
|
(.2
|
)
|
||
NET LOSS
|
(290.6
|
)
|
|
(68.9
|
)
|
||
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
(.5
|
)
|
|
(2.3
|
)
|
||
NET LOSS ATTRIBUTABLE TO ENSCO
|
$
|
(291.1
|
)
|
|
$
|
(71.2
|
)
|
LOSS PER SHARE - BASIC AND DILUTED
|
|
|
|
||||
Continuing operations
|
$
|
(0.65
|
)
|
|
$
|
(0.24
|
)
|
Discontinued operations
|
(0.02
|
)
|
|
—
|
|
||
|
$
|
(0.67
|
)
|
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$
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(0.24
|
)
|
|
|
|
|
||||
NET LOSS ATTRIBUTABLE TO ENSCO SHARES - BASIC AND DILUTED
|
$
|
(291.3
|
)
|
|
$
|
(71.4
|
)
|
|
|
|
|
|
|
||
WEIGHTED-AVERAGE SHARES OUTSTANDING
|
|
|
|
||||
Basic and Diluted
|
433.8
|
|
|
300.7
|
|
||
|
|
|
|
||||
CASH DIVIDENDS PER SHARE
|
$
|
0.02
|
|
|
$
|
0.02
|
|
|
Three Months Ended
June 30, |
||||||
|
2018
|
|
2017
|
||||
NET LOSS
|
$
|
(150.1
|
)
|
|
$
|
(44.3
|
)
|
OTHER COMPREHENSIVE INCOME (LOSS), NET
|
|
|
|
||||
Net change in derivative fair value
|
(7.6
|
)
|
|
2.9
|
|
||
Reclassification of net (gains) losses on derivative instruments from other comprehensive income (loss) into net loss
|
(.7
|
)
|
|
.3
|
|
||
Other
|
(.2
|
)
|
|
.2
|
|
||
NET OTHER COMPREHENSIVE INCOME (LOSS)
|
(8.5
|
)
|
|
3.4
|
|
||
|
|
|
|
||||
COMPREHENSIVE LOSS
|
(158.6
|
)
|
|
(40.9
|
)
|
||
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
(.9
|
)
|
|
(1.2
|
)
|
||
COMPREHENSIVE LOSS ATTRIBUTABLE TO ENSCO
|
$
|
(159.5
|
)
|
|
$
|
(42.1
|
)
|
|
Six Months Ended
June 30, |
||||||
|
2018
|
|
2017
|
||||
NET LOSS
|
$
|
(290.6
|
)
|
|
$
|
(68.9
|
)
|
OTHER COMPREHENSIVE INCOME (LOSS), NET
|
|
|
|
||||
Net change in derivative fair value
|
(4.9
|
)
|
|
6.0
|
|
||
Reclassification of net (gains) losses on derivative instruments from other comprehensive income (loss) into net loss
|
(2.9
|
)
|
|
1.2
|
|
||
Other
|
(.3
|
)
|
|
.7
|
|
||
NET OTHER COMPREHENSIVE INCOME (LOSS)
|
(8.1
|
)
|
|
7.9
|
|
||
|
|
|
|
||||
COMPREHENSIVE LOSS
|
(298.7
|
)
|
|
(61.0
|
)
|
||
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
(.5
|
)
|
|
(2.3
|
)
|
||
COMPREHENSIVE LOSS ATTRIBUTABLE TO ENSCO
|
$
|
(299.2
|
)
|
|
$
|
(63.3
|
)
|
|
June 30,
2018 |
|
December 31,
2017 |
||||
|
(Unaudited)
|
|
|
||||
ASSETS
|
|||||||
CURRENT ASSETS
|
|
|
|
||||
Cash and cash equivalents
|
$
|
485.5
|
|
|
$
|
445.4
|
|
Short-term investments
|
255.0
|
|
|
440.0
|
|
||
Accounts receivable, net
|
332.7
|
|
|
345.4
|
|
||
Other current assets
|
389.6
|
|
|
381.2
|
|
||
Total current assets
|
1,462.8
|
|
|
1,612.0
|
|
||
PROPERTY AND EQUIPMENT, AT COST
|
15,476.5
|
|
|
15,332.1
|
|
||
Less accumulated depreciation
|
2,692.6
|
|
|
2,458.4
|
|
||
Property and equipment, net
|
12,783.9
|
|
|
12,873.7
|
|
||
OTHER ASSETS
|
93.9
|
|
|
140.2
|
|
||
|
$
|
14,340.6
|
|
|
$
|
14,625.9
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|||||||
CURRENT LIABILITIES
|
|
|
|
||||
Accounts payable - trade
|
$
|
218.3
|
|
|
$
|
432.6
|
|
Accrued liabilities and other
|
331.5
|
|
|
325.9
|
|
||
Total current liabilities
|
549.8
|
|
|
758.5
|
|
||
LONG-TERM DEBT
|
4,994.9
|
|
|
4,750.7
|
|
||
OTHER LIABILITIES
|
362.0
|
|
|
386.7
|
|
||
COMMITMENTS AND CONTINGENCIES
|
|
|
|
|
|
||
ENSCO SHAREHOLDERS' EQUITY
|
|
|
|
|
|
||
Class A ordinary shares, U.S. $.10 par value, 460.7 million and 447.1 million shares issued as of June 30, 2018 and December 31, 2017
|
46.1
|
|
|
44.7
|
|
||
Class B ordinary shares, £1 par value, 50,000 shares authorized and issued as of June 30, 2018 and December 31, 2017
|
.1
|
|
|
.1
|
|
||
Additional paid-in capital
|
7,209.5
|
|
|
7,195.0
|
|
||
Retained earnings
|
1,232.0
|
|
|
1,532.7
|
|
||
Accumulated other comprehensive income
|
20.5
|
|
|
28.6
|
|
||
Treasury shares, at cost, 23.6 million and 11.1 million shares as of June 30, 2018 and December 31, 2017
|
(72.0
|
)
|
|
(69.0
|
)
|
||
Total Ensco shareholders' equity
|
8,436.2
|
|
|
8,732.1
|
|
||
NONCONTROLLING INTERESTS
|
(2.3
|
)
|
|
(2.1
|
)
|
||
Total equity
|
8,433.9
|
|
|
8,730.0
|
|
||
|
$
|
14,340.6
|
|
|
$
|
14,625.9
|
|
|
Six Months Ended
June 30, |
||||||
|
2018
|
|
2017
|
||||
OPERATING ACTIVITIES
|
|
|
|
|
|
||
Net loss
|
$
|
(290.6
|
)
|
|
$
|
(68.9
|
)
|
Adjustments to reconcile net loss to net cash provided by (used in) operating activities of continuing operations:
|
|
|
|
||||
Depreciation expense
|
235.9
|
|
|
217.1
|
|
||
Amortization, net
|
(24.4
|
)
|
|
(37.0
|
)
|
||
Share-based compensation expense
|
20.6
|
|
|
20.9
|
|
||
Loss on debt extinguishment
|
19.0
|
|
|
2.6
|
|
||
Deferred income tax expense
|
15.9
|
|
|
26.0
|
|
||
Gain on bargain purchase
|
(8.3
|
)
|
|
—
|
|
||
Loss from discontinued operations, net
|
8.1
|
|
|
0.2
|
|
||
Other
|
(2.1
|
)
|
|
(12.2
|
)
|
||
Changes in operating assets and liabilities
|
7.9
|
|
|
(18.2
|
)
|
||
Net cash provided by (used in) operating activities of continuing operations
|
(18.0
|
)
|
|
130.5
|
|
||
INVESTING ACTIVITIES
|
|
|
|
||||
Maturities of short-term investments
|
599.0
|
|
|
897.0
|
|
||
Purchases of short-term investments
|
(414.0
|
)
|
|
(1,134.8
|
)
|
||
Additions to property and equipment
|
(331.9
|
)
|
|
(332.6
|
)
|
||
Other
|
2.9
|
|
|
1.7
|
|
||
Net cash used in investing activities of continuing operations
|
(144.0
|
)
|
|
(568.7
|
)
|
||
FINANCING ACTIVITIES
|
|
|
|
||||
Proceeds from issuance of senior notes
|
1,000.0
|
|
|
—
|
|
||
Reduction of long-term borrowings
|
(771.2
|
)
|
|
(537.0
|
)
|
||
Debt issuance costs
|
(17.0
|
)
|
|
(5.5
|
)
|
||
Cash dividends paid
|
(9.0
|
)
|
|
(6.2
|
)
|
||
Other
|
(2.5
|
)
|
|
(3.6
|
)
|
||
Net cash provided by (used in) financing activities
|
200.3
|
|
|
(552.3
|
)
|
||
Net cash provided by (used in) discontinued operations
|
2.5
|
|
|
(0.2
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents
|
(.7
|
)
|
|
.6
|
|
||
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
|
40.1
|
|
|
(990.1
|
)
|
||
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
|
445.4
|
|
|
1,159.7
|
|
||
CASH AND CASH EQUIVALENTS, END OF PERIOD
|
$
|
485.5
|
|
|
$
|
169.6
|
|
|
June 30, 2018
|
|
December 31, 2017
|
||||
Current contract assets
|
$
|
4.1
|
|
|
$
|
3.0
|
|
Noncurrent contract assets
|
$
|
—
|
|
|
$
|
2.8
|
|
Current contract liabilities (deferred revenue)
|
$
|
76.6
|
|
|
$
|
71.9
|
|
Noncurrent contract liabilities (deferred revenue)
|
$
|
23.2
|
|
|
$
|
51.2
|
|
|
Contract Assets
|
|
Contract Liabilities
|
||||
Balance as of December 31, 2017
|
$
|
5.8
|
|
|
$
|
123.1
|
|
Increase due to cash received
|
—
|
|
|
27.6
|
|
||
Decrease due to amortization of deferred revenue that was included in the beginning contract liability balance
|
—
|
|
|
(43.0
|
)
|
||
Decrease due to amortization of deferred revenue that was added during the period
|
—
|
|
|
(7.9
|
)
|
||
Decrease due to transfer to receivables during the period
|
(1.7
|
)
|
|
—
|
|
||
Balance as of June 30, 2018
|
$
|
4.1
|
|
|
$
|
99.8
|
|
|
Remaining
2018
|
|
2019
|
|
2020
|
|
2021 and Thereafter
|
|
Total
|
||||||||||
Amortization of contract liabilities
|
$
|
38.9
|
|
|
$
|
51.0
|
|
|
$
|
6.4
|
|
|
$
|
3.5
|
|
|
$
|
99.8
|
|
Amortization of deferred costs
|
$
|
23.4
|
|
|
$
|
21.6
|
|
|
$
|
6.0
|
|
|
$
|
2.4
|
|
|
$
|
53.4
|
|
|
Amounts Recognized as of Merger Date
|
|
Measurement Period Adjustments
(1)
|
|
Estimated Fair Value
|
||||||
Assets:
|
|
|
|
|
|
||||||
Cash and cash equivalents
(2)
|
$
|
445.4
|
|
|
$
|
—
|
|
|
$
|
445.4
|
|
Accounts receivable
(3)
|
62.3
|
|
|
(1.6
|
)
|
|
60.7
|
|
|||
Other current assets
|
118.1
|
|
|
4.7
|
|
|
122.8
|
|
|||
Property and equipment
|
1,762.0
|
|
|
9.2
|
|
|
1,771.2
|
|
|||
Other assets
|
23.7
|
|
|
(2.9
|
)
|
|
20.8
|
|
|||
Liabilities:
|
|
|
|
|
|
||||||
Accounts payable and accrued liabilities
|
64.9
|
|
|
(2.3
|
)
|
|
62.6
|
|
|||
Other liabilities
|
118.7
|
|
|
3.4
|
|
|
122.1
|
|
|||
Net assets acquired
|
2,227.9
|
|
|
8.3
|
|
|
2,236.2
|
|
|||
Less:
|
|
|
|
|
|
||||||
Merger consideration
|
(781.8
|
)
|
|
|
|
(781.8
|
)
|
||||
Repayment of Atwood debt
|
(1,305.9
|
)
|
|
|
|
(1,305.9
|
)
|
||||
Bargain purchase gain
|
$
|
140.2
|
|
|
|
|
$
|
148.5
|
|
(1)
|
The measurement period adjustments reflect changes in the estimated fair values of certain assets and liabilities, primarily related to inventory, capital equipment and accrued non-income tax liabilities. The measurement period adjustments were recorded to reflect new information obtained about facts and circumstances existing as of the Merger Date and did not result from subsequent intervening events. The adjustments recorded resulted in an
$8.3 million
decline and an
$8.3 million
increase to bargain purchase gain during the
three-month and six-month
periods ended
June 30, 2018
, respectively, and are included in other, net, in our condensed consolidated statements of operations.
|
(2)
|
Upon closing of the Merger, we utilized acquired cash of
$445.4 million
and cash on hand from the liquidation of short-term investments to repay Atwood's debt and accrued interest of
$1.3 billion
.
|
|
Quoted Prices in Active Markets for Identical Assets
(Level 1)
|
|
Significant Other Observable Inputs
(Level 2)
|
|
Significant Unobservable Inputs
(Level 3)
|
|
Total
|
||||||||
As of June 30, 2018
|
|
|
|
|
|
|
|
|
|
|
|||||
Supplemental executive retirement plan assets
|
$
|
30.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
30.5
|
|
Total financial assets
|
$
|
30.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
30.5
|
|
Derivatives, net
|
$
|
—
|
|
|
$
|
(6.5
|
)
|
|
$
|
—
|
|
|
$
|
(6.5
|
)
|
Total financial liabilities
|
$
|
—
|
|
|
$
|
(6.5
|
)
|
|
$
|
—
|
|
|
$
|
(6.5
|
)
|
|
|
|
|
|
|
|
|
||||||||
As of December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|||||
Supplemental executive retirement plan assets
|
$
|
30.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
30.9
|
|
Derivatives, net
|
—
|
|
|
6.8
|
|
|
—
|
|
|
6.8
|
|
||||
Total financial assets
|
$
|
30.9
|
|
|
$
|
6.8
|
|
|
$
|
—
|
|
|
$
|
37.7
|
|
|
June 30,
2018 |
|
December 31,
2017 |
||||||||||||
|
Carrying Value
|
|
Estimated Fair Value
|
|
Carrying Value
|
|
Estimated Fair Value
|
||||||||
8.50% Senior notes due 2019
(1)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
251.4
|
|
|
$
|
252.9
|
|
6.875% Senior notes due 2020
(2)
|
128.9
|
|
|
128.3
|
|
|
477.9
|
|
|
473.1
|
|
||||
4.70% Senior notes due 2021
(2)
|
112.6
|
|
|
110.7
|
|
|
267.1
|
|
|
265.3
|
|
||||
3.00% Exchangeable senior notes due 2024
(3)
|
651.1
|
|
|
793.2
|
|
|
635.7
|
|
|
757.1
|
|
||||
4.50% Senior notes due 2024
|
619.5
|
|
|
516.5
|
|
|
619.3
|
|
|
527.1
|
|
||||
8.00% Senior notes due 2024
|
337.4
|
|
|
334.2
|
|
|
337.9
|
|
|
333.8
|
|
||||
5.20% Senior notes due 2025
|
664.0
|
|
|
557.7
|
|
|
663.6
|
|
|
571.4
|
|
||||
7.75% Senior notes due 2026
|
983.9
|
|
|
947.6
|
|
|
—
|
|
|
—
|
|
||||
7.20% Debentures due 2027
|
149.3
|
|
|
136.9
|
|
|
149.3
|
|
|
141.9
|
|
||||
7.875% Senior notes due 2040
|
375.9
|
|
|
270.6
|
|
|
376.7
|
|
|
258.8
|
|
||||
5.75% Senior notes due 2044
|
972.3
|
|
|
709.5
|
|
|
971.8
|
|
|
690.4
|
|
||||
Total
|
$
|
4,994.9
|
|
|
$
|
4,505.2
|
|
|
$
|
4,750.7
|
|
|
$
|
4,271.8
|
|
(1)
|
Our senior notes due 2019 were redeemed in full in February 2018. See "Note 7 - Debt" for additional information.
|
(2)
|
The reduction in carrying value of our seniors notes due 2020 and senior notes due 2021 was attributable to repurchases and redemptions during the first quarter of 2018.
|
(3)
|
Our exchangeable senior notes due 2024 (the "2024 Convertible Notes") were issued with a conversion feature. The 2024 Convertible Notes were separated into their liability and equity components on our condensed consolidated balance sheet. The equity component was initially recorded to additional paid-in capital and as a debt discount that will be amortized to interest expense over the life of the instrument. Excluding the unamortized discount, the carrying value of the 2024 Convertible Notes was
$835.1 million
and
$834.0 million
as of
June 30, 2018
and December 31, 2017, respectively.
|
|
Derivative Assets
|
|
Derivative Liabilities
|
||||||||||||
|
June 30,
2018 |
|
December 31,
2017 |
|
June 30,
2018 |
|
December 31,
2017 |
||||||||
Derivatives Designated as Hedging Instruments
|
|
|
|
|
|
|
|
|
|
|
|||||
Foreign currency forward contracts - current
(1)
|
$
|
.7
|
|
|
$
|
5.9
|
|
|
$
|
5.1
|
|
|
$
|
.2
|
|
Foreign currency forward contracts - non-current
(2)
|
—
|
|
|
.5
|
|
|
1.1
|
|
|
.1
|
|
||||
|
.7
|
|
|
6.4
|
|
|
6.2
|
|
|
.3
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Derivatives Not Designated as Hedging Instruments
|
|
|
|
|
|
|
|
|
|
|
|||||
Foreign currency forward contracts - current
(1)
|
.6
|
|
|
.9
|
|
|
1.6
|
|
|
.2
|
|
||||
Total
|
$
|
1.3
|
|
|
$
|
7.3
|
|
|
$
|
7.8
|
|
|
$
|
.5
|
|
(1)
|
Derivative assets and liabilities with maturity dates equal to or less than twelve months from the respective balance sheet date were included in other current assets and accrued liabilities and other, respectively, on our condensed consolidated balance sheets.
|
(2)
|
Derivative assets and liabilities with maturity dates greater than twelve months from the respective balance sheet date were included in other assets and other liabilities, respectively, on our condensed consolidated balance sheets.
|
|
Gain (Loss) Recognized in Other Comprehensive Income (Loss) (Effective Portion)
|
|
Gain (Loss) Reclassified from Accumulated Other Comprehensive Income ("AOCI") into Income (Effective Portion)
(1)
|
|
Loss Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing)
(2)
|
||||||||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||||||
Interest rate lock contracts
(3)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(.1
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency forward contracts
(4)
|
(7.6
|
)
|
|
2.9
|
|
|
.7
|
|
|
(.2
|
)
|
|
(1.0
|
)
|
|
(.5
|
)
|
||||||
Total
|
$
|
(7.6
|
)
|
|
$
|
2.9
|
|
|
$
|
.7
|
|
|
$
|
(.3
|
)
|
|
$
|
(1.0
|
)
|
|
$
|
(.5
|
)
|
|
Gain (Loss) Recognized in Other Comprehensive Income (Loss) (Effective Portion)
|
|
Gain (Loss) Reclassified from AOCI into Income (Effective Portion)
(1)
|
|
Loss Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing)
(2)
|
||||||||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||||||
Interest rate lock contracts
(3)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(.1
|
)
|
|
$
|
(.2
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency forward contracts
(5)
|
(4.9
|
)
|
|
6.0
|
|
|
3.0
|
|
|
(1.0
|
)
|
|
(1.2
|
)
|
|
(.4
|
)
|
||||||
Total
|
$
|
(4.9
|
)
|
|
$
|
6.0
|
|
|
$
|
2.9
|
|
|
$
|
(1.2
|
)
|
|
$
|
(1.2
|
)
|
|
$
|
(.4
|
)
|
(1)
|
Changes in the effective portion of cash flow hedge fair values are recorded in AOCI. Amounts recorded in AOCI associated with cash flow hedges are subsequently reclassified into contract drilling, depreciation or interest expense as earnings are affected by the underlying hedged forecasted transaction.
|
(2)
|
Gains and losses recognized in income for ineffectiveness and amounts excluded from effectiveness testing were included in other, net, in our condensed consolidated statements of operations.
|
(3)
|
Losses on interest rate lock derivatives reclassified from AOCI into income were included in interest expense, net, in our condensed consolidated statements of operations.
|
(4)
|
During the
three-month
period ended
June 30, 2018
, there were
$500,000
of
gains
reclassified from AOCI into contract drilling expense and
$200,000
of
gains
were reclassified from AOCI into depreciation expense in our condensed consolidated statement of operations. During the
three-month
period ended
June 30, 2017
,
$400,000
of
losses
were reclassified from AOCI into contract drilling expense and
$200,000
of
gains
were reclassified from AOCI into depreciation expense in our condensed consolidated statement of operations.
|
(5)
|
During the
six-month
period ended
June 30, 2018
,
$2.6 million
of
gains
were reclassified from AOCI into contract drilling expense and
$400,000
of
gains
were reclassified from AOCI into depreciation expense in our condensed consolidated statement of operations. During the
six-month
period ended
June 30, 2017
,
$1.4 million
of
losses
were reclassified from AOCI into contract drilling expense and
$400,000
of
gains
were reclassified from AOCI into depreciation expense in our condensed consolidated statement of operations.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Loss from continuing operations attributable to Ensco
|
$
|
(143.0
|
)
|
|
$
|
(45.9
|
)
|
|
$
|
(283.0
|
)
|
|
$
|
(71.0
|
)
|
Income from continuing operations allocated to non-vested share awards
(1)
|
(.1
|
)
|
|
(.1
|
)
|
|
(.2
|
)
|
|
(.2
|
)
|
||||
Loss from continuing operations attributable to Ensco shares
|
$
|
(143.1
|
)
|
|
$
|
(46.0
|
)
|
|
$
|
(283.2
|
)
|
|
$
|
(71.2
|
)
|
(1)
|
Losses are not allocated to non-vested share awards. Therefore, only dividends attributable to our non-vested share awards are included for the
three-month
and
six-month
periods ended
June 30, 2018
and 2017.
|
|
Aggregate Principal Amount Repurchased
|
|
Aggregate Repurchase Price
(1)
|
||||
8.50% senior notes due 2019
|
$
|
237.6
|
|
|
$
|
256.8
|
|
6.875% senior notes due 2020
|
328.0
|
|
|
354.7
|
|
||
4.70% Senior notes due 2021
|
156.2
|
|
|
159.7
|
|
||
Total
|
$
|
721.8
|
|
|
$
|
771.2
|
|
(1)
|
Excludes accrued interest paid to holders of the repurchased senior notes.
|
|
Floaters
|
|
Jackups
|
|
Other
|
|
Operating Segments Total
|
|
Reconciling Items
|
|
Consolidated Total
|
||||||||||||
Revenues
|
$
|
284.9
|
|
|
$
|
158.7
|
|
|
$
|
14.9
|
|
|
$
|
458.5
|
|
|
$
|
—
|
|
|
$
|
458.5
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Contract drilling (exclusive of depreciation)
|
203.7
|
|
|
126.8
|
|
|
13.8
|
|
|
344.3
|
|
|
—
|
|
|
344.3
|
|
||||||
Depreciation
|
80.8
|
|
|
36.5
|
|
|
—
|
|
|
117.3
|
|
|
3.4
|
|
|
120.7
|
|
||||||
General and administrative
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
26.1
|
|
|
26.1
|
|
||||||
Operating income (loss)
|
$
|
0.4
|
|
|
$
|
(4.6
|
)
|
|
$
|
1.1
|
|
|
$
|
(3.1
|
)
|
|
$
|
(29.5
|
)
|
|
$
|
(32.6
|
)
|
Property and equipment, net
|
$
|
9,574.9
|
|
|
$
|
3,167.0
|
|
|
$
|
—
|
|
|
$
|
12,741.9
|
|
|
$
|
42.0
|
|
|
$
|
12,783.9
|
|
|
Floaters
|
|
Jackups
|
|
Other
|
|
Operating Segments Total
|
|
Reconciling Items
|
|
Consolidated Total
|
||||||||||||
Revenues
|
$
|
264.0
|
|
|
$
|
178.9
|
|
|
$
|
14.6
|
|
|
$
|
457.5
|
|
|
$
|
—
|
|
|
$
|
457.5
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Contract drilling (exclusive of depreciation)
|
145.6
|
|
|
132.3
|
|
|
13.4
|
|
|
291.3
|
|
|
—
|
|
|
291.3
|
|
||||||
Depreciation
|
72.0
|
|
|
31.6
|
|
|
—
|
|
|
103.6
|
|
|
4.3
|
|
|
107.9
|
|
||||||
General and administrative
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30.5
|
|
|
30.5
|
|
||||||
Operating income
|
$
|
46.4
|
|
|
$
|
15.0
|
|
|
$
|
1.2
|
|
|
$
|
62.6
|
|
|
$
|
(34.8
|
)
|
|
$
|
27.8
|
|
Property and equipment, net
|
$
|
8,493.2
|
|
|
$
|
2,515.3
|
|
|
$
|
—
|
|
|
$
|
11,008.5
|
|
|
$
|
50.5
|
|
|
$
|
11,059.0
|
|
|
Floaters
|
|
Jackups
|
|
Other
|
|
Operating Segments Total
|
|
Reconciling Items
|
|
Consolidated Total
|
||||||||||||
Revenues
|
$
|
543.9
|
|
|
$
|
302.1
|
|
|
$
|
29.5
|
|
|
$
|
875.5
|
|
|
$
|
—
|
|
|
$
|
875.5
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Contract drilling (exclusive of depreciation)
|
388.8
|
|
|
253.7
|
|
|
27.0
|
|
|
669.5
|
|
|
—
|
|
|
669.5
|
|
||||||
Depreciation
|
156.1
|
|
|
73.0
|
|
|
—
|
|
|
229.1
|
|
|
6.8
|
|
|
235.9
|
|
||||||
General and administrative
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
54.0
|
|
|
54.0
|
|
||||||
Operating income (loss)
|
$
|
(1.0
|
)
|
|
$
|
(24.6
|
)
|
|
$
|
2.5
|
|
|
$
|
(23.1
|
)
|
|
$
|
(60.8
|
)
|
|
$
|
(83.9
|
)
|
Property and equipment, net
|
$
|
9,574.9
|
|
|
$
|
3,167.0
|
|
|
$
|
—
|
|
|
$
|
12,741.9
|
|
|
$
|
42.0
|
|
|
$
|
12,783.9
|
|
|
Floaters
|
|
Jackups
|
|
Other
|
|
Operating Segments Total
|
|
Reconciling Items
|
|
Consolidated Total
|
||||||||||||
Revenues
|
$
|
548.8
|
|
|
$
|
350.7
|
|
|
$
|
29.1
|
|
|
$
|
928.6
|
|
|
$
|
—
|
|
|
$
|
928.6
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Contract drilling (exclusive of depreciation)
|
292.0
|
|
|
250.9
|
|
|
26.5
|
|
|
569.4
|
|
|
—
|
|
|
569.4
|
|
||||||
Depreciation
|
144.8
|
|
|
63.7
|
|
|
—
|
|
|
208.5
|
|
|
8.6
|
|
|
217.1
|
|
||||||
General and administrative
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
56.5
|
|
|
56.5
|
|
||||||
Operating income
|
$
|
112.0
|
|
|
$
|
36.1
|
|
|
$
|
2.6
|
|
|
$
|
150.7
|
|
|
$
|
(65.1
|
)
|
|
$
|
85.6
|
|
Property and equipment, net
|
$
|
8,493.2
|
|
|
$
|
2,515.3
|
|
|
$
|
—
|
|
|
$
|
11,008.5
|
|
|
$
|
50.5
|
|
|
$
|
11,059.0
|
|
|
Floaters
|
|
Jackups
|
|
Total
(1)
|
North & South America
|
8
|
|
4
|
|
12
|
Europe & Mediterranean
|
6
|
|
11
|
|
17
|
Middle East & Africa
|
3
|
|
12
|
|
15
|
Asia & Pacific Rim
|
5
|
|
7
|
|
12
|
Asia & Pacific Rim (under construction)
|
2
|
|
1
|
|
3
|
Held-for-sale
(2)
|
2
|
|
1
|
|
3
|
Total
|
26
|
|
36
|
|
62
|
(1)
|
We provide management services on
two
rigs owned by third-parties in the U.S. Gulf of Mexico which are not included in the table above.
|
(2)
|
One floater classified as held-for-sale as of June 30, 2018 was sold in July 2018.
|
|
June 30,
2018 |
|
December 31,
2017 |
||||
Trade
|
$
|
338.6
|
|
|
$
|
335.4
|
|
Other
|
15.1
|
|
|
33.6
|
|
||
|
353.7
|
|
|
369.0
|
|
||
Allowance for doubtful accounts
|
(21.0
|
)
|
|
(23.6
|
)
|
||
|
$
|
332.7
|
|
|
$
|
345.4
|
|
|
June 30,
2018 |
|
December 31,
2017 |
||||
Inventory
|
$
|
274.8
|
|
|
$
|
278.8
|
|
Prepaid taxes
|
44.7
|
|
|
43.5
|
|
||
Deferred costs
|
38.2
|
|
|
29.7
|
|
||
Prepaid expenses
|
13.3
|
|
|
14.2
|
|
||
Assets held-for-sale
|
3.4
|
|
|
1.5
|
|
||
Derivative asset
|
1.3
|
|
|
6.8
|
|
||
Other
|
13.9
|
|
|
6.7
|
|
||
|
$
|
389.6
|
|
|
$
|
381.2
|
|
|
June 30,
2018 |
|
December 31,
2017 |
||||
Supplemental executive retirement plan assets
|
$
|
30.5
|
|
|
$
|
30.9
|
|
Deferred costs
|
24.8
|
|
|
37.4
|
|
||
Deferred tax assets
|
15.5
|
|
|
38.8
|
|
||
Intangible assets
|
8.2
|
|
|
15.7
|
|
||
Other
|
14.9
|
|
|
17.4
|
|
||
|
$
|
93.9
|
|
|
$
|
140.2
|
|
|
June 30,
2018 |
|
December 31,
2017 |
||||
Accrued interest
|
$
|
101.6
|
|
|
$
|
83.1
|
|
Personnel costs
|
81.7
|
|
|
112.0
|
|
||
Deferred revenue
|
76.6
|
|
|
71.9
|
|
||
Taxes
|
50.8
|
|
|
46.4
|
|
||
Derivative liabilities
|
6.7
|
|
|
0.4
|
|
||
Other
|
14.1
|
|
|
12.1
|
|
||
|
$
|
331.5
|
|
|
$
|
325.9
|
|
|
June 30,
2018 |
|
December 31,
2017 |
||||
Unrecognized tax benefits (inclusive of interest and penalties)
|
$
|
180.7
|
|
|
$
|
178.0
|
|
Intangible liabilities
|
55.1
|
|
|
59.6
|
|
||
Supplemental executive retirement plan liabilities
|
31.5
|
|
|
32.0
|
|
||
Personnel costs
|
24.1
|
|
|
18.1
|
|
||
Deferred revenue
|
23.2
|
|
|
51.2
|
|
||
Deferred tax liabilities
|
16.3
|
|
|
18.5
|
|
||
Deferred rent
|
13.0
|
|
|
17.1
|
|
||
Other
|
18.1
|
|
|
12.2
|
|
||
|
$
|
362.0
|
|
|
$
|
386.7
|
|
|
June 30,
2018 |
|
December 31,
2017 |
||||
Derivative instruments
|
$
|
14.7
|
|
|
$
|
22.5
|
|
Currency translation adjustment
|
7.5
|
|
|
7.8
|
|
||
Other
|
(1.7
|
)
|
|
(1.7
|
)
|
||
|
$
|
20.5
|
|
|
$
|
28.6
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||
Total
(1)
|
13
|
%
|
|
22
|
%
|
|
14
|
%
|
|
22
|
%
|
Petrobras
(1)
|
10
|
%
|
|
11
|
%
|
|
11
|
%
|
|
10
|
%
|
BP
(2)
|
5
|
%
|
|
15
|
%
|
|
8
|
%
|
|
15
|
%
|
Other
|
72
|
%
|
|
52
|
%
|
|
67
|
%
|
|
53
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
(1)
|
During the
three-month and six-month
periods ended
June 30, 2018
and
2017
, all revenues were attributable to our Floaters segment.
|
(2)
|
During the
three-month
periods ended
June 30, 2018
and
2017
,
28%
of the revenues provided by BP were attributable to our Jackups segment and
79%
were attributable to our Floaters segment, respectively, and the remaining revenues were attributable to our Other segment. During the six-month period ended
June 30, 2018
,
43%
of the revenues provided by BP were attributable to our Floaters segment,
15%
of the revenues were attributable to our Jackups segment and the remaining revenues were attributable to our Other segment. During the six-month period ended June 30,
2017
,
79%
of the revenues provided by BP were attributable to our Floaters segment and the remaining revenues were attributable to our Other segment.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Australia
(1)
|
$
|
80.4
|
|
|
$
|
55.3
|
|
|
$
|
132.6
|
|
|
$
|
109.9
|
|
Angola
(2)
|
72.2
|
|
|
115.9
|
|
|
133.3
|
|
|
237.6
|
|
||||
U.S. Gulf of Mexico
(3)
|
59.5
|
|
|
33.0
|
|
|
113.1
|
|
|
77.3
|
|
||||
United Kingdom
(4)
|
53.7
|
|
|
36.7
|
|
|
100.3
|
|
|
67.9
|
|
||||
Brazil
(5)
|
46.1
|
|
|
48.7
|
|
|
96.4
|
|
|
96.5
|
|
||||
Egypt
(5)
|
—
|
|
|
53.4
|
|
|
31.2
|
|
|
106.6
|
|
||||
Other
|
146.6
|
|
|
114.5
|
|
|
268.6
|
|
|
232.8
|
|
||||
|
$
|
458.5
|
|
|
$
|
457.5
|
|
|
$
|
875.5
|
|
|
$
|
928.6
|
|
(1)
|
During the
three-month
periods ended
June 30, 2018
and
2017
,
95%
and
78%
of the revenues earned in Australia, respectively, were attributable to our Floaters segment, and the remaining revenues were attributable to our Jackups segment. During the
six-month
periods ended
June 30, 2018
and
2017
,
97%
and
78%
of the revenues earned in Australia, respectively, were attributable to our Floaters segment, and the remaining revenues were attributable to our Jackups segment.
|
(2)
|
During the
three-month
periods ended
June 30, 2018
and
2017
,
84%
and
87%
of the revenues earned in Angola, respectively, were attributable to our Floaters segment, and the remaining revenues were attributable to our Jackups segment. During the
six-month
periods ended
June 30, 2018
and
2017
,
90%
and
86%
of the revenues earned in Angola, respectively, were attributable to our Floaters segment, and the remaining revenues were attributable to our Jackups segment.
|
(3)
|
During the
three-month
period ended
June 30, 2018
,
36%
of the revenues earned in the U.S. Gulf of Mexico, were attributable to our Floaters segment,
39%
were attributable to our Jackups segment, and the remaining revenues were attributable to our Other segment. During the
three-month
period ended June 30,
2017
,
10%
of the revenues earned in the U.S. Gulf of Mexico were attributable to our Floaters segment,
46%
were attributable to our Jackups segment and the remaining revenues were attributable to our Other segment. During the
six-month
period ended
June 30, 2018
, both the Jackups and Floaters segments earned
37%
of revenues in the U.S. Gulf of Mexico and the remaining revenues were attributable to our Other segment. During the
six-month
period ended
June 30, 2017
,
37%
and
25%
of the revenues earned in the U.S. Gulf of Mexico were attributable to our Jackups segment and Floaters segment, respectively, and the remaining revenues were attributable to our Other segment.
|
(4)
|
During the
three-month and six-month
periods ended
June 30, 2018
and
2017
, all revenues earned in the United Kingdom were attributable to our Jackups segment.
|
(5)
|
During the
three-month and six-month
periods ended
June 30, 2018
and
2017
, all revenues earned in Brazil and Egypt were attributable to our Floaters segment.
|
ENSCO PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
Three Months Ended June 30, 2018
(In millions)
(Unaudited)
|
|||||||||||||||||||||||
|
Ensco plc
|
|
ENSCO International Incorporated
|
|
Pride International LLC
|
|
Other Non-Guarantor Subsidiaries of Ensco
|
|
Consolidating Adjustments
|
|
Total
|
||||||||||||
OPERATING REVENUES
|
$
|
12.3
|
|
|
$
|
39.8
|
|
|
$
|
—
|
|
|
$
|
484.3
|
|
|
$
|
(77.9
|
)
|
|
$
|
458.5
|
|
OPERATING EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Contract drilling (exclusive of depreciation)
|
13.0
|
|
|
36.2
|
|
|
—
|
|
|
373.0
|
|
|
(77.9
|
)
|
|
344.3
|
|
||||||
Depreciation
|
—
|
|
|
3.5
|
|
|
—
|
|
|
117.2
|
|
|
—
|
|
|
120.7
|
|
||||||
General and administrative
|
10.3
|
|
|
.1
|
|
|
—
|
|
|
15.7
|
|
|
—
|
|
|
26.1
|
|
||||||
OPERATING LOSS
|
(11.0
|
)
|
|
—
|
|
|
—
|
|
|
(21.6
|
)
|
|
—
|
|
|
(32.6
|
)
|
||||||
OTHER EXPENSE, NET
|
(5.1
|
)
|
|
(40.5
|
)
|
|
(19.7
|
)
|
|
(23.5
|
)
|
|
4.0
|
|
|
(84.8
|
)
|
||||||
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
|
(16.1
|
)
|
|
(40.5
|
)
|
|
(19.7
|
)
|
|
(45.1
|
)
|
|
4.0
|
|
|
(117.4
|
)
|
||||||
INCOME TAX PROVISION
|
—
|
|
|
18.6
|
|
|
—
|
|
|
6.1
|
|
|
—
|
|
|
24.7
|
|
||||||
DISCONTINUED OPERATIONS, NET
|
—
|
|
|
—
|
|
|
—
|
|
|
(8.0
|
)
|
|
—
|
|
|
(8.0
|
)
|
||||||
EQUITY EARNINGS (LOSSES) IN AFFILIATES, NET OF TAX
|
(134.9
|
)
|
|
28.7
|
|
|
22.6
|
|
|
—
|
|
|
83.6
|
|
|
—
|
|
||||||
NET LOSS
|
(151.0
|
)
|
|
(30.4
|
)
|
|
2.9
|
|
|
(59.2
|
)
|
|
87.6
|
|
|
(150.1
|
)
|
||||||
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
|
—
|
|
|
(.9
|
)
|
|
—
|
|
|
(.9
|
)
|
||||||
NET LOSS ATTRIBUTABLE TO ENSCO
|
$
|
(151.0
|
)
|
|
$
|
(30.4
|
)
|
|
$
|
2.9
|
|
|
$
|
(60.1
|
)
|
|
$
|
87.6
|
|
|
$
|
(151.0
|
)
|
ENSCO PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
Three Months Ended June 30, 2017
(In millions)
(Unaudited)
|
|||||||||||||||||||||||
|
Ensco plc
|
|
ENSCO International Incorporated
|
|
Pride International LLC
|
|
Other Non-Guarantor Subsidiaries of Ensco
|
|
Consolidating Adjustments
|
|
Total
|
||||||||||||
OPERATING REVENUES
|
$
|
12.8
|
|
|
$
|
43.9
|
|
|
$
|
—
|
|
|
$
|
486.5
|
|
|
$
|
(85.7
|
)
|
|
$
|
457.5
|
|
OPERATING EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Contract drilling (exclusive of depreciation)
|
11.1
|
|
|
41.4
|
|
|
—
|
|
|
324.5
|
|
|
(85.7
|
)
|
|
291.3
|
|
||||||
Depreciation
|
—
|
|
|
4.3
|
|
|
—
|
|
|
103.6
|
|
|
—
|
|
|
107.9
|
|
||||||
General and administrative
|
12.1
|
|
|
4.2
|
|
|
—
|
|
|
14.2
|
|
|
—
|
|
|
30.5
|
|
||||||
OPERATING INCOME (LOSS)
|
(10.4
|
)
|
|
(6.0
|
)
|
|
—
|
|
|
44.2
|
|
|
—
|
|
|
27.8
|
|
||||||
OTHER EXPENSE, NET
|
(7.1
|
)
|
|
(26.9
|
)
|
|
(16.9
|
)
|
|
(4.9
|
)
|
|
2.6
|
|
|
(53.2
|
)
|
||||||
INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
|
(17.5
|
)
|
|
(32.9
|
)
|
|
(16.9
|
)
|
|
39.3
|
|
|
2.6
|
|
|
(25.4
|
)
|
||||||
INCOME TAX PROVISION
|
—
|
|
|
4.3
|
|
|
—
|
|
|
15.0
|
|
|
—
|
|
|
19.3
|
|
||||||
DISCONTINUED OPERATIONS, NET
|
—
|
|
|
—
|
|
|
—
|
|
|
.4
|
|
|
—
|
|
|
.4
|
|
||||||
EQUITY EARNINGS(LOSS) IN AFFILIATES, NET OF TAX
|
(28.0
|
)
|
|
28.7
|
|
|
19.9
|
|
|
—
|
|
|
(20.6
|
)
|
|
—
|
|
||||||
NET INCOME (LOSS)
|
(45.5
|
)
|
|
(8.5
|
)
|
|
3.0
|
|
|
24.7
|
|
|
(18.0
|
)
|
|
(44.3
|
)
|
||||||
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.2
|
)
|
|
—
|
|
|
(1.2
|
)
|
||||||
NET INCOME (LOSS) ATTRIBUTABLE TO ENSCO
|
$
|
(45.5
|
)
|
|
$
|
(8.5
|
)
|
|
$
|
3.0
|
|
|
$
|
23.5
|
|
|
$
|
(18.0
|
)
|
|
$
|
(45.5
|
)
|
ENSCO PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
Six Months Ended June 30, 2018
(In millions)
(Unaudited)
|
|||||||||||||||||||||||
|
Ensco plc
|
|
ENSCO International Incorporated
|
|
Pride International LLC
|
|
Other Non-Guarantor Subsidiaries of Ensco
|
|
Consolidating Adjustments
|
|
Total
|
||||||||||||
OPERATING REVENUES
|
$
|
24.6
|
|
|
$
|
80.1
|
|
|
$
|
—
|
|
|
$
|
927.8
|
|
|
$
|
(157.0
|
)
|
|
$
|
875.5
|
|
OPERATING EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Contract drilling (exclusive of depreciation)
|
26.4
|
|
|
72.8
|
|
|
—
|
|
|
727.3
|
|
|
(157.0
|
)
|
|
669.5
|
|
||||||
Depreciation
|
—
|
|
|
7.0
|
|
|
—
|
|
|
228.9
|
|
|
—
|
|
|
235.9
|
|
||||||
General and administrative
|
20.5
|
|
|
.3
|
|
|
—
|
|
|
33.2
|
|
|
—
|
|
|
54.0
|
|
||||||
OPERATING LOSS
|
(22.3
|
)
|
|
—
|
|
|
—
|
|
|
(61.6
|
)
|
|
—
|
|
|
(83.9
|
)
|
||||||
OTHER INCOME (EXPENSE), NET
|
0.5
|
|
|
(68.5
|
)
|
|
(50.0
|
)
|
|
(56.9
|
)
|
|
19.4
|
|
|
(155.5
|
)
|
||||||
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
|
(21.8
|
)
|
|
(68.5
|
)
|
|
(50.0
|
)
|
|
(118.5
|
)
|
|
19.4
|
|
|
(239.4
|
)
|
||||||
INCOME TAX PROVISION
|
—
|
|
|
22.9
|
|
|
—
|
|
|
20.2
|
|
|
—
|
|
|
43.1
|
|
||||||
DISCONTINUED OPERATIONS, NET
|
—
|
|
|
—
|
|
|
—
|
|
|
(8.1
|
)
|
|
—
|
|
|
(8.1
|
)
|
||||||
EQUITY EARNINGS (LOSSES) IN AFFILIATES, NET OF TAX
|
(269.3
|
)
|
|
49.5
|
|
|
46.0
|
|
|
—
|
|
|
173.8
|
|
|
—
|
|
||||||
NET LOSS
|
(291.1
|
)
|
|
(41.9
|
)
|
|
(4.0
|
)
|
|
(146.8
|
)
|
|
193.2
|
|
|
(290.6
|
)
|
||||||
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
|
—
|
|
|
(.5
|
)
|
|
—
|
|
|
(.5
|
)
|
||||||
NET LOSS ATTRIBUTABLE TO ENSCO
|
$
|
(291.1
|
)
|
|
$
|
(41.9
|
)
|
|
$
|
(4.0
|
)
|
|
$
|
(147.3
|
)
|
|
$
|
193.2
|
|
|
$
|
(291.1
|
)
|
ENSCO PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
Six Months Ended June 30, 2017
(In millions)
(Unaudited)
|
|||||||||||||||||||||||
|
Ensco plc
|
|
ENSCO International Incorporated
|
|
Pride International LLC
|
|
Other Non-Guarantor Subsidiaries of Ensco
|
|
Consolidating Adjustments
|
|
Total
|
||||||||||||
OPERATING REVENUES
|
$
|
25.5
|
|
|
$
|
89.9
|
|
|
$
|
—
|
|
|
$
|
987.2
|
|
|
$
|
(174.0
|
)
|
|
$
|
928.6
|
|
OPERATING EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Contract drilling (exclusive of depreciation)
|
22.4
|
|
|
83.4
|
|
|
—
|
|
|
637.6
|
|
|
(174.0
|
)
|
|
569.4
|
|
||||||
Depreciation
|
—
|
|
|
8.5
|
|
|
—
|
|
|
208.6
|
|
|
—
|
|
|
217.1
|
|
||||||
General and administrative
|
23.6
|
|
|
4.3
|
|
|
—
|
|
|
28.6
|
|
|
—
|
|
|
56.5
|
|
||||||
OPERATING INCOME (LOSS)
|
(20.5
|
)
|
|
(6.3
|
)
|
|
—
|
|
|
112.4
|
|
|
—
|
|
|
85.6
|
|
||||||
OTHER EXPENSE, NET
|
(13.6
|
)
|
|
(58.2
|
)
|
|
(35.6
|
)
|
|
(12.6
|
)
|
|
9.1
|
|
|
(110.9
|
)
|
||||||
INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
|
(34.1
|
)
|
|
(64.5
|
)
|
|
(35.6
|
)
|
|
99.8
|
|
|
9.1
|
|
|
(25.3
|
)
|
||||||
INCOME TAX PROVISION
|
—
|
|
|
18.9
|
|
|
—
|
|
|
24.5
|
|
|
—
|
|
|
43.4
|
|
||||||
DISCONTINUED OPERATIONS, NET
|
—
|
|
|
—
|
|
|
—
|
|
|
(.2
|
)
|
|
—
|
|
|
(.2
|
)
|
||||||
EQUITY EARNINGS (LOSSES) IN AFFILIATES, NET OF TAX
|
(37.1
|
)
|
|
83.6
|
|
|
46.2
|
|
|
—
|
|
|
(92.7
|
)
|
|
—
|
|
||||||
NET INCOME (LOSS)
|
(71.2
|
)
|
|
.2
|
|
|
10.6
|
|
|
75.1
|
|
|
(83.6
|
)
|
|
(68.9
|
)
|
||||||
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.3
|
)
|
|
—
|
|
|
(2.3
|
)
|
||||||
NET INCOME (LOSS) ATTRIBUTABLE TO ENSCO
|
$
|
(71.2
|
)
|
|
$
|
.2
|
|
|
$
|
10.6
|
|
|
$
|
72.8
|
|
|
$
|
(83.6
|
)
|
|
$
|
(71.2
|
)
|
|
Ensco plc
|
|
ENSCO International Incorporated
|
|
Pride International LLC
|
|
Other Non-Guarantor Subsidiaries of Ensco
|
|
Consolidating Adjustments
|
|
Total
|
||||||||||||
NET LOSS
|
$
|
(151.0
|
)
|
|
$
|
(30.4
|
)
|
|
$
|
2.9
|
|
|
$
|
(59.2
|
)
|
|
$
|
87.6
|
|
|
$
|
(150.1
|
)
|
OTHER COMPREHENSIVE LOSS, NET
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net change in derivative fair value
|
—
|
|
|
(7.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7.6
|
)
|
||||||
Reclassification of net gains on derivative instruments from other comprehensive loss into net loss
|
—
|
|
|
(.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(.7
|
)
|
||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
(.2
|
)
|
|
—
|
|
|
(.2
|
)
|
||||||
NET OTHER COMPREHENSIVE LOSS
|
—
|
|
|
(8.3
|
)
|
|
—
|
|
|
(.2
|
)
|
|
—
|
|
|
(8.5
|
)
|
||||||
COMPREHENSIVE LOSS
|
(151.0
|
)
|
|
(38.7
|
)
|
|
2.9
|
|
|
(59.4
|
)
|
|
87.6
|
|
|
(158.6
|
)
|
||||||
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
|
—
|
|
|
(.9
|
)
|
|
—
|
|
|
(.9
|
)
|
||||||
COMPREHENSIVE LOSS ATTRIBUTABLE TO ENSCO
|
$
|
(151.0
|
)
|
|
$
|
(38.7
|
)
|
|
$
|
2.9
|
|
|
$
|
(60.3
|
)
|
|
$
|
87.6
|
|
|
$
|
(159.5
|
)
|
|
Ensco plc
|
|
ENSCO International Incorporated
|
|
Pride International LLC
|
|
Other Non-Guarantor Subsidiaries of Ensco
|
|
Consolidating Adjustments
|
|
Total
|
||||||||||||
NET INCOME (LOSS)
|
$
|
(45.5
|
)
|
|
$
|
(8.5
|
)
|
|
$
|
3.0
|
|
|
$
|
24.7
|
|
|
$
|
(18.0
|
)
|
|
$
|
(44.3
|
)
|
OTHER COMPREHENSIVE INCOME, NET
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net change in derivative fair value
|
—
|
|
|
2.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.9
|
|
||||||
Reclassification of net losses on derivative instruments from other comprehensive income into net income
|
—
|
|
|
.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
.3
|
|
||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
.2
|
|
|
—
|
|
|
.2
|
|
||||||
NET OTHER COMPREHENSIVE INCOME
|
—
|
|
|
3.2
|
|
|
—
|
|
|
.2
|
|
|
—
|
|
|
3.4
|
|
||||||
COMPREHENSIVE INCOME (LOSS)
|
(45.5
|
)
|
|
(5.3
|
)
|
|
3.0
|
|
|
24.9
|
|
|
(18.0
|
)
|
|
(40.9
|
)
|
||||||
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.2
|
)
|
|
—
|
|
|
(1.2
|
)
|
||||||
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO ENSCO
|
$
|
(45.5
|
)
|
|
$
|
(5.3
|
)
|
|
$
|
3.0
|
|
|
$
|
23.7
|
|
|
$
|
(18.0
|
)
|
|
$
|
(42.1
|
)
|
|
Ensco plc
|
|
ENSCO International Incorporated
|
|
Pride International LLC
|
|
Other Non-Guarantor Subsidiaries of Ensco
|
|
Consolidating Adjustments
|
|
Total
|
||||||||||||
NET LOSS
|
$
|
(291.1
|
)
|
|
$
|
(41.9
|
)
|
|
$
|
(4.0
|
)
|
|
$
|
(146.8
|
)
|
|
$
|
193.2
|
|
|
$
|
(290.6
|
)
|
OTHER COMPREHENSIVE LOSS, NET
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net change in derivative fair value
|
—
|
|
|
(4.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4.9
|
)
|
||||||
Reclassification of net gains on derivative instruments from other comprehensive loss to net loss
|
—
|
|
|
(2.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.9
|
)
|
||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
(.3
|
)
|
|
—
|
|
|
(.3
|
)
|
||||||
NET OTHER COMPREHENSIVE LOSS
|
—
|
|
|
(7.8
|
)
|
|
—
|
|
|
(.3
|
)
|
|
—
|
|
|
(8.1
|
)
|
||||||
COMPREHENSIVE LOSS
|
(291.1
|
)
|
|
(49.7
|
)
|
|
(4.0
|
)
|
|
(147.1
|
)
|
|
193.2
|
|
|
(298.7
|
)
|
||||||
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
|
—
|
|
|
(.5
|
)
|
|
—
|
|
|
(.5
|
)
|
||||||
COMPREHENSIVE LOSS ATTRIBUTABLE TO ENSCO
|
$
|
(291.1
|
)
|
|
$
|
(49.7
|
)
|
|
$
|
(4.0
|
)
|
|
$
|
(147.6
|
)
|
|
$
|
193.2
|
|
|
$
|
(299.2
|
)
|
|
Ensco plc
|
|
ENSCO International Incorporated
|
|
Pride International LLC
|
|
Other Non-Guarantor Subsidiaries of Ensco
|
|
Consolidating Adjustments
|
|
Total
|
||||||||||||
NET INCOME (LOSS)
|
$
|
(71.2
|
)
|
|
$
|
.2
|
|
|
$
|
10.6
|
|
|
$
|
75.1
|
|
|
$
|
(83.6
|
)
|
|
$
|
(68.9
|
)
|
OTHER COMPREHENSIVE INCOME, NET
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net change in derivative fair value
|
—
|
|
|
6.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6.0
|
|
||||||
Reclassification of net losses on derivative instruments from other comprehensive income into net income (loss)
|
—
|
|
|
1.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.2
|
|
||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
.7
|
|
|
—
|
|
|
.7
|
|
||||||
NET OTHER COMPREHENSIVE INCOME
|
—
|
|
|
7.2
|
|
|
—
|
|
|
.7
|
|
|
—
|
|
|
7.9
|
|
||||||
COMPREHENSIVE INCOME (LOSS)
|
(71.2
|
)
|
|
7.4
|
|
|
10.6
|
|
|
75.8
|
|
|
(83.6
|
)
|
|
(61.0
|
)
|
||||||
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.3
|
)
|
|
—
|
|
|
(2.3
|
)
|
||||||
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO ENSCO
|
$
|
(71.2
|
)
|
|
$
|
7.4
|
|
|
$
|
10.6
|
|
|
$
|
73.5
|
|
|
$
|
(83.6
|
)
|
|
$
|
(63.3
|
)
|
ENSCO PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATING BALANCE SHEETS
June 30, 2018
(In millions)
(Unaudited)
|
|||||||||||||||||||||||
|
Ensco plc
|
|
ENSCO International Incorporated
|
|
Pride International LLC
|
|
Other Non-Guarantor Subsidiaries of Ensco
|
|
Consolidating Adjustments
|
|
Total
|
||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
CURRENT ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and cash equivalents
|
$
|
305.7
|
|
|
$
|
—
|
|
|
$
|
16.1
|
|
|
$
|
163.7
|
|
|
$
|
—
|
|
|
$
|
485.5
|
|
Short-term investments
|
255.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
255.0
|
|
||||||
Accounts receivable, net
|
1.9
|
|
|
.4
|
|
|
—
|
|
|
330.4
|
|
|
—
|
|
|
332.7
|
|
||||||
Accounts receivable from affiliates
|
1,163.0
|
|
|
413.4
|
|
|
1.4
|
|
|
386.2
|
|
|
(1,964.0
|
)
|
|
—
|
|
||||||
Other
|
.3
|
|
|
2.1
|
|
|
—
|
|
|
387.2
|
|
|
—
|
|
|
389.6
|
|
||||||
Total current assets
|
1,725.9
|
|
|
415.9
|
|
|
17.5
|
|
|
1,267.5
|
|
|
(1,964.0
|
)
|
|
1,462.8
|
|
||||||
PROPERTY AND EQUIPMENT, AT COST
|
1.8
|
|
|
124.4
|
|
|
—
|
|
|
15,350.3
|
|
|
—
|
|
|
15,476.5
|
|
||||||
Less accumulated depreciation
|
1.8
|
|
|
84.1
|
|
|
—
|
|
|
2,606.7
|
|
|
—
|
|
|
2,692.6
|
|
||||||
Property and equipment, net
|
—
|
|
|
40.3
|
|
|
—
|
|
|
12,743.6
|
|
|
—
|
|
|
12,783.9
|
|
||||||
DUE FROM AFFILIATES
|
3,080.5
|
|
|
461.3
|
|
|
161.2
|
|
|
2,185.4
|
|
|
(5,888.4
|
)
|
|
—
|
|
||||||
INVESTMENTS IN AFFILIATES
|
8,835.1
|
|
|
3,641.4
|
|
|
1,152.6
|
|
|
—
|
|
|
(13,629.1
|
)
|
|
—
|
|
||||||
OTHER ASSETS
|
9.7
|
|
|
—
|
|
|
—
|
|
|
204.1
|
|
|
(119.9
|
)
|
|
93.9
|
|
||||||
|
$
|
13,651.2
|
|
|
$
|
4,558.9
|
|
|
$
|
1,331.3
|
|
|
$
|
16,400.6
|
|
|
$
|
(21,601.4
|
)
|
|
$
|
14,340.6
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
|||||||||||||||
CURRENT LIABILITIES
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Accounts payable and accrued liabilities
|
$
|
79.7
|
|
|
$
|
10.0
|
|
|
$
|
12.5
|
|
|
$
|
447.6
|
|
|
$
|
—
|
|
|
$
|
549.8
|
|
Accounts payable to affiliates
|
47.2
|
|
|
374.9
|
|
|
27.1
|
|
|
1,514.8
|
|
|
(1,964.0
|
)
|
|
—
|
|
||||||
Total current liabilities
|
126.9
|
|
|
384.9
|
|
|
39.6
|
|
|
1,962.4
|
|
|
(1,964.0
|
)
|
|
549.8
|
|
||||||
DUE TO AFFILIATES
|
1,417.2
|
|
|
1,426.1
|
|
|
1,387.6
|
|
|
1,657.5
|
|
|
(5,888.4
|
)
|
|
—
|
|
||||||
LONG-TERM DEBT
|
3,673.2
|
|
|
149.4
|
|
|
504.8
|
|
|
667.5
|
|
|
—
|
|
|
4,994.9
|
|
||||||
OTHER LIABILITIES
|
—
|
|
|
24.2
|
|
|
—
|
|
|
457.7
|
|
|
(119.9
|
)
|
|
362.0
|
|
||||||
ENSCO SHAREHOLDERS' EQUITY (DEFICIT)
|
8,433.9
|
|
|
2,574.3
|
|
|
(600.7
|
)
|
|
11,657.8
|
|
|
(13,629.1
|
)
|
|
8,436.2
|
|
||||||
NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.3
|
)
|
|
—
|
|
|
(2.3
|
)
|
||||||
Total equity (deficit)
|
8,433.9
|
|
|
2,574.3
|
|
|
(600.7
|
)
|
|
11,655.5
|
|
|
(13,629.1
|
)
|
|
8,433.9
|
|
||||||
|
$
|
13,651.2
|
|
|
$
|
4,558.9
|
|
|
$
|
1,331.3
|
|
|
$
|
16,400.6
|
|
|
$
|
(21,601.4
|
)
|
|
$
|
14,340.6
|
|
ENSCO PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATING BALANCE SHEETS
December 31, 2017
(In millions)
|
|||||||||||||||||||||||
|
Ensco plc
|
|
ENSCO International Incorporated
|
|
Pride International LLC
|
|
Other Non-Guarantor Subsidiaries of Ensco
|
|
Consolidating Adjustments
|
|
Total
|
||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
CURRENT ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and cash equivalents
|
$
|
185.2
|
|
|
$
|
—
|
|
|
$
|
25.6
|
|
|
$
|
234.6
|
|
|
$
|
—
|
|
|
$
|
445.4
|
|
Short-term investments
|
440.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
440.0
|
|
|||||
Accounts receivable, net
|
6.9
|
|
|
.4
|
|
|
—
|
|
|
338.1
|
|
|
—
|
|
|
345.4
|
|
||||||
Accounts receivable from affiliates
|
351.8
|
|
|
492.7
|
|
|
—
|
|
|
424.3
|
|
|
(1,268.8
|
)
|
|
—
|
|
||||||
Other
|
—
|
|
|
8.8
|
|
|
—
|
|
|
372.4
|
|
|
—
|
|
|
381.2
|
|
||||||
Total current assets
|
983.9
|
|
|
501.9
|
|
|
25.6
|
|
|
1,369.4
|
|
|
(1,268.8
|
)
|
|
1,612.0
|
|
||||||
PROPERTY AND EQUIPMENT, AT COST
|
1.8
|
|
|
120.8
|
|
|
—
|
|
|
15,209.5
|
|
|
—
|
|
|
15,332.1
|
|
||||||
Less accumulated depreciation
|
1.8
|
|
|
77.1
|
|
|
—
|
|
|
2,379.5
|
|
|
—
|
|
|
2,458.4
|
|
||||||
Property and equipment, net
|
—
|
|
|
43.7
|
|
|
—
|
|
|
12,830.0
|
|
|
—
|
|
|
12,873.7
|
|
||||||
DUE FROM AFFILIATES
|
3,002.1
|
|
|
2,618.0
|
|
|
165.1
|
|
|
3,736.1
|
|
|
(9,521.3
|
)
|
|
—
|
|
||||||
INVESTMENTS IN AFFILIATES
|
9,098.5
|
|
|
3,591.9
|
|
|
1,106.6
|
|
|
—
|
|
|
(13,797.0
|
)
|
|
—
|
|
||||||
OTHER ASSETS
|
12.9
|
|
|
5.0
|
|
|
—
|
|
|
226.5
|
|
|
(104.2
|
)
|
|
140.2
|
|
||||||
|
$
|
13,097.4
|
|
|
$
|
6,760.5
|
|
|
$
|
1,297.3
|
|
|
$
|
18,162.0
|
|
|
$
|
(24,691.3
|
)
|
|
$
|
14,625.9
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
|||||||||||||||
CURRENT LIABILITIES
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Accounts payable and accrued liabilities
|
$
|
55.4
|
|
|
$
|
39.0
|
|
|
$
|
21.7
|
|
|
$
|
642.4
|
|
|
$
|
—
|
|
|
$
|
758.5
|
|
Accounts payable to affiliates
|
67.3
|
|
|
458.3
|
|
|
12.4
|
|
|
730.8
|
|
|
(1,268.8
|
)
|
|
—
|
|
||||||
Total current liabilities
|
122.7
|
|
|
497.3
|
|
|
34.1
|
|
|
1,373.2
|
|
|
(1,268.8
|
)
|
|
758.5
|
|
||||||
DUE TO AFFILIATES
|
1,402.9
|
|
|
3,559.2
|
|
|
753.9
|
|
|
3,805.3
|
|
|
(9,521.3
|
)
|
|
—
|
|
||||||
LONG-TERM DEBT
|
2,841.8
|
|
|
149.2
|
|
|
1,106.0
|
|
|
653.7
|
|
|
—
|
|
|
4,750.7
|
|
||||||
OTHER LIABILITIES
|
—
|
|
|
3.1
|
|
|
—
|
|
|
487.8
|
|
|
(104.2
|
)
|
|
386.7
|
|
||||||
ENSCO SHAREHOLDERS' EQUITY (DEFICIT)
|
8,730.0
|
|
|
2,551.7
|
|
|
(596.7
|
)
|
|
11,844.1
|
|
|
(13,797.0
|
)
|
|
8,732.1
|
|
||||||
NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.1
|
)
|
|
—
|
|
|
(2.1
|
)
|
||||||
Total equity (deficit)
|
8,730.0
|
|
|
2,551.7
|
|
|
(596.7
|
)
|
|
11,842.0
|
|
|
(13,797.0
|
)
|
|
8,730.0
|
|
||||||
|
$
|
13,097.4
|
|
|
$
|
6,760.5
|
|
|
$
|
1,297.3
|
|
|
$
|
18,162.0
|
|
|
$
|
(24,691.3
|
)
|
|
$
|
14,625.9
|
|
ENSCO PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
Six Months Ended June 30, 2018
(In millions)
(Unaudited)
|
|||||||||||||||||||||||
|
Ensco plc
|
|
ENSCO International Incorporated
|
|
Pride International LLC
|
|
Other Non-guarantor Subsidiaries of Ensco
|
|
Consolidating Adjustments
|
|
Total
|
||||||||||||
OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Net cash provided by (used in) operating activities of continuing operations
|
$
|
28.3
|
|
|
$
|
(87.8
|
)
|
|
$
|
(56.6
|
)
|
|
$
|
98.1
|
|
|
$
|
—
|
|
|
$
|
(18.0
|
)
|
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Maturities of short-term investments
|
599.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
599.0
|
|
||||||
Purchases of short-term investments
|
(414.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(414.0
|
)
|
||||||
Additions to property and equipment
|
—
|
|
|
—
|
|
|
—
|
|
|
(331.9
|
)
|
|
—
|
|
|
(331.9
|
)
|
||||||
Sale of affiliate debt
|
479.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(479.0
|
)
|
|
—
|
|
||||||
Purchase of affiliate debt
|
(552.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
552.5
|
|
|
—
|
|
||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
2.9
|
|
|
—
|
|
|
2.9
|
|
||||||
Net cash provided by (used in) investing activities of continuing operations
|
111.5
|
|
|
—
|
|
|
—
|
|
|
(329.0
|
)
|
|
73.5
|
|
|
(144.0
|
)
|
||||||
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Proceeds from issuance of senior notes
|
1,000.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,000.0
|
|
||||||
Reduction of long-term borrowings
|
(159.9
|
)
|
|
—
|
|
|
(537.8
|
)
|
|
—
|
|
|
(73.5
|
)
|
|
(771.2
|
)
|
||||||
Debt financing costs
|
(17.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(17.0
|
)
|
||||||
Cash dividends paid
|
(9.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.0
|
)
|
||||||
Advances from (to) affiliates
|
(831.5
|
)
|
|
87.8
|
|
|
584.9
|
|
|
158.8
|
|
|
—
|
|
|
—
|
|
||||||
Other
|
(1.9
|
)
|
|
—
|
|
|
—
|
|
|
(0.6
|
)
|
|
—
|
|
|
(2.5
|
)
|
||||||
Net cash provided by (used in) financing activities
|
(19.3
|
)
|
|
87.8
|
|
|
47.1
|
|
|
158.2
|
|
|
(73.5
|
)
|
|
200.3
|
|
||||||
Net cash provided by discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
|
2.5
|
|
||||||
Effect of exchange rate changes on cash and cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
(.7
|
)
|
|
—
|
|
|
(.7
|
)
|
||||||
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
|
120.5
|
|
|
—
|
|
|
(9.5
|
)
|
|
(70.9
|
)
|
|
—
|
|
|
40.1
|
|
||||||
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
|
185.2
|
|
|
—
|
|
|
25.6
|
|
|
234.6
|
|
|
—
|
|
|
445.4
|
|
||||||
CASH AND CASH EQUIVALENTS, END OF PERIOD
|
$
|
305.7
|
|
|
$
|
—
|
|
|
$
|
16.1
|
|
|
$
|
163.7
|
|
|
$
|
—
|
|
|
$
|
485.5
|
|
ENSCO PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
Six Months Ended June 30, 2017
(In millions)
(Unaudited)
|
|||||||||||||||||||||||
|
Ensco plc
|
|
ENSCO International Incorporated
|
|
Pride International LLC
|
|
Other Non-guarantor Subsidiaries of Ensco
|
|
Consolidating Adjustments
|
|
Total
|
||||||||||||
OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Net cash provided by (used in) operating activities of continuing operations
|
$
|
(17.8
|
)
|
|
$
|
(50.5
|
)
|
|
$
|
(53.9
|
)
|
|
$
|
252.7
|
|
|
$
|
—
|
|
|
$
|
130.5
|
|
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Maturities of short-term investments
|
65.1
|
|
|
—
|
|
|
—
|
|
|
831.9
|
|
|
—
|
|
|
897.0
|
|
||||||
Purchases of short-term investments
|
(563.0
|
)
|
|
—
|
|
|
—
|
|
|
(571.8
|
)
|
|
—
|
|
|
(1,134.8
|
)
|
||||||
Additions to property and equipment
|
—
|
|
|
—
|
|
|
—
|
|
|
(332.6
|
)
|
|
—
|
|
|
(332.6
|
)
|
||||||
Purchase of affiliate debt
|
(316.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
316.3
|
|
|
—
|
|
||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
1.7
|
|
|
—
|
|
|
1.7
|
|
||||||
Net cash used in investing activities of continuing operations
|
(814.2
|
)
|
|
—
|
|
|
—
|
|
|
(70.8
|
)
|
|
316.3
|
|
|
(568.7
|
)
|
||||||
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Reduction of long-term borrowings
|
(220.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(316.3
|
)
|
|
(537.0
|
)
|
||||||
Cash dividends paid
|
(6.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6.2
|
)
|
||||||
Debt financing costs
|
(5.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5.5
|
)
|
||||||
Advances from affiliates
|
247.7
|
|
|
50.5
|
|
|
37.9
|
|
|
(336.1
|
)
|
|
—
|
|
|
—
|
|
||||||
Other
|
(2.6
|
)
|
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
|
—
|
|
|
(3.6
|
)
|
||||||
Net cash provided by (used in) financing activities
|
12.7
|
|
|
50.5
|
|
|
37.9
|
|
|
(337.1
|
)
|
|
(316.3
|
)
|
|
(552.3
|
)
|
||||||
Net cash used in discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
||||||
Effect of exchange rate changes on cash and cash equivalents
|
—
|
|
|
—
|
|
|
—
|
|
|
.6
|
|
|
—
|
|
|
.6
|
|
||||||
NET DECREASE IN CASH AND CASH EQUIVALENTS
|
(819.3
|
)
|
|
—
|
|
|
(16.0
|
)
|
|
(154.8
|
)
|
|
—
|
|
|
(990.1
|
)
|
||||||
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
|
892.6
|
|
|
—
|
|
|
19.8
|
|
|
247.3
|
|
|
—
|
|
|
1,159.7
|
|
||||||
CASH AND CASH EQUIVALENTS, END OF PERIOD
|
$
|
73.3
|
|
|
$
|
—
|
|
|
$
|
3.8
|
|
|
$
|
92.5
|
|
|
$
|
—
|
|
|
$
|
169.6
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Revenues
|
$
|
458.5
|
|
|
$
|
457.5
|
|
|
$
|
875.5
|
|
|
$
|
928.6
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||
Contract drilling (exclusive of depreciation)
|
344.3
|
|
|
291.3
|
|
|
669.5
|
|
|
569.4
|
|
||||
Depreciation
|
120.7
|
|
|
107.9
|
|
|
235.9
|
|
|
217.1
|
|
||||
General and administrative
|
26.1
|
|
|
30.5
|
|
|
54.0
|
|
|
56.5
|
|
||||
Operating income (loss)
|
(32.6
|
)
|
|
27.8
|
|
|
(83.9
|
)
|
|
85.6
|
|
||||
Other expense, net
|
(84.8
|
)
|
|
(53.2
|
)
|
|
(155.5
|
)
|
|
(110.9
|
)
|
||||
Provision for income taxes
|
24.7
|
|
|
19.3
|
|
|
43.1
|
|
|
43.4
|
|
||||
Loss from continuing operations
|
(142.1
|
)
|
|
(44.7
|
)
|
|
(282.5
|
)
|
|
(68.7
|
)
|
||||
Income (loss) from discontinued operations, net
|
(8.0
|
)
|
|
.4
|
|
|
(8.1
|
)
|
|
(.2
|
)
|
||||
Net loss
|
(150.1
|
)
|
|
(44.3
|
)
|
|
(290.6
|
)
|
|
(68.9
|
)
|
||||
Net income attributable to noncontrolling interests
|
(.9
|
)
|
|
(1.2
|
)
|
|
(.5
|
)
|
|
(2.3
|
)
|
||||
Net loss attributable to Ensco
|
$
|
(151.0
|
)
|
|
$
|
(45.5
|
)
|
|
$
|
(291.1
|
)
|
|
$
|
(71.2
|
)
|
|
2018
|
|
2017
|
Floaters
(1)(2)(3)
|
22
|
|
19
|
Jackups
(3)(4)
|
34
|
|
32
|
Under construction
(1)(5)
|
3
|
|
2
|
Held-for-sale
(3)(6)
|
3
|
|
2
|
Total
|
62
|
|
55
|
(1)
|
During the third quarter of 2017, we accepted delivery of ENSCO DS-10.
|
(2)
|
During the fourth quarter of 2017, we added ENSCO DS-11, ENSCO DS-12, ENSCO DPS-1 and ENSCO MS-1 from the Merger.
|
(3)
|
During the first quarter of 2018, we classified ENSCO 5005, ENSCO 81 and ENSCO 82 as held-for-sale. During the second quarter of 2018, we classified ENSCO 6001 and ENSCO 80 as held-for-sale.
|
(4)
|
During the fourth quarter of 2017, we added ENSCO 111, ENSCO 112, ENSCO 113, ENSCO 114 and ENSCO 115 from the Merger.
|
(5)
|
During the fourth quarter of 2017, we added ENSCO DS-13 and ENSCO DS-14 from the Merger, both of which are under construction.
|
(6)
|
During the third quarter of 2017, we sold ENSCO 52. During the second quarter of 2018, we sold ENSCO 7500, ENSCO 81 and ENSCO 82.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Rig Utilization
(1)
|
|
|
|
|
|
|
|
|
|
|
|
||||
Floaters
|
53
|
%
|
|
43
|
%
|
|
48
|
%
|
|
45
|
%
|
||||
Jackups
|
66
|
%
|
|
64
|
%
|
|
63
|
%
|
|
64
|
%
|
||||
Total
|
61
|
%
|
|
56
|
%
|
|
57
|
%
|
|
57
|
%
|
||||
Average Day Rates
(2)
|
|
|
|
|
|
|
|
|
|
||||||
Floaters
|
$
|
237,513
|
|
|
$
|
338,675
|
|
|
$
|
248,576
|
|
|
$
|
337,611
|
|
Jackups
|
78,408
|
|
|
88,583
|
|
|
76,011
|
|
|
87,468
|
|
||||
Total
|
$
|
135,343
|
|
|
$
|
155,946
|
|
|
$
|
133,988
|
|
|
$
|
156,200
|
|
(1)
|
Rig utilization is derived by dividing the number of days under contract by the number of days in the period. Days under contract equals the total number of days that rigs have earned and recognized day rate revenue, including days associated with early contract terminations, compensated downtime and mobilizations. When revenue is earned but is deferred and amortized over a future period, for example, when a rig earns revenue while mobilizing to commence a new contract or while being upgraded in a shipyard, the related days are excluded from days under contract.
|
(2)
|
Average day rates are derived by dividing contract drilling revenues, adjusted to exclude certain types of non-recurring reimbursable revenues, lump-sum revenues and revenues attributable to amortization of drilling contract intangibles, by the aggregate number of contract days, adjusted to exclude contract days associated with certain mobilizations, demobilizations, shipyard contracts and standby contracts.
|
|
Floaters
|
|
Jackups
|
|
Other
|
|
Operating Segments Total
|
|
Reconciling Items
|
|
Consolidated Total
|
||||||||||||
Revenues
|
$
|
284.9
|
|
|
$
|
158.7
|
|
|
$
|
14.9
|
|
|
$
|
458.5
|
|
|
$
|
—
|
|
|
$
|
458.5
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Contract drilling (exclusive of depreciation)
|
203.7
|
|
|
126.8
|
|
|
13.8
|
|
|
344.3
|
|
|
—
|
|
|
344.3
|
|
||||||
Depreciation
|
80.8
|
|
|
36.5
|
|
|
—
|
|
|
117.3
|
|
|
3.4
|
|
|
120.7
|
|
||||||
General and administrative
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
26.1
|
|
|
26.1
|
|
||||||
Operating income (loss)
|
$
|
0.4
|
|
|
$
|
(4.6
|
)
|
|
$
|
1.1
|
|
|
$
|
(3.1
|
)
|
|
$
|
(29.5
|
)
|
|
$
|
(32.6
|
)
|
|
Floaters
|
|
Jackups
|
|
Other
|
|
Operating Segments Total
|
|
Reconciling Items
|
|
Consolidated Total
|
||||||||||||
Revenues
|
$
|
264.0
|
|
|
$
|
178.9
|
|
|
$
|
14.6
|
|
|
$
|
457.5
|
|
|
$
|
—
|
|
|
$
|
457.5
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Contract drilling (exclusive of depreciation)
|
145.6
|
|
|
132.3
|
|
|
13.4
|
|
|
291.3
|
|
|
—
|
|
|
291.3
|
|
||||||
Depreciation
|
72.0
|
|
|
31.6
|
|
|
—
|
|
|
103.6
|
|
|
4.3
|
|
|
107.9
|
|
||||||
General and administrative
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30.5
|
|
|
30.5
|
|
||||||
Operating income
|
$
|
46.4
|
|
|
$
|
15.0
|
|
|
$
|
1.2
|
|
|
$
|
62.6
|
|
|
$
|
(34.8
|
)
|
|
$
|
27.8
|
|
|
Floaters
|
|
Jackups
|
|
Other
|
|
Operating Segments Total
|
|
Reconciling Items
|
|
Consolidated Total
|
||||||||||||
Revenues
|
$
|
543.9
|
|
|
$
|
302.1
|
|
|
$
|
29.5
|
|
|
$
|
875.5
|
|
|
$
|
—
|
|
|
$
|
875.5
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Contract drilling (exclusive of depreciation)
|
388.8
|
|
|
253.7
|
|
|
27.0
|
|
|
669.5
|
|
|
—
|
|
|
669.5
|
|
||||||
Depreciation
|
156.1
|
|
|
73.0
|
|
|
—
|
|
|
229.1
|
|
|
6.8
|
|
|
235.9
|
|
||||||
General and administrative
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
54.0
|
|
|
54.0
|
|
||||||
Operating income (loss)
|
$
|
(1.0
|
)
|
|
$
|
(24.6
|
)
|
|
$
|
2.5
|
|
|
$
|
(23.1
|
)
|
|
$
|
(60.8
|
)
|
|
$
|
(83.9
|
)
|
|
Floaters
|
|
Jackups
|
|
Other
|
|
Operating Segments Total
|
|
Reconciling Items
|
|
Consolidated Total
|
||||||||||||
Revenues
|
$
|
548.8
|
|
|
$
|
350.7
|
|
|
$
|
29.1
|
|
|
$
|
928.6
|
|
|
$
|
—
|
|
|
$
|
928.6
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Contract drilling (exclusive of depreciation)
|
292.0
|
|
|
250.9
|
|
|
26.5
|
|
|
569.4
|
|
|
—
|
|
|
569.4
|
|
||||||
Depreciation
|
144.8
|
|
|
63.7
|
|
|
—
|
|
|
208.5
|
|
|
8.6
|
|
|
217.1
|
|
||||||
General and administrative
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
56.5
|
|
|
56.5
|
|
||||||
Operating income
|
$
|
112.0
|
|
|
$
|
36.1
|
|
|
$
|
2.6
|
|
|
$
|
150.7
|
|
|
$
|
(65.1
|
)
|
|
$
|
85.6
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Interest income
|
$
|
3.9
|
|
|
$
|
7.6
|
|
|
$
|
6.9
|
|
|
$
|
14.8
|
|
Interest expense, net:
|
|
|
|
|
|
|
|
|
|
||||||
Interest expense
|
(86.9
|
)
|
|
(73.9
|
)
|
|
(170.9
|
)
|
|
(149.3
|
)
|
||||
Capitalized interest
|
11.2
|
|
|
13.6
|
|
|
29.6
|
|
|
30.4
|
|
||||
|
(75.7
|
)
|
|
(60.3
|
)
|
|
(141.3
|
)
|
|
(118.9
|
)
|
||||
Other, net
|
(13.0
|
)
|
|
(.5
|
)
|
|
(21.1
|
)
|
|
(6.8
|
)
|
||||
|
$
|
(84.8
|
)
|
|
$
|
(53.2
|
)
|
|
$
|
(155.5
|
)
|
|
$
|
(110.9
|
)
|
|
2018
|
|
2017
|
||||
Cash provided by (used in) operating activities of continuing operations
|
$
|
(18.0
|
)
|
|
$
|
130.5
|
|
Capital expenditures
|
|
|
|
|
|
||
New rig construction
|
$
|
277.7
|
|
|
$
|
286.6
|
|
Rig enhancements
|
26.5
|
|
|
15.5
|
|
||
Minor upgrades and improvements
|
27.7
|
|
|
30.5
|
|
||
|
$
|
331.9
|
|
|
$
|
332.6
|
|
|
|
Cumulative Paid
(1)
|
|
Remaining 2018
|
|
2019
|
|
2020
|
|
Total
(2)
|
||||||||||
ENSCO 123
|
|
$
|
275.8
|
|
|
$
|
2.0
|
|
|
$
|
7.6
|
|
|
$
|
—
|
|
|
$
|
285.4
|
|
ENSCO DS-13
(3)
|
|
—
|
|
|
—
|
|
|
83.9
|
|
|
—
|
|
|
83.9
|
|
|||||
ENSCO DS-14
(3)
|
|
15.0
|
|
|
—
|
|
|
—
|
|
|
165.0
|
|
|
180.0
|
|
|||||
|
|
$
|
290.8
|
|
|
$
|
2.0
|
|
|
$
|
91.5
|
|
|
$
|
165.0
|
|
|
$
|
549.3
|
|
(1)
|
Cumulative paid represents the aggregate amount of contractual payments made from commencement of the construction agreement through
June 30, 2018
. Contractual payments made by Atwood prior to the Merger for ENSCO DS-13 and ENSCO DS-14 are excluded.
|
(2)
|
Total commitments are based on fixed-price shipyard construction contracts, exclusive of costs associated with commissioning, systems integration testing, project management, holding costs and interest.
|
(3)
|
The remaining milestone payments for ENSCO DS-13 and ENSCO DS-14 bear interest at a rate of
4.5%
per annum, which accrues during the holding period until delivery. Delivery is scheduled for September 2019 and June 2020 for ENSCO DS-13 and ENSCO DS-14, respectively. Upon delivery, the remaining milestone payments and accrued interest thereon may be financed through a promissory note with the shipyard for each rig. The promissory notes will bear interest at a rate of
5%
per annum with a maturity date of December 30, 2022 and will be secured by a mortgage on each respective rig. The remaining milestone payments for ENSCO DS-13 and ENSCO DS-14 are included in the table above in the period in which we expect to take delivery of the rig. However, we may elect to execute the promissory notes and defer payment until December 2022.
|
|
|
Aggregate Principal Amount Repurchased
|
|
Aggregate Repurchase Price
(1)
|
||||
8.50% Senior notes due 2019
|
|
$
|
237.6
|
|
|
$
|
256.8
|
|
6.875% Senior notes due 2020
|
|
328.0
|
|
|
354.7
|
|
||
4.70% Senior notes due 2021
|
|
156.2
|
|
|
159.7
|
|
||
Total
|
|
$
|
721.8
|
|
|
$
|
771.2
|
|
(1)
|
Excludes accrued interest paid to holders of the repurchased senior notes.
|
|
June 30,
2018 |
|
December 31,
2017 |
||||
Total debt
|
$
|
4,994.9
|
|
|
$
|
4,750.7
|
|
Total capital
(1)
|
$
|
13,431.1
|
|
|
$
|
13,482.8
|
|
Total debt to total capital
|
37.2
|
%
|
|
35.2
|
%
|
|
June 30,
2018 |
|
December 31,
2017 |
||||
Cash and cash equivalents
|
$
|
485.5
|
|
|
$
|
445.4
|
|
Short-term investments
|
$
|
255.0
|
|
|
$
|
440.0
|
|
Working capital
|
$
|
913.0
|
|
|
$
|
853.5
|
|
Current ratio
|
2.7
|
|
|
2.1
|
|
|
||||||||||||||
Issuer Purchases of Equity Securities
|
||||||||||||||
Period
|
|
Total Number of Securities Purchased
(1)
|
|
Average Price Paid per Security
|
|
Total Number of Securities Purchased as Part of Publicly Announced Plans or Programs
|
|
Approximate Dollar Value of Securities that May Yet Be Purchased Under Plans or Programs
(2)
|
||||||
|
|
|
|
|
|
|
|
|
||||||
April 1 - April 30
|
|
1,348
|
|
|
$
|
4.54
|
|
|
—
|
|
|
$
|
2,000,000,000
|
|
May 1 - May 31
|
|
9,459
|
|
|
$
|
5.75
|
|
|
—
|
|
|
$
|
2,000,000,000
|
|
June 1 - June 30
|
|
89,172
|
|
|
$
|
6.58
|
|
|
—
|
|
|
$
|
500,000,000
|
|
Total
|
|
99,979
|
|
|
$
|
6.47
|
|
|
—
|
|
|
|
|
(1)
|
During the quarter ended
June 30, 2018
, equity securities were repurchased from employees and non-employee directors by an affiliated employee benefit trust in connection with the settlement of income tax withholding obligations arising from the vesting of share awards. Such securities remain available for re-issuance in connection with employee share awards.
|
(2)
|
Our shareholders approved a new repurchase program at our annual shareholder meeting held in May 2018. Subject to certain provisions under English law, including the requirement of Ensco plc to have sufficient distributable reserves, we may repurchase up to a maximum of
$500.0 million
in the aggregate from one ore more financial intermediaries under the program, but in no case more than
65.0 million
shares. As of
June 30, 2018
, no shares have been repurchased under the program. The program terminates in May 2023. Our prior share repurchase program approved by our shareholders in 2013, under which we could purchase up to a maximum of $2.0 billion in the aggregate, but in no case more than 35.0 million shares, terminated in May 2018.
|
Exhibit Number
|
|
Exhibit
|
3.1
|
|
|
3.2
|
|
|
10.1
|
|
|
10.2
|
|
|
*12.1
|
|
|
*15.1
|
|
|
*31.1
|
|
|
*31.2
|
|
|
**32.1
|
|
|
**32.2
|
|
|
*101.INS
|
|
XBRL Instance Document
|
*101.SCH
|
|
XBRL Taxonomy Extension Schema
|
*101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
*101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase
|
*101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase
|
*101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
|
|
|
Ensco plc
|
|
|
|
|
|
|
|
|
Date:
|
July 26, 2018
|
|
/s/ JONATHAN H. BAKSHT
|
|
|
|
Jonathan H. Baksht
Senior Vice President and
Chief Financial Officer
(principal financial officer)
|
|
|
|
|
|
|
|
/s/ TOMMY E. DARBY
|
|
|
|
Tommy E. Darby
Controller
(principal accounting officer)
|
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