UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

 


 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15 (d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

DATE OF EARLIEST EVENT REPORTED:  February 8, 2017

 

HELMERICH & PAYNE, INC.

(Exact name of registrant as specified in its charter)

 

State of Incorporation:   Delaware

 

COMMISSION FILE NUMBER 1-4221

 

Internal Revenue Service — Employer Identification No.  73-0679879

 

1437 South Boulder Avenue, Suite 1400, Tulsa, Oklahoma 74119

(Address of Principal Executive Offices)

 

(918)742-5531

(Registrant’s telephone number, including area code)

 

N/A

(Former Name or Former Address, if Changed since Last Report)

 


 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

ITEM 7.01                                   REGULATION FD DISCLOSURE

 

Helmerich & Payne, Inc. (the “Company”) will discuss information to be distributed in investor meetings that includes the slides attached as Exhibit 99.1 to this Current Report on Form 8-K, which are incorporated herein by reference.  In addition to other information, the attached slides provide recently updated Company and industry drilling activity and market conditions.

 

This information is not “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing made pursuant to the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.  The furnishing of these slides is not intended to constitute a representation that such information is required by Regulation FD or that the materials they contain include material information that is not otherwise publicly available.

 

ITEM 9.01                                   FINANCIAL STATEMENTS AND EXHIBITS

 

(d)                                  Exhibits.

 

Exhibit Number

 

Description

 

 

 

99.1

 

Slides to be distributed in investor meetings.

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly authorized the undersigned to sign this report on its behalf.

 

 

HELMERICH & PAYNE, INC.
(Registrant)

 

 

 

 

 

 

 

By:

/s/ Jonathan M. Cinocca

 

Name:  

Jonathan M. Cinocca

 

Title: 

Corporate Secretary

 

 

 

DATE:

 February 8, 2017

 

EXHIBIT INDEX

 

Exhibit Number

 

Description

 

 

 

99.1

 

Slides to be distributed in investor meetings.

 

2


Exhibit 99.1

 

Helmerich & Payne, Inc. Meetings with Investors February 8-9, 2017

GRAPHIC

 


Statements within this presentation are “forward-looking statements” within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, and are based on current expectations and assumptions that are subject to risks and uncertainties. All statements other than statements of historical facts included in this presentation, including, without limitation, statements regarding the Company’s future financial position, business strategy, budgets, projected costs and plans and objectives of management for future operations, are forward looking statements. For information regarding risks and uncertainties associated with the Company’s business, please refer to the “Risk Factors” and “Management’s Discussion & Analysis of Financial Condition and Results of Operations” sections of the Company’s SEC filings, including but not limited to, its annual report on Form 10-K and quarterly reports on Form 10-Q. As a result of these factors, Helmerich & Payne, Inc.’s actual results may differ materially from those indicated or implied by such forward-looking statements. We undertake no duty to update or revise our forward-looking statements based on changes in internal estimates, expectations or otherwise, except as required by law. Forward-looking Statements

GRAPHIC

 


Very strong balance sheet Most capable land drilling fleet Market share leader in the U.S. Robust term contract backlog Operational strategy focused on continued innovation, safety, performance excellence, reliability and customer satisfaction About Helmerich & Payne (H&P)

GRAPHIC

 


H&P’s Strong Balance Sheet (As of September 30, 2016) 1. Total Capitalization is defined as Total Debt plus Shareholders' Equity. Total-Debt-to-Total-Capitalization Ratio1 Source: Company Filings.

GRAPHIC

 


Current Dividend Yields Source: Thomson Reuters. Yields calculated as of market close on February 3, 2017.

GRAPHIC

 


H&P’s Global Rig Fleet * Estimates include existing rigs and announced new build commitments.

GRAPHIC

 


U.S. Land Market Share Leader Note: The above estimates corresponding to market share are derived from Rig Data. Additionally, the drawworks capacity of each land rig included in the above analysis was equal to or greater than 600 horsepower. As of January 2017 (~730 Active Rigs in U.S. Land)

GRAPHIC

 


H&P Global Fleet Under Term Contract The above term contract coverage excludes long-term contracts for which the Company received early contract termination notifications as of 2/8/17. Given notifications as of 2/8/17, the Company expects to generate approximately $6 million in the second fiscal quarter of 2017 and over $25 million thereafter from early terminations corresponding to long-term contracts. Additionally, related to the notification of five rigs previously under long-term contracts in Argentina, the company expects early termination fees to further favorably impact operating income in the near future. All of the above rig contracts include provisions for early termination fees. Some of the new build deliveries may be delayed in exchange for compensation from customers, but the corresponding total backlog would remain the same or potentially increase. *

GRAPHIC

 


H&P vs. Industry U.S. Land Customer Base Note: The above estimates corresponding to the active rig fleet in the U.S. are derived from multiple sources including Rig Data. The category “Large Operators” includes majors and large independent E&P operators.

GRAPHIC

 


U.S. Land Drilling Market Conditions The outlook has been improving, and there is greater optimism in the market. The level of demand for contract drilling services has been rapidly increasing. Customer well designs are increasingly more complex and require high quality, high performing AC drive rigs. The market is providing a great opportunity for the reactivation of AC drive rigs with the right capabilities. Spot pricing remains low, but it is moving from the mid-teens to the high-teens level for high quality, high performing AC drive rigs.

GRAPHIC

 


Drilling Activity in the U.S.

GRAPHIC

 


Note: The above estimates corresponding to horizontal and directional rig activity by power type are derived from multiple sources including Rig Data and corporate filings. Additionally, the drawworks capacity of each land rig included in the above analysis was greater than or equal to 600 horsepower. Certain assumptions were made in relation to the power systems on certain unidentified rigs. U.S. Land Horizontal and Directional Activity (As of January 2017)

GRAPHIC

 


The Replacement Cycle: Customer Adoption Next ~90 E&P Operators (~385 Active Rigs by Power Type) Top 10 E&P Operators (~175 Active Rigs by Power Type) Remaining E&P Operators (~170 Active Rigs by Power Type) Top 10 E&P Operators Next ~90 E&P Operators Remaining E&P Operators They represent the 10 most active E&P operators and employ ~24% of the industry’s active drilling rigs. They represent the next ~90 most active operators and employ ~52% of the industry’s active drilling rigs. They represent all other remaining active operators and employ ~24% of the industry’s active drilling rigs. ~95% of their rigs are drilling horizontal or directional wells. ~95% of their rigs are drilling horizontal or directional wells. ~70% of their rigs are drilling horizontal or directional wells. ~10% of their rigs are drilling horizontal or directional wells with SCR or Mechanical rigs. ~26% of their rigs are drilling horizontal or directional wells with SCR or Mechanical rigs. ~38% of their rigs are drilling horizontal or directional wells with SCR or Mechanical rigs. U.S. Land Market (as of January 2017) Note: The above estimates corresponding to rig activity are derived from multiple sources including Rig Data and corporate filings. Additionally, the drawworks capacity of each land rig included in the above analysis was greater than or equal to 600 horsepower. Certain assumptions were made in relation to the power systems on certain unidentified rigs.

GRAPHIC

 


As of October 2014 (Peak) (~1,930 Active Rigs in U.S. Land By Power Type) The Replacement Cycle Continues As of October 2008 (Peak) (~1,925 Active Rigs in U.S. Land By Power Type) As of January 2017 (~730 Active Rigs in U.S. Land By Power Type) Note: The above estimates corresponding to rig activity are derived from multiple sources including Rig Data and corporate filings. Additionally, the drawworks capacity of each land rig included in the above analysis was greater than or equal to 600 horsepower. Certain assumptions were made in relation to the power systems on certain unidentified rigs.

GRAPHIC

 


H&P’s Lead in U.S. Land 1,500 hp AC Drive Rigs * The above estimates corresponding to U.S. lower 48 1,500 hp AC Drive fleets are derived from Rig Data and corporate filings. ** Estimated number of all other available AC Drive rigs not including those owned by HP, NBR, PTEN, and PDS.

GRAPHIC

 


H&P’s Lead in U.S. Land 1,500 hp AC Drive Rigs * The above estimates corresponding to U.S. lower 48 1,500 hp AC Drive fleets with a 750,000 lbs. mast hookload are derived from Rig Data and corporate filings. ** Estimated number of all other available AC Drive rigs not including those owned by HP, PTEN, NBR, and PDS. with 750,000 lbs. Mast Hookload

 


Capturing Opportunities in U.S. Land Market H&P’s total U.S. land market share (at ~18%) continues to rise since the peak H&P’s market share is also growing in the AC drive rig segment (~27%), which continues to rapidly expand 2017 capital expenditures increased in response to sharp improvement in customer demand Incremental capital expenditures are being directed to meet higher rig specifications necessary to effectively drill the more complex well profiles that are increasingly preferred by customers

GRAPHIC

 


(~480 Rigs as of January 2017) Active AC Drive U.S. Rig Market Share Note: The above estimates corresponding to rig activity are derived from multiple sources including Rig Data and corporate filings. Additionally, the drawworks capacity of each land rig included in the above analysis was greater than or equal to 600 horsepower.

GRAPHIC

 


H&P Uniquely Positioned – Family of SolutionsTM Positioned to take market share in a strong or moderate market recovery Uniquely leveraged to provide E&P companies the rig of choice Design of the FlexRig fleet allows for a broad range of rig upgrades

GRAPHIC

 


Incremental CapEx Upgrade Opportunities 7,500 psi mud circulating systems Multiple-well pad drilling capability Building additional FlexRig3 skid systems FlexRig3 prototype walking system Third mud pump 25,000+ ft setback capability Increased mud volume capability Other customer specific upgrades

GRAPHIC

 


* Roughly 60% are optimal for multiple-well pad drilling applications. H&P U.S. Land Fleet – Family of SolutionsTM 1,500 hp AC Drive FlexRigs*, including 270 Upgraded or Upgradeable to Rig Specifications in High Demand** 350 Available H&P U.S. Land Rigs ** AC drive FlexRigs with 1,500 hp drawworks and 750,000# hookload ratings (270) that do not already have 7,500 psi mud circulating systems and multiple-well pad drilling systems can be upgraded to include these two capabilities. These five combined rig specifications are in high demand and fit the description of what some industry followers refer to as “super-spec” rigs (“Upgraded”). Additional capabilities, including third mud pumps, 25,000’ setback, increased mud volume, etc., may also be included to meet customer requirements.

GRAPHIC

 


H&P’s Experience and Expertise Have the people, systems and the operational support structures to drive top performance and reliability Over 1,900 rig years of AC drive operational experience Expertise in designing, building and now upgrading the fleet provides the best value solution for the customer

GRAPHIC

 


H&P Very Well Positioned to Gain Share Note: The above estimates are derived from multiple sources including Rig Data and corporate filings. * Includes ~145 FlexRigs that have been or can be upgraded to what some industry followers refer to as “super-spec” rigs. ** Estimated number of idle 1,500 hp AC Drive Land rigs not including those owned by HP, NBR, PTEN, PDS, and UNT. Idle 1,500 hp AC Drive Land Rigs (as of January 2017)

GRAPHIC

 


H&P’s U.S. Land Fleet Activity (1) Includes rigs on standby dayrates. Includes completed new builds pending delivery and not generating revenue days. (2)

GRAPHIC

 


Leading U.S. Unconventional Driller (142 H&P Contracted Land Rigs as of 2/8/17)

GRAPHIC

 


Ongoing U.S. Land Market Trends Unconventional plays continue to shape the landscape. Well designs are increasingly complex, including longer laterals and more challenging drilling requirements. Customers continue to focus on safety, efficiency, technology, and reliable drilling performance. AC drive rigs are best suited and continue to be upgraded for more demanding drilling requirements. The replacement cycle is expected to continue.

GRAPHIC

 


Increasing Focus on More Difficult Drilling

GRAPHIC

 


Performance is Not Only About Better Rigs Our competitive advantage is also about: People Safety Experience Training Culture Support Structure Processes Organizational Network Maintenance Supply Chain

GRAPHIC

 


Center of Excellence – Tulsa, OK Support Structure Data Analysis Best Practices 24/7 Technical and Performance Solutions:

GRAPHIC

 


H&P’s Long Term Strategy Innovation Technology Safety, operational excellence and reliability Customer satisfaction Financial strength

GRAPHIC

 


Additional References

GRAPHIC

 


Second Fiscal Quarter H&P Outlook (As of January 26, 2017) Drilling Operations Outlook for 2Q of Fiscal 2017 Compared to 1Q of Fiscal 2017 U.S. Land Segment Revenue days expected to increase by roughly 30% to 35% Average rig revenue per day expected to be roughly $22,400 (excluding the impact from early termination revenue) Average rig expense per day expected to be roughly $14,900 Offshore Segment Revenue days expected to decrease by approximately 10% Average rig margin per day expected to be approximately $12,000 International Land Segment Revenue days expected to decrease by approximately 38% Average rig margin per day expected to be roughly $5,000 (excluding the impact from early termination revenue)

GRAPHIC

 


Estimated H&P Activity as of February 8, 2017 Rigs Working/ Contracted 142 142 0 7 8 157 Rigs Available 350 348 2 9 38 397 % Contracted 41% 41% 0% 78% 21% 40% U.S. Land AC Drive FlexRigs SCR Fleet Offshore International Land Total

GRAPHIC

 


Technology & Quality Service Make a Difference (1) Does not include the impact of early contract termination revenue. (2) Represents weighted-average rig margin per day for PTEN, NBR, PDS, and UNT. H&P’s Margin Premium (1) (2)

GRAPHIC

 


H&P’s Lead in U.S. Land AC Drive Rigs * The above estimates corresponding to U.S. lower 48 AC Drive fleets are derived from Rig Data and corporate filings. ** Estimated number of all other available AC Drive rigs not including those owned by HP, NBR, PTEN, and PDS.

GRAPHIC

 


U.S. Activity by Well and Rig Type Note: The above estimates corresponding to rig activity and rig type are derived from multiple sources including Rig Data and corporate filings. Additionally, the drawworks capacity of each land rig included in the above analysis was equal to or greater than 600 horsepower. ~730 Active U.S. Land Rigs (January 2017) Horiz & Dir AC Drive Rigs Horiz & Dir SCR & Mech Rigs Vertical All Rigs

GRAPHIC

 


Contracted Idle Total Long-term Contracts Argentina 5 14 19 5 Bahrain 1 2 3 Colombia 2 6 8 Ecuador 6 6 U.A.E. 2 2 Total 8 30 38 5 H&P’s International Land Operations Rigs on term contract that have greater than or equal to 180 days remaining. 5 of 25 FlexRigs, included in the international fleet of 38 rigs, are under long-term contracts. (2) Rig Fleet Status (as of February 8, 2017) (1)

GRAPHIC

 


Number of Rigs Already Under Long-Term Contracts* (Estimated Quarterly Average, Including Announced New Builds - as of 2/8/17) H&P Global Fleet Under Term Contract Segment Q2 Q3 Q4 Q1 Q2 Q3 Q4 FY17 FY17 FY17 FY18 FY18 FY18 FY18 U.S. Land 85.6 81.6 68.7 61.3 46.0 37.5 31.0 International Land 7.0 6.0 5.0 5.0 5.0 5.0 5.0 Offshore 2.0 2.0 2.0 2.0 2.0 1.9 0.3 Total 94.6 89.6 75.7 68.3 53.0 44.4 36.3 * The above term contract coverage excludes long-term contracts for which the Company received early contract termination notifications as of 2/8/17. Given notifications as of 2/8/17, the Company expects to generate approximately $6 million in the second fiscal quarter of 2017 and over $25 million thereafter from early terminations corresponding to long-term contracts. Additionally, related to the notification of five rigs previously under long-term contracts in Argentina, the company expects early termination fees to further favorably impact operating income in the near future. All of the above rig contracts include provisions for early termination fees. Some of the new build deliveries may be delayed in exchange for compensation from customers, but the corresponding total backlog would remain the same or potentially increase.

GRAPHIC

 


The FlexRig Difference: Key Advantages Increased drilling productivity and reliability Variable frequency AC technology providing precise control and increased capability Computerized electronic driller more precisely controls down-hole parameters FlexRig designs are suited for both efficient well to well moves and multiple-well pad applications Accelerated well programs and NPV gains A safer and more environmentally friendly workplace Fleet size and uniformity Total well cost savings even at premium dayrates H&P’s FlexRig Advantage

GRAPHIC

 


Theoretical 20% Efficiency 40% Efficiency Base Case Improvement Improvement 1. Drilling days average 13.5 10.8 8.1 Other days average 5.0 4.0 3.0 Moving days average (several multi-well pads) 1.5 1.2 0.9 Total rig days per well 20.0 16.0 12.0 Efficiency (Reduced Well Cycle Time) - 20% 40% 2. Drilling contractor dayrate $15,000 $20,000 $25,000 Operator’s other intangible (services) $35,000 $35,000 $35,000 cost per day estimate Total daily cost estimate $50,000 $55,000 $60,000 Total cost per well (daily services) $1,000,000 $880,000 $720,000 3. Total well savings for customer – per well $120,000 $280,000 (12% Savings) (28% Savings) per year $2.74 MM $8.52 MM 4. Incremental number of wells per rig per year 4.6 wells 12.2 wells The Value Proposition: The Power of Efficiency

GRAPHIC

 


Ten-Year Relative Shareholder Return Source: Thomson Reuters as of February 3, 2017.

GRAPHIC

 


Land Drilling Market Valuations Source: Thomson Reuters as of February 3, 2017.

GRAPHIC

 


Oil vs. Natural Gas Directed Rig Count

GRAPHIC

 


Oil and Natural Gas Prices Source: Energy Information Administration and Thomson Reuters. Oil Prices Natural Gas Prices

GRAPHIC