UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
|
|
|
þ
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|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
|
For quarterly period ended:
March 31, 2004
OR
|
|
|
o
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
|
For the transition period from _____________ to ______________
Commission File Number:
1-4221
HELMERICH & PAYNE, INC.
(Exact name of registrant as specified in its charter)
|
|
|
Delaware
(State or other jurisdiction of
incorporation or organization)
|
|
73-0679879
(I.R.S. Employer I.D. Number)
|
1437 South Boulder Avenue, Tulsa, Oklahoma,74119
(Address of principal executive office)(Zip Code)
(918) 742-5531
(Registrants telephone number, including area code)
N/A
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes
þ
No
o
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).
Yes
þ
No
o
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CLASS
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|
OUTSTANDING AT APRIL 30, 2004
|
Common Stock, $0.10 par value
|
|
50,401,798
|
Total Number of Pages 23
HELMERICH & PAYNE, INC. AND SUBSIDIARIES
TABLE OF CONTENTS
-2-
PART I. FINANCIAL INFORMATION
HELMERICH & PAYNE, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(in thousands, except per share amounts)
ITEM 1. FINANCIAL STATEMENTS
|
|
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|
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Unaudited
|
|
|
|
|
March 31,
|
|
September 30,
|
|
|
2004
|
|
2003
|
ASSETS
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
30,558
|
|
|
$
|
38,189
|
|
Accounts receivable, less reserve of $1,326
at March 31, 2004 and $1,319 at
September 30, 2003
|
|
|
101,982
|
|
|
|
91,088
|
|
Inventories
|
|
|
21,712
|
|
|
|
22,533
|
|
Income tax receivable
|
|
|
44,160
|
|
|
|
32,619
|
|
Prepaid expenses and other
|
|
|
14,449
|
|
|
|
13,102
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
|
212,861
|
|
|
|
197,531
|
|
|
|
|
|
|
|
|
|
|
Investments
|
|
|
173,195
|
|
|
|
158,770
|
|
Property, plant and equipment, net
|
|
|
1,063,923
|
|
|
|
1,058,205
|
|
Other assets
|
|
|
1,021
|
|
|
|
1,329
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
1,451,000
|
|
|
$
|
1,415,835
|
|
|
|
|
|
|
|
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|
|
LIABILITIES AND SHAREHOLDERS EQUITY
|
|
|
|
|
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|
Current liabilities:
|
|
|
|
|
|
|
|
|
Notes payable
|
|
$
|
25,000
|
|
|
$
|
30,000
|
|
Accounts payable
|
|
|
22,830
|
|
|
|
29,630
|
|
Accrued liabilities
|
|
|
28,203
|
|
|
|
28,988
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
|
76,033
|
|
|
|
88,618
|
|
|
|
|
|
|
|
|
|
|
Noncurrent liabilities:
|
|
|
|
|
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|
Long-term notes payable
|
|
|
200,000
|
|
|
|
200,000
|
|
Deferred income taxes
|
|
|
206,431
|
|
|
|
181,737
|
|
Other
|
|
|
31,544
|
|
|
|
28,229
|
|
|
|
|
|
|
|
|
|
|
Total noncurrent liabilities
|
|
|
437,975
|
|
|
|
409,966
|
|
|
|
|
|
|
|
|
|
|
SHAREHOLDERS EQUITY
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|
|
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|
Common stock, par value $.10 per share:
|
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|
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|
Authorized common 80,000; issued 53,529
|
|
|
5,353
|
|
|
|
5,353
|
|
Preferred stock, no shares issued
|
|
|
|
|
|
|
|
|
Additional paid-in capital
|
|
|
85,038
|
|
|
|
83,302
|
|
Retained earnings
|
|
|
844,403
|
|
|
|
840,776
|
|
Unearned compensation
|
|
|
|
|
|
|
(10
|
)
|
Accumulated other comprehensive income
|
|
|
44,713
|
|
|
|
33,668
|
|
|
|
|
|
|
|
|
|
|
|
|
|
979,507
|
|
|
|
963,089
|
|
Less treasury stock, at cost, 3,142 shares
and 3,389 shares at March 31, 2004 and
September 30, 2003, respectively
|
|
|
42,515
|
|
|
|
45,838
|
|
|
|
|
|
|
|
|
|
|
Total shareholders equity
|
|
|
936,992
|
|
|
|
917,251
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and shareholders equity
|
|
$
|
1,451,000
|
|
|
$
|
1,415,835
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these statements.
-3-
HELMERICH & PAYNE, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
(in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Three Months Ended
|
|
Six Months Ended
|
|
|
March 31,
|
|
March 31,
|
|
|
2004
|
|
2003
|
|
2004
|
|
2003
|
REVENUES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating revenues
|
|
$
|
143,463
|
|
|
$
|
125,459
|
|
|
$
|
278,333
|
|
|
$
|
237,963
|
|
Income from investments
|
|
|
7,723
|
|
|
|
861
|
|
|
|
11,747
|
|
|
|
1,670
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
151,186
|
|
|
|
126,320
|
|
|
|
290,080
|
|
|
|
239,633
|
|
|
|
|
|
|
|
|
|
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|
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|
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|
COST AND EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct operating costs
|
|
|
104,660
|
|
|
|
87,353
|
|
|
|
198,187
|
|
|
$
|
168,409
|
|
Depreciation
|
|
|
23,402
|
|
|
|
19,943
|
|
|
|
45,670
|
|
|
|
38,179
|
|
General and administrative
|
|
|
9,789
|
|
|
|
11,536
|
|
|
|
18,891
|
|
|
|
22,516
|
|
Interest
|
|
|
3,112
|
|
|
|
3,032
|
|
|
|
6,334
|
|
|
|
5,802
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
140,963
|
|
|
|
121,864
|
|
|
|
269,082
|
|
|
|
234,906
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes and equity
in income (loss) of affiliates
|
|
|
10,223
|
|
|
|
4,456
|
|
|
|
20,998
|
|
|
|
4,727
|
|
Provision for income taxes
|
|
|
4,484
|
|
|
|
1,915
|
|
|
|
9,010
|
|
|
|
2,032
|
|
Equity in income (loss) of affiliates
net of income taxes
|
|
|
309
|
|
|
|
33
|
|
|
|
(311
|
)
|
|
|
486
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET INCOME
|
|
$
|
6,048
|
|
|
$
|
2,574
|
|
|
$
|
11,677
|
|
|
$
|
3,181
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per common share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
0.12
|
|
|
$
|
0.05
|
|
|
$
|
0.23
|
|
|
$
|
0.06
|
|
Diluted
|
|
$
|
0.12
|
|
|
$
|
0.05
|
|
|
$
|
0.23
|
|
|
$
|
0.06
|
|
Cash Dividends (Note 3)
|
|
$
|
0.08
|
|
|
$
|
0.08
|
|
|
$
|
0.16
|
|
|
$
|
0.16
|
|
AVERAGE COMMON SHARES OUTSTANDING:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
50,263
|
|
|
|
50,023
|
|
|
|
50,209
|
|
|
|
50,001
|
|
Diluted
|
|
|
50,903
|
|
|
|
50,539
|
|
|
|
50,784
|
|
|
|
50,503
|
|
The accompanying notes are an integral part of these statements.
-4-
HELMERICH & PAYNE, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended
|
|
|
March 31,
|
|
|
2004
|
|
2003
|
OPERATING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
11,677
|
|
|
$
|
3,181
|
|
Adjustments to reconcile net income to net cash
provided by operating activities:
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
45,670
|
|
|
|
38,179
|
|
Equity in (income) loss of affiliates before
income taxes
|
|
|
502
|
|
|
|
(781
|
)
|
Amortization of deferred compensation
|
|
|
10
|
|
|
|
152
|
|
Gain on sale of securities
|
|
|
(10,412
|
)
|
|
|
(297
|
)
|
Gain on sale of property, plant & equipment
|
|
|
(1,635
|
)
|
|
|
(530
|
)
|
Deferred income tax expense
|
|
|
18,017
|
|
|
|
16,822
|
|
Other, net
|
|
|
33
|
|
|
|
335
|
|
Change in assets and liabilities-
|
|
|
|
|
|
|
|
|
Accounts receivables
|
|
|
(10,894
|
)
|
|
|
2,689
|
|
Inventories
|
|
|
821
|
|
|
|
400
|
|
Prepaid expenses and other
|
|
|
(1,039
|
)
|
|
|
(4,058
|
)
|
Income tax receivable
|
|
|
(11,541
|
)
|
|
|
(16,127
|
)
|
Accounts payable
|
|
|
(6,800
|
)
|
|
|
(1,019
|
)
|
Accrued liabilities
|
|
|
428
|
|
|
|
(356
|
)
|
Deferred income taxes
|
|
|
(93
|
)
|
|
|
(828
|
)
|
Other noncurrent liabilities
|
|
|
2,429
|
|
|
|
1,318
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
37,173
|
|
|
|
39,080
|
|
|
|
|
|
|
|
|
|
|
INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Capital expenditures
|
|
|
(52,657
|
)
|
|
|
(137,803
|
)
|
Proceeds from sale of securities
|
|
|
14,033
|
|
|
|
2,416
|
|
Proceeds from sales of property, plant and equipment
|
|
|
2,907
|
|
|
|
316
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities
|
|
|
(35,717
|
)
|
|
|
(135,071
|
)
|
|
|
|
|
|
|
|
|
|
FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Proceeds from notes payable
|
|
|
|
|
|
|
100,000
|
|
Payment of short-term notes
|
|
|
(5,000
|
)
|
|
|
|
|
Dividends paid
|
|
|
(8,050
|
)
|
|
|
(8,004
|
)
|
Proceeds from exercise of stock options
|
|
|
3,963
|
|
|
|
360
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities
|
|
|
(9,087
|
)
|
|
|
92,356
|
|
|
|
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents
|
|
|
(7,631
|
)
|
|
|
(3,635
|
)
|
Cash and cash equivalents, beginning of period
|
|
|
38,189
|
|
|
|
46,883
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, end of period
|
|
$
|
30,558
|
|
|
$
|
43,248
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of these statements.
-5-
HELMERICH & PAYNE, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENT OF SHAREHOLDERS EQUITY
(in thousands except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated
|
|
|
|
|
Common Stock
|
|
Additional
|
|
|
|
|
|
|
|
|
|
Treasury Stock
|
|
Other
|
|
Total
|
|
|
|
|
Paid-In
|
|
Unearned
|
|
Retained
|
|
|
|
Comprehensive
|
|
Shareholders'
|
|
|
Shares
|
|
Amount
|
|
Capital
|
|
Compensation
|
|
Earnings
|
|
Shares
|
|
Amount
|
|
Income
|
|
Equity
|
Balance, September 30, 2003
|
|
|
53,529
|
|
|
$
|
5,353
|
|
|
$
|
83,302
|
|
|
$
|
(10
|
)
|
|
$
|
840,776
|
|
|
|
3,389
|
|
|
$
|
(45,838
|
)
|
|
$
|
33,668
|
|
|
$
|
917,251
|
|
Comprehensive Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,677
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,677
|
|
Unrealized gains on available-
for-sale securities, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,973
|
|
|
|
10,973
|
|
Amortization of unrealized loss
on derivative instruments, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
72
|
|
|
|
72
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,045
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22,722
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash dividends ($0.16 per share)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(8,050
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(8,050
|
)
|
Exercise of Stock Options
|
|
|
|
|
|
|
|
|
|
|
640
|
|
|
|
|
|
|
|
|
|
|
|
(247
|
)
|
|
|
3,323
|
|
|
|
|
|
|
|
3,963
|
|
Tax benefit of stock-based awards
|
|
|
|
|
|
|
|
|
|
|
1,096
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,096
|
|
Amortization of deferred compensation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, March 31, 2004
|
|
|
53,529
|
|
|
$
|
5,353
|
|
|
$
|
85,038
|
|
|
$
|
|
|
|
$
|
844,403
|
|
|
|
3,142
|
|
|
$
|
(42,515
|
)
|
|
$
|
44,713
|
|
|
$
|
936,992
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-6-
HELMERICH & PAYNE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
|
|
|
1.
|
|
Basis of Presentation -
|
|
|
In the opinion of the Company, the accompanying unaudited consolidated
condensed financial statements contain all adjustments, consisting only
of those of a normal recurring nature, necessary to present fairly the
results of the periods presented. The results of operations for the
three and six months ended March 31, 2004, and March 31, 2003, are not
necessarily indicative of the results to be expected for the full year.
These consolidated condensed financial statements should be read in
conjunction with the consolidated financial statements and notes
thereto in the Companys 2003 Annual Report on Form 10K.
|
|
|
|
2.
|
|
Employee Stock-Based Awards -
|
|
|
Employee stock-based awards are accounted for under Accounting
Principles Board Opinion No. 25, Accounting for Stock Issued to
Employees and related interpretations. Fixed plan common stock options
generally do not result in compensation expense, because the exercise
price of the options issued by the Company equals the market price of
the underlying stock on the date of grant. The following table
illustrates the effect on net income and earnings per share as if the
Company had applied the fair value recognition provisions of Statement
of Financial Accounting Standards (SFAS) No. 123, Accounting for
Stock-Based Compensation.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|
|
March 31,
|
|
March 31,
|
|
|
2004
|
|
2003
|
|
2004
|
|
2003
|
|
|
(in thousands except per share amounts)
|
Net income, as reported
|
|
$
|
6,048
|
|
|
$
|
2,574
|
|
|
$
|
11,677
|
|
|
$
|
3,181
|
|
Add: Stock-based employee compensation
expense included in the Consolidated
Statements of Income, net of related
tax effects
|
|
|
|
|
|
|
9
|
|
|
|
6
|
|
|
|
94
|
|
Deduct: Total stock-based employee
compensation expense determined under
fair value based method for all awards,
net of related tax effects
|
|
|
(1,013
|
)
|
|
|
(1,091
|
)
|
|
|
( 2,122
|
)
|
|
|
(2,206
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pro forma net income
|
|
$
|
5,035
|
|
|
$
|
1,492
|
|
|
$
|
9,561
|
|
|
$
|
1,069
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic-as reported
|
|
$
|
0.12
|
|
|
$
|
0.05
|
|
|
$
|
0.23
|
|
|
$
|
0.06
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic-pro forma
|
|
$
|
0.10
|
|
|
$
|
0.03
|
|
|
$
|
0.19
|
|
|
$
|
0.02
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted-as reported
|
|
$
|
0.12
|
|
|
$
|
0.05
|
|
|
$
|
0.23
|
|
|
$
|
0.06
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted-pro forma
|
|
$
|
0.10
|
|
|
$
|
0.03
|
|
|
$
|
0.19
|
|
|
$
|
0.02
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.
|
|
Cash Dividends -
|
|
|
The $.08 cash dividend declared in December, 2003, was paid March 1,
2004. On March 3, 2004, a cash dividend of $.08 per share was declared
for shareholders of record on May 14, 2004, payable June 1, 2004.
|
|
|
|
4.
|
|
Inventories -
|
|
|
Inventories consist primarily of replacement parts and supplies held
for use in the Companys drilling operations.
|
|
|
|
5.
|
|
Sale of Investments -
|
|
|
Net income includes after-tax gains from the sale of
available-for-sale securities of $4,337,000 ($0.09 per diluted share)
and $6,435,000 ($0.13 per diluted share) during the second quarter and
first six months of fiscal 2004, respectively, and $182,000 for both
the three and six months ended March 31, 2003.
|
-7-
HELMERICH & PAYNE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS Continued
(Unaudited)
|
|
|
6.
|
|
Summary of Available-for-Sale Securities -
|
|
|
The following is a summary of available-for-sale securities, which
excludes those accounted for under the equity method of accounting.
The recorded amounts for investments accounted for under the equity
method are $56.2 million and $56.7 million at March 31, 2004 and
September 30, 2003, respectively.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross
|
|
Gross
|
|
Est.
|
|
|
|
|
|
|
Unrealized
|
|
Unrealized
|
|
Fair
|
|
|
Cost
|
|
Gains
|
|
Losses
|
|
Value
|
|
|
(in thousands)
|
Equity Securities 03/31/04
|
|
$
|
29,644
|
|
|
$
|
81,973
|
|
|
$
|
|
|
|
$
|
111,617
|
|
Equity Securities 09/30/03
|
|
$
|
33,300
|
|
|
$
|
64,276
|
|
|
$
|
|
|
|
$
|
97,576
|
|
|
|
|
7.
|
|
Comprehensive Income -
|
|
|
Comprehensive income, net of related tax, is as follows (in
thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|
|
March 31,
|
|
March 31,
|
|
|
2004
|
|
2003
|
|
2004
|
|
2003
|
Net Income
|
|
$
|
6,048
|
|
|
$
|
2,574
|
|
|
$
|
11,677
|
|
|
$
|
3,181
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net unrealized gain (loss) on
securities
|
|
|
4,691
|
|
|
|
(3,908
|
)
|
|
|
10,973
|
|
|
|
1,949
|
|
Amortization of unrealized loss on
derivative instruments
|
|
|
|
|
|
|
242
|
|
|
|
72
|
|
|
|
489
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income (loss)
|
|
|
4,691
|
|
|
|
(3,666
|
)
|
|
|
11,045
|
|
|
|
2,438
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income (loss)
|
|
$
|
10,739
|
|
|
$
|
(1,092
|
)
|
|
$
|
22,722
|
|
|
$
|
5,619
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The components of accumulated other comprehensive income, net of related
taxes, are as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
September 30,
|
|
|
2004
|
|
2003
|
Unrealized gain on securities, net
|
|
$
|
50,824
|
|
|
$
|
39,851
|
|
Unrealized loss on derivative instruments
|
|
|
|
|
|
|
(72
|
)
|
Minimum pension liability
|
|
|
(6,111
|
)
|
|
|
(6,111
|
)
|
|
|
|
|
|
|
|
|
|
Accumulated other comprehensive income
|
|
$
|
44,713
|
|
|
$
|
33,668
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8.
|
|
Notes payable and long-term debt -
|
|
|
At March 31, 2004, the Company had $200 million in long-term debt
outstanding at fixed rates and maturities as summarized in the
following table.
|
|
|
|
|
|
|
|
|
|
Issue Amount
|
|
Maturity Date
|
|
Interest Rate
|
$25,000,000
|
|
August 15, 2007
|
|
|
5.51%
|
|
$25,000,000
|
|
August 15, 2009
|
|
|
5.91%
|
|
$75,000,000
|
|
August 15, 2012
|
|
|
6.46%
|
|
$75,000,000
|
|
August 15, 2014
|
|
|
6.56%
|
|
|
|
|
|
|
The terms of the debt obligations require the Company to maintain a
minimum ratio of debt to total capitalization. The proceeds of the
debt issuances were used to repay $50 million of outstanding debt, fund
the Companys rig construction program and for other general corporate
purposes.
|
-8-
HELMERICH & PAYNE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS Continued
(Unaudited)
|
|
|
|
|
At March 31, 2004, the Company had a committed unsecured line of credit
totaling $125 million. Short-term loans totaling $25 million and
letters of credit totaling $13.7 million were outstanding against the
line, leaving $86.3 million available to borrow. The weighted average
interest rate on short-term loans at March 31, 2004 was 2.1 percent.
Under terms of the line of credit, the Company must maintain certain
financial ratios including debt to total capitalization and debt to
earnings before interest, taxes, depreciation, and amortization, and
maintain certain levels of liquidity and tangible net worth. A non-use
fee of 0.15 percent per annum is calculated on the average daily unused
amount, payable quarterly. The interest rate varies based on LIBOR
plus .875 to 1.125 percent or prime minus 1.75 percent to prime minus
1.50 percent depending on the ratios described above, as well as, the
maturity selected by the Company. The line of credit matures in July,
2004.
|
|
|
|
|
|
Effective May 4, 2004, the Company elected to reduce the aggregate
committed revolving amount under its line of credit from $125 million
to $50 million. The maturity date on the facility remains unchanged.
|
|
|
|
9.
|
|
Earnings per share -
|
|
|
Basic earnings per share is based on the weighted-average number of
common shares outstanding during the period. Diluted earnings per
share include the dilutive effect of stock options and restricted
stock.
|
|
|
|
|
|
A reconciliation of the weighted-average common shares outstanding on a
basic and diluted basis is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|
|
March 31,
|
|
March 31,
|
|
|
2004
|
|
2003
|
|
2004
|
|
2003
|
|
|
(in thousands)
|
Basic weighted-average shares
|
|
|
50,263
|
|
|
|
50,023
|
|
|
|
50,209
|
|
|
|
50,001
|
|
Effect of dilutive shares:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock options
|
|
|
640
|
|
|
|
514
|
|
|
|
575
|
|
|
|
500
|
|
Restricted stock
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
640
|
|
|
|
516
|
|
|
|
575
|
|
|
|
502
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted weighted-average shares
|
|
|
50,903
|
|
|
|
50,539
|
|
|
|
50,784
|
|
|
|
50,503
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At March 31, 2003 , options to purchase 1,058,836 shares of common
stock at a weighted average price of $27.84 were outstanding but were
not included in the computation of diluted earnings per common share.
Inclusion of these shares would be antidilutive.
|
|
|
|
10.
|
|
Income Taxes -
|
|
|
The Companys effective tax rate was 42.9% in the first six months of
fiscal 2004, compared to 43.0% in the first six months of fiscal 2003.
The fiscal 2004 effective tax rate increased from the first quarter
primarily as the result of the tax treatment of the devaluation loss in
Venezuela.
|
-9-
HELMERICH & PAYNE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS Continued
(Unaudited)
|
|
|
11.
|
|
Segment information -
|
|
|
The Company operates principally in the contract drilling industry. The
Companys contract drilling business includes the following operating
segments: U.S. Land, U.S. Offshore Platform, and International. The
contract drilling operations consist primarily of contracting
Company-owned drilling equipment primarily to major oil and gas
exploration companies. The Companys primary international areas of
operation include Venezuela, Colombia, Ecuador, Argentina and Bolivia.
The Company also has a Real Estate Segment whose operations are
conducted exclusively in the metropolitan area of Tulsa, Oklahoma. The
primary areas of operations include a major shopping center and several
multi-tenant warehouses. Each reportable segment is a strategic
business unit which is managed separately. Other includes investments
and corporate operations.
|
|
|
|
|
|
The Company evaluates performance of its segments based upon operating
profit or loss from operations before income taxes which includes
revenues from external and internal customers; direct operating costs;
depreciation; and allocated general and administrative costs; but
excludes corporate costs for other depreciation and other income and
expense. General and administrative costs are allocated to the
segments based primarily on specific identification, and to the extent
that such identification was not practical, on other methods which the
Company believes to be a reasonable reflection of the utilization of
services provided.
|
|
|
|
|
|
Summarized financial information of the Companys reportable segments
for the six months ended March 31, 2004, and 2003, is shown in the
following tables:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
External
|
|
Inter-
|
|
Total
|
|
Operating
|
(in thousands)
|
|
Sales
|
|
Segment
|
|
Sales
|
|
Profit
|
March 31, 2004
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contract Drilling:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Land
|
|
$
|
158,513
|
|
|
$
|
|
|
|
$
|
158,513
|
|
|
$
|
13,305
|
|
U.S. Offshore Platform
|
|
|
39,766
|
|
|
|
|
|
|
|
39,766
|
|
|
|
8,481
|
|
International
|
|
|
75,421
|
|
|
|
|
|
|
|
75,421
|
|
|
|
5,344
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
273,700
|
|
|
|
|
|
|
|
273,700
|
|
|
|
27,130
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real Estate
|
|
|
4,633
|
|
|
|
517
|
|
|
|
5,150
|
|
|
|
2,303
|
|
Other
|
|
|
11,747
|
|
|
|
|
|
|
|
11,747
|
|
|
|
|
|
Eliminations
|
|
|
|
|
|
|
(517
|
)
|
|
|
(517
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
290,080
|
|
|
$
|
|
|
|
$
|
290,080
|
|
|
$
|
29,433
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
External
|
|
Inter-
|
|
Total
|
|
Operating
|
(in thousands)
|
|
Sales
|
|
Segment
|
|
Sales
|
|
Profit
|
March 31, 2003
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contract Drilling:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Land
|
|
$
|
124,450
|
|
|
$
|
|
|
|
$
|
124,450
|
|
|
$
|
4,539
|
|
U.S. Offshore Platform
|
|
|
55,790
|
|
|
|
|
|
|
|
55,790
|
|
|
|
16,354
|
|
International
|
|
|
52,975
|
|
|
|
|
|
|
|
52,975
|
|
|
|
656
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
233,215
|
|
|
|
|
|
|
|
233,215
|
|
|
|
21,549
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real Estate
|
|
|
4,748
|
|
|
|
722
|
|
|
|
5,470
|
|
|
|
2,526
|
|
Other
|
|
|
1,670
|
|
|
|
|
|
|
|
1,670
|
|
|
|
|
|
Eliminations
|
|
|
|
|
|
|
(722
|
)
|
|
|
(722
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
239,633
|
|
|
$
|
|
|
|
$
|
239,633
|
|
|
$
|
24,075
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-10-
HELMERICH & PAYNE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS Continued
(Unaudited)
Summarized financial information of the Companys reportable segments for
the quarters ended March 31, 2004, and 2003, is shown in the following
tables:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
External
|
|
Inter-
|
|
Total
|
|
Operating
|
(in thousands)
|
|
Sales
|
|
Segment
|
|
Sales
|
|
Profit
|
March 31, 2004
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contract Drilling:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Land
|
|
$
|
83,045
|
|
|
$
|
|
|
|
$
|
83,045
|
|
|
$
|
6,315
|
|
U.S. Offshore Platform
|
|
|
18,901
|
|
|
|
|
|
|
|
18,901
|
|
|
|
4,106
|
|
International
|
|
|
39,277
|
|
|
|
|
|
|
|
39,277
|
|
|
|
1,521
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
141,223
|
|
|
|
|
|
|
|
141,223
|
|
|
|
11,942
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real Estate
|
|
|
2,240
|
|
|
|
197
|
|
|
|
2,437
|
|
|
|
1,047
|
|
Other
|
|
|
7,723
|
|
|
|
|
|
|
|
7,723
|
|
|
|
|
|
Eliminations
|
|
|
|
|
|
|
(197
|
)
|
|
|
(197
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
151,186
|
|
|
$
|
|
|
|
$
|
151,186
|
|
|
$
|
12,989
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
External
|
|
Inter-
|
|
Total
|
|
Operating
|
(in thousands)
|
|
Sales
|
|
Segment
|
|
Sales
|
|
Profit
|
March 31, 2003
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contract Drilling:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Land
|
|
$
|
65,412
|
|
|
$
|
|
|
|
$
|
65,412
|
|
|
$
|
3,644
|
|
U.S. Offshore Platform
|
|
|
28,079
|
|
|
|
|
|
|
|
28,079
|
|
|
|
8,623
|
|
International
|
|
|
29,451
|
|
|
|
|
|
|
|
29,451
|
|
|
|
1,248
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
122,942
|
|
|
|
|
|
|
|
122,942
|
|
|
|
13,515
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Real Estate
|
|
|
2,517
|
|
|
|
367
|
|
|
|
2,884
|
|
|
|
1,360
|
|
Other
|
|
|
861
|
|
|
|
|
|
|
|
861
|
|
|
|
|
|
Eliminations
|
|
|
|
|
|
|
(367
|
)
|
|
|
(367
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
126,320
|
|
|
$
|
|
|
|
$
|
126,320
|
|
|
$
|
14,875
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-11-
HELMERICH & PAYNE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS Continued
(Unaudited)
The following table reconciles segment operating profit per the table
above to income before income taxes and equity in income (loss) of
affiliates as reported on the Consolidated Condensed Statements of
Income.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|
|
March 31,
|
|
March 31,
|
|
|
2004
|
|
2003
|
|
2004
|
|
2003
|
|
|
(in thousands)
|
Segment operating profit
|
|
$
|
12,989
|
|
|
$
|
14,875
|
|
|
$
|
29,433
|
|
|
$
|
24,075
|
|
Unallocated amounts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from investments
|
|
|
7,723
|
|
|
|
861
|
|
|
|
11,747
|
|
|
|
1,670
|
|
Corporate and administrative expense
|
|
|
(6,594
|
)
|
|
|
(7,575
|
)
|
|
|
(12,414
|
)
|
|
|
(13,761
|
)
|
Interest expense
|
|
|
(3,112
|
)
|
|
|
(3,032
|
)
|
|
|
(6,334
|
)
|
|
|
(5,802
|
)
|
Corporate depreciation
|
|
|
(751
|
)
|
|
|
(627
|
)
|
|
|
(1,372
|
)
|
|
|
(1,233
|
)
|
Other corporate expense
|
|
|
(32
|
)
|
|
|
(46
|
)
|
|
|
(62
|
)
|
|
|
(222
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total unallocated amounts
|
|
|
(2,766
|
)
|
|
|
(10,419
|
)
|
|
|
(8,435
|
)
|
|
|
(19,348
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
and equity in income (loss) of
affiliates
|
|
$
|
10,223
|
|
|
$
|
4,456
|
|
|
$
|
20,998
|
|
|
$
|
4,727
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table presents revenues from external customers by country based
on the location of service provided.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|
|
March 31,
|
|
March 31,
|
|
|
2004
|
|
2003
|
|
2004
|
|
2003
|
|
|
(in thousands)
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States
|
|
$
|
111,909
|
|
|
$
|
96,869
|
|
|
$
|
214,659
|
|
|
$
|
186,658
|
|
Venezuela
|
|
|
12,589
|
|
|
|
9,516
|
|
|
|
26,375
|
|
|
|
13,198
|
|
Ecuador
|
|
|
9,977
|
|
|
|
12,572
|
|
|
|
22,536
|
|
|
|
26,362
|
|
Other Foreign
|
|
|
16,711
|
|
|
|
7,363
|
|
|
|
26,510
|
|
|
|
13,415
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
151,186
|
|
|
$
|
126,320
|
|
|
$
|
290,080
|
|
|
$
|
239,633
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-12-
HELMERICH & PAYNE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS Continued
(Unaudited)
12. Pensions and Other Post-retirement Benefits
The following provides information at March 31 as to the Companys
sponsored domestic defined benefit pension plans as required by SFAS No.
132 (revised 2003), Employers Disclosures About Pensions and Other
Post-retirement Benefits. The Company adopted the provisions of SFAS No.
132 (revised 2003) in the quarter ending March 31, 2004.
Components of Net Periodic Benefit Cost -
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|
|
March 31,
|
|
March 31,
|
|
|
2004
|
|
2003
|
|
2004
|
|
2003
|
|
|
(in thousands)
|
Service Cost
|
|
$
|
1,006
|
|
|
$
|
1,464
|
|
|
$
|
2,012
|
|
|
$
|
2,881
|
|
Interest Cost
|
|
|
1,101
|
|
|
|
1,199
|
|
|
|
2,202
|
|
|
|
2,359
|
|
Expected return on plan assets
|
|
|
(1,058
|
)
|
|
|
(1,032
|
)
|
|
|
(2,117
|
)
|
|
|
(2,030
|
)
|
Amortization-prior service cost
|
|
|
5
|
|
|
|
49
|
|
|
|
10
|
|
|
|
96
|
|
Recognized net actuarial loss
|
|
|
189
|
|
|
|
420
|
|
|
|
378
|
|
|
|
827
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net pension expense
|
|
$
|
1,243
|
|
|
$
|
2,100
|
|
|
$
|
2,485
|
|
|
$
|
4,133
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Employee Contributions -
The Company anticipates that no funding of the pension plan will be
required in
fiscal 2004.
-13-
Item 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
March 31, 2004
Risk Factors and Forward-Looking Statements
The following discussion should be read in conjunction with the
consolidated condensed financial statements and related notes included
elsewhere herein and the consolidated financial statements and notes
thereto included in the Companys 2003 Annual Report on Form 10-K. The
Companys future operating results may be affected by various trends and
factors, which are beyond the Companys control. These include, among other
factors, fluctuations in natural gas and crude oil prices, expiration or
termination of drilling contracts, currency exchange losses, changes in
general economic and political conditions, rapid or unexpected changes in
technologies and uncertain business conditions that affect the Companys
businesses. Accordingly, past results and trends should not be used by
investors to anticipate future results or trends.
With the exception of historical information, the matters discussed in
Managements Discussion & Analysis of Financial Condition and Results of
Operations includes forward-looking statements. These forward-looking
statements are based on various assumptions. The Company cautions that,
while it believes such assumptions to be reasonable and makes them in good
faith, assumed facts almost always vary from actual results. The
differences between assumed facts and actual results can be material. The
Company is including this cautionary statement to take advantage of the
safe harbor provisions of the Private Securities Litigation Reform Act of
1995 for any forward-looking statements made by, or on behalf of, the
Company. The factors identified in this cautionary statement are important
factors (but not necessarily all important factors) that could cause actual
results to differ materially from those expressed in any forward-looking
statement made by, or on behalf of, the Company.
RESULTS OF OPERATIONS
Three Months Ended March 31, 2004 vs Three Months Ended March 31, 2003
The Company reported net income of $6,048,000 ($0.12 per diluted share) from
revenues of $151,186,000 for the second quarter ended March 31, 2004,
compared with net income of $2,574,000 ($0.05 per diluted share) from
revenues of $126,320,000 for the second quarter of fiscal year 2003. Net
income for this years second quarter includes $4,337,000 ($0.09 per diluted
share) of gains from the sale of available-for-sale securities. There were
no material security gains in last years second quarter.
The following tables summarize operations by business segment for the three
months ended March 31, 2004 and 2003. Operating statistics in the tables
exclude the effects of offshore platform management contracts, and do not
include reimbursements of out-of-pocket expenses in revenue, expense and
margin per day calculations. Per day calculations for international
operations also exclude gains and losses from translation of foreign
currency transactions.
|
|
|
|
|
|
|
|
|
|
|
2004
|
|
2003
|
US LAND OPERATIONS
|
|
(in 000's, except days and per day amounts)
|
Revenues
|
|
$
|
83,045
|
|
|
$
|
65,412
|
|
Direct operating expenses
|
|
|
60,943
|
|
|
|
49,136
|
|
General and administrative expense
|
|
|
1,867
|
|
|
|
2,148
|
|
Depreciation
|
|
|
13,920
|
|
|
|
10,484
|
|
|
|
|
|
|
|
|
|
|
Operating profit
|
|
$
|
6,315
|
|
|
$
|
3,644
|
|
Activity days
|
|
|
6,758
|
|
|
|
5,357
|
|
Average rig revenue per day
|
|
$
|
11,302
|
|
|
$
|
11,428
|
|
Average rig expense per day
|
|
$
|
8,032
|
|
|
$
|
8,390
|
|
Average rig margin per day
|
|
$
|
3,270
|
|
|
$
|
3,038
|
|
Rig utilization
|
|
|
86
|
%
|
|
|
80
|
%
|
NOTE: Included in land revenues for the three months ended March 31, 2004
and 2003 are reimbursements for out-of-pocket expenses of $6.7 million
and $4.2 million, respectively.
-14-
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
March 31, 2004
(continued)
U.S. LAND operating profit increased to $6.3 million for the second quarter
of fiscal 2004 compared to $3.6 million in the same period of fiscal 2003.
Revenues were $83.0 million and $65.4 million in the second quarter of
fiscal 2004 and 2003 respectively.
The $2.7 million increase in operating profit was primarily the result of
increased rig days, partially offset by increased depreciation.
Average land rig margin per day was $3,270 and $3,038 for the second
quarter of fiscal 2004 and 2003, respectively. The 8% increase in margins
was due to reduced rig expense per day in fiscal 2004, as the result of a
reduction in labor and other costs associated with efficiencies gained in
our FlexRig3 program in the last year. Land rig utilization was 86% and 80%
for the second quarter of fiscal 2004 and 2003, respectively. Land rig
revenue days for the second quarter of 2004 were 6,758 compared with 5,357
for the same period of 2003, with an average of 74.3 and 59.5 rigs working
during the second quarter of fiscal 2004 and 2003, respectively. The
increase in rig days and average rigs working is attributable to additional
FlexRig3s being added to the Companys land fleet in 2003 and 2004. Land
depreciation expense increased to $13.9 million in the second quarter of
fiscal 2004, compared to $10.5 million in the same period of fiscal 2003.
The sharp increase is the result of additional rigs added during fiscal
2003 and five new rigs in 2004.
The Company completed its FlexRig3 project and will suspend construction
activities and review future possibilities and plans for the FlexRig
program. Price competition remained strong in the second quarter but there
were indications going into the third quarter that increased demand for
rigs will put upward pressure on dayrates. During the quarter, the Company
relocated five rigs to stronger markets with better economics and long-term
prospects.
|
|
|
|
|
|
|
|
|
|
|
2004
|
|
2003
|
US OFFSHORE OPERATIONS
|
|
(in 000's, except days and per day amounts)
|
Revenues
|
|
$
|
18,901
|
|
|
$
|
28,079
|
|
Direct operating expenses
|
|
|
10,997
|
|
|
|
15,420
|
|
General and administrative expense
|
|
|
767
|
|
|
|
849
|
|
Depreciation
|
|
|
3,031
|
|
|
|
3,187
|
|
|
|
|
|
|
|
|
|
|
Operating profit
|
|
$
|
4,106
|
|
|
$
|
8,623
|
|
Activity days
|
|
|
455
|
|
|
|
540
|
|
Average rig revenue per day
|
|
$
|
29,276
|
|
|
$
|
38,146
|
|
Average rig expense per day
|
|
$
|
14,481
|
|
|
$
|
17,794
|
|
Average rig margin per day
|
|
$
|
14,795
|
|
|
$
|
20,352
|
|
Rig utilization
|
|
|
42
|
%
|
|
|
50
|
%
|
NOTE: Included in offshore revenues for the three months ended March 31,
2004 and 2003 are reimbursements for out-of-pocket expenses of $1.6
million and $2.6 million, respectively.
U.S. OFFSHORE revenues and operating profit for the second quarter of
fiscal 2004 declined significantly as compared to the second quarter of
fiscal 2003. The decline is primarily the result of a 16% decrease in
revenue days and a 27% decrease in margins per day. The margin per day
decrease is the result of one rig being stacked and two rigs going from a
full dayrate to standby status.
Six of the Companys 12 platform rigs are currently contracted. The
Company continues to forecast a slow recovery in its offshore segment, but
some inquiries for future work are being pursued and the Company is
optimistic that one or two additional contracts will be secured by
September 2004.
-15-
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
March 31, 2004
(continued)
|
|
|
|
|
|
|
|
|
|
|
2004
|
|
2003
|
INTERNATIONAL OPERATIONS
|
|
(in 000's, except days and per day amounts)
|
Revenues
|
|
$
|
39,277
|
|
|
$
|
29,451
|
|
Direct operating expenses
|
|
|
32,056
|
|
|
|
22,257
|
|
General and administrative expense
|
|
|
561
|
|
|
|
964
|
|
Depreciation
|
|
|
5,139
|
|
|
|
4,982
|
|
|
|
|
|
|
|
|
|
|
Operating profit (loss)
|
|
$
|
1,521
|
|
|
$
|
1,248
|
|
Activity days
|
|
|
1,473
|
|
|
|
1,205
|
|
Average rig revenue per day
|
|
$
|
21,826
|
|
|
$
|
19,439
|
|
Average rig expense per day
|
|
$
|
16,645
|
|
|
$
|
14,146
|
|
Average rig margin per day
|
|
$
|
5,181
|
|
|
$
|
5,293
|
|
Rig utilization
|
|
|
51
|
%
|
|
|
41
|
%
|
NOTE: Included in International Drilling revenues for the three months
ended March 31, 2004 and 2003, respectively, are reimbursements for
out-of-pocket expenses of $3.5 million and $2.7 million, respectively.
INTERNATIONAL DRILLINGS operating profit for the second quarter of fiscal
2004 was $1.5 million, compared to $1.2 million in the same period of 2003.
Increase in operating profit is due to increase in revenues, partially
offset by $1.4 million exchange loss in Venezuela in second quarter 2004.
Included in second quarter 2004 revenues are $4.1 million of new
mobilization revenues at very low margins. Rig utilization for
international operations averaged 51% for this years second quarter,
compared with 41% for the second quarter of fiscal 2003. An average of
16.2 rigs worked during the current quarter, compared to 13.4 rigs in the
second quarter of fiscal 2003. Revenues from International Drilling
operations were $39.3 million in the second quarter of fiscal 2004 compared
with $29.5 million in the second quarter of fiscal 2003.
Revenues in Venezuela increased $3.1 million in the second quarter of
fiscal 2004 to $12.6 million, as the Company averaged 7.1 rigs in 2004,
compared with 4.8 rigs in the second quarter of fiscal 2003. Operating
days in Venezuela in the second quarter of 2004 and 2003 were 648 and 436,
respectively. Included in second quarter 2004 direct operating expenses is
a $1.4 million exchange loss related to currency devaluation. Effective
February 5, 2004, the Central Bank of Venezuela authorized the devaluation
of the bolivar from 1600 to 1920. Currently in Venezuela the Company has
seven deep rigs operating and an eighth deep rig will go to work in the
third quarter for PDVSA. A ninth deep rig is operating for an international
operator. The Company is bidding on other contracts that offer
possibilities for two 2000 HP deep land rigs in Venezuela and for other
deep rigs that are idle in Colombia, Bolivia and Argentina. The Company is
mobilizing a 3000 HP deep land rig from Argentina to Venezuela in the
effort to secure additional contracts.
Revenues in Ecuador were $10.0 million and $12.6 million for the second
quarter of fiscal 2004 and 2003, respectively, with 67% and 88% rig
utilization for the same periods. An average of 5.4 rigs and 7.0 rigs
worked in Ecuador during the second quarter of fiscal 2004 and 2003,
respectively. The Company has five rigs currently working in Ecuador with
a sixth rig contracted to begin working in May.
Revenues in Colombia were $1.7 million and $0.5 million, for the second
quarter of fiscal 2004 and 2003, respectively. There were no revenue days
in the second quarter of fiscal 2004 compared with 49 revenue days in the
same period of fiscal 2003. There is a good opportunity to return one of
the two rigs in Colombia back to work in the third quarter.
-16-
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
March 31, 2004
(continued)
Revenues in Hungary were $2.7 million for the current quarter, including
$0.9 million of mobilization revenues. Operations began in Hungary during
the fourth quarter of fiscal 2003.
The Company began operations in Chad in the second quarter of fiscal 2004.
Revenues for the quarter were $5.2 million, including $3.2 million of
mobilization revenues.
OTHER
Income from investments included $7.1 million and $0.3 million of gains on
sale of available-for-sale securities in the second quarter of fiscal 2004
and 2003, respectively. Gains net of tax were $4.3 million ($0.09 per
diluted share) and $0.2 million ($0.00 per diluted share), respectively.
The Company sold its entire position of 140,000 shares in ConocoPhillips
during the current quarter.
General and administrative expenses decreased from $11.5 million in the
second quarter of fiscal 2003 to $9.8 million in the second quarter of
fiscal 2004. The $1.7 million decrease is primarily related to a decrease
of $0.9 million in pension expense and a $1.5 million decrease in bonuses,
partially offset by an increase of $0.7 million in corporate liability
insurance premiums.
Interest expense was $3.1 million in the second quarter of fiscal 2004,
compared to $3.0 million in the same period of fiscal 2003. Capitalized
interest was $0.2 million and $0.5 million for the same periods,
respectively.
Six Months Ended March 31, 2004 vs Six Months Ended March 31, 2003
The Company reported net income of $11,677,000 ($0.23 per diluted share)
from revenues of $290,080,000 for the six months ended March 31, 2004,
compared with net income of $3,181,000 ($0.06 per diluted share) from
revenues of $239,633,000 for the first six months of fiscal year 2003. Net
income for the first six months of fiscal 2004 includes $6,435,000 ($0.13
per diluted share) of gains from the sale of available-for-sale securities.
There were no material security gains in the first six months of fiscal
2003.
The following tables summarize operations by business segment for the six
months ended March 31, 2004 and 2003. Operating statistics in the tables
exclude the effects of offshore platform management contracts, and do not
include reimbursements of out-of-pocket expenses in revenue, expense and
margin per day calculations. Per day calculations for international
operations also exclude gains and losses from translation of foreign
currency transactions.
|
|
|
|
|
|
|
|
|
|
|
2004
|
|
2003
|
US LAND OPERATIONS
|
|
(in 000's, except days and per day amounts)
|
Revenues
|
|
$
|
158,513
|
|
|
$
|
124,450
|
|
Direct operating expenses
|
|
|
114,433
|
|
|
|
94,992
|
|
General and administrative expense
|
|
|
3,792
|
|
|
|
5,485
|
|
Depreciation
|
|
|
26,983
|
|
|
|
19,434
|
|
|
|
|
|
|
|
|
|
|
Operating profit
|
|
$
|
13,305
|
|
|
$
|
4,539
|
|
Activity days
|
|
|
13,038
|
|
|
|
10,372
|
|
Average rig revenue per day
|
|
$
|
11,320
|
|
|
$
|
11,377
|
|
Average rig expense per day
|
|
$
|
7,940
|
|
|
$
|
8,536
|
|
Average rig margin per day
|
|
$
|
3,380
|
|
|
$
|
2,841
|
|
Rig utilization
|
|
|
83
|
%
|
|
|
80
|
%
|
NOTE: Included in land revenues for the six months ended March 31, 2004
and March 31, 2003 are reimbursements for out-of-pocket expenses of $10.9
million and $6.5 million, respectively.
-17-
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
March 31, 2004
(continued)
U.S. LAND operating results in the first six months of fiscal 2004
increased significantly from the same period in fiscal 2003. Operating
profit was $13.3 million and $4.5 million in the first six months of fiscal
2004 and 2003, respectively.
Revenues were $158.5 million in the first six months of fiscal 2004,
compared with $124.5 million in the same period of fiscal 2003. The $8.8
million increase in operating profit was primarily the result of higher
land rig margins and increased rig days, partially offset by increased
depreciation.
The 19% increase in margins was due to reduced rig expense per day in
fiscal 2004, as the result of a reduction in labor and other costs
associated with efficiencies gained in our FlexRig3 program during 2003 and
2004. Land rig utilization was 83% and 80% for the six months of fiscal
2004 and 2003, respectively. Land rig revenue days for the first six
months of 2004 were 13,038 compared with 10,372 for the same period of
2003, with an average of 71.2 and 57.0 rigs working during the first six
months of fiscal 2004 and 2003, respectively. The increase in rig days and
average rigs working is attributable to additional FlexRig3s being added to
the Companys land fleet in calendar 2003 and 2004. The 39% increase in
depreciation is the result of additional rigs added during fiscal 2003 and
five new rigs in 2004.
|
|
|
|
|
|
|
|
|
|
|
2004
|
|
2003
|
US OFFSHORE OPERATIONS
|
|
(in 000's, except days and per day amounts)
|
Revenues
|
|
$
|
39,766
|
|
|
$
|
55,790
|
|
Direct operating expenses
|
|
|
23,719
|
|
|
|
31,519
|
|
General and administrative expense
|
|
|
1,496
|
|
|
|
1,588
|
|
Depreciation
|
|
|
6,070
|
|
|
|
6,329
|
|
|
|
|
|
|
|
|
|
|
Operating profit
|
|
$
|
8,481
|
|
|
$
|
16,354
|
|
Activity days
|
|
|
915
|
|
|
|
1,112
|
|
Average rig revenue per day
|
|
$
|
31,042
|
|
|
$
|
37,084
|
|
Average rig expense per day
|
|
$
|
16,041
|
|
|
$
|
17,824
|
|
Average rig margin per day
|
|
$
|
15,001
|
|
|
$
|
19,260
|
|
Rig utilization
|
|
|
42
|
%
|
|
|
51
|
%
|
NOTE: Included in offshore revenues for the six months ended March 31, 2004
and March 31, 2003 are reimbursements for out-of-pocket expenses of $3.2
million and $4.6 million, respectively.
U.S. OFFSHORE operating revenues and profit declined, primarily as the
result of one rig being stacked and two rigs going from full dayrate to
standby status. Operating profit decreased to $8.5 million in the first
six months of fiscal 2004 from $16.4 million in the first six months of
2003. Rig days were 915 and 1,112 for the first six months of fiscal 2004
and 2003, respectively. Rig utilization for the same periods was 42% and
51%, respectively.
Six of the Companys 12 platform rigs are contracted and only a modest
improvement in offshore platform results is anticipated for the third
quarter of fiscal 2004. The Company continues to forecast a slow recovery
in our platform rig activity, but is encouraged by inquiries for future
possibilities and could secure contracts for one or two additional rigs by
September 2004.
-18-
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
March 31, 2004
(continued)
|
|
|
|
|
|
|
|
|
|
|
2004
|
|
2003
|
INTERNATIONAL OPERATIONS
|
|
(in 000's, except days and per day amounts)
|
Revenues
|
|
$
|
75,421
|
|
|
$
|
52,975
|
|
Direct operating expenses
|
|
|
58,728
|
|
|
|
40,752
|
|
General and administrative expense
|
|
|
1,189
|
|
|
|
1,682
|
|
Depreciation
|
|
|
10,160
|
|
|
|
9,885
|
|
|
|
|
|
|
|
|
|
|
Operating profit
|
|
$
|
5,344
|
|
|
$
|
656
|
|
Activity days
|
|
|
3,007
|
|
|
|
2,196
|
|
Average rig revenue per day
|
|
$
|
20,490
|
|
|
$
|
19,092
|
|
Average rig expense per day
|
|
$
|
14,988
|
|
|
$
|
14,447
|
|
Average rig margin per day
|
|
$
|
5,502
|
|
|
$
|
4,645
|
|
Rig utilization
|
|
|
52
|
%
|
|
|
37
|
%
|
NOTE: Included in International Drilling revenues for the six months ended
March 31, 2004 and 2003, respectively, are reimbursements for
out-of-pocket expenses of $6.8 million and $4.5 million, respectively.
INTERNATIONAL DRILLINGS operating profit for the first six months of
fiscal 2004 was $5.3 million, compared to $0.7 million in the same period
of 2003. Rig utilization for international operations averaged 52% for the
first six months of fiscal 2004, compared with 37% for the first six months
of fiscal 2003. An average of 16.5 rigs worked during the first six months
of fiscal 2004, compared to 12.1 rigs in the first six months of fiscal
2003. International revenues were $75.4 million and $53.0 million for the
first six months of fiscal 2004 and 2003, respectively. Included in
revenues for the first six months of fiscal 2004 were $4.1 million of new
mobilization revenues at very low margins. The overall increase in margin
per day was primarily the result of the increase in revenue days in
Venezuela at attractive margins.
Revenues in Venezuela increased $13.2 million in the first six months of
fiscal 2004 to $26.4 million, as the Company averaged 6.8 rigs in 2004,
compared with 3.4 rigs in the first six months of fiscal 2003. Operating
days in Venezuela in the first six months of 2004 and 2003 were 1,232 and
623, respectively. Included in direct operating expenses for the six
months ended March 31, 2004 is a $1.4 million exchange loss related to
currency devaluation. Effective February 5, 2004, the Central Bank of
Venezuela authorized the devaluation of the bolivar from 1600 to 1920.
Revenues in Ecuador were $22.5 million and $26.4 million for the first six
months of fiscal 2004 and 2003, respectively. Revenue days for the first
six months of 2004 and 2003 were 1,109 and 1,343, respectively, with an
average of 6.1 and 7.4 rigs working during the first six months fiscal 2004
and 2003, respectively. The Company has five rigs currently working in
Ecuador with a sixth rig contracted to start in May.
Revenues in Hungary for the first six months of fiscal 2004 were $4.4
million, including $0.9 million of mobilization revenues. Operations in
Hungary began in August, 2003.
Revenues from Chad in the first six months of fiscal 2004 were $5.2
million, including $3.2 million of mobilization revenues at low margins.
Operations in Chad began in December, 2003.
Revenues in Argentina for the first six months of fiscal 2004 were $2.3
million. Revenue days were 182 for the same period. There were no
revenues or rig activity days in the first six months of fiscal 2003 in
Argentina.
-19-
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
March 31, 2004
(continued)
OTHER
Income from investments increased to $11.7 million in the first six months
of fiscal 2004, compared to $1.7 million in the same period of fiscal 2003.
The increase is related to gains from the sale of available-for-sale
securities of $10.4 million, $6.4 million after-tax ($0.13 per diluted
share) in the first six months of 2004.
General and administrative expenses decreased from $22.5 million in the
first six months of fiscal 2003 to $18.9 million in the first six months of
fiscal 2004. The $3.6 million decrease is primarily related to a decrease
in training costs associated with the FlexRig3 construction project of $1.5
million, a decrease of $1.6 million in pension expense, and a decrease in
bonuses of $1.9 million, partially offset by an increase of $1.3 million in
corporate insurance premiums.
LIQUIDITY AND CAPITAL RESOURCES
Net cash provided by operating activities was $37,173,000 for the first six
months of fiscal 2004, compared with $39,080,000 for the same period in
2003. Capital expenditures were $52,657,000 and $137,803,000 for the first
six months of fiscal 2004 and 2003, respectively. The significant decrease
in capital expenditures from 2003 is the result of the Companys FlexRig3
construction project winding down in fiscal 2004. The Company has completed
its FlexRig3 construction project and has suspended construction activities
and will review future plans for the FlexRig program.
The Company anticipates capital expenditures to be approximately $100
million for fiscal 2004. Included in the $100 million is approximately $25
million to complete the FlexRig3 program, most of which was spent by March
31, 2004. Capital expenditures will be financed primarily by internally
generated cash flows. A total of five new rigs were completed during the
six months ended March 31, 2004. Internally generated cash flows are
projected to be approximately $110 million for fiscal 2004 and cash
balances were $31 million at March 31, 2004. The Companys indebtedness
totaled $225 million at March 31, 2004, as described in Note 8 to the
Consolidated Condensed Financial Statements.
Total proceeds from the sale of available-for-sale securities in the six
months ended March 31, 2004 was $14.0 million. The value of the Companys
remaining portfolio was approximately $219 million at March 31, 2004. The
after-tax value was approximately $150 million.
Effective May 4, 2004, the Company elected to reduce the aggregate
committed revolving amount under its line of credit from $125 million to
$50 million. The maturity date on the facility remains unchanged.
There were no other significant changes in the Companys financial position
since September 30, 2003.
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
For a description of the Companys market risks, see Item 7 (a).
Quantitative and Qualitative Disclosures About Market Risk in the
Companys Annual Report on Form 10-K for the fiscal year ended September
30, 2003, Note 8 to the Consolidated Condensed Financial Statements
contained in Part I Item 1 hereof with regard to interest rate risk, and
discussion of Venezuela currency in Note 10 to the Consolidated Condensed
Financial Statements contained in Part I Item 1 and on pages 15 and 19 of
Results of Operations contained in Item 2 hereof with regard to foreign
currency exchange rate risk.
-20-
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
March 31, 2004
(continued)
Item 4. CONTROLS AND PROCEDURES
|
a)
|
|
Evaluation of disclosure controls and procedures. As of the end of
the period covered by this Quarterly Report on Form 10-Q, the
Companys management, under the supervision and with the
participation of the Companys Chief Executive Officer and Chief
Financial Officer, evaluated the effectiveness of the design and
operation of the Companys disclosure controls and procedures. Based
on that evaluation, the Companys Chief Executive Officer and Chief
Financial Officer believe that:
|
|
|
|
the Companys disclosure controls and procedures are
designed to ensure that information required to be disclosed by
the Company in the reports it files or submits under the
Securities Exchange Act of 1934 is recorded, processed,
summarized and reported within the time periods specified in
the SECs rules and forms; and
|
|
|
|
|
the Companys disclosure controls and procedures
operate such that important information flows to appropriate
collection and disclosure points in a timely manner and are
effective to ensure that such information is accumulated and
communicated to the Companys management, and made known to the
Companys Chief Executive Officer and Chief Financial Officer,
particularly during the period when this Quarterly Report on
Form 10-Q was prepared, as appropriate to allow timely decision
regarding the required disclosure.
|
|
b)
|
|
Changes in internal control over financial reporting. There have
been no changes in the Companys internal control over financial
reporting during the Companys last fiscal quarter that have
materially affected, or are reasonably likely to materially affect,
the Companys internal control over financial reporting.
|
PART II. OTHER INFORMATION
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Annual Meeting of Stockholders of Helmerich & Payne, Inc. was held on March
3, 2004, for the purpose of electing three members of the Board of Directors.
No other matters were submitted for vote to the stockholders. Proxies for the
meeting were solicited by and on behalf of the Board of Directors of Helmerich
& Payne, Inc., and there was no solicitation in opposition to such
solicitation. Each of the nominees for directorship were elected by the
affirmative vote of a plurality of the shares of voted common stock. The
number of votes for and withheld from each Director, respectively, were as
follows: W.H. Helmerich, III, 44,056,081 for and 1,900,250 shares withheld;
Glenn A. Cox, 43,923,698 for and 2,032,633 shares withheld; and Edward B. Rust,
Jr., 44,576,731 for and 1,379,600 shares withheld. There were no broker
non-votes or other abstentions. The other Directors whose term of office as
Director continued after the meeting are Hans Helmerich, George S. Dotson,
Paula Marshall-Chapman, John D. Zeglis, William L. Armstrong and L. F. Rooney,
III.
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
31.1
|
|
Certification of Chief Executive Officer, as Adopted Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
31.2
|
|
Certification of Chief Financial Officer, as Adopted Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
|
-21-
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
March 31, 2004
(continued)
32
|
|
Certification of Chief Executive Officer and Chief Financial Officer
Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
|
(b) Reports on Form 8-K
For the three months ended March 31, 2004, Registrant furnished one
Form 8-K dated January 22, 2004, reporting information required by Item 12
of Form 8-K by attaching a press release announcing results of operations
and certain supplemental information, including financial statements.
-22-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
|
|
|
|
|
|
|
HELMERICH & PAYNE, INC.
(Registrant)
|
|
|
|
|
|
Date: May 13, 2004
|
|
By:
|
|
/S/HANS C. HELMERICH
|
|
|
|
|
Hans C. Helmerich, President
|
|
|
|
|
|
|
|
|
|
|
Date: May 13, 2004
|
|
By:
|
|
/S/ DOUGLAS E. FEARS
|
|
|
|
|
Douglas E. Fears, Chief Financial Officer
|
|
|
|
|
(Principal Financial Officer)
|
Exhibit Index
31.1
|
|
Certification of Chief Executive Officer, as Adopted Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
31.2
|
|
Certification of Chief Financial Officer, as Adopted Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
32
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Certification of Chief Executive Officer and Chief Financial Officer
Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section
906 of the Sarbanes-Oxley Act of 2002.
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