þ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended March 31, 2016 |
¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to |
Delaware | 95-2628227 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
11911 FM 529 Houston, Texas | 77041 | |
(Address of principal executive offices) | (Zip Code) |
Large accelerated filer | þ | Accelerated filer | ¨ |
Non-accelerated filer | ¨ | Smaller reporting company | ¨ |
Part I | |||
Item 1. | |||
Item 2. | |||
Item 3. | |||
Item 4. | |||
Part II | |||
Item 1. | |||
Item 6. | |||
Item 1. | Financial Statements. |
Mar 31, 2016 | Dec 31, 2015 | |||||||
(in thousands, except share data) | ||||||||
(unaudited) | ||||||||
ASSETS | ||||||||
Current Assets: | ||||||||
Cash and cash equivalents | $ | 370,853 | $ | 385,235 | ||||
Accounts receivable, net of allowances for doubtful accounts of $5,089 and $5,893 | 577,213 | 612,785 | ||||||
Inventory | 352,122 | 328,453 | ||||||
Other current assets | 126,307 | 191,020 | ||||||
Total Current Assets | 1,426,495 | 1,517,493 | ||||||
Property and Equipment, at cost | 2,791,711 | 2,772,580 | ||||||
Less accumulated depreciation | 1,553,572 | 1,505,849 | ||||||
Net Property and Equipment | 1,238,139 | 1,266,731 | ||||||
Other Assets: | ||||||||
Goodwill | 443,121 | 426,872 | ||||||
Other non-current assets | 256,418 | 218,440 | ||||||
Total Other Assets | 699,539 | 645,312 | ||||||
Total Assets | $ | 3,364,173 | $ | 3,429,536 | ||||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||
Current Liabilities: | ||||||||
Accounts payable | $ | 76,857 | $ | 118,277 | ||||
Accrued liabilities | 435,475 | 477,284 | ||||||
Income taxes payable | 10,880 | 20,395 | ||||||
Total Current Liabilities | 523,212 | 615,956 | ||||||
Long-term Debt | 800,560 | 795,836 | ||||||
Other Long-term Liabilities | 428,753 | 439,010 | ||||||
Commitments and Contingencies | ||||||||
Shareholders’ Equity: | ||||||||
Common Stock, par value $0.25 per share; 360,000,000 shares authorized; 110,834,088 shares issued | 27,709 | 27,709 | ||||||
Additional paid-in capital | 217,859 | 230,179 | ||||||
Treasury stock; 12,775,877 and 12,984,829 shares, at cost | (731,612 | ) | (743,577 | ) | ||||
Retained earnings | 2,363,413 | 2,364,786 | ||||||
Accumulated other comprehensive loss | (265,721 | ) | (300,363 | ) | ||||
Total Shareholders' Equity | 1,611,648 | 1,578,734 | ||||||
Total Liabilities and Shareholders' Equity | $ | 3,364,173 | $ | 3,429,536 |
Three Months Ended Mar 31, | |||||||||
(in thousands, except per share data) | 2016 | 2015 | |||||||
Revenue | $ | 608,344 | $ | 786,772 | |||||
Cost of services and products | 510,864 | 623,323 | |||||||
Gross Margin | 97,480 | 163,449 | |||||||
Selling, general and administrative expense | 49,381 | 56,799 | |||||||
Income from Operations | 48,099 | 106,650 | |||||||
Interest income | 295 | 156 | |||||||
Interest expense, net of amounts capitalized | (6,392 | ) | (6,088 | ) | |||||
Equity in income (losses) of unconsolidated affiliates | 526 | (255 | ) | ||||||
Other income (expense), net | (5,988 | ) | 700 | ||||||
Income before Income Taxes | 36,540 | 101,163 | |||||||
Provision for income taxes | 11,437 | 31,664 | |||||||
Net Income | $ | 25,103 | $ | 69,499 | |||||
Cash Dividends declared per Share | $ | 0.27 | $ | 0.27 | |||||
Basic Earnings per Share | $ | 0.26 | $ | 0.70 | |||||
Diluted Earnings per Share | $ | 0.26 | $ | 0.70 |
OCEANEERING INTERNATIONAL, INC. AND SUBSIDIARIES | |||||||||
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | |||||||||
(unaudited) | |||||||||
Three Months Ended Mar 31, | |||||||||
(in thousands) | 2016 | 2015 | |||||||
Net Income | $ | 25,103 | $ | 69,499 | |||||
Other comprehensive income, net of tax: | |||||||||
Foreign currency translation adjustments | 34,642 | (62,402 | ) | ||||||
Total other comprehensive income (loss) | 34,642 | (62,402 | ) | ||||||
Total Comprehensive Income | $ | 59,745 | $ | 7,097 |
Three Months Ended Mar 31, | ||||||||
(in thousands) | 2016 | 2015 | ||||||
Cash Flows from Operating Activities: | ||||||||
Net income | $ | 25,103 | $ | 69,499 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization | 59,781 | 58,003 | ||||||
Deferred income tax provision (benefit) | (389 | ) | 16,904 | |||||
Net gain on sales of property and equipment | (9 | ) | (107 | ) | ||||
Noncash compensation | 4,667 | 4,084 | ||||||
Excluding the effects of acquisitions, increase (decrease) in cash from: | ||||||||
Accounts receivable | 35,572 | 3,467 | ||||||
Inventory | (23,669 | ) | (4,248 | ) | ||||
Other operating assets | 45,547 | (29,081 | ) | |||||
Currency translation effect on working capital, excluding cash | 10,248 | (16,087 | ) | |||||
Current liabilities | (95,583 | ) | (80,716 | ) | ||||
Other operating liabilities | (7,644 | ) | (13,624 | ) | ||||
Total adjustments to net income | 28,521 | (61,405 | ) | |||||
Net Cash Provided by Operating Activities | 53,624 | 8,094 | ||||||
Cash Flows from Investing Activities: | ||||||||
Purchases of property and equipment | (21,206 | ) | (49,412 | ) | ||||
Other investments | (19,950 | ) | — | |||||
Distributions of capital from unconsolidated affiliates | 2,098 | 1,054 | ||||||
Dispositions of property and equipment | 1,581 | 112 | ||||||
Net Cash Used in Investing Activities | (37,477 | ) | (48,246 | ) | ||||
Cash Flows from Financing Activities: | ||||||||
Net tax deficiency from employee benefit plans | (3,004 | ) | (781 | ) | ||||
Cash dividends | (26,476 | ) | (26,957 | ) | ||||
Purchases of treasury stock | — | (55,804 | ) | |||||
Net Cash Used in Financing Activities | (29,480 | ) | (83,542 | ) | ||||
Effect of exchange rates on cash | (1,049 | ) | (2,508 | ) | ||||
Net Decrease in Cash and Cash Equivalents | (14,382 | ) | (126,202 | ) | ||||
Cash and Cash Equivalents—Beginning of Period | 385,235 | 430,714 | ||||||
Cash and Cash Equivalents—End of Period | $ | 370,853 | $ | 304,512 |
(in thousands) | Mar 31, 2016 | Dec 31, 2015 | |||||||
Inventory: | |||||||||
Remotely operated vehicle parts and components | $ | 160,821 | $ | 163,539 | |||||
Other inventory, primarily raw materials | 191,301 | 164,914 | |||||||
Total | $ | 352,122 | $ | 328,453 |
(in thousands) | Mar 31, 2016 | Dec 31, 2015 | |||||||
4.650% Senior Notes due 2024: | |||||||||
Principal of the Notes | $ | 500,000 | $ | 500,000 | |||||
Issuance costs, net of amortization | (5,901 | ) | (6,073 | ) | |||||
Fair value of interest rate swap on $100 million of principal | 6,461 | 1,909 | |||||||
Term Loan Facility | 300,000 | 300,000 | |||||||
Revolving Credit Facility | — | — | |||||||
Long-term Debt | $ | 800,560 | $ | 795,836 |
5. | EARNINGS PER SHARE, SHARE-BASED COMPENSATION AND SHARE REPURCHASE PLAN |
Three Months Ended Mar 31, | ||||||
(in thousands) | 2016 | 2015 | ||||
Basic shares outstanding | 97,952 | 99,473 | ||||
Effect of restricted stock units | 334 | 439 | ||||
Diluted shares outstanding | 98,286 | 99,912 |
Jurisdiction | Periods | |
United States | 2012 | |
United Kingdom | 2012 | |
Norway | 2005 | |
Angola | 2010 | |
Brazil | 2010 | |
Australia | 2011 |
Three Months Ended | ||||||||||||
(in thousands) | Mar 31, 2016 | Mar 31, 2015 | Dec 31, 2015 | |||||||||
Revenue | ||||||||||||
Oilfield | ||||||||||||
Remotely Operated Vehicles | $ | 147,621 | $ | 219,447 | $ | 173,424 | ||||||
Subsea Products | 194,812 | 240,729 | 258,889 | |||||||||
Subsea Projects | 129,422 | 153,572 | 131,397 | |||||||||
Asset Integrity | 69,600 | 98,493 | 83,346 | |||||||||
Total Oilfield | 541,455 | 712,241 | 647,056 | |||||||||
Advanced Technologies | 66,889 | 74,531 | 75,010 | |||||||||
Total | $ | 608,344 | $ | 786,772 | $ | 722,066 | ||||||
Income from Operations | ||||||||||||
Oilfield | ||||||||||||
Remotely Operated Vehicles | $ | 26,987 | $ | 62,182 | $ | 16,621 | ||||||
Subsea Products | 40,640 | 50,014 | 37,206 | |||||||||
Subsea Projects | 6,789 | 22,276 | 10,310 | |||||||||
Asset Integrity | 434 | 5,025 | 85 | |||||||||
Total Oilfield | 74,850 | 139,497 | 64,222 | |||||||||
Advanced Technologies | 593 | 5,020 | (3,233 | ) | ||||||||
Unallocated Expenses | (27,344 | ) | (37,867 | ) | (15,233 | ) | ||||||
Total | $ | 48,099 | $ | 106,650 | $ | 45,756 | ||||||
Depreciation and Amortization | ||||||||||||
Oilfield | ||||||||||||
Remotely Operated Vehicles | $ | 33,684 | $ | 36,481 | $ | 36,222 | ||||||
Subsea Products | 12,807 | 12,068 | 11,428 | |||||||||
Subsea Projects | 8,519 | 4,651 | 5,533 | |||||||||
Asset Integrity | 2,913 | 2,863 | 2,701 | |||||||||
Total Oilfield | 57,923 | 56,063 | 55,884 | |||||||||
Advanced Technologies | 734 | 642 | 670 | |||||||||
Unallocated Expenses | 1,124 | 1,298 | 1,173 | |||||||||
Total | $ | 59,781 | $ | 58,003 | $ | 57,727 |
Item 2. | Management's Discussion and Analysis of Financial Condition and Results of Operations. |
• | second quarter of 2016 and the full year of 2016 operating results and earnings per share, and the contributions from our segments to those results (including anticipated revenue, operating income and utilization information); |
• | demand and business activity levels; |
• | our plans for future operations (including planned additions to and retirements from our remotely operated vehicle ("ROV") fleet, our intent regarding the new multiservice subsea support vessel scheduled for delivery in 2016, and other capital expenditures); |
• | our future cash flows; |
• | the adequacy of our liquidity and capital resources; |
• | our expectations regarding shares to be repurchased under our share repurchase plan; |
• | our anticipated tax rates and underlying assumptions; |
• | seasonality; and |
• | industry conditions. |
• | ROVs, on lower days on hire and reduced revenue per day; |
• | Subsea Products, on lower pricing and demand to support field development projects; and |
• | Subsea Projects, on lower pricing, deepwater vessel demand, and diving activity offshore Angola. |
• | $36 million and $3 million, respectively, from changes in accounts receivable; |
• | $46 million and $(29) million, respectively, from changes in other operating assets; and |
• | $(96) million and $(81) million, respectively, from changes in current liabilities. |
Three Months Ended | |||||||||||||
(dollars in thousands) | Mar 31, 2016 | Mar 31, 2015 | Dec 31, 2015 | ||||||||||
Revenue | $ | 608,344 | $ | 786,772 | $ | 722,066 | |||||||
Gross Margin | 97,480 | 163,449 | 106,122 | ||||||||||
Gross Margin % | 16 | % | 21 | % | 15 | % | |||||||
Operating Income | 48,099 | 106,650 | 45,756 | ||||||||||
Operating Income % | 8 | % | 14 | % | 6 | % |
Three Months Ended | |||||||||||||
(dollars in thousands) | Mar 31, 2016 | Mar 31, 2015 | Dec 31, 2015 | ||||||||||
Remotely Operated Vehicles | |||||||||||||
Revenue | $ | 147,621 | $ | 219,447 | $ | 173,424 | |||||||
Gross Margin | 35,322 | 71,311 | 25,206 | ||||||||||
Operating Income | 26,987 | 62,182 | 16,621 | ||||||||||
Operating Income % | 18 | % | 28 | % | 10 | % | |||||||
Days available | 28,819 | 30,131 | 30,323 | ||||||||||
Days utilized | 16,005 | 22,139 | 18,760 | ||||||||||
Utilization | 56 | % | 73 | % | 62 | % | |||||||
Subsea Products | |||||||||||||
Revenue | 194,812 | 240,729 | 258,889 | ||||||||||
Gross Margin | 56,136 | 69,767 | 61,445 | ||||||||||
Operating Income | 40,640 | 50,014 | 37,206 | ||||||||||
Operating Income % | 21 | % | 21 | % | 14 | % | |||||||
Backlog at end of period | 576,000 | 788,000 | 652,000 | ||||||||||
Subsea Projects | |||||||||||||
Revenue | 129,422 | 153,572 | 131,397 | ||||||||||
Gross Margin | 11,509 | 26,900 | 15,953 | ||||||||||
Operating Income | 6,789 | 22,276 | 10,310 | ||||||||||
Operating Income % | 5 | % | 15 | % | 8 | % | |||||||
Asset Integrity | |||||||||||||
Revenue | 69,600 | 98,493 | 83,346 | ||||||||||
Gross Margin | 7,343 | 12,799 | 7,784 | ||||||||||
Operating Income | 434 | 5,025 | 85 | ||||||||||
Operating Income % | 1 | % | 5 | % | — | % | |||||||
Total Oilfield | |||||||||||||
Revenue | $ | 541,455 | $ | 712,241 | $ | 647,056 | |||||||
Gross Margin | 110,310 | 180,777 | 110,388 | ||||||||||
Operating Income | 74,850 | 139,497 | 64,222 | ||||||||||
Operating Income % | 14 | % | 20 | % | 10 | % |
Three Months Ended | |||||||||||||
(dollars in thousands) | Mar 31, 2016 | Mar 31, 2015 | Dec 31, 2015 | ||||||||||
Revenue | $ | 66,889 | $ | 74,531 | $ | 75,010 | |||||||
Gross Margin | 5,827 | 9,400 | 2,715 | ||||||||||
Operating Income | 593 | 5,020 | (3,233 | ) | |||||||||
Operating Income % | 1 | % | 7 | % | (4 | )% |
Three Months Ended | |||||||||||||
(dollars in thousands) | Mar 31, 2016 | Mar 31, 2015 | Dec 31, 2015 | ||||||||||
Gross margin expenses | $ | 18,657 | $ | 26,728 | $ | 6,981 | |||||||
Operating income expenses | 27,344 | 37,867 | 15,233 | ||||||||||
% of revenue | 4 | % | 5 | % | 2 | % |
Three Months Ended | |||||||||||||
(in thousands) | Mar 31, 2016 | Mar 31, 2015 | Dec 31, 2015 | ||||||||||
Interest income | $ | 295 | $ | 156 | $ | 171 | |||||||
Interest expense, net of amounts capitalized | (6,392 | ) | (6,088 | ) | (6,354 | ) | |||||||
Equity in income (losses) of unconsolidated affiliates | 526 | (255 | ) | 917 | |||||||||
Other income (expense), net | (5,988 | ) | 700 | (453 | ) | ||||||||
Provision for income taxes | 11,437 | 31,664 | 12,532 |
Item 3. | Quantitative and Qualitative Disclosures About Market Risk. |
Item 1. | Legal Proceedings. |
Registration or File Number | Form of Report | Report Date | Exhibit Number | ||||||||||
* | 3.01 | Restated Certificate of Incorporation | 1-10945 | 10-K | Dec. 2000 | 3.01 | |||||||
* | 3.02 | Certificate of Amendment to Restated Certificate of Incorporation | 1-10945 | 8-K | May 2008 | 3.1 | |||||||
* | 3.03 | Certificate of Amendment to Restated Certificate of Incorporation | 1-10945 | 8-K | May 2014 | 3.1 | |||||||
* | 3.04 | Amended and Restated Bylaws | 1-10945 | 8-K | Aug. 2015 | 3.1 | |||||||
* | 10.01 | + | Form of 2016 Restricted Stock Unit Agreement | 1-10945 | 8-K | Feb. 2016 | 10.1 | ||||||
* | 10.02 | + | Form of 2016 Performance Unit Agreement | 1-10945 | 8-K | Feb. 2016 | 10.2 | ||||||
* | 10.03 | + | 2016 Performance Award: Goals and Measures | 1-10945 | 8-K | Feb. 2016 | 10.3 | ||||||
* | 10.04 | + | Form of 2016 Nonemployee Director Restricted Stock Agreement | 1-10945 | 8-K | Feb. 2016 | 10.4 | ||||||
* | 10.05 | + | Annual Cash Bonus Award Program Summary | 1-10945 | 8-K | Feb. 2016 | 10.5 | ||||||
12.01 | Computation of Ratio of Earnings to Fixed Charges | ||||||||||||
31.01 | Rule 13a – 14(a)/15d – 14(a) certification of principal executive officer | ||||||||||||
31.02 | Rule 13a – 14(a)/15d – 14(a) certification of principal financial officer | ||||||||||||
32.01 | Section 1350 certification of principal executive officer | ||||||||||||
32.02 | Section 1350 certification of principal financial officer | ||||||||||||
101.INS | XBRL Instance Document | ||||||||||||
101.SCH | XBRL Taxonomy Extension Schema Document | ||||||||||||
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | ||||||||||||
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | ||||||||||||
101.LAB | XBRL Taxonomy Extension Label Linkbase Document | ||||||||||||
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | ||||||||||||
* | Exhibit previously filed with the Securities and Exchange Commission, as indicated, and incorporated herein by reference. | ||||||||||||
+ | Management contract or compensatory plan or arrangement. |
April 29, 2016 | /S/ M. KEVIN MCEVOY | |
Date | M. Kevin McEvoy | |
Chief Executive Officer | ||
(Principal Executive Officer) | ||
April 29, 2016 | /S/ ALAN R. CURTIS | |
Date | Alan R. Curtis | |
Senior Vice President and Chief Financial Officer | ||
(Principal Financial Officer) | ||
April 29, 2016 | /S/ W. CARDON GERNER | |
Date | W. Cardon Gerner | |
Senior Vice President and Chief Accounting Officer | ||
(Principal Accounting Officer) | ||
Registration or File Number | Form of Report | Report Date | Exhibit Number | ||||||||||
* | 3.01 | Restated Certificate of Incorporation | 1-10945 | 10-K | Dec. 2000 | 3.01 | |||||||
* | 3.02 | Certificate of Amendment to Restated Certificate of Incorporation | 1-10945 | 8-K | May 2008 | 3.1 | |||||||
* | 3.03 | Certificate of Amendment to Restated Certificate of Incorporation | 1-10945 | 8-K | May 2014 | 3.1 | |||||||
* | 3.04 | Amended and Restated Bylaws | 1-10945 | 8-K | Aug. 2015 | 3.1 | |||||||
* | 10.01 | + | Form of 2016 Restricted Stock Unit Agreement | 1-10945 | 8-K | Feb. 2016 | 10.1 | ||||||
* | 10.02 | + | Form of 2016 Performance Unit Agreement | 1-10945 | 8-K | Feb. 2016 | 10.2 | ||||||
* | 10.03 | + | 2016 Performance Award: Goals and Measures | 1-10945 | 8-K | Feb. 2016 | 10.3 | ||||||
* | 10.04 | + | Form of 2016 Nonemployee Director Restricted Stock Agreement | 1-10945 | 8-K | Feb. 2016 | 10.4 | ||||||
* | 10.05 | + | Annual Cash Bonus Award Program Summary | 1-10945 | 8-K | Feb. 2016 | 10.5 | ||||||
12.01 | Computation of Ratio of Earnings to Fixed Charges | ||||||||||||
31.01 | Rule 13a – 14(a)/15d – 14(a) certification of principal executive officer | ||||||||||||
31.02 | Rule 13a – 14(a)/15d – 14(a) certification of principal financial officer | ||||||||||||
32.01 | Section 1350 certification of principal executive officer | ||||||||||||
32.02 | Section 1350 certification of principal financial officer | ||||||||||||
101.INS | XBRL Instance Document | ||||||||||||
101.SCH | XBRL Taxonomy Extension Schema Document | ||||||||||||
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | ||||||||||||
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | ||||||||||||
101.LAB | XBRL Taxonomy Extension Label Linkbase Document | ||||||||||||
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | ||||||||||||
* | Exhibit previously filed with the Securities and Exchange Commission, as indicated, and incorporated herein by reference. | ||||||||||||
+ | Management contract or compensatory plan or arrangement. |
Exhibit 12.01 | |||||||||||||||||||||||||||
Oceaneering International, Inc. | |||||||||||||||||||||||||||
Computation of Ratio of Earnings to Fixed Charges | |||||||||||||||||||||||||||
($ in thousands) | |||||||||||||||||||||||||||
Three Months ended | Year Ended December 31, | ||||||||||||||||||||||||||
Mar 31, 2016 | 2015 | 2014 | 2013 | 2012 | 2011 | ||||||||||||||||||||||
Fixed Charges: | |||||||||||||||||||||||||||
Interest expensed and capitalized | $ | 7,305 | $ | 27,475 | $ | 5,420 | $ | 2,194 | $ | 4,218 | $ | 1,096 | |||||||||||||||
Amortized premiums, discounts and capital expenses related to indebtedness | — | — | 395 | 261 | 261 | — | |||||||||||||||||||||
Estimate of interest within rental expense | 16,694 | 76,381 | 85,632 | 63,735 | 35,510 | 24,451 | |||||||||||||||||||||
Preference security dividend requirements of consolidated subsidiaries | — | — | — | — | — | — | |||||||||||||||||||||
$ | 23,999 | $ | 103,856 | $ | 91,447 | $ | 66,190 | $ | 39,989 | $ | 25,547 | ||||||||||||||||
Earnings: | |||||||||||||||||||||||||||
Added Items: | |||||||||||||||||||||||||||
Pretax income from continuing operations before minority interests and income (loss) from equity investees | $ | 36,014 | $ | 334,031 | $ | 623,528 | $ | 542,203 | $ | 420,249 | $ | 334,084 | |||||||||||||||
Fixed charges | 23,999 | 103,856 | 91,447 | 66,190 | 39,989 | 25,547 | |||||||||||||||||||||
Amortization of capitalized interest | 47 | 189 | 237 | 438 | 637 | 633 | |||||||||||||||||||||
Distributed income of equity investees | 2,098 | 5,963 | 4,772 | 5,290 | 8,661 | 6,063 | |||||||||||||||||||||
Share of pretax losses of equity investees for which charges arising from guarantees are included in fixed charges | — | — | — | — | — | — | |||||||||||||||||||||
Total added items | 62,158 | 444,039 | 719,984 | 614,121 | 469,536 | 366,327 | |||||||||||||||||||||
Subtracted Items: | |||||||||||||||||||||||||||
Interest capitalized | 913 | 2,425 | 712 | — | — | — | |||||||||||||||||||||
Preference security dividend requirements of consolidated subsidiaries | — | — | — | — | — | — | |||||||||||||||||||||
Minority interest in pretax income of subsidiaries that have not incurred fixed charges | — | — | — | — | — | — | |||||||||||||||||||||
Total subtracted items | 913 | 2,425 | 712 | — | — | — | |||||||||||||||||||||
Earnings as defined | $ | 61,245 | $ | 441,614 | $ | 719,272 | $ | 614,121 | $ | 469,536 | $ | 366,327 | |||||||||||||||
Ratio of earnings to fixed charges | 2.55 | x | 4.25 | x | 7.87 | x | 9.28 | x | 11.74 | x | 14.34 | x | |||||||||||||||
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
April 29, 2016 | /S/ M. KEVIN MCEVOY | |
Date | M. Kevin McEvoy | |
Chief Executive Officer | ||
(Principal Executive Officer) |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
April 29, 2016 | /S/ ALAN R. CURTIS | |
Date | Alan R. Curtis | |
Senior Vice President and Chief Financial Officer | ||
(Principal Financial Officer) |
1. | The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Oceaneering. |
April 29, 2016 | /S/ M. KEVIN MCEVOY | |
Date | M. Kevin McEvoy | |
Chief Executive Officer | ||
(Principal Executive Officer) |
1. | The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Oceaneering. |
April 29, 2016 | /S/ ALAN R. CURTIS | |
Date | Alan R. Curtis | |
Senior Vice President and Chief Financial Officer | ||
(Principal Financial Officer) |
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Document and Entity Information Document - shares |
3 Months Ended | |
---|---|---|
Mar. 31, 2016 |
Apr. 22, 2016 |
|
Document Information [Line Items] | ||
Entity Registrant Name | OCEANEERING INTERNATIONAL INC | |
Entity Central Index Key | 0000073756 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 98,059,876 |
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands |
Mar. 31, 2016 |
Dec. 31, 2015 |
---|---|---|
Accounts receivable, allowances for doubtful accounts | $ 5,089 | $ 5,893 |
Common Stock, par value | $ 0.25 | $ 0.25 |
Common Stock, shares authorized | 360,000,000 | 360,000,000 |
Common Stock, shares issued | 110,834,088 | 110,834,088 |
Treasury stock, shares | 12,775,877 | 12,984,829 |
Consolidated Statements Of Income - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Mar. 31, 2016 |
Mar. 31, 2015 |
|
Revenue | $ 608,344 | $ 786,772 |
Cost of services and products | 510,864 | 623,323 |
Gross Margin | 97,480 | 163,449 |
Selling, general and administrative expense | 49,381 | 56,799 |
Income from Operations | 48,099 | 106,650 |
Interest income | 295 | 156 |
Interest expense | (6,392) | (6,088) |
Equity earnings (losses) of unconsolidated affiliates | 526 | (255) |
Other income (expense), net | (5,988) | 700 |
Income (Loss) from Continuing Operations before Income Taxes, Extraordinary Items, Noncontrolling Interest | 36,540 | 101,163 |
Provision for income taxes | 11,437 | 31,664 |
Net Income | $ 25,103 | $ 69,499 |
Cash Dividends declared per Share | $ 0.27 | $ 0.27 |
Basic Earnings per Share | 0.26 | 0.70 |
Diluted Earnings per Share | $ 0.26 | $ 0.70 |
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Mar. 31, 2016 |
Mar. 31, 2015 |
|
Net Income | $ 25,103 | $ 69,499 |
Other comprehensive income, net of tax: | ||
Foreign currency translation adjustments | 34,642 | (62,402) |
Total other comprehensive income | 34,642 | (62,402) |
Total Comprehensive Income | $ 59,745 | $ 7,097 |
Summary Of Major Accounting Policies |
3 Months Ended |
---|---|
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary Of Major Accounting Policies | SUMMARY OF MAJOR ACCOUNTING POLICIES Basis of Presentation. We have prepared these unaudited consolidated financial statements pursuant to instructions for quarterly reports on Form 10-Q, which we are required to file with the U.S. Securities and Exchange Commission (the "SEC"). These financial statements do not include all information and footnotes normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). These financial statements reflect all adjustments that we believe are necessary to present fairly our financial position at March 31, 2016 and our results of operations and cash flows for the periods presented. Except as otherwise disclosed herein, all such adjustments are of a normal and recurring nature. These financial statements should be read in conjunction with the consolidated financial statements and related notes included in our annual report on Form 10-K for the year ended December 31, 2015. The results for interim periods are not necessarily indicative of annual results. Principles of Consolidation. The consolidated financial statements include the accounts of Oceaneering International, Inc. and our 50% or more owned and controlled subsidiaries. We also consolidate entities that are determined to be variable interest entities if we determine that we are the primary beneficiary; otherwise, we account for those entities using the equity method of accounting. We use the equity method to account for our investments in unconsolidated affiliated companies of which we own an equity interest of between 20% and 50% and as to which we have significant influence, but not control, over operations. We use the cost method for all other long-term investments. Investments in entities that we do not consolidate are reflected on our balance sheet in Other non-current assets. All significant intercompany accounts and transactions have been eliminated. Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires that our management make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates. Reclassifications. Certain amounts from prior periods have been reclassified to conform with the current period presentation. Cash and Cash Equivalents. Cash and cash equivalents include demand deposits and highly liquid investments with original maturities of three months or less from the date of investment. Accounts Receivable – Allowances for Doubtful Accounts. We determine the need for allowances for doubtful accounts using the specific identification method. We do not generally require collateral from our customers. Inventory. Inventory is valued at lower of cost or market. We determine cost using the weighted-average method. Property and Equipment and Long-Lived Intangible Assets. We provide for depreciation of property and equipment on the straight-line method over their estimated useful lives. We charge the costs of repair and maintenance of property and equipment to operations as incurred, while we capitalize the costs of improvements that extend asset lives or functionality. Upon the disposition of property and equipment, the related cost and accumulated depreciation accounts are relieved and any resulting gain or loss is included as an adjustment to cost of services and products. Intangible assets, primarily acquired in connection with business combinations, include trade names, intellectual property and customer relationships and are being amortized over their estimated useful lives. We capitalize interest on assets where the construction period is anticipated to be more than three months. We capitalized $0.9 million and $0.6 million of interest in the three-month periods ended March 31, 2016 and 2015, respectively. We do not allocate general administrative costs to capital projects. Our management periodically, and upon the occurrence of a triggering event, reviews the realizability of our property and equipment and long-lived intangible assets to determine whether any events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. For long-lived assets to be held and used, we base our evaluation on impairment indicators such as the nature of the assets, the future economic benefits of the assets, any historical or future profitability measurements and other external market conditions or factors that may be present. If such impairment indicators are present or other factors exist that indicate that the carrying amount of an asset may not be recoverable, we determine whether an impairment has occurred through the use of an undiscounted cash flows analysis of the asset at the lowest level for which identifiable cash flows exist. If an impairment has occurred, we recognize a loss for the difference between the carrying amount and the fair value of the asset. For assets held for sale or disposal, the fair value of the asset is measured using fair market value less cost to sell. Assets are classified as held-for-sale when we have a plan for disposal of certain assets and those assets meet the held for sale criteria. Business Acquisitions. We account for business combinations using the acquisition method of accounting, and we allocate the acquisition price to the assets acquired and liabilities assumed based on their fair market values at the date of acquisition. In April 2015, we completed the acquisition of C & C Technologies, Inc. ("C&C"). C&C is a global provider of ocean-bottom mapping services in deepwater utilizing customized autonomous underwater vehicles and provides marine construction surveys for both surface and subsea assets, as well as satellite-based positioning services for drilling rigs and seismic and construction vessels. C&C also provides land and near-shore survey services along the U.S. Gulf Coast and in Mexico, and performs shallow water conventional geophysical surveys in the U.S. Gulf of Mexico. The acquisition price of approximately $224 million was paid in cash. We have accounted for this acquisition by allocating the purchase price to the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. We have included C&C's operations in our consolidated financial statements starting from the date of closing, and its operating results are reflected in our Subsea Projects segment. The acquisition of C&C did not have a material effect on our operating results, cash flows from operations or financial position. Goodwill. In our annual evaluation of goodwill for impairment, we first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, we determine it is more likely than not that the fair value of a reporting unit is less than its carrying amount, we are required to perform the first step of the two-step impairment test. We tested the goodwill attributable to each of our reporting units for impairment as of December 31, 2015 and concluded that there was no impairment. Foreign Currency Translation. The functional currency for several of our foreign subsidiaries is the applicable local currency. Results of operations for foreign subsidiaries with functional currencies other than the U.S. dollar are translated into U.S. dollars using average exchange rates during the period. Assets and liabilities of these foreign subsidiaries are translated into U.S. dollars using the exchange rates in effect at the balance sheet date, and the resulting translation adjustments are recognized, net of tax, in accumulated other comprehensive income as a component of shareholders' equity. All foreign currency transaction gains and losses are recognized currently in the Consolidated Statements of Income. New Accounting Standards. In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, "Revenue from Contracts with Customers." ASU 2014-09, as amended, completes the joint effort by the FASB and International Accounting Standards Board to improve financial reporting by creating common revenue recognition guidance for U.S. GAAP and International Financial Reporting Standards. ASU 2014-09 applies to all companies that enter into contracts with customers to transfer goods or services. ASU 2014-09 is effective for us for interim and annual reporting periods beginning after December 15, 2017. Early application is not permitted before periods beginning after December 15, 2016, and we have the choice to apply ASU 2014-09 either retrospectively to each reporting period presented or by recognizing the cumulative effect of applying ASU 2014-09 at the date of initial application and not adjusting comparative information. We are currently evaluating the requirements of ASU 2014-09 and have not yet determined its impact on our consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, "Inventory - Simplifying the Measurement of Inventory." ASU 2015-11 requires companies to measure inventory at the lower of cost or net realizable value rather than at the lower of cost or market. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This guidance is effective for our inventories beginning January 1, 2017. We do not anticipate that this update will have a material impact on our consolidated financial statements. In September 2015, the FASB issued ASU 2015-16, "Business Combinations - Simplifying the Accounting for Measurement-Period Adjustments." This update requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The update requires that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The update requires an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 became effective for our financial statements January 1, 2016. This update has not had a material impact on our consolidated financial statements. In November 2015, the FASB issued ASU 2015-17, "Balance Sheet Classification of Deferred Taxes." Current GAAP requires an entity to separate deferred income tax liabilities and assets into current and noncurrent amounts in a classified statement of financial position. The Update requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. ASU 2015-17 is effective for our financial statements issued for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Earlier application is permitted. We do not anticipate that this update will have a material impact on our consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, "Leases." This update requires lessees to recognize for all leases, with the exception of short-term leases, a liability equal to the present value of lease payments and a corresponding right-of-use asset also based on the present value of lease payments. We are currently evaluating the requirements of ASU 2016-02 and have not yet determined its impact on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, "Compensation - Stock Compensation - Improvements to Employee Share-Based Payment Accounting." This update requires that all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) should be recognized as income tax expense or benefit in the income statement. The tax effects of exercised or vested awards should be treated as discrete items in the reporting period in which they occur. An entity also should recognize excess tax benefits regardless of whether the benefit reduces taxes payable in the current period. Currently, an entity must determine, for each award, whether the difference between the deduction for tax purposes and the compensation cost recognized for financial reporting purposes results in either an excess tax benefit or a tax deficiency. Excess tax benefits are recognized in additional paid-in capital; tax deficiencies are recognized either as an offset to accumulated excess tax benefits, if any, or in the income statement. The amendments in this update are effective for us beginning January 1, 2017. We do not anticipate that this update will have a material effect on our consolidated financial statements. |
Inventory |
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Inventory Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Inventory | INVENTORY The following is information regarding our inventory:
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Debt |
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Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt | DEBT Long-term Debt consisted of the following:
In November 2014, we completed the public offering of $500 million aggregate principal amount of 4.650% Senior Notes due 2024 (the "Senior Notes"). We pay interest on the Senior Notes on May 15 and November 15 of each year, and we made our first interest payment on May 15, 2015. The Senior Notes are scheduled to mature on November 15, 2024. We may redeem some or all of the Senior Notes prior to maturity at specified redemption prices. We used the net proceeds from the offering for general corporate purposes, including funding the C&C acquisition, other capital expenditures and repurchases of shares of our common stock. In October 2014, we entered into a new credit agreement (as amended, the "Credit Agreement") with a group of banks to replace our prior principal credit agreement. The Credit Agreement provides for a $300 million three-year term loan (the "Term Loan Facility") and a $500 million five-year revolving credit facility (the "Revolving Credit Facility"). Subject to certain conditions, the aggregate commitments under the Revolving Credit Facility may be increased by up to $300 million at any time upon agreement between us and existing or additional lenders. Borrowings under the Revolving Credit Facility and the Term Loan Facility may be used for general corporate purposes. Simultaneously with the execution of the Credit Agreement and pursuant to its terms, we repaid all amounts outstanding under, and terminated, our prior principal credit agreement. In November 2015, we entered into an Agreement and Amendment No. 1 to Credit Agreement (the "Amendment") to the Credit Agreement. The Amendment amended the Credit Agreement to (1) replace the maximum leverage ratio financial covenant with a new financial covenant restricting the maximum total capitalization ratio (defined in the Amendment to be the ratio of consolidated debt to total capitalization) to 55% and (2) extend the maturities of the Term Loan Facility and the Revolving Credit Facility by one year each, to October 27, 2018 and October 25, 2020, respectively, with the extending Lenders, which represent 93.75% of the existing commitments of the Lenders, such that (a) the total commitments for the Revolving Credit Facility will be $500 million until October 25, 2019 and thereafter $468.75 million until October 25, 2020, and (b) the outstanding term loan advances pursuant to the Term Loan Facility will be $300 million until October 27, 2017 and thereafter $281.25 million until October 27, 2018. Borrowings under the Credit Agreement bear interest at an Adjusted Base Rate or the Eurodollar Rate (both as defined in the Credit Agreement), at our option, plus an applicable margin based on our Leverage Ratio (as defined in the Credit Agreement) and, at our election, based on the ratings of our senior unsecured debt by designated ratings services, thereafter to be based on such debt ratings. The applicable margin varies: (1) in the case of advances bearing interest at the Adjusted Base Rate, from 0.125% to 0.750% for borrowings under the Revolving Credit Facility and from 0% to 0.500% for borrowings under the Term Loan Facility; and (2) in the case of advances bearing interest at the Eurodollar Rate, from 1.125% to 1.750% for borrowings under the Revolving Credit Facility and from 1.000% to 1.500% for borrowings under the Term Loan Facility. The Adjusted Base Rate is the highest of (1) the per annum rate established by the administrative agent as its prime rate, (2) the federal funds rate plus 0.50% and (3) the daily one-month LIBOR plus 1% . We pay a commitment fee ranging from 0.125% to 0.300% on the unused portion of the Revolving Credit Facility, depending on our Leverage Ratio. The commitment fees are included as interest expense in our consolidated financial statements. The Credit Agreement contains various covenants that we believe are customary for agreements of this nature, including, but not limited to, restrictions on our ability and the ability of each of our subsidiaries to incur debt, grant liens, make certain investments, make distributions, merge or consolidate, sell assets, enter into transactions with affiliates and enter into certain restrictive agreements. We are also subject to a maximum total capitalization ratio of 55%, as noted above. The Credit Agreement includes customary events of default and associated remedies. As of March 31, 2016, we were in compliance with all the covenants set forth in the Credit Agreement. We incurred $6.9 million of issuance costs related to the Senior Notes and $2.2 million of new loan costs, including costs of the Amendment, related to the Credit Agreement. We are amortizing these costs, which are included on our balance sheet as a reduction of debt for the Senior Notes and as an other non-current asset for the Credit Agreement, to interest expense over ten years for the Senior Notes and over six years for the Credit Agreement. |
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Schedule of Debt [Table Text Block] | Long-term Debt consisted of the following:
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Commitments And Contingencies |
3 Months Ended |
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Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | COMMITMENTS AND CONTINGENCIES Litigation. On June 17, 2014, a purported shareholder filed a derivative complaint against all of the then-current members of our board of directors and one of our former directors, as defendants, and our company, as nominal defendant, in the Court of Chancery of the State of Delaware. Through the complaint, the plaintiff is asserting, on behalf of our company, actions for breach of fiduciary duties and unjust enrichment in connection with prior determinations of our board of directors relating to nonexecutive director compensation. The plaintiff is seeking relief including disgorgement of payments made to the defendants, an award of unspecified damages and an award for attorneys’ fees and other costs. We and the defendants filed a motion to dismiss the complaint and a supporting brief on September 5, 2014, asserting that the complaint failed to state a claim on which relief could be granted, and further that the plaintiff did not comply with procedural requirements necessary to allow him to commence litigation against certain directors on our behalf. The Court has not yet ruled on that motion. In any event, our company is only a nominal defendant in this litigation, and we do not expect the resolution of this matter to have a material adverse effect on our results of operations, cash flows or financial position. In the ordinary course of business, we are subject to actions for damages alleging personal injury under the general maritime laws of the United States, including the Jones Act, for alleged negligence. We report actions for personal injury to our insurance carriers and believe that the settlement or disposition of those claims will not have a material adverse effect on our consolidated financial position, results of operations or cash flows. Various other actions and claims are pending against us, most of which are covered by insurance. Although we cannot predict the ultimate outcome of these matters, we believe that our ultimate liability, if any, that may result from these other actions and claims will not materially affect our results of operations, cash flows or financial position. Financial Instruments and Risk Concentration. In the normal course of business, we manage risks associated with foreign exchange rates and interest rates through a variety of strategies, including the use of hedging transactions. As a matter of policy, we do not use derivative instruments unless we have an underlying exposure. Other financial instruments that potentially subject us to concentrations of credit risk are principally cash and cash equivalents and accounts receivable. The carrying values of cash and cash equivalents approximate their fair values due to the short-term maturity of the underlying instruments. Accounts receivable are generated from a broad group of customers, primarily from within the energy industry, which is our major source of revenue. Due to their short-term nature, carrying values of our accounts receivable and accounts payable approximate fair market values. We had borrowings of $300 million at March 31, 2016 under our Term Loan Facility. Due to the short-term nature of the associated interest rate periods, the carrying value of our debt under the Term Loan Facility approximates its fair value. This debt is classified as Level 2 in the fair value hierarchy under U.S. GAAP (inputs other than quoted prices in active markets for similar assets and liabilities that are observable or can be corroborated by observable market data for substantially the full term for the assets or liabilities). We estimated the fair market value of the Senior Notes to be $434 million at March 31, 2016. The Senior Notes are are classified as Level 2 in the fair value hierarchy under U.S. GAAP (inputs other than quoted prices in active markets for similar assets and liabilities that are observable or can be corroborated by observable market data for substantially the full term for the assets or liabilities). We have an interest rate swap in place on $100 million of the Senior Notes for the period from November 2014 to November 2024. The agreement swaps the fixed interest rate of 4.650% on $100 million of the Senior Notes to the floating rate of one month LIBOR plus 2.426%. We estimate the fair value of the interest rate swap to be an asset of $6.5 million at March 31, 2016, which is reflected on our balance sheet as a component of Other Long-term Assets, with the offset as an adjustment to the carrying value of Long-term Debt. This value was arrived at using a discounted cash flow model using Level 2 inputs. Since the second quarter of 2015, the exchange rate for the Angolan kwanza relative to the U.S. dollar has been declining. As our functional currency in Angola is the U.S. dollar, we recorded foreign currency transaction losses related to the kwanza of $7.0 million in the three months ended March 31, 2016 as a component of Other income (expense), net in our Consolidated Statement of Income for the period. The foreign currency transaction losses related primarily to the remeasurement of our Angolan kwanza cash balances to U.S. dollars. Conversion of cash balances from kwanza to U.S. dollars is controlled by the central bank in Angola, and the central bank has slowed this process since mid 2015, causing our kwanza cash balances to increase. As of March 31, 2016, we had the equivalent of approximately $22 million of cash in kwanza in Angola reflected on our balance sheet. To mitigate our currency exposure risk in Angola, through March 31, 2016 we have used kwanza to purchase $40 million equivalent Angolan central bank (Banco Nacional de Angola) bonds with a maturity of November 2018. These bonds are denominated as U.S. dollar equivalents, so that, upon payment of semi-annual interest and principal upon maturity, the payment is made in kwanza equivalent to the respective U.S. dollars at the then-current exchange rate. We have classified these instruments as held-to-maturity, and have recorded the original cost on our balance sheet as other non-current assets. |
Earnings Per Share, Stock-Based Compensation and Share Repurchase Plan |
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Shareholders' Equity, Earnings Per Share And Stock-Based Compensation [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||
Shareholders' Equity, Earnings Per Share And Stock-Based Compensation | Earnings per Share. The table that follows presents our computation of weighted average basic and diluted shares outstanding, which we use in our earnings per share calculations. For each period presented, our net income allocable to both common shareholders and diluted common shareholders is the same as our net income in our consolidated statements of income.
Our quarterly dividend to our common shareholders has been $0.27 per share since the second quarter of 2014. Our latest $0.27 per share quarterly dividend was declared in April 2016 and is payable in June 2016. Share-Based Compensation. We have no outstanding stock options and, therefore, no share-based compensation to be recognized pursuant to stock option grants. Through 2014, we granted restricted units of our common stock to certain of our key executives, key employees and Chairman of the Board. We also granted shares of restricted stock to our other non-employee directors. The restricted units granted to our key executives and key employees generally vest in full on the third anniversary of the award date, conditional on continued employment. The restricted stock unit grants, including those granted to our Chairman, can vest pro rata over three years, provided the individual meets certain age and years-of-service requirements. The shares of restricted common stock we grant to our other non-employee directors vest in full on the first anniversary of the award date, conditional upon continued service as a director. Each grantee of shares of restricted stock is deemed to be the record owner of those shares during the restriction period, with the right to vote and receive any dividends on those shares. The restricted stock units outstanding have no voting or dividend rights. In 2015 and 2016, we made corresponding grants to those described above, except we granted restricted shares, rather than restricted stock units, to our Chairman. For each of the restricted stock units granted in 2014 through 2016, at the earlier of three years after grant or at termination of employment or service, the grantee will be issued a share of our common stock for each unit vested. As of March 31, 2016 and December 31, 2015, respective totals of 1,108,876 and 831,291 and shares of restricted stock or restricted stock units were outstanding. We estimate that stock-based compensation cost not yet recognized related to shares of restricted stock or restricted stock units, based on their grant-date fair values, was $26 million at March 31, 2016. This expense is being recognized on a staged-vesting basis over three years for awards attributable to individuals meeting certain age and years-of-service requirements, and on a straight-line basis over the applicable vesting period of one or three years for the other awards. Share Repurchase Plan. In December 2014, our Board of Directors approved a plan to repurchase up to 10 million shares of our common stock. Under this plan, we had repurchased 2.0 million shares of our common stock for $100 million through December 31, 2015. We did not repurchase any shares under the plan during the quarter ended March 31, 2016. We account for the shares we hold in treasury under the cost method, at average cost. |
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Income Tax Disclosure [Abstract] | |||||||||||||||||||||||||||||||
Income Taxes | INCOME TAXES During interim periods, we provide for income taxes based on our current estimated annual effective tax rate using assumptions as to (1) earnings and other factors that would affect the tax provision for the remainder of the year and (2) the operations of foreign branches and subsidiaries that are subject to local income and withholding taxes. We conduct business through several foreign subsidiaries and, although we expect our consolidated operations to be profitable, there is no assurance that profits will be earned in entities or jurisdictions that have net operating loss carryforwards available. The primary difference between our effective tax rates of 31.3% in the periods ended March 31, 2016 and the federal statutory rate of 35% reflects our intention to continue to indefinitely reinvest in certain of our international operations. As a result, we do not provide for U.S. taxes on that portion of our foreign earnings. We conduct our international operations in a number of locations that have varying laws and regulations with regard to income and other taxes, some of which are subject to interpretation. We recognize the benefit for a tax position if the benefit is more likely than not to be sustainable upon audit by the applicable taxing authority. If this threshold is met, the tax benefit is then measured and recognized at the largest amount that we believe is greater than 50% likely of being realized upon ultimate settlement. We do not believe that the total of unrecognized tax benefits will significantly increase or decrease in the next 12 months. We account for any applicable interest and penalties on uncertain tax positions as a component of our provision for income taxes on our financial statements. Including associated foreign tax credits and penalties and interest, we have accrued a net total of $5.0 million in Other Long-term Liabilities on our balance sheet for unrecognized tax benefits at March 31, 2016. All additions or reductions to those liabilities would affect our effective income tax rate in the periods of change. Our tax returns are subject to audit by taxing authorities in multiple jurisdictions. These audits often take years to complete and settle. The following lists the earliest tax years open to examination by tax authorities where we have significant operations:
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Business Segment Information |
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Segment Reporting, Measurement Disclosures [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Business Segment Information | BUSINESS SEGMENT INFORMATION We are a global oilfield provider of engineered services and products, primarily to the offshore oil and gas industry, with a focus on deepwater applications. Through the use of our applied technology expertise, we also serve the defense, aerospace and commercial theme park industries. Our Oilfield business consists of Remotely Operated Vehicles ("ROVs"), Subsea Products, Subsea Projects and Asset Integrity. Our ROV segment provides submersible vehicles operated from the surface to support offshore oil and gas exploration, development and production activities. Our Subsea Products segment supplies a variety of specialty subsea hardware and related services. Our Subsea Projects segment provides multiservice subsea support vessels and oilfield diving and support vessel operations, primarily for inspection, maintenance and repair and installation activities. Since April 2015, we have also provided survey, autonomous underwater vehicle ("AUV") and satellite-positioning services. Our Asset Integrity segment provides asset integrity management and assessment services and nondestructive testing and inspection. Our Advanced Technologies business provides project management, engineering services and equipment for applications in non-oilfield markets. Unallocated Expenses are those not associated with a specific business segment. These consist of expenses related to our incentive and deferred compensation plans, including restricted stock and bonuses, as well as other general expenses, including corporate administrative expenses. There are no differences in the basis of segmentation or in the basis of measurement of segment profit or loss from those used in our consolidated financial statements for the year ended December 31, 2015. The table that follows presents Revenue and Income from Operations by business segment for each of the periods indicated.
We determine income from operations for each business segment before interest income or expense, other income (expense) and provision for income taxes. We do not consider an allocation of these items to be practical. Our equity in earnings (losses) of unconsolidated affiliates is part of our Subsea Projects segment. |
Summary Of Major Accounting Policies (Policy) |
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Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation. We have prepared these unaudited consolidated financial statements pursuant to instructions for quarterly reports on Form 10-Q, which we are required to file with the U.S. Securities and Exchange Commission (the "SEC"). These financial statements do not include all information and footnotes normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). These financial statements reflect all adjustments that we believe are necessary to present fairly our financial position at March 31, 2016 and our results of operations and cash flows for the periods presented. Except as otherwise disclosed herein, all such adjustments are of a normal and recurring nature. These financial statements should be read in conjunction with the consolidated financial statements and related notes included in our annual report on Form 10-K for the year ended December 31, 2015. The results for interim periods are not necessarily indicative of annual results. |
Principles of Consolidation | Principles of Consolidation. The consolidated financial statements include the accounts of Oceaneering International, Inc. and our 50% or more owned and controlled subsidiaries. We also consolidate entities that are determined to be variable interest entities if we determine that we are the primary beneficiary; otherwise, we account for those entities using the equity method of accounting. We use the equity method to account for our investments in unconsolidated affiliated companies of which we own an equity interest of between 20% and 50% and as to which we have significant influence, but not control, over operations. We use the cost method for all other long-term investments. Investments in entities that we do not consolidate are reflected on our balance sheet in Other non-current assets. All significant intercompany accounts and transactions have been eliminated. |
Use Of Estimates | Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires that our management make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates. |
Reclassification | Reclassifications. Certain amounts from prior periods have been reclassified to conform with the current period presentation. |
Cash and Cash Equivalents | Cash and Cash Equivalents. Cash and cash equivalents include demand deposits and highly liquid investments with original maturities of three months or less from the date of investment. |
Accounts Receivable | Accounts Receivable – Allowances for Doubtful Accounts. We determine the need for allowances for doubtful accounts using the specific identification method. We do not generally require collateral from our customers. |
Inventory | Inventory. Inventory is valued at lower of cost or market. We determine cost using the weighted-average method. |
Property and Equipment | Property and Equipment and Long-Lived Intangible Assets. We provide for depreciation of property and equipment on the straight-line method over their estimated useful lives. We charge the costs of repair and maintenance of property and equipment to operations as incurred, while we capitalize the costs of improvements that extend asset lives or functionality. Upon the disposition of property and equipment, the related cost and accumulated depreciation accounts are relieved and any resulting gain or loss is included as an adjustment to cost of services and products. Intangible assets, primarily acquired in connection with business combinations, include trade names, intellectual property and customer relationships and are being amortized over their estimated useful lives. We capitalize interest on assets where the construction period is anticipated to be more than three months. We capitalized $0.9 million and $0.6 million of interest in the three-month periods ended March 31, 2016 and 2015, respectively. We do not allocate general administrative costs to capital projects. Our management periodically, and upon the occurrence of a triggering event, reviews the realizability of our property and equipment and long-lived intangible assets to determine whether any events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. For long-lived assets to be held and used, we base our evaluation on impairment indicators such as the nature of the assets, the future economic benefits of the assets, any historical or future profitability measurements and other external market conditions or factors that may be present. If such impairment indicators are present or other factors exist that indicate that the carrying amount of an asset may not be recoverable, we determine whether an impairment has occurred through the use of an undiscounted cash flows analysis of the asset at the lowest level for which identifiable cash flows exist. If an impairment has occurred, we recognize a loss for the difference between the carrying amount and the fair value of the asset. For assets held for sale or disposal, the fair value of the asset is measured using fair market value less cost to sell. Assets are classified as held-for-sale when we have a plan for disposal of certain assets and those assets meet the held for sale criteria. |
Business Acquisitions | Business Acquisitions. We account for business combinations using the acquisition method of accounting, and we allocate the acquisition price to the assets acquired and liabilities assumed based on their fair market values at the date of acquisition. In April 2015, we completed the acquisition of C & C Technologies, Inc. ("C&C"). C&C is a global provider of ocean-bottom mapping services in deepwater utilizing customized autonomous underwater vehicles and provides marine construction surveys for both surface and subsea assets, as well as satellite-based positioning services for drilling rigs and seismic and construction vessels. C&C also provides land and near-shore survey services along the U.S. Gulf Coast and in Mexico, and performs shallow water conventional geophysical surveys in the U.S. Gulf of Mexico. The acquisition price of approximately $224 million was paid in cash. We have accounted for this acquisition by allocating the purchase price to the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. We have included C&C's operations in our consolidated financial statements starting from the date of closing, and its operating results are reflected in our Subsea Projects segment. The acquisition of C&C did not have a material effect on our operating results, cash flows from operations or financial position. |
Goodwill and Intangible Assets | Goodwill. In our annual evaluation of goodwill for impairment, we first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, we determine it is more likely than not that the fair value of a reporting unit is less than its carrying amount, we are required to perform the first step of the two-step impairment test. We tested the goodwill attributable to each of our reporting units for impairment as of December 31, 2015 and concluded that there was no impairment. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency Translation. The functional currency for several of our foreign subsidiaries is the applicable local currency. Results of operations for foreign subsidiaries with functional currencies other than the U.S. dollar are translated into U.S. dollars using average exchange rates during the period. Assets and liabilities of these foreign subsidiaries are translated into U.S. dollars using the exchange rates in effect at the balance sheet date, and the resulting translation adjustments are recognized, net of tax, in accumulated other comprehensive income as a component of shareholders' equity. All foreign currency transaction gains and losses are recognized currently in the Consolidated Statements of Income. |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Standards. In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, "Revenue from Contracts with Customers." ASU 2014-09, as amended, completes the joint effort by the FASB and International Accounting Standards Board to improve financial reporting by creating common revenue recognition guidance for U.S. GAAP and International Financial Reporting Standards. ASU 2014-09 applies to all companies that enter into contracts with customers to transfer goods or services. ASU 2014-09 is effective for us for interim and annual reporting periods beginning after December 15, 2017. Early application is not permitted before periods beginning after December 15, 2016, and we have the choice to apply ASU 2014-09 either retrospectively to each reporting period presented or by recognizing the cumulative effect of applying ASU 2014-09 at the date of initial application and not adjusting comparative information. We are currently evaluating the requirements of ASU 2014-09 and have not yet determined its impact on our consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, "Inventory - Simplifying the Measurement of Inventory." ASU 2015-11 requires companies to measure inventory at the lower of cost or net realizable value rather than at the lower of cost or market. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. This guidance is effective for our inventories beginning January 1, 2017. We do not anticipate that this update will have a material impact on our consolidated financial statements. In September 2015, the FASB issued ASU 2015-16, "Business Combinations - Simplifying the Accounting for Measurement-Period Adjustments." This update requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The update requires that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The update requires an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 became effective for our financial statements January 1, 2016. This update has not had a material impact on our consolidated financial statements. In November 2015, the FASB issued ASU 2015-17, "Balance Sheet Classification of Deferred Taxes." Current GAAP requires an entity to separate deferred income tax liabilities and assets into current and noncurrent amounts in a classified statement of financial position. The Update requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. ASU 2015-17 is effective for our financial statements issued for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Earlier application is permitted. We do not anticipate that this update will have a material impact on our consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, "Leases." This update requires lessees to recognize for all leases, with the exception of short-term leases, a liability equal to the present value of lease payments and a corresponding right-of-use asset also based on the present value of lease payments. We are currently evaluating the requirements of ASU 2016-02 and have not yet determined its impact on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, "Compensation - Stock Compensation - Improvements to Employee Share-Based Payment Accounting." This update requires that all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) should be recognized as income tax expense or benefit in the income statement. The tax effects of exercised or vested awards should be treated as discrete items in the reporting period in which they occur. An entity also should recognize excess tax benefits regardless of whether the benefit reduces taxes payable in the current period. Currently, an entity must determine, for each award, whether the difference between the deduction for tax purposes and the compensation cost recognized for financial reporting purposes results in either an excess tax benefit or a tax deficiency. Excess tax benefits are recognized in additional paid-in capital; tax deficiencies are recognized either as an offset to accumulated excess tax benefits, if any, or in the income statement. The amendments in this update are effective for us beginning January 1, 2017. We do not anticipate that this update will have a material effect on our consolidated financial statements. |
Inventory (Tables) |
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Inventory [Table Text Block] |
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Schedule of Debt [Table Text Block] | Long-term Debt consisted of the following:
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Earnings Per Share, Stock-Based Compensation and Share Repurchase Plan (Tables) |
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Schedule of Earnings Per Share | Earnings per Share. The table that follows presents our computation of weighted average basic and diluted shares outstanding, which we use in our earnings per share calculations. For each period presented, our net income allocable to both common shareholders and diluted common shareholders is the same as our net income in our consolidated statements of income.
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Summary of Income Tax Examinations | The following lists the earliest tax years open to examination by tax authorities where we have significant operations:
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Business Segment Information (Tables) |
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Segment Reporting, Measurement Disclosures [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Financial Data By Business Segment | The table that follows presents Revenue and Income from Operations by business segment for each of the periods indicated.
|
Summary Of Major Accounting Policies - Principles of Consolidation And Repurchases (Details) |
Mar. 31, 2016 |
---|---|
Minimum [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Percentage | 50.00% |
Equity Method Investment, Ownership Interest Threshold For Consolidation, Percentage | 20.00% |
Maximum [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Equity Method Investment, Ownership Interest Threshold For Consolidation, Percentage | 50.00% |
Summary Of Major Accounting Policies - Property, Plant and Equipment (Details) - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Mar. 31, 2016 |
Mar. 31, 2015 |
|
Accounting Policies [Abstract] | ||
Interest Costs, Capitalized During Period | $ 913 | $ 610 |
Summary Of Major Accounting Policies Business Combination Disclosure (Details) $ in Millions |
12 Months Ended |
---|---|
Dec. 31, 2015
USD ($)
| |
Business Acquisition [Line Items] | |
Payments to Acquire Businesses, Net of Cash Acquired | $ 224 |
Inventory (Details) - USD ($) $ in Thousands |
Mar. 31, 2016 |
Dec. 31, 2015 |
---|---|---|
Inventory Disclosure [Abstract] | ||
Inventory for remotely operated vehicles | $ 160,821 | $ 163,539 |
Other inventory, primarily raw materials | 191,301 | 164,914 |
Total | $ 352,122 | $ 328,453 |
Debt - Long-Term Debt (Details) - USD ($) $ in Thousands |
3 Months Ended | ||
---|---|---|---|
Mar. 31, 2016 |
Dec. 31, 2015 |
Nov. 21, 2014 |
|
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate, Stated Percentage | 4.65% | ||
Payments of Debt Issuance Costs | $ 6,900 | ||
Notes Payable, Fair Value Disclosure | 434,000 | ||
4.650% Senior Notes due 2024 | 500,000 | $ 500,000 | $ 500,000 |
Unamortized Debt Issuance Expense | (5,901) | (6,073) | |
Fair Value Hedge Liabilities | 6,461 | 1,909 | |
Loans Payable to Bank | 300,000 | 300,000 | |
Revolving credit facility | 0 | 0 | |
Long-term Debt | $ 800,560 | $ 795,836 |
Commitments And Contingencies - Narrative (Details) - USD ($) $ in Thousands |
3 Months Ended | |||
---|---|---|---|---|
Mar. 31, 2016 |
Mar. 31, 2015 |
Dec. 31, 2015 |
Dec. 31, 2014 |
|
Loss Contingencies [Line Items] | ||||
Derivative, Amount of Hedged Item | $ 100,000 | |||
Fair Value Hedge Liabilities | 6,461 | $ 1,909 | ||
Loans Payable to Bank | 300,000 | 300,000 | ||
Line of Credit Facility, Amount Outstanding | 0 | 0 | ||
Other income (expense), net | (5,988) | $ 700 | ||
Cash and Cash Equivalents, at Carrying Value | 370,853 | $ 304,512 | $ 385,235 | $ 430,714 |
Other Income [Member] | ||||
Loss Contingencies [Line Items] | ||||
Other income (expense), net | 7,000 | |||
Angola, Kwanza | ||||
Loss Contingencies [Line Items] | ||||
Cash and Cash Equivalents, at Carrying Value | $ 22,000 |
Earnings Per Share, Stock-Based Compensation and Share Repurchase Plan (Earnings Per Share) (Details) - shares shares in Thousands |
3 Months Ended | |
---|---|---|
Mar. 31, 2016 |
Mar. 31, 2015 |
|
Shareholders' Equity, Earnings Per Share And Stock-Based Compensation [Abstract] | ||
Basic shares outstanding | 97,952 | 99,473 |
Effect of restricted stock units | 334 | 439 |
Diluted shares outstanding | 98,286 | 99,912 |
Income Taxes - Narrative (Details) $ in Millions |
3 Months Ended |
---|---|
Mar. 31, 2016
USD ($)
| |
Operating Loss Carryforwards [Line Items] | |
Effective income tax rate continuing operations | 31.30% |
Federal statutory tax rate | 35.00% |
Unrecognized Tax Benefits, Probability Threshold of Realizing for Tax Benefits Recognition, Minimum Percentage | 50.00% |
Unrecognized Tax Benefits, Including Foreign Tax Credits and Penalties and Interest | $ 5.0 |
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