UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 5, 2014
ROWAN COMPANIES plc
(Exact name of registrant as specified in its charter)
| England and Wales | 1-5491 | 98-1023315 |
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | file Number) | Identification No.) |
| 2800 POST OAK BOULEVARD | |
| SUITE 5450 | |
| HOUSTON, TEXAS | 77056-6189 |
| (Address of principal executive offices) | (zip code) |
(713) 621-7800
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240-14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240-13e-4(c))
Item 2.02 - Results of Operations and Financial Condition
The following information is disclosed pursuant to Item 2.02 - Results of Operations and Financial Condition:
| On November 5, 2014, Rowan Companies plc issued a press release announcing its operating results for the three months ended September 30, 2014. The press release is attached as Exhibit 99. |
Item 9.01 - Financial Statements and Exhibits
(c) Exhibits
| Exhibit | ||
| Number | Exhibit Description | |
| 99 | Press release of Rowan Companies plc dated November 5, 2014 announcing its operating results for the three months ended September 30, 2014 |
| -2- |
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 hereunto duly authorized.
| ROWAN COMPANIES plc | |
| By: /s/ KEVIN BARTOL | |
| Kevin Bartol, | |
| Executive Vice President, Chief Financial Officer |
Dated: November 5, 2014
| -3- |
INDEX TO EXHIBITS
| Exhibit | ||
| Number | Exhibit Description | |
| 99 | Press release of Rowan Companies plc dated November 5, 2014 announcing its operating results for the three months ended September 30, 2014 |
| -4- |
Exhibit 99.1
Rowan Reports Third Quarter 2014 Results
HOUSTON, Nov. 5, 2014 /PRNewswire/ -- For the three months ended September 30, 2014, Rowan Companies plc ("Rowan" or the "Company") (NYSE: RDC) generated net income of $119.6 million, or $0.96 per share, compared to $51.9 million, or $0.42 per share in the third quarter of 2013. The current quarter includes an income tax benefit which reflects the favorable impact of a US tax settlement, net of an unfavorable retroactive impact of a recently finalized UK tax law, which increased net income by approximately $41.0 million, or $0.33 per share. Excluding the impact of this income tax benefit, net income was $78.6 million or $0.63 per share in the third quarter of 2014.
Logo - http://photos.prnewswire.com/prnh/20120827/DA62568LOGO
Rowan's revenues were $467.7 million in the third quarter of 2014, up 22% over the prior-year quarter due primarily to the commencement, in late April 2014, of the company's first ultra-deepwater drillship and less out-of-service time for jack-up rigs.
Tom Burke, President and Chief Executive Officer, commented, "We are reasonably pleased with our third quarter operating results. During the quarter we added $1.2 billion of new contract backlog, principally from four jack-up contract extensions with Saudi Aramco. Our second newbuild ultra-deepwater drillship, the Rowan Resolute commenced operations in the US Gulf of Mexico in October and we will take delivery of our third newbuild drillship, the Rowan Reliance, in Korea this week. As we look forward, we are expecting our revenues to increase in 2015 as our newbuild drillships are added to the fleet.
We are seeing softness in jack-up and deepwater markets worldwide. Notwithstanding these challenging conditions, we continue to believe that our strategy of operating high-specification drillships and jack-ups, along with our conservative financial profile and focus on cost control, place us in a good competitive position.”
Rowan will conduct its earnings conference call on Wednesday, November 5, 2014, at 10:00 a.m. Central Time. Interested parties are invited to listen to the call by telephone or over the Internet. Individuals who wish to participate on the conference call by telephone may dial (877) 869-3847, or internationally (201) 689-8261. You should dial-in approximately five to 10 minutes prior to the scheduled start time. Alternatively, to access the online simulcast and rebroadcast of the conference call, please visit Rowan's website at www.rowancompanies.com. You should connect to our website at least 15 minutes prior to the conference call to register, and download any necessary software.
Rowan Companies plc is a global provider of contract drilling services in the ultra-deepwater and shallow water jack-up market with a fleet of 34 offshore drilling units, including four ultra-deepwater drillships, two of which are currently under construction, and 30 jack-up rigs, 19 of which are rated high-specification. The Company's fleet is located worldwide, including the United Kingdom and Norwegian sectors of the North Sea, the Middle East, the United States Gulf of Mexico, Southeast Asia, West and North Africa and Trinidad. All four of the Company's ultra-deepwater drillships are now under long-term contracts. The Company's Class A Ordinary Shares are traded on the New York Stock Exchange under the symbol "RDC." For more information on the Company, please visit www.rowancompanies.com.
Statements herein that are not historical facts are forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements as to the expectations, beliefs and future expected business, financial performance and prospects of the Company. These forward-looking statements are based on our current expectations and are subject to certain risks, assumptions, trends and uncertainties that could cause actual results to differ materially from those indicated by the forward-looking statements. Among the factors that could cause actual results to differ materially include oil and natural gas prices, the level of offshore expenditures by energy companies, variations in energy demand, changes in day rates, cancellation by our customers of drilling contracts or letter agreements or letters of intent for drilling contracts or the exercise of early termination provisions, risks associated with fixed cost drilling operations, cost overruns or delays on shipyard repair, construction or transportation of drilling units, maintenance and repair costs, costs or delays for conversion or upgrade projects, operating hazards and equipment failure, risks of collision and damage, casualty losses and limitations on insurance coverage, customer credit and risk of customer bankruptcy, conditions in the general economy and energy industry, weather conditions and severe weather in the Company's operating areas, increasing complexity and costs of compliance with environmental and other laws and regulations, changes in tax laws and interpretations by taxing authorities, changes in tax rates and provisions, civil unrest and instability, terrorism and hostilities in our areas of operations that may result in loss or seizure of assets, the outcome of disputes and legal proceedings, effects of the change in our corporate structure, and other risks disclosed in the Company's filings with the U.S. Securities and Exchange Commission. Each forward-looking statement speaks only as of the date hereof, and the Company expressly disclaims any obligation to update or revise any forward-looking statements, except as required by law.
ROWAN COMPANIES PLC | ||||||||||||||||
CONDENSED CONSOLIDATED BALANCE SHEETS | ||||||||||||||||
Unaudited (In Millions) | ||||||||||||||||
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| SEPTEMBER 30, |
| DECEMBER 31, | ||||||||||||
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| 2014 |
| 2013 | ||||||||||||
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ASSETS |
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Cash and cash equivalents |
| $ 707.7 |
| $ 1,092.8 | ||||||||||||
Accounts receivable |
| 510.2 |
| 344.6 | ||||||||||||
Other current assets |
| 82.8 |
| 67.7 | ||||||||||||
Assets of discontinued operations |
| - |
| 23.8 | ||||||||||||
Total current assets |
| 1,300.7 |
| 1,528.9 | ||||||||||||
Property, plant and equipment - net |
| 7,508.6 |
| 6,385.8 | ||||||||||||
Other assets |
| 19.5 |
| 61.1 | ||||||||||||
TOTAL |
| $ 8,828.8 |
| $ 7,975.8 | ||||||||||||
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Accounts payable |
| $ 100.5 |
| $ 124.0 | ||||||||||||
Other current liabilities |
| 161.6 |
| 210.5 | ||||||||||||
Liabilities of discontinued operations |
| - |
| 20.1 | ||||||||||||
Total current liabilities |
| 262.1 |
| 354.6 | ||||||||||||
Long-term debt |
| 2,807.5 |
| 2,008.7 | ||||||||||||
Other liabilities |
| 649.2 |
| 718.7 | ||||||||||||
Stockholders' equity |
| 5,110.0 |
| 4,893.8 | ||||||||||||
TOTAL |
| $ 8,828.8 |
| $ 7,975.8 | ||||||||||||
ROWAN COMPANIES PLC | |||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||||||||
Unaudited (In Millions Except Per Share Amounts) | |||||||||||||
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| THREE MONTHS |
| NINE MONTHS | |||||||
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| ENDED SEPTEMBER 30 |
| ENDED SEPTEMBER 30 | |||||||
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| 2014 |
| 2013 |
| 2014 |
| 2013 | |||
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REVENUES |
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| $ 467.7 |
| $ 382.8 |
| $ 1,268.2 |
| $ 1,185.9 | ||||
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COSTS AND EXPENSES: |
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| Operations |
| 246.9 |
| 211.8 |
| 711.9 |
| 637.3 | ||||
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| Depreciation and amortization |
| 81.5 |
| 69.3 |
| 230.1 |
| 200.4 | ||||
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| Selling, general and administrative |
| 33.0 |
| 33.3 |
| 92.1 |
| 96.0 | ||||
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| (Gain)/loss on disposals of property and equipment |
| 0.1 |
| (0.1) |
| 1.7 |
| (19.0) | ||||
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| Material charges, settlements and other expenses |
| - |
| - |
| (12.6) |
| - | ||||
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| Total |
| 361.5 |
| 314.3 |
| 1,023.2 |
| 914.7 | |||
INCOME FROM OPERATIONS |
| 106.2 |
| 68.5 |
| 245.0 |
| 271.2 | |||||
Net interest and other income |
| (25.0) |
| (17.1) |
| (73.2) |
| (53.8) | |||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES |
| 81.2 |
| 51.4 |
| 171.8 |
| 217.4 | |||||
Provision for income taxes |
| (38.4) |
| (0.5) |
| (36.2) |
| 14.5 | |||||
NET INCOME FROM CONTINUING OPERATIONS |
| 119.6 |
| 51.9 |
| 208.0 |
| 202.9 | |||||
Discontinued operations, net of tax |
| - |
| - |
| 4.0 |
| - | |||||
NET INCOME |
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| $ 119.6 |
| $ 51.9 |
| $ 212.0 |
| $ 202.9 | ||||
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PER SHARE AMOUNTS: |
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| Income from continuing operations |
| $ 0.96 |
| $ 0.42 |
| $ 1.67 |
| $ 1.63 | ||||
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| Discontinued operations, net of tax |
| $ - |
| $ - |
| $ 0.03 |
| $ - | ||||
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| Net income |
| $ 0.96 |
| $ 0.42 |
| $ 1.70 |
| $ 1.63 | ||||
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AVERAGE DILUTED SHARES |
| 125.1 |
| 124.6 |
| 124.8 |
| 124.4 | |||||
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NOTE: See page 6 for supplemental operating information. | |||||||||||||
ROWAN COMPANIES PLC | ||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||||||
Unaudited (In Millions) | ||||||||||
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| NINE MONTHS | ||
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| ENDED SEPTEMBER 30 | ||
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| 2014 |
| 2013 |
CASH PROVIDED BY (USED IN): |
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Operations: |
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Net income |
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| $ 212.0 |
| $ 202.9 | |
Adjustments to reconcile net income to net |
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cash provided by operations: |
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Depreciation and amortization |
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| 230.1 |
| 200.4 | |||
Deferred income taxes |
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| (42.7) |
| (9.9) | |||
Gain on disposals of assets |
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| (0.2) |
| (19.0) | |||
Other - net |
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| (6.5) |
| 28.8 | |
Net changes in current assets and liabilities |
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| (193.0) |
| (60.8) | |||||
Net changes in other noncurrent assets and liabilities |
| 0.5 |
| 49.6 | ||||||
Net cash provided by operations |
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| 200.2 |
| 392.0 | |||
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Investing activities: |
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Property, plant and equipment additions |
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| (1,367.4) |
| (455.1) | ||||
Proceeds from disposals of property, plant and equipment |
| 9.8 |
| 42.3 | ||||||
Net cash used in investing activities |
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| (1,357.6) |
| (412.8) | ||||
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Financing activities: |
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Proceeds from borrowings |
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| 792.7 |
| - | |||
Payment of cash dividends |
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| (25.1) |
| - | |||
Proceeds from equity compensation plans and other |
| 4.7 |
| 5.7 | ||||||
Net cash provided by financing activities |
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| 772.3 |
| 5.7 | ||||
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INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |
| (385.1) |
| (15.1) | ||||||
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD |
| 1,092.8 |
| 1,024.0 | ||||||
CASH AND CASH EQUIVALENTS, END OF PERIOD |
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| $ 707.7 |
| $ 1,008.9 | |||||
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ROWAN COMPANIES PLC | ||||||||||||
SUPPLEMENTAL OPERATING INFORMATION | ||||||||||||
Unaudited | ||||||||||||
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| THREE MONTHS ENDED | ||||||||
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| September 30, |
| June 30, |
| September 30, | ||||
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| 2014 |
| 2014 |
| 2013 | ||||
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RIG DAYS: |
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| Operating |
| 2,396 |
| 2,213 |
| 2,205 | |||||
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| Out of service (shipyard/transit/inspections/other) |
| 254 |
| 363 |
| 354 | |||||
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| Operational downtime (off rate during rig operations) |
| 18 |
| 41 |
| 17 | |||||
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| Cold stacked |
| 184 |
| 182 |
| 184 | |||||
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| Total available |
| 2,852 |
| 2,799 |
| 2,760 | ||||
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| Utilization |
| 84% |
| 79% |
| 80% | ||||
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| Utilization (excluding cold-stacked rigs) |
| 90% |
| 85% |
| 86% | ||||
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AVERAGE DAY RATES (in thousands): |
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| Jack-ups: |
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| North Sea |
| $ 283.6 |
| $ 290.5 |
| $ 281.1 | ||||
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| Middle East |
| 141.1 |
| 141.4 |
| 137.2 | ||||
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| Gulf of Mexico |
| 144.3 |
| 156.9 |
| 140.2 | ||||
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| All jack-up rigs |
| 174.3 |
| 177.5 |
| 169.2 | ||||
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| Drillship: |
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| West Africa |
| $ 660.2 |
| $ 605.0 |
| n/a | ||||
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OPERATIONS COSTS AND EXPENSES (in millions): |
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| Personnel (a) |
| $ 160.9 |
| $ 151.8 |
| $ 129.0 | |||||
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| Repairs and maintenance |
| 42.9 |
| 48.6 |
| 45.9 | |||||
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| Insurance |
| 7.7 |
| 8.4 |
| 8.0 | |||||
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| All other |
| 24.3 |
| 24.1 |
| 19.3 | |||||
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| Subtotal (excluding rebillables) |
| $ 235.8 |
| $ 232.9 |
| $ 202.2 | ||||
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| Rebillables (equally offset with rebillable revenue) |
| 11.1 |
| 11.7 |
| 9.6 | |||||
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| Total |
| $ 246.9 |
| $ 244.6 |
| $ 211.8 | ||||
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| (a) Includes labor, fringes, training, travel and catering costs. | ||||||||||
CONTACT: Suzanne M. Spera, Director, Investor Relations, (713) 960-7517, sspera@rowancompanies.com