EX-99.1 9 h45237a1exv99w1.htm FINANCIAL STATEMENTS OF WILPRO ENERGY SERVICES (PIGAP II) exv99w1
 

Exhibit 99.1
Financial Statements
WilPro Energy Services (PIGAP II) Limited
Years Ended December 31, 2006, 2005 and 2004

 


 

WilPro Energy Services (PIGAP II) Limited
Financial Statements
Years Ended December 31, 2006, 2005 and 2004
Contents
         
Report of Independent Auditors
    1  
 
       
Audited Financial Statements
       
 
       
Balance Sheets
    2  
Statements of Income and Comprehensive Income
    3  
Statements of Shareholders’ Equity
    4  
Statements of Cash Flows
    5  
Notes to Financial Statements
    6  

 


 

Report of Independent Auditors
To the Shareholders and Board of Directors
WilPro Energy Services (PIGAP II) Limited
We have audited the accompanying balance sheets of WilPro Energy Services (PIGAP II) Limited as of December 31, 2006 and 2005, and the related statements of income and comprehensive income, shareholders’ equity and cash flows for each of the three years in the period ended December 31, 2006. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Company’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of WilPro Energy Services (PIGAP II) Limited at December 31, 2006 and 2005, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2006, in conformity with accounting principles generally accepted in the United States.
Tulsa, OK
April 26, 2007
/s/ ERNST & YOUNG LLP

1


 

WilPro Energy Services (PIGAP II) Limited
Balance Sheets
                 
    December 31,  
    2006     2005  
Assets
               
Current assets:
               
Cash and cash equivalents
  $ 197,857     $ 143,547  
Restricted cash and cash equivalents
    48,631,168       41,906,949  
Accounts receivable:
               
Trade — PDVSA Petroleo, S.A.
    7,735,557       14,700,382  
Other
    512,432       154,290  
Prepaid taxes
    7,792,229       1,790,322  
Prepaid expenses
    2,760,067       2,479,277  
 
           
Total current assets
    67,629,310       61,174,767  
 
               
Restricted cash and cash equivalents
    18,354,872       20,144,541  
Property, plant and equipment, net
    234,482,992       249,696,527  
Deferred financing costs, net
    21,534,754       23,743,447  
Derivative asset
    486,583       808,870  
Other asset
          309,706  
 
           
Total assets
  $ 342,488,511     $ 355,877,858  
 
           
 
               
Liabilities and shareholders’ equity
               
Current liabilities:
               
Accounts payable:
               
Trade
  $ 1,557,200     $ 2,296,920  
Affiliates
    428,617       372,438  
Other
    582,749       235,927  
Taxes payable:
               
Foreign income tax
    24,220,109        
Value-added tax
    77,583       938,299  
Accrued liabilities
    309,575       525,678  
Notes payable due within one year
    22,310,000       22,310,000  
Accrued interest
    3,082,152       3,149,564  
Deferred revenue
    521,519       521,519  
 
           
Total current liabilities
    53,089,504       30,350,345  
 
               
Notes payable due after one year
    140,760,000       163,070,000  
Deferred revenue
    7,692,405       8,213,924  
Deferred foreign income taxes
    26,292,844       21,066,346  
 
               
Shareholders’ equity:
               
Common stock, class A, $1 par value, 35,000 shares authorized, 70 shares issued and outstanding
    70       70  
Common stock, class B, $1 par value, 15,000 shares authorized, 30 shares issued and outstanding
    30       30  
Additional paid-in capital
    101,914,330       101,914,330  
Retained earnings
    14,455,631       32,892,729  
Accumulated other comprehensive loss — net loss on cash flow hedge instruments
    (1,716,303 )     (1,629,916 )
 
           
Total shareholders’ equity
    114,653,758       133,177,243  
 
           
Total liabilities and shareholders’ equity
  $ 342,488,511     $ 355,877,858  
 
           
See accompanying notes.

2


 

WilPro Energy Services (PIGAP II) Limited
Statements of Income and Comprehensive Income
                         
    Years Ended December 31,  
    2006     2005     2004  
Revenues
  $ 93,667,872     $ 91,626,354     $ 85,767,089  
 
                       
Costs and expenses:
                       
Operating expenses, exclusive of items shown separately below
    20,496,705       19,619,632       15,781,494  
Depreciation
    15,945,079       15,966,865       15,995,101  
General and administrative expenses
    2,957,228       2,494,235       4,043,891  
 
                 
Total costs and expenses
    39,399,012       38,080,732       35,820,486  
 
                 
 
                       
Operating income
    54,268,860       53,545,622       49,946,603  
 
                       
Other income (expense):
                       
Interest expense
    (13,985,012 )     (14,164,670 )     (12,281,461 )
Interest income
    3,145,474       1,238,517       528,590  
Foreign currency transaction loss
    (1,872 )     (915,059 )     (854,915 )
Other expense, net
    (373,439 )     (293,023 )     (63,097 )
 
                 
Total other income (expense)
    (11,214,849 )     (14,134,235 )     (12,670,883 )
 
                 
 
                       
Income before provision for foreign income taxes
    43,054,011       39,411,387       37,275,720  
Provision for foreign income taxes
    29,491,109       5,822,000       6,523,000  
 
                 
Net income
    13,562,902       33,589,387       30,752,720  
Other comprehensive loss:
                       
Cash flow hedging activities:
                       
Losses reclassified to earnings during year (net of income tax benefit of $65,075 in 2006 and $7,331 in 2005)
    126,322       14,230        
Unrealized mark-to-market losses during year (net of income tax benefit of $109,578 in 2006, $147,989 in 2005 and $510,332 in 2004)
    (212,709 )     (287,273 )     (990,644 )
 
                 
Other comprehensive loss
    (86,387 )     (273,043 )     (990,644 )
 
                 
 
                       
Comprehensive income
  $ 13,476,515     $ 33,316,344     $ 29,762,076  
 
                 
See accompanying notes.

3


 

WilPro Energy Services (PIGAP II) Limited
Statements of Shareholders’ Equity
                                                 
                                    Accumulated        
                    Additional             Other        
    Common Stock     Paid-In     Retained     Comprehensive        
    Class A     Class B     Capital     Earnings     Loss     Total  
Balance, December 31, 2003
  $ 70     $ 30     $ 101,914,330     $ 8,050,622     $ (366,229 )   $ 109,598,823  
 
                                               
Net income
                      30,752,720             30,752,720  
 
                                               
Other comprehensive loss
                            (990,644 )     (990,644 )
 
                                   
 
                                               
Balance, December 31, 2004
    70       30       101,914,330       38,803,342       (1,356,873 )     139,360,899  
 
                                               
Net income
                      33,589,387             33,589,387  
 
                                               
Other comprehensive loss
                            (273,043 )     (273,043 )
 
                                               
Dividends paid
                      (39,500,000 )           (39,500,000 )
 
                                   
 
                                               
Balance, December 31, 2005
    70       30       101,914,330       32,892,729       (1,629,916 )     133,177,243  
 
                                               
Net income
                      13,562,902             13,562,902  
 
                                               
Other comprehensive loss
                            (86,387 )     (86,387 )
 
                                               
Dividends paid
                      (32,000,000 )           (32,000,000 )
 
                                   
Balance, December 31, 2006
  $ 70     $ 30     $ 101,914,330     $ 14,455,631     $ (1,716,303 )   $ 114,653,758  
 
                                   
See accompanying notes.

4


 

WilPro Energy Services (PIGAP II) Limited
Statements of Cash Flows
                         
    Years Ended December 31,  
    2006     2005     2004  
Operating activities
                       
Net income
  $ 13,562,902     $ 33,589,387     $ 30,752,720  
Adjustments to reconcile net income to net cash provided by operating activities:
                       
Depreciation
    15,945,079       15,966,865       15,995,101  
Amortization of deferred financing costs
    2,208,693       2,208,693       2,212,347  
Provision for loss on other assets
    309,706              
Provision for deferred foreign income taxes
    5,271,000       5,822,003       6,523,332  
Changes in operating assets and liabilities:
                       
Accounts receivable
    6,606,683       1,409,695       (7,098,318 )
Prepaid taxes
    (6,001,907 )     184,000       395,537  
Prepaid expenses
    (280,790 )     (1,321,073 )     (158,806 )
Accounts payable
    (392,898 )     773,694       (2,754,574 )
Taxes payable
    23,359,393       (988,980 )     628,850  
Receivables/payables with affiliates
    56,179       7,157       (4,556,271 )
Accrued liabilities
    (216,103 )     (9,305 )     (554,736 )
Accrued interest
    (67,412 )     167,922       815,254  
Deferred revenue
    (521,519 )     (521,519 )     (521,519 )
Other, including changes in other non-current assets
    191,398       51,567       (339,711 )
 
                 
Net cash provided by operating activities
    60,030,404       57,340,106       41,339,206  
 
                       
Investing activities
                       
Purchases of property, plant and equipment
    (731,544 )     (848,201 )     (173,287 )
 
                 
Net cash used in investing activities
    (731,544 )     (848,201 )     (173,287 )
 
                       
Financing activities
                       
Payments of notes payable
    (22,310,000 )     (22,310,000 )     (22,310,000 )
Dividends paid
    (32,000,000 )     (39,500,000 )      
Additions to deferred financing costs
                (190,041 )
Changes in restricted cash and cash equivalents
    (4,934,550 )     5,367,085       (18,698,887 )
 
                 
Net cash used in financing activities
    (59,244,550 )     (56,442,915 )     (41,198,928 )
 
                 
 
                       
Net increase (decrease) in cash and cash equivalents
    54,310       48,990       (33,009 )
Cash and cash equivalents, beginning of year
    143,547       94,557       127,566  
 
                 
Cash and cash equivalents, end of year
  $ 197,857     $ 143,547     $ 94,557  
 
                 
 
                       
Supplemental Disclosures of Cash Flow Information
                       
Foreign income taxes paid
  $ 13,691,485     $ 1,916,418     $ 1,532,899  
Interest paid
  $ 10,903,538     $ 11,766,494     $ 9,253,859  
See accompanying notes.

5


 

WilPro Energy Services (PIGAP II) Limited
Notes to Financial Statements
December 31, 2006 and 2005
1. Organization and Description of Business
WilPro Energy Services (PIGAP II) Limited (the Company) was incorporated in the Cayman Islands in July 1998. The Company provides installation, engineering, procurement and construction services, as well as operation and maintenance services for natural gas compression facilities at the Santa Bárbara/Pirital oil field property of PDVSA Petróleo, S.A. (PDVSA) in Venezuela. Williams International PIGAP Limited, a subsidiary of Williams International Company, owns all 70 outstanding Class A common shares, and Hanover Cayman Limited (a wholly owned subsidiary of Hanover Compression Limited Partnership), owns all 30 Class B common shares of the Company. There are no differences in Class A and Class B common shares of the Company.
The Company has entered into a services contract with PDVSA. Under the terms of this contract, the Company designed and built a high-pressure plant, which was completed in August 2001, and renders natural gas compression services on behalf of PDVSA at the Company’s own expense and risk. The contract has an initial term of 20 years. After this term, PDVSA is under no obligation to receive these services. The services rendered by the Company generate a service fee from PDVSA, which is the primary source of revenue for the Company. The Company does not require collateral for credit extended to PDVSA. At the end of the contract, PDVSA has the option to 1) renew the current service agreement, allowing the Company to retain ownership of the assets, 2) purchase the PIGAP II assets at book value, which is expected to be an insignificant amount, and either retain the Company under an operations and management agreement or terminate its relationship with the Company, or 3) require the Company to dismantle the assets and restore the land to its original condition.
2. Summary of Significant Accounting Policies
Reclassifications
Certain prior year amounts, including insurance expense, interest income and letter of credit fees, have been reclassified to conform to the current classifications.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in those financial statements and accompanying notes. Actual results could differ from those estimates and assumptions.

6


 

WilPro Energy Services (PIGAP II) Limited
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies (continued)
Cash and Cash Equivalents
Cash and cash equivalents include demand and time deposits, certificates of deposit and other marketable securities with maturities of three months or less when acquired.
Restricted Cash and Cash Equivalents
Restricted cash and cash equivalents within current assets consists primarily of bank accounts restricted under the Company’s loan agreement with Overseas Private Investment Corporation (OPIC), ABN AMRO Bank N.V., and Istituto per i Servizi Assicurativi del Commercio Estero (SACE) (see Note 6) for receipt of revenue, payment of operating and maintenance expenses, distributions to shareholders and funding for the next semi-annual debt principal and interest payments. Restricted cash and cash equivalents within noncurrent assets consists primarily of bank accounts restricted under the loan agreement with OPIC and SACE for six months of principal and interest payments and an uninsured loss reserve. The Company does not expect these cash and cash equivalents to be released within the next twelve months.
Accounts Receivable
Accounts receivable are carried on a gross basis, with no discounting, less the allowance for doubtful accounts. No allowance for doubtful accounts is recognized at the time the revenue, which generates the accounts receivable, is recognized. Management assesses the collectibility of accounts receivable based on existing economic conditions and contractual terms with its client. Receivables are considered past due if payment is not received by the contractual due date. Past due accounts are generally written off against the allowance for doubtful accounts only after all collection attempts have been exhausted.
Derivative instruments
During 2003, the Company entered into an interest rate cap agreement to hedge the interest rate risk associated with its loan agreement. This derivative instrument protects against increases in the LIBOR interest rates above 5.85 percent. This derivative is reflected on the balance sheet at fair value and has been designated in a cash flow hedging relationship. The effective portion of the change in fair value is reported in other comprehensive income and reclassified into earnings in the period in which the hedged item affects earnings. To match the underlying transaction

7


 

WilPro Energy Services (PIGAP II) Limited
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies (continued)
being hedged, derivative gains or losses reclassified into earnings are recognized in interest expense. The hedging relationship is regularly evaluated to determine whether it is expected to be, and has been a highly effective hedge. Forecasted transactions designated as the hedged item are regularly evaluated to assess whether they continue to be probable of occurring. During 2006 and 2005, there are no amounts excluded from the effectiveness calculation and no hedge ineffectiveness. As of December 31, 2006, the Company has hedged future cash flows associated with interest payments for nine years, and, based on recorded values at December 31, 2006, losses of $435,500, net of tax, are expected to be reclassified into earnings within the next year.
Property, Plant and Equipment
Property, plant and equipment is recorded at historical cost. The carrying amount of these assets is based on estimates, assumptions and judgments relative to capitalized costs, useful lives and salvage values. Improvements increasing functionality or useful lives are added to the cost of the corresponding assets, while the cost of repairs and maintenance are charged to expense as incurred. All spare parts inventory items in excess of $2,500 are capitalized and recorded at historical cost and expensed upon usage. Depreciation is recorded using the straight-line method over estimated useful lives. An estimated useful life of 20 years is used for natural gas compression plant facilities and an estimated useful life of five years is used for all other property, plant and equipment.
Statement of Financial Accounting Standards (SFAS) No. 143, Accounting for Asset Retirement Obligations, requires that the fair value of a liability for an asset retirement obligation be recognized in the period in which it is incurred if a reasonable estimate of fair value can be made, and that the associated asset retirement costs be capitalized as part of the carrying amount of the long-lived asset. The Company has not recorded an asset retirement obligation based on a 100% probability assessment that PDVSA, under the contract terms, will purchase the Pigap II facility and assume all retirement obligations at the end of the contract term.
Revenue Recognition Policy
The Company recognizes revenue for services in the period they are performed. On December 27, 2002, the Company received $10.3 million from PDVSA for achieving specified production levels within a certain number of days after the facility became operational. The payment is a part of the 20-year services agreement with PDVSA. The Company has recorded the payment as deferred revenue and is recognizing the revenue on a straight-line basis over the life of the

8


 

WilPro Energy Services (PIGAP II) Limited
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies (continued)
contract. The portion to be recognized as revenues in the next year is included within current liabilities.
Impairment of Long-lived Assets
The evaluation for impairment of assets is done on an individual asset or asset group basis when events or changes in circumstances indicate, in management’s judgment, that the carrying amount of such assets may not be recoverable. When such a determination has been made, management’s estimate of undiscounted future cash flows attributable to the assets is compared to the carrying amount of the assets to determine whether impairment has occurred. If an impairment of the carrying amount has occurred, the amount of the impairment recognized in the financial statements is determined by estimating the fair value of the assets and recording a loss for the amount that the carrying amount exceeds the estimated fair value. No impairments of long lived-assets have been recorded for any period presented.
Provision for Severance Benefits
The Company is liable for employee severance benefits, which are a vested right of workers under the Venezuelan Labor Law. These benefits are accrued as service is rendered and transferred monthly to a trust fund on behalf of each worker.
Foreign Currency
The functional currency of the Company is the U.S. dollar. Transactions denominated in currencies other than the U.S. dollar are recorded based on exchange rates at the time such transactions take place. Subsequent changes in exchange rates result in transaction gains and losses, which are reflected in the statements of income.
Income Taxes
Deferred foreign income taxes are computed using the liability method and are provided on all temporary differences between the financial bases and tax bases of the Company’s assets and liabilities. Management’s judgment and income tax assumptions are used to determine the levels, if any, of valuation allowances associated with deferred foreign tax assets.

9


 

WilPro Energy Services (PIGAP II) Limited
Notes to Financial Statements (continued)
3. Risks and Uncertainties
The Company relies on the Venezuelan oil and natural gas industry and is exposed to the operating, geographical and financial risks relevant to this industry. Geographical risks are generated by the political, legal, social and economic conditions of the country. In recent years, Venezuela endured abnormal levels of instability in the economic, political, and social environment. On February 4, 2003, the Venezuelan government established a currency exchange control. As a result, there was a 20 percent devaluation of the Venezuelan Bolivar with respect to the U.S. Dollar during 2004 and a 12 percent devaluation in 2005. The exchange rate at December 31, 2006 and 2005 was 2150 Venezuelan Bolivars to 1 U.S. dollar, respectively.
Since December 31, 2006, there has been no further devaluation of the Venezuelan Bolivar. The impact of the devaluation on the Company’s financial statements is minimized by the fact that the Company holds most of its cash in U.S. Dollars.
The Venezuelan economy has been considered hyper-inflationary in the past, but has not been considered hyper-inflationary since 2001. The inflation rate for Venezuela was 17 percent in 2006, compared to 14 percent in 2005, and 19 percent in 2004. The impact of inflation on the Company’s financial results is minimized by contractual terms that allow for tariff increases commensurate with inflation, tariffs paid to the Company in U.S. dollars, and significant fixed tariffs not affected by low volumes from PDVSA. As a result, management believes the impact should not be significant.
The Venezuelan government continues its public criticism of U.S. economic and political policy, has implemented unilateral changes to existing energy related contracts, continues to publicly declare that additional energy contracts will be unilaterally amended, and that privately held assets will be expropriated, indicating that a level of political risk still remains. In addition, there is no certainty regarding the impact changes in the future political and economic conditions may have on laws affecting taxes, exchange rates, currency convertibility, environmental and labor regulations, repatriation of profits and capital return. If the current conditions persist, the Company’s economic, financial and operational capacity could be affected, as well as its organizational structure.
The Company’s cash equivalents consist of high-quality securities placed with various major financial institutions with credit ratings at or above BBB by Standard & Poor’s or Baa1 by Moody’s Investors Service.

10


 

WilPro Energy Services (PIGAP II) Limited
Notes to Financial Statements (continued)
4. Related Party Transactions
The Company reimburses shareholders and affiliated companies (including Williams International Venezuela Limited, and Williams International Services Company, which are all subsidiaries of Williams International Company for expenses incurred on behalf of the Company. These reimbursements totaled $2.7 million in 2006, $1.4 million in 2005 and $1.2 million in 2004. The Company received reimbursements for expenses incurred on behalf of affiliated company WilPro Energy Services (El Furrial) Limited in the amount of $.5 million in 2006.
Receivables and payables with shareholders and other affiliated companies at December 31 are as follows:
                 
    2006     2005  
Accounts payable:
               
 
               
Williams International Services Company
  $ 317,692     $ 293,232  
WilPro Energy Services (El Furrial) Limited
    110,925       79,206  
 
           
 
  $ 428,617     $ 372,438  
 
           
5. Property, Plant and Equipment
At December 31, property, plant and equipment are as follows:
                 
    2006     2005  
Natural gas compression plant facilities
  $ 316,948,162     $ 316,593,960  
Spare parts
    816,891       715,467  
Vehicles
    793,972       643,721  
Computer software and equipment
    363,062       325,199  
Other
    138,880       135,128  
 
           
 
    319,060,967       318,413,475  
Accumulated depreciation
    (84,577,975 )     (68,716,948 )
 
           
 
  $ 234,482,992     $ 249,696,527  
 
           

11


 

WilPro Energy Services (PIGAP II) Limited
Notes to Financial Statements (continued)
6. Notes Payable and Credit Facilities
At December 31, long-term notes payable are represented as follows:
                 
    2006     2005  
Overseas Private Investment Corporation:
               
6.62% note payable, due in semi-annual payments plus interest through September 15, 2016
  $ 88,625,000     $ 100,750,000  
 
               
ABN AMRO Bank N.V.:
               
Variable rate note payable, due in semi-annual payments plus interest through September 15, 2016
    74,445,000       84,630,000  
 
           
 
    163,070,000       185,380,000  
 
               
Notes payable due within one year
    22,310,000       22,310,000  
 
           
Notes payable due after one year
  $ 140,760,000     $ 163,070,000  
 
           
In October 2003, the Company received funding under loan agreements with OPIC and ABN AMRO Bank N.V. Interest on the note payable to ABN AMRO Bank N.V. is based on the six-month LIBOR rate plus 0.8 percent (6.23 percent at December 31, 2006). These notes are secured by the physical assets and common stock of the Company. Under the terms of the agreement, the Company maintains various restricted bank accounts. The use of each account is restricted for a specific use including receipt of revenue, payment of operating and maintenance expenses, debt service, uninsured loss reserve, and distributions to shareholders. The loan agreement contains various other restrictive covenants and commitments, including limitations on additional indebtedness, payment of dividends, asset sales and leasing activities.
Aggregate minimum maturities of notes payable for each of the next five years is as follows:
         
2007
  $ 22,310,000  
2008
    23,000,000  
2009
    26,220,000  
2010
    26,680,000  
2011
    16,100,000  

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WilPro Energy Services (PIGAP II) Limited
Notes to Financial Statements (continued)
6. Notes Payable and Credit Facilities (continued)
During 2002 through 2004, deferred financing costs of $10.7 million were incurred in connection with the debt issuance. SACE provides a guarantee on behalf of ABN AMRO Bank N.V. for which the Company paid an $18 million fee. These costs are being amortized on a straight-line basis over the term of the notes. Accumulated amortization of the deferred financing costs is $7.2 million and $5.0 million as of December 31, 2006 and 2005, respectively.
At December 31, 2006 and 2005, the Company had three irrevocable standby letters of credit for $28 million, $12 million, and $5 million issued in favor of PDVSA. The letters of credit renew automatically each year and were issued in connection with the service agreement between the Company and PDVSA. The letters of credit cannot be drawn upon unless the Company defaults on their agreement with PDVSA as outlined in the service agreement.
7. Income Taxes
The Company is subject to Venezuelan corporate income taxes at a 34 percent tax rate on taxable income. Taxable income differs from financial income principally due to adjustments for the difference in reporting currency for book and tax purposes, differences in depreciable lives, and certain permanent differences.
Significant components of deferred taxes at December 31 are as follows:
                 
    2006     2005  
Deferred tax liabilities:
               
Property, plant and equipment
  $ 26,558,420     $ 21,327,000  
Mark to market on interest rate cap
    132,600        
Deferred financing costs
    2,394,244       2,851,000  
 
           
Total deferred tax liabilities
    29,085,264       24,178,000  
 
           
 
               
Deferred tax assets:
               
Mark to market on interest rate cap
          141,000  
Deferred revenue
    2,792,420       2,971,000  
 
           
 
               
 
           
Total deferred tax assets
    2,792,420       3,112,000  
 
           
Net deferred tax liabilities
  $ 26,292,844     $ 21,066,000  
 
           

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WilPro Energy Services (PIGAP II) Limited
Notes to Financial Statements (continued)
7. Income Taxes (continued)
Provision for foreign income taxes consists of:
                         
    2006     2005     2004  
 
                       
Current
  $ 24,220,109     $     $  
Deferred
    5,271,000       5,822,000       6,523,000  
 
                 
Total
  $ 29,491,109     $ 5,822,000     $ 6,523,000  
 
                 
Reconciliation of statutory rate to actual rate:
                         
    2006     2005     2004  
 
                       
Provision at statutory rate (34%)
  $ 14,638,109     $ 13,399,000     $ 12,674,000  
Increase (decrease) in taxes resulting from:
                       
Income/expense not subject to tax
    (857,000 )     (434,000 )      
Inflation adjustment
    3,348,000       3,801,000       6,712,000  
Exchange rate impact on fixed asset accounting
    7,378,000       7,392,000       6,999,000  
Tax reserve
    4,620,000              
Return to accrual and other permanent adjustments
    364,000       15,000       3,463,000  
Currency losses
          (7,177,000 )     (13,874,000 )
Utilization of business asset tax (BAT), investment tax credit (ITC) and net operating loss (NOL) credits
          (11,174,000 )     (9,451,000 )
 
                 
Total
  $ 29,491,109     $ 5,822,000     $ 6,523,000  
 
                 

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WilPro Energy Services (PIGAP II) Limited
Notes to Financial Statements (continued)
8. Financial Instruments
The Company used the following methods and assumptions in estimating its fair-value disclosures for financial instruments:
Cash and cash equivalents and restricted cash and cash equivalents: The carrying amounts reported in the balance sheet approximate fair value due to the short-term maturity of the underlying instruments.
Derivative asset: Fair value is determined by discounting estimated future cash flows using forward-interest rates derived from the year-end yield curve. Fair value was calculated by the financial institution that is the counterparty to the interest rate cap derivative.
Notes payable: The fair value of the fixed rate long-term note was determined based on prices of similar securities with similar terms and credit ratings. The Company used the expertise of an outside investment banking firm to estimate the fair value of this note.
The carrying amount of the variable rate long-term note reported in the balance sheet approximates fair value as this note has an interest rate approximating market.
                                 
    2006     2005  
    Carrying             Carrying        
Asset (liability)   amount     Fair value     amount     Fair value  
Cash and cash equivalents
  $ 197,857     $ 197,857     $ 143,547     $ 143,547  
Restricted cash and cash equivalents
    66,986,040       66,986,040       62,051,490       62,051,490  
Derivative asset
    486,583       486,583       808,870       808,870  
Notes payable
    (163,070,000 )     (135,195,488 )     (185,380,000 )     (172,045,697 )

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